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Company announces agreement to acquire remaining 35% ownership interest in Gaylord Rockies JV


GlobeNewswire Inc | May 3, 2021 05:00PM EDT

May 03, 2021

Company announces agreement to acquire remaining 35% ownership interest in Gaylord Rockies JV

NASHVILLE, Tenn., May 03, 2021 (GLOBE NEWSWIRE) -- 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 reported financial results for the first quarter ended March 31, 2021.

First Quarter 2021 Highlights and Recent Developments:

-- Through the end of first quarter 2021, rebooked 1.6 million room nights, or approximately 60% of total room nights cancelled as a result of COVID-19 -- Average monthly cash burn for the first quarter of 2021 was approximately $17.9 million, better than the expected range of $23-26 million provided on 4Q-2020 earnings call -- Today announced an agreement to acquire the remaining 35% ownership interest in Gaylord Rockies JV along with approximately 130 acres of undeveloped, adjacent land for $210 million -- Subsequent to quarters end, announced the anticipated July 1, 2021 reopening of Gaylord National -- Issued updated Investor Supplement including more detailed information on the announced Gaylord Rockies transaction and quarterly operating results, which can be found on the Investor Relations section of the website at www.rymanhp.com

Colin Reed, Chairman and Chief Executive Officer of Ryman Hospitality Properties, said, I am very pleased with our performance this quarter and am encouraged by the steadily improving conditions for the travel industry. The United States vaccine rollout continues to progress, and we believe consumer confidence is growing. We are seeing increasing demand for our unique offerings, our conversations with meeting planners continue to be encouraging, and we are seeing fewer cancellations and continued rebooking activity.

In light of this momentum and our positive long-term outlook on our business model, we are pleased to announce that we have reached an agreement to acquire the remaining 35% ownership interest in the Gaylord Rockies JV along with approximately 130 acres of undeveloped, adjacent land for $210 million. Despite having just one full year of results prior to COVID-19, we believe Gaylord Rockies is positioned to be a strong contributor to our future performance, and we are thrilled to take advantage of this tremendous opportunity.

We were also pleased to have our resort pool enhancements at Gaylord Palms open in time for the Spring Break period and have received positive feedback from our guests. Our rooms and meeting space expansion was completed in April, and we look forward to hosting our first guests in the months ahead. Combined with our freshly refurbished room inventory at Gaylord National, which we anticipate completing prior to its July 1, 2021 reopening, we are in a prime position to welcome back groups across our portfolio.

First Quarter 2021 Results (As Compared to First Quarter 2020):

($ in thousands, except per share amounts) Three Months Ended March 31, 2021 2020 % ?Total Revenue $84,175 $313,030 -73.1% Operating Income/(Loss) ^(1) ($79,557) $4,750 -1774.9%Operating Income/(Loss) margin -94.5% 1.5% -96.0pt Net (Loss) available to common shareholders^ ($104,521) ($46,516) -124.7%(1) ^(2)Net (Loss) available to common shareholders -124.2% -14.9% -109.3ptmarginNet (Loss) available to common shareholders ($1.90) ($0.85) -123.5%per diluted share Adjusted EBITDAre ($22,449) $66,875 -133.6%Adjusted EBITDAre margin -26.7% 21.4% -48.1ptAdjusted EBITDAre, excluding noncontrolling ($21,705) $59,169 -136.7%interest in consolidated joint ventureAdjusted EBITDAre, excluding noncontrollinginterest in consolidated joint venture -25.8% 18.9% -44.7ptmargin Funds From Operations (FFO) available to ($59,965) ($1,760) -3307.1%common shareholders and unit holders^(1)(2)FFO available to common shareholders and unit ($1.08) ($0.03) -3500.0%holders per diluted share/unit Adjusted FFO available to common shareholders ($50,505) $32,430 -255.7%and unit holdersAdjusted FFO available to common shareholders ($0.91) $0.59 -254.2%and unit holders per diluted share/unit (1) For the three months ended March 31, 2020, includes approximately $5.8million for credit losses on held-to-maturity securities.(2) For the three months ended March 31, 2020, includes $26.7 million forincome tax valuation allowances.

Note: For the Companys definitions of Adjusted EBITDAre, Adjusted EBITDAre margin, Adjusted EBITDAre, excluding noncontrolling interest in consolidated joint venture, Adjusted EBITDAre, excluding noncontrolling interest in consolidated joint venture margin, FFO available to common shareholders and unit holders, and Adjusted FFO available to common shareholders and unit holders, as well as a reconciliation of the non-GAAP financial measure Adjusted EBITDAre to Net Income/(Loss) and a reconciliation of the non-GAAP financial measure Adjusted FFO available to common shareholders and unit holders to Net Income/(Loss), see Non-GAAP Financial Measures, EBITDAre, Adjusted EBITDAre and Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Ventures Definition, Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture Margin Definition FFO, Adjusted FFO, and Adjusted FFO available to common shareholders and unit holders Definition and Supplemental Financial Results below.

