IRIS Accounts Production v25.2.0.378 SC333566 Board of Directors 31.12.24 1.1.24 31.12.24 31.12.24 true true true false true true false false false true true true true true false Ordinary 0 iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh SC333566 2023-12-31 SC333566 2024-12-31 SC333566 2024-01-01 2024-12-31 SC333566 2022-12-31 SC333566 2023-01-01 2023-12-31 SC333566 2023-12-31 SC333566 ns15:Scotland 2024-01-01 2024-12-31 SC333566 ns14:PoundSterling 2024-01-01 2024-12-31 SC333566 ns10:Director1 2024-01-01 2024-12-31 SC333566 ns10:Consolidated 2024-12-31 SC333566 ns10:ConsolidatedGroupCompanyAccounts 2024-01-01 2024-12-31 SC333566 ns10:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 SC333566 ns10:Consolidated ns10:FRS102 2024-01-01 2024-12-31 SC333566 ns10:Consolidated ns10:Audited 2024-01-01 2024-12-31 SC333566 ns10:LargeCompaniesRegimeForDirectorsReport 2024-01-01 2024-12-31 SC333566 ns10:LargeCompaniesRegimeForAccounts 2024-01-01 2024-12-31 SC333566 ns10:Consolidated ns10:LargeCompaniesRegimeForDirectorsReport 2024-01-01 2024-12-31 SC333566 ns10:Consolidated ns10:LargeCompaniesRegimeForAccounts 2024-01-01 2024-12-31 SC333566 ns10:FullAccounts 2024-01-01 2024-12-31 SC333566 ns5:Subsidiary1 2024-01-01 2024-12-31 SC333566 ns10:OrdinaryShareClass1 2024-01-01 2024-12-31 SC333566 ns10:Consolidated 2024-01-01 2024-12-31 SC333566 ns10:Director2 2024-01-01 2024-12-31 SC333566 ns10:Director3 2024-01-01 2024-12-31 SC333566 ns10:Director4 2024-01-01 2024-12-31 SC333566 ns10:Director5 2024-01-01 2024-12-31 SC333566 ns10:CompanySecretary1 2024-01-01 2024-12-31 SC333566 ns10:RegisteredOffice 2024-01-01 2024-12-31 SC333566 ns10:Consolidated 2023-01-01 2023-12-31 SC333566 ns5:CurrentFinancialInstruments 2024-12-31 SC333566 ns5:CurrentFinancialInstruments 2023-12-31 SC333566 ns5:Non-currentFinancialInstruments 2024-12-31 SC333566 ns5:Non-currentFinancialInstruments 2023-12-31 SC333566 ns5:ShareCapital 2024-12-31 SC333566 ns5:ShareCapital 2023-12-31 SC333566 ns5:RetainedEarningsAccumulatedLosses 2024-12-31 SC333566 ns5:RetainedEarningsAccumulatedLosses 2023-12-31 SC333566 ns5:LandBuildings 2023-12-31 SC333566 ns5:FurnitureFittings 2023-12-31 SC333566 ns5:ComputerEquipment 2023-12-31 SC333566 ns5:LandBuildings 2024-01-01 2024-12-31 SC333566 ns5:FurnitureFittings 2024-01-01 2024-12-31 SC333566 ns5:ComputerEquipment 2024-01-01 2024-12-31 SC333566 ns5:LandBuildings 2024-12-31 SC333566 ns5:FurnitureFittings 2024-12-31 SC333566 ns5:ComputerEquipment 2024-12-31 SC333566 ns5:LandBuildings 2023-12-31 SC333566 ns5:FurnitureFittings 2023-12-31 SC333566 ns5:ComputerEquipment 2023-12-31 SC333566 1 ns5:Subsidiary1 2024-01-01 2024-12-31 SC333566 ns5:Subsidiary1 2024-12-31 SC333566 ns5:Subsidiary1 2023-12-31 SC333566 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2024-12-31 SC333566 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2023-12-31 SC333566 ns5:DeferredTaxation 2023-12-31 SC333566 ns5:DeferredTaxation 2024-01-01 2024-12-31 SC333566 ns5:DeferredTaxation 2024-12-31 SC333566 ns10:OrdinaryShareClass1 2024-12-31 SC333566 ns5:RetainedEarningsAccumulatedLosses 2023-12-31 SC333566 ns5:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31

REGISTERED NUMBER: SC333566 (Scotland)

| DF CONCERTS LIMITED |

| GROUP STRATEGIC REPORT, |

| REPORT OF THE DIRECTORS AND |

| CONSOLIDATED FINANCIAL STATEMENTS |

| FOR THE YEAR ENDED 31 DECEMBER 2024 |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

| Page |

| Company Information | 1 |

| Group Strategic Report | 2 |  | to |  | 5

| Report of the Directors | 6 |  | to |  | 8

| Report of the Independent Auditors | 9 |  | to |  | 12

| Consolidated Statement of Income and Retained Earnings | 13 |

| Consolidated Statement of Financial Position | 14 |

| Company Statement of Financial Position | 15 |

| Consolidated Statement of Cash Flows | 16 |

| Notes to the Consolidated Statement of Cash Flows | 17 |

| Notes to the Consolidated Financial Statements | 18 |  | to |  | 29

| DF CONCERTS LIMITED |

COMPANY INFORMATION

FOR THE YEAR ENDED 31 DECEMBER 2024

| DIRECTORS: | D Desmond

| G C Ellis

| S J Moran

| S R Douglas

| L Lavelle

| SECRETARY: | Thorntons Law LLP

| REGISTERED OFFICE: | 272 St Vincent Street

| Glasgow

| G2 5RL

| REGISTERED NUMBER: | SC333566 (Scotland)

