Ryman Hospitality Properties Inc

Previous wording

We also own a controlling 70% equity interest in a business comprised of a number of entertainment and media assets, known as the Opry Entertainment Group (“OEG”), which we report as our Entertainment segment. These assets include the Grand Ole Opry, the legendary weekly showcase of country music’s finest performers for 98 years; the Ryman Auditorium, the storied live music venue and former home of the Grand Ole Opry located in downtown Nashville; WSM-AM, the Opry’s radio home; Ole Red, a brand of Blake Shelton-themed bar, music venue and event spaces; Category 10, a Luke Combs-themed bar, music venue and event space currently under construction; and Block 21, a mixed-use entertainment, lodging, office, and retail complex located in Austin, Texas (“Block 21”).

Current wording

We also own a controlling 70% equity interest in a business comprised of a number of entertainment and media assets, known as the Opry Entertainment Group (“OEG”), which we report as our Entertainment segment. These assets include the Grand Ole Opry, the legendary weekly showcase of country music’s finest performers for 99 years; the Ryman Auditorium, the storied live music venue and former home of the Grand Ole Opry located in downtown Nashville; WSM-AM, the Opry’s radio home; Ole Red, a brand of Blake Shelton-themed bar, music venue and event spaces; Category 10, a Luke Combs-themed bar, music venue and event space that opened in November 2024; and Block 21, a mixed-use entertainment, lodging, office, and retail complex located in Austin, Texas (“Block 21”).

Previous wording

Significant activities we have undertaken in 2024 include (as well as where you can find more information in the accompanying condensed consolidated financial statements):

Current wording

Significant activities we have undertaken in 2024 include (as well as where you can find more information herein or in the accompanying condensed consolidated financial statements):

Previous wording

Continued Investment in Our Existing Properties. We continuously evaluate and invest in our current portfolio and consider enhancements or expansions as part of our long-term strategic plan. In 2021, we completed the $158 million expansion of Gaylord Palms, and we also completed the renovation of all of the guestrooms at Gaylord National. In 2022, we completed a re-concepting of the food and beverage options at Gaylord National and began a $98 million multi-year interior and exterior enhancement project at Gaylord Rockies to better position the property for our group customers. In early 2024, we identified over $1 billion in capital investment opportunities across our entire hotel portfolio, comprised of projects that we anticipate completing in phases through 2027.

Current wording

Continued Investment in Our Existing Properties. We continuously evaluate and invest in our current portfolio and consider enhancements or expansions as part of our long-term strategic plan. In 2022, we completed a re-concepting of the food and beverage options at Gaylord National and began a $98 million multi-year interior and exterior enhancement project at Gaylord Rockies to better position the property for our group customers. In early 2024, we identified over $1 billion in capital investment opportunities across our entire hotel portfolio, comprised of projects that we anticipate completing in phases through 2027.

Previous wording

Leverage Brand Name Awareness. We believe the Grand Ole Opry is one of the most recognized entertainment brands in the United States. We promote the Grand Ole Opry name through various media, including our WSM-AM radio station, the Internet and television, and through performances by the Grand Ole Opry’s members, many of whom are renowned country music artists. As such, we have alliances in place with multiple distribution partners in an effort to foster brand extension. We believe that licensing our brand for products may provide an opportunity to increase revenues and cash flow with relatively little capital investment. We are continuously exploring additional products, such as television specials and retail products, through which we can capitalize on our brand affinity and awareness. To this end,

Current wording

Leverage Brand Name Awareness. We believe the Grand Ole Opry is one of the most recognized entertainment brands in the United States. We promote the Grand Ole Opry name through various media, including our WSM-AM radio station, the Internet and television, and through performances by the Grand Ole Opry’s members, many of whom are renowned country music artists. As such, we have alliances in place with multiple distribution partners in an effort to foster brand extension. We believe that licensing our brand for products may provide an opportunity to increase revenues and cash flow with relatively little capital investment. We are continuously exploring additional products, such as television specials and retail products, through which we can capitalize on our brand affinity and awareness. To this end, we have invested in six Ole Red locations, purchased Block 21, and in April 2023 announced a partnership with Luke Combs for Category 10, an entertainment venue concept that opened in November 2024. Further, in 2022, we completed a strategic transaction to sell a minority interest in OEG to an affiliate of Atairos Group, Inc. and its strategic partner NBCUniversal Media, LLC, who we believe will be able to help us expand the distribution of our OEG brands.

