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Live Nation Entertainment, Inc.

For the period ended Jun 30, 2025. Filed Aug 7, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 7, 2025

LYV$175.25-3.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-01.

0001335258-25-000055

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001335258-25-000129

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 114 previous paragraphs and 141 current paragraphs.

82 unchanged; 29 reworded; 25 added; 3 removed; 0 previous and 5 current paragraphs rearranged.

Tables are not compared: 12 previous and 13 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (25)

Current report

For the first six months of 2025, our consolidated revenue increased by $565.8 million on a reported basis, or 6%, compared to the same period last year, from $9.8 billion to $10.4 billion. The increase was $624.9 million, or 6%, on a constant-currency basis. Our consolidated operating income was $601.4 million for the first six months of 2025, compared to $424.4 million for the first six months of 2024, an increase of $177.0 million, or 42%. The increase in operating income was $187.5 million, or 44%, on a constant-currency basis. Consolidated AOI for the first six months increased by $60.7 million, or 6%, compared to the same period in 2024, from $1.08 billion to $1.14 billion. The increase in AOI was $76.9 million, or 7%, on a constant-currency basis.

Current report

All of the segment financial information below in this Executive Overview is based on reported results and is not adjusted for changes in foreign currency exchange rates.

Current report

Our Concerts segment’s revenue for the quarter increased by $959.3 million, or 19%, from $5.0 billion in the second quarter of 2024 to $5.9 billion in the second quarter of 2025. The revenue increase was largely the result of more stadium shows in our largest markets. The overall number of events for the second quarter of 2025 was approximately 14,300, slightly lower than last year. However, the number of fans for the quarter grew by 5.3 million or 14%, from 38.9 million last year to 44.1 million this year. The fan count growth was driven by our record year of stadium content and, as in the first quarter, our fan count growth was heavily driven by our international markets. Some of the notable acts touring in the second quarter included Beyoncé, Shakira, Kendrick Lamar and Post Malone. Our larger festivals in the quarter included EDC Vegas, Bottlerock and Download in the United Kingdom, which collectively hosted nearly 1 million fans. Per fan spend in our amphitheaters grew driven by concession spending which is up 10%. Concerts AOI for the second quarter increased $88.0 million or 33%, from $270.7 million in 2024 to $358.7 million in 2025.

Current report

For the first six months of 2025, our Concerts segment’s revenue grew $564.0 million compared to the same period in 2024, from $7.9 billion to $8.4 billion. Concerts fan count for the first half of the year was 66.5 million compared to 61.8 million for the same period in 2024, an improvement of 4.6 million fans or 7%. Through the first six months of 2025, onsite spending at our United States amphitheater shows is pacing ahead of 2024 for the year driven by higher food and beverage spending. For our larger festivals, with 40% of our festival events now played off, we have seen growth in per fan onsite spend, driven by higher food and beverage, merchandise and parking sales. Concerts AOI for the first six months increased by $96.4 million, or 36%, compared to the same period in 2024, from $268.9 million to $365.3 million.

Current report

Our Ticketing segment’s revenue for the quarter increased by $12.0 million, or 2%, from $730.7 million in the second quarter of 2024 to $742.7 million in the second quarter of 2025. We sold 83.3 million fee-bearing tickets in the second quarter of 2025 compared to 80.4 million in the same period of the prior year, an increase of 2.9 million tickets, or 4%, driven by our international markets. AOI for the quarter was flat relative to the prior year as a result of geographic and venue mix as well.

Current report

Consumer demand in our ticketing business remains strong, particularly for concert events. On a transacted basis through the end of July 2025, our primary ticket sales for concert events are up nearly 5 million tickets year-over-year globally, and the associated GTV is up over $1 billion, or 9%. This increase is being partially offset by lower ticket sales for sports, arts and family events.

Current report

Ticketing’s deferred tickets are up over 5% year-over-year as of the end of the second quarter, and GTV associated with those deferred tickets is up double digits. As of June 30, 2025, our deferred service fee revenue to be recognized in future periods was also up double digits versus the prior year and was our highest Ticketing deferred service fee revenue ever.

Current report

For the first six months of 2025, our Ticketing segment’s revenue decreased by $16.5 million compared to the same period in 2024, from $1.45 billion to $1.44 billion. Ticketing AOI for the first six months of 2025 decreased by $33.5 million compared to the same period in 2024, from $576.6 million to $543.2 million. Through June 30, 2025, our fee-bearing ticket sales were 160.8 million tickets, 1.8 million ahead of 2024. We have signed clients with approximately 17 million net new tickets so far this year, of which over two-thirds are in our international markets, which gives us confidence our ticketing platforms’ features and functionalities are continuing to compete effectively.

