Ryman Hospitality Properties, Inc. Provides Updated Outlook for 2013

  Ryman Hospitality Properties, Inc. Provides Updated Outlook for 2013

                     - Declares Second Quarter Dividend -

              - Adjusts Conversion Rate of Notes for Dividend -

Business Wire

NASHVILLE, Tenn. -- June 4, 2013

Ryman Hospitality Properties, Inc. (NYSE: RHP), a lodging real estate
investment trust ("REIT") specializing in group-oriented, destination hotel
assets in urban and resort markets, today provided an updated financial
outlook for 2013.

Colin V. Reed, chairman, chief executive officer and president of Ryman
Hospitality Properties, stated, “We were recently informed by our manager,
Marriott International that the pace of in-the-year, for-the-year group
bookings has slowed for our hotels segment. Coupled with the fact that cost
synergies are materializing more slowly than originally anticipated, Marriott
has decided to reduce their 2013 operating forecast for our hotel business. As
a result, we believe that it is prudent to modify both our revenue and
profitability guidance for the year.”

While first quarter booking results, both in-the-year, for-the-year and for
all future years, were positive and a cause for optimism for the remainder of
2013, recent trends indicate that performance in 2013 will be challenged by
several adverse impacts. These include:

  *Lower than expected in-the-year, for-the-year group bookings – Following
    the completion of the transition to Marriott’s regional sales organization
    at the end of the first quarter, in-the-year, for-the-year group
    production has slowed and is not ramping up as quickly as originally
    forecasted. Group production in these regional sales offices has been
    challenged by the transition process. Marriott also reports cautiousness
    by corporate customers to book short-term group business.
  *Cost synergies are not being realized as quickly as anticipated – The
    speed with which hotel-level cost synergies would be realized during the
    first year of operation has been challenged by the complexity of the
    transition of these unique hotels.
  *Margin disruption due to conversion activities – The deployment of all new
    operating systems has created short-term disruption in the hotels.
    Property-level staff is continuing to work to fully leverage the new tools
    effectively, but the transition has negatively impacted operating margins.

Reed continued, “We are working with Marriott to identify opportunities to
mitigate these issues and ensure that any detrimental effects of this
transition are contained to our 2013 performance. Despite these near term
challenges, we continue to believe in the long term value creation associated
with our conversion to a REIT. Our hotels have strong advanced group business
on the books for 2014 with approximately 100,000 more room nights on the books
compared to the same period last year. We continue to observe solid increases
in transient room night production and our projected corporate cost savings
are being realized as expected. Albeit ramping up slower than was projected,
the performance of our hotel assets is heading in the right direction, and we
anticipate that the benefits of the Marriott relationship will materialize
more significantly as the year progresses, and will have a positive impact in
2014 and beyond.”

Guidance Update:

The Company is revising its 2013 guidance on a consolidated basis and for the
hospitality segment to reflect the impact of the transition-related and other
issues outlined above. In addition, the Company has updated the estimated
basic shares outstanding to reflect the recent share repurchase activity
described below.

                                                           
                           Prior Guidance              Revised Guidance
                           Full Year 2013              Full Year 2013
                           Low           High          Low           High
                                                                     
Hospitality RevPAR           3.0   %       6.0   %       -1.0  %       2.0   %
^1
Hospitality Total            2.0   %       5.0   %       -2.0  %       1.0   %
RevPAR ^1
                                                                     
Adjusted EBITDA
Hospitality                $ 278.0       $ 288.0       $ 255.0       $ 270.0
Opry and Attractions         15.0          17.0          15.0          17.0
Corporate and Other          (24.0 )       (20.0 )       (24.0 )       (20.0 )
Gaylord National            12.0        12.0        12.0        12.0  
Bonds ^2
Adjusted EBITDA            $ 281.0      $ 297.0      $ 258.0      $ 279.0 
                                                                     
Adjusted FFO
(excluding REIT            $ 212.0       $ 225.0       $ 194.5       $ 213.0
conversion costs) ^3
REIT conversion            $ 19.0        $ 18.0        $ 19.0        $ 18.0
costs (tax effected)
Adjusted FFO after
REIT conversion            $ 193.0       $ 207.0       $ 175.5       $ 195.0
costs ^3
                                                                     
