Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 31, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 1-13079 | |
Entity Registrant Name | RYMAN HOSPITALITY PROPERTIES, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 73-0664379 | |
Entity Address, Address Line One | One Gaylord Drive | |
Entity Address, City or Town | Nashville | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37214 | |
City Area Code | 615 | |
Local Phone Number | 316-6000 | |
Title of 12(b) Security | Common stock | |
Trading Symbol | RHP | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 51,446,724 | |
Entity Central Index Key | 0001040829 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Sep. 30, 2018 |
ASSETS: | ||||
Property and equipment, net of accumulated depreciation (including $987,557 and $1,018,499 from VIEs, respectively) | $ 3,131,365 | $ 3,149,095 | ||
Cash and cash equivalents - unrestricted (including $34,170 and $11,648 from VIEs, respectively) | 101,786 | 103,437 | $ 86,025 | |
Cash and cash equivalents - restricted (including $8,297 and $5 from VIEs, respectively) | 57,673 | 45,652 | $ 38,372 | |
Notes receivable | 107,544 | 122,209 | ||
Trade receivables, less allowance of $867 and $763, respectively (including $23,059 and $2,019 from VIEs, respectively) | 83,168 | 67,923 | ||
Deferred income tax assets, net | 30,572 | 40,557 | ||
Prepaid expenses and other assets (including $26,068 and $20,419 from VIEs, respectively) | 101,534 | 78,240 | ||
Intangible assets (including $212,367 and $241,973 from VIEs, respectively) | 217,095 | 246,770 | ||
Total assets | 3,830,737 | 3,853,883 | ||
LIABILITIES AND EQUITY: | ||||
Debt and finance lease obligations (including $792,204 and $494,578 from VIEs, respectively) | 2,581,312 | 2,441,895 | ||
Accounts payable and accrued liabilities (including $49,777 and $70,215 from VIEs, respectively) | 258,045 | 274,890 | ||
Dividends payable | 47,303 | 45,019 | ||
Deferred management rights proceeds | 176,105 | 174,026 | ||
Operating lease liabilities | 105,864 | $ 100,900 | ||
Other liabilities | 71,278 | 161,043 | ||
Commitments and contingencies | ||||
Noncontrolling interest in consolidated joint venture | 279,352 | 287,433 | ||
Stockholders' equity: | ||||
Preferred stock, $.01 par value, 100,000 shares authorized, no shares issued or outstanding | ||||
Common stock, $.01 par value, 400,000 shares authorized, 51,446 and 51,336 shares issued and outstanding, respectively | 514 | 513 | ||
Additional paid-in capital | 900,247 | 900,795 | ||
Treasury stock of 612 and 592 shares, at cost | (16,763) | (15,183) | ||
Accumulated deficit | (534,403) | (388,524) | ||
Accumulated other comprehensive loss | (38,117) | (28,024) | ||
Total stockholders' equity | 311,478 | 469,577 | ||
Total liabilities and stockholders' equity | $ 3,830,737 | $ 3,853,883 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Assets [Abstract] | ||
Property and equipment, net of accumulated depreciation | $ 3,131,365 | $ 3,149,095 |
Cash and cash equivalents - unrestricted | 101,786 | 103,437 |
Cash and cash equivalents - restricted | 57,673 | 45,652 |
Trade receivables, less allowance | 83,168 | 67,923 |
Prepaid expenses and other assets | 101,534 | 78,240 |
Intangible assets | 217,095 | 246,770 |
Debt and capital lease obligations | 2,581,312 | 2,441,895 |
Accounts payable and accrued liabilities | 258,045 | 274,890 |
Accounts Receivable, Net [Abstract] | ||
Allowance for doubtful accounts receivable | $ 867 | $ 763 |
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 51,446,000 | 51,336,000 |
Common stock, shares outstanding (in shares) | 51,446,000 | 51,336,000 |
Treasury Stock, Shares [Abstract] | ||
Treasury stock, shares (in shares) | 612,000 | 592,000 |
Variable Interest Entity [Member] | ||
Assets [Abstract] | ||
Property and equipment, net of accumulated depreciation | $ 987,557 | $ 1,018,499 |
Cash and cash equivalents - unrestricted | 34,170 | 11,648 |
Cash and cash equivalents - restricted | 8,297 | 5 |
Trade receivables, less allowance | 23,059 | 2,019 |
Prepaid expenses and other assets | 26,068 | 20,419 |
Intangible assets | 212,367 | 241,973 |
Debt and capital lease obligations | 792,204 | 494,578 |
Accounts payable and accrued liabilities | $ 49,777 | $ 70,215 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | ||||
Total revenues | $ 379,787 | $ 292,249 | $ 1,158,281 | $ 914,553 |
Operating expenses: | ||||
Total hotel operating expenses | 225,696 | 177,776 | 680,424 | 549,515 |
Corporate | 9,404 | 7,212 | 26,518 | 23,181 |
Preopening costs | 164 | 300 | 2,274 | 3,972 |
Depreciation and amortization | 53,998 | 30,994 | 160,560 | 89,655 |
Impairment charges | 4,540 | 4,540 | ||
Total operating expenses | 323,284 | 252,149 | 962,498 | 751,810 |
Operating income | 56,503 | 40,100 | 195,783 | 162,743 |
Interest expense | (35,261) | (19,220) | (100,840) | (55,574) |
Interest income | 2,878 | 2,678 | 8,756 | 8,197 |
Loss on extinguishment of debt | (494) | (494) | ||
Loss from joint ventures | (308) | (985) | (475) | (2,227) |
Other gains and (losses), net | 1,109 | 1,881 | 857 | 2,085 |
Income before income taxes | 24,427 | 24,454 | 103,587 | 115,224 |
Provision for income taxes | (3,537) | (1,863) | (13,743) | (9,748) |
Net Income | 20,890 | 22,591 | 89,844 | 105,476 |
Net loss attributable to noncontrolling interest in consolidated joint venture | 1,459 | 11,296 | ||
Net income available to common stockholders | $ 22,349 | $ 22,591 | $ 101,140 | $ 105,476 |
Basic income per share | $ 0.43 | $ 0.44 | $ 1.97 | $ 2.06 |
Diluted income per share | 0.43 | 0.44 | 1.95 | 2.05 |
Dividends declared per common share | $ 0.90 | $ 0.85 | $ 2.70 | $ 2.55 |
Comprehensive income, net of taxes | $ 13,297 | $ 26,030 | $ 82,458 | $ 109,077 |
Comprehensive loss, net of taxes, attributable to noncontrolling interest | (3,353) | (13,190) | ||
Comprehensive income, net of taxes, available to common stockholders | 16,650 | 26,030 | 95,648 | 109,077 |
Rooms [Member] | ||||
Revenues: | ||||
Total revenues | 134,950 | 103,181 | 411,866 | 332,490 |
Operating expenses: | ||||
Total hotel operating expenses | 37,116 | 29,563 | 108,184 | 88,550 |
Food and Beverage [Member] | ||||
Revenues: | ||||
Total revenues | 155,173 | 118,496 | 499,346 | 392,488 |
Operating expenses: | ||||
Total hotel operating expenses | 88,584 | 67,305 | 270,623 | 211,677 |
Hotel, Other [Member] | ||||
Revenues: | ||||
Total revenues | 38,134 | 27,563 | 111,684 | 81,129 |
Operating expenses: | ||||
Total hotel operating expenses | 91,608 | 74,350 | 273,074 | 226,965 |
Management Fees [Member] | ||||
Operating expenses: | ||||
Total hotel operating expenses | 8,388 | 6,558 | 28,543 | 22,323 |
Entertainment [Member] | ||||
Revenues: | ||||
Total revenues | 51,530 | 43,009 | 135,385 | 108,446 |
Operating expenses: | ||||
Total hotel operating expenses | $ 34,022 | $ 31,327 | $ 92,722 | $ 80,947 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash Flows from Operating Activities: | ||
Net income | $ 89,844 | $ 105,476 |
Amounts to reconcile net income to net cash flows provided by operating activities: | ||
Provision for deferred income taxes | 10,865 | 8,591 |
Depreciation and amortization | 160,560 | 89,655 |
Amortization of deferred financing costs | 5,805 | 4,237 |
Impairment charges | 4,540 | |
Write-off of deferred financing costs | 2,833 | 1,956 |
Loss from joint ventures | 475 | 2,227 |
Stock-based compensation expense | 5,862 | 5,824 |
Changes in: | ||
Trade receivables | (15,244) | (22,975) |
Accounts payable and accrued liabilities | (19,905) | 34,679 |
Other assets and liabilities | (9,954) | (8,934) |
Net cash flows provided by operating activities | 231,141 | 225,276 |
Cash Flows from Investing Activities: | ||
Purchases of property and equipment | (109,603) | (132,804) |
Collection of notes receivable | 13,211 | 2,560 |
Investment in joint ventures | (2,241) | (2,199) |
Other investing activities | 236 | (6,151) |
Net cash flows used in investing activities | (103,878) | (142,542) |
Cash Flows from Financing Activities: | ||
Net borrowings (repayments) under revolving credit facility | (302,000) | 99,000 |
Issuance of senior notes | 500,000 | |
Redemption of senior notes | (350,000) | |
Deferred financing costs paid | (17,587) | (642) |
Payment of dividends | (137,037) | (128,769) |
Distribution from consolidated joint venture to noncontrolling interest partners | (105,793) | |
Payment of tax withholdings for share-based compensation | (3,965) | (4,121) |
Other financing activities | (149) | (15) |
Net cash flows used in financing activities | (116,893) | (37,047) |
Net change in cash, cash equivalents, and restricted cash | 10,370 | 45,687 |
Cash, cash equivalents, and restricted cash, beginning of period | 149,089 | 78,710 |
Cash, cash equivalents, and restricted cash, end of period | 159,459 | 124,397 |
Term Loan B | ||
Cash Flows from Financing Activities: | ||
Repayments of loans | (3,750) | (2,500) |
Gaylord Rockies [Member] | ||
Cash Flows from Investing Activities: | ||
Purchase of additional/remaining interest, net of cash acquired | (5,481) | |
Cash Flows from Financing Activities: | ||
Borrowing under Gaylord Rockies term loan | 800,000 | |
Repayment of Gaylord Rockies construction and mezzanine loans | $ (496,612) | |
Opry City Stage [Member] | ||
Cash Flows from Investing Activities: | ||
Purchase of additional/remaining interest, net of cash acquired | $ (3,948) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Reconciliation of cash, cash equivalents, and restricted cash to balance sheet: | ||||
Cash and cash equivalents - unrestricted | $ 101,786 | $ 103,437 | $ 86,025 | |
Cash and cash equivalents - restricted | 57,673 | 45,652 | 38,372 | |
Cash, cash equivalents, and restricted cash, end of period | $ 159,459 | $ 149,089 | $ 124,397 | $ 78,710 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance at Dec. 31, 2017 | $ 512 | $ 896,759 | $ (13,253) | $ (479,170) | $ (26,692) | $ 378,156 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 27,339 | 27,339 | |||||
Tax benefit or Translation adjustment related to adoption of ASU at Mar. 31, 2018 | (134) | (134) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Other comprehensive income (loss), net of income taxes | 78 | 78 | |||||
Payment of dividends | 167 | (454) | (43,461) | (43,748) | |||
Restricted stock units and stock options surrendered | 1 | (3,692) | (3,691) | ||||
Stock-based compensation expense | 1,923 | 1,923 | |||||
Ending balance at Mar. 31, 2018 | 513 | 895,157 | (13,707) | (495,426) | (26,614) | 359,923 | |
Beginning balance at Dec. 31, 2017 | 512 | 896,759 | (13,253) | (479,170) | (26,692) | 378,156 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 105,476 | ||||||
Ending balance at Sep. 30, 2018 | 513 | 898,845 | (14,195) | (504,577) | (23,091) | 357,495 | |
Beginning balance at Mar. 31, 2018 | 513 | 895,157 | (13,707) | (495,426) | (26,614) | 359,923 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 55,546 | 55,546 | |||||
