Ticketmaster Entertainment, Inc. Reports Fourth Quarter and Fiscal Year 2008 Financial...

Ticketmaster Entertainment, Inc. Reports Fourth Quarter and Fiscal Year 2008
Financial Results

Revenues in Fourth Quarter of $384.0 Million and Full Year of
$1,454.5 Million, Up 9.4% and 17.3%, Respectively, Versus
Prior Year Due Primarily to Strategic Acquisitions

Strong Free Cash Flow Growth for Quarter to $49.0 Million; Up More
Than $60 Million Over Prior Year, With $167.5 Million for 2008,
Up 81% for the Year

Acquired Controlling Interest in Front Line Management Group and
Entered Artist Services Business
WEST HOLLYWOOD, Calif., March 19, 2009 (GLOBE NEWSWIRE) -- Ticketmaster
Entertainment, Inc. ("Ticketmaster Entertainment" or the "Company")
(Nasdaq:TKTM), the world's leading live entertainment ticketing and artist
services company, today announced financial results for its fourth quarter and
fiscal year ended December 31, 2008. Revenues for the quarter were $384.0
million, 9.4% higher than the prior year due to strategic acquisitions. Full
year revenues were $1,454.5 million, or 17.3% greater than the prior year as a
result of strategic acquisitions and higher average revenue per ticket. Fourth
quarter Adjusted Operating Income was $58.7 million, a decrease of 28%, as a
result of ticketing volume declines, severance costs associated with the
previously announced cost reductions, and foreign exchange volatility. Full year
Adjusted Operating Income was $257.7 million, 12.2% lower than the prior year,
due to ticket volume declines and severance costs incurred in the latter part of
2008.

The Company's results also include a $1.1 billion non-cash, pre-tax impairment
charge to goodwill, reflecting the decline in the Company's share price since
its spin-off from IAC in August 2008 and the recent uncertainty of economic
conditions.

"Last year was a year of transition for Ticketmaster Entertainment, as it became
an independently-traded public company and entered the artist management
business through the acquisition of a controlling interest in Front Line
Management Group," said Irving Azoff, Chief Executive Officer. "While I'm
pleased that in the midst of an evolving music industry and a challenged
consumer environment we were able to show substantial growth in free cash flow,
we won't be satisfied until we transform the Company into the world's most
innovative live entertainment services, marketing and distribution organization,
working harder on behalf of fans and the artists, athletes and performers."

Financial and Operating Metrics Summary

Three Months Ended Twelve Months Ended
December 31, December 31,
-------------------------- -------------------------
% %
2008 2007 Change 2008 2007 Change
-------- -------- ------ -------- -------- ------
(In millions, except per share data)

Revenue $ 384.0 $ 351.0 9% $1,454.5 $1,240.5 17%
Gross profit 142.3 134.3 6% 526.6 473.9 11%
Adjusted
Operating
Income(1) 58.7 81.5 (28%) 257.7 293.5 (12%)
Operating (loss)
income (1,068.0) 61.4 NM (954.1) 216.3 NM
Net(loss)
income (1,070.8) 51.1 NM (1,005.5) 169.4 NM
Diluted
(loss) earnings
per share(2) $ (18.82) $ 0.91 NM $ (17.84) $ 3.01 NM
Net Income,
excluding
impairments(1) $ 9.9 $ 51.1 (81%) $ 74.7 $ 169.4 (56%)
Diluted earnings
per share,
excluding
impairments(1) $ 0.16 $ 0.91 (82%) $ 1.32 $ 3.01 (56%)
Free Cash
Flow(1) 49.0 (15.1) NM 167.5 92.4 81%
Operating
Metrics(3)
Number of
tickets sold 35.1 38.7 (9%) 141.9 141.8 --
Gross value of
tickets sold $2,128.4 2,463.2 (14%) 8,906.1 8,428.8 6%

(1) Adjusted Operating Income; Free Cash Flow; Net Income; Excluding
Impairments, and Diluted Earnings Per Share, Excluding
Impairments are non-GAAP financial measures. Please see
reconciliations of these non-GAAP financial measures at the end
of this release.

(2) For the three and twelve months ended December 31, 2007, we
computed diluted earnings per share using the number of shares
of common stock outstanding immediately following the spin-off,
as if such shares were outstanding for the entire period.

(3) The number and gross value of tickets sold are inclusive of
primary and secondary tickets.
Quarterly Business Highlights

* Acquired a controlling interest in Front Line Management Group
("Front Line").
* Established a partnership with Yahoo! to provide deep-linking for
ticket sales alongside sports and concerts event information on
Yahoo! Sports and Yahoo! Music in the U.S., Canada, and the U.K.
* Provided "convenience fee" free ticketing for most of the Eagles'
January 2009 show dates.
2008 News Highlights

* In addition to the acquisition of a controlling interest in Front
Line, in the first quarter of 2008 the Company acquired Paciolan,
a ticketing software provider primarily to colleges and
universities based in Irvine, California, and TicketsNow, an
online ticket resale marketplace based in Rolling Meadows,
Illinois.
* The Company obtained a default judgment and permanent injunction
against RMG Technologies, Inc. The ruling, which held that RMG
created, trafficked in, and facilitated the use of computing
programs and automated devices (so called "bots") to circumvent
the technological copy protections systems of Ticketmaster.com,
was hailed as a major win for consumer protection and fan access
to live entertainment.
* Paperless Ticket(tm) technology was unveiled enabling fans who
ordered tickets to simply present to venue door staff their credit
card and photo ID instead of physical tickets. The technology has
already been used successfully on tours by Tom Waits, AC/DC, and
by Metallica when they launched their new album live at The O2 in
London.
* An agreement was signed with Research in Motion (RIM) that will
bring mobile ticket purchasing to Blackberry(r) smart phone users.
Results of Operations