Adjusted FFO per
Share (excluding           $ 4.09        $ 4.34        $ 3.81        $ 4.17
REIT conversion
costs) ^3
Adjusted FFO per
Share after REIT           $ 3.72        $ 3.99        $ 3.43        $ 3.82
conversion costs ^3
Estimated basic              51.9          51.9          51.1          51.1
shares outstanding
                                                                             

1. Hospitality RevPAR estimated annual changes are based on 2012 RevPAR of
$123.36 (as adjusted to reflect a change in room counting methods that does
not exclude renovation rooms from the calculation of rooms available, per
Marriott room counting methods), and Hospitality Total RevPAR estimated annual
changes are based on 2012 Retail Adjusted Total RevPAR of $306.41 (as adjusted
to reflect the elimination from the first three quarters of 2012 of revenues
from retail operation that were outsourced to a third-party retailer beginning
in the fourth quarter of 2012, as well as Marriott room counting methods;
revenue adjustment amounts have been revised slightly).

2. Interest income from Gaylord National bonds reported in estimated
hospitality segment results in 2013.

3. Adjusted FFO guidance includes a deduction for maintenance capital
expenditures of $36.0 to $38.0 million.

For our definitions of RevPAR, Total RevPAR, Adjusted EBITDA, and Adjusted FFO
as well as a reconciliation of the non-GAAP financial measure Adjusted EBITDA
to Net Income, a reconciliation of the non-GAAP financial measure Adjusted FFO
to Net Income, and 2012 Retail Adjusted Revenue and Total RevPAR amounts, see
“Calculation of RevPAR and Total RevPAR”, “Non-GAAP Financial Measures”,
“Supplemental Financial Results” and “Reconciliation of Forward-Looking
Statements” below.

Second Quarter Dividend Declared

On June 3, 2013, the Company declared its second quarter cash dividend of
$0.50 per share of common stock payable on July 15, 2013 to stockholders of
record on June 28, 2013. It is the Company’s current plan to distribute total
annual dividends of approximately $2.00 per share in cash in equal quarterly
payments, subject to the board’s future determinations as to the amount of
quarterly distributions and the timing thereof.

As a result of the declaration of the dividend on June 3, 2013, effective
immediately after the close of business on June 26, 2013, the conversion rate
of the Company’s outstanding 3.75 percent convertible notes due 2014 will
adjust from a conversion rate of 44.9815 per $1,000 principal amount of notes,
which is equivalent to a conversion price of $22.23, to a conversion rate of
45.5431, which is equivalent to a conversion price of $21.96. Pursuant to
customary anti-dilution adjustments, effective immediately after the close of
business on June 26, 2013, the strike price of our call options related to the
convertible notes will be adjusted to $21.96 per share of common stock and the
exercise price of the common stock warrants we issued will be adjusted in a
similar manner.

Stock Repurchase Program Completed

During May 2013, the Company completed the remainder of its previously
authorized $100 million share repurchase program, by repurchasing and
cancelling approximately 1.0 million shares of its common stock for an
aggregate purchase price of $44.3 million, which the Company funded using cash
on hand and borrowings under the revolving credit line of its credit facility.

About Ryman Hospitality Properties, Inc.:

Ryman Hospitality Properties, Inc. (NYSE: RHP) is a REIT for federal income
tax purposes, specializing in group-oriented, destination hotel assets in
urban and resort markets. The Company’s 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, Inc. under the Gaylord
Hotels brand. Other owned assets managed by Marriott International, Inc.
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. The Company 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.

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 future performance of our business,
the effect of the Company’s election of REIT status, the amount of REIT
conversion or other costs relating to the restructuring transactions,
anticipated cost synergies and revenue enhancements from the Marriott
relationship, the expected approach to making dividend payments, the board’s
ability to alter the dividend policy at any time, and other business or
operational issues. 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
economic conditions affecting the hospitality business generally, the
geographic concentration of the Company’s hotel properties, business levels at
the Company’s hotels, the effect of the Company’s election to be taxed as a
REIT for federal income tax purposes effective for the year ending December
31, 2013, the Company’s ability to remain qualified as a REIT, the Company’s
ability to execute its strategic goals as a REIT, the effects of business
disruption related to the Marriott management transition and the REIT
conversion, the Company’s ability to realize cost savings and revenue
enhancements from the REIT conversion and the Marriott transaction, the
Company’s ability to generate cash flows to support dividends, future board
determinations regarding the timing and amount of dividends and changes to the
dividend policy, which could be made at any time, the determination of
Adjusted FFO and REIT taxable income, and the Company’s ability to borrow
funds pursuant to its credit agreements. Other factors that could cause
operating and financial 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, 2012 and
Quarterly Reports on Form 10-Q. 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.