Current report

Our Sponsorship & Advertising segment’s revenue for the quarter increased by $28.3 million, from $312.2 million in the second quarter of 2024 to $340.6 million in the second quarter of 2025. AOI for the quarter increased by $5.0 million, from $222.6 million in the second quarter of 2024 to $227.6 million in the second quarter of 2025. Growth in the quarter was driven by new access and content-related deals across multiple markets in Europe as well as Estadio GNP and the NASCAR event in Mexico. This was partially offset by a calendarization shift in our festival events globally and a weather-related festival cancellation in the United States.

Current report

For the first six months of 2025, our Sponsorship & Advertising segment’s revenue grew $33.1 million compared to the same period in 2024, from $523.5 million to $556.6 million. Sponsorship & Advertising AOI for the first six months increased by $11.0 million compared to the same period in 2024, from $352.6 million to $363.6 million. On a full year basis, we expect AOI and operating margins to be in line with historical norms. Our committed sponsorship sales are up over double-digits year-over-year and over 95% of our projected revenue for the year is accounted for, giving us confidence we will deliver double-digit growth for the year once again in our Sponsorship & Advertising segment.

Current report

Revenue increased $983.2 million during the three months ended June 30, 2025 as compared to the same period of the prior year primarily due to increased revenue in our Concerts segment of $959.3 million, Ticketing segment of $12.0 million and Sponsorship & Advertising segment of $28.3 million, as further discussed within each segment’s operating results.

Current report

Operating income increased $177.0 million during the six months ended June 30, 2025 as compared to the same period of the prior year, primarily driven by increased operating income in our Concerts segment of $282.2 million and Sponsorship & Advertising segment of $14.0 million. These were partially offset by certain acquisition expenses of $65.7 million as well as decreased operating income in our Ticketing segment of $46.2 million, as further discussed within each segment’s operating results.

Current report

Concerts AOI increased $88.0 million and operating income increased $88.6 million during the three months ended June 30, 2025 as compared to the same period of the prior year. The increase in AOI was primarily driven by higher revenue as discussed above, partially offset by an increase in direct operating expenses to support more stadium shows and fan growth at events and higher selling, general and administrative expenses related to additional headcount and compensation expenses.

Current report

Ticketing revenue increased $12.0 million during the three months ended June 30, 2025 as compared to the same period of the prior year primarily due to higher primary ticket sales in international markets.

Current report

Ticketing AOI decreased $2.4 million and operating income decreased $11.5 million during the three months ended June 30, 2025 as compared to the same period of the prior year primarily driven by higher selling, general and administrative expenses due to increased investments in research & development, cybersecurity and cloud computing. These were partially offset by an increase in revenue discussed above.

Current report

On July 29, 2025, we entered into an amendment to the OCESA joint venture agreement amending the existing terms to accelerate the timing of CIE’s option to sell its 24% interest in OCESA to the Company and extended the timing on CIE’s option to sell its remaining 25% interest in OCESA by five years. We also entered into a purchase agreement to acquire the 24% interest in OCESA from CIE for approximately $646 million, which is expected to close during the third quarter of 2025.

Current report

The One Big Beautiful Bill Act (“OBBBA”) was enacted on July 4, 2025. The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, the business interest expense limitation and makes modifications to the international tax framework. The Company is assessing the impact of the OBBBA on our consolidated financial statements.
Removed paragraphs (3)

Previous report

All of the segment financial comments to follow are based on reported foreign currency exchange rates.

Previous report

Our Ticketing segment revenue for the quarter decreased by $28.5 million, or 4%, from $723.2 million in the first quarter of 2024 to $694.7 million in the first quarter of 2025. The decrease resulted from a decrease in ticket sales in North America, driven by non-concerts activity levels, along with lower activity from non-Live Nation promoted concert events. We sold approximately 77.5 million fee-bearing tickets in the first quarter of 2025 compared to 78.6 million tickets in the same period of the prior year, a decrease of 1%. Ticket sale transactions for Live Nation promoted events rose by 7% in the quarter while sales for non-Live Nation activity declined by 3%. As a result, Ticketing’s deferred tickets are up 8% year-over-year as of the end of the first quarter and GTV associated with those deferred tickets is up double digits. In the first quarter of 2025, we signed 9.5 million net new tickets of which over 70% came from our international markets. Despite the decline in Ticketing’s results for the quarter, the combination of deferred revenue and new client signings points to a successful overall year.

