Ryman Hospitality Properties, Inc.

Previous wording

This Quarterly Report on Form 10-Q contains “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern our goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions, and other statements that are not necessarily based on historical facts. Without limitation, you can identify these statements by the fact that they do not relate strictly to historical or current facts, and these statements may contain words such as “may,” “will,” “could,” “should,” “might,” “projects,” “expects,” “believes,” “anticipates,” “intends,” “plans,” “continue,” “estimate,” or “pursue,” or the negative or other variations thereof or comparable terms. In particular, they include statements relating to, among other things, future actions, strategies, future performance, the outcome of contingencies such as legal proceedings and future financial results. These may also include statements regarding (i) the future performance of our business, anticipated business levels and our anticipated financial results during future periods, and other business or operational issues; (ii) the effect of our election to be taxed as a REIT and maintain REIT status for federal income tax purposes; (iii) the holding of our non-qualifying REIT assets in one or more taxable REIT subsidiaries (“TRSs”); (iv) our dividend policy, including the frequency and amount of any dividend we may pay; (v) our strategic goals and potential growth opportunities, including future expansion of the geographic diversity of our existing asset portfolio through acquisitions and investment in joint ventures; (vi) Marriott International, Inc.’s (“Marriott”) ability to effectively manage our hotels and other properties; (vii) our anticipated capital expenditures and investments; (viii) the potential operating and financial restrictions imposed on our activities under existing and future financing agreements including our credit facility and other contractual arrangements with third parties, including management agreements with Marriott; (ix) our ability to borrow available funds under our credit facility; (x) our expectations about successfully amending the agreements governing our indebtedness should the need arise; (xi) the effects of inflation and increased costs on our business and on our customers, including group customers at our hotels; and (xii) any other business or operational matters. We have based these forward-looking statements on our current expectations and projections about future events.

Current wording

This Quarterly Report on Form 10-Q contains “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern our goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions, and other statements that are not necessarily based on historical facts. Without limitation, you can identify these statements by the fact that they do not relate strictly to historical or current facts, and these statements may contain words such as “may,” “will,” “could,” “should,” “might,” “projects,” “expects,” “believes,” “anticipates,” “intends,” “plans,” “continue,” “estimate,” or “pursue,” or the negative or other variations thereof or comparable terms. In particular, they include statements relating to, among other things, future actions, strategies, future performance, the outcome of contingencies such as legal proceedings and future financial results. These may also include statements regarding (i) the future performance of our business, anticipated business levels and our anticipated financial results during future periods; (ii) the effect of our election to be taxed as a REIT and maintain REIT status for federal income tax purposes; (iii) the holding of our non-qualifying REIT assets in one or more taxable REIT subsidiaries (“TRSs”); (iv) our dividend policy, including the frequency and amount of any dividend we may pay; (v) our strategic goals and potential growth opportunities, including future expansion of the geographic diversity of our existing asset portfolio through acquisitions and investment in joint ventures; (vi) Marriott International, Inc.’s (“Marriott”) ability to effectively manage our hotels and other properties; (vii) our anticipated capital expenditures and investments; (viii) the potential operating and financial restrictions imposed on our activities under existing and future financing agreements including our credit facility and other contractual arrangements with third parties, including management agreements with Marriott; (ix) our ability to borrow available funds under our credit facility; (x) our expectations about successfully amending the agreements governing our indebtedness should the need arise; (xi) the effects of inflation, other macroeconomic conditions and increased costs on our business and on our customers, including group customers at our hotels; and (xii) any other business or operational matters. We have based these forward-looking statements on our current expectations and projections about future events.

Previous wording

We caution the reader that forward-looking statements involve risks and uncertainties that cannot be predicted or quantified, and, consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, among other things, risks and uncertainties associated with economic conditions affecting the hospitality business generally, the geographic concentration of our hotel properties, business levels at our hotels, the effects of inflation on our business, including the effects on costs of labor and supplies and effects on group customers at our hotels and customers in our OEG businesses, our ability to remain qualified as a REIT, our ability to execute our

Current wording

We caution the reader that forward-looking statements involve risks and uncertainties that cannot be predicted or quantified, and, consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, among other things, risks and uncertainties associated with economic conditions affecting the hospitality business generally, the geographic concentration of our hotel properties, business levels at our hotels, the effects of inflation and changes in international, national, regional and local economic and market conditions (such as the imposition of trade barriers or other changes in trade policy) on our business, including the effects on costs of labor and

Previous wording

strategic goals as a REIT, our ability to generate cash flows to support dividends, future board determinations regarding the timing and amount of dividends and changes to the dividend policy, our ability to borrow funds pursuant to our credit agreements and to refinance indebtedness and/or to successfully amend the agreements governing our indebtedness in the future, changes in interest rates, and those factors described elsewhere in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, 2023 or described from time to time in our other reports filed with the SEC.