Gaylord Rockies Acquisition

Today the Company announced an agreement to acquire the remaining 35% ownership interest in the Gaylord Rockies joint venture along with approximately 130 acres of undeveloped, adjacent land for approximately $210 million. The all-in purchase price represents an approximate 7.0% to 7.5% capitalization rate on potential 2023E stabilized net operating income and a 12.5x to 13.0x forward multiple on potential 2023 estimated Adjusted EBITDAre. Excluding the purchase price for the land, the acquisition of the remaining 35% equates to an approximate 7.5% to 8.0% capitalization rate on potential 2023E stabilized net operating income and a 12.0x to 12.5x forward multiple on potential 2023 estimated Adjusted EBITDAre. Funding for the transaction will be a combination of cash on hand and additional borrowings from the Companys revolving credit facility. The Company expects the transaction to close in May 2021, subject to customary closing conditions. For more information on the transaction, please refer to the investor supplemental that was filed today and is located on the Investor Relations section of the Company website ( https://ir.rymanhp.com/events-and-presentations/presentations). Information contained on or accessible through our website is not part of this press release and is therefore not incorporated by reference.

Hospitality Segment

($ in thousands, except ADR, RevPAR, and Total RevPAR) Three Months Ended March 31, 2021 2020 % ? Hospitality Revenue ^(1) $69,802 $285,671 -75.6% Hospitality Operating Income/(Loss) ^(1) ($63,543) $19,143 -431.9%(2) ^(5)Hospitality Adjusted EBITDAre ^(1) ^(5) ($11,889) $76,164 -115.6% Hospitality Performance Metrics ^(1) ^(3) Occupancy 16.4% 57.1% -40.7ptAverage Daily Rate (ADR) $189.42 $202.09 -6.3%RevPAR $31.02 $115.36 -73.1%Total RevPAR $76.71 $310.51 -75.3% Gross Definite Rooms Nights Booked 52.8% 441,170 288,771Net Definite Rooms Nights Booked 91.9% (33,709) (415,754)Group Attrition (as % of contracted block) 42.1% 37.6% 4.5ptCancellations ITYFTY^ (4) -50.0% 279,624 559,448 (1) Gaylord National closed on March 25, 2020 and remained closed throughoutfirst quarter 2021.(2) For the three months ended March 31, 2020, includes approximately $5.8million for credit losses on held-to-maturity securities.(3) Calculation of hospitality performance metrics includes closed hotel roomnights available. ADR is for occupied rooms.(4) "ITYFTY" represents In The Year For The Year.(5) Includes approximately $10.2 million in COVID-19 related costs for thethree months ended March 31, 2020.

Note: For the Companys definitions of Revenue Per Available Room (RevPAR) and Total Revenue Per Available Room (Total RevPAR), see Calculation of RevPAR and Total RevPAR below. Property-level results and operating metrics for first quarter 2021 are presented in greater detail below and under Supplemental Financial ResultsHospitality Segment Adjusted EBITDAre Reconciliations and Operating Metrics, which includes a reconciliation of the non-GAAP financial measures Hospitality Adjusted EBITDAre to Hospitality Operating Income/(Loss), and property-level Adjusted EBITDAre to property-level Operating Income/(Loss) for each of the hotel properties.

Hospitality Segment Highlights

-- The Gaylord Palms room and meeting space expansion project was completed in April, on time and on budget. -- Subsequent to quarters end, announced the anticipated reopening of Gaylord National on July 1, 2021. -- Occupancy at open hotels reached 20.4% in first quarter 2021. -- Open Gaylord hotels generated positive Adjusted EBITDAre in March 2021. -- Collected approximately $10.2 million in attrition and cancellation fees in first quarter 2021. -- Serviced approximately 27,000 group room nights in the first quarter 2021.

Gaylord Opryland

($ in thousands, except ADR, RevPAR, and Total RevPAR) Three Months Ended March 31, 2021 2020 % ? Revenue $21,759 $76,127 -71.4%Operating Income/(Loss) ($11,750) $14,005 -183.9%Operating Income/(Loss) margin -54.0% 18.4% -72.4ptAdjusted EBITDAre ($3,482) $21,520 -116.2%Adjusted EBITDAre margin -16.0% 28.3% -44.3pt Occupancy ^(1) 18.3% 60.4% -42.1ptAverage daily rate (ADR) $210.04 $194.54 8.0%RevPAR ^(1) $38.37 $117.46 -67.3%Total RevPAR ^(1) $83.71 $289.67 -71.1% (1) Calculation of hospitality performance metrics includes closed hotel roomnights available.