Other comprehensive income (loss), net of income taxes | 84 | 84 | |||||
Payment of dividends | 102 | (488) | (43,399) | (43,785) | |||
Restricted stock units and stock options surrendered | (80) | (80) | |||||
Stock-based compensation expense | 2,006 | 2,006 | |||||
Ending balance at Jun. 30, 2018 | 513 | 897,185 | (14,195) | (483,279) | (26,530) | 373,694 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 22,591 | 22,591 | |||||
Other comprehensive income (loss), net of income taxes | 3,439 | 3,439 | |||||
Payment of dividends | 115 | (43,889) | (43,774) | ||||
Restricted stock units and stock options surrendered | (350) | (350) | |||||
Stock-based compensation expense | 1,895 | 1,895 | |||||
Ending balance at Sep. 30, 2018 | 513 | 898,845 | (14,195) | (504,577) | (23,091) | 357,495 | |
Beginning balance at Dec. 31, 2018 | 513 | 900,795 | (15,183) | (388,524) | (28,024) | 469,577 | |
Beginning balance at Dec. 31, 2018 | $ 287,433 | 287,433 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 29,408 | (6,738) | 29,408 | ||||
Adjustment of noncontrolling interest to redemption value | (10,420) | 10,420 | (10,420) | ||||
Tax benefit or Translation adjustment related to adoption of ASU (ASU 2018-02 [Member]) at Mar. 31, 2019 | 2,707 | (2,707) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Other comprehensive income (loss), net of income taxes | 109 | 109 | |||||
Payment of dividends | 168 | (504) | (46,076) | (46,412) | |||
Restricted stock units and stock options surrendered | 1 | (3,825) | (3,824) | ||||
Stock-based compensation expense | 2,026 | 2,026 | |||||
Ending balance at Mar. 31, 2019 | 514 | 899,164 | (15,687) | (412,905) | (30,622) | 440,464 | |
Ending balance at Mar. 31, 2019 | 291,115 | ||||||
Beginning balance at Dec. 31, 2018 | 513 | 900,795 | (15,183) | (388,524) | (28,024) | 469,577 | |
Beginning balance at Dec. 31, 2018 | 287,433 | 287,433 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 101,140 | ||||||
Tax benefit or Translation adjustment related to adoption of ASU (ASU 2018-02 [Member]) at Sep. 30, 2019 | 2,700 | ||||||
Tax benefit or Translation adjustment related to adoption of ASU at Sep. 30, 2019 | (2,707) | ||||||
Ending balance at Sep. 30, 2019 | 514 | 900,247 | (16,763) | (534,403) | (38,117) | 311,478 | |
Ending balance at Sep. 30, 2019 | 279,352 | 279,352 | |||||
Beginning balance at Mar. 31, 2019 | 514 | 899,164 | (15,687) | (412,905) | (30,622) | 440,464 | |
Beginning balance at Mar. 31, 2019 | 291,115 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 49,383 | (3,099) | 49,383 | ||||
Adjustment of noncontrolling interest to redemption value | (10,293) | 10,293 | (10,293) | ||||
Other comprehensive income (loss), net of income taxes | 98 | 98 | |||||
Payment of dividends | 93 | (46,593) | (46,500) | ||||
Distribution from consolidated joint venture | (10,591) | ||||||
Restricted stock units and stock options surrendered | (63) | (63) | |||||
Stock-based compensation expense | 1,935 | 1,935 | |||||
Ending balance at Jun. 30, 2019 | 514 | 901,129 | (15,687) | (420,408) | (30,524) | 435,024 | |
Ending balance at Jun. 30, 2019 | 287,718 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 22,349 | (1,459) | 22,349 | ||||
Adjustment of noncontrolling interest to redemption value | (90,877) | 90,877 | (90,877) | ||||
Tax benefit or Translation adjustment related to adoption of ASU (ASU 2018-02 [Member]) at Sep. 30, 2019 | 2,700 | ||||||
Tax benefit or Translation adjustment related to adoption of ASU at Sep. 30, 2019 | (2,707) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Other comprehensive income (loss), net of income taxes | (7,593) | (7,593) | |||||
Purchase of additional ownership interest in consolidated joint venture | (2,899) | (2,582) | (2,899) | ||||
Payment of dividends | 135 | (1,076) | (45,467) | (46,408) | |||
Exercise of stock options | 71 | 71 | |||||
Distribution from consolidated joint venture | (95,202) | ||||||
Restricted stock units and stock options surrendered | (90) | (90) | |||||
Stock-based compensation expense | 1,901 | 1,901 | |||||
Ending balance at Sep. 30, 2019 | $ 514 | $ 900,247 | $ (16,763) | $ (534,403) | $ (38,117) | 311,478 | |
Ending balance at Sep. 30, 2019 | $ 279,352 | $ 279,352 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Basis of Presentation | |
Basis of Presentation | 1. BASIS OF PRESENTATION: On January 1, 2013, Ryman Hospitality Properties, Inc. (“Ryman”) and its subsidiaries (collectively with Ryman, the “Company”) began operating as a real estate investment trust (“REIT”) for federal income tax purposes, specializing in group-oriented, destination hotel assets in urban and resort markets. The Company’s owned assets include a network of upscale, meetings-focused resorts that are managed by Marriott International, Inc. (“Marriott”) under the Gaylord Hotels brand. These resorts, which the Company refers to as the 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”) and the Gaylord National Resort & Convention Center near Washington D.C. (“Gaylord National”). The Company’s other owned hotel assets managed by Marriott include 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. At September 30, 2019, the Company also owns a 62.1% interest in a joint venture (the “Gaylord Rockies joint venture”) that owns the Gaylord Rockies Resort & Convention Center near Denver, Colorado (“Gaylord Rockies”), which opened in December 2018 and is managed by Marriott. As further discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, management has concluded that the Company is the primary beneficiary of this variable interest entity. As such, the Company has consolidated the assets, liabilities and results of operations of the Gaylord Rockies joint venture in the accompanying condensed consolidated financial statements. The portion of the Gaylord Rockies joint venture that the Company does not own is recorded as noncontrolling interest in consolidated joint venture in the accompanying condensed consolidated balance sheet, and any adjustment necessary to reflect the noncontrolling interest at its redemption value is shown in the accompanying condensed consolidated statement of stockholders’ equity. Creditors of the Gaylord Rockies joint venture have no recourse to the general credit of the Company, except with respect to certain limited loan guarantees as discussed in Note 7, “Debt” and Note 13, “Commitments and Contingencies” to the condensed consolidated financial statements included herein. The Company also owns a number of media and entertainment assets, including the Grand Ole Opry, the legendary weekly showcase of country music’s finest performers; the Ryman Auditorium, the storied live music venue and former home of the Grand Ole Opry; WSM-AM, the Opry’s radio home; Ole Red, a brand of Blake Shelton-themed bar, music venue and event spaces, with a flagship location in Nashville that opened in May 2018; and three Nashville-based assets managed by Marriott – Gaylord Springs Golf Links, the Wildhorse Saloon, and the General Jackson Showboat. The condensed consolidated financial statements include the accounts of Ryman and its subsidiaries and have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted from this report pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. In the opinion of management, all adjustments necessary for a fair statement of the results of operations for the interim periods have been included. All adjustments are of a normal, recurring nature. The results of operations for such interim periods are not necessarily indicative of the results for the full year because of seasonal and short-term variations. The Company principally operates, through its subsidiaries and its property managers, as applicable, in the following business segments: Hospitality, Entertainment, and Corporate and Other. Newly Issued Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, “ Leases income statements in a manner similar to previous accounting. The ASU also eliminates the required use of bright-line tests for determining lease classification. The Company adopted this standard as of January 1, 2019 using the modified retrospective approach. Existing leases were recorded at the adoption date and comparative periods were not restated and are presented based on previously existing guidance. The Company also adopted several practical expedients, which allowed the Company to avoid reassessing (i) whether an expired or existing contract meets the definition of a lease; (ii) the lease classification at the adoption date for existing leases; and (iii) whether costs previously capitalized as initial direct costs would continue to be amortized. In addition, the Company elected to adopt a practical expedient that allows the Company to avoid reassessing existing or expired land easements that were not previously accounted for as a lease, as well as a practical expedient that allows the Company to avoid separating nonlease components from lease components and instead to account for each separate lease component and related nonlease component as a single lease component. As permitted, the Company has elected to not apply the recognition requirements of this ASU to short-term leases. Adoption of the new standard resulted in the recording of right-of-use assets and lease liabilities of $100.9 million as of January 1, 2019. However, after consideration of the Company’s previous straight-line lease liability of $100.1 million, as discussed more fully in the Company’s 2018 Annual Report on Form 10-K, the Company recorded $0.8 million in net right-of-use assets related to its operating leases as of January 1, 2019, which are recorded in prepaid expenses and other assets in the accompanying condensed consolidated financial statements. See Note 5, “Property and Equipment,” and Note 9, “Leases,” to the condensed consolidated financial statements included herein for additional disclosures regarding the Company’s leases. In June 2016, the FASB issued ASU No. 2016-13, “ Financial Instruments – Credit Losses – Measurement of Credit Losses on Financial Instruments In August 2017, the FASB issued ASU No. 2017-12, “ Derivatives and Hedging – Targeted Improvements to Accounting for Hedging Activities In February 2018, the FASB issued ASU No. 2018-02, “ Income Statement – Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2019 | |
Revenues | |