Previous wording

For the three and six months ended June 30, 2024 and 2023, our total revenues were divided among these business segments as follows:

Current wording

For the three and nine months ended September 30, 2024 and 2023, our total revenues were divided among these business segments as follows:

Previous wording

The following table contains our unaudited selected summary financial data for the three and six months ended June 30, 2024 and 2023. The table also shows the percentage relationships to total revenues and, in the case of segment operating income, its relationship to segment revenues (in thousands, except percentages).

Current wording

The following table contains our unaudited selected summary financial data for the three and nine months ended September 30, 2024 and 2023. The table also shows the percentage relationships to total revenues and, in the case of segment operating income, its relationship to segment revenues (in thousands, except percentages).

Previous wording

The following table summarizes our financial results for the three and six months ended June 30, 2024 and 2023 (in thousands, except percentages and per share data):

Current wording

The following table summarizes our financial results for the three and nine months ended September 30, 2024 and 2023 (in thousands, except percentages and per share data):

Previous wording

The increase in our total revenues for the three months ended June 30, 2024, as compared to the same period in 2023, is attributable to increases in our Hospitality segment and Entertainment segment of $101.4 million and $7.0 million, respectively, as presented in the tables below. The increase in our total revenues for the six months ended June 30, 2024, as compared to the same period in 2023, is attributable to increases in our Hospitality segment and Entertainment segment of $138.4 million and $6.6 million, respectively, as presented in the tables below.

Current wording

The increase in our total revenues for the three months ended September 30, 2024, as compared to the same period in 2023, is primarily attributable to an increase in our Hospitality segment of $20.8 million, as presented in the tables below. The increase in our total revenues for the nine months ended September 30, 2024, as compared to the same period in 2023, is attributable to increases in our Hospitality segment and Entertainment segment of $159.3 million and $7.2 million, respectively, as presented in the tables below.

Previous wording

The increase in our total operating expenses for the three months ended June 30, 2024, as compared to the same period in 2023, is primarily the result of an increase in our Hospitality segment of $49.3 million and an increase in depreciation expense of $10.3 million, as presented in the tables below. The increase in our total operating expenses for the six months ended June 30, 2024, as compared to the same period in 2023, is primarily the result of an increase in our Hospitality segment of $82.9 million and an increase in depreciation expense of $19.1 million, as presented in the tables below.

Current wording

The increase in our total operating expenses for the three months ended September 30, 2024, as compared to the same period in 2023, is primarily the result of increases in our Hospitality segment and Entertainment segment of $10.8 million and $5.4 million, respectively, as presented in the tables below. The increase in our total operating expenses for the nine months ended September 30, 2024, as compared to the same period in 2023, is primarily the result of increases in our Hospitality segment and Entertainment segment of $93.7 million and $9.1 million, respectively, and an increase in depreciation expense of $20.1 million, as presented in the tables below.

Previous wording

Our $34.6 million increase in net income for the three months ended June 30, 2024, as compared to the same period in 2023, was primarily due to the changes in our revenues and operating expenses reflected above, and each of the following factors, each as described more fully below.

Current wording

Our $19.6 million increase in net income for the three months ended September 30, 2024, as compared to the same period in 2023, was primarily due to the changes in our revenues and operating expenses reflected above, and each of the following factors, each as described more fully below.

Previous wording

Our $16.4 million increase in net income for the six months ended June 30, 2024, as compared to the same period in 2023, was primarily due to the changes in our revenues and operating expenses reflected above, and each of the following factors, each as described more fully below.

Current wording

Our $36.0 million increase in net income for the nine months ended September 30, 2024, as compared to the same period in 2023, was primarily due to the changes in our revenues and operating expenses reflected above, and each of the following factors, each as described more fully below.

