Ryman Hospitality Properties, Inc. Announces Proposed $800 Million Senior Notes Offering
21 März 2024 - 12:35PM
Ryman Hospitality Properties, Inc. (NYSE: RHP) (the “Company”)
announced today that its subsidiaries, RHP Hotel Properties, LP
(the “Operating Partnership”) and RHP Finance Corporation
(together, with the Operating Partnership, the “Issuers”), intend
to offer, in a private placement, subject to market and other
conditions, up to $800 million aggregate principal amount of senior
notes due 2032 (the “Notes”). The Notes will be senior
unsecured obligations of the Issuers and guaranteed by the Company
and its subsidiaries that guarantee its existing credit facility,
4.750% senior unsecured notes due 2027, 7.250% senior unsecured
notes due 2028 and 4.500% senior unsecured notes due 2029.
The Operating Partnership intends to contribute
the net proceeds of this offering to its subsidiaries that own the
Gaylord Rockies Resort & Convention Center, and such
subsidiaries intend to use such net proceeds, together with cash on
hand, to prepay the indebtedness outstanding under the Second
Amended and Restated Loan Agreement, dated as of July 2, 2019, with
Wells Fargo Bank, National Association, as administrative agent, as
amended from time to time, and to pay related fees and expenses.
There can be no assurance that the offering of the notes will be
consummated.
The Notes will be offered only to persons
reasonably believed to be qualified institutional buyers in
compliance with Rule 144A under the Securities Act of 1933, as
amended (the “Securities Act”), and to certain non-U.S. persons
outside the United States in reliance on Regulation S under the
Securities Act. The Notes have not been registered under the
Securities Act and will not be offered or sold in the United States
absent registration or an applicable exemption from the
registration requirements of the Securities Act.
This press release is neither an offer to sell
nor a solicitation of an offer to buy any securities, nor shall
there be any offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
About Ryman Hospitality Properties, Inc.
Ryman Hospitality Properties, Inc. (NYSE: RHP)
is a leading lodging and hospitality real estate investment trust
that specializes in upscale convention center resorts and
entertainment experiences. RHP’s holdings include Gaylord Opryland
Resort & Convention Center; Gaylord Palms Resort &
Convention Center; Gaylord Texan Resort & Convention Center;
Gaylord National Resort & Convention Center; and Gaylord
Rockies Resort & Convention Center, five of the top ten largest
non-gaming convention center hotels in the United States based on
total indoor meeting space. The Company also owns the JW Marriott
San Antonio Hill Country Resort & Spa and two ancillary hotels
adjacent to our Gaylord Hotels properties. The Company’s hotel
portfolio is managed by Marriott International and includes a
combined total of 11,414 rooms as well as more than 3 million
square feet of total indoor and outdoor meeting space in top
convention and leisure destinations across the country. RHP also
owns a 70% controlling ownership interest in Opry Entertainment
Group (OEG), which is composed of entities owning a growing
collection of iconic and emerging country music brands, including
the Grand Ole Opry, Ryman Auditorium, WSM 650 AM, Ole Red,
Nashville-area attractions, and Block 21, a mixed-use
entertainment, lodging, office and retail complex, including the W
Austin Hotel and the ACL Live at the Moody Theater, located in
downtown Austin, Texas. RHP operates OEG as its Entertainment
segment in a taxable REIT subsidiary, and its results are
consolidated in the Company’s financial results.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains statements as to the
Company’s beliefs and expectations of the outcome of future events
that are forward-looking statements as defined in the Private
Securities Litigation Reform Act of 1995. You can identify these
statements by the fact that they do not relate strictly to
historical or current facts. Examples of these statements include,
but are not limited to, statements regarding the intended use of
the net proceeds from the offering of the Notes. These
forward-looking statements are subject to risks and uncertainties
that could cause actual results to differ materially from the
statements made. These include the risks and uncertainties
associated with the offering of the Notes including, but not
limited to, the occurrence of any event, change or other
circumstance that could delay the offering of the Notes, or result
in the termination of the offering of the Notes; and adverse
effects on the Company because of the failure to complete the
offering of the Notes. Other factors that could cause results to
differ are described in the filings made from time to time by the
Company with the SEC and include the risk factors and other risks
and uncertainties described in the Company’s Annual Report on Form
10-K for the fiscal year ended December 31, 2023 and subsequent
filings. Except as required by law, the Company does not undertake
any obligation to release publicly any revisions to forward-looking
statements made by it to reflect events or circumstances occurring
after the date hereof or the occurrence of unanticipated
events.
Investor Relations Contacts: |
Media Contacts: |
Mark Fioravanti, President and Chief Executive Officer |
Shannon Sullivan, Vice President Corporate and Brand
Communications |
Ryman Hospitality Properties, Inc. |
Ryman Hospitality Properties, Inc. |
(615) 316-6588 |
(615) 316-6725 |
mfioravanti@rymanhp.com |
ssullivan@rymanhp.com |
~or~ |
~or~ |
Jennifer Hutcheson, Chief Financial Officer |
Robert Winters |
Ryman Hospitality Properties, Inc. |
Alpha IR Group |
(615) 316-6320 |
(929) 266-6315 |
jhutcheson@rymanhp.com |
robert.winters@alpha-ir.com |
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