Three Months Ended Twelve Months Ended
December 31, December 31,
------------------------- -----------------------------
% %
2008 2007 Change 2008 2007 Change
-------- -------- ------ ---------- ---------- ------
(Dollars in thousands)

Revenue:
Ticketing
(1) $338,269 $351,018 (4%) $1,408,820 $1,240,477 14%
Artist
Services
(1) 45,705 -- NM 45,705 -- NM
-------- -------- ---------- ----------
Total
revenue 383,974 351,018 9% 1,454,525 1,240,477 17%
======== ======= ========== ==========
Adjusted
Operating
Income:
Ticketing
(1) 64,753 95,325 (32%) 312,949 356,125 (12%)
Artist
Services
(1) 16,985 -- NM 16,985 -- NM
Corporate
and
Unallocated
Expenses (22,992) (13,824) 66% (72,252) (62,579) 15%
-------- -------- ---------- ----------
Total
Adjusted
Operating
Income $ 58,746 $81,501 (28%) $ 257,682 $ 293,546 (12%)
======== ======= ========== ==========

(1) In the fourth quarter of 2008, the Company began reporting two
segments: Ticketing and Artist Services. The change from a single
reportable segment is a result of the reorganization of the
business due to the October 29, 2008 acquisition of a controlling
interest in Front Line. Prior to the acquisition date, the
investment in Front Line was accounted for using the equity
method of accounting.
Quarterly and Annual Results

Primary Ticketing Volume Trends by Category

Three Months Ended Twelve Months Ended
December 31 2008 December 31 2008
-------------- --------------- -------------- ---------------
Global Tickets Ticket Mix % Global Tickets Ticket Mix %
-------------- --------------- -------------- ---------------
% Change to PY % Total Tickets % Change to PY % Total Tickets
-------------- --------------- -------------- ---------------

Concert (14%) 50% (2%) 52%

Sports (3%) 16% 0% 18%

Arts &
Theatre (6%) 20% (2%) 17%

Family (16%) 11% (5%) 10%

Other (1) (25%) 3% 16% 3%
--------------- ---------------
Total (12%) 100% (2%) 100%

(1) Other category includes: tickets for comedy shows; parking;
audio and facility tours; donations; lectures; and seminars.
Fourth Quarter Results

Ticketing:

Revenue

The Company's Ticketing business posted fourth quarter revenue of $338.3
million, down 4% from the same prior year period. Excluding the impact of
foreign exchange, revenues were $362.9 million, up 3% over the same prior year
period. Acquisitions, primarily TicketsNow and Paciolan, contributed $38.1
million. Excluding acquisitions and foreign exchange, fourth quarter revenues
were $324.8 million, down 7% from prior year. Although all primary ticketing
categories declined in volume, a decrease of 3.5 million tickets in the Concert
and Family categories resulted in a $29.3 million shortfall over prior year.
Revenues of $34.7 million in resale businesses only partially offset the overall
volume decline impact.

Domestic revenue for the quarter increased 6% to $221.5 million, as a result of
acquisitions. Excluding acquisitions, domestic revenues declined 12%, due to a
decrease of 16% in volume and a 2% decrease in average revenue per ticket. While
ticket sales volumes declined across most categories, a decline of 26% in the
Concert category due to the loss of Live Nation on-sale activity late in the
quarter and fewer large name tours year-over-year drove the majority of the
shortfall. Fourth quarter top-five acts, Britney Spears, Jeff Dunham, AC/DC, the
Eagles and Nickelback, accounted for 1 million tickets in comparison to 1.5
million tickets for Bon Jovi, Hannah Montana, Bruce Springsteen, Celine Dion,
and Van Halen for the same period last year, yielding 39% less in total revenue.
Family tickets were down 16% as a result of fewer show offerings for family
musicals and circus events. While Sports tickets were down 5% overall, pre-sales
and single game purchases for professional sports showed positive growth.
Theatre tickets continued to decline, but the Arts & Theatre category showed
growth of 5% due to the popularity of several key musicals.

International revenue declined 18% to $116.8 million, due to a 7% decrease in
ticket volume and volatility of foreign exchange rates. Excluding foreign
exchange, international revenue for the quarter was flat year-over-year.
Excluding foreign exchange, overall ticketing volume declines were offset by a
7% increase in revenues per ticket, particularly in Canada and Scandinavian
countries, and strong sales volumes in the United Kingdom and Ireland, which
increased 6% and 12%, respectively, on the success of Oasis, AC/DC and Take That
tours. The largest volume declines were experienced in Canada, China, Sweden and
Finland due to fewer tour and event offerings.

