Ryman Hospitality Properties, Inc.’s 3.75% Convertible Senior Notes Remain Convertible
January 02 2013 - 8:28AM
Business Wire
Ryman Hospitality Properties, Inc. (the successor in interest by
merger to Gaylord Entertainment Company) (NYSE: RHP) today
announced that its 3.75% Convertible Senior Notes due October 1,
2014, remain convertible at the option of the holders through March
31, 2013, the last business day of the current fiscal quarter. The
company issued the notes in September 2009.
The notes remain convertible because the last reported sale
price of the company’s common stock for at least 20 trading days
during the 30 consecutive trading-day period ending on December 31,
2012, was greater than 120 percent of the conversion price in
effect on such day.
The company will deliver shares of its common stock or pay cash
upon conversion of any notes surrendered through March 31, 2013. If
shares are delivered, cash will be paid in lieu of fractional
shares only. The notes are currently convertible at a rate of
44.4492 shares of common stock per $1,000 principal amount of
notes, which is equal to a conversion price of $22.50 per
share.
There is approximately $360 million in aggregate principal
amount of notes outstanding.
If all outstanding notes are surrendered for conversion and the
company elects to deliver shares of its common stock, the aggregate
number of shares of common stock issued would be approximately 16.0
million. The notes could be convertible after March 31, 2013, if
the sale price condition described above is met in any future
fiscal quarter or if any of the other conditions to conversion set
forth in the indenture governing the notes are met.
About Ryman Hospitality Properties,
Inc.
Ryman Hospitality Properties, Inc. (NYSE: RHP), formerly known
as Gaylord Entertainment Company, a leading hospitality and
entertainment company based in Nashville Tennessee, has
restructured its assets and operations in order to elect to be
taxed as a REIT for federal income tax purposes effective as of
January 1, 2013, and intends to specialize in group-oriented,
destination hotel assets in urban and resort markets. Ryman
Hospitality Properties’ owned assets include a network of four
upscale, meetings-focused resorts totaling 7,795 rooms that are
managed by world-class lodging operator Marriott International
under the Gaylord Hotels brand. Other owned assets managed by
Marriott International include Gaylord Springs Golf Links, the
Wildhorse Saloon, the General Jackson Showboat and The Inn at
Opryland, a 303-room overflow hotel adjacent to Gaylord Opryland.
Ryman Hospitality Properties also owns and operates a number of
media and entertainment assets including the Grand Ole Opry
(opry.com), the legendary weekly showcase of country music’s finest
performers for nearly 90 years; the Ryman Auditorium, the storied
former home of the Grand Ole Opry located in downtown Nashville;
and WSM-AM, the Opry’s radio home. For additional information about
Ryman Hospitality Properties, visit www.rymanhp.com.
This press release contains “forward-looking statements”
concerning the Company’s goals, beliefs, expectations, strategies,
objectives, plans, future operating results and underlying
assumptions, and other statements that are not necessarily based on
historical facts. Examples of these statements include, but are not
limited to, statements regarding the Company’s expectation to elect
REIT status and the effect of that election, future strategy.
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 Company’s ability to elect and qualify for REIT
status and the timing and effect(s) of that election, the Company’s
ability to remain qualified as a REIT, and the Company’s ability to
execute its strategic goals as a REIT. Other factors that could
cause results to differ are described in the filings made from time
to time by the Company with the U.S. Securities and Exchange
Commission (SEC) and include the risk factors described in the
Company’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2011 and our Quarterly Reports on Form 10-Q for the
fiscal quarters ended March 31, 2012, June 30, 2012 and September
30, 2012. 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.
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