| SENIOR STATUTORY AUDITOR: | Kirsty Mackie BAcc CA

| INDEPENDENT AUDITORS: | Azets Audit Services

| Chartered Accountants

| Statutory Auditor

| Titanium 1

| King's Inch Place

| Renfrew

| PA4 8WF

| BANKERS: | Clydesdale Bank Plc

| 7/8 High Street

| Dundee

| DD1 1SS

| SOLICITORS: | Thorntons LLP

| Whitehall House

| Yeaman Shore

| Dundee

| DD1 4BJ

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

REVIEW OF BUSINESS

The results for the year and financial position of the group are as shown in the annexed financial statements.

The key financial highlights are as follows:

| 2024 | 2023 | 2022 |

| £ | £ | £ |

Turnover |  | 76,566,794 | 72,545,808 | 81,118,633 |

Profit/(Loss) before tax |  | 7,992,333 | 6,373,547 | 6,507,528 |

The net liabilities of the group were £1,827,650 at 31 December 2023. As at the 31 December 2024 the group had net liabilities of £481,247.

Financial key performance indicators

Key performance indicator used by DF Concerts Limited are number of shows and the results during the year are as follows:

| 2024 | 2023 | 2022 |

| £ | £ | £ |

Number of shows |  | 744 | 713 | 737 |

PRINCIPAL RISKS AND UNCERTAINTIES

Systems and procedures are in place to identify, assess and mitigate major business risks that could impact the group. Monitoring exposure to risk and uncertainty is an integral part of the group's structured management processes. The principal risks that the group faces are operational risk, competition, regulatory and legislative impacts, recruitment and retention of staff and maintenance of reputation, as well as financial risk.

The group forms part of a larger group and the principal risks and uncertainties facing it are therefore integrated with those facing the Live Nation group as a whole. Accordingly, the nature of risk and its management are further detailed in the Annual Review and accounts of Live Nation Entertainment, Inc., which are available from the Live Nation website (www.livenation.com).

The group acknowledges increases in the cost of living and inflation rates during the year, however, does not consider these a principal risk and uncertainty.

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

SECTION 172(1) STATEMENT

The following statement describes how the directors have had regard to the matters set out in section 172(1)(a) to (f) when performing their duty under section 172 of the Companies Act 2006.

As part of the Board's decision-making process the Directors consider the potential impact of decisions on relevant stakeholders whilst also having regard to a number of broader factors, including the impact of the Group's operations on the community and environment, responsible business practices and the likely consequences of decisions in the long term. Through open and transparent dialogue with our key stakeholders, we have been able to develop a clear understanding of their needs, assess their perspectives and monitor their impact on our strategic ambition and culture.

The Board recognises that the Group must adopt effective long-term strategies if the business is to continue to grow and respond to challenges in the short and medium term.

Key decisions and matters that are of strategic importance to the Group are appropriately informed by section 172 factors. The table below sets out our key stakeholders and provides examples of how we have engaged with them in the year and the impact of that engagement.

Stakeholder Group |  |  | Why and how we engage |  |  | Impact of engagement |

Shareholders |  |

Our shareholders are vital to the future success of our business, providing funds which aid business growth and the generation of returns. |  |  | Performance metrics and updates are provided by the Board to our parent company. |  |  | As a Board we aim to provide clear information to our parent company and ultimate shareholders, being honest and transparent as to the performance of the business. Value is generated for shareholders by supporting to deliver on the business plan. |

Employees |  |

Our business invests in people. Through continual investment in our workforce our people can develop their careers while contributing positively to our brand and initiatives. |  |  | We engage with our workforce during the year in a variety of ways. Information on matters of strategic importance are delivered by the Directors directly to the workforce via a combination of email updates and presentations. Conducting regular meetings between the Directors and local HR teams. Provision of training opportunities to help employees develop their skill set. In addition to regular informal discussions with employees, formal feedback is taken via the annual review process each year. We continue to provide support to our employees by offering flexible working arrangements and enabling discussions on mental health and wellbeing. |  |  | Good communication between the Board and employees has ensured that, where appropriate, the workforce is kept abreast of strategic matters.The impact of employee engagement has empowered local HR teams to deal with local office issues which has resulted in efficient resolution of local issues.As a direct response to feedback received during the annual review process, flexible working hours are offered to employees. Flexible working patterns have seen improvements reported in the work/life balance of our employees and our workplace culture. |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Stakeholder Group |  |  | Why and how we engage |  |  | Impact of engagement |

Suppliers, artists and fans |  |

We operate a number of live music festivals and events in Scotland. Relationships with suppliers, artists and fans are integral to the successful delivery of our strategic plan. As the demand for live events continues to grow, we remain focused on our core mission of connecting artists with their fans. |  |  | We seek to directly engage with our core fanbase and supplier network. We maintain relationships with an extensive range of artists, from those beginning their career to established superstars. We operate festivals which are considered 'must-play' amongst artists and provide numerous opportunities for new artists beginning their careers. We engage with some of the most well recognised national and global brands, enabling them to connect with our fanbase. |  |  | Understanding the needs of our fanbase and maintaining productive relationships with artists and suppliers enables us to achieve our objectives of connecting more fans with live events through promoting more shows and selling more tickets. |

