Ryman Hospitality Properties, Inc. Announces Upsizing and Pricing of $600 Million of Senior Notes Due 2029

Rhea-AI Summary

Ryman Hospitality Properties announced the upsizing and pricing of a private placement of $600 million in 4.500% senior notes due 2029, increased from the previously planned $400 million. The notes will close on February 17, 2021, with net proceeds estimated at $591 million. Proceeds will primarily fund a tender offer for $400 million of 2023 Notes and repay senior secured credit facility borrowings. The offering is intended for institutional buyers under Rule 144A of the Securities Act.

Positive

• Successful upsizing of senior notes from $400 million to $600 million.
• Net proceeds of approximately $591 million to support financial obligations.

Negative

• Dependence on the tender offer for 2023 Notes may indicate liquidity concerns.
• Additional debt could increase interest obligations and financial risk.

NASHVILLE, Tenn., Feb. 09, 2021 (GLOBE NEWSWIRE) -- 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”), successfully upsized and priced the private placement of $600 million aggregate principal amount of 4.500% senior notes due 2029 (the “notes”). The aggregate principal amount of the notes to be issued in the offering was increased to $600 million from the previously announced $400 million. The notes will be senior unsecured 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 (the “2023 Notes”) and 4.750% senior unsecured notes due 2027. Subject to customary closing conditions, the Issuers expect the private placement of the notes to close on February 17, 2021. The aggregate net proceeds from the sale of the notes are expected to be approximately $591 million, after deducting the initial purchasers’ discounts and commissions and estimated offering expenses.

The Issuers intend to use a significant portion of the net proceeds from the offering to (i) 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, and (ii) repay all or a portion of the of the borrowings outstanding under the Company’s senior secured revolving credit facility. The Company may use any remaining proceeds for general corporate purposes.

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” regarding the proposed private placement and the Company’s intended use of proceeds from such private placement. 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

FAQ

What are the terms of RHP's new senior notes?

Ryman Hospitality Properties has announced a private placement of $600 million in 4.500% senior notes due 2029.

When will the new senior notes for RHP close?

The closing date for the new senior notes is set for February 17, 2021.

How will RHP use the proceeds from the senior notes?

Proceeds will primarily fund a cash tender offer for existing 2023 Notes and repay borrowings under a revolving credit facility.

What is the estimated net proceeds from RHP's senior notes offering?

The estimated net proceeds from the senior notes offering are approximately $591 million.

Who can purchase RHP's new senior notes?

The notes are being offered to qualified institutional buyers in compliance with Rule 144A.