Adjusted Operating Income

Adjusted Operating Income was $64.8 million, down 32% compared to the prior
year's period. Excluding foreign exchange, Adjusted Operating Income was $70.3
million, down 26.3%. The ticketing profit decline of $16.6 million was
attributable to a 12% volume decline in ticketing operations and the continued
investment in emerging territories such as Spain, Turkey and China. While the
resale business provided $34.7 million in additional revenue growth, profits
were offset by full quarter amortization expenses associated with league
sponsorships, including the NBA, NFL and NHL, and music service partnerships.

Artist Services:

Revenue

On October 29, 2008, the Company acquired additional equity in Front Line,
giving Ticketmaster Entertainment a controlling interest in the business. The
Company has consolidated the results of Front Line since the acquisition date
and has entered into the artist services business by virtue of the acquisition.
The artist services business focuses on artist management, merchandising, VIP
ticketing and related artist marketing services activities. From the acquisition
date, Front Line generated revenues of $45.7 million, driven by strong touring
revenue from its core artist management roster and revenues from Mick
Management, which was acquired in November of 2008. Strong retail sales by the
merchandise business also contributed to the quarter.

Adjusted Operating Income

Based on strong touring activities, revenues added by the Mick Management
acquisition, and merchandise retail sales, the artist services segment delivered
Adjusted Operating Income of $17.0 million.

Corporate and Unallocated Expenses

Corporate and unallocated expenses increased $9.2 million, or 66.3%, driven by
severance expenses incurred in association with the previously announced cost
reduction plan, and public company costs the Company began to incur upon the
spin-off from IAC/InterActiveCorp ("IAC") in August 2008.

In the third quarter of 2008, the Company announced a cost reduction plan to
reduce approximately $35 million of costs annually. In the fourth quarter, the
Company began to adopt and implement these initiatives. Reductions in personnel,
optimization of phone centers, and reductions in other operating costs such as
outside services, marketing, and other discretionary spending are expected to
yield these targeted savings in ticketing operations in 2009.

Full Year Results

Ticketing and Artist Services:

Revenue

The Company posted full year revenue of $1,454.5 million, up 17% from the prior
year. Excluding the impact of foreign exchange and acquisitions, full year
revenue was $1,281.3 million, up 3% from the prior year. Although declines in
ticketing volumes in the fourth quarter resulted in a decrease of 2%, or $27.3
million, the decline was offset by a 3% increase in average revenue per ticket.
Acquisitions, including Paciolan, TicketsNow and Front Line, contributed $178.4
million to full-year revenue.

Domestic revenue increased 23% to $1,000.2 million due to additional revenue
from acquisitions. Excluding acquisitions, domestic revenues increased 1%, on a
3% decrease in overall ticketing volume and a 4% increase in average revenue per
ticket. Fourth quarter declines in ticket volume and average revenue per ticket,
particularly in the Concert and Family categories, adversely affected full year
results and offset the 6%, or $33.8 million, year-over-year revenue increase as
of the end of the third quarter.

International revenue increased 6%, to $454.3 million, over the prior year due
to an increase of 1% in overall ticketing volume and 2% increase in average
revenue per ticket. Excluding foreign exchange, international revenue increased
8%, resulting largely from an increase of 8% in average revenue per ticket.
Strong performance in the United Kingdom, Ireland, Australia, New Zealand, and
Spain, particularly through the third quarter, drove an additional 3% in ticket
volume and higher average revenue per ticket. Although declines in the fourth
quarter had the largest impact on emerging territories, Spain, Turkey, and China
posted modest year-over-year growth.

Adjusted Operating Income

Adjusted Operating Income was $257.7 million, a decrease of 12% from the prior
year. Of this decrease, $27.3 million is attributable to the 2% volume decline
in ticketing operations, an increase in royalty rates and continued investment
in emerging territories. Although the resale businesses, including TicketsNow,
contributed $101.7 million in revenue for the year, profits were largely offset
by high costs of league and team sponsorships and music service partnerships.
Acquisitions, including Front Line, Paciolan and SLO, Ltd, contributed $18.4
million to Adjusted Operating Income.

Corporate and Unallocated Expenses

Corporate and unallocated expenses increased $9.7 million, or 15.5%, over the
prior year, driven by severance costs incurred in association with the
previously announced cost reduction plan and public company costs the Company
began to incur upon the spin-off from IAC.

Non-Cash Compensation Expense

For the quarter, non-cash compensation expense was relatively flat with the
prior year's quarter as increased expense from post spin-off equity grants was
offset by forfeitures of unvested equity grants related to employees who were
terminated as part of the previously announced cost reduction plan.

Non-cash compensation expense increased $11.2 million, or 89%, for the year, due
to the modification of existing stock-based compensation awards in connection
with the spin-off, the grant of new awards subsequent to the spin-off, and the
grants of awards in connection with 2008 acquisitions.

Amortization of Intangibles and Depreciation Expense

Intangible amortization increased $8.8 million, or 134%, from the prior year's
quarter primarily due to increased intangible amortization from the Front Line
and TicketsNow acquisitions. For the year, intangible amortization increased
$17.9 million, or 68%, primarily due to increased intangible amortization from
the TicketsNow and Front Line acquisitions. Depreciation expense increased $3.4
million and $11.4 million for the quarter and year, respectively, driven by
increased depreciation from the acquisitions.

Goodwill Impairment

During the fourth quarter of 2008, the Company recognized a non-cash, pre-tax
charge of $1.1 billion related to the impairment of goodwill in its Ticketing
segment. The impairment, which was indicated by our 2008 annual impairment
testing of goodwill, reflected the decline in the Company's share price since
its spin-off from IAC in August 2008 and the recent uncertainty of economic
conditions. No impairment charge was recorded in the prior year.

