Last month, venue manager and developer Oak View Group (OVG) signed a $15 million non-prosecution agreement that allows the live entertainment giant to avoid liability for then-CEO Tim Leiweke’s alleged plot to rig bids for Austin’s Moody Center Arena.
In the agreement, OVG promised the Department of Justice (DOJ) that it will cooperate in Leiweke’s criminal case, and it agreed to a set of facts about the alleged scheme. But there’s another, more unusual feature to the deal: OVG also stipulated in a two-page statement of facts that its venue management division, OVG360, steered clients to Ticketmaster in exchange for more than $20 million in undisclosed fees from the live ticketing giant.
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OVG did not disclose the incentive payment arrangement to its clients — which, according to the statement of facts, ran afoul of the company’s fiduciary duties. Though the arrangement is not illegal, secret rebate schemes between venue managers and ticketing companies have long been criticized as anti-competitive in the heavily consolidated live music industry.
While the Ticketmaster admission won’t have any impact on Leiweke’s indictment, it could play a part in the DOJ’s civil antitrust lawsuit against the company and its parent, Live Nation. Filed in 2024, the lawsuit seeks to undo Ticketmaster and Live Nation’s 2010 merger, accusing company officials of using power and money to ensure their long-term dominance in ticketing and concert promotion. OVG is not a defendant in that case, but its name is scattered throughout the complaint with claims that the company acted as Ticketmaster’s “pimp,” “hammer” and “protector” to keep venues using its services.
Sources at OVG tell Billboard that the company’s lawyers insisted the Ticketmaster language be added to the non-prosecution agreement as a layer of protection from future criminal liability.
Multiple attorneys with experience negotiating criminal resolutions with the DOJ say it’s common for companies to request this type of so-called “global settlement” to avoid the risk of future legal headaches.
“If the company [OVG] thought it had exposure in the Live Nation case, it’s clear why it would want a global resolution,” says Alexis Loeb, a former prosecutor in the DOJ Antitrust Division who now practices at the firm Farella Braun + Mart.
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So, if this Ticketmaster statement of facts helps OVG avoid future liability, does DOJ gain any advantage from it? Perhaps. According to legal experts, the Ticketmaster statement could help buttress the department’s effort to break up its merger with Live Nation.
It’s not clear whether or not OVG is cooperating with the DOJ against Live Nation and Ticketmaster – where OVG co-founder Irving Azoff used to be CEO – as it is against Leiweke. Asked about cooperating on non-Leiweke related DOJ matters, OVG sources tell Billboard the company would consider requests to provide witness testimony or documents on a case-by-case basis.
There’s some ambiguity as to whether the language of OVG’s non-prosecution agreement could require this type of cooperation. Brent Snyder, the former head of criminal antitrust enforcement at the DOJ who’s now in private practice at Wilson Sonsini Goodrich & Rosati, says the answer seems to be yes based on one glaring clause.
“OVG shall cooperate fully with the Antitrust Division in any and all matters relating to the conduct described in this agreement and the attached statements of facts,” reads the agreement’s sixth section.
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“The ‘any and all matters relating to the conduct’ language in paragraph 6 is very broad and could be read to require cooperation in both the criminal and civil cases,” Snyder tells Billboard.
Other experts are less certain. Loeb agrees that while the “any and all matters” sentence is broad, “the rest of the cooperation provision seems to be talking about criminal cases” only, she says.
Loeb notes, for example, that OVG directors and officers are obligated by this agreement to sit for interviews with criminal authorities and testify at criminal trials. There is no mention of any OVG executives testifying at civil trials, such as the one against Live Nation that’s scheduled to begin next year.
“If this were litigated, I think the company would have the better argument that they are only required to cooperate in criminal cases,” says Loeb. “But it’s not open and shut.”
Richard Powers, former Acting Assistant Attorney General for the DOJ Antitrust Division, similarly sees ambiguity as to whether OVG is required to cooperate against Live Nation and Ticketmaster.
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“The non-prosecution agreement appears to be cabined with ‘criminal’ language, but could be read to cover the civil case as well,” says Powers.
While it’s not obvious whether OVG will cooperate against Live Nation in the traditional sense, the statement of facts on its own might be valuable to government antitrust attorneys. That’s because another section of the non-prosecution agreement says OVG employees cannot “make any statement, in litigation or otherwise, contradicting the statements of facts” — including the admission that OVG360 steered clients to Ticketmaster in exchange for money.
“That functionally means OVG witnesses in the Ticketmaster case have to agree with those admissions, or else DOJ could find the company in breach of the criminal NPA,” says Powers. “Basically, OVG is boxed in on that issue to the extent DOJ intends to call their executives as witnesses.”
Reps for Live Nation declined to comment for this story.