Gaylord Palms

($ in thousands, except ADR, RevPAR, and Total RevPAR) Three Months Ended March 31, 2021 2020 % ? Revenue $15,117 $45,375 -66.7%Operating Income/(Loss) ($6,017) $7,072 -185.1%Operating Income/(Loss) margin -39.8% 15.6% -55.4ptAdjusted EBITDAre ($393) $12,598 -103.1%Adjusted EBITDAre margin -2.6% 27.8% -30.4pt Occupancy ^(1) 24.3% 62.6% -38.3ptAverage daily rate (ADR) $191.71 $216.67 -11.5%RevPAR ^(1) $46.66 $135.56 -65.6%Total RevPAR ^(1) $118.62 $352.14 -66.3% (1) Calculation of hospitality performance metrics includes closed hotel roomnights available. Does not include expansion rooms completed in April 2021.

Gaylord Texan

($ in thousands, except ADR, RevPAR, and Total RevPAR) Three Months Ended March 31, 2021 2020 % ? Revenue $18,358 $55,996 -67.2%Operating Income/(Loss) ($4,781) $13,379 -135.7%Operating Income/(Loss) margin -26.0% 23.9% -49.9ptAdjusted EBITDAre $1,448 $19,842 -92.7%Adjusted EBITDAre margin 7.9% 35.4% -27.5pt Occupancy ^(1) 22.6% 56.3% -33.7ptAverage daily rate (ADR) $189.83 $204.70 -7.3%RevPAR ^(1) $42.99 $115.26 -62.7%Total RevPAR ^(1) $112.45 $339.22 -66.9% (1) Calculation of hospitality performance metrics includes closed hotel roomnights available.

Gaylord National

($ in thousands, except ADR, RevPAR, and Total RevPAR) Three Months Ended March 31, 2021 2020 % ? Revenue ^(1) $1,257 $49,394 -97.5%Operating (Loss) ($14,523) ($12,921) -12.4%Operating (Loss) margin -1155.4% -26.2% -1,129.2ptAdjusted EBITDAre ($6,336) $1,313 -582.6%Adjusted EBITDAre margin -504.1% 2.7% -506.8pt Occupancy ^(2) 0.0% 51.9% -51.9ptAverage daily rate (ADR) $0.00 $207.08 -100.0%RevPAR ^(2) $0.00 $107.51 -100.0%Total RevPAR ^(2) $7.00 $271.94 -97.4% (1) Revenue for the three months ended March 31, 2021 consisted primarily ofattrition and cancellation fees.(2) Calculation of hospitality performance metrics includes closed hotel roomnights available.

Gaylord Rockies

($ in thousands, except ADR, RevPAR, and Total RevPAR) Three Months Ended March 31, 2021 2020 % ? Revenue $11,970 $54,598 -78.1%Operating (Loss) ^(1) ($24,699) ($1,739) -1320.3%Operating (Loss) margin -206.3% -3.2% -203.1ptAdjusted EBITDAre^ (1) ($2,008) $20,870 -109.6%Adjusted EBITDAre margin -16.8% 38.2% -55.0pt Occupancy ^(2) 17.4% 57.4% -40.0ptAverage daily rate (ADR) $175.28 $203.31 -13.8%RevPAR ^(2) $30.46 $116.63 -73.9%Total RevPAR ^(2) $88.61 $399.72 -77.8% (1) Operating income/(loss) and Adjusted EBITDAre for Gaylord Rockies excludeasset management fees payable to RHP of $0.1 million and $0.5 million duringthe three months ended March 31, 2021, and March 31, 2020, respectively.(2) Calculation of hospitality performance metrics includes closed hotel roomnights available.

Entertainment SegmentFor the three months ended March 31, 2021 and 2020, the Company reported the following:

Entertainment Segment Results Three Months Ended March 31,($ in thousands) 2021 2020 % ? Revenue $14,373 $27,359 -47.5%Operating (Loss)^(1) ($7,920) ($5,786) -36.9%Operating (Loss) margin -55.1% -21.1% -34.0ptAdjusted EBITDAre^(1) ($5,461) ($3,280) -66.5%Adjusted EBITDAre margin -38.0% -12.0% -26.0pt (1) Includes approximately $3.7 million in COVID-19 related costs, which areprimarily employment costs, in the three months ended March 31, 2020.

Reed continued, I am very pleased with the performance of our entertainment business during this quarter. Despite occupancy limitations at the Grand Ole Opry and Ryman Auditorium, we continued to see sold-out shows night after night, furthering our conviction that our customers have pent-up desire for live entertainment. Our Ole Red locations saw steady traffic throughout the first quarter, and we are pleased with their performance given the varying local restrictions on capacity and operating hours. On April 27, Nashvilles Mayor John Cooper and Metro Public Health Department announced that all capacity restrictions are being lifted in Nashville starting May 14. This announcement is a positive sign that the recovery is progressing and that a return to seeing our favorite performers in person is drawing nearer. Starting in mid-May, the Ryman and Opry will be allowed to sell tickets at full capacity, and we know that artists and music fans alike cannot wait to enjoy live entertainment in our historic venues.

