UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549


__________________________________________


Form 10-K/A


(Amendment No. 1)


xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended December 31, 2018 ,


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


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LIVE NATION ENTERTAINMENT, INC.


(Exact name of registrant as specified in its charter) Delaware20-3247759(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 ClassTrading Symbol(s)Name of Each Exchange on which RegisteredCommon Stock, $.01 Par Value per Share;Preferred Stock Purchase RightsLYVNew York Stock Exchange


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. x 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 x 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. x Yes  ̈ No


Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 x No  ̈


Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) 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. x


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filerxAccelerated filer ̈Non-accelerated filer ̈Smaller reporting company ̈Emerging growth company ̈If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ̈


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  ̈ Yes x No








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On June 30, 2018 , 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 $6.7 billion . (For purposes hereof, directors, executive officers and 10% or greater stockholders have been deemed affiliates).


On February 21, 2019 , there were 210,898,225 outstanding shares of the registrant’s common stock, $0.01 par value per share, including 2,086,092 shares of unvested restricted stock awards and excluding 408,024 shares held in treasury.


DOCUMENTS INCORPORATED BY REFERENCE


Portions of our Definitive Proxy Statement for the 2019 Annual Meeting of Stockholders, filed on April 22, 2019 , were incorporated by reference into Part III of our Annual Report on Form 10-K for the year ended December 31, 2018 , filed on February 28, 2019 .














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Explanatory Note


On February 28, 2019 , Live Nation Entertainment, Inc. (“Live Nation” or the  “Company”) filed with the Securities and Exchange Commission its Annual Report on Form 10-K for the year ended December 31, 2018 .


This Amendment No. 1 to Form 10-K (“Amendment No. 1”) of Live Nation is being filed solely to amend Item 15(c) to include the separate financial statements of Venta de Boletos por Computadora, S.A. de C.V. ("VBC") as required under Rule 3-09 of Regulation S-X. The financial statements of  VBC for its fiscal year ended December 31, 2018 were not available at the time the Company filed its Annual Report on Form 10-K. The required financial statements are now provided as Exhibit 99.1 to this Amendment No. 1.


Item 15(c) is the only portion of the Company’s Annual Report on Form 10-K being supplemented or amended by this Form 10-K/A. This Amendment No. 1 does not change any other information set forth in the original filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 . This Amendment No. 1 consists solely of the preceding cover page, this explanatory note, the information required by Item 15(c) of Form 10-K as provided in Exhibit 99.1, a signature page, the accountants’ consent for VBC and certifications required to be filed as exhibits hereto.





PART IV





ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES


(a)1. Financial Statements.


The following consolidated financial statements are included in Item 8 of the Company’s Annual Report on Form 10-K filed on February 28, 2019 :


Consolidated Balance Sheets as of December 31, 2018 and 2017


Consolidated Statements of Operations for the Years Ended December 31, 2018 , 2017 and 2016


Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2018 , 2017 and 2016


Consolidated Statements of Changes in Equity for the Years Ended December 31, 2018 , 2017 and 2016


Consolidated Statements of Cash Flows for the Years Ended December 31, 2018 , 2017 and 2016


Notes to Consolidated Financial Statements


(a)2. Financial Statement Schedule.


The following financial statement schedule for the years ended December 31, 2018 , 2017 and 2016 is filed as part of Item 15 of the Company’s Annual Report on Form 10-K filed on February 28, 2019 and should be read in conjunction with the consolidated financial statements.


Schedule II Valuation and Qualifying Accounts


All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted.


(a)3. Exhibits.


The information in the Exhibit Index of this Amendment No. 1 is incorporated into this Item 15.(a)3 by reference.


(c)     Separate financial statements of subsidiaries not consolidated and fifty percent or less owned persons.


The financial statements included in Exhibit 99.1 for the years ended December 31, 2018 , 2017 and 2016 are filed as part of Item 15 of the Company's Annual Report filed on February 28, 2019 and should be read in conjunction with the Company's consolidated financial statements.

