Additional Information

This release should be read in conjunction with the consolidated financial
statements and notes thereto included in our most recent reports on Forms 10-K
and 10-Q. Copies of our reports are available on our website at no expense at
www.rymanhp.com and through the SEC’s Electronic Data Gathering Analysis and
Retrieval System (“EDGAR”) at www.sec.gov.

Calculation of RevPAR and Total RevPAR

We calculate revenue per available room (“RevPAR”) for our hotels by dividing
room revenue by room nights available to guests for the period. We calculate
total revenue per available room (“Total RevPAR”) for our hotels by dividing
the sum of room revenue, food & beverage, and other ancillary services revenue
by room nights available to guests for the period. We calculate retail
adjusted total revenue per available room (“Retail Adjusted Total RevPAR”) for
our hotels for 2012 by dividing the sum of room revenue, food & beverage, and
other ancillary services revenue minus the retail inventory adjustment for the
period by room nights available to guests for the period.

Under Marriott International, Inc.’s management of Gaylord Opryland, Gaylord
Texan, and Gaylord National, the retail operations of such hotels were
outsourced to a third party retailer beginning in the fourth quarter of 2012.
The properties now receive rental lease payments rather than full retail
revenue and associated expense. The net impact of this change lowered overall
retail revenue for each affected property. To enable period-over-period
comparison, we have based 2013 Total RevPAR guidance on 2012 Retail Adjusted
Revenue and 2012 Retail Adjusted Total RevPAR figures, which reflect the
elimination from the 2012 figures of retail revenues from operations that have
been outsourced in the 2013 period. No adjustments were made to the Gaylord
Palms’ revenue due to the fact that during all periods presented, retail
operations were outsourced at that property. A presentation of actual revenue
and Retail Adjusted Revenue for the 2012 period is set forth below under
“Supplemental Financial Results.” 2012 retail adjustment amounts have been
revised slightly.

RevPAR estimated annual change included in our guidance is based on 2012
RevPAR of $123.36 (as adjusted to reflect a change in room counting methods
that does not exclude renovation rooms from the calculation of rooms
available, per Marriott room counting methods), and Total RevPAR estimated
annual change is based on 2012 Retail Adjusted Total RevPAR of $306.41 (as
adjusted to reflect the elimination from the first three quarters of 2012 of
revenues from retail operations that were outsourced to a third-party retailer
beginning in the fourth quarter of 2012, as well as Marriott room counting
methods).

Non-GAAP Financial Measures

We present the following non-GAAP financial measures we believe are useful to
investors as key measures of our operating performance: Adjusted EBITDA,
Adjusted FFO and Retail Adjusted Revenue, as described above.

To calculate Adjusted EBITDA, we determine EBITDA, which represents net income
(loss) determined in accordance with GAAP, plus loss (income) from
discontinued operations, net; provision (benefit) for income taxes; other
(gains) and losses, net; (income) loss from unconsolidated entities; interest
expense; and depreciation and amortization, less interest income. Adjusted
EBITDA is calculated as EBITDA plus preopening costs; non-cash ground lease
expense; equity-based compensation expense; impairment charges; any closing
costs of completed acquisitions; interest income on Gaylord National bonds;
other gains (and losses); REIT conversion costs and any other adjustments we
have identified in this release. We believe Adjusted EBITDA is useful to
investors in evaluating our operating performance because this measure helps
investors evaluate and compare the results of our operations from period to
period by removing the impact of our capital structure (primarily interest
expense) and our asset base (primarily depreciation and amortization) from our
operating results. A reconciliation of net income (loss) to EBITDA and
Adjusted EBITDA and a reconciliation of segment operating income to segment
Adjusted EBITDA are set forth below under “Supplemental Financial Results.”
Our method of calculating Adjusted EBITDA as used herein differs from the
method we used to calculate Adjusted EBITDA as presented in press releases
covering periods prior to 2013.

