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2009 Annual Report

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2009 Annual Report 2009AnnualReport UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009, OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32601 LIVE NATION ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Delaware 20-3247759 (State of Incorporation) (I.R.S. Employer Identification No.) 9348 Civic Center Drive Beverly Hills, CA 90210 (Address of principal executive offices, including zip code) (310) 867-7000 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on which Registered Common Stock, $.01 Par Value per Share; New York Stock Exchange Preferred Stock Purchase Rights Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ⌧ No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ⌧ No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and 2) has been subject to such filing requirements for the past 90 days. ⌧ Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ⌧ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Accelerated filer ⌧ Non-accelerated filer Smaller reporting company (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ⌧ No On June 30, 2009, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the Common Stock beneficially held by non-affiliates of the registrant was approximately $341.8 million. (For purposes hereof, directors, executive officers and 10% or greater stockholders have been deemed affiliates). On February 19, 2010, there were 171,676,593 outstanding shares of the registrant’s common stock, $0.01 par value per share, including 3,026,724 shares of unvested restricted stock awards and excluding 1,979,053 shares held in treasury. DOCUMENTS INCORPORATED BY REFERENCE Portions of our Definitive Proxy Statement for the 2010 Annual Meeting of Stockholders, expected to be filed within 120 days of our fiscal year end, are incorporated by reference into Part III. Portions of our Registration Statement on Form S-4 declared effective on November 6, 2009 are incorporated by reference into Item 1, Item 1A and Item 2. LIVE NATION ENTERTAINMENT, INC. INDEX TO FORM 10-K Page PART I ITEM 1. BUSINESS ........................................................................................................................................................ 2 ITEM 1A. RISK FACTORS................................................................................................................................................ 18 ITEM 1B. UNRESOLVED STAFF COMMENTS .............................................................................................................. 33 ITEM 2. PROPERTIES.................................................................................................................................................... 33 ITEM 3. LEGAL PROCEEDINGS................................................................................................................................... 34 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS........................................................... 36 PART II ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES....................................................................................... 37 ITEM 6. SELECTED FINANCIAL DATA....................................................................................................................... 38 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS .............................................................................................................................................. 40 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK........................................ 63 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ...................................................................... 64 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE .............................................................................................................................................. 106 ITEM 9A. CONTROLS AND PROCEDURES.................................................................................................................... 106 ITEM 9B. OTHER INFORMATION .................................................................................................................................. 108 PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE................................................ 108 ITEM 11. EXECUTIVE COMPENSATION ...................................................................................................................... 108 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS ....................................................................................................................... 108 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE....... 108 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES....................................................................................... 108 PART IV ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES .................................................................................... 109 LIVE NATION ENTERTAINMENT, INC. GLOSSARY OF KEY TERMS ADA Americans with Disabilities Act of 1990 AMG Academy Music Holdings Limited Group Anthill Anthill Trading Ltd. APB Accounting Principles Board ASC FASB Accounting Standards Codification ASU FASB Accounting Standards Updates BIC Broadway in Chicago, LLC Brand New Live Brand New Live B.V. Clear Channel Clear Channel Communications, Inc. Codification SFAS No. 168, FASB Accounting Standards Codification, issued by the FASB in June 2009 Company Live Nation Entertainment, Inc. CPI Concert Productions International CPI Companies CPI and related companies and subsidiaries DDA United Kingdom’s Disability Discrimination Act 1995 De-Lux De-Lux Merchandise Company Limited DF Concerts DFC Holdings Limited Dominion Dominion Theatre Investments Limited Etix Intelli-Mark Technologies, Inc. F&P Italia Friends & Partners Italia S.r.l. FASB Financial Accounting Standards Board FSP FASB Staff Position GAAP United States Generally Accepted Accounting Principles Get Live 2 Get Live 2 S.r.l. HOB HOB Entertainment, Inc. HOB Canada House of Blues Concerts Canada KSC KSC Consulting (Barbados) Inc. Liberty Media Liberty Media Corporation Live Nation Live Nation Entertainment, Inc., formerly known as Live Nation, Inc. Luger Lugerinc. AB Mean Fiddler Mean Fiddler Music Group, PLC Merger Merger between Live Nation, Inc. and Ticketmaster Entertainment, Inc. announced in February 2009 and consummated in January 2010 Merger Agreement Agreement and Plan of Merger between Live Nation, Inc. and Ticketmaster Entertainment, Inc. Mirage Mirage Promotions FZ-LLC MLK Marek Lieberberg Konzertagentur Moondog Moondog Entertainment AB Musictoday Musictoday, LLC OCI Other comprehensive income (loss) Parcolimpico Parcolimpico S.r.l. Phantom–Vegas Phantom: The Las Vegas Spectacular at The Venetian Resort Hotel and Casino SEC United States Securities and Exchange Commission Separation The contribution and transfer by Clear Channel of substantially all of its entertainment assets and liabilities to Live Nation SFAS Statement of Financial Accounting Standards Signatures Signatures SNI, Inc. Tecjet Tecjet Limited Ticketmaster Ticketmaster Entertainment LLC, formerly known as Ticketmaster Entertainment, Inc. U.K. United Kingdom U.S. United States 1 PART I “Live Nation” (which may be referred to as the “Company”, “we”, “us” or “our”) means Live Nation Entertainment,
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