Corporate and Other Segment

For the three months ended March 31, 2021 and 2020, the Company reported the following:

Three Months Ended March 31,($ in thousands) 2021 2020 % ? Operating Loss^(1) ($8,094) ($8,607) 6.0%Adjusted EBITDAre^(1) ($5,099) ($6,009) 15.1% (1) Includes approximately $0.2 million in total COVID-19 related costs for thethree month period ending March 31, 2020, which were primarily employmentcosts.

Reed concluded, We continue to see positive news coming on the COVID-19 front, enabling leisure and business travel to resume for our customers who we believe are eager to congregate together again and safely enjoy the irreplaceable benefits of in-person gatherings. I again want to express my tremendous gratitude for and pride in the efforts our employees continue to make every day across our operating businesses. I remain confident in our employees, our business model, and the long-term strength of our Company.

Dividend UpdateThe Company suspended its regular quarterly dividend payments following the payment of the first quarter 2020 dividend payment, which was made in April 2020. The Board has not reinstituted the dividend.

Balance Sheet/Liquidity UpdateAs of March 31, 2021, the Company had total debt outstanding of $2,751.7 million, net of unamortized deferred financing costs, and unrestricted cash of $67.1 million. As of March 31, 2021, no borrowings were drawn under the revolving credit line of the Companys credit facility, and the lending banks had issued $0.3 million in letters of credit, which left $699.7 million of availability for borrowing under the credit facility.

During the first quarter, the Company successfully completed a private placement of $600 million of 4.5% senior notes due 2029. The proceeds from this offering were used to repurchase and redeem the Companys previously outstanding $400 million 5.00% senior notes due 2023, to repay amounts outstanding under the Companys revolving credit facility, and for general corporate purposes.

Earnings Call InformationRyman Hospitality Properties will hold a conference call to discuss this release tomorrow May 4, 2021 at 10 a.m. ET. Investors can listen to the conference call over the Internet at www.rymanhp.com. To listen to the live call, please go to the Investor Relations section of the website (Investor Relations/Presentations, Earnings and Webcasts) at least 15 minutes prior to the call to register and download any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call and will be available for at least 30 days.

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 Companys 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 Companys 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 with Gray Television. The Company operates its Entertainment segment as part of a taxable REIT subsidiary. Visit RymanHP.com for more information.

*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 StatementsThis press release contains statements as to the Companys 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 anticipated impact of a widely available COVID-19 vaccine on group business, the impact of COVID-19 on travel, transient and group demand, the effects of COVID-19 on our results of operations, rebooking efforts, our plans to reopen the Gaylord National, completion of expansion or construction projects, our liquidity, monthly cash expenses, the anticipated acquisition of the remaining 35% ownership interest in the Gaylord Rockies joint venture not owned by the Company, anticipated estimated financial results for the Gaylord Rockies for future periods, 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 the COVID-19 pandemic, including the effects of the COVID-19 pandemic on us and the hospitality and entertainment industries generally, the effects of the COVID-19 pandemic on the demand for travel, transient and group business (including government-imposed restrictions), levels of consumer confidence in the safety of travel and group gathering as a result of COVID-19, the duration and severity of the COVID-19 pandemic in the United States and the pace of recovery following the COVID-19 pandemic, the duration and severity of the COVID-19 pandemic in the markets where our assets are located, governmental restrictions on our businesses, economic conditions affecting the hospitality business generally, the geographic concentration of the Companys hotel properties, business levels at the Companys hotels, the Companys ability to remain qualified as a REIT for federal income tax purposes, the Companys ability to execute its strategic goals as a REIT, the Companys ability to generate cash flows to support dividends, the suspension of our dividend and our dividend policy, including the frequency and amount of any dividend we may pay, and the Companys ability to borrow funds pursuant to its credit agreement, and the occurrence of any event, change or other circumstance that could delay the Companys acquisition of the remaining 35% ownership interest in the Gaylord Rockies joint venture not owned by the Company, or the termination of the transaction agreement for such acquisition. 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 and other risks and uncertainties described in the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and its Quarterly Reports on Form 10-Q and subsequent filings. 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 InformationThis release should be read in conjunction with the consolidated financial statements and notes thereto included in our most recent annual report on Form 10-K. Copies of our reports are available on our website at no expense at www.rymanhp.com and through the SECs Electronic Data Gathering Analysis and Retrieval System (EDGAR) at www.sec.gov.

Calculation of RevPAR and Total RevPARWe calculate revenue per available room (RevPAR) for our hotels by dividing room revenue by room nights available to guests for the period. Room nights available to guests include nights the hotels are closed. 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. Rooms out of service for renovation are included in room nights available. For the three months ended March 31, 2021 and 2020, the calculation of RevPAR and Total RevPAR in our tabular presentations has not been changed as a result of the COVID-19 pandemic and the resulting hotel closures and is consistent with prior periods. The closure of our Gaylord Hotel properties, including the Gaylord National, which remains closed, and reopening under capacity restrictions has resulted in the significant decrease in performance reflected in these metrics for the three months ended March 31, 2021 as compared to the prior-year periods.

