Quarterly Report — Form 10-Q — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-Q Quarterly Report HTML 633K
2: EX-10.1 Eighth Supplemental Indenture HTML 60K
3: EX-10.2 Fourth Supplemental Indenture HTML 58K
4: EX-31.1 Certification of Chief Executive Officer HTML 22K
5: EX-31.2 Certification of Chief Financial Officer HTML 22K
6: EX-32.1 Section 1350 Certification of Chief Executive HTML 19K
Officer
7: EX-32.2 Section 1350 Certification of Chief Financial HTML 19K
Officer
32: R1 Document and Entity Information HTML 42K
25: R2 Consolidated Balance Sheets (Unaudited) HTML 133K
30: R3 Consolidated Balance Sheets (Unaudited) HTML 19K
(Parenthetical)
34: R4 Consolidated Statements of Operations (Unaudited) HTML 97K
46: R5 Consolidated Statements of Comprehensive Income HTML 46K
(Unaudited)
26: R6 Consolidated Statements of Cash Flows (Unaudited) HTML 112K
29: R7 Basis of Presentation and Other Information HTML 34K
23: R8 Long-Lived Assets HTML 187K
17: R9 Fair Value Measurements HTML 33K
47: R10 Commitments and Contingent Liabilities HTML 29K
36: R11 Income Taxes HTML 24K
35: R12 Equity HTML 126K
40: R13 Stock-Based Compensation HTML 36K
41: R14 Segment Data HTML 269K
39: R15 BASIS OF PRESENTATION AND OTHER INFORMATION Basis HTML 30K
of Presentation and Other Information (Policies)
42: R16 LONG-LIVED ASSETS Long-Lived Assets (Tables) HTML 188K
31: R17 FAIR VALUE MEASUREMENTS Fair Value Measurements HTML 26K
(Tables)
33: R18 EQUITY Equity (Tables) HTML 125K
38: R19 STOCK-BASED COMPENSATION Stock-Based Compensation HTML 34K
(Tables)
50: R20 SEGMENT DATA Segment Data (Tables) HTML 261K
44: R21 BASIS OF PRESENTATION AND OTHER INFORMATION Basis HTML 23K
of Presentation and Other Information (Details)
27: R22 Long-Lived Assets (Definite-lived Intangibles) HTML 99K
(Details)
37: R23 Long-Lived Assets (Definite-lived Intangibles HTML 38K
Amortization) (Details)
28: R24 Long-Lived Assets (Goodwill) (Details) HTML 49K
16: R25 Fair Value Measurements (Assets Measured on HTML 22K
Recurring Basis) (Details)
45: R26 Fair Value Measurements (Fair Value of Debt) HTML 37K
(Details)
48: R27 COMMITMENTS AND CONTINGENT LIABILITIES Commitments HTML 22K
and Contingent Liabilities (Details)
19: R28 INCOME TAXES Income Taxes (Details) HTML 25K
18: R29 Equity (Equity and Redeemable Noncontrolling HTML 108K
Interests) (Details)
21: R30 Equity (Accumulated Other Comprehensive Income HTML 45K
(Loss)) (Details)
22: R31 Equity (Earnings per Share) (Details) HTML 31K
24: R32 Equity (Antidilutive Securities Excluded from HTML 30K
Computation of Earnings per Share) (Details)
15: R33 STOCK-BASED COMPENSATION Stock-Based Compensation HTML 32K
(Details)
43: R34 SEGMENT DATA Segment Data (Details) HTML 88K
49: XML IDEA XML File -- Filing Summary XML 81K
14: EXCEL IDEA Workbook of Financial Reports XLSX 50K
8: EX-101.INS XBRL Instance -- lyv-20150930 XML 2.14M
10: EX-101.CAL XBRL Calculations -- lyv-20150930_cal XML 168K
11: EX-101.DEF XBRL Definitions -- lyv-20150930_def XML 260K
12: EX-101.LAB XBRL Labels -- lyv-20150930_lab XML 979K
13: EX-101.PRE XBRL Presentations -- lyv-20150930_pre XML 496K
9: EX-101.SCH XBRL Schema -- lyv-20150930 XSD 91K
20: ZIP XBRL Zipped Folder -- 0001335258-15-000127-xbrl Zip 158K
THIS EIGHTH SUPPLEMENTAL INDENTURE
(this “Eighth Supplemental Indenture”), entered into as of August 13, 2015, among LIVE NATION ENTERTAINMENT, INC., a Delaware corporation (the “Issuer”), the guarantors listed in Appendix I attached hereto (the “Existing Guarantors”), FG ACQUISITIONCO, LLC, a Delaware limited liability company (“FGA”), FRONT GATE HOLDINGS, LLC, a Delaware limited liability company (“FGH”) and FRONT GATE TICKETING SOLUTIONS, LLC, a Delaware
limited liability company (“FGTS,” together with FGA and FGH, the “New Guarantors,” and together with the Existing Guarantors, the “Guarantors”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as trustee (the “Trustee”).