Revenues | 2. REVENUES: Revenues from occupied hotel rooms are recognized over time as the daily hotel stay is provided to hotel groups and guests. Revenues from concessions, food and beverage sales, and group meeting services are recognized over the period or at the point in time those goods or services are delivered to the hotel group or guest. Revenues from ancillary services at the Company’s hotels, such as spa, parking, and transportation services, are generally recognized at the time the goods or services are provided. Cancellation fees and attrition fees, which are charged to groups when they do not fulfill the minimum number of room nights or minimum food and beverage spending requirements originally contracted for, are generally recognized as revenue in the period the Company determines it is probable that a significant reversal in the amount of revenue recognized will not occur, which is typically the period these fees are collected. The Company generally recognizes revenues from the Entertainment segment at the point in time that services are provided or goods are delivered or shipped to the customer, as applicable. Almost all of the Company’s revenues are either cash-based or, for meeting and convention groups who meet the Company’s credit criteria, billed and collected on a short-term receivables basis. The Company is required to collect certain taxes from customers on behalf of government agencies and remit these to the applicable governmental entity on a periodic basis. These taxes are collected from customers at the time of purchase but are not included in revenue. The Company records a liability upon collection of such taxes from the customer and relieves the liability when payments are remitted to the applicable governmental agency. The Company’s revenues disaggregated by major source are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Hotel group rooms $ 93,172 $ 69,258 $ 301,932 $ 241,804 Hotel transient rooms 41,778 33,923 109,934 90,686 Hotel food and beverage - banquets 104,961 82,742 354,678 280,729 Hotel food and beverage - outlets 50,212 35,754 144,668 111,759 Hotel other 38,134 27,563 111,684 81,129 Entertainment admissions/ticketing 24,075 19,215 59,658 51,282 Entertainment food and beverage 17,617 14,606 47,504 33,000 Entertainment retail and other 9,838 9,188 28,223 24,164 Total revenues $ 379,787 $ 292,249 $ 1,158,281 $ 914,553 The Company’s Hospitality segment revenues disaggregated by location are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Gaylord Opryland $ 90,186 $ 80,591 $ 278,131 $ 258,251 Gaylord Palms 40,854 38,901 148,127 147,071 Gaylord Texan 66,508 62,826 207,873 179,794 Gaylord National 59,128 60,304 202,886 200,747 Gaylord Rockies 64,949 — 165,628 — AC Hotel 2,882 2,496 8,631 8,378 Inn at Opryland and other 3,750 4,122 11,620 11,866 Total Hospitality segment revenues $ 328,257 $ 249,240 $ 1,022,896 $ 806,107 The majority of the Company’s Entertainment segment revenues are concentrated in Nashville, Tennessee. The Company records deferred revenues when cash payments are received in advance of its performance obligations, primarily related to advanced deposits on hotel rooms in its Hospitality segment and advanced ticketing in its Entertainment segment. At September 30, 2019 and December 31, 2018, the Company had $84.7 million and $69.3 million, respectively, in deferred revenues, which are included in accounts payable and accrued liabilities in the accompanying condensed consolidated balance sheets. Of the amount outstanding at December 31, 2018, approximately $52.7 million was recognized in revenue during the nine months ended September 30, 2019. |
Income Per Share
Income Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Income Per Share | |
Income Per Share | 3. INCOME PER SHARE: The weighted average number of common shares outstanding is calculated as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Weighted average shares outstanding - basic 51,444 51,325 51,411 51,281 Effect of dilutive stock-based compensation 125 194 152 195 Effect of dilutive put rights 263 — 263 — Weighted average shares outstanding - diluted 51,832 51,519 51,826 51,476 As more fully discussed in Note 13, “Commitments and Contingencies,” to the condensed consolidated financial statements included herein, certain affiliates of Ares Management, L.P. (“Ares”) each have a put right to require the Company to purchase their joint venture interests in the Gaylord Rockies joint venture in consideration of cash or operating partnership units (“OP Units”) of RHP Hotel Properties, LP (the “Operating Partnership”). Any OP Units issued by the Operating Partnership to the certain affiliates of Ares will be redeemable at the option of the holders thereof for shares of the Company’s common stock on a one-for-one basis, subject to certain adjustments. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2019 | |
Accumulated Other Comprehensive Loss | |
Accumulated Other Comprehensive Loss | 4. ACCUMULATED OTHER COMPREHENSIVE LOSS: The Company’s balance in accumulated other comprehensive loss is comprised of amounts related to the Company’s minimum pension liability discussed in Note 11, “Pension and Postretirement Benefits Other Than Pension Plans,” interest rate derivatives designated as a cash flow hedge of the Gaylord Rockies joint venture’s outstanding term loan discussed in Note 7, “Debt,” and amounts related to an other-than-temporary impairment of a held-to-maturity investment with respect to the notes receivable discussed in Note 6, “Notes Receivable,” to the condensed consolidated financial statements included herein, and Note 3, “Notes Receivable,” to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. Changes in accumulated other comprehensive loss by component for the nine months ended September 30, 2019 and 2018 consisted of the following (in thousands): Other-Than- Minimum Temporary Pension Impairment of Interest Rate Liability Investment Derivatives Total Balance, December 31, 2018 $ (21,814) $ (6,210) $ — $ (28,024) Losses arising during period (5,164) — (3,789) (8,953) Amounts reclassified from accumulated other comprehensive loss 1,635 249 (1,197) 687 Income tax benefit 880 — — 880 Net other comprehensive income (loss) (2,649) 249 (4,986) (7,386) Transition adjustment related to adoption of ASU 2018-02 (see Note 1) (2,707) — — (2,707) Balance, September 30, 2019 $ (27,170) $ (5,961) $ (4,986) $ (38,117) Other-Than- Minimum Temporary Pension Impairment of Interest Rate Liability Investment Derivatives Total Balance, December 31, 2017 $ (20,149) $ (6,543) $ — $ (26,692) Gains arising during period 3,439 — — 3,439 Amounts reclassified from accumulated other comprehensive loss 990 249 — 1,239 Income tax expense (1,077) — — (1,077) Net other comprehensive income 3,352 249 — 3,601 Balance, September 30, 2018 $ (16,797) $ (6,294) $ — $ (23,091) |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2019 | |
Property and Equipment | |
Property and Equipment | 5. PROPERTY AND EQUIPMENT: Property and equipment, including right-of-use finance lease assets, at September 30, 2019 and December 31, 2018 is recorded at cost (except for right-of-use finance lease assets) and summarized as follows (in thousands): September 30, December 31, 2019 2018 Land and land improvements $ 348,867 $ 347,654 Buildings 3,427,468 3,379,041 Furniture, fixtures and equipment 963,901 913,528 Right-of-use finance lease assets 1,613 — Construction-in-progress 56,021 48,295 4,797,870 4,688,518 Accumulated depreciation and amortization (1,666,505) (1,539,423) Property and equipment, net $ 3,131,365 $ 3,149,095 |
Notes Receivable
Notes Receivable | 9 Months Ended |
Sep. 30, 2019 | |
Notes Receivable | |
Notes Receivable | 6. NOTES RECEIVABLE: As further discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, in connection with the development of Gaylord National, the Company is currently holding two issuances of governmental bonds with a total carrying value of $107.5 million and $111.0 million at September 30, 2019 and December 31, 2018, respectively. The Company receives debt service and principal payments thereon, payable from property tax increments, hotel taxes and special hotel rental taxes generated from Gaylord National through the maturity dates of July 1, 2034 and September 1, 2037, respectively. The Company records interest income over the life of the notes using the effective interest method. During the three months ended September 30, 2019 and 2018, the Company recorded interest income of $2.5 million and $2.6 million, respectively, on these bonds. During the nine months ended September 30, 2019 and 2018, the Company recorded interest income of $7.7 million and $7.9 million, respectively, on these bonds. The Company received payments of $11.3 million and $10.9 million during the nine months ended September 30, 2019 and 2018, respectively, relating to these bonds. As further discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, in connection with the development of certain infrastructure adjacent to Gaylord Rockies, at December 31, 2018, the Gaylord Rockies joint venture was holding two issuances of governmental bonds with a carrying value of $11.2 million, including interest. The debt service and principal payments on such bonds were payable from tax increments and special hotel rental taxes generated from the surrounding development through the maturity dates of December 1, 2030 and December 1, 2040, respectively. In April 2019, these bonds were redeemed by the issuer, and the joint venture received the outstanding principal and interest, which resulted in no impact to the Company’s condensed consolidated statement of operations for the nine months ended September 30, 2019. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Debt | 7. DEBT: The Company’s debt and finance lease obligations at September 30, 2019 and December 31, 2018 consisted of (in thousands): September 30, December 31, 2019 2018 $700M Revolving Credit Facility, interest at LIBOR plus 1.80%, maturing May 23, 2021, less unamortized deferred financing costs of $4,570 and $6,542 $ 218,430 $ 518,458 $200M Term Loan A, interest at LIBOR plus 1.75%, maturing May 23, 2022, less unamortized deferred financing costs of $960 and $1,220 199,040 198,780 $500M Term Loan B, interest at LIBOR plus 2.00%, maturing May 11, 2024, less unamortized deferred financing costs of $4,637 and $5,307 482,863 485,943 $350M Senior Notes, interest at 5.0%, original maturity April 15, 2021, less unamortized deferred financing costs of $0 and $2,385 — 347,615 $400M Senior Notes, interest at 5.0%, maturing April 15, 2023, less unamortized deferred financing costs of $3,441 and $4,097 396,559 395,903 $500M Senior Notes, interest at 4.75%, maturing October 15, 2027, less unamortized deferred financing costs of $8,385 and $0 491,615 — $800M Term Loan (Gaylord Rockies joint venture), interest at LIBOR plus 2.50%, maturing July 2, 2023, less unamortized deferred financing costs of $8,546 and $0 791,454 — $500M Construction Loan (Gaylord Rockies joint venture), original maturity December 18, 2019, less unamortized deferred financing costs of $0 and $1,807 — 457,090 $39M Mezzanine Loan (Gaylord Rockies joint venture), original maturity December 18, 2019, less unamortized deferred financing costs of $0 and $227 — 37,488 Finance lease obligations 1,351 618 Total debt $ 2,581,312 $ 2,441,895 Amounts due within one year consist of the amortization payments for the $500 million