The Department of Justice dropped a wide-ranging antitrust complaint against Live Nation on Thursday (May 23), highlighting more than a dozen examples of the company’s “anticompetitive and exclusionary” behavior in accusing it of operating live music’s largest monopoly.
The evidence looks particularly bad for Live Nation chief executive Michael Rapino, whose own emails are being used against him to document alleged threats made against competitors while the company was operating under a federal consent decree tied to its 2010 merger with Live Nation.
Under the arrangement, regulators with the government had the right to obtain company documents, including communications, without a subpoena. The most damaging evidence is an email exchange involving Oak View Group’s Tim Leiweke and mega music manager Irving Azoff, who co-founded the arena development and management company together.
Leiweke was the CEO of AEG, Live Nation’s main rival in the concert business, until 2012, when he was fired by company owner Phil Anschutz. After a brief stint running the Toronto Maple Leafs and its sports and entertainment interests in Canada, he returned to the United States and eventually founded Oak View Group (OVG) in 2015.
The government claims Rapino tried to leverage his company’s partnership with OVG to pressure private equity firm Silver Lake to kill off a rival ticketing company that Rapino allegedly believed represented a major threat to Ticketmaster.
If true, the story could be a major problem for Rapino, underscoring the government narrative that despite Live Nation’s massive market share, the CEO operates the company like a paranoid pugilist, willing to cross ethical and legal boundaries to eliminate tiny threats.
Silver Lake has been OVG’s strategic investment partner since the company’s founding, investing $100 million to launch it. Today, it has more than $2.5 billion tied up in OVG development projects. Silver Lake also owns TEG, an Australian concert promotion company that operates Ticketek, a large Australian ticket provider with more than 130 clients.
According to the 120-page complaint filed Thursday in federal court, “In 2021, Live Nation’s CEO complained to Oak View Group’s co-founder that TEG was ‘[f]ull on competitors.’ Oak View Group, in turn, conveyed to Silver Lake that Live Nation was ‘not happy.’” The complaint adds that Rapino then escalated his complaints to Silver Lake directly, stating: “I am all in on [Oak View Group] where the big play lies with venues – why insult me with this investment in ticketing/promotions etc.’”
According to the lawsuit, “Rapino threatened to pull its support from Oak View Group and instead back an Oak View Group competitor unless TEG stopped competing with Live Nation in the United States,” the complaint alleges.
“I can assure you the OVG investment is a much bigger win then T[E]G,” Rapino wrote in an email to an unnamed Silver Lake executive that’s included in the lawsuit. “It’s been a huge win for both sides– we have over 20 global arenas in development that neither could do without the other … do you really want LN backing [AEG’s venue development and management company]…? Seems like a dumb trade off??”
To aid in the pressure campaign, Azoff “reportedly refused to allow TEG to promote any of his large roster of artist clients,” the complaint alleges. It further states that Azoff told Rapino “that he was going to demand that Silver Lake sell TEG. [To which] Live Nation’s CEO replied ‘Love ya.’”
“Silver Lake now seems ‘intent on dumping teg’ and has asked, through the founder of Oak View Group, whether Live Nation would be interested in purchasing TEG,” the complaint reads in describing the back-and-forth.
Live Nation did not purchase TEG, but in early 2023, a deal was brokered for Silver Lake to sell the company to investment companies Blackstone and KKR. That deal collapsed in October over disagreements over the valuation of the company, which is now being readied for an IPO in Australia.
Live Nation issued a statement on this allegation, stating that the “claim reveals not only a disregard for the facts, but also deep hypocrisy.”
“The current DOJ and FTC have been vocal critics of private equity companies making multiple investments in the same industry because of competitive ‘entanglements,’” the statement continues. “So was Live Nation CEO Michael Rapino when, after it had already made an investment in OVG, Silver Lake Partners decided to invest in the Australian live entertainment company, TEG. Rapino’s complaint was fundamentally the same as the DOJ/FTC concern with private equity rollups: it created a conflict between OVG, which had become a close partner to Live Nation, and TEG. So, in December 2021 when a TEG employee wrote to say that it did not intend to compete with Live Nation in the U.S., Rapino replied to Silver Lake’s management that he did not care about TEG, but still had a problem with Silver Lake’s decision to make multiple conflicting investments in the industry.”