Investment Impairments

During the fourth quarter of 2008, the Company recorded $12.3 million of charges
related to its equity investments in the venture which handled ticketing at the
2008 Beijing Olympics (the "China investment") and its iLike.com investment. The
$6.5 million charge for the China investment included a settlement of disputed
items with the Company's joint venture partners. The $5.8 million charge for the
iLike.com investment wrote down the investment to its estimated fair value. No
such charges were incurred in the prior year.

Interest (Expense) Income, Net

The majority of the interest income recorded in our consolidated statements of
operations for the years ended December 31, 2008 and 2007 arose from
intercompany receivables from IAC and its subsidiaries. The interest income from
IAC ceased upon the extinguishment of all intercompany receivables upon
consummation of the spin-off. In conjunction with the spin-off, Ticketmaster
Entertainment obtained third-party debt.

For the quarter, interest expense, net increased $26.5 million primarily due to
interest expense and amortization of debt issuance costs of $18.5 million
related to the issuance of the Company's 10.75% Senior Notes due 2016 (the
"Notes") and the establishment of a secured credit facility. Interest income in
2008 decreased $12.8 million, primarily due to the extinguishment of all
intercompany receivables with IAC and its subsidiaries upon consummation of the
spin-off.

For the year, interest expense, net increased $57.4 million primarily due to
interest expense and amortization of debt issuance costs of $28.1 million
related to the issuance of the Notes and the establishment of the secured credit
facility. Interest income in 2008 decreased $27.5 million primarily due to lower
receivable balances due from IAC and subsidiaries and the extinguishment of
intercompany receivables described above, lower average interest rates, and an
adjustment of $8.3 million related to a cumulative true-up of intercompany
interest income recorded during the second quarter of 2008.

Income Taxes

For the quarter ended December 31, 2008, the Company recorded a tax benefit of
$17.4 million on pre-tax book loss of $1,091.2 million. This represents an
effective tax rate of 2% which is different from the statutory rate of 35%,
principally due to the impairment of goodwill that is not deductible for tax
purposes. Excluding the impairment charges recorded in the fourth quarter of
2008, the Company's effective tax rate would have been 54%. This rate is higher
than the statutory rate of 35% principally due to losses in foreign
jurisdictions and equity investments not benefited for tax purposes, partially
offset by foreign tax credits. For the quarter ended December 31, 2007, the
Company recorded a tax provision of $25.8 million, which represented an
effective tax rate of 34%. This rate is lower than the statutory rate of 35%
principally due to foreign income taxed at lower rates and net adjustments
related to the reconciliation of provision accruals to tax returns, partially
offset by state taxes and losses not benefited in foreign jurisdictions.

For the year ended December 31, 2008, the Company recorded a tax provision of
$25.6 million on pre-tax book loss of $984.2 million. This represents an
effective tax rate of -3%, which is different from the statutory rate of 35%
principally due to the impairment of goodwill that is not deductible for tax
purposes. Excluding the impairment charges recorded in the fourth quarter of
2008, the Company's effective tax rate would have been 42%. This rate is higher
than the statutory rate of 35% principally due to losses not benefited in
foreign jurisdictions and state taxes, partially offset by foreign income taxed
at lower rates and foreign tax credits. For the year ended December 31, 2007,
the Company recorded a tax provision of $89.0 million, which represented an
effective tax rate of 35%. This rate approximates the statutory rate of 35%
principally due to state taxes offset by foreign income taxed at lower rates.

Balance Sheet and Free Cash Flow

The December 31, 2008 balance sheet reflects $464.6 million of cash and cash
equivalents, including $254.0 million in funds collected on behalf of our
clients. As of December 31, 2008, total long term debt was $865.0 million,
consisting of $300.0 million of Senior Notes due in 2016, a $100.0 million Term
Loan A with a maturity in 2013 and a $350.0 million Term Loan B with a maturity
in 2014. Ticketmaster Entertainment also maintains a $200.0 million secured
revolving credit facility with a maturity in 2013, of which $115.0 million was
drawn down as of December 31, 2008. As of December 31, 2008, we were in
compliance with the financial covenants under our debt facilities. Preliminary
purchase accounting for the acquisition of a controlling interest in Front Line
has been recorded in the financial statements and is expected to be finalized in
the first half of 2009.

Free Cash Flow was $49.0 million in the quarter, higher than the negative $15.1
million of Free Cash Flow in the prior-year quarter. The increase in Free Cash
Flow was driven by favorable changes in working capital and lower capital
spending. Favorable changes in working capital were primarily due to the timing
of advance payments under ticketing contracts and sponsorship deals with resale
partners, including significant advances made in the fourth quarter of 2007 that
were not repeated in 2008, offset in part by a decline in operating results.

For the year, Free Cash Flow increased 81.4% to $167.5 million, driven by
favorable changes in working capital, partially offset by an increase in capital
expenditures. Favorable changes in working capital were primarily due to the
timing of advance payments described above, offset in part by a decline in
operating results. Capital expenditures were higher for the year due to efforts
to enhance our client reporting systems, improve our communication
infrastructure, and capital expenditures at Paciolan and TicketsNow.