Calculation of GAAP Margin FiguresWe calculate Net Income available to common shareholders margin by dividing GAAP consolidated Net Income available to common shareholders by GAAP consolidated Total Revenue. We calculate consolidated, segment or property-level Operating Income Margin by dividing consolidated, segment or property-level GAAP Operating Income by consolidated, segment or property-level GAAP Revenue.

Non-GAAP Financial MeasuresWe present the following non-GAAP financial measures we believe are useful to investors as key measures of our operating performance:

EBITDAre, Adjusted EBITDAre and Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Ventures DefinitionWe calculate EBITDAre,which is defined by the National Association of Real Estate Investment Trusts (NAREIT) in its September2017 white paper as net income (calculated in accordance with GAAP) plus interest expense, income tax expense, depreciation and amortization, gains or losses on the disposition of depreciated property (including gains or losses on change in control), impairment write-downs of depreciated property and of investments in unconsolidated affiliates caused by a decrease in the value of depreciated property or the affiliate, and adjustments to reflect the entitys share of EBITDAreof unconsolidated affiliates.

Adjusted EBITDAreis then calculated as EBITDAre,plus to the extent the following adjustments occurred during the periods presented:

-- preopening costs; -- non-cash lease expense; -- equity-based compensation expense; -- impairment charges that do not meet the NAREIT definition above; -- credit losses on held-to-maturity securities; -- any transaction costs of acquisitions; -- interest income on bonds; -- loss on extinguishment of debt; -- pension settlement charges; -- pro rata Adjusted EBITDArefrom unconsolidated joint ventures; and -- any other adjustments we have identified herein.

We then exclude noncontrolling interests in consolidated joint ventures to calculate Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture.

We use EBITDAre, Adjusted EBITDAreand Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture to evaluate our operating performance. We believe that the presentation of these non-GAAP metrics provides useful information to investors regarding our operating performance and debt leverage metrics, and that the presentation of these non-GAAP metrics, when combined with the primary GAAP presentation of net income, is beneficial to an investors complete understanding of our operating performance. We make additional adjustments to EBITDArewhen evaluating our performance because we believe that presenting Adjusted EBITDAreand Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture provides useful information to investors regarding our operating performance and debt leverage metrics.

Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture Margin DefinitionWe calculate consolidated Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture Margin by dividing consolidated Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture by GAAP consolidated Total Revenue. We calculate consolidated, segment or property-level Adjusted EBITDAre Margin by dividing consolidated, segment-, or property-level Adjusted EBITDAre by consolidated, segment-, or property-level GAAP Revenue. We believe Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture Margin is useful to investors in evaluating our operating performance because this non-GAAP financial measure helps investors evaluate and compare the results of our operations from period to period by presenting a ratio showing the quantitative relationship between Adjusted EBITDAre, Excluding Noncontrolling Interest in Consolidated Joint Venture and GAAP consolidated Total Revenue or segment or property-level GAAP Revenue, as applicable.

FFO, Adjusted FFO, and Adjusted FFO available to common shareholders and unit holders DefinitionWe calculate FFO,which definition is clarified by NAREIT in its December2018 white paper as net income (calculated in accordance with GAAP) excluding depreciation and amortization (excluding amortization of deferred financing costs and debt discounts), gains and losses from the sale of certain real estate assets, gains and losses from a change in control, impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciated real estate held by the entity, income (loss) from consolidated joint ventures attributable to noncontrolling interest, and pro rata adjustments for unconsolidated joint ventures.

To calculate Adjusted FFO available to common shareholders and unit holders, we then exclude, to the extent the following adjustments occurred during the periods presented:

-- right-of-use asset amortization; -- impairment charges that do not meet the NAREIT definition above; -- write-offs of deferred financing costs; -- amortization of debt discounts or premiums and amortization of deferred financing costs; -- (gains) losses on extinguishment of debt -- non-cash lease expense; -- credit loss on held-to-maturity securities; -- pension settlement charges; -- additional pro rata adjustments from unconsolidated joint ventures; -- (gains) losses on other assets; -- transaction costs on acquisitions; -- deferred income tax expense (benefit); and -- any other adjustments we have identified herein.

To calculate adjusted FFO available to common shareholders and unit holders (excluding maintenance capex), we then exclude FF&E reserve for managed properties and maintenance capital expenditures for non-managed properties. FFO available to common shareholders and unit holders and Adjusted FFO available to common shareholders and unit holders and Adjusted FFO available to common shareholders and unit holders (excluding maintenance capex) exclude the ownership portion of Gaylord Rockies joint venture not controlled or owned by the Company.