The statement also claims that “there is no truth that this brief exchange had anything to do with Silver Lake’s decision to sell its stake in TEG.”
In addition to the allegations around TEG, the government’s complaint further alleges that OVG, when it was first founded in 2015, was “particularly well-suited to be a real competitor to Live Nation in the United States concert promotion business” but changed its model to avoid competing with Live Nation.
The evidence from the time, however, shows that OVG and Live Nation had long billed themselves as partners. A November 2015 press release announcing OVG’s launch includes a quote from Rapino endorsing Leiweke’s business model, stating, “Both Tim and Irving are friends of Live Nation as well as personal friends. The concept of creating an economic model for both arena’s and touring artists that creates new revenue streams and develops an ‘anchor’ type of platform for music is one we share.”
The DOJ claims that Live Nation initially identified OVG as one of its “Biggest Competitor Threats” but that over time, the two firms morphed “from competitors into partners who found it easier and mutually beneficial to work together rather than compete.”
According to the government, OVG in fact operates as “a self-described ‘pimp’ and ‘hammer’ for Live Nation, with Leiweke once telling Rapino ‘[j]ust like I tell our folks we 100% always protect you and LN on your lanes.’”
In 2016, “after learning that Oak View Group offered to promote an artist Live Nation had previously promoted, Live Nation’s CEO immediately emailed Oak View Group, warning that such competition would only lead to artists demanding more compensation,” reads the complaint. It further includes an email in which Rapino wrote of the artist: “Whats up? We have done his [touring] and vegas[.] Let’s make sure we don’t let [the artist agency] now start playing us off.”
As outlined in the complaint, Leiweke immediately responded, “Our guys got a bit ahead. All know we don’t promote and we only do tours with Live Nation.”
Azoff later chimed in, writing “Growing pains,” subsequently noting that OVG executives “should never discuss comp [for artists],” and that OVG’s talent buyers would work for Live Nation.
The government argues that this discussion is an example of Leiweke and Azoff colluding with Rapino to limit the competitive bids sent to an artist in order to keep artists fees low. In another example cited in the complaint from 2022, Rapino admonished Leweike for making a direct offer to an artist to play an OVG venue instead of asking Live Nation to promote the show for OVG.
“Who would be so stupid to do this and play into [the artist agent’s] arms”? Rapino asked Leiweke in the email. Leiweke responded, “We have never promoted without you. Won’t,” before later writing, “[m]ore than happy to do these deals thru LN as I have always been aligned,” and that “I never want to be competitors.”
The complaint also alleges that Live Nation “exploits its long-term relationship with Oak View Group to flip venues to Ticketmaster, further cementing Ticketmaster’s power.”
According to the DOJ, in 2022, Live Nation and OVG signed an unspecified agreement that resulted in OVG recognizing “it has a significant financial interest in maintaining existing Ticketmaster contracts at its venues and converting other venues to Ticketmaster.”
At some point, according to the lawsuit, Leiweke told Rapino that the deal “allows us to tie up all owned and operated facilities to 10 year deals, develop a standard A and B market deal for all future projects and to convert all OVG 360 deals to TM now or as they expire for 10 years… Appreciate the consideration and partnership and all of us will work diligently on this so we are always aligned with TM.”
Live Nation responded to this claim in a statement: “The theory is that the contract gave Ticketmaster an unfair advantage in securing the business of independent venues that were managed by OVG because it creates financial incentives for OVG to ‘advocate for’ Ticketmaster. But there is nothing remotely anticompetitive about that. Commercial arrangements that involve incentive or marketing payments are common throughout this industry (and many others).” The statement adds, “Ticketmaster competed and won the contract on the merits because OVG determined it was the best ticketing system available.”