term loan B of 1.0% of the original principal balance, as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. At September 30, 2019, the Company was in compliance with all of its covenants related to its outstanding debt. See Note 17, “Subsequent Events,” for discussion of October 2019 refinancing of the Company’s $700 million revolving credit facility and $200 million term loan A. $500 Million 4.75% Senior Notes Due 2027 In September 2019, the Operating Partnership and RHP Finance Corporation, a Delaware corporation and wholly-owned subsidiary of the Operating Partnership (“Finco”), completed the private placement of $500.0 million in aggregate principal amount of senior notes due 2027 (the “$500 Million 4.75% Senior Notes”), which are guaranteed by the Company and its subsidiaries that guarantee the Credit Agreement. The $500 Million 4.75% Senior Notes and guarantees were issued pursuant to an indenture by and among the issuing subsidiaries and the guarantors and U.S. Bank National Association as trustee. The $500 Million 4.75% Senior Notes have a maturity date of October 15, 2027 and bear interest at 4.75% per annum, payable semi-annually in cash in arrears on April 15 and October 15 of each year, beginning on April 15, 2020. The $500 Million 4.75% Senior Notes are general unsecured and unsubordinated obligations of the issuing subsidiaries and rank equal in right of payment with such subsidiaries’ existing and future senior unsecured indebtedness and senior in right of payment to future subordinated indebtedness, if any. The $500 Million 4.75% Senior Notes are effectively subordinated to the issuing subsidiaries’ secured indebtedness to the extent of the value of the assets securing such indebtedness. The guarantees rank equally in right of payment with the applicable guarantor’s existing and future senior unsecured indebtedness and senior in right of payment to any future subordinated indebtedness of such guarantor. The $500 Million 4.75% Senior Notes are effectively subordinated to any secured indebtedness of any guarantor to the extent of the value of the assets securing such indebtedness and structurally subordinated to all indebtedness and other obligations of the Operating Partnership’s subsidiaries that do not guarantee the $500 Million 4.75% Senior Notes. The $500 Million 4.75% Senior Notes are redeemable before October 15, 2022, in whole or in part, at 100.00% of the principal amount thereof, plus accrued and unpaid interest thereon to, but not including, the redemption date plus a make-whole redemption premium. The $500 Million 4.75% Senior Notes will be redeemable, in whole or in part, at any time on or after October 15, 2022 at a redemption price expressed as a percentage of the principal amount thereof, which percentage is 103.563%, 102.375%, 101.188%, and 100.00% beginning on October 15 of 2022, 2023, 2024, and 2025, respectively, plus accrued and unpaid interest thereon to, but not including, the redemption date. In connection with the issuance of the $500 Million 4.75% Senior Notes, the Company entered into a registration rights agreement that requires it to complete a registered offer to exchange the $500 Million 4.75% Senior Notes for registered notes with substantially identical terms as the $500 Million 4.75% Senior Notes on or before September 18, 2020. The net proceeds from the issuance of the $500 Million 4.75% Senior Notes totaled approximately $493 million, after deducting the initial purchasers’ discounts, commissions and offering expenses. The Company used substantially all of these proceeds to repurchase a portion of the $350 Million 5% Senior Notes due 2021 (the “$350 Million 5% Senior Notes”) validly tendered and accepted for purchase pursuant to the Company’s previously announced cash tender offer, redeem the remaining portion of the $350 Million 5% Senior Notes, as discussed below, and to repay a portion of the amounts outstanding under the Company’s revolving credit facility. See Note 17, “Subsequent Events,” for discussion regarding additional notes issued pursuant to the indenture governing the $500 Million 4.75% Senior Notes in October 2019. $350 Million 5% Senior Notes Due 2021 In September 2019, the Company commenced a cash tender offer for any and all outstanding $350 Million 5% Senior Notes at a redemption price of $1,002.50 per $1,000 principal amount. Pursuant to the tender offer, $197.5 million aggregate principal amount of the $350 Million 5% Senior Notes were validly tendered. As a result of the Company’s purchase of tendered $350 Million 5% Senior Notes, the Company recognized a loss on extinguishment of debt of $0.5 million in the three months and nine months ended September 30, 2019. The Company used a portion of the proceeds from the issuance of the $500 Million 4.75% Senior Notes to fund the tender offer. In accordance with the indenture governing the $350 Million 5% Senior Notes, subsequent to expiration of the tender offer, in September 2019 the Company gave irrevocable notice of the redemption of all remaining $350 Million 5% Senior Notes not tendered in the tender offer and irrevocably deposited with the trustee for the $350 Million 5% Senior Notes an amount sufficient to pay the redemption price of the $350 Million 5% Senior Notes called for redemption at that date, including interest. Accordingly, the $350 Million 5% Senior Notes are no longer reflected in the accompanying condensed consolidated balance sheet at September 30, 2019. The Company used a portion of the proceeds from the issuance of the $500 Million 4.75% Senior Notes to fund the redemption. As a result of the refinancing of the $350 Million 5% Senior Notes, the Company wrote off $1.7 million of unamortized deferred financing costs, which are recorded as interest expense in the accompanying condensed consolidated financial statements for the three and nine months ended September 30, 2019. $800 Million Term Loan (Gaylord Rockies Joint Venture) On July 2, 2019, Aurora Convention Center Hotel, LLC and Aurora Convention Center Hotel Lessee, LLC, subsidiaries of the entities comprising the Gaylord Rockies joint venture, entered into a Second Amended and Restated Loan Agreement (the “Gaylord Rockies Loan”) with Wells Fargo Bank, National Association, as administrative agent, which refinanced the Gaylord Rockies joint venture’s existing $500 million construction loan and $39 million mezzanine loan, which were scheduled to mature in December 2019. The Gaylord Rockies Loan consists of an $800.0 million secured term loan facility and also includes the option for an additional $80.0 million of borrowing capacity should the Gaylord Rockies joint venture decide to pursue a future expansion of Gaylord Rockies. The Gaylord Rockies Loan matures July 2, 2023 with three, one-year extension options, subject to certain requirements in the Gaylord Rockies Loan, and bears interest at LIBOR plus 2.50%. Simultaneous with closing, the Gaylord Rockies joint venture entered into an interest rate swap to fix the LIBOR portion of the interest rate at 1.65% for the first three years of the loan. The Company has designated this interest rate swap as an effective cash flow hedge. The proceeds from the Gaylord Rockies Loan were used by the Gaylord Rockies joint venture to repay the previously outstanding $500 million construction loan and $39 million mezzanine loan, and, after payment of expenses, the Gaylord Rockies joint venture distributed the excess proceeds to the owners of the Gaylord Rockies joint venture pro rata in proportion to their interests therein. The noncontrolling interest owners received a distribution of approximately $95 million, and the Company received a distribution of approximately $153 million, which was used to repay a portion of the outstanding indebtedness under the Company’s $700 million revolving credit facility. The Gaylord Rockies Loan is secured by a deed of trust lien on the Gaylord Rockies real estate and related assets. The Company and an affiliate of RIDA each entered into limited repayment and carry guaranties that, in the aggregate, guarantee repayment of 10% of the principal debt, together with interest and operating expenses, which are to be released once the Gaylord Rockies joint venture achieves a certain debt service coverage threshold as defined in the Gaylord Rockies Loan. Generally, the Gaylord Rockies Loan is non-recourse to the Company, subject to (i) those limited guaranties, (ii) a completion guaranty in the event the expansion is pursued and (iii) customary non-recourse carve-outs. As a result of the refinancing, the Gaylord Rockies joint venture wrote off $1.1 million of unamortized deferred financing costs, which are recorded as interest expense in the accompanying condensed consolidated financial statements for the three and nine months ended September 30, 2019. Interest Rate Derivatives The Company may enter into interest rate swap agreements to hedge against interest rate fluctuations. The Gaylord Rockies joint venture has entered into an interest rate swap to manage interest rate risk associated with the Gaylord Rockies Loan. The Gaylord Rockies joint venture has designated this swap as a cash flow hedge whereby the joint venture receives variable-rate amounts in exchange for fixed-rate payments over the life of the agreement without exchange of the underlying principal amount. Neither the Company nor the Gaylord Rockies joint venture use derivatives for trading or speculative purposes and currently do not hold any derivatives that are not designated as hedges. For derivatives designated as and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive loss and subsequently reclassified to interest expense in the same period during which the hedged transaction affects earnings. These amounts reported in accumulated other comprehensive loss will be reclassified to interest expense as interest payments are made on the related variable-rate debt. The Company estimates that an immaterial amount will be reclassified from accumulated other comprehensive loss to interest expense in the next twelve months. At September 30, 2019, the Gaylord Rockies joint venture had one outstanding interest rate swap in the notional amount of $800.0 million that matures in August 2022. The Company had no derivative assets at September 30, 2019 or December 31, 2018. The fair value of the Company’s derivative liabilities, as well as their classification on the accompanying condensed consolidated balance sheets, at September 30, 2019 and December 31, 2018 is as follows (in thousands): Derivative Liabilities Balance Sheet September 30, December 31, Location 2019 2018 Derivatives designated as hedging instruments: Interest rate swap Other liabilities $ 4,986 $ — Total derivatives $ 4,986 $ — The effect of the Company’s derivative financial instruments on the accompanying condensed consolidated statements of operations for the respective periods is as follows (in