Community and environment |  |

Our festivals and events have an important role to play within the communities they operate. Contributing positively to wider society enables us to create stronger communities and have a positive environmental and cultural impact. |  |  | For a number of year we have collected charity donations at our festivals and events and supported a range of local and national charities. We work to reduce the environmental impact of our festivals and events to ensure we are being responsible global citizens, taking care of the communities where we operate, and doing our part to curb the most harmful impacts of global climate change. |  |  | Much of our customer base already act sustainably at home and expects the same when attending our festivals and events. Our engagement in the community and environment aligns our focus with that of our customers and suppliers, enabling us to achieve our strategic objectives. |

FINANCIAL INSTRUMENTS

The group's principal financial instruments comprise group borrowings, trade debtors, bank balances and trade creditors. The main purpose of these instruments is to finance the group's operations.

Trade debtors are managed in respect of credit and cashflow risk by policies concerning the credit offered to customers and the monitoring of amounts outstanding.

The credit risk of liquid funds is limited because counterparties are banks with high credit ratings assigned by international credit rating agencies.

Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

FUTURE DEVELOPMENTS

The directors aim to maintain the management policies adopted during the year ended 31 December 2024 and consider the group and its subsidiaries are well placed to take advantage of opportunities which may arise in the current year.

ON BEHALF OF THE BOARD:

G C Ellis - Director

9 May 2025

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of concert promotions.

DIVIDENDS

An interim dividend of £8,333.33 per share was paid on 30 August 2024. The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 December 2024 will be £5,000,000 (2023 - £5,500,000).

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

D Desmond

G C Ellis

S J Moran

S R Douglas

L Lavelle

GOING CONCERN

The Group is in a net liability position at year end due to the net liabilities position of the subsidiary King Tut's Recordings Limited, the Group has obtained a letter of support from the parent company LN-Gaiety Holdings Limited in respect of this net liability position.

Based on the above the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

STREAMLINED ENERGY AND CARBON REPORTING

This statement reports on the Group's energy and carbon emissions consumption in compliance with Streamlined Energy and Carbon Reporting (SECR) legislation introduced by the UK Government. It covers our UK energy use and associated greenhouse gas emissions, reports our intensity ratios and describes the measures taken to improve energy efficiency throughout the year.

Consumption is split into three categories, or 'scopes' as defined in the greenhouse gas protocol standard:

Scope 1 (direct) emissions are from activities owned or controlled by the organisation that release emissions into the atmosphere. . Examples of Scope 1 emissions include emissions from combustion in owned or controlled boilers, furnaces, vehicles; emissions from chemical production in owned or controlled process equipment.

Scope 2 (indirect) emissions are greenhouse gases released into the atmosphere as a result of the consumption of purchased electricity, steam, heat and cooling. Although these CO2e emissions result from an organisation's activities, they occur at sources it doesn't own or control. As a result, they are referred to as indirect emissions.

Scope 3 (other indirect) emissions are a consequence of the organisation's actions, which occur at sources which it does not own or control and which are not classed as scope 2 emissions. Examples of scope 3 emissions are business travel by means not owned or controlled by an organisation, waste disposal which is not owned or controlled, or purchased materials or fuels.

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 31 DECEMBER 2024

Quantification and Reporting Methodology

The Group has taken guidance from the UK Government Environmental Reporting Guidelines (March 2019), the GHG Reporting Protocol - Corporate Standard, and from the UK Government GHG Conversion Factors for Company Reporting document for calculating carbon emissions. Energy usage information (gas and electricity) has been obtained directly from our energy suppliers where available. For supplies where there wasn't complete 12 month energy usage available, annual estimates were calculated by using available data to create monthly or daily averages and multiplying accordingly. Transport mileage data was obtained from expense claims submitted for our employees business mileage. CO2e emissions were calculated using the appropriate emission factors from the UK Government GHG conversion information.

Intensity Ratio

An intensity ratio is a way of defining emissions data in relation to an appropriate business metric. This allows comparison of energy efficiency performance over time and with other similar types of organisations. The Group has chosen to calculate its ratio by dividing its emissions by its business premises square meterage.

Emission Source |  | Scope |  | 2023 Consumption (kWh) |  | 2023 Emissions (tCO2e) |  | 2024 Consumption (kwh) |  | 2024 Emissions (tCO2e) |

Combustion of Gas |  | 1 |  | 105,937 |  | 21.5 |  | 48,441 |  | 8.9 |

Combustion of Liquid Fuels |  | 1 |  | 644,002 |  |  | 2.4 |  | 520,128 |  | 3.2 |

Combustion of Transport Fuel |  | 1 |  | - |  | - |  |  | - |

Emissions from purchased electricity |  | 2 |  | 104,639 |  | 22 |  | 99,030 |  | 20 |

Business travel in rental cars or employee-owned vehicles where company is responsible for purchasing the fuel |  | 3 |  | 67,267 |  | 16.5 |  | 67,760 |  | 19,6 |

Total Gross |  |  | 921,845 |  | 62.4 |  | 735,360 |  | 51.6 |

The organisation has chosen to use tonnes of CO2e per £million Turnover for its Intensity Ratio.

| 2023 |  | 2024 |  |

| tC02E/£m |  | tC02E/£m |  |

Intensity Ratio |  | 0.86 |  | 0.67 |  |

Energy Efficiency Actions

All replacement light fittings are substituted with LED lighting where possible. Most toilets, offices, corridors, stairwells have light sensors and the close down procedures include switching off lighting for our office & venue. Where available, festivals and outdoor events carry out telemetric monitoring to evaluate if generators are oversized to aid next years planning. An energy audit has been carried out at our secondary office with plans in place to carry out further audits in our main office building and venue.