Subsequent Events

On February 10, 2009, the Company entered into a definitive merger agreement
with Live Nation, Inc. to create the world's premier live entertainment company.
The combined entity, which is expected to be called Live Nation Entertainment,
joins Live Nation's concert promotions expertise with Ticketmaster
Entertainment's world-class ticketing solutions and artist relationships to
improve the live entertainment experience and drive major innovations in
ticketing technology, marketing, and service. The companies will be combined in
an all-stock merger of equals transaction that is intended to qualify as
tax-free for U.S. federal income tax purposes. Under the merger agreement,
holders of Ticketmaster common stock will receive 1.384 shares of Live Nation
common stock for each share of Ticketmaster they own, subject to adjustment as
provided in the merger agreement. Live Nation and Ticketmaster stockholders will
each own approximately 50 percent of the outstanding equity interests of the
combined company upon completion of the merger. The merger is subject to, among
other conditions, regulatory approvals and the approval of the stockholders of
each company, and we anticipate that the transaction will close in the second
half of 2009.

In connection with the proposed transaction, Ticketmaster Entertainment intends
to file relevant materials with the SEC, including a joint proxy
statement/prospectus of Ticketmaster and Live Nation. INVESTORS ARE URGED TO
READ THESE MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT TICKETMASTER ENTERTAINMENT, LIVE NATION AND THE
TRANSACTION. The joint proxy statement/prospectus and other relevant materials
(when they become available) and any other documents filed by Ticketmaster
Entertainment with the SEC may be obtained free of charge at the SEC's website
at http://www.sec.gov. In addition, investors may obtain free copies of the
documents filed with the SEC by contacting Ticketmaster Entertainment's Investor
Relations at (310) 360-2354 or by accessing Ticketmaster Entertainment's
investor relations website at http://investors.ticketmaster.com. Investors are
urged to read the joint proxy statement/prospectus and the other relevant
materials when they become available before making any voting or investment
decision with respect to the transaction.

Ticketmaster Entertainment's management will host a conference call today at
1:30 PT (4:30 ET) to discuss the Company's financial results. A live webcast of
the call will be accessible on the Investor Relations section of Ticketmaster
Entertainment's website at http://investors.ticketmaster.com

About Ticketmaster Entertainment, Inc.

Ticketmaster Entertainment consists of Ticketmaster and Front Line. As the
world's leading live entertainment ticketing and marketing company, Ticketmaster
connects the world to live entertainment. Ticketmaster operates in 20 global
markets, providing ticket sales, ticket resale services, marketing and
distribution through www.ticketmaster.com, one of the largest e-commerce sites
on the Internet; approximately 7,100 retail outlets; and 17 worldwide call
centers. Established in 1976, Ticketmaster serves more than 10,000 clients
worldwide across multiple event categories, providing exclusive ticketing
services for leading arenas, stadiums, professional sports franchises and
leagues, college sports teams, performing arts venues, museums, and theaters. In
2008, the Company sold more than 141 million tickets valued at over $8.9 billion
on behalf of its clients. Ticketmaster Entertainment acquired a controlling
interest in Front Line in October 2008. Founded by Irving Azoff and Howard
Kaufman in 2004, Front Line is the world's leading artist management company.
Ticketmaster Entertainment, Inc. is headquartered in West Hollywood, California
(Nasdaq:TKTM).

This news release may contain "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995, as amended. These
forward-looking statements include statements relating to the Company's
anticipated financial performance, business prospects, new developments and
similar matters, and/or statements that use words such as "anticipates,"
"estimates," "expects," "intends," "plans," "believes" and similar expressions.
As such forward-looking statements are not guarantees of future performance or
results and involve risks and uncertainties that may cause actual performance or
results to differ materially from those in the forward-looking statements,
including those risks and uncertainties related to the Company's pending merger
with Live Nation; the Company's ability to operate effectively as a public
company following its recent spin-off from IAC; changes in economic conditions
generally or in the live entertainment industry; the ability of the Company to
retain existing clients and obtain new clients; Ticketmaster's ability to
maintain Ticketmaster's brand recognition and attract and retain customers in a
cost-effective manner; integration of historical and future acquisitions,
including the Front Line acquisition; the Company's ability to expand
successfully in international markets; changing customer requirements and
industry standards; regulatory changes; and the other risks detailed from time
to time in the Company's SEC reports, including the most recent reports on Forms
10-Q and 8-K, each as it may be amended from time to time. The Company assumes
no obligation to update these forward-looking statements in order to reflect
events or circumstances that may arise after the date of this release, except as
required by law.

TICKETMASTER ENTERTAINMENT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

Three Months Ended Twelve Months Ended
December 31, December 31,
----------------------- -----------------------
2008 2007 2008 2007
----------- ---------- ----------- ----------
(In thousands, except per share data)