Current wording

supplies and effects on group customers at our hotels and customers in our OEG businesses, our ability to remain qualified as a REIT, our ability to execute our strategic goals as a REIT, our ability to generate cash flows to support dividends, future board determinations regarding the timing and amount of dividends and changes to the dividend policy, our ability to borrow funds pursuant to our credit agreements and to refinance indebtedness and/or to successfully amend the agreements governing our indebtedness in the future, changes in interest rates, and those factors described elsewhere in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, 2024 or described from time to time in our other reports filed with the SEC.

Previous wording

We operate as a REIT for federal income tax purposes, specializing in group-oriented, destination hotel assets in urban and resort markets. Our core holdings include a network of five upscale, meetings-focused resorts totaling 9,917 rooms that are managed by Marriott under the Gaylord Hotels brand. These five resorts, which we refer to as our Gaylord Hotels properties, consist of the Gaylord Opryland Resort & Convention Center in Nashville, Tennessee (“Gaylord Opryland”), the Gaylord Palms Resort & Convention Center near Orlando, Florida (“Gaylord Palms”), the Gaylord Texan Resort & Convention Center near Dallas, Texas (“Gaylord Texan”), the Gaylord National Resort & Convention Center near Washington D.C. (“Gaylord National”), and the Gaylord Rockies Resort & Convention Center near Denver, Colorado (“Gaylord Rockies”). Our other owned hotel assets managed by Marriott include the Inn at Opryland, an overflow hotel adjacent to Gaylord Opryland, the AC Hotel at National Harbor, Washington D.C. (“AC Hotel”), an overflow hotel adjacent to Gaylord National, and effective June 30, 2023, the JW Marriott San Antonio Hill Country Resort & Spa (“JW Marriott Hill Country”).

Current wording

We operate as a REIT for federal income tax purposes, specializing in group-oriented, destination hotel assets in urban and resort markets. Our core holdings include a network of five upscale, meetings-focused resorts totaling 9,917 rooms that are managed by Marriott under the Gaylord Hotels brand. These five resorts, which we refer to as our Gaylord Hotels properties, consist of the Gaylord Opryland Resort & Convention Center in Nashville, Tennessee (“Gaylord Opryland”), the Gaylord Palms Resort & Convention Center near Orlando, Florida (“Gaylord Palms”), the Gaylord Texan Resort & Convention Center near Dallas, Texas (“Gaylord Texan”), the Gaylord National Resort & Convention Center near Washington D.C. (“Gaylord National”), and the Gaylord Rockies Resort & Convention Center near Denver, Colorado (“Gaylord Rockies”). Our other owned hotel assets managed by Marriott include the JW Marriott San Antonio Hill Country Resort & Spa (“JW Marriott Hill Country”), the Inn at Opryland, an overflow hotel adjacent to Gaylord Opryland, and the AC Hotel at National Harbor, Washington D.C. (“AC Hotel”), an overflow hotel adjacent to Gaylord National.

Previous wording

Each of our award-winning Gaylord Hotels properties incorporates not only high quality lodging, but also at least 400,000 square feet of meeting, convention and exhibition space, superb food and beverage options and retail and spa facilities within a single self-contained property. As a result, our Gaylord Hotels properties provide a convenient and entertaining environment for convention guests. Our Gaylord Hotels properties focus on the large group meetings market in the United States.

Current wording

Each of our award-winning Gaylord Hotels properties, as well as JW Marriott Hill Country, incorporates not only high-quality lodging, but also at least 400,000 square feet (268,000 in the case of JW Marriott Hill Country) of meeting, convention and exhibition space, superb food and beverage options and retail and spa facilities within a single self-contained property. As a result, our Gaylord Hotels properties and JW Marriott Hill Country provide a convenient and entertaining environment for convention guests. Our Gaylord Hotels properties and JW Marriott Hill Country focus on the large group meetings market in the United States.