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 31 DECEMBER 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- | select suitable accounting policies and then apply them consistently;

- | make judgements and accounting estimates that are reasonable and prudent;

- | state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Azets Audit Services, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

G C Ellis - Director

9 May 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

DF CONCERTS LIMITED

Opinion

We have audited the financial statements of DF Concerts Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2024 and of the group's profit for the year then ended;

- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- | have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

DF CONCERTS LIMITED

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- | the parent company financial statements are not in agreement with the accounting records and returns; or

- | certain disclosures of directors' remuneration specified by law are not made; or

- | we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page eight, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

DF CONCERTS LIMITED

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council's website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- Reviewing minutes of meetings of those charged with governance;

- Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

DF CONCERTS LIMITED

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Kirsty Mackie BAcc CA (Senior Statutory Auditor)

for and on behalf of Azets Audit Services

Chartered Accountants

Statutory Auditor

Titanium 1

King's Inch Place

Renfrew

PA4 8WF

9 May 2025

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

CONSOLIDATED

STATEMENT OF INCOME AND

RETAINED EARNINGS

FOR THE YEAR ENDED 31 DECEMBER 2024

| 2024 |  | 2023

| Notes | £ | £ |

TURNOVER | 3 | 76,566,794 |  | 72,545,808 |  |

Cost of sales | (63,677,643 | ) | (61,730,333 | ) |

GROSS PROFIT | 12,889,151 |  | 10,815,475 |  |

Administrative expenses | (5,412,680 | ) | (4,745,998 | ) |

OPERATING PROFIT | 7,476,471 |  | 6,069,477 |  |

Interest receivable and similar income | 509,803 |  | 304,071 |  |

7,986,274 |  | 6,373,548 |  |

Interest payable and similar expenses | 5 | 6,059 |  | - |  |

PROFIT BEFORE TAXATION | 6 | 7,992,333 |  | 6,373,548 |  |

Tax on profit | 7 | (1,645,930 | ) | (1,170,881 | ) |

PROFIT FOR THE FINANCIAL YEAR | 6,346,403 |  | 5,202,667 |  |

Retained earnings at beginning of year | (1,828,250 | ) | (1,530,917 | ) |

Dividends | 9 | (5,000,000 | ) | (5,500,000 | ) |

RETAINED EARNINGS FOR THE GROUP AT END OF YEAR | (481,847 | ) | (1,828,250 | ) |

Profit attributable to:

Owners of the parent | 6,346,403 |  | 5,202,667 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 DECEMBER 2024

| 2024 | 2023 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 10 | 1,098,884 |  | 1,031,212 |  |

Investments | 11 | - |  | - |  |

1,098,884 |  | 1,031,212 |  |

CURRENT ASSETS

Stocks | 12 | 13,703 |  | 10,498 |  |

Debtors | 13 | 28,040,369 |  | 2,122,316 |  |

Investments | 14 | 5,497,544 |  | 7,340,936 |  |

Cash at bank | 12,765,738 |  | 12,382,069 |  |

46,317,354 |  | 21,855,819 |  |

CREDITORS

Amounts falling due within one year | 15 | 47,383,735 |  | 24,382,670 |  |

NET CURRENT LIABILITIES | (1,066,381 | ) | (2,526,851 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 32,503 |  | (1,495,639 | ) |

CREDITORS

Amounts falling due after more than one year | 16 | 513,750 |  | 332,011 |  |

NET LIABILITIES | (481,247 | ) | (1,827,650 | ) |

CAPITAL AND RESERVES

Called up share capital | 19 | 600 |  | 600 |  |

Retained earnings | 20 | (481,847 | ) | (1,828,250 | ) |

SHAREHOLDERS' FUNDS | (481,247 | ) | (1,827,650 | ) |

The financial statements were approved by the Board of Directors and authorised for issue on 9 May 2025 and were signed on its behalf by:

G C Ellis - Director

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

COMPANY STATEMENT OF FINANCIAL POSITION

31 DECEMBER 2024

| 2024 | 2023 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 10 | 1,098,884 |  | 1,031,212 |  |

Investments | 11 | - |  | - |  |

1,098,884 |  | 1,031,212 |  |

CURRENT ASSETS

Stocks | 12 | 13,703 |  | 10,498 |  |

Debtors | 13 | 30,521,964 |  | 4,603,913 |  |

Investments | 14 | 5,497,544 |  | 7,340,936 |  |

Cash at bank | 12,765,738 |  | 12,382,069 |  |

48,798,949 |  | 24,337,416 |  |

CREDITORS

Amounts falling due within one year | 15 | 47,383,734 |  | 24,382,671 |  |

NET CURRENT ASSETS/(LIABILITIES) | 1,415,215 |  | (45,255 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 2,514,099 |  | 985,957 |  |

