Ryman Hospitality Properties, Inc. Announces Closing of Private Offering of $600 Million of 4.500% Senior Notes Due 2029 and Expiration and Results of Tender Offer for 2023 Notes

NASHVILLE, Tenn., Feb. 17, 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”), completed the previously announced private placement of $600 million aggregate principal amount of 4.500% senior notes due 2029 (the “notes”). The notes are senior unsecured obligations of the Issuers and are guaranteed by the Company and the Operating Partnership’s subsidiaries that guarantee the Company’s senior secured credit facility, the 5.00% senior unsecured notes due 2023 (the “2023 Notes”) and the 4.750% senior unsecured notes due 2027. 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 notes were 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 were not registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act.

The Company also announced today the expiration and results of the Issuers’ previously announced cash tender offer (the “Tender Offer”) for any and all of the 2023 Notes, which expired at 5:00 p.m., New York City time, on February 16, 2021 (the “Expiration Time”). As of the Expiration Time, $161,946,000 aggregate principal amount of 2023 Notes, or approximately 40.49% of the aggregate principal amount of 2023 Notes outstanding, had been validly tendered and not validly withdrawn, excluding $18,449,000 aggregate principal amount of 2023 Notes tendered pursuant to the guaranteed delivery procedures (the “Guaranteed Delivery Procedures”) described in the Offer to Purchase dated February 9, 2021 (the “Offer to Purchase”). Holders (as defined in the Offer to Purchase) who indicated by the Expiration Time that they will deliver their 2023 Notes through the Guaranteed Delivery Procedures must deliver their 2023 Notes by 5:00 p.m., New York City time, on February 18, 2021. The complete terms and conditions of the Tender Offer were set forth in the Offer to Purchase, the related letter of transmittal and the related notice of guaranteed delivery (the “Notice of Guaranteed Delivery”).