Beginning in the third quarter of 2020, we refer to unitholders in these measures, reflecting outstanding OP units issued to noncontrolling interests for the first time during third quarter 2020.

We believe that the presentation of these non-GAAP financial measures provide useful information to investors regarding the performance of our ongoing operations because each presents 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 these non-GAAP financial measures as measures in determining our results after considering the impact of our capital structure.

We caution investors that non-GAAP financial measures we present may not be comparable to similar measures disclosed by other companies, because not all companies calculate these non-GAAP measures in the same manner. The non-GAAP financial measures we present, and any related per share measures, should not be considered as alternative measures of our Net Income (Loss), operating performance, cash flow or liquidity. These non-GAAP financial measures 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 these non-GAAP financial measures can enhance an investors 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), Operating Income (Loss), or cash flow from operations.

Investor Relations Contacts: Media Contacts:Mark Fioravanti, President & Chief Shannon Sullivan, Vice PresidentFinancial Officer Corporate and Brand CommunicationsRyman Hospitality Properties, Inc. Ryman Hospitality Properties, Inc.(615) 316-6588 (615) 316-6725mfioravanti@rymanhp.com ssullivan@rymanhp.com~or~ ~or~Todd Siefert, Senior Vice President Robert WintersCorporate Finance & TreasurerRyman Hospitality Properties, Inc. Alpha IR Group(615) 316-6344 (929) 266-6315tsiefert@rymanhp.com robert.winters@alpha-ir.com

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Unaudited (In thousands, except per share data) Three Months Ended Mar. 31 2021 2020 Revenues : Rooms $ $ 106,128 28,228 Food and beverage 18,175 145,750 Other hotel revenue 23,399 33,793 Entertainment 14,373 27,359 Total revenues 84,175 313,030 Operating expenses: Rooms 9,477 32,308 Food and beverage 19,329 83,811 Other hotel expenses 54,557 90,474 Management fees 753 5,492 Total hotel 84,116 212,085 operating expenses Entertainment 18,691 29,346 Corporate 7,528 8,136 Preopening costs 399 801 Gain on sale of (317 ) (1,261 ) assets Credit loss on held-to-maturity - 5,828 securities Depreciation and 53,315 53,345 amortization Total 163,732 308,280 operating expenses Operating income (loss) (79,557 ) 4,750 Interest expense, net of (30,796 ) (29,358 )amounts capitalizedInterest income 1,370 2,371 Loss on extinguishment (2,949 ) - of debtLoss from consolidated (1,609 ) (1,895 )joint venturesOther gains and 374 195 (losses), netLoss before income taxes (113,167 ) (23,937 ) Provision for income (3,954 ) (26,799 )taxesNet loss (117,121 ) (50,736 ) Net loss attributable tononcontrolling interest 11,793 4,220 in consolidated jointventureNet loss attributable tononcontrolling interest 807 - in Operating PartnershipNet loss available to $ (104,521 ) $ (46,516 )common shareholders Basic loss per share available to common $ (1.90 ) $ (0.85 )shareholdersDiluted loss per share available to common $ (1.90 ) $ (0.85 )shareholders Weighted average common shares for the period: Basic 54,995 54,911 Diluted 54,995 54,911

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETSUnaudited(In thousands) Mar. 31 Dec. 31, 2021 2020 ASSETS: Property and equipment, net $ $ of accumulated depreciation 3,102,335 3,117,247 Cash and cash equivalents - 67,138 56,697 unrestricted Cash and cash equivalents - 20,657 23,057 restricted Notes receivable 70,515 71,923 Trade receivables, net 18,283 20,106 Prepaid expenses and other 105,697 100,494 assets Intangible assets 156,925 166,971 Total assets $ $ 3,541,550 3,556,495 LIABILITIES AND EQUITY: Debt and finance lease $ $ obligations 2,751,652 2,658,008 Accounts payable and accrued 201,229 203,121 liabilities Dividends payable 344 843 Deferred management rights 171,948 172,724 proceeds Operating lease liabilities 108,057 107,569 Deferred income tax 4,446 665 liabilities, net Other liabilities 92,945 92,779 Noncontrolling interest in 93,601 100,969 consolidated joint venture Total equity 117,328 219,817 Total liabilities and $ $ equity 3,541,550 3,556,495

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIESSUPPLEMENTAL FINANCIAL RESULTSADJUSTED EBITDAre RECONCILIATIONUnaudited(in thousands)