Previous report

Our Sponsorship & Advertising segment revenue for the quarter increased by $4.8 million, or 2%, from $211.3 million in the first quarter of 2024 to $216.1 million in the first quarter of 2025. The improvement was largely due to increased digital platform integration projects with clients in the United States, growth in our owned and operated venue sponsorship, and ticket access deals tied to high profile onsales in the first quarter of 2025. AOI for the quarter increased by $6.0 million, from $130.0 million in the first quarter of 2024 to $136.0 million in the first quarter of 2025.
Reworded paragraphs (29)

Previous wording

The first quarter was a strong start to the year for the Company with one of our highest operating income and adjusted operating income results ever for the first quarter. Based on our strong pipeline of stadium shows for the remainder of the year, coupled with our current deferred revenue balance of $6.1 billion as of March 31, 2025, which is up $1.1 billion or 21% compared to March 31, 2024, we are optimistic for continued success in the remainder of the year.

Current wording

Our second quarter was a record for the Company, with operating income up 4% and AOI up 11% versus 2024. We are confident of continued growth in the remainder of 2025, based on our strong line-up of stadium shows for the remainder of the year, coupled with our current deferred revenue balance of $5.9 billion as of June 30, 2025, which increased $1.1 billion or 23% compared to June 30, 2024.

Previous wording

Our overall revenue decreased by 11% to $3.4 billion on a reported basis, or 8% decline on a constant currency basis as compared to the same period of the prior year. This was largely the result of a reduction in arena show volume in the United States. Despite this, our operating income for the quarter increased by $156.2 million, from an operating loss of $41.4 million in the first quarter of 2024 to an operating income of $114.8 million in the first quarter of 2025 due to higher operating performance from our Concerts and Sponsorship segments as well as the Astroworld estimated loss contingencies recorded in our Concerts segment in the first quarter of 2024. The increase in operating income was $170.9 million at constant currency.

Current wording

For the second quarter of 2025, our consolidated revenue increased by 16% to $7.0 billion on a reported basis as compared to the same period last year. On a constant-currency basis, the growth was 15%. The growth came from our Concerts segment as a result of increased fan count and higher onsite spend. Nearly 70% of the Concerts topline revenue growth came from our international markets, with the United Kingdom, mainland Europe and Asia all achieving more than 50% revenue growth. Our consolidated operating income for the quarter increased by $20.8 million, or 4%, from $465.8 million in the second quarter of 2024 to $486.7 million in the second quarter of 2025, due to improved performance from our Concerts and Sponsorship segments. The increase in operating income was $16.6 million, or 4%, at constant currency.

Previous wording

Our Concerts segment revenue for the quarter decreased by $395.3 million, or 14%, from $2.9 billion in the first quarter of 2024 to $2.5 billion in the first quarter of 2025. The revenue decrease was largely the result of fewer arena shows in the United States, partially offset by more theater and club shows and fans in our international markets. The number of events for the first quarter of 2025 was approximately 11,300, essentially flat compared to last year. The number of fans for the quarter was 22.3 million compared to approximately 22.9 million last year, essentially even. The slight decrease was largely in the United States while Latin America and Europe had double-digit increases. Some of the notable acts touring in the first quarter included Shakira, Sabrina Carpenter, Coldplay and Chayanne. Concerts AOI for the first quarter of 2025 was $6.6 million compared to a loss of $1.8 million in the first quarter of 2024. Early in the second quarter, our ticket sales for events playing off in calendar year 2025 are pacing up double-digits compared to last year while our event related deferred revenue is also up double-digits, giving us confidence that we are positioned for another record Concerts year.

Current wording

As of June 30, 2025, our ticket sales for events playing off in calendar year 2025 are pacing up 7% compared to last year, while our event-related deferred revenue is our highest ever for the second quarter and up double-digits year-over-year, giving us confidence that we are positioned for another record Concerts year.

Previous wording

Operating income increased $156.2 million during the three months ended March 31, 2025 as compared to the same period of the prior year primarily driven by a reduction in operating loss in our Concerts segment of $193.6 million, primarily associated with the nonrecurring Astroworld estimated loss contingencies of $185.9 million in the prior year, as well as increased operating income in our Sponsorship & Advertising segment of $7.9 million. These were partially offset by decreased operating income in our Ticketing segment of $34.7 million, as further discussed within each segment’s operating results.