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EXHIBIT INDEX


Incorporated by ReferenceExhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith2.1Share Subscription Agreement and Other Covenants entered into as of May 1, 2018, by and among Live Nation Entertainment, Inc., Live Nation International Holdings B.V., Rock City, S.A., and Roberto Medina and certain other shareholders of Rock City, S.A.8-K001-326012.15/10/2018Live Nation3.1Amended and Restated Certificate of Incorporation of Live Nation Entertainment, Inc., as amended.10-K001-326013.12/25/2010Live Nation3.2Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Live Nation Entertainment, Inc.8-K001-326013.16/7/2013Live Nation3.3Fifth Amended and Restated Bylaws of Live Nation Entertainment, Inc.8-K001-326013.26/7/2013Live Nation4.1Amended and Restated Rights Agreement, dated as of December 18, 2015, between Live Nation Entertainment, Inc. and Computershare Inc.8-K001-326014.112/24/2015Live Nation4.2Form of Certificate of Designations of Series A Junior Participating Preferred Stock.8-K001-326014.212/23/2005Live Nation4.3Form of Right Certificate.8-K001-326014.3    (Annex B)12/23/2005Live Nation10.1Stockholder Agreement, dated February 10, 2009, among Live Nation, Inc., Liberty Media Corporation, Liberty USA Holdings, LLC and Ticketmaster Entertainment, Inc.8-K001-3260110.22/13/2009Live Nation10.2Registration Rights Agreement, dated January 25, 2010, among Live Nation, Inc., Liberty Media Corporation and Liberty Media Holdings USA, LLC.8-K001-3260110.11/29/2010Live Nation10.3Form of Indemnification Agreement.10-K001-3260110.232/25/2010Live Nation10.4 §Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.8-K001-3260110.26/11/2015Live Nation10.5 §Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.S-8333-16450710.11/26/2010Live Nation10.6 §Amendment No. 1 to the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.10-Q001-3260110.111/4/2010Live Nation10.7 §Live Nation Entertainment, Inc. 2006 Annual Incentive Plan, as amended and restated as of March 19, 2015.8-K001-3260110.16/11/2015Live Nation10.8 §Form Stock Option Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.10-K001-3260110.122/25/2016Live Nation10.9 §Form Restricted Stock Agreement for the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015.10-K001-3260110.132/25/2016Live Nation








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Incorporated by ReferenceExhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith10.10 §Form Stock Option Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.10-K001-3260110.142/25/2016Live Nation10.11 §Form Restricted Stock Agreement for the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan.10-K001-3260110.152/25/2016Live Nation10.12 §Amended and Restated Live Nation, Inc. Stock Bonus Plan.8-K001-3260110.11/25/2010Live Nation10.13 §Employment Agreement, entered into December 15, 2017, by and between Live Nation Entertainment, Inc. and Michael Rapino.8-K001-3260110.112/18/2017Live Nation10.14 §Performance Share Award Agreement, entered into December 15, 2017, by and between Live Nation Entertainment, Inc. and Michael Rapino.10-K001-3260110.212/18/2017Live Nation10.15 §Employment Agreement, effective as of January 1, 2018, by and between Live Nation Entertainment, Inc. and Joe Berchtold.8-K001-3260110.112/20/2017Live Nation10.16 §Performance Share Award Agreement, entered into December 19, 2017, by and between Live Nation Entertainment, Inc. and Joe Berchtold.10-K001-3260110.212/18/2017Live Nation10.17 §Employment Agreement, effective as of January 1, 2018, between Live Nation Entertainment, Inc. and Michael Rowles.8-K001-3260110.312/20/2017Live Nation10.18 §Employment Agreement, effective as of January 1, 2018, by and between Live Nation Entertainment, Inc. and Elizabeth K. (Kathy) Willard.8-K001-3260110.412/20/2017Live Nation10.19 §Employment Agreement, effective December 17, 2007, between Live Nation Worldwide, Inc. and Brian Capo.10-Q001-3260110.48/7/2008Live Nation10.20 §First Amendment to Employment Agreement, effective December 31, 2008, between Live Nation Worldwide, Inc. and Brian Capo.10-K001-3260110.303/5/2009Live Nation10.21 §Second Amendment to Employment Agreement, effective October 22, 2009, between Live Nation Worldwide, Inc. and Brian Capo.10-K001-3260110.552/25/2010Live Nation10.22 §Third Amendment to Confirmation of Employment and Compensation Arrangement, effective January 1, 2017, by and between Live Nation Worldwide, Inc. and Brian J. Capo.10-Q001-3260110.18/9/2017Live Nation








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Incorporated by ReferenceExhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith10.23Credit Agreement entered into as of May 6, 2010, among Live Nation Entertainment, Inc., the Foreign Borrowers party thereto, the Guarantors identified therein, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian Agent and J.P. Morgan Europe Limited, as London Agent.10-Q001-3260110.48/5/2010Live Nation10.24Amendment No. 1, to the Credit Agreement, dated as of June 29, 2012, entered into by and among Live Nation Entertainment, Inc., the relevant Credit Parties identified therein, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders.10-Q001-3260110.28/7/2012Live Nation10.25Amendment No. 2 to the Credit Agreement, dated as of August 16, 2013, entered into by and among Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent and J.P. Morgan Europe Limited, as London agent.10-Q001-3260110.25/6/2014Live Nation10.26Amendment No. 3 to the Credit Agreement, dated as of October 31, 2016, entered into by and among Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent,  J.P. Morgan Europe Limited, as London agent and the lenders from time to time party thereto.10-K001-3260110.262/23/2017Live Nation10.27Amendment No. 4 to the Credit Agreement, dated June 27, 2017, entered into by Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent, J.P. Morgan Europe Limited, as London agent and the lenders from time to time party thereto.10-Q001-3260110.28/9/2017Live Nation10.28Amendment No. 5 to the Credit Agreement, dated as of March 28, 2018, among Live Nation Entertainment, Inc., the Guarantors identified therein, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent, J.P. Morgan Europe Limited, as London agent and the lenders from time to time party thereto.10-Q001-3260110.35/3/2018Live Nation