CREDITORS

Amounts falling due after more than one year | 16 | 513,750 |  | 332,011 |  |

NET ASSETS | 2,000,349 |  | 653,946 |  |

CAPITAL AND RESERVES

Called up share capital | 19 | 600 |  | 600 |  |

Retained earnings | 20 | 1,999,749 |  | 653,346 |  |

SHAREHOLDERS' FUNDS | 2,000,349 |  | 653,946 |  |

Company's profit for the financial year | 6,346,403 |  | 5,202,666 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 9 May 2025 and were signed on its behalf by:

G C Ellis - Director

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

| 2024 |  | 2023

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | 28,417,147 |  | (236,070 | ) |

Interest paid | 6,059 |  | - |  |

Tax paid | (1,069,813 | ) | (1,263,943 | ) |

Net cash from operating activities | 27,353,393 |  | (1,500,013 | ) |

Cash flows from investing activities

Purchase of tangible fixed assets | (120,000 | ) | - |  |

Movement in current asset investments | 1,843,392 |  | (7,340,936 | ) |

Interest received | 509,803 |  | 304,071 |  |

Net cash from investing activities | 2,233,195 |  | (7,036,865 | ) |

Cash flows from financing activities

Intergroup loan movements | (24,204,387 | ) | (200,938 | ) |

Amount introduced by directors | 1,468 |  | - |  |

Equity dividends paid | (5,000,000 | ) | (5,500,000 | ) |

Net cash from financing activities | (29,202,919 | ) | (5,700,938 | ) |

Increase/(decrease) in cash and cash equivalents | 383,669 |  | (14,237,816 | ) |

Cash and cash equivalents at beginning of year | 2 | 12,382,069 |  | 26,619,885 |  |

Cash and cash equivalents at end of year | 2 | 12,765,738 |  | 12,382,069 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

| 2024 |  | 2023

£ | £ |

| Profit before taxation | 7,992,333 |  | 6,373,548 |  |

| Depreciation charges | 37,644 |  | 35,197 |  |

| Loss on disposal of fixed assets | 14,685 |  | - |  |

| Finance costs | (6,059 | ) | - |  |

| Finance income | (509,803 | ) | (304,071 | ) |

7,528,800 |  | 6,104,674 |  |

| (Increase)/decrease in stocks | (3,205 | ) | 1,272 |  |

| (Increase)/decrease in trade and other debtors | (1,933,747 | ) | 2,935,210 |  |

| Increase/(decrease) in trade and other creditors | 22,825,299 |  | (9,277,226 | ) |

| Cash generated from operations | 28,417,147 |  | (236,070 | ) |

2. | CASH AND CASH EQUIVALENTS

| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

| Year ended 31 December 2024

| 31/12/24 |  | 1/1/24

£ | £ |

| Cash and cash equivalents | 12,765,738 |  | 12,382,069 |  |

| Year ended 31 December 2023

| 31/12/23 |  | 1/1/23

£ | £ |

| Cash and cash equivalents | 12,382,069 |  | 26,619,885 |  |

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1/1/24 | Cash flow | At 31/12/24

£ | £ | £ |

| Net cash |

| Cash at bank and in hand | 12,382,069 |  | 383,669 |  | 12,765,738 |  |

12,382,069 |  | 383,669 |  | 12,765,738 |  |

| Liquid resources |

| Current asset investments | 7,340,936 |  | (1,843,392 | ) | 5,497,544 |  |

7,340,936 |  | (1,843,392 | ) | 5,497,544 |  |

| Total | 19,723,005 |  | (1,459,723 | ) | 18,263,282 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1. | STATUTORY INFORMATION

| D F Concerts Limited is a private company, limited by shares, registered in Scotland. The Company's registered number is SC333566 and registered office address is Thorntons Law LLP, Whitehall House, 33 Yeaman Shore, Dundee, Scotland, DD1 4BJ.

| The nature of the Company's operations and its principal activities for the year under review was that of concert promotions.

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

| The financial statements are prepared in sterling, which is the functional currency of the Group. Monetary amounts in these financial statements are rounded to the nearest £.

| The group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Strategic Report and Directors' Report.

| The Group is in a net liability position at year end due to the net liabilities position of the subsidiary King Tut's Recordings Limited, the Group has obtained a letter of support from the parent company LN-Gaiety Holdings Limited in respect of this net liability position.

| Based on the above the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

| Financial Reporting Standard 102 - reduced disclosure exemptions

| The group has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

| • | the requirement of paragraph 3.17(d);

| • | the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

| • | the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;

| • | the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23;

| • | the requirement of paragraph 33.7.

| This information is included in the consolidated financial statements of Live Nation Entertainment Inc as at 31 December 2024 and these financial statements may be obtained from 9348 Civic Center Drive, Beverly Hills, California, 90210, United States of America.

| Critical accounting judgements and key sources of estimation uncertainty

| In preparing these financial statements, the directors have not made any critical accounting judgements or utilised any key sources of estimation uncertainty.

| Turnover

| Turnover which is stated net of value added tax represents amounts receivable for goods and services. Turnover is attributable to the company's principal activities, and is all generated in the UK.

| Revenue from the provision of services is recognised in the period in which the services are provided when all of the following conditions are satisfied:

| • the amount of revenue can be measured reliably;

| • it is probable that the Company will receive the consideration due;

| • the costs incurred can be measured reliably.