Current wording

Operating income increased $20.8 million during the three months ended June 30, 2025 as compared to the same period of the prior year primarily driven by increased operating income in our Concerts segment of $88.6 million and Sponsorship & Advertising segment of $6.2 million. These were partially offset by certain acquisition expenses of $55.1 million as well as decreased operating income in our Ticketing segment of $11.5 million, as further discussed within each segment’s operating results.

Previous wording

For the three months ended March 31, 2025, we had other expense, net of $3.0 million which primarily includes net foreign exchange rate losses of $7.3 million. For the three months ended March 31, 2024, we had other income, net of $77.1 million which includes mark to market adjustments for certain investments in nonconsolidated affiliates of $88.7 million, partially offset by net foreign exchange rate losses of $11.8 million. The net foreign exchange rate losses result primarily from revaluation of certain foreign currency denominated net assets held internationally.

Current wording

For the three months ended June 30, 2025, we had other expense, net of $36.4 million, which primarily consisted of net foreign exchange rate losses of $27.2 million. For the three months ended June 30, 2024, we had other income, net of $20.7 million which included net foreign exchange rate gains of $14.4 million. The net foreign exchange rate gains and losses resulted primarily from revaluation of certain foreign currency denominated net assets held internationally.

Previous wording

Revenue decreased $417.4 million during the three months ended March 31, 2025 as compared to the same period of the prior year driven by decreased revenue in our Concerts segment of $395.3 million and Ticketing segment of $28.5 million, partially offset by a $4.8 million increase in our Sponsorship & Advertising segment, as further discussed within each segment’s operating results.

Current wording

Revenue increased $565.8 million during the six months ended June 30, 2025 as compared to the same period of the prior year, driven by increased revenue in our Concerts segment of $564.0 million and Sponsorship & Advertising segment of $33.1 million, partially offset by a $16.5 million decrease in our Ticketing segment, as further discussed within each segment’s operating results.

Previous wording

For the three months ended March 31, 2025, we had a net tax expense of $19.7 million on income before income taxes of $66.0 million compared to a net tax expense of $41.0 million on a loss before income taxes of $1.7 million for the three months ended March 31, 2024. For the three months ended March 31, 2025, the income tax expense consisted of $23.4 million related to foreign entities as well as income tax benefits of $3.5 million related to United States federal taxes and $0.2 million related to state and local income taxes. The net decrease in tax expense of $21.3 million was primarily due to lower income in certain foreign jurisdictions.

Current wording

For the six months ended June 30, 2025, we had a net tax expense of $137.4 million on income before income taxes of $486.4 million compared to a net tax expense of $121.2 million on income before income taxes of $454.7 million for the six months ended June 30, 2024. For the six months ended June 30, 2025, the income tax expense consisted of $93.8 million related to foreign entities, $34.3 million related to United States federal taxes and $9.3 million related to state and local income taxes. The net increase in tax expense of $16.2 million was primarily due to higher income in certain foreign jurisdictions.

Previous wording

The following table sets forth the reconciliation of consolidated operating income (loss) to consolidated AOI for the three months ended March 31, 2025 and 2024:

Current wording

The following table sets forth the reconciliation of consolidated operating income to consolidated AOI for the three and six months ended June 30, 2025 and 2024:

Previous wording

Concerts revenue decreased $395.3 million during the three months ended March 31, 2025 as compared to the same period of the prior year primarily due to fewer arena shows partially offset by more stadium shows. Concerts had incremental revenue of $41.8 million during the three months ended March 31, 2025 from acquisitions and new venues.

Current wording

Concerts revenue increased $959.3 million during the three months ended June 30, 2025 as compared to the same period of the prior year primarily due to more stadium shows. Concerts had incremental revenue of $97.4 million during the three months ended June 30, 2025 from acquisitions and new venues.

Previous wording

Concerts AOI increased $8.4 million and operating loss decreased $193.6 million for the three months ended March 31, 2025 as compared to the same period of the prior year. The increase in AOI was primarily driven by lower direct operating expenses due to fewer arena shows as well as a reduction in selling, general and administrative expenses. These decreases in expenses were partially offset by a lower revenue discussed above. The remaining change in operating loss outside of AOI of $185.2 million is primarily associated with the nonrecurring Astroworld estimated loss contingencies of $185.9 million in the prior year.

Current wording

Concerts AOI increased $96.4 million and operating income increased $282.2 million during the six months ended June 30, 2025 as compared to the same period of the prior year. The increase in AOI was primarily driven by higher revenue as discussed above, partially offset by increased direct operating expenses to support more stadium shows and fan growth at events. The remaining change in operating income outside of AOI of $185.8 million is primarily associated with the nonrecurring Astroworld estimated loss contingencies in the prior year, partially offset by higher acquisition expenses of $42.5 million, mostly due to contingent considerations changes in the prior year, as well as depreciation and amortization expense of $31.5 million related to capital expenditures incurred to support the increased operations and higher stock-based compensation of $29.5 million.

