SCHEDULE: ValueAct Boosts Liberty Live Stake to 7.0%

Activist investor ValueAct Capital has increased its beneficial ownership in Liberty Live Holdings, Inc. to 7.0%, citing an attractive investment opportunity.

Summary

• ValueAct Capital and its affiliates (Reporting Persons) have filed a Schedule 13D, disclosing beneficial ownership of 1,799,319 shares of Series A Liberty Live Group Common Stock, representing 7.0% of the outstanding class.
• The Reporting Persons acquired these securities based on their belief that they were undervalued and presented an attractive investment opportunity.
• ValueAct Master Fund's aggregate purchase price for Common Stock is approximately $90,585,013.59, and ValueAct Strategic Global's is approximately $8,160,146.66.
• The filing indicates an intent to engage in discussions with Liberty Live Holdings' management and board regarding various strategic and operational matters, including board composition, capital allocation, and mergers and acquisitions strategy.
• ValueAct Master Fund also holds 3,489,074 shares of Series C Liberty Live Group Common Stock, and ValueAct Strategic Global holds 85,400 shares of Series C Liberty Live Group Common Stock.
• Recent open market purchases by ValueAct Master Fund include 12,900 shares at $78.70 on December 8, 2025, 15,000 shares at $80.90 on December 9, 2025, 39,381 shares at $80.58 on December 10, 2025, 2,204 shares at $80.87 on December 16, 2025, and 10,286 shares at $80.82 on December 17, 2025.
• The filing follows Liberty Media Corporation's completion of its split-off of Liberty Live Holdings, Inc. on December 15, 2025.

Sentiment

Score: 7

Explanation: The filing indicates a significant activist stake by ValueAct Capital, a respected investor known for driving value. Their belief that the stock is undervalued and their intent to engage with management on strategic improvements are generally positive signals for long-term investors, despite the inherent risks of activist campaigns.

Positives

• A prominent activist investor, ValueAct Capital, sees Liberty Live Holdings' securities as undervalued and an attractive investment opportunity.
• ValueAct's engagement could lead to strategic improvements, enhanced corporate governance, and better capital allocation.
• The recent purchases by ValueAct Master Fund indicate continued confidence in the stock at current price levels.

Risks

• The Reporting Persons may change their investment intentions, including selling some or all of their holdings, which could impact the stock price.
• Discussions with management and the board may not result in desired changes or improvements.
• Market conditions or general economic factors could negatively affect the investment.

Future Outlook

The Reporting Persons intend to review their investment on a continuing basis and may take further actions, including purchasing additional shares, selling existing holdings, or engaging in hedging transactions, depending on various factors such as the Issuer's financial position, strategic direction, and market conditions. They anticipate further discussions with the Issuer's management and board on strategic and operational matters.

Management Comments

• "The Reporting Persons acquired the securities of the Issuer reported herein based on their belief that the securities were undervalued and represented an attractive investment opportunity."
• "The Reporting Persons have had and anticipate having further discussions with officers and directors of the Issuer in connection with the Reporting Persons' investment in the Issuer."
• "Topics of these conversations have covered or will cover a range of issues, including those relating to the business of the Issuer, management, board composition (which include whether it makes sense for a ValueAct Capital employee to be on the Issuer's board of directors), investor communications, operations, capital allocation, dividend policy, financial condition, mergers and acquisitions strategy, overall business strategy, executive compensation, and corporate governance."

Industry Context

This filing indicates an activist investor's entry or increased stake in Liberty Live Holdings, Inc., a company recently spun off from Liberty Media Corporation. Such activist involvement often signals a belief that the company's assets are undervalued or that operational/strategic changes could unlock significant shareholder value, a common theme in the media and entertainment sector where complex corporate structures and asset valuations are frequently scrutinized.

Comparison to Industry Standards

• NA

Stakeholder Impact

• Shareholders: Potential for increased shareholder value if ValueAct's engagement leads to strategic improvements or a re-rating of the stock. Increased scrutiny on management and board performance.
• Management/Board: Increased pressure and engagement from a significant activist investor, potentially leading to changes in strategy or personnel.

Next Steps

• Reporting Persons to engage in further discussions with Liberty Live Holdings' officers and directors on business, management, board composition, investor communications, operations, capital allocation, dividend policy, financial condition, M&A strategy, overall business strategy, executive compensation, and corporate governance.
• Reporting Persons may have similar conversations with other stockholders or interested parties.
• Reporting Persons may purchase additional Common Stock or other related instruments, sell existing holdings, and/or engage in hedging transactions.

Key Dates

Recommendation

The filing reveals that ValueAct Capital, a prominent activist investor, has taken a significant 7.0% stake in Liberty Live Holdings, believing the securities are undervalued and represent an attractive investment opportunity. ValueAct's stated intent to engage with management on critical areas such as board composition, capital allocation, and overall business strategy suggests a potential catalyst for value creation. Historically, ValueAct's involvement has often preceded positive strategic shifts and improved shareholder returns. The recent open market purchases further underscore their conviction. This active engagement from a sophisticated investor provides a strong signal for a 'buy' recommendation, anticipating potential upside from strategic enhancements and a re-evaluation of the company's valuation.

Keywords

Liberty Live Holdings, ValueAct Capital, Schedule 13D, Activist Investor, Common Stock, Shareholder Activism, Investment Opportunity, Corporate Governance, Capital Allocation, Liberty Media Split-off