thousands): Amount of Gain (Loss) Amount of Gain (Loss) Recognized in OCI Reclassified from Accumulated on Derivative Location of Gain (Loss) OCI into Income (Expense) Three Months Ended Reclassified from Three Months Ended September 30, Accumulated OCI September 30, 2019 2018 into Income (Expense) 2019 2018 Derivatives in Cash Flow Hedging Relationships: Interest rate swap $ (3,789) $ — Interest expense $ 1,197 $ — Total derivatives $ (3,789) $ — $ 1,197 $ — Amount of Gain (Loss) Amount of Gain (Loss) Recognized in OCI on Reclassified from Accumulated Derivative Location of Gain (Loss) OCI into Income (Expense) Nine Months Ended Reclassified from Nine Months Ended September 30, Accumulated OCI September 30, 2019 2018 into Income (Expense) 2019 2018 Derivatives in Cash Flow Hedging Relationships: Interest rate swap $ (3,789) $ — Interest expense $ 1,197 $ — Total derivatives $ (3,789) $ — $ 1,197 $ — Reclassifications from accumulated other comprehensive loss for interest rate swaps are shown in the table above and included in interest expense. Total consolidated interest expense for the three months ended September 30, 2019 and 2018 was $35.3 million and $19.2 million, respectively, and for the nine months ended September 30, 2019 and 2018 was $100.8 million and $55.6 million, respectively. At September 30, 2019, the fair value of derivatives in a net liability position including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $5.1 million. As of September 30, 2019, the Company has not posted any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at the aggregate termination value of $5.1 million. In addition, the Company has an agreement with its derivative counterparty that contains a provision whereby the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness. See Note 17, “Subsequent Events,” for discussion of interest rate swaps entered into in October 2019 related to the Company’s $500 million term loan B. |
Deferred Management Rights Proc
Deferred Management Rights Proceeds | 9 Months Ended |
Sep. 30, 2019 | |
Deferred Management Rights Proceeds | |
Deferred Management Rights Proceeds | 8. DEFERRED MANAGEMENT RIGHTS PROCEEDS: On October 1, 2012, the Company consummated its agreement to sell the Gaylord Hotels brand and rights to manage the Gaylord Hotels properties (the “Management Rights”) to Marriott for $210.0 million in cash. Effective October 1, 2012, Marriott assumed responsibility for managing the day-to-day operations of the Gaylord Hotels properties pursuant to a management agreement for each Gaylord Hotel property. The Company allocated $190.0 million of the purchase price to the Management Rights, based on the Company’s estimates of the fair values for the respective components. For financial accounting purposes, the amount related to the Management Rights was deferred and is amortized on a straight line basis over the 65-year term of the hotel management agreements, including extensions, as a reduction in management fee expense. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases | |
Leases | 9. LEASES: The Company is a lessee of a 65.3 acre site in Osceola County, Florida on which Gaylord Palms is located, building or land leases for Ole Red Gatlinburg, Ole Red Orlando and Ole Red Tishomingo, various warehouse, general office and other equipment leases. The Gaylord Palms land lease has a term through 2074 , which may be extended through January 2101, at the Company’s discretion. The leases for Ole Red locations range from five to ten years , with renewal options ranging from one to forty years , at the Company’s discretion. Extension options are not considered reasonably assured and thus are not included in the Company’s calculation of its right-of-use assets and lease liabilities. The terms of the Gaylord Palms lease include variable lease payments based upon net revenues at Gaylord Palms and certain other of the Company’s leases include rental payments adjusted periodically for inflation. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. As the discount rate implicit in the Company’s operating leases is not readily determinable, the Company applied judgments related to the determination of the discount rates used to calculate the lease liability as required by Accounting Standards Codification Topic 842, “ Leases The Company’s lease costs for the three months and nine months ended September 30, 2019 are as follows (in thousands): Three Months Ended Nine Months Ended Operating lease cost $ 3,167 $ 9,742 Finance lease cost: Amortization of right-of-use assets 43 120 Interest on lease liabilities 18 49 Net lease cost $ 3,228 $ 9,911 Lease expense for operating leases for the three months and nine months ended September 30, 2018 was $3.9 million and $10.5 million, respectively. Future minimum lease payments under non-cancelable leases at September 30, 2019 are as follows (in thousands): Operating Finance Leases Leases Year 1 $ 6,159 $ 260 Year 2 6,206 260 Year 3 5,942 241 Year 4 5,973 232 Year 5 5,823 60 Years thereafter 575,562 609 Total future minimum lease payments 605,665 1,662 Less amount representing interest (499,801) (311) Total present value of minimum payments $ 105,864 $ 1,351 The remaining lease term and discount rate for the Company’s leases are as follows: Weighted-average remaining lease term: Operating leases 51.1 years Finance leases 10.2 years Weighted-average discount rate: Operating leases 6.8 % Finance leases 4.0 % |
Stock Plans
Stock Plans | 9 Months Ended |
Sep. 30, 2019 | |
Stock Plans | |
Stock Plans | 10. STOCK PLANS: During the nine months ended September 30, 2019, the Company granted 0.1 million restricted stock units with a weighted-average grant date fair value of $89.38 per unit. There were 0.3 million and 0.4 million restricted stock units outstanding at September 30, 2019 and December 31, 2018, respectively. The compensation expense that has been charged against pre-tax income for all of the Company’s stock-based compensation plans was $1.9 million for each of the three months ended September 30, 2019 and 2018, and $5.9 million and $5.8 million for the nine months ended September 30, 2019 and 2018, respectively. |
Pension and Postretirement Bene
Pension and Postretirement Benefits Other Than Pension Plans | 9 Months Ended |
Sep. 30, 2019 | |
Pension and Postretirement Benefits Other Than Pension Plans | |
Pension and Postretirement Benefits Other Than Pension Plans | 11. PENSION AND POSTRETIREMENT BENEFITS OTHER THAN PENSION PLANS: Net periodic pension expense reflected in other gains and (losses), net in the accompanying condensed consolidated statements of operations included the following components for the respective periods (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Interest cost $ 798 $ 808 $ 2,554 $ 2,422 Expected return on plan assets (935) (1,087) (2,822) (3,259) Amortization of net actuarial loss 293 259 866 778 Net settlement loss 1,577 1,004 1,577 1,004 Total net periodic pension expense $ 1,733 $ 984 $ 2,175 $ 945 As a result of increased lump-sum distributions from the Company’s qualified retirement plan during 2019 and 2018, net settlement losses of $1.6 million and $1.0 million were recognized in the three months and nine months ended September 30, 2019 and 2018, respectively. In addition, the increase in lump-sum distributions required the Company to re-measure its liability under its pension plan as of August 31, 2019. As a result of the re-measurement, as well as a decrease in the pension plan’s assumed discount rate from 3.95% at December 31, 2018 to 2.63% at August 31, 2019, the Company recorded a $5.2 million increase in its liability under the pension plan and a corresponding increase in accumulated other comprehensive loss in the accompanying condensed consolidated balance sheet at September 30, 2019. Net postretirement benefit income reflected in other gains and (losses), net in the accompanying condensed consolidated statements of operations included the following components for the respective periods (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Interest cost $ 26 $ 24 $ 76 $ 72 Amortization of net actuarial loss 55 64 178 193 Amortization of prior service credit (329) (329) (986) (986) Total net postretirement benefit income $ (248) $ (241) $ (732) $ (721) |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Taxes | |
Income Taxes | 12. INCOME TAXES: The Company has elected to be taxed as a REIT effective January 1, 2013, pursuant to the U.S. Internal Revenue Code of 1986, as amended. As a REIT, generally the Company will not be subject to federal corporate income taxes on ordinary taxable income and capital gains income from real estate investments that it distributes to its stockholders. The Company will continue to be required to pay federal and state corporate income taxes on earnings of its taxable REIT subsidiaries. The Company recorded an income tax provision of $3.5 million and $1.9 million for the three months ended September 30, 2019 and 2018, respectively, and $13.7 million and $9.7 million for the nine months ended September 30, 2019 and 2018, respectively. These results differ from the statutory rate primarily due to the REIT dividends paid deduction. At September 30, 2019 and December 31, 2018, the Company had no unrecognized tax benefits. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | 13. COMMITMENTS AND CONTINGENCIES: Pursuant to the Gaylord Rockies joint venture agreements, certain affiliates of Ares each have a put right to require the Company to purchase their joint venture interests at a defined appraised value during an annual window period or under certain other circumstances (which joint venture interests are not currently redeemable) in consideration of cash or OP Units of the Operating Partnership. Such OP Units have economic terms that are substantially similar to shares of the Company’s common stock. Any OP Units issued by the Operating Partnership to the Ares affiliates will be redeemable at the option of the holders thereof for shares of the Company’s common stock on a one-for-one basis, subject to certain adjustments. Affiliates of RIDA Development Corporation (“RIDA”) also have a put right at a defined appraised value for cash, which will become exercisable at the earlier of December 31, 2023 or the date on which a certain change of control of RIDA occurs. In connection with its investment in the Gaylord Rockies joint venture, the Company and an affiliate of RIDA each entered limited repayment and carry guaranties that, in the aggregate, guarantee repayment of 10% of the principal debt, together with interest and operating expenses, which are to be released once the Gaylord Rockies joint venture achieves a certain debt service coverage threshold as defined in the Gaylord Rockies Loan. Generally, the Gaylord Rockies Loan is non-recourse to the Company, subject to (i) those limited guaranties, (ii) a completion guaranty in the event a property expansion is pursued, and (iii) customary non-recourse carve-outs. In April 2019, a subsidiary of the Company entered into a joint venture with Gray Television, Inc. to create and distribute a linear multicast and over-the-top channel dedicated to the country music lifestyle (“New Country Ventures”). The Company acquired a 50% equity interest in this joint venture for an initial capital contribution of $2.0 million. In addition, the joint venture agreement requires the Company to contribute up to an additional $13.0 million through December 31, 2021. The Company accounts for its investment in this joint venture under the equity method of accounting. The Company has entered into employment agreements with certain officers, which provide for severance payments upon certain events, including certain terminations in connection with a change of control. The Company, in the ordinary course of business, is involved in certain legal actions and claims on a variety of matters. It is the opinion of management that such contingencies will not have a material effect on the financial statements of the Company. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity | |
Stockholders' Equity | 14. STOCKHOLDERS’ EQUITY: On February 26, 2019, the Company’s board of directors declared the Company’s first quarter 2019 cash dividend in the amount of $0.90 per share of common stock, or an aggregate of approximately $46.3 million in cash, which was paid on April 15, 2019 to stockholders of record as of the close of business on March 29, 2019. On June 18, 2019, the Company’s board of directors declared the Company’s second quarter 2019 cash dividend in the amount of $0.90 per share of common stock, or an aggregate of approximately $46.3 million in cash, which was paid on July 15, 2019 to stockholders of record as of the close of business on June 28, 2019. On September 16, 2019, the Company’s board of directors declared the Company’s third quarter 2019 cash dividend in the amount of $0.90 per share of common stock, or an aggregate of approximately $46.3 million in cash, which was paid on October 15, 2019 to stockholders of record as of the close of business on September 30, 2019. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Measurements | |
Fair Value Measurements | 15. FAIR VALUE MEASUREMENTS: The Company uses a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. At September 30, 2019 and December 31, 2018, the Company held certain assets and liabilities that are required to be measured at fair value on a recurring basis. These included the Company’s investments held in conjunction with the Company’s non-qualified contributory deferred compensation plan and the Gaylord Rockies joint venture’s derivative instruments related to interest rates discussed in Note 7, “Debt.” The investments held by the Company in connection with its deferred compensation plan consist of mutual funds traded in an active market. The Company determined the fair value of these mutual funds based on the net asset value per unit of the funds or the portfolio, which is based upon quoted market prices in an active market. Therefore, the Company has categorized these investments as Level 1. The Gaylord Rockies joint venture’s interest rate derivative instrument consists of over-the-counter swap contracts, which are not traded on a public exchange. The Gaylord Rockies joint venture determines the fair value of these swap contracts based on a widely accepted valuation methodology of netting the discounted future fixed cash flows and the discounted expected variable cash flows, using interest rates derived from observable market interest rate curves and volatilities, with appropriate adjustments for any significant impact of non-performance risk of the parties to the swap contracts. Therefore, the Gaylord Rockies joint venture has categorized these swap contracts as Level 2. The Company has consistently applied the above valuation techniques in all periods presented and believes it has obtained the most accurate information available for each type of instrument. The Company’s assets and liabilities measured at fair value on a recurring basis at September 30, 2019 and December 31, 2018, were as follows (in thousands): Markets for Observable Unobservable September 30, Identical Assets Inputs Inputs 2019 (Level 1) (Level 2) (Level 3) Deferred compensation plan investments $ 27,827 $ 27,827 $ — $ — Total assets measured at fair value $ 27,827 $ 27,827 $ — $ — Variable to fixed interest rate swaps $ 4,986 $ — $ 4,986 $ — Total liabilities measured at fair value $ 4,986 $ — $ 4,986 $ — Markets for Observable Unobservable December 31, Identical Assets Inputs Inputs 2018 (Level 1) (Level 2) (Level 3) Deferred compensation plan investments $ 24,687 $ 24,687 $ — $ — Total assets measured at fair value $ 24,687 $ 24,687 $ — $ — Total liabilities measured at fair value $ — $ — $ — $ — The remainder of the assets and liabilities held by the Company at September 30, 2019 are not required to be recorded at fair value, and the carrying value of these assets and liabilities approximate fair value. |
Financial Reporting By Business
Financial Reporting By Business Segments | 9 Months Ended |
Sep. 30, 2019 | |
Financial Reporting By Business Segments | |
Financial Reporting By Business Segments | 16. FINANCIAL REPORTING BY BUSINESS SEGMENTS: The Company’s operations are organized into three principal business segments: ● Hospitality , which includes Gaylord Opryland, Gaylord Palms, Gaylord Texan, Gaylord National, the Inn at Opryland, the AC Hotel, and the Company’s investment in the Gaylord Rockies joint venture (which is consolidated below beginning January 1, 2019); ● Entertainment , which includes the Grand Ole Opry, the Ryman Auditorium, WSM-AM, Ole Red, the Company’s equity investment in New Country Ventures, and the Company’s Nashville-based attractions; and ● Corporate and Other , which includes the Company’s corporate expenses. The following information is derived directly from the segments’ internal financial reports used for corporate management purposes (amounts in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Revenues: Hospitality $ 328,257 $ 249,240 $ 1,022,896 $ 806,107 Entertainment 51,530 43,009 135,385 108,446 Corporate and Other — — — — Total $ 379,787 $ 292,249 $ 1,158,281 $ 914,553 Depreciation and amortization: Hospitality $ 50,445 $ 27,946 $ 150,909 $ 81,379 Entertainment 3,132 2,613 8,441 6,885 Corporate and Other 421 435 1,210 1,391 Total $ 53,998 $ 30,994 $ 160,560 $ 89,655 Operating income: Hospitality $ 52,116 $ 43,518 $ 191,563 $ 175,213 Entertainment 14,376 9,069 34,222 20,614 Corporate and Other (9,825) (7,647) (27,728) (24,572) Preopening costs (1) (164) (300) (2,274) (3,972) Impairment charges (2) — (4,540) — (4,540) Total operating income 56,503 40,100 195,783 162,743 Interest expense (35,261) (19,220) (100,840) (55,574) Interest income 2,878 2,678 8,756 8,197 Loss from extinguishment of debt (494) — (494) — Loss from joint ventures (308) (985) (475) (2,227) Other gains and (losses), net 1,109 1,881 857 2,085 Income before income taxes $ 24,427 $ 24,454 $ 103,587 $ 115,224 (1) Preopening costs for the three months ended September 30, 2019 relate to the Entertainment segment. Preopening costs for the three months ended September 30, 2018 include $0.2 million and $0.1 million for the Hospitality and Entertainment segments, respectively. Preopening costs for the nine months ended September 30, 2019 include $0.6 million and $1.6 million for the Hospitality and Entertainment segments, respectively. Preopening costs for the nine months ended September 30, 2018 include $2.2 million and $1.7 million for the Hospitality and Entertainment segments, respectively. (2) Impairment charges for the 2018 periods relate to the Entertainment segment. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events | |
Subsequent Events | 17. SUBSEQUENT EVENTS: On October 31, 2019, the Company entered into a Sixth Amended and Restated Credit Agreement among the Company, as guarantor, the Operating Partnership, as borrower, certain other subsidiaries of the Company party thereto, as guarantors, certain subsidiaries of the Company party thereto, as pledgors, the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent, which amended and restated the Company’s existing credit facility. As amended, the maturity dates for the Company’s $700 million revolving credit facility and $200 million term loan A were extended to March 31, 2024 and March 31, 2025, respectively. In addition, the $200 million term loan A portion of the facility was increased to $300 million, and the accordion feature related to the facility was increased from $500 million to $600 million. Further, the applicable margin on the interest rate for the revolving credit facility and the term loan A portions of the credit facility were decreased. There were no changes to the terms of the $500 million term loan B portion of the credit facility. The net proceeds of the increase in the term loan A, after deducting initial transaction expenses payable at closing, totaled approximately $94 million and, along with cash on hand, were used to repay $100 million of the outstanding indebtedness under the $500 million term loan B. In October 2019, the Company entered into four interest rate swaps related to the Company’s $500 million term loan B and has designated these swaps as effective cash flow hedges whereby the Company receives variable-rate amounts in exchange for fixed-rate payments over the life of the agreement without exchange of the underlying principal amount. The total notional amount of these interest rate swaps is $350.0 million, and they each mature in 2023. In October 2019, the Operating Partnership and Finco completed a tack-on private placement of $200.0 million in aggregate principal amount of 4.75% senior notes due 2027 (the “additional 2027 notes”) at an issue price of 101.250% of their aggregate principal amount plus accrued interest from the September 19, 2019 issue date for the $500 Million 4.75% Senior Notes. The additional 2027 notes and the $500 Million 4.75% Senior Notes will constitute a single class of securities (collectively, the “$700 Million 4.75% Senior Notes”). All other terms and conditions of the additional 2027 notes are identical to the $500 Million 4.75% Senior Notes. The net proceeds of the additional 2027 notes totaled approximately $199 million, after deducting the initial purchasers’ discounts, commissions and offering expenses. The Company used substantially all of these proceeds to repay a portion of the amounts outstanding under the Company’s revolving credit facility. |
Information Concerning Guaranto
Information Concerning Guarantor and Non-Guarantor Subsidiaries | 9 Months Ended |
Sep. 30, 2019 | |
Information Concerning Guarantor and Non-Guarantor Subsidiaries | |