Previous wording

Ticketing revenue decreased $28.5 million during the three months ended March 31, 2025 as compared to the same period of the prior year primarily due to a reduction in primary and secondary ticket sales in North America.

Current wording

Ticketing revenue decreased $16.5 million during the six months ended June 30, 2025 as compared to the same period of the prior year primarily due to a reduction in ticket sales in North America.

Previous wording

Ticketing AOI decreased $31.1 million and operating income decreased $34.7 million during the three months ended March 31, 2025 as compared to the same period of the prior year primarily driven by lower revenue discussed above as well as an increase in selling, general and administrative expenses attributable to increased compensation expenses from higher headcount as compared to prior year. These were partially offset by a decrease in direct operating expenses due to lower revenue discussed above.

Current wording

Ticketing AOI decreased $33.5 million and operating income decreased $46.2 million during the six months ended June 30, 2025 as compared to the same period of the prior year primarily driven by higher selling, general and administrative expenses due to increased investments in research & development, cybersecurity and cloud computing as well as lower revenue discussed above. These were partially offset by a decrease in direct operating expenses due to lower revenue discussed above.

Previous wording

Sponsorship & Advertising revenue increased $4.8 million during the three months ended March 31, 2025 as compared to the same period of the prior year primarily due to increased sponsorship activity in the United States, notably for our owned and operated venues as well as ticket onsale deals.

Current wording

Sponsorship & Advertising revenue increased $28.3 million during the three months ended June 30, 2025 as compared to the same period of the prior year primarily due to increased sponsorship activity in the United States and international markets, notably for our operated venues as well as ticket onsale deals.

Previous wording

Sponsorship & Advertising AOI increased $6.0 million and operating income increased $7.9 million during the three months ended March 31, 2025 as compared to the same period of the prior year. These increases were primarily due to increased revenues from sponsorship activity discussed above.

Current wording

Sponsorship & Advertising AOI increased $5.0 million and operating income increased $6.2 million during the three months ended June 30, 2025 as compared to the same period of the prior year. These increases were primarily due to increased revenues from sponsorship activity discussed above.

Previous wording

Our balance sheet reflects cash and cash equivalents of $7.2 billion at March 31, 2025 and $6.1 billion at December 31, 2024. Included in the March 31, 2025 and December 31, 2024 cash and cash equivalents balances are $1.6 billion and $1.6 billion, respectively, of cash received that includes the face value of tickets sold on behalf of our ticketing clients and their share of service charges, which we refer to as client cash. We generally do not utilize client cash for our own financing or investing activities as the amounts are payable to clients on a regular basis, though we may do so from time to time. Our foreign subsidiaries held approximately $3.9 billion in cash and cash equivalents, excluding client cash, at March 31, 2025. We generally do not repatriate these funds, but if we did, we would need to accrue and pay United States state income taxes as well as any applicable foreign withholding or transaction taxes on future repatriations.

Current wording

Our balance sheet reflects cash and cash equivalents of $7.1 billion and short-term investments of $57.6 million at June 30, 2025, and cash and cash equivalents of $6.1 billion at December 31, 2024. Included in the June 30, 2025 and December 31, 2024 cash and cash equivalents balances are $1.7 billion and $1.6 billion, respectively, of cash received that includes the face value of tickets sold on behalf of our ticketing clients and their share of service charges, which we refer to as client cash. We generally do not utilize client cash for our own financing or investing activities as the amounts are payable to clients on a regular basis, though we may do so from time to time. Our foreign subsidiaries held approximately $4.3 billion in cash and cash equivalents, excluding client cash, at June 30, 2025. We generally do not repatriate these funds, but if we did, we would need to accrue and pay United States state income taxes as well as any applicable foreign withholding or transaction taxes on future repatriations.

Previous wording

We may from time to time enter into borrowings under our revolving credit facility. If the original maturity of these borrowings is 90 days or less, we present the borrowings and subsequent repayments on a net basis in the statement of cash flows to better represent our financing activities. Our balance sheet reflects total net debt of $6.4 billion and $6.4 billion at March 31, 2025 and December 31, 2024, respectively. Our weighted-average cost of debt, excluding unamortized debt discounts and debt issuance costs on our term loans and notes, was 4.4% at March 31, 2025, with approximately 92% of our debt at fixed rates. Our weighted-average cost of debt for short-term borrowings outstanding at March 31, 2025, excluding unamortized debt discounts and debt issuance costs on our term loans and notes, was 5.7%.