Revenue $ 378,170 $ 345,120 $ 1,438,282 $1,221,798
Interest on funds
held for clients 5,804 5,898 16,243 18,679
----------- ---------- ----------- ----------
Total revenue 383,974 351,018 1,454,525 1,240,477
Cost of sales
(exclusive of
depreciation shown
separately below) 241,625 216,708 927,889 766,538
----------- ---------- ----------- ----------
Gross profit 142,349 134,310 526,636 473,939
Selling and
marketing expense 32,067 19,696 102,631 43,487
General and
administrative
expense 54,924 36,220 190,054 149,478
Amortization
of intangibles 15,438 6,599 44,109 26,200
Depreciation 13,794 10,371 49,894 38,458
Goodwill impairment 1,094,091 -- 1,094,091 --
----------- ---------- ----------- ----------
Operating (loss)
income (1,067,965) 61,424 (954,143) 216,316
Other income
(expense):
Interest (expense)
income, net (16,183) 10,293 (25,290) 32,062
Equity in income
of unconsolidated
affiliates 611 3,280 2,659 6,301
Impairment
of long-term
investments (12,334) -- (12,334) --
Other income 4,670 1,015 4,914 1,120
----------- ---------- ----------- ----------
Total other
(expense) income,
net (23,236) 14,588 (30,051) 39,483
----------- ---------- ----------- ----------
(Loss) earnings
before income taxes
and minority
interest (1,091,201) 76,012 (984,194) 255,799
Income tax benefit
(provision) 17,383 (25,826) (25,627) (89,007)
Minority interest in
losses of
consolidated
subsidiaries 2,985 895 4,322 2,559
----------- ---------- ----------- ----------
Net (loss) income $(1,070,833) $ 51,081 $(1,005,499) $ 169,351
=========== ========== =========== ==========
Net (loss) earnings
per share available
to common
stockholders:
Basic and Diluted $ (18.82) $ 0.91 $ (17.84) $ 3.01
Weighted average
number of common
and common
equivalent stock
outstanding:
Basic and Diluted 56,886 56,171 56,353 56,171
TICKETMASTER ENTERTAINMENT, INC.
CONSOLIDATED BALANCE SHEETS

December 31, December 31,
2008 2007
----------- -----------
(In thousands, except
per share data)
(unaudited) (audited)
ASSETS
Cash and cash equivalents $ 464,618 $ 568,417
Restricted cash -- 853
Marketable securities 1,495 --
Accounts receivable, client accounts 70,121 99,453
Accounts receivable, trade, net of
allowance of $5,055 and $2,346,
respectively 46,459 33,979
Deferred income taxes 14,038 5,883
Contract advances 44,927 63,126
Prepaid expenses and other current
assets 37,758 21,149
----------- -----------
Total current assets 679,416 792,860
Property and equipment, net 111,291 95,122
Goodwill 455,751 1,090,418
Intangible assets, net 330,061 92,325
Long-term investments 17,487 149,295
Other non-current assets 112,561 86,514
----------- -----------
TOTAL ASSETS $ 1,706,567 $ 2,306,534
=========== ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES:
Accounts payable, client accounts $ 324,164 $ 413,075
Accounts payable, trade 29,251 14,698
Accrued compensation and benefits 39,683 31,171
Deferred revenue 33,244 19,829
Income taxes payable 7,522 1,721
Other accrued expenses and current
liabilities 82,435 42,449
----------- -----------
Total current liabilities 516,299 522,943
Long term debt 865,000 --
Income taxes payable 1,680 982
Other long-term liabilities 10,286 3,204
Deferred income taxes 67,300 32,416
Minority interest 69,544 7,812

Commitments and contingencies

Redeemable Preferred Stock:

Series A convertible redeemable
preferred stock, $0.01 par value:
25,000 shares authorized, 1,750
non-vested shares issued and
outstanding at December 31, 2008
and no shares authorized, issued and
outstanding at December 31, 2007 9,888 --

STOCKHOLDERS' EQUITY:
Common stock, $0.01 par value, 300,000
shares authorized at December 31,
2008; 57,213 shares issued and
outstanding 572 --
Invested capital -- 2,172,497
Additional paid-in capital 1,236,130
Receivables from IAC and subsidiaries -- (474,110)
Retained deficit (1,058,758) --
Accumulated other comprehensive (loss)
income (11,374) 40,790
----------- -----------
Total stockholders' equity 166,570 1,739,177
----------- -----------
TOTAL LIABILITIES, REDEEMABLE
PREFERRED STOCK AND STOCKHOLDERS'
EQUITY $ 1,706,567 $ 2,306,534
=========== ===========
TICKETMASTER ENTERTAINMENT, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended
December 31,
-------------------------
2008 2007
----------- -----------
(In thousands)
(unaudited) (audited)