Previous wording

Important factors and trends contributing to our performance during the six months ended June 30, 2024, compared to the six months ended June 30, 2023, were:

Current wording

Important factors and trends contributing to our performance during the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, were:

Previous wording

Other important factors and trends for the three and six months ended, and as of, June 30, 2024 include:

Current wording

Other important factors and trends for the three and nine months ended, and as of, September 30, 2024 include:

Previous wording

The increase in total Hospitality segment revenue in the six months ended June 30, 2024, as compared to the same period in 2023, is primarily due to the addition of $112.8 million in revenue from JW Marriott Hill Country, which we purchased on June 30, 2023, as well as increases of $11.9 million, $9.5 million and $6.9 million at Gaylord Opryland, Gaylord Rockies and Gaylord National, respectively, partially offset by a decrease of $4.1 million at Gaylord Palms, as presented in the tables below.

Current wording

The increase in total Hospitality segment revenue in the three months ended September 30, 2024, as compared to the same period in 2023, is primarily due to increases of $10.7 million, $4.5 million, $4.4 million and $4.2 million at Gaylord Opryland, Gaylord Rockies, Gaylord Palms and JW Marriott Hill Country, respectively, partially offset by a decrease of $2.4 million at Gaylord National, as presented in the tables below.

Previous wording

The increase in total Hospitality segment revenue in the three months ended June 30, 2024, as compared to the same period in 2023, is primarily due to the addition of $62.9 million in revenue from JW Marriott Hill Country, which we purchased on June 30, 2023, as well as increases of $19.9 million, $11.4 million and $9.7 million at Gaylord Opryland, Gaylord National and Gaylord Rockies, respectively, partially offset by a decrease of $5.0 million at Gaylord Palms, as presented in the tables below.

Current wording

The increase in total Hospitality segment revenue in the nine months ended September 30, 2024, as compared to the same period in 2023, is primarily due to the addition of $116.3 million in increased revenue from JW Marriott Hill Country, which we purchased on June 30, 2023, as well as increases of $22.6 million, $13.9 million and $4.5 million at Gaylord Opryland, Gaylord Rockies and Gaylord National, respectively, as presented in the tables below.

Previous wording

Total Hospitality segment revenues in the three and six months ended June 30, 2024 include $9.8 million and $18.3 million, respectively, in attrition and cancellation fee revenue, a decrease of $0.5 million and $1.8 million, respectively, in attrition and cancellation fees from the 2023 periods.

Current wording

Total Hospitality segment revenues in the three and nine months ended September 30, 2024 include $7.9 million and $26.2 million, respectively, in attrition and cancellation fee revenue, a decrease of $3.8 million and $5.6 million, respectively, in attrition and cancellation fee collections from the 2023 periods.

Previous wording

Rooms expenses increased in the three and six months ended June 30, 2024, as compared to the same periods in 2023, primarily due to JW Marriott Hill Country, as presented in the tables below.

Current wording

Rooms expenses decreased slightly in the three months ended September 30, 2024, as compared to the same period in 2023, primarily as a result of the decrease in occupancy. Rooms expenses increased in the nine months ended September 30, 2024, as compared to the same period in 2023, primarily due to JW Marriott Hill Country, as presented in the tables below.

Previous wording

The increase in food and beverage expenses in the three and six months ended June 30, 2024, as compared to the same periods in 2023, is primarily due to JW Marriott Hill Country, as presented in the tables below. The increase in the three-month 2024 period also includes increases at Gaylord Opryland, Gaylord Rockies and Gaylord National, and the increase in the six-month 2024 period also includes increases at Gaylord Opryland, Gaylord Rockies and Gaylord Palms due to increased variable expenses associated with the increase in volume.