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 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”).

Current wording

We also own a controlling approximate 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; Block 21, a mixed-use entertainment, lodging, office, and retail complex located in Austin, Texas (“Block 21”), and as of January 3, 2025, a majority and controlling equity interest in Southern Entertainment, a Charlotte, North Carolina-based national music festival and events production company.

Previous wording

Existing Hotel Property Design. Our Gaylord Hotels properties focus on the large group meetings market in the United States and incorporate meeting and exhibition space, signature guest rooms, food and beverage offerings, fitness and spa facilities and other attractions within a large hotel property so attendees’ needs are met in one location. We believe this strategy creates a better experience for both meeting planners and guests and has led to our current Gaylord Hotels properties claiming a place among the leading convention hotels in the country.

Current wording

Existing Hotel Property Design. Our Gaylord Hotels properties and JW Marriott Hill Country focus on the large group meetings and regional leisure transient markets in the United States and incorporate meeting and exhibition space, signature guest rooms, food and beverage offerings, fitness and spa facilities and other attractions within a large hotel property so attendees’ needs are met in one location. We believe this strategy creates a better experience for both meeting planners and guests and has led to our current Gaylord Hotels properties and JW Marriott Hill Country claiming a place among the leading convention hotels in the country.

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 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 2024, we completed 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. We have previously announced plans for a nearly $225 million multi-phase capital improvement plan at Gaylord Opryland that includes the currently ongoing expansion of approximately 108,000 square feet of premium, carpeted meeting space; the construction of a sports bar, event lawn and pavilion; and the renovation of multiple ballrooms and pre-function space.

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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.

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

Previous wording

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

Current wording

For the three months ended March 31, 2025 and 2024, our total revenues were divided among these business segments as follows:

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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).

Current wording

The following table contains our unaudited selected summary financial data for the three months ended March 31, 2025 and 2024. 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 nine months ended September 30, 2024 and 2023 (in thousands, except percentages and per share data):

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The following table summarizes our financial results for the three months ended March 31, 2025 and 2024 (in thousands, except percentages and per share data):

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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.

Current wording

The increase in our total revenues for the three months ended March 31, 2025, as compared to the same period in 2024, is primarily attributable to an increase in our Hospitality segment and Entertainment segment of $36.3 million and $22.7 million, respectively, as presented in the tables below.

Previous 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.

Current wording

The increase in our total operating expenses for the three months ended March 31, 2025, as compared to the same period in 2024, is primarily the result of increases in our Hospitality segment and Entertainment segment of $17.8 million and $17.2 million, respectively, and an increase of $6.5 million in depreciation and amortization expense, as presented in the tables below.

Previous 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.

Current wording

Our $20.3 million increase in net income for the three months ended March 31, 2025, as compared to the same period in 2024, was primarily due to the changes in our revenues and operating expenses reflected above, partially impacted by the following factors, each as described more fully below:

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

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Other important factors and trends for the three months ended, and as of, March 31, 2025 include:

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

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*Total Segment Results.*The following presents the financial results of our Hospitality segment for the three months ended March 31, 2025 and 2024 (in thousands, except percentages and performance metrics):

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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.

Current wording

Total Hospitality segment revenues in the three months ended March 31, 2025 include $6.7 million in attrition and cancellation fee revenue, a decrease of $1.7 million in attrition and cancellation fee collections from the 2024 period.

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

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Other hotel expenses for the three months ended March 31, 2025 and 2024 consist of the following (in thousands):

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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,

Current wording

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. Administrative employment costs increased slightly and utilities decreased slightly in the three months ended March 31, 2025, as compared to the same period in 2024. The increase in property taxes during the three months ended March 31, 2025, as compared to the 2024 period, was primarily due to an increase at Gaylord National due to the 2024 period including 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 months ended March 31, 2025, as compared to the same period in 2024, was primarily due to increases at JW Marriott Hill Country and Gaylord National due to various increases associated with the increases in revenue.

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 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.

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 March 31, 2025 and 2024, we incurred $11.6 million and $10.8 million, respectively, related to base management fees for our Hospitality segment and $7.6 million and $8.0 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.