Cash flows from operating activities:
Net (loss) income $(1,005,499) $ 169,351
Adjustments to reconcile net (loss)
income to net cash provided by
operating activities:
Amortization of intangibles 44,109 26,200
Depreciation 49,894 38,458
Goodwill impairment 1,094,091 --
Impairment of long-term investments 12,334 --
Amortization of debt issuance costs 1,697 --
Provision for doubtful accounts 2,409 464
Non-cash compensation expense 23,731 12,572
Deferred income taxes (32,247) (11,210)
Excess tax benefits from
equity awards (55) (3,029)
Equity in income of unconsolidated
affiliates, net of dividends 953 1,035
Minority interest in (losses) of
consolidated subsidiaries (4,322) (2,559)
Changes in current assets and
liabilities:
Accounts receivable 3,694 (10,878)
Prepaid expenses and other
current assets 3,266 (77,559)
Accounts payable and other
current liabilities 4,678 (9,645)
Income taxes payable 12,199 4,110
Deferred revenue 7,209 2,038
Funds collected on behalf of
clients, net (23,198) 72,093
Other, net 245 526
----------- -----------
Net cash provided by operating activities 195,188 211,967
----------- -----------
Cash flows from investing activities:
Transfers (to) from IAC (910,088) 64,548
Acquisitions, net of cash acquired (506,602) (29,423)
Capital expenditures (50,838) (47,521)
Purchases of marketable securities (7,634) --
Proceeds from sales and maturities of
marketable securities 5,043 --
Increase in long-term investments (5,830) (630)
----------- -----------
Net cash used in investing activities (1,475,949) (13,026)
----------- -----------
Cash flows from financing activities:
Capital contributions from IAC 405,498 29,423
Proceeds from the issuance of
long-term debt 300,000 --
Proceeds from bank borrowings 565,000 --
Principal payments on long-term
obligations (2,101) (2,175)
Payment of deferred financing costs (27,169) --
Purchase of minority interest (764) --
Distributions to minority interest (7,830) --
Excess tax benefits from stock-based
awards 55 3,029
Other, net 50 --
----------- -----------
Net cash provided by financing activities 1,232,739 30,277
----------- -----------
Effect of exchange rate changes on
cash and cash equivalents (55,777) 21,622
----------- -----------
Net (decrease) increase in cash and cash
equivalents (103,799) 250,840
Cash and cash equivalents at beginning
of period 568,417 317,577
----------- -----------
Cash and cash equivalents at end
of period $ 464,618 $ 568,417
=========== ===========
RECONCILIATION OF NON-GAAP TO GAAP MEASURES

The following table reconciles Adjusted Operating Income to operating (loss)
income (in thousands):

Three Months Ended Twelve Months Ended
December 31, December 31,
------------------------ ------------------------
2008 2007 2008 2007
----------- ----------- ----------- -----------
Adjusted
Operating
Income $ 58,746 $ 81,501 $ 257,682 $ 293,546
Non-cash
compensation
expense (3,388) (3,107) (23,731) (12,572)
Amortization of
intangibles (15,438) (6,599) (44,109) (26,200)
Depreciation
expense (13,794) (10,371) (49,894) (38,458)
Goodwill
impairment (1,094,091) -- (1,094,091) --
----------- ----------- ----------- -----------
Operating
(loss)
income $(1,067,965) $ 61,424 $ (954,143) $ 216,316
=========== =========== =========== ===========
Non-cash compensation expense in the table above is included in the following
line items in the accompanying consolidated statements of operations for the
three and twelve months ended December 31, 2008 and 2007 (in thousands):

Three Months Ended Twelve Months Ended
December 31, December 31,
------------------ ------------------
2008 2007 2008 2007
-------- -------- -------- --------
Non-cash compensation
expense included in:
Cost of sales $ 111 $ 199 $ 1,197 $ 800
Selling and marketing
expense 119 218 1,302 876
General and administrative
expense 3,158 2,690 21,232 10,896
-------- -------- -------- --------
Non-cash compensation
expense $ 3,388 $ 3,107 $ 23,731 $ 12,572
======== ======== ======== ========
The following table reconciles free cash flow to net cash (used in) provided by
operating activities (in thousands):

Three Months Ended Twelve Months Ended
December 31, December 31,
------------------ ------------------

2008 2007 2008 2007
-------- -------- -------- --------
Free Cash Flow $ 49,040 $(15,082) $167,548 $ 92,353
Funds paid (collected) on
behalf of clients, net (68,467) 14,923 (23,198) 72,093
Capital expenditures 13,824 15,333 50,838 47,521
-------- -------- -------- --------
Net cash (used in)
provided by operating
activities $ (5,603) $ 15,174 $195,188 $211,967
======== ======== ======== ========
The following table reconciles Net Income, Excluding Impairments to Net (Loss)
Income and Dilutive Earnings Per Share, Excluding Impairments to Diluted (Loss)
Earnings Per Share (in thousands):

Three Months Ended Twelve Months Ended
December 31, December 31,
------------------------ ------------------------
2008 2007 2008 2007
----------- ----------- ----------- -----------
Net (loss)
income $(1,070,833) $ 51,081 $(1,005,499) $ 169,351
$(1,070,833) $(1,070,833) $(1,070,833) $(1,070,833)
Goodwill
impairment 1,094,091 -- 1,094,091 --
Impairment
of long-term
investments 12,334 -- 12,334 --
Tax impact of
impairment
charges (25,650) -- (25,650) --
----------- ----------- ----------- -----------
Net income,
excluding
impairments $ 9,942 $ 51,081 $ 75,276 $ 169,351
=========== =========== =========== ===========
Dilutive
effect of
subsidiary
securities
on net
income,
excluding
impairments (594) -- (594) --
----------- ----------- ----------- -----------
Net income,
excluding
impairments
and
dilutive
effect of
subsidiary
securities $ 9,348 $ 51,081 $ 74,682 $ 169,351
=========== =========== =========== ===========
GAAP diluted
weighted
average
shares
outstanding 56,886 56,171 56,353 56,171
Effect of
dilutive
securities 382 -- 145 --
----------- ----------- ----------- -----------
Adjusted
diluted
weighted
average
shares
outstanding 57,268 56,171 56,498 56,171
=========== =========== =========== ===========
Diluted
earnings per
share,
excluding
impairments $ 0.16 $ 0.91 $ 1.32 $ 3.01
TICKETMASTER ENTERTAINMENT'S PRINCIPLES OF FINANCIAL REPORTING

Ticketmaster Entertainment reports Adjusted Operating Income as a supplemental
measure to generally accepted accounting principles ("GAAP"). This measure is
one of the primary metrics by which Ticketmaster Entertainment evaluates the
performance of its businesses, on which its internal budgets are based and by
which management is compensated. Ticketmaster Entertainment believes that
investors should have access to the same set of tools that it uses in analyzing
its results. This non-GAAP measure should be considered in addition to results
prepared in accordance with GAAP, but should not be considered a substitute for
or superior to GAAP results. Ticketmaster Entertainment provides and encourages
investors to examine the reconciling adjustments between the GAAP and non-GAAP
measure which are discussed below.