Current wording

Food and beverage expenses increased in the three months ended September 30, 2024, as compared to the same period in 2023, primarily due to increases at Gaylord Opryland, Gaylord Rockies, Gaylord Palms and JW Marriott Hill Country, partially offset by a decrease at Gaylord Texan, as presented in the tables below. The increase in food and beverage expenses in the nine months ended September 30, 2024, as compared to the same period in 2023, is primarily due to JW Marriott Hill Country, as well as increases at Gaylord Opryland, Gaylord Rockies, Gaylord Palms and Gaylord National, partially offset by a decrease at Gaylord Texan, due to the changes in variable expenses associated with the changes in volume.

Previous wording

Other hotel expenses for the three and six months ended June 30, 2024 and 2023 consist of the following (in thousands):

Current wording

Other hotel expenses for the three and nine months ended September 30, 2024 and 2023 consist of the following (in thousands):

Previous wording

Each of the other hotel expense categories above increased in the three and six months ended June 30, 2024, as compared to the same periods in 2023, due to the addition of JW Marriott Hill Country. Administrative employment costs include salaries and benefits for hotel administrative functions, including, among others, senior management,

Current wording

Each of the other hotel expense categories above increased in the nine months ended September 30, 2024, as compared to the same period in 2023, due to the addition of JW Marriott Hill Country. Administrative employment costs include salaries and benefits for hotel administrative functions, including, among others, senior management, accounting, human resources, sales, conference services, engineering and security. The increase in administrative employment costs in the three and nine months ended September 30, 2024, as compared to the same periods in 2023, also includes increases at Gaylord Opryland, Gaylord Palms and Gaylord Texan related to increased employment costs within the marketing and engineering departments. The increase in utilities during the nine months ended September 30, 2024, as compared to the 2023 period, also includes an increase at Gaylord Texan due to increased rates. The increase in property taxes during the nine months ended September 30, 2024, as compared to the 2023 period, was partially offset by a decrease at Gaylord National due to a settlement of an appeal from prior tax years. The increase in other expenses, which include supplies,

Previous wording

accounting, human resources, sales, conference services, engineering and security. The increase in property taxes during the six months ended June 30, 2024, as compared to the 2023 period, was partially offset by a decrease at Gaylord National due to a settlement of an appeal from prior tax years. The increase in other expenses, which include supplies, advertising, maintenance costs and consulting costs, during the three and six months ended June 30, 2024, as compared to the same periods in 2023, was partially offset by a decrease at Gaylord Opryland due to a refund of Tennessee franchise tax for prior years caused by a change in tax law.

Current wording

advertising, maintenance costs and consulting costs, during the nine months ended September 30, 2024, as compared to the same period in 2023, was partially offset by a decrease at Gaylord Opryland due to a refund of Tennessee franchise tax for prior years caused by a change in tax law.

Previous wording

Each of our management agreements with Marriott requires us to pay Marriott a base management fee based on the gross revenues from the applicable property for each fiscal year or portion thereof. The applicable percentage for our Gaylord Hotels properties, excluding Gaylord Rockies, is approximately 2% of gross revenues, Gaylord Rockies is approximately 3% of gross revenues, and JW Marriott Hill Country is approximately 3.5% of gross revenues. Additionally, we pay Marriott an incentive management fee based on the profitability of our hotels. In the three months ended June 30, 2024 and 2023, we incurred $12.3 million and $9.2 million, respectively, and in the six months ended June 30, 2024 and 2023, we incurred $23.0 million and $18.4 million, respectively, related to base management fees for our Hospitality segment. In the three months ended June 30, 2024 and 2023, we incurred $10.0 million and $7.0 million, respectively, and in the six months ended June 30, 2024 and 2023, we incurred $17.9 million and $13.8 million, respectively, related to incentive management fees for our Hospitality segment. Management fees are presented throughout this Quarterly Report on Form 10-Q net of the amortization of the deferred management rights proceeds discussed in Note 8, “Deferred Management Rights Proceeds,” to the accompanying condensed consolidated financial statements included herein.

