Live Nation Entertainment, Inc. has announced its intention to offer $1.3 billion in aggregate principal amount of convertible senior notes due 2031. The company plans to use the net proceeds from this offering for various purposes, including the redemption of all of its 5.625% senior notes due 2026, repayment of amounts outstanding under its existing credit facilities, and for general corporate purposes.
In connection with this offering, the company expects to grant the initial purchasers the right to purchase up to an additional $100.0 million aggregate principal amount of convertible notes. The convertible notes will accrue interest payable semi-annually in arrears and will mature on October 15, 2031.
Prior to the close of business on the business day immediately preceding July 15, 2031, the convertible notes will be convertible only upon satisfaction of certain conditions and during certain periods; on or after July 15, 2031, the convertible notes will be convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.
Holders of the convertible notes will have the right to require the company to repurchase all or a portion of their convertible notes at 100% of their principal amount, plus any accrued and unpaid interest, upon the occurrence of certain corporate events constituting a "fundamental change" as defined in the indenture for the convertible notes.
The company may not redeem the convertible notes prior to October 20, 2028. After this date, the company may redeem for cash all or any portion of the convertible notes, subject to certain limitations.
Following the convertible notes offering, the company intends to amend, amend and restate or refinance its existing senior secured credit facility, which is expected to result in obtaining term loan facilities and revolving credit facilities.
The convertible notes will be offered through a private placement and will not be registered under the securities act, and may only be offered to qualified institutional buyers. This news release is neither an offer to sell nor a solicitation of an offer to buy the convertible notes or any common stock issuable upon conversion of the convertible notes. The market has reacted to these announcements by moving the company's shares 0.14% to a price of $152.96. For more information, read the company's full 8-K submission here.