Current wording

We may from time to time enter into borrowings under our revolving credit facility. If the original maturity of these borrowings is 90 days or less, we present the borrowings and subsequent repayments on a net basis in the statement of cash flows to better represent our financing activities. Our balance sheet reflects total net debt of $6.5 billion and $6.4 billion at June 30, 2025 and December 31, 2024, respectively. Our weighted-average cost of debt, excluding unamortized debt discounts and debt issuance costs on our term loans and notes, was 4.4% at June 30, 2025, with approximately 91% of our debt at fixed rates. Our weighted-average cost of debt for short-term borrowings outstanding at June 30, 2025, excluding unamortized debt discounts and debt issuance costs on our term loans and notes, was 3.9%.

Previous wording

For our Concerts segment, we often receive cash related to ticket revenue in advance of the event, which is recorded in deferred revenue until the event occurs. In the United States, this cash is largely associated with events in our owned or operated venues, notably amphitheaters, festivals, theaters and clubs. Internationally, this cash is from a combination of both events in our owned or operated venues, as well as events in third-party venues associated with our promoter’s share of tickets in allocation markets. With the exception of some upfront costs and artist advances, which are recorded in prepaid expenses until the event occurs, we pay the majority of event-related expenses at or after the event. Artists are paid when the event occurs under one of several different formulas, which may include fixed guarantees and/or a percentage of ticket sales or event profits, net of any advance they have received. When an event is cancelled, any cash held in deferred revenue is reclassified to accrued expenses as those funds are typically refunded to the fan within 30 days of event cancellation. When a show is rescheduled, fans have the ability to request a refund if they do not want to attend the event on the new date, although historically we have had low levels of refund requests for rescheduled events.

Current wording

For our Concerts segment, we often receive cash related to ticket revenue in advance of the event, which is recorded in deferred revenue until the event occurs. In the United States, this cash is largely associated with events in our operated venues, notably amphitheaters, festivals, theaters and clubs. Internationally, this cash is from a combination of both events in our operated venues, as well as events in third-party venues associated with our promoter’s share of tickets in allocation markets. With the exception of some upfront costs and artist advances, which are recorded in prepaid expenses until the event occurs, we pay the majority of event-related expenses at or after the event. Artists are paid when the event occurs under one of several different formulas, which may include fixed guarantees and/or a percentage of ticket sales or event profits, net of any advance they have received. When an event is cancelled, any cash held in deferred revenue is reclassified to accrued expenses as those funds are typically refunded to the fan within 30 days of event cancellation. When a show is rescheduled, fans have the ability to request a refund if they do not want to attend the event on the new date, although historically we have had low levels of refund requests for rescheduled events.

Previous wording

The interest rates per annum applicable to the term loan B are, at our option, equal to either Term Benchmark Loans or RFR Loans (as defined in the Credit Agreement) plus 1.75% or a base rate plus 0.75%. We have an interest rate swap agreement that ensures the interest rate on $500 million principal amount of our outstanding term loan B does not exceed 3.445% through October 2026. For the term loan B, we are required to make quarterly payments of $2.4 million with the balance due at maturity in October 2026. We are also required to make mandatory prepayments of the loan, subject to specified exceptions, from excess cash flow and with the proceeds of asset sales, debt issuances and specified other events.

Current wording

The interest rates per annum applicable to the term loan B are, at our option, equal to either Term Benchmark Loans or RFR Loans (as defined in the Credit Agreement) plus 1.75% or a base rate plus 0.75%. We have an interest rate swap agreement that ensures the interest rate on $500.0 million principal amount of our outstanding term loan B does not exceed 3.445% through October 2026. For the term loan B, we are required to make quarterly payments of $2.4 million with the balance due at maturity in October 2026. We are also required to make mandatory prepayments of the loan, subject to specified exceptions, from excess cash flow and with the proceeds of asset sales, debt issuances and specified other events.

Previous wording

During the three months ended March 31, 2025, we completed various acquisitions that resulted in cash paid, net of cash acquired of $31.3 million.

Current wording

During the six months ended June 30, 2025, we completed various acquisitions that resulted in cash paid, net of cash acquired of $50.1 million.

Previous wording

Revenue generating capital expenditures during the first three months of 2025 increased from the same period of the prior year primarily due to venue expansion and enhancements across North America and Latin America.