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Incorporated by ReferenceExhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith10.29Incremental Term Loan Joinder Agreement No. 1, dated August 20, 2012, by and among Live Nation Entertainment, Inc., JPMorgan Chase Bank, N.A., as administrative agent, each Incremental Term Loan Lender defined therein and the relevant Credit Parties identified therein.10-Q001-3260110.211/5/2012Live Nation10.30Indenture, dated as of May 23, 2014, among Live Nation Entertainment, Inc., the Guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.17/31/2014Live Nation10.31First Supplemental Indenture, dated as of August 27, 2014, among Live Nation Entertainment, Inc., Ticketstoday, LLC, the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.110/30/2014Live Nation10.32Second Supplemental Indenture, dated as of October 31, 2014, among Live Nation Entertainment, Inc., EXMO, Inc., Artist Nation Management, Inc., Guyo Entertainment, Inc., the Existing Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-K001-3260110.332/26/2015Live Nation10.33Third Supplemental Indenture, dated as of March 27, 2015 among Live Nation Entertainment, Inc., Country Nation, LLC, the Existing Guarantors Party thereto and The Bank of New York Mellon Trust Company N.A., as trustee.10-Q001-3260110.14/30/2015Live Nation10.34Fourth Supplemental Indenture, dated as of August 13, 2015, among Live Nation Entertainment, Inc., the guarantors listed in Appendix I thereto, FG Acquisition Co, LLC, Front Gate Holdings, LLC and Front Gate Ticketing Solutions, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.210/29/2015Live Nation10.35Fifth Supplemental Indenture, dated as of October 31, 2016, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-K001-3260110.422/23/2017Live Nation10.36Sixth Supplemental Indenture, dated as of April 7, 2017, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.25/4/2017Live Nation10.37Seventh Supplemental Indenture, entered into as of March 20, 2018, among Live Nation Entertainment, Inc., the Guarantor party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.55/3/2018Live Nation10.38Indenture, dated as of May 23, 2014, between Live Nation Entertainment, Inc., and HSBC Bank USA, National Association, as trustee.10-Q001-3260110.27/31/2014Live Nation








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Incorporated by ReferenceExhibit No.Exhibit DescriptionFormFile No.Exhibit No.Filing DateFiled ByFiled Herewith10.39Indenture, dated as of October 31, 2016, by and among Live Nation Entertainment, Inc. the Guarantors defined therein and The Bank of New York Mellon Trust Company, N.A., as trustee.10-K001-3260110.442/23/2017Live Nation10.40First Supplemental Indenture, dated as of April 7, 2017, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.15/4/2017Live Nation10.41Second Supplemental Indenture, entered into as of March 20, 2018, among Live Nation Entertainment, Inc., the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.45/3/2018Live Nation10.42Indenture, dated as of March 20, 2018, by and among Live Nation Entertainment, Inc., the Guarantors defined therein, and The Bank of New York Mellon Trust Company, N.A., as trustee.10-Q001-3260110.15/3/2018Live Nation10.43Indenture, dated as of March 20, 2018, by and among Live Nation Entertainment, Inc., and HSBC Bank USA, National Association, as trustee.10-Q001-3260110.25/3/2018Live Nation14.1Code of Business Conduct and Ethics.10-K001-3260114.12/28/2019Live Nation21.1Subsidiaries of the Company.10-K001-3260121.12/28/2019Live Nation23.1Consent of Ernst & Young LLP.10-K001-3260123.12/28/2019Live Nation23.2Consent of PricewaterhouseCoopers S.C.X24.1Power of Attorney (see signature page 104 of 10-K).10-K001-326012/28/2019Live Nation31.1Certification of Chief Executive Officer.X31.2Certification of Chief Financial Officer.X32.1Section 1350 Certification of Chief Executive Officer.X32.2Section 1350 Certification of Chief Financial Officer.X99.1Financial statements of Venta de Boletos por Computadora, S.A. de C.V.X101.INSXBRL Instance Document.10-K001-32601101.INS2/28/2019Live Nation101.SCHXBRL Taxonomy Schema Document.10-K001-32601101.SCH2/28/2019Live Nation101.CALXBRL Taxonomy Calculation Linkbase Document.10-K001-32601101.CAL2/28/2019Live Nation101.DEFXBRL Taxonomy Definition Linkbase Document.10-K001-32601101.DEF2/28/2019Live Nation101.LABXBRL Taxonomy Label Linkbase Document.10-K001-32601101.LAB2/28/2019Live Nation101.PREXBRL Taxonomy Presentation Linkbase Document.10-K001-32601101.PRE2/28/2019Live Nation





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The Company has not filed long-term debt instruments of its subsidiaries where the total amount under such instruments is less than ten percent of the total assets of the Company and its subsidiaries on a consolidated basis. However, the Company will furnish a copy of such instruments to the Commission upon request.











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SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on June 28, 2019 .


LIVE NATION ENTERTAINMENT, INC.By:/s/ Michael RapinoMichael RapinoPresident and Chief Executive Officer