Current wording

Each of our management agreements with Marriott requires us to pay Marriott a base management fee based on the gross revenues from the applicable property for each fiscal year or portion thereof. The applicable percentage for our Gaylord Hotels properties, excluding Gaylord Rockies, is approximately 2% of gross revenues, Gaylord Rockies is approximately 3% of gross revenues, and JW Marriott Hill Country is approximately 3.5% of gross revenues. Additionally, we pay Marriott an incentive management fee based on the profitability of our hotels. In the three months ended September 30, 2024 and 2023, we incurred $11.0 million and $10.5 million, respectively, and in the nine months ended September 30, 2024 and 2023, we incurred $34.0 million and $28.9 million, respectively, related to base management fees for our Hospitality segment. In the three months ended September 30, 2024 and 2023, we incurred $6.7 million and $6.2 million, respectively, and in the nine months ended September 30, 2024 and 2023, we incurred $24.6 million and $20.0 million, respectively, related to incentive management fees for our Hospitality segment. Management fees are presented throughout this Quarterly Report on Form 10-Q net of the amortization of the deferred management rights proceeds discussed in Note 8, “Deferred Management Rights Proceeds,” to the accompanying condensed consolidated financial statements included herein.

Previous wording

Total Hospitality segment depreciation and amortization expense increased in the three and six months ended June 30, 2024, as compared to the same periods in 2023, primarily due to the depreciable assets associated with JW Marriott Hill Country, which we purchased on June 30, 2023.

Current wording

Total Hospitality segment depreciation and amortization expense decreased slightly in the three months ended September 30, 2024, as compared to the same period in 2023. Total Hospitality segment depreciation and amortization increased in the nine months ended September 30, 2024, as compared to the same period in 2023, primarily due to the depreciable assets associated with JW Marriott Hill Country, which we purchased on June 30, 2023.

Previous wording

*Property-Level Results.*The following presents the property-level financial results of our Hospitality segment for the three and six months ended June 30, 2024 and 2023.

Current wording

*Property-Level Results.*The following presents the property-level financial results of our Hospitality segment for the three and nine months ended September 30, 2024 and 2023.

Previous wording

*Gaylord Opryland Results.*The results of Gaylord Opryland for the three and six months ended June 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Current wording

*Gaylord Opryland Results.*The results of Gaylord Opryland for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Previous wording

*Gaylord Palms Results.*The results of Gaylord Palms for the three and six months ended June 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Current wording

*Gaylord Palms Results.*The results of Gaylord Palms for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Previous wording

*Gaylord Texan Results.*The results of Gaylord Texan for the three and six months ended June 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Current wording

*Gaylord Texan Results.*The results of Gaylord Texan for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Previous wording

*Gaylord National Results.*The results of Gaylord National for the three and six months ended June 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Current wording

*Gaylord National Results.*The results of Gaylord National for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Previous wording

Gaylord Rockies Results. The results of Gaylord Rockies for the three and six months ended June 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Current wording

Gaylord Rockies Results. The results of Gaylord Rockies for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Previous wording

JW Marriott Hill Country Results. We purchased JW Marriott Hill Country on June 30, 2023. The results of JW Marriott Hill Country for the three and six months ended June 30, 2024 are as follows (in thousands, except percentages and performance metrics):

Current wording

JW Marriott Hill Country Results. The results of JW Marriott Hill Country for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands, except percentages and performance metrics):

Previous wording

*Total Segment Results.*The following presents the financial results of our Entertainment segment for the three and six months ended June 30, 2024 and 2023 (in thousands, except percentages):

Current wording

*Total Segment Results.*The following presents the financial results of our Entertainment segment for the three and nine months ended September 30, 2024 and 2023 (in thousands, except percentages):

Previous wording

Revenues increased in our Entertainment segment in the three and six months ended June 30, 2024, as compared to the prior year periods, as incremental revenue from Ole Red Las Vegas, which opened in January 2024, was partially offset by the Wildhorse Saloon being temporarily closed as it is being rebranded as Category 10 anda decrease at the W Austin Hotel primarily as a result of the disruption caused by the ongoing construction enhancements at the property.