Current wording

Revenue generating capital expenditures during the first six months of 2025 increased from the same period of the prior year primarily due to venue expansion and enhancements across North America and Latin America.

Previous wording

We expect capital expenditures, net of expenditures funded by outside parties such as landlords and noncontrolling interest partners or expenditures funded by insurance proceeds, to be approximately $900 million to $1.0 billion for the year ending December 31, 2025 with approximately 85% dedicated to revenue generating projects, including $700 million to $800 million of spend relating to our venue expansion and enhancement plans. Some of the more significant projects in 2025 include an extensive renovation of an arena in Hamilton, Ontario in Canada and the new Riverside Amphitheater outside of Kansas City, Missouri which will open in 2026. In the third quarter of 2025, our new stadium in Bogota, Colombia will open, with capacity for 40,000 fans, further strengthening our presence in Latin America. Approximately $200 million to $250 million of our capital expenditure estimate is being funded outside our cash flow by third party equity partners, sponsors, pre-selling certain premium rights and project-based debt.

Current wording

We expect capital expenditures to be approximately $900 million to $1.0 billion for the year ending December 31, 2025 with approximately 85% dedicated to revenue generating projects, including $700 million to $800 million of spend relating to our venue expansion and enhancement plans. Some of the more significant projects in 2025 include an extensive renovation of an arena in Hamilton, Ontario in Canada and the new Riverside Amphitheater outside of Kansas City, Missouri which will open in 2026. In the third quarter of 2025, we expect that our new stadium in Bogota, Colombia will open, with capacity for 40,000 fans, further strengthening our presence in Latin America. Approximately $200 million of our capital expenditure estimate is being funded outside our cash flow by third party equity partners, pre-selling certain premium rights and project-based debts.

Previous wording

Cash provided by operating activities increased $332.4 million for the three months ended March 31, 2025 as compared to the same period of the prior year primarily due to changes in operating assets and liabilities from timing of events on sale, payments and receipts as well as higher net income and lower gain on mark-to-market of investments in nonconsolidated affiliates.

Current wording

Cash provided by operating activities increased $143.8 million for the six months ended June 30, 2025 as compared to the same period of the prior year primarily due to changes in operating assets and liabilities from timing of events on sale, payments and receipts as well as lower gain on mark-to-market of investments in nonconsolidated affiliates.

Previous wording

Cash used in investing activities increased $46.7 million for the three months ended March 31, 2025 as compared to the same period of the prior year primarily due to higher cash paid for acquisitions, net of cash acquired as well as higher purchases of property, plant and equipment for revenue generating capital expenditures. See “—Uses of Cash - Acquisitions and Capital Expenditures” above for further discussion.

Current wording

Cash used in investing activities increased $58.0 million for the six months ended June 30, 2025 as compared to the same period of the prior year primarily due to higher purchases of property, plant and equipment for revenue generating capital expenditures partially offset by lower advances of notes receivable due to timing. See “—Uses of Cash - Acquisitions and Capital Expenditures” above for further discussion.

Previous wording

Cash used in financing activities decreased $305.2 million for the three months ended March 31, 2025 as compared to the same period of the prior year primarily due to lower payments on long-term debt. See “—Sources of Cash” above for further discussion.

Current wording

Cash used in financing activities decreased $144.5 million for the six months ended June 30, 2025 as compared to the same period of the prior year primarily due to lower payments on long-term debt and higher purchases of noncontrolling interests. See “—Sources of Cash” above for further discussion.

Previous wording

We have operations in countries throughout the world. The financial results of our foreign operations are measured in their local currencies. Our foreign subsidiaries also carry certain net assets or liabilities that are denominated in a currency other than that subsidiary’s functional currency. As a result, our financial results could be affected by factors such as changes in foreign currency exchange rates or weak economic conditions in the foreign markets in which we have operations. We operate in certain countries that are hyper-inflationary, for example Argentina, however the impact of these currencies did not have a material impact on our statement of operations for the three months ended March 31, 2025 and 2024. Our foreign operations reported an operating income of $115.8 million for the three months ended March 31, 2025. We estimate that a 10% change in the value of the United States dollar relative to foreign currencies would change our operating income for the three months ended March 31, 2025 by $11.6 million. As of March 31, 2025, our most significant foreign exchange exposure included the Euro, British Pound, Australian Dollar, Canadian Dollar and Mexican Peso. This analysis does not consider the implication such currency fluctuations could have on the overall economic conditions of the United States or other foreign countries in which we operate or on the results of operations of our foreign entities. In addition, the reported carrying value of our assets and liabilities, including the total cash and cash equivalents held by our foreign operations, will also be affected by changes in foreign currency exchange rates.

