SEC Comment Letter for Live Nation Entertainment, Inc. (LYV) (CIK 0001335258) (LYV) — Apr 27, 2016
Live Nation Entertainment, Inc. (LYV) (CIK 0001335258)
Date: April 27, 2016 · CIK: 0001335258 · Accession: 0000000000-16-073957
AI Filing Summary & Sentiment
File numbers found in text: 001-32601
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April 2 7, 2016 Via E-mail Ms. Kathy Willard Chief Financial Officer Live Nation Entertainment, Inc. 9348 Civic Center Drive Beverly Hills, CA 90210 Re: Live Nation Entertainment , Inc . Definitive Proxy Statement on Schedule 14A Filed April 26 , 2016 File No. 001-32601 Dear Ms. Willard : We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your filing, by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumst ances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to these comments, we may have additional comments. Independence, page 6 1. Please advise how it was determined that the following directors are independent under NYSE rules and that there are no relationships involving these directors, such as those noted below, that would r equire disclosure under Item 404(a) of Regulation S -K: Mr. Ari Emanuel – Relationship between WME Entertainment and Lollapalooza ; relationships between the company and WME Entertainment artists, etc. Mr. Mark Carleton – relationship with Liberty Media Corporation Mr. Jeff Hinson – relationship between YouPlus M edia and House of Blues Mr. Mark Shapiro – relationship between IMG and the company Ms. Kathy Willard Live Nation Entertainment, Inc. April 27 , 2016 Page 2 We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicab le Exchange Act rules require. Since the company and its management are in possession of all facts relating to their disclosure, they are responsible for the accuracy and adequacy of t he dis closures they have made. In responding to our comments, please provide a written statement from the company acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the filing; staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the fe deral securities laws of the United States. You may contact me at (202) 551 -3503 if you have any questions regarding our comments . Sincerely, /s/ David L. Orlic David L. Orlic Special Counsel Office of Mergers and Acquisitions