Nearly 10 years after its merger with Ticketmaster, Live Nation confirmed that it has reached an agreement in principle with the U.S. Department Of Justice to “extend and clarify” the consent decree allowing the merger between Ticketmaster and Live Nation.
The 10-year consent decree set terms for the merger between TM and LN to take place in 2010 and was set to expire in 2020. Billboard is reporting that the consent decree has been extended into 2025 and the agreement settles an investigation by assistant attorney general Makan Delrahim.
Within 30 minutes of the news breaking, Live Nation’s stock price jumped from $60.00 to $70.25.
The consent decree was a recurring item in headlines in 2019 as Senators Richard Blumenthal (D-NJ) and Amy Klobuchar (D-MN) asked the DOJ to launch an antitrust investigation into ticketing in August.
Delrahim previously told Sen. Blumenthal in a September meeting of the Senate Judiciary Subcommittee on Antitrust, Competition Policy, and Consumer Rights, “We have been examining allegations of violations, beyond that I can’t comment about what we are finding or intend to do, but we heard you loud and clear in your letter.
“One of the challenges that I fixed when I arrived, all of our consent decrees since I’ve been confirmed include provisions that allow parties to include a lower standard for review. The organic standard for the violation of a consent decree – which is probably why we haven’t seen enforcement of consent decrees, or too many of them – is a term has to be clearly unambiguous and you have to prove it in a court by clear and unconvincing standard. I don’t need to tell you how difficult of a standard that is. And that is the standard we are living with.” Delrahim then agreed that the merger conditions had been largely ineffective and there was a need for further review.
Earlier this week, in response to reports that the DOJ was preparing legal action against Live Nation because of numerous reported violations of the consent decree, Sen. Klobuchar wrote: “Americans purchase millions of tickets each year and shouldn’t be forced to pay sky-high prices because of unchecked consolidation in a broken ticketing industry. I’ve called for accountability and I’m glad it’s happening.”
Live Nation CEO and president Michael Rapino told the Goldman Sachs Communacopia conference in September there was a lot of misconception around the consent decree. “I negotiated it and it’s very simple: It says we can’t threaten venues,” Variety reported Rapino saying at the September event. “We can’t say to a Ticketmaster venue that says they want to use a different ticketing platform, ‘If you do that, we won’t put shows in your building.’ It also says we can do what’s right for our business, so we have to put the show where we make the most economics, and maybe that venue [that wants to use a different ticketing platform] won’t be the best economic place anymore because we don’t hold the revenue.
“Now, we’re eight-plus years into the decree, and with 30,000 shows a year and 30,000 employees, you can imagine all the emails flying around. Every now and then one of our competitors runs to the DOJ and says ‘We lost the Kansas City venue, [Ticketmaster] threatened!’ We get an inquiry from the DOJ, ‘Hey, can we get some emails from over the years,’ they’ve done it and we’ve never found anything wrong. We’re very compliant, we understand it clearly — trust me, after eight years and all those emails, if you weren’t compliant, with your competitors playing that game, you’d have been exposed as being in violation long ago.”
The merger of Ticketmaster and Live Nation created a titan in the live entertainment business the likes of which has never been seen, and the companies have faced all kinds of public criticism, complaints and occasional legislative efforts since the event. The BOSS Act, essentially a reworking of a bill that has failed to gain passage since its initial submission in 2009, was introduced by Blumenthal and Reps. Bill Pascrell and Frank Pallone in June attempting to bring “transparency” to ticketing.