Information Concerning Guarantor and Non-Guarantor Subsidiaries | 18. INFORMATION CONCERNING GUARANTOR AND NON-GUARANTOR SUBSIDIARIES: The $350 Million 5% Senior Notes, the $400 Million 5% Senior Notes, and the $700 Million 4.75% Senior Notes were each issued by the Operating Partnership and Finco and are guaranteed on a senior unsecured basis by the Company, each of the Company’s four wholly-owned subsidiaries that own the Gaylord Hotels properties, and certain other of the Company’s subsidiaries, each of which guarantees the Operating Partnership’s Fifth Amended and Restated Credit Agreement, as amended (such subsidiary guarantors, together with the Company, the “Guarantors”). The subsidiary Guarantors are 100% owned, and the guarantees are full and unconditional and joint and several. Not all of the Company’s subsidiaries have guaranteed the Company’s $350 Million 5% Senior Notes, the $400 Million 5% Senior Notes, and the $700 Million 4.75% Senior Notes. The following condensed consolidating financial information includes certain allocations of expenses based on management’s best estimates, which are not necessarily indicative of financial position, results of operations and cash flows that these entities would have achieved on a stand-alone basis. RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET September 30, 2019 (in thousands) Parent Non- Guarantor Issuer Guarantors Guarantors Eliminations Consolidated ASSETS: Property and equipment, net of accumulated depreciation $ — $ — $ 1,629,425 $ 1,501,940 $ — $ 3,131,365 Cash and cash equivalents - unrestricted 31 1,073 11 100,671 — 101,786 Cash and cash equivalents - restricted — — — 57,673 — 57,673 Notes receivable — — — 107,544 — 107,544 Trade receivables, less allowance — — — 83,168 — 83,168 Deferred income tax assets, net — — (408) 30,980 — 30,572 Prepaid expenses and other assets — 58 6 115,836 (14,366) 101,534 Intangible assets — — — 217,095 — 217,095 Intercompany receivables, net — — 2,061,746 — (2,061,746) — Investments 1,045,602 2,949,445 708,820 1,741,511 (6,445,378) — Total assets $ 1,045,633 $ 2,950,576 $ 4,399,600 $ 3,956,418 $ (8,521,490) $ 3,830,737 LIABILITIES AND STOCKHOLDERS’ EQUITY: Debt and capital lease obligations $ — $ 1,788,505 $ — $ 792,807 $ — $ 2,581,312 Accounts payable and accrued liabilities 37 15,540 4,376 246,768 (8,676) 258,045 Dividends payable 47,303 — — — — 47,303 Deferred management rights proceeds — — — 176,105 — 176,105 Operating lease liabilities — — 103,574 7,980 (5,690) 105,864 Other liabilities — — — 71,278 — 71,278 Intercompany payables, net 686,815 1,214,674 — 160,257 (2,061,746) — Commitments and contingencies Noncontrolling interest in consolidated joint venture — — — 279,352 — 279,352 Stockholders’ equity: Preferred stock — — — — — — Common stock 514 1 1 2,387 (2,389) 514 Additional paid-in-capital 900,247 362,213 2,894,830 2,506,978 (5,764,021) 900,247 Treasury stock (16,763) — — — — (16,763) Accumulated deficit (534,403) (430,357) 1,396,819 (249,377) (717,085) (534,403) Accumulated other comprehensive loss (38,117) — — (38,117) 38,117 (38,117) Total stockholders' equity 311,478 (68,143) 4,291,650 2,221,871 (6,445,378) 311,478 Total liabilities and stockholders' equity $ 1,045,633 $ 2,950,576 $ 4,399,600 $ 3,956,418 $ (8,521,490) $ 3,830,737 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2018 (in thousands) Parent Non- Guarantor Issuer Guarantors Guarantors Eliminations Consolidated ASSETS: Property and equipment, net of accumulated depreciation $ — $ — $ 1,646,946 $ 1,502,149 $ — $ 3,149,095 Cash and cash equivalents - unrestricted 81 657 54 102,645 — 103,437 Cash and cash equivalents - restricted — — — 45,652 — 45,652 Notes receivable — — — 122,209 — 122,209 Trade receivables, less allowance — — — 67,923 — 67,923 Deferred income tax assets, net — — (444) 41,001 — 40,557 Prepaid expenses and other assets — 34 — 79,460 (1,254) 78,240 Intangible assets — — — 246,770 — 246,770 Intercompany receivables, net — — 1,895,086 — (1,895,086) — Investments 1,101,740 2,950,457 710,516 1,898,756 (6,661,469) — Total assets $ 1,101,821 $ 2,951,148 $ 4,252,158 $ 4,106,565 $ (8,557,809) $ 3,853,883 LIABILITIES AND STOCKHOLDERS’ EQUITY: Debt and capital lease obligations $ — $ 1,946,699 $ — $ 495,196 $ — $ 2,441,895 Accounts payable and accrued liabilities 50 13,752 7,253 255,089 (1,254) 274,890 Dividends payable 45,019 — — — — 45,019 Deferred management rights proceeds — — — 174,026 — 174,026 Other liabilities — — 100,068 60,975 — 161,043 Intercompany payables, net 587,175 846,478 — 461,433 (1,895,086) — Commitments and contingencies Noncontrolling interest in consolidated joint venture — — — 287,433 — 287,433 Stockholders’ equity: Preferred stock — — — — — — Common stock 513 1 1 2,387 (2,389) 513 Additional paid-in-capital 900,795 499,122 2,895,842 2,668,134 (6,063,098) 900,795 Treasury stock (15,183) — — — — (15,183) Accumulated deficit (388,524) (354,904) 1,248,994 (270,084) (624,006) (388,524) Accumulated other comprehensive loss (28,024) — — (28,024) 28,024 (28,024) Total stockholders' equity 469,577 144,219 4,144,837 2,372,413 (6,661,469) 469,577 Total liabilities and stockholders' equity $ 1,101,821 $ 2,951,148 $ 4,252,158 $ 4,106,565 $ (8,557,809) $ 3,853,883 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Three Months Ended September 30, 2019 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 134,950 $ — $ 134,950 Food and beverage — — — 155,173 — 155,173 Other hotel revenue — — 81,154 52,546 (95,566) 38,134 Entertainment — — — 52,172 (642) 51,530 Total revenues — — 81,154 394,841 (96,208) 379,787 Operating expenses: Rooms — — — 37,116 — 37,116 Food and beverage — — — 88,584 — 88,584 Other hotel expenses — — 12,218 171,479 (92,089) 91,608 Management fees, net — — — 8,388 — 8,388 Total hotel operating expenses — — 12,218 305,567 (92,089) 225,696 Entertainment — — — 34,022 — 34,022 Corporate 63 482 (1) 8,860 — 9,404 Preopening costs — — — 164 — 164 Corporate overhead allocation 1,036 — 3,083 — (4,119) — Depreciation and amortization — — 16,394 37,604 — 53,998 Total operating expenses 1,099 482 31,694 386,217 (96,208) 323,284 Operating income (loss) (1,099) (482) 49,460 8,624 — 56,503 Interest expense — (25,093) — (10,366) 198 (35,261) Interest income — 3 — 3,073 (198) 2,878 Loss on extinguishment of debt — (494) — — — (494) Loss from joint ventures — — — (308) — (308) Other gains and (losses), net — — — 1,109 — 1,109 Income (loss) before income taxes (1,099) (26,066) 49,460 2,132 — 24,427 Provision for income taxes — — (27) (3,510) — (3,537) Equity in subsidiaries’ earnings, net 21,989 — — — (21,989) — Net income (loss) $ 20,890 $ (26,066) $ 49,433 $ (1,378) $ (21,989) $ 20,890 Comprehensive income (loss), net of taxes $ 13,297 $ (26,066) $ 49,433 $ (8,971) $ (14,396) $ 13,297 Net income (loss) available to common shareholders $ 22,349 $ (26,066) $ 49,433 $ (1,378) $ (21,989) $ 22,349 Comprehensive income (loss), net of taxes, available to common shareholders $ 16,650 $ (26,066) $ 49,433 $ (7,077) $ (16,290) $ 16,650 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Three Months Ended September 30, 2018 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 103,181 $ — $ 103,181 Food and beverage — — — 118,496 — 118,496 Other hotel revenue — — 76,592 32,691 (81,720) 27,563 Entertainment — — — 43,009 — 43,009 Total revenues — — 76,592 297,377 (81,720) 292,249 Operating expenses: Rooms — — — 29,563 — 29,563 Food and beverage — — — 67,305 — 67,305 Other hotel expenses — — 11,510 139,318 (76,478) 74,350 Management fees, net — — — 6,558 — 6,558 Total hotel operating expenses — — 11,510 242,744 (76,478) 177,776 Entertainment — — — 31,327 — 31,327 Corporate 63 410 — 6,739 — 7,212 Preopening costs — — — 300 — 300 Corporate overhead allocation 2,873 — 2,369 — (5,242) — Depreciation and amortization — — 15,548 15,446 — 30,994 Impairment charges — — — 4,540 — 4,540 Total operating expenses 2,936 410 29,427 301,096 (81,720) 252,149 Operating income (loss) (2,936) (410) 47,165 (3,719) — 40,100 Interest expense — (19,214) — (6) — (19,220) Interest income — — — 2,678 — 2,678 Loss from joint ventures — — — (985) — (985) Other gains and (losses), net — — — 1,881 — 1,881 Income (loss) before income taxes (2,936) (19,624) 47,165 (151) — 24,454 Provision for income taxes — — (78) (1,785) — (1,863) Equity in subsidiaries’ earnings, net 25,527 — — — (25,527) — Net income (loss) $ 22,591 $ (19,624) $ 47,087 $ (1,936) $ (25,527) $ 22,591 Comprehensive income (loss) $ 26,030 $ (19,624) $ 47,087 $ 1,503 $ (28,966) $ 26,030 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2019 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 411,866 $ $ 411,866 Food and beverage — — — 499,346 499,346 Other hotel revenue — — 242,630 154,589 (285,535) 111,684 Entertainment — — — 137,100 (1,715) 135,385 Total revenues — — 242,630 1,202,901 (287,250) 1,158,281 Operating expenses: Rooms — — — 108,184 — 108,184 Food and beverage — — — 270,623 — 270,623 Other hotel expenses — — 36,515 511,620 (275,061) 273,074 Management fees, net — — — 28,543 — 28,543 Total hotel operating expenses — — 36,515 918,970 (275,061) 680,424 Entertainment — — — 92,775 (53) 92,722 Corporate 188 1,362 2 24,966 — 26,518 Preopening costs — — — 2,274 — 2,274 Corporate overhead allocation 3,047 — 9,089 — (12,136) — Depreciation and amortization — — 49,126 111,434 — 160,560 Total operating expenses 3,235 1,362 94,732 1,150,419 (287,250) 962,498 Operating income (loss) (3,235) (1,362) 147,898 52,482 — 195,783 Interest expense — (73,758) — (27,707) 625 (100,840) Interest income — 161 — 9,220 (625) 8,756 Loss from extinguishment of debt — (494) — — — (494) Loss from joint ventures — — — (475) — (475) Other gains and (losses), net — — — 857 — 857 Income (loss) before income taxes (3,235) (75,453) 147,898 34,377 — 103,587 Provision for income taxes — — (73) (13,670) — (13,743) Equity in subsidiaries’ earnings, net 93,079 — — — (93,079) — Net income (loss) $ 89,844 $ (75,453) $ 147,825 $ 20,707 $ (93,079) $ 89,844 Comprehensive income (loss), net of taxes $ 82,458 $ (75,453) $ 147,825 $ 13,321 $ (85,693) $ 82,458 Net income (loss) available to common shareholders $ 101,140 $ (75,453) $ 147,825 $ 20,707 $ (93,079) $ 101,140 Comprehensive income (loss), net of taxes, available to common shareholders $ 95,648 $ (75,453) $ 147,825 $ 15,215 $ (87,587) $ 95,648 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2018 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 332,490 $ — $ 332,490 Food and beverage — — — 392,488 — 392,488 Other hotel revenue — — 229,608 95,305 (243,784) 81,129 Entertainment — — — 108,470 (24) 108,446 Total revenues — — 229,608 928,753 (243,808) 914,553 Operating expenses: Rooms — — — 88,550 — 88,550 Food and beverage — — — 211,677 — 211,677 Other hotel expenses — — 34,387 421,846 (229,268) 226,965 Management fees, net — — — 22,323 — 22,323 Total hotel operating expenses — — 34,387 744,396 (229,268) 549,515 Entertainment — — — 80,971 (24) 80,947 Corporate 188 1,135 2 21,856 — 23,181 Preopening