Three Months Ended Mar. 31, 2021 2020 $ Margin $ MarginConsolidated Revenue $ $ 84,175 313,030Net loss $ ) -139.1% $ ) -16.2% (117,121 (50,736Interest 29,426 26,987 expense, netProvision for 3,954 26,799 income taxesDepreciation & 53,315 53,345 amortizationGain on sale of (317 ) (1,261 ) assetsPro rata EBITDAre from 15 3 unconsolidatedjoint venturesEBITDAre (30,728 ) -36.5% 55,137 17.6%Preopening costs 399 801 Non-cash lease 1,088 1,117 expenseEquity-basedcompensation 2,522 2,230 expenseCredit loss onheld-to-maturity - 5,828 securitiesInterest incomeon Gaylord 1,321 1,465 National bondsLoss onextinguishment 2,949 - of debtTransactioncosts of - 297 acquisitionsAdjusted EBITDA $ ) -26.7% $ 21.4%re (22,449 66,875Adjusted EBITDAre ofnoncontrolling 744 $ ) interest in (7,706consolidatedjoint ventureAdjusted EBITDAre, excludingnoncontrolling $ ) -25.8% $ 18.9%interest in (21,705 59,169consolidatedjoint venture Hospitality segmentRevenue $ $ 69,802 285,671Operating income $ ) -91.0% $ 6.7%(loss) (63,543 19,143Depreciation & 49,148 49,769 amortizationGain on sale of (317 ) (1,261 ) assetsPreopening costs 398 107 Non-cash lease 1,104 1,113 expenseCredit loss onheld-to-maturity - 5,828 securitiesInterest incomeon Gaylord 1,321 1,465 National bondsAdjusted EBITDA $ ) -17.0% $ 26.7%re (11,889 76,164 Entertainment segmentRevenue $ $ 14,373 27,359Operating loss $ ) -55.1% $ ) -21.1% (7,920 (5,786Depreciation & 3,601 3,105 amortizationPreopening costs 1 694 Non-cash lease(revenue) (16 ) 4 expenseEquity-based 467 298 compensationTransactioncosts of - 297 acquisitionsPro rataadjusted EBITDAre from (1,594 ) (1,892 ) unconsolidatedjoint venturesAdjusted EBITDA $ ) -38.0% $ ) -12.0%re (5,461 (3,280 Corporate and Other segmentOperating loss $ ) $ ) (8,094 (8,607Depreciation & 566 471 amortizationOther gains and 374 195 (losses), netEquity-based 2,055 1,932 compensationAdjusted EBITDA $ ) $ ) re (5,099 (6,009

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIESSUPPLEMENTAL FINANCIAL RESULTSFUNDS FROM OPERATIONS ("FFO") AND ADJUSTED FFO RECONCILIATIONUnaudited(in thousands, except per share data) Three Months Ended Mar. 31, 2021 2020 Consolidated Net loss $ (117,121 ) $ (50,736 )Noncontrollinginterest in 11,793 4,220 consolidatedjoint ventureNet lossavailable tocommon (105,328 ) (46,516 )shareholders andunit holdersDepreciation & 53,278 53,308 amortizationAdjustments fornoncontrolling (7,930 ) (8,557 )interestPro rataadjustments from 15 5 joint venturesFFO available tocommon (59,965 ) (1,760 )shareholders andunit holders Right-of-useasset 37 37 amortizationNon-cash lease 1,088 1,117 expenseCredit loss onheld-to-maturity - 5,828 securitiesGain on other (317 ) (1,261 )assetsAmortization ofdeferred 2,209 1,894 financing costsAmortization of (70 ) (67 )debt premiumsLoss onextinguishment 2,949 - of debtAdjustments fornoncontrolling (217 ) (214 )interestTransactioncosts of - 297 acquisitionsDeferred tax 3,781 26,559 expenseAdjusted FFOavailable to common $ (50,505 ) $ 32,430 shareholders andunit holdersCapital (152 ) (13,719 )expenditures (1)Adjusted FFOavailable tocommon shareholders and $ (50,657 ) $ 18,711 unit holders(ex. maintenancecapex) Basic net loss $ ) $ )per share (1.90 (0.85Diluted net loss $ ) $ )per share (1.90 (0.85 FFO available tocommon shareholders and $ (1.08 ) $ (0.03 )unit holders perbasic share/unitAdjusted FFOavailable tocommon $ ) $ shareholders and (0.91 0.59unit holders perbasic share/unit FFO available tocommon shareholders per $ (1.08 ) $ (0.03 )diluted share/unitAdjusted FFOavailable tocommon $ ) $ shareholders per (0.91 0.59diluted share/unit Weighted averagecommon shares and OP units forthe period:Basic 55,422 54,911 Diluted 55,422 54,911 (1) Represents FF&E reserve for managed properties and maintenancecapital expenditures for non-managed properties. Note that beginning in March 2020, as a result of the COVID-19 pandemic, contributions to theFF&E reserve for managed properties have been temporarily suspended.