We calculate Adjusted FFO to mean net income (loss) (computed in accordance
with GAAP), excluding non-controlling interests, and gains and losses from
sales of property; plus depreciation and amortization (excluding amortization
of deferred financing costs and debt discounts) and impairment losses; we also
exclude written-off deferred financing costs, non-cash ground lease expense,
amortization of debt discounts and amortization of deferred financing costs;
and gain (loss) on extinguishment of debt, and subtract certain capital
expenditures (the required FF&E reserves for our managed properties plus
maintenance capital expenditures for our non-managed properties). We also
exclude the effect of the non-cash income tax benefit relating to the REIT
conversion. We have presented Adjusted FFO both excluding and including REIT
conversion costs. We believe that the presentation of Adjusted FFO provides
useful information to investors regarding our operating performance because it
is a measure of our operations without regard to specified non-cash items such
as real estate depreciation and amortization, gain or loss on sale of assets
and certain other items which we believe are not indicative of the performance
of our underlying hotel properties. We believe that these items are more
representative of our asset base than our ongoing operations. We also use
Adjusted FFO as one measure in determining our results after taking into
account the impact of our capital structure. A reconciliation of net income
(loss) to Adjusted FFO is set forth below under “Supplemental Financial
Results.”

We caution investors that amounts presented in accordance with our definitions
of Adjusted EBITDA and Adjusted FFO may not be comparable to similar measures
disclosed by other companies, because not all companies calculate these
non-GAAP measures in the same manner. Adjusted EBITDA and Adjusted FFO, and
any related per share measures, should not be considered as alternative
measures of our net income (loss), operating performance, cash flow or
liquidity. Adjusted EBITDA and Adjusted FFO may include funds that may not be
available for our discretionary use due to functional requirements to conserve
funds for capital expenditures and property acquisitions and other commitments
and uncertainties. Although we believe that Adjusted EBITDA and Adjusted FFO
can enhance an investor’s understanding of our results of operations, these
non-GAAP financial measures, when viewed individually, are not necessarily
better indicators of any trend as compared to GAAP measures such as net income
(loss) or cash flow from operations. In addition, you should be aware that
adverse economic and market and other conditions may harm our cash flow.


Ryman Hospitality Properties, Inc. and Subsidiaries
Reconciliation of Forward-Looking Statements
Unaudited
(in thousands)
                                                            
Adjusted Earnings Before Interest, Taxes,
Depreciation and Amortization ("Adjusted EBITDA")
and Adjusted Funds
From Operations
("AFFO")
reconciliation:
                                                                   
                                                              
                         PRIOR GUIDANCE RANGE        NEW GUIDANCE RANGE
                         FOR FULL YEAR 2013          FOR FULL YEAR 2013
                         Low           High          Low           High
   Ryman Hospitality
   Properties, Inc.
      Net Income         $ 145,400     $ 152,400     $ 127,900     $ 140,400
      Provision
      (benefit) for        (19,300 )     (18,400 )     (25,000 )     (24,000 )
      income taxes
      Non-cash tax
      write-off from       (62,000 )     (62,000 )     (62,000 )     (62,000 )
      REIT conversion
      Other (gains)        (2,300  )     (2,300  )     (2,300  )     (2,300  )
      and losses, net
      Interest             60,000        64,000        60,000        63,000
      expense
      Interest income     (12,000 )    (12,000 )    (12,000 )    (12,000 )
      Operating            109,800       121,700       86,600        103,100
      Income
      Depreciation
      and                 120,000     125,000     120,000     125,000 
      amortization
      EBITDA               229,800       246,700       206,600       228,100
      Non-cash lease       5,600         5,600         5,600         5,600
      expense
      Equity based         6,300         6,400         6,500         7,000
      compensation
      Other gains and      2,300         2,300         2,300         2,300
      (losses), net
      Interest income      12,000        12,000        12,000        12,000
      REIT conversion     25,000      24,000      25,000      24,000  
      costs
      Adjusted EBITDA    $ 281,000    $ 297,000    $ 258,000    $ 279,000 
                                                                   
   Hospitality
   Segment
      Operating          $ 156,800     $ 164,300     $ 133,800     $ 146,300
      income
      Depreciation
      and                 107,000     110,000     107,000     110,000 
      amortization
      EBITDA               263,800       274,300       240,800       256,300
      Non-cash lease       5,600         5,600         5,600         5,600
      expense
      Equity based         -             -             -             -
      compensation
      Other gains and      2,300         2,300         2,300         2,300
      (losses), net
      Interest income      12,000        12,000        12,000        12,000
      REIT conversion     6,300       5,800       6,300       5,800   
      costs
      Adjusted EBITDA    $ 290,000    $ 300,000    $ 267,000    $ 282,000 
                                                                   