WHEREAS, Section 4.13 of the Indenture requires the Issuer to cause each Domestic Subsidiary that is not a Guarantor under the Notes but becomes a guarantor under a Credit Facility to execute and deliver to the Trustee a supplemental indenture
pursuant to which such Domestic Subsidiary shall unconditionally guarantee all of the Issuer’s obligations under the Indenture and the Notes;
WHEREAS, the Issuer desires to amend the Notes pursuant to Section 9.01 of the Indenture to reflect the addition of the New Guarantors;
WHEREAS, pursuant to Section 9.01 of the Indenture, the Issuer, the Guarantors and the Trustee can execute this Eighth Supplemental Indenture without the consent of holders;
WHEREAS, all things necessary have been
done to make this Eighth Supplemental Indenture, when executed and delivered by the Issuer and the Guarantors, the legal, valid and binding agreement of the Issuer and the Guarantors, in accordance with its terms; and
NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained and intending to be legally bound, the parties to this Eighth Supplemental Indenture hereby agree as follows:
ARTICLE I
Section 1.1 Capitalized Terms. Capitalized terms used herein and not otherwise defined herein are used as defined in the Indenture.
Section
1.2 Agreement to Guarantee. Each of the New Guarantors hereby agrees to guarantee the Issuer’s obligations under the Notes on the terms and subject to the conditions set forth in Article 10 of the Indenture. From and after the date hereof, each of the New Guarantors shall be a Guarantor for all purposes under the Indenture and the Notes.
Section 1.3 Incorporation of Terms of Indenture. The obligations of each of the New Guarantors under the Guarantee shall be governed in all respects by the terms of the Indenture
and shall
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constitute a Guarantee thereunder. Each of the New Guarantors shall be bound by the terms of the Indenture as they relate to the Guarantee.
ARTICLE II
Section 2.1 Amendment of the Notes. Any corresponding provisions reflected in the Notes shall also be deemed amended in conformity herewith.
Section 2.2 Effectiveness
of Amendments. This Eighth Supplemental Indenture shall be effective upon execution hereof by the Issuer, the Guarantors and the Trustee.
Section 2.3 Interpretation; Severability. The Indenture shall be modified and amended in accordance with this Eighth Supplemental Indenture, and all the terms and conditions of both shall be read together as though they constitute one instrument, except that, in case of conflict, the provisions of this Eighth Supplemental Indenture will control. The
Indenture, as modified and amended by this Eighth Supplemental Indenture, is hereby ratified and confirmed in all respects and shall bind every holder of Notes. In case of conflict between the terms and conditions contained in the Notes and those contained in the Indenture, as modified and amended by this Eighth Supplemental Indenture, the provisions of the Indenture, as modified by this Eighth Supplemental Indenture, shall control. In
case any provision in this Eighth Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
Section 2.4 Governing Law. This Eighth Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York.
Section 2.5 Counterparts. This Eighth Supplemental Indenture may be signed in various counterparts which
together will constitute one and the same instrument.
Section 2.6 Effect of Headings. The Section headings herein are for convenience only and shall not effect the construction hereof.
Section 2.7 Trustee. The recitals contained herein are made by the Issuer and the Guarantors, and not by the Trustee, and the Trustee assumes no responsibility for the correctness thereof. The Trustee makes no representation as to the validity or sufficiency of this Eighth Supplemental Indenture. All rights, protections, privileges, indemnities and benefits granted or afforded to the Trustee under the Indenture
shall be deemed incorporated herein by this reference and shall be deemed applicable to all actions taken, suffered or omitted by the Trustee under this Eighth Supplemental Indenture.
[Signature Pages Follow]
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IN WITNESS WHEREOF, the parties hereto have caused this Eighth Supplemental Indenture to be duly executed as of the date first above written.