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

2. | ACCOUNTING POLICIES - continued

| Tangible fixed assets

| Tangible fixed assets are stated at cost net of depreciation and any provision for impairment.

| Fixed assets are depreciated so as to write them off over their anticipated useful lives on a straight line basis as follows:

| Land |  | - |  | not depreciated |  |

| Freehold property |  | - |  | 50 years |  |

| Fixtures and fittings |  | - |  | 3-10 years |  |

| Computer equipment |  | - |  | 3-10 years |  |

| Plant and machinery |  | - |  | 3-10 years |  |

| Stocks

| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

| Financial instruments

| The Company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 ' Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. Financial instruments are recognised in the Company's balance sheet when the Company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

| Basic financial assets

| Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transactions costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

| Derecognition of financial assets

| Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the Company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

| Classification of financial liabilities

| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

| Basic financial liabilities

| Basic financial liabilities, including creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

2. | ACCOUNTING POLICIES - continued

| Taxation

| Current tax is recognised for the amount of income tax payable in respect of the taxable profit for the current or past reporting periods using the tax rates and laws that that have been enacted or substantively enacted by the reporting date.

| Deferred tax is recognised in respect of all timing differences at the reporting date, except as otherwise indicated.

| Deferred tax assets are only recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

| If and when all conditions for retaining tax allowances for the cost of a fixed asset have been met, the deferred tax is reversed.

| Deferred tax is calculated using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

| With the exception of changes arising on the initial recognition of a business combination, the tax expense (income) is presented either in profit or loss, other comprehensive income or equity depending on the transaction that resulted in the tax expense (income).

| Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors.

| Deferred tax assets and deferred tax liabilities are offset only if the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously.

| Foreign currencies

| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

| Pension costs and other post-retirement benefits

| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

| Cash and cash equivalents

| Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of three months or less.

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

2. | ACCOUNTING POLICIES - continued

| Impairment of assets

| Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

| Non-financial assets

| An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

| Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

| Financial assets

| For financial assets carried at amortised cost, the amount of impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the financial asset's original effective interest rate.

| For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

| Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal.

| An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

3. | TURNOVER

| The turnover and profit before taxation are attributable to the one principal activity of the group.

| An analysis of turnover by class of business is given below:

| 2024 |  | 2023

£ | £ |

| Concert promotions | 76,566,794 |  | 72,545,808 |  |

76,566,794 |  | 72,545,808 |  |

| An analysis of turnover by geographical market is given below:

| 2024 |  | 2023

£ | £ |

| United Kingdom | 76,566,794 |  | 72,545,808 |  |

76,566,794 |  | 72,545,808 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

4. | EMPLOYEES AND DIRECTORS

| 2024 |  | 2023

£ | £ |

| Wages and salaries | 3,584,497 |  | 3,244,899 |  |

| Social security costs | 459,687 |  | 370,985 |  |

| Other pension costs | 139,275 |  | 114,121 |  |

4,183,459 |  | 3,730,005 |  |

| The average number of employees during the year was as follows:

| 2024 |  | 2023

| Finance and administration | 6 |  | 6 |  |

| Marketing and operational | 43 |  | 40 |  |

| Bar | 44 |  | 49 |  |

93 |  | 95 |  |

| The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2023 - NIL).

| 2024 |  | 2023

£ | £ |

| Directors' remuneration | 801,440 |  | 751,213 |  |

| Directors' pension contributions to money purchase schemes | - |  | 1,329 |  |

| Information regarding the highest paid director is as follows:

| 2024 |  | 2023

£ | £ |

| Emoluments etc | 801,440 |  | 751,213 |  |

| Pension contributions to money purchase schemes | - |  | 1,329 |  |

5. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 2024 |  | 2023

£ | £ |

| Interest on corporation tax | (6,059 | ) | - |  |

6. | PROFIT BEFORE TAXATION

| The profit is stated after charging:

| 2024 |  | 2023

£ | £ |

| Depreciation - owned assets | 37,643 |  | 35,197 |  |

| Loss on disposal of fixed assets | 14,685 |  | - |  |

| Auditors' remuneration | 42,350 |  | 37,923 |  |

| Foreign exchange differences | 12,307 |  | 12,099 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

7. | TAXATION

| Analysis of the tax charge

| The tax charge on the profit for the year was as follows:

| 2024 |  | 2023

£ | £ |

| Current tax:

| UK corporation tax | 1,660,426 |  | 1,155,445 |  |

| No description | (64,058 | ) | (7,285 | ) |

| No description | 27,413 |  | 34 |  |

| Total current tax | 1,623,781 |  | 1,148,194 |  |

| Deferred tax:

| Deferred tax | 22,149 |  | 15,297 |  |

| No description | - |  | 7,390 |  |

| Total deferred tax | 22,149 |  | 22,687 |  |

| Tax on profit | 1,645,930 |  | 1,170,881 |  |

| UK corporation tax has been charged at 25 % (2023 - 23.52 %).

| Reconciliation of total tax charge included in profit and loss

| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

| 2024 |  | 2023

£ | £ |

| Profit before tax | 7,992,333 |  | 6,373,548 |  |

| Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 23.520 %) | 1,998,083 |  | 1,499,058 |  |

| Effects of:

| Expenses not deductible for tax purposes | 16,888 |  | 10,937 |  |

| Adjustments to tax charge in respect of previous periods | (36,645 | ) | (7,251 | ) |

| Transfer pricing adjustments | (332,396 | ) | (339,563 | ) |

| Remeasurement of deferred tax for changes in tax rates | - |  | 310 |  |

| Adjustments to deferred tax in respect of prior periods | - |  | 7,390 |  |

| Total tax charge | 1,645,930 |  | 1,170,881 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