Current wording

Revenues increased in our Entertainment segment in the three and nine months ended September 30, 2024, as compared to the prior year periods, as incremental revenue from Ole Red Las Vegas, which opened in January 2024, was partially offset by the Wildhorse Saloon being temporarily closed as it was being rebranded as Category 10 anda decrease at the W Austin primarily as a result of the disruption caused by the ongoing construction of enhancements at the property.

Previous wording

Entertainment segment operating expenses increased in the 2024 periods, as compared to the 2023 periods, primarily due to the opening of Ole Red Las Vegas, partially offset by the temporary closure of the Wildhorse Saloon as well as a refund of Tennessee franchise tax for prior years caused by a change in tax law.

Current wording

to the opening of Ole Red Las Vegas, partially offset by the temporary closure of the Wildhorse Saloon. The nine-month 2024 period also includes a refund of Tennessee franchise tax for prior years caused by a change in tax law.

Previous wording

*Total Segment Results.*The following presents the financial results of our Corporate and Other segment for the three and six months ended June 30, 2024 and 2023 (in thousands, except percentages):

Current wording

*Total Segment Results.*The following presents the financial results of our Corporate and Other segment for the three and nine months ended September 30, 2024 and 2023 (in thousands, except percentages):

Previous wording

Corporate and Other operating expenses consist primarily of costs associated with senior management salaries and benefits, legal, human resources, accounting, pension, information technology, consulting and other administrative costs. Corporate and Other segment operating expenses decreased in the three months ended June 30, 2024, as compared to the prior year period, primarily due to a decrease in equity compensation expense. Corporate and Other segment operating expenses increased in the six months ended June 30, 2024, as compared to the prior year period, primarily as a result of an increase in employment expenses associated with the hiring of additional employees and increased wages to support the Company’s growth.

Current wording

Corporate and Other operating expenses consist primarily of costs associated with senior management salaries and benefits, legal, human resources, accounting, pension, information technology, consulting and other administrative costs. Corporate and Other segment operating expenses decreased in the three months and increased in the nine months ended September 30, 2024, respectively, as compared to the prior year periods, primarily as a result of changes in employment expenses.

Previous wording

Preopening costs during the three and six months ended June 30, 2024 primarily include costs associated with Category 10, which is expected to open in the fourth quarter of 2024. Preopening costs during the three and six months ended June 30, 2023 primarily include costs associated with Ole Red Las Vegas, which opened in January 2024.

Current wording

Preopening costs during the three and nine months ended September 30, 2024 primarily include costs associated with Category 10, which opened November 2024. Preopening costs during the three and nine months ended September 30, 2023 primarily include costs associated with Ole Red Las Vegas, which opened in January 2024.

Previous wording

Gain on sale of assets during the six months ended June 30, 2024 includes the sale of miscellaneous corporate assets.

Current wording

Gain on sale of assets during the nine months ended September 30, 2024 includes the sale of miscellaneous corporate assets.

Previous wording

The following table summarizes the other factors which affected our net income for the three and six months ended June 30, 2024 and 2023 (in thousands, except percentages):

Current wording

The following table summarizes the other factors which affected our net income for the three and nine months ended September 30, 2024 and 2023 (in thousands, except percentages):

Previous wording

The following presents interest expense associated with our outstanding borrowings, including the impact of interest rate swaps, for the three and six months ended June 30, 2024 and 2023 (in thousands, except percentages):

Current wording

The following presents interest expense associated with our outstanding borrowings, including the impact of interest rate swaps, for the three and nine months ended September 30, 2024 and 2023 (in thousands, except percentages):

Previous wording

Our weighted average interest rate on our borrowings, excluding capitalized interest, but including the impact of interest rate swaps, was 6.7% and 6.3% for the three months ended June 30, 2024 and 2023, respectively, and 7.0% and 6.2% for the six months ended June 30, 2024 and 2023, respectively.

Current wording

Our weighted average interest rate on our borrowings, excluding capitalized interest, but including the impact of interest rate swaps, was 6.5% and 6.8% for the three months ended September 30, 2024 and 2023, respectively, and 6.8% and 6.4% for the nine months ended September 30, 2024 and 2023, respectively.