Definitions of Ticketmaster Entertainment's Non-GAAP Measures

Adjusted Operating Income is defined as operating income excluding, if
applicable: (1) depreciation expense (2) non-cash compensation expense (3)
amortization and impairment of intangibles, (4) goodwill impairment, (5) pro
forma adjustments for significant acquisitions, and (6) one-time items.
Ticketmaster Entertainment believes this measure is useful to investors because
it represents the operating results from the Ticketmaster Entertainment
Businesses excluding the effects of any other non-cash expenses. Adjusted
Operating Income has certain limitations in that it does not take into account
the impact to Ticketmaster Entertainment's statement of operations of certain
expenses, including acquisition-related accounting. Ticketmaster Entertainment
endeavors to compensate for the limitations of the non-GAAP measure presented by
also providing the comparable GAAP measure with equal or greater prominence and
descriptions of the reconciling items, including quantifying such items, to
derive the non-GAAP measure.

Free Cash Flow is defined as net cash provided by operating activities less
funds collected on behalf of clients, net, and less capital expenditures. We
believe Free Cash Flow is useful to investors because it represents the cash
that our operating businesses generate, before taking into account cash
movements that are nonoperational. Free Cash Flow has certain limitations in
that it does not represent the total increase or decrease in the cash balance
for the period, nor does it represent the residual cash flow for discretionary
expenditures. For example, it does not take into account stock repurchases.
Therefore, we think it is important to evaluate Free Cash Flow along with our
consolidated statement of cash flows.

Net Income, Excluding Impairments is defined as net (loss) income excluding, if
applicable: (1) goodwill impairment charge; (2) impairment of long-term
investments; (3) tax impacts related to the impairment charges. Ticketmaster
Entertainment believes this measure is useful to investors because it represents
net income excluding the effects of significant non-cash impairment charges. Net
Income, Excluding Impairments has certain limitations as it doesn't take into
consideration non-cash impairment charges, and we believe it is important to
evaluate Net Income, Excluding Impairments in conjunction with our consolidated
statements of operations.

Diluted Earnings Per Share, Excluding Impairments is defined as Net Income,
Excluding Impairments divided by adjusted diluted weighted average shares
outstanding. The adjusted diluted weighted average shares outstanding is
calculated on a GAAP basis considering the dilutive impact of securities for the
net income, excluding impairments. Diluted Earnings Per Share, Excluding
Impairments has certain limitations as it doesn't take into consideration the
per diluted share impact of non-cash impairment charges, and we believe it is
important to evaluate Diluted Earnings Per Share, Excluding Impairments in
conjunction with our consolidated statements of operations.

Pro Forma Results

Ticketmaster Entertainment will only present Adjusted Operating Income on a pro
forma basis if a particular transaction is significant within the meaning of
Rule 11-01 of Regulation S-X or if it views it as so significant in nature that
disclosure of pro forma financial information would be material to investors.
For the periods presented in this release, there are no transactions that
Ticketmaster Entertainment has included on a pro forma basis.

One-Time Items

Adjusted Operating Income is presented before one-time items, if applicable.
These items are truly one-time in nature and non-recurring, infrequent or
unusual, and have not occurred in the past two years or are not expected to
recur in the next two years, in accordance with SEC rules. For the periods
presented in this report, there are no one-time items.

Non-Cash Expenses That Are Excluded From Ticketmaster Entertainment's Non-GAAP
Measures

Non-cash compensation expense consists principally of expense associated with
the grants, including unvested grants assumed in acquisitions, of restricted
stock, restricted stock units and stock options. These expenses are not paid in
cash, and Ticketmaster Entertainment will include the related shares in its
future calculations of fully diluted shares outstanding. Upon vesting of
restricted stock and restricted stock units and the exercise of certain stock
options, the awards will be settled, at Ticketmaster Entertainment's discretion,
on a net basis, with Ticketmaster Entertainment remitting the required tax
withholding amount from its current funds.

Amortization of intangibles is a non-cash expense relating primarily to
acquisitions. At the time of an acquisition, the intangible assets of the
acquired company, such as purchase and distribution agreements, are valued and
amortized over their estimated lives. While it is likely that Ticketmaster
Entertainment will have significant intangible amortization expense as it
continues to acquire companies, Ticketmaster Entertainment believes that since
intangibles represent costs incurred by the acquired company to build value
prior to acquisition, they were part of transaction costs.

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CONTACT: Ticketmaster Entertainment, Inc.
Media
Albert Lopez
+1-310-360-2602
Albert.Lopez@Ticketmaster.com
Investor Relations
Christina Um
+1-310-360-2354
IR@Ticketmaster.com