7. | TAXATION - continued

| Tax rate changes

| The Finance Act 2021 was substantively enacted on 24 May 2021 and has increased the corporation tax rate from 19% to 25% with effect from 1 April 2023. There has been no change to corporation tax rates for the financial year ended 31 December 2024.

| The deferred taxation balances have been measured using the rates expected to apply in the reporting periods when the timing differences reverse.

| International Tax Reform

| Pillar Two legislation has been enacted or substantively enacted in jurisdictions in which the company operates (the UK). The legislation was effective from 1 January 2024. The international group to which the company belongs has performed an assessment of th potential exposure to Pillar Two income taxes.

| This assessment is based on the most recent information available regarding the financial performance of the constituent entities in the international group. Based on the assessment performed, the Pillar Two effective tax rates in the jurisdiction which the company operates are above 15% and management is not aware of any circumstances under which this might change. Therefore, at this stage based on the information available, the company does not expect a potential exposure to Pillar Two top-up taxes.

8. | INDIVIDUAL INCOME STATEMENT

| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

9. | DIVIDENDS

| 2024 |  | 2023

£ | £ |

| Ordinary shares of £1 each

| Interim | 5,000,000 |  | 5,500,000 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

10. | TANGIBLE FIXED ASSETS

| Group

| Fixtures |

| Freehold |  | and |  | Computer |

| property |  | fittings |  | equipment |  | Totals

£ | £ | £ | £ |

| COST

| At 1 January 2024 | 1,209,051 |  | 187,548 |  | 39,819 |  | 1,436,418 |  |

| Additions | 120,000 |  | - |  | - |  | 120,000 |  |

| Disposals | (7,500 | ) | (43,220 | ) | - |  | (50,720 | ) |

| At 31 December 2024 | 1,321,551 |  | 144,328 |  | 39,819 |  | 1,505,698 |  |

| DEPRECIATION

| At 1 January 2024 | 330,697 |  | 49,290 |  | 25,219 |  | 405,206 |  |

| Charge for year | 24,553 |  | 5,126 |  | 7,964 |  | 37,643 |  |

| Eliminated on disposal | (3,862 | ) | (32,173 | ) | - |  | (36,035 | ) |

| At 31 December 2024 | 351,388 |  | 22,243 |  | 33,183 |  | 406,814 |  |

| NET BOOK VALUE

| At 31 December 2024 | 970,163 |  | 122,085 |  | 6,636 |  | 1,098,884 |  |

| At 31 December 2023 | 878,354 |  | 138,258 |  | 14,600 |  | 1,031,212 |  |

| Company

| Fixtures |

| Freehold |  | and |  | Computer |

| property |  | fittings |  | equipment |  | Totals

£ | £ | £ | £ |

| COST

| At 1 January 2024 | 1,209,051 |  | 187,548 |  | 39,819 |  | 1,436,418 |  |

| Additions | 120,000 |  | - |  | - |  | 120,000 |  |

| Disposals | (7,500 | ) | (43,220 | ) | - |  | (50,720 | ) |

| At 31 December 2024 | 1,321,551 |  | 144,328 |  | 39,819 |  | 1,505,698 |  |

| DEPRECIATION

| At 1 January 2024 | 330,697 |  | 49,290 |  | 25,219 |  | 405,206 |  |

| Charge for year | 24,553 |  | 5,126 |  | 7,964 |  | 37,643 |  |

| Eliminated on disposal | (3,862 | ) | (32,173 | ) | - |  | (36,035 | ) |

| At 31 December 2024 | 351,388 |  | 22,243 |  | 33,183 |  | 406,814 |  |

| NET BOOK VALUE

| At 31 December 2024 | 970,163 |  | 122,085 |  | 6,636 |  | 1,098,884 |  |

| At 31 December 2023 | 878,354 |  | 138,258 |  | 14,600 |  | 1,031,212 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

11. | FIXED ASSET INVESTMENTS

| The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:

| Subsidiary

| King Tut's Recordings Limited

| Registered office: 272 St Vincent Street, Glasgow, G2 5RL

| Nature of business: Non trading

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

2024 | 2023 |

£ | £ |

| Aggregate capital and reserves | (2,481,596 | ) | (2,481,596 | ) |

12. | STOCKS

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Goods for resale | 13,703 |  | 10,498 |  | 13,703 |  | 10,498 |  |

13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Trade debtors | 150,492 |  | 81,332 |  | 150,492 |  | 81,332 |  |

| Amounts owed by group undertakings | 24,897,925 |  | 584,161 |  | 27,379,520 |  | 3,065,758 |  |

| Other debtors | 4,845 |  | 9,635 |  | 4,845 |  | 9,635 |  |

| Tax | - |  | 307,307 |  | - |  | 307,307 |  |

| Deferred tax asset | 89,004 |  | 111,155 |  | 89,004 |  | 111,155 |  |

| Prepayments and accrued income | 2,898,103 |  | 1,028,726 |  | 2,898,103 |  | 1,028,726 |  |

28,040,369 |  | 2,122,316 |  | 30,521,964 |  | 4,603,913 |  |

| Deferred tax asset

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Deferred tax | 89,004 |  | 111,155 |  | 89,004 |  | 111,155 |  |

