Ryman Hospitality Properties, Inc. Announces Proposed $400 Million Senior Notes Offering
February 09 2021 - 7:35AM
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 $400 million aggregate principal amount of senior
notes due 2029 (the “notes”). The notes will be unsecured senior
obligations of the Issuers and guaranteed by the Company and its
subsidiaries that guarantee its existing senior secured credit
facility, 5.00% senior unsecured notes due 2023 (“2023 Notes”), and
4.750% senior unsecured notes due 2027.
The Issuers intend to use the net proceeds from the offering
together with available cash to fund the concurrent cash tender
offer for any and all of the $400 million outstanding aggregate
principal amount of 2023 Notes, and, if and to the extent
necessary, to redeem any of the 2023 Notes that remain outstanding
thereafter, in accordance with the indenture governing the 2023
Notes, including the payment of all premiums, accrued interest and
costs and expenses in connection with the tender offer and
redemption of the 2023 Notes, after the expiration of the cash
tender offer. Any remaining proceeds will be used for general
corporate purposes. 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 country music
entertainment experiences. The Company’s core holdings* include a
network of five of the top 10 largest non-gaming convention center
hotels in the United States based on total indoor meeting space.
These convention center resorts operate under the Gaylord Hotels
brand and are managed by Marriott International. The Company also
owns two adjacent ancillary hotels and a small number of
attractions managed by Marriott International for a combined total
of 10,110 rooms and more than 2.7 million square feet of total
indoor and outdoor meeting space in top convention and leisure
destinations across the country. The Company’s Entertainment
segment includes a growing collection of iconic and emerging
country music brands, including the Grand Ole Opry; Ryman
Auditorium, WSM 650 AM; Ole Red and Circle, a country lifestyle
media network the Company owns in a joint-venture partnership with
Gray Television. The Company operates its Entertainment segment as
part of a taxable REIT subsidiary.
* The Company owns the Gaylord Opryland Resort & Convention
Center; Gaylord Palms Resort & Convention Center; Gaylord Texan
Resort & Convention Center; and Gaylord National Resort &
Convention Center. It is the majority owner and managing member of
the joint venture that owns Gaylord Rockies Resort & Convention
Center.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains “forward-looking statements”
concerning the intention of certain of the Company’s subsidiaries
to issue the notes, the Company’s expectation of the aggregate
principal amount of notes to be sold and the Company’s intended use
of proceeds of the offering. These forward-looking statements are
subject to risks and uncertainties that could cause actual results
to differ materially from the statements made. Important factors
that could cause actual results to differ are described in the
filings made from time to time by the Company with the U.S.
Securities and Exchange Commission and include the risk factors
described in the Company’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2019 and in the Company’s Quarterly
Report on Form 10-Q for the quarter ended September 30, 2020.
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 & Chief Financial 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~ |
Todd Siefert, Senior Vice President of Corporate Finance &
Treasurer |
Robert Winters |
Ryman Hospitality Properties, Inc. |
Alpha IR Group |
615-316-6344 |
(929) 266-6315 |
tsiefert@rymanhp.com |
robert.winters@alpha-ir.com |
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