   Opry and
   Attractions
   Segment
      Operating          $ 8,700       $ 9,600       $ 8,700       $ 9,600
      income
      Depreciation
      and                 5,500       6,500       5,500       6,500   
      amortization
      EBITDA               14,200        16,100        14,200        16,100
      Non-cash lease       -             -             -             -
      expense
      Equity based         600           700           600           700
      compensation
      Interest income      -             -             -             -
      REIT conversion     200         200         200         200     
      costs
      Adjusted EBITDA    $ 15,000     $ 17,000     $ 15,000     $ 17,000  
                                                                   
   Corporate and
   Other Segment
      Operating          $ (55,700 )   $ (52,200 )   $ (55,900 )   $ (52,800 )
      income
      Depreciation
      and                 7,500       8,500       7,500       8,500   
      amortization
      EBITDA               (48,200 )     (43,700 )     (48,400 )     (44,300 )
      Non-cash lease       -             -             -             -
      expense
      Equity based         5,700         5,700         5,900         6,300
      compensation
      Interest income      -             -             -             -
      REIT conversion     18,500      18,000      18,500      18,000  
      costs
      Adjusted EBITDA    $ (24,000 )   $ (20,000 )   $ (24,000 )   $ (20,000 )
                                                                   
   Ryman Hospitality
   Properties, Inc.
      Net income         $ 145,400     $ 152,400     $ 127,900     $ 140,400
      Depreciation &       120,000       125,000       120,000       125,000
      amortization
      Capital              (38,000 )     (36,000 )     (38,000 )     (36,000 )
      expenditures
      Non-cash lease       5,600         5,600         5,600         5,600
      expense
      Amortization of
      debt                 15,000        15,000        15,000        15,000
      premiums/disc.
      Amortization of      7,000         7,000         7,000         7,000
      DFC
      Non-cash tax
      write-off from       (62,000 )     (62,000 )     (62,000 )     (62,000 )
      REIT conversion
      Loss (gain) on
      debt                -           -           -           -       
      extinguishment
      Adjusted FFO         193,000       207,000       175,500       195,000
      REIT conversion
      costs (tax          19,000      18,000      19,000      18,000  
      effected)
      Adjusted FFO
      excl. REIT         $ 212,000    $ 225,000    $ 194,500    $ 213,000 
      conversion
      costs
                                                                             


RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL RESULTS
Unaudited
(in thousands, except operating metrics)
                                                        
                                    Twelve Months Ended Dec. 31,
                                    2012 Actual            2012 Adjusted
                                                            
Hospitality Segment
OtherPAR                            $      186.40           $      183.05
Total RevPAR                        $      310.21           $      306.41
                                                            
Revenue                             $      916,041          $      908,146
                                                            
Gaylord Opryland
OtherPAR                            $      159.86           $      155.48
Total RevPAR                        $      273.69           $      269.31
                                                            
Revenue                             $      288,693          $      284,074
                                                            
Gaylord Texan
OtherPAR                            $      232.69           $      229.28
Total RevPAR                        $      362.07           $      358.66
                                                            
Revenue                             $      200,235          $      198,347
                                                            
Gaylord National
OtherPAR                            $      192.45           $      190.55
Total RevPAR                        $      331.78           $      329.88
                                                            
Revenue                             $      242,379          $      240,988
                                                            
                                                            
Notes:
2012 adjusted revenue, OtherPAR and Total RevPAR reflect the impact from
outsourcing the retail operations

at Opryland, Texan and National. Revenue adjustment amounts have been revised
slightly.
                                                            
2012 adjusted OtherPAR and Total RevPAR reflect Marriott accounting procedures
and do not exclude

renovation rooms from the calculation of rooms available which is different
from how the Company has

accounted for renovation rooms in the past.




Contact:

Investor Relations:
Ryman Hospitality Properties, Inc.
Mark Fioravanti, 615-316-6588
Executive Vice President and Chief Financial Officer
mfioravanti@rymanhp.com
or
Todd Siefert, 615-316-6344
Vice President of Corporate Finance & Treasurer
tsiefert@rymanhp.com
or
Media:
Ryman Hospitality Properties, Inc.
Brian Abrahamson, 615-316-6302
Vice President of Corporate Communications
babrahamson@rymanhp.com
or
Sloane & Company
Josh Hochberg, 212-446-1892
jhochberg@sloanepr.com
or
Dan Zacchei, 212-446-1882
dzacchei@sloanepr.com
 
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