14. | CURRENT ASSET INVESTMENTS

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Bank - Term Deposit Account | 5,497,544 |  | 7,340,936 |  | 5,497,544 |  | 7,340,936 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Trade creditors | 206,696 |  | 118,257 |  | 206,696 |  | 118,257 |  |

| Amounts owed to group undertakings | 169,927 |  | 60,551 |  | 169,926 |  | 60,551 |  |

| Tax | 246,661 |  | - |  | 246,661 |  | - |  |

| Social security and other taxes | 2,462,306 |  | 3,214,326 |  | 2,462,306 |  | 3,214,326 |  |

| Other creditors | 215,399 |  | 49,676 |  | 215,399 |  | 49,677 |  |

| Directors' current accounts | 1,468 |  | - |  | 1,468 |  | - |  |

| Accruals and deferred income | 44,081,278 |  | 20,939,860 |  | 44,081,278 |  | 20,939,860 |  |

47,383,735 |  | 24,382,670 |  | 47,383,734 |  | 24,382,671 |  |

16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Accruals and deferred income | 513,750 |  | 332,011 |  | 513,750 |  | 332,011 |  |

17. | FINANCIAL INSTRUMENTS

| The carrying amount for each category of financial instrument is as follows:

|  | 2024 |  |  | 2023 |

|  | £ |  |  | £ |

| Financial assets |  |

| Financial assets that are debt instruments measured at amortised cost |  |  | 25,053,260 |  |  | 675,128 |

| Current asset investments - term deposit |  |  | 5,497,544 |  |  | 7,340,936 |

| Cash and cash equivalents |  |  | 12,765,738 |  |  | 12,382,069 |

|  | 43,316,542 |  |  | 20,398,133 |

| Financial liabilities |  |

| Financial liabilities measured at amortised cost |  |  | 593,628 |  |  | 228,484 |

18. | DEFERRED TAX

| Group

£ |

| Balance at 1 January 2024 | (111,155 | ) |

| Charge to Income Statement during year | 22,151 |  |

| Balance at 31 December 2024 | (89,004 | ) |

| Company

£ |

| Balance at 1 January 2024 | (111,155 | ) |

| Charge to Income Statement during year | 22,151 |  |

| Balance at 31 December 2024 | (89,004 | ) |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

18. | DEFERRED TAX - continued

| Details of the provision for deferred taxation are given below:

|  | 2024 |  |  | 2023 |

|  | £ |  |  | £ |

| Depreciation in excess of capital allowances |  | (85,833 | ) |  | (91,773 | )

| Pension costs |  | (3,171 | ) |  | - |

| Share based payments |  | - |  |  | (8,419 | )

| Short term timing differences |  | - |  |  | (10,963 | )

| Provision for deferred tax (asset) |  | (89,004 | ) |  | (111,155 | )

| The company has no unused tax losses or credits.

| The net reversal in deferred tax asset expected to occur in 2025 is £10,000. This primarily relates to the reversal of timing differences on tangible assets and capital allowances through depreciation and amortisation.

19. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2024 | 2023 |

| value: | £ | £ |

| 600 | Ordinary | £1 | 600 |  | 600 |  |

20. | RESERVES

| Group

| Retained

| earnings

£ |

| At 1 January 2024 | (1,828,250 | ) |

| Profit for the year | 6,346,403 |  |

| Dividends | (5,000,000 | ) |

| At 31 December 2024 | (481,847 | ) |

| Company

| Retained

| earnings

£ |

| At 1 January 2024 | 653,346 |  |

| Profit for the year | 6,346,403 |  |

| Dividends | (5,000,000 | ) |

| At 31 December 2024 | 1,999,749 |  |

| DF CONCERTS LIMITED (REGISTERED NUMBER: SC333566) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

21. | ULTIMATE PARENT COMPANY

| The company's immediate parent undertaking is LN-Gaiety Holdings Limited, a company registered in England. The ultimate parent company is Live Nation Entertainment Inc, a company incorporated in the United States of America. Copies of the group financial statements are available from 9348 Civic Center Drive, Beverly Hills, California, 90210, United States of America.

22. | RELATED PARTY DISCLOSURES

| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

23. | SHARE-BASED PAYMENT TRANSACTIONS

| LNE Inc. share options

| In December 2005, Live Nation Entertainments, Inc. ("LNE Inc."), the ultimate parent undertaking, adopted its 2005 Stock Incentive Plan. The plan authorises LNE Inc. to grant share option awards, director shares, stock appreciation rights, restricted share and deferred share awards, other equity-based awards and performance awards. LNE Inc. has granted restricted share awards and options to purchase its common shares to employees and directors of LNE Inc. and its affiliates under the share incentive plan at no less than the fair market value of the underlying shares on the date of grant. The options are granted fro a term not exceeding ten years and the non-vested options may be forfeited in the event the employee or director terminates his or her employment or relationship with LNE Inc. or one of its affiliates. Any options that have vested at the time of termination are forfeited to the extent they are not exercised within the applicable post-employment exercise period provided in their option agreements. These options vest over one to five years. The share incentive plan contains anti-dilutive provisions that require the adjustment of the number of shares of LNE Inc. represented by, and the exercise price of, each option for any share splits or dividends.

| LNE Inc. restricted shares granted.

| Certain employees and directors received restricted shares in LNE Inc. during the year. These restricted shares vest evenly over three to four years from date of grant. The fair value of restricted shares is estimated at date of grant by multiplying the number of shares granted by the share price on the date of grant, and the expense is spread evenly over three or four years.