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*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.

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*Property-Level Results.*The following presents the property-level financial results of our Hospitality segment for the three months ended March 31, 2025 and 2024.

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*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):

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*Gaylord Opryland Results.*The results of Gaylord Opryland for the three months ended March 31, 2025 and 2024 are as follows (in thousands, except percentages and performance metrics):

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*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):

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*Gaylord Palms Results.*The results of Gaylord Palms for the three months ended March 31, 2025 and 2024 are as follows (in thousands, except percentages and performance metrics):

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*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):

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*Gaylord Texan Results.*The results of Gaylord Texan for the three months ended March 31, 2025 and 2024 are as follows (in thousands, except percentages and performance metrics):

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*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):

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*Gaylord National Results.*The results of Gaylord National for the three months ended March 31, 2025 and 2024 are as follows (in thousands, except percentages and performance metrics):

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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):

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Gaylord Rockies Results. The results of Gaylord Rockies for the three months ended March 31, 2025 and 2024 are as follows (in thousands, except percentages and performance metrics):

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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):

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JW Marriott Hill Country Results. The results of JW Marriott Hill Country for the three months ended March 31, 2025 and 2024 are as follows (in thousands, except percentages and performance metrics):

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*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):

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*Total Segment Results.*The following presents the financial results of our Entertainment segment for the three months ended March 31, 2025 and 2024 (in thousands, except percentages):

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Depreciation and amortization increased in the 2024 periods, as compared to the 2023 periods, primarily due to the depreciable assets associated with the opening of Ole Red Las Vegas.

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Depreciation and amortization increased in the 2025 period, as compared to the 2024 period, primarily due to the depreciable assets associated with Category 10.

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*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):

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*Total Segment Results.*The following presents the financial results of our Corporate and Other segment for the three months ended March 31, 2025 and 2024 (in thousands, except percentages):

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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.

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 ended March 31, 2025, as compared to the prior year period, primarily as a result of a decrease in employment and consulting expenses.

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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.

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Preopening costs during the three months ended March 31, 2024 primarily include costs associated with Ole Red Las Vegas, which opened in January 2024, and Category 10, which opened November 2024.

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

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Gain on sale of assets during the three months ended March 31, 2024 includes the sale of miscellaneous corporate assets.

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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):

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The following table summarizes the other factors which affected our net income for the three months ended March 31, 2025 and 2024 (in thousands, except percentages):

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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):

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The following presents interest expense associated with our outstanding borrowings, including the impact of interest rate swaps, for the three months ended March 31, 2025 and 2024 (in thousands, except percentages):

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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.

Current wording

Our weighted average interest rate on our borrowings, excluding capitalized interest, but including the impact of interest rate swaps, was 6.4% and 7.2% for the three months ended March 31, 2025 and 2024, respectively.

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Interest income for the three and nine months ended September 30, 2024 primarily includes amounts earned on our cash balances, as well as the bonds that were received in connection with the development of Gaylord National, which we hold as notes receivable. See Note 6, “Notes Receivable,” to the accompanying condensed consolidated financial statements included herein for additional discussion of interest income on these bonds.

Current wording

Interest income for the three months ended March 31, 2025 and 2024 primarily includes amounts earned on our cash balances, as well as the bonds that were received in connection with the development of Gaylord National, which we hold as notes receivable. See Note 6, “Notes Receivable,” to the accompanying condensed consolidated financial statements included herein for additional discussion of interest income on these bonds.

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As a result of the May 2023 refinancing of our credit facility and the extension of the Gaylord Rockies $800 million term loan, we recognized a loss on extinguishment of debt of $2.3 million in the nine months ended September 30, 2023.

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As a result of the March 2024 repayment of the previous Gaylord Rockies $800 million term loan, we recognized a loss on extinguishment of debt of $0.5 million in the three months ended March 31, 2024.

Previous wording

Other gains and (losses), net for the three and nine months ended September 30, 2024 and 2023 primarily includes a gain of $3.2 million and $6.1 million, respectively, from a fund associated with the Gaylord National bonds to reimburse us for certain marketing and maintenance expenses.

Current wording

Other gains and (losses), net for the three months ended March 31, 2025 and 2024 represents various miscellaneous items.