Current wording

We have operations in countries throughout the world. The financial results of our foreign operations are measured in their local currencies. Our foreign subsidiaries also carry certain net assets or liabilities that are denominated in a currency other than that subsidiary’s functional currency. As a result, our financial results could be affected by factors such as changes in foreign currency exchange rates or weak economic conditions in the foreign markets in which we have operations. We operate in certain countries that are hyper-inflationary, however the impact of these currencies did not have a material impact on our statement of operations for the three and six months ended June 30, 2025 and 2024. Our foreign operations reported an operating income of $284.1 million for the six months ended June 30, 2025. We estimate that a 10% change in the value of the United States dollar relative to foreign currencies would change our operating income for the six months ended June 30, 2025 by $28.4 million. As of June 30, 2025, our most significant foreign exchange exposure included the Euro, British Pound, Australian Dollar, Canadian Dollar and Mexican Peso. This analysis does not consider the implication such currency fluctuations could have on the overall economic conditions of the United States or other foreign countries in which we operate or on the results of operations of our foreign entities. In addition, the reported carrying value of our assets and liabilities, including the total cash and cash equivalents held by our foreign operations, will also be affected by changes in foreign currency exchange rates.

Previous wording

We primarily use forward currency contracts, in addition to options, to reduce our exposure to foreign currency risk associated with short-term artist fee commitments. At March 31, 2025, we had forward currency contracts outstanding with an aggregate notional amount of $708.1 million.

Current wording

We primarily use forward currency contracts, in addition to options, to reduce our exposure to foreign currency risk associated with short-term artist fee commitments. At June 30, 2025, we had forward currency contracts outstanding with an aggregate notional amount of $637.7 million.

Previous wording

Our market risk is also affected by changes in interest rates. We had $6.5 billion of total debt, excluding unamortized debt discounts and issuance costs, outstanding as of March 31, 2025. Of the total amount, we had $6.0 billion of fixed-rate debt and $492.2 million of floating-rate debt.

Current wording

Our market risk is also affected by changes in interest rates. We had $6.5 billion of total debt, excluding unamortized debt discounts and issuance costs, outstanding as of June 30, 2025. Of the total amount, we had $6.0 billion of fixed-rate debt and $559.7 million of floating-rate debt.

Previous wording

Based on the amount of our floating-rate debt as of March 31, 2025, each 25-basis point increase or decrease in interest rates would increase or decrease our annual interest expense and cash outlay by approximately $1.2 million. This potential increase or decrease is based on the simplified assumption that the level of floating-rate debt remains constant with an immediate across-the-board increase or decrease as of March 31, 2025 with no subsequent change in rates for the remainder of the period.

Current wording

Based on the amount of our floating-rate debt as of June 30, 2025, each 25-basis point increase or decrease in interest rates would increase or decrease our annual interest expense and cash outlay by approximately $1.4 million. This potential increase or decrease is based on the simplified assumption that the level of floating-rate debt remains constant with an immediate across-the-board increase or decrease as of June 30, 2025 with no subsequent change in rates for the remainder of the period.

Previous wording

There have been no changes to our critical accounting policies during the three months ended March 31, 2025.

Current wording

There have been no changes to our critical accounting policies during the six months ended June 30, 2025.
Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

For the six months ended June 30, 2025, we had other expense, net of $39.3 million, which primarily consisted of net foreign exchange rate losses of $34.5 million. For the six months ended June 30, 2024, we had other income, net of $97.8 million, which primarily included mark to market adjustments for certain investments in nonconsolidated affiliates of

Current report — wording carried from elsewhere

$88.8 million. The net foreign exchange rate losses result primarily from revaluation of certain foreign currency denominated net assets held internationally.

Current report — wording carried from elsewhere

Concerts revenue increased $564.0 million during the six months ended June 30, 2025 as compared to the same period of the prior year primarily due to more stadium shows. Concerts had incremental revenue of $139.3 million during the six months ended June 30, 2025 from acquisitions and new venues.

Current report — wording carried from elsewhere

Sponsorship & Advertising revenue increased $33.1 million during the six months ended June 30, 2025 as compared to the same period of the prior year primarily due to increased sponsorship activity in the United States and international markets, notably for our operated venues as well as ticket onsale deals.

Current report — wording carried from elsewhere

Sponsorship & Advertising AOI increased $11.0 million and operating income increased $14.0 million during the six months ended June 30, 2025 as compared to the same period of the prior year. These increases were primarily due to increased revenues from sponsorship activity discussed above.