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIESSUPPLEMENTAL FINANCIAL RESULTSHOSPITALITY SEGMENT ADJUSTED EBITDAre RECONCILIATIONS AND OPERATING METRICSUnaudited(in thousands)

Three Months Ended Mar. 31, 2021 2020 $ Margin $ MarginHospitality segmentRevenue $ 69,802 $ 285,671 Operating income $ (63,543 ) -91.0% $ 19,143 6.7%(loss)Depreciation & 49,148 49,769 amortizationGain on sale of (317) (1,261) assetsPreopening costs 398 107 Non-cash lease 1,104 1,113 expenseCredit loss onheld-to-maturity - 5,828 securitiesInterest incomeon Gaylord 1,321 1,465 National bondsAdjusted EBITDA $ (11,889 ) -17.0% $ 76,164 26.7%re Occupancy 16.4% 57.1% Average daily $ 189.42 $ 202.09 rate (ADR)RevPAR $ 31.02 $ 115.36 OtherPAR $ 45.69 $ 195.15 Total RevPAR $ 76.71 $ 310.51 Gaylord Opryland Revenue $ 21,759 $ 76,127 Operating income $ (11,750 ) -54.0% $ 14,005 18.4%(loss)Depreciation & 8,583 8,798 amortizationGain on sale of (317 ) (1,261 ) assetsNon-cash lease(revenue) 2 (22 ) expenseAdjusted EBITDA $ (3,482 ) -16.0% $ 21,520 28.3%re Occupancy 18.3% 60.4% Average daily $ 210.04 $ 194.54 rate (ADR)RevPAR $ 38.37 $ 117.46 OtherPAR $ 45.34 $ 172.21 Total RevPAR $ 83.71 $ 289.67 Gaylord Palms Revenue $ 15,117 $ 45,375 Operating income $ (6,017 ) -39.8% $ 7,072 15.6%(loss)Depreciation & 4,124 4,284 amortizationPreopening costs 398 107 Non-cash lease 1,102 1,135 expenseAdjusted EBITDA $ ) -2.6% $ 12,598 27.8%re (393 Occupancy 24.3% 62.6% Average daily $ 191.71 $ 216.67 rate (ADR)RevPAR $ 46.66 $ 135.56 OtherPAR $ 71.96 $ 216.58 Total RevPAR $ 118.62 $ 352.14 Gaylord Texan Revenue $ 18,358 $ 55,996 Operating income $ (4,781 ) -26.0% $ 13,379 23.9%(loss)Depreciation & 6,229 6,463 amortizationAdjusted EBITDA $ 1,448 7.9% $ 19,842 35.4%re Occupancy 22.6% 56.3% Average daily $ 189.83 $ 204.70 rate (ADR)RevPAR $ 42.99 $ 115.26 OtherPAR $ 69.46 $ 223.96 Total RevPAR $ 112.45 $ 339.22 Gaylord National Revenue $ 1,257 $ 49,394 Operating loss $ (14,523 ) -1155.4% $ (12,921 ) -26.2%Depreciation & 6,866 6,941 amortizationCredit loss onheld-to-maturity - 5,828 securitiesInterest incomeon Gaylord 1,321 1,465 National bondsAdjusted EBITDA $ (6,336 ) -504.1% $ 1,313 2.7%re Occupancy 0.0% 51.9% Average daily $ - $ 207.08 rate (ADR)RevPAR $ - $ 107.51 OtherPAR $ $ 164.43 7.00Total RevPAR $ $ 271.94 7.00 Gaylord Rockies Revenue $ 11,970 $ 54,598 Operating loss ^ $ (24,699 ) -206.3% $ (1,739 ) -3.2%(1)Depreciation & 22,691 22,609 amortizationAdjusted EBITDA $ (2,008 ) -16.8% $ 20,870 38.2%re ^(1) Occupancy 17.4% 57.4% Average daily $ 175.28 $ 203.31 rate (ADR)RevPAR $ 30.46 $ 116.63 OtherPAR $ 58.15 $ 283.09 Total RevPAR $ 88.61 $ 399.72 The AC Hotel at National HarborRevenue $ $ 1,849 805Operating loss $ ) -95.0% $ (317 ) -17.1% (765Depreciation & 329 336 amortizationAdjusted EBITDA $ ) -54.2% $ 19 1.0%re (436 Occupancy 33.3% 43.6% Average daily $ 125.99 $ 206.29 rate (ADR)RevPAR $ 41.89 $ 90.00 OtherPAR $ $ 15.83 4.68Total RevPAR $ 46.57 $ 105.83 The Inn at Opryland^ (2)Revenue $ $ 2,332 536Operating (loss) $ (1,008 ) -188.1% $ (336 ) -14.4%Depreciation & 326 338 amortizationAdjusted EBITDA $ ) -127.2% $ 0.1%re (682 2 Occupancy 15.9% 45.8% Average daily $ 104.19 $ 137.36 rate (ADR)RevPAR $ 16.55 $ 62.90 OtherPAR $ $ 21.69 3.09Total RevPAR $ 19.64 $ 84.59

(1) Operating loss and Adjusted EBITDAre for Gaylord Rockies exclude asset management fees paid to RHP of $0.1 million and$0.5 million during the three months ended March 31, 2021 and 2020, respectively.(2) Includes other hospitality revenue and expense







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