Ryman Hospitality Properties, Inc.’s 3.75% Senior Notes Remain Convertible
NASHVILLE, Tenn. -- April 1, 2014
Ryman Hospitality Properties, Inc. (NYSE:RHP) (the “Company”) announced today
that its 3.75% Convertible Senior Notes due October 1, 2014 remain convertible
at the option of the holders through June 30, 2014, 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 March 31, 2014, was greater than 120 percent of
the conversion price in effect on such day.
The company will, at its option, deliver shares of its common stock, cash, or
a combination of shares of its common stock and cash, upon conversion of any
notes surrendered through June 30, 2014. If shares are delivered, cash will be
paid in lieu of fractional shares only. The notes are currently convertible at
a rate of 47.4034 shares of common stock per $1,000 principal amount of notes,
which is equal to a conversion price of $21.10 per share. Currently, the
company has elected to settle the conversion of each $1,000 principal amount
of notes with a cash payment of $1,000 and the remaining conversion value in
shares of its common stock. The company may elect a different settlement
method in the future.
There is approximately $304.1 million in aggregate principal amount of notes
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 14.4 million, based on the current
conversion rate. The notes will also be convertible after June 30, 2014
through the close of business on September29, 2014, pursuant to the indenture
governing the notes without regard to the price of the Company’s common stock
during any period.
About Ryman Hospitality Properties, Inc.
Ryman Hospitality Properties, Inc. (NYSE:RHP), is a real estate investment
trust 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,
Cautionary Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements” concerning the
Company’s expectations, future results and underlying assumptions, and other
statements that are not necessarily based on historical facts. An example of
these statements is the form of payments by the Company in connection with
notes surrendered for conversion. 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 described
in the filings made from time to time by the Company with the U.S. Securities
and Exchange Commission, including the risk factors described in the Company’s
Annual Report on Form 10-K for the fiscal year ended December 31, 2013 and
subsequent 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.
Ryman Hospitality Properties, Inc.
Mark Fioravanti, 615-316-6588
Executive Vice President and Chief Financial Officer
Todd Siefert, 615-316-6344
Vice President of Corporate Finance & Treasurer
Ryman Hospitality Properties, Inc.
Brian Abrahamson, 615-316-6302
Vice President of Corporate Communications
Sloane & Company
Josh Hochberg, 212-446-1892
Dan Zacchei, 212-446-1882
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