costs — — — 3,972 — 3,972 Impairment charges — — — 4,540 — 4,540 Corporate overhead allocation 7,983 — 6,533 — (14,516) — Depreciation and amortization — — 45,583 44,072 — 89,655 Total operating expenses 8,171 1,135 86,505 899,807 (243,808) 751,810 Operating income (loss) (8,171) (1,135) 143,103 28,946 — 162,743 Interest expense — (55,555) — (19) — (55,574) Interest income — — — 8,197 — 8,197 Loss from joint ventures — — — (2,227) — (2,227) Other gains and (losses), net — — — 2,085 — 2,085 Income (loss) before income taxes (8,171) (56,690) 143,103 36,982 — 115,224 Provision for income taxes — — (162) (9,586) — (9,748) Equity in subsidiaries’ earnings, net 113,647 — — — (113,647) — Net income (loss) $ 105,476 $ (56,690) $ 142,941 $ 27,396 $ (113,647) $ 105,476 Comprehensive income (loss) $ 109,077 $ (56,690) $ 142,941 $ 30,997 $ (117,248) $ 109,077 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2019 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ 140,881 $ 164,587 $ 31,533 $ (105,860) $ — $ 231,141 Purchases of property and equipment — — (31,576) (78,027) — (109,603) Collection of notes receivable — — — 13,211 — 13,211 Purchase of additional interest in Gaylord Rockies joint venture — — — (5,481) — (5,481) Investment in other joint ventures — — — (2,241) — (2,241) Other investing activities — — — 236 — 236 Net cash used in investing activities — — (31,576) (72,302) — (103,878) Net repayments under revolving credit facility — (302,000) — — — (302,000) Repayments under term loan B — (3,750) — — — (3,750) Issuance of senior notes — 500,000 — — — 500,000 Redemption of senior notes — (350,000) — — — (350,000) Borrowing under Gaylord Rockies term loan — — — 800,000 — 800,000 Repayment of Gaylord Rockies construction and mezzanine loans — — — (496,612) — (496,612) Deferred financing costs paid — (8,421) — (9,166) — (17,587) Payment of dividends (137,037) — — — — (137,037) Distribution from consolidated joint venture to noncontrolling interest partners — — — (105,793) — (105,793) Payment of tax withholdings for share-based compensation (3,965) — — — — (3,965) Other financing activities 71 — — (220) — (149) Net cash provided by (used in) financing activities (140,931) (164,171) — 188,209 — (116,893) Net change in cash, cash equivalents, and restricted cash (50) 416 (43) 10,047 — 10,370 Cash, cash equivalents, and restricted cash, beginning of period 81 657 54 148,297 — 149,089 Cash, cash equivalents, and restricted cash, end of period $ 31 $ 1,073 $ 11 $ 158,344 $ — $ 159,459 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2018 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ 132,910 $ (94,109) $ 56,336 $ 130,139 $ — $ 225,276 Purchases of property and equipment — — (56,180) (76,624) — (132,804) Collection of notes receivable — — — 2,560 — 2,560 Purchase of remaining interest in Opry City Stage — — — (3,948) — (3,948) Investment in other joint ventures — — — (2,199) — (2,199) Other investing activities — — — (6,151) — (6,151) Net cash used in investing activities — — (56,180) (86,362) — (142,542) Net borrowings under revolving credit facility — 99,000 — — — 99,000 Repayments under term loan B — (2,500) — — — (2,500) Deferred financing costs paid — (642) — — — (642) Payment of dividends (128,769) — — — — (128,769) Payment of tax withholdings for share-based compensation (4,121) — — — — (4,121) Other financing activities — — — (15) — (15) Net cash provided by (used in) financing activities (132,890) 95,858 — (15) — (37,047) Net change in cash, cash equivalents, and restricted cash 20 1,749 156 43,762 — 45,687 Cash, cash equivalents, and restricted cash, beginning of period 38 759 36 77,877 — 78,710 Cash, cash equivalents, and restricted cash, end of period $ 58 $ 2,508 $ 192 $ 121,639 $ — $ 124,397 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Basis of Presentation | |
Newly Issued Accounting Standards | Newly Issued Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, “ Leases income statements in a manner similar to previous accounting. The ASU also eliminates the required use of bright-line tests for determining lease classification. The Company adopted this standard as of January 1, 2019 using the modified retrospective approach. Existing leases were recorded at the adoption date and comparative periods were not restated and are presented based on previously existing guidance. The Company also adopted several practical expedients, which allowed the Company to avoid reassessing (i) whether an expired or existing contract meets the definition of a lease; (ii) the lease classification at the adoption date for existing leases; and (iii) whether costs previously capitalized as initial direct costs would continue to be amortized. In addition, the Company elected to adopt a practical expedient that allows the Company to avoid reassessing existing or expired land easements that were not previously accounted for as a lease, as well as a practical expedient that allows the Company to avoid separating nonlease components from lease components and instead to account for each separate lease component and related nonlease component as a single lease component. As permitted, the Company has elected to not apply the recognition requirements of this ASU to short-term leases. Adoption of the new standard resulted in the recording of right-of-use assets and lease liabilities of $100.9 million as of January 1, 2019. However, after consideration of the Company’s previous straight-line lease liability of $100.1 million, as discussed more fully in the Company’s 2018 Annual Report on Form 10-K, the Company recorded $0.8 million in net right-of-use assets related to its operating leases as of January 1, 2019, which are recorded in prepaid expenses and other assets in the accompanying condensed consolidated financial statements. See Note 5, “Property and Equipment,” and Note 9, “Leases,” to the condensed consolidated financial statements included herein for additional disclosures regarding the Company’s leases. In June 2016, the FASB issued ASU No. 2016-13, “ Financial Instruments – Credit Losses – Measurement of Credit Losses on Financial Instruments In August 2017, the FASB issued ASU No. 2017-12, “ Derivatives and Hedging – Targeted Improvements to Accounting for Hedging Activities In February 2018, the FASB issued ASU No. 2018-02, “ Income Statement – Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income |
Revenue Recognition | Revenues from occupied hotel rooms are recognized over time as the daily hotel stay is provided to hotel groups and guests. Revenues from concessions, food and beverage sales, and group meeting services are recognized over the period or at the point in time those goods or services are delivered to the hotel group or guest. Revenues from ancillary services at the Company’s hotels, such as spa, parking, and transportation services, are generally recognized at the time the goods or services are provided. Cancellation fees and attrition fees, which are charged to groups when they do not fulfill the minimum number of room nights or minimum food and beverage spending requirements originally contracted for, are generally recognized as revenue in the period the Company determines it is probable that a significant reversal in the amount of revenue recognized will not occur, which is typically the period these fees are collected. The Company generally recognizes revenues from the Entertainment segment at the point in time that services are provided or goods are delivered or shipped to the customer, as applicable. Almost all of the Company’s revenues are either cash-based or, for meeting and convention groups who meet the Company’s credit criteria, billed and collected on a short-term receivables basis. The Company is required to collect certain taxes from customers on behalf of government agencies and remit these to the applicable governmental entity on a periodic basis. These taxes are collected from customers at the time of purchase but are not included in revenue. The Company records a liability upon collection of such taxes from the customer and relieves the liability when payments are remitted to the applicable governmental agency. |
Deferred Revenue | The Company records deferred revenues when cash payments are received in advance of its performance obligations, primarily related to advanced deposits on hotel rooms in its Hospitality segment and advanced ticketing in its Entertainment segment. |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenues | |
Revenues Disaggregated by Major Source | The Company’s revenues disaggregated by major source are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Hotel group rooms $ 93,172 $ 69,258 $ 301,932 $ 241,804 Hotel transient rooms 41,778 33,923 109,934 90,686 Hotel food and beverage - banquets 104,961 82,742 354,678 280,729 Hotel food and beverage - outlets 50,212 35,754 144,668 111,759 Hotel other 38,134 27,563 111,684 81,129 Entertainment admissions/ticketing 24,075 19,215 59,658 51,282 Entertainment food and beverage 17,617 14,606 47,504 33,000 Entertainment retail and other 9,838 9,188 28,223 24,164 Total revenues $ 379,787 $ 292,249 $ 1,158,281 $ 914,553 |
Hospitality Segment Revenues Disaggregated by Location | The Company’s Hospitality segment revenues disaggregated by location are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Gaylord Opryland $ 90,186 $ 80,591 $ 278,131 $ 258,251 Gaylord Palms 40,854 38,901 148,127 147,071 Gaylord Texan 66,508 62,826 207,873 179,794 Gaylord National 59,128 60,304 202,886 200,747 Gaylord Rockies 64,949 — 165,628 — AC Hotel 2,882 2,496 8,631 8,378 Inn at Opryland and other 3,750 4,122 11,620 11,866 Total Hospitality segment revenues $ 328,257 $ 249,240 $ 1,022,896 $ 806,107 |
Income Per Share (Tables)
Income Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Income Per Share | |
Weighted Average Number of Common Shares Outstanding | The weighted average number of common shares outstanding is calculated as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Weighted average shares outstanding - basic 51,444 51,325 51,411 51,281 Effect of dilutive stock-based compensation 125 194 152 195 Effect of dilutive put rights 263 — 263 — Weighted average shares outstanding - diluted 51,832 51,519 51,826 51,476 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accumulated Other Comprehensive Loss | |
Summary of Changes in Accumulated Other Comprehensive Loss by Component | Changes in accumulated other comprehensive loss by component for the nine months ended September 30, 2019 and 2018 consisted of the following (in thousands): Other-Than- Minimum Temporary Pension Impairment of Interest Rate Liability Investment Derivatives Total Balance, December 31, 2018 $ (21,814) $ (6,210) $ — $ (28,024) Losses arising during period (5,164) — (3,789) (8,953) Amounts reclassified from accumulated other comprehensive loss 1,635 249 (1,197) 687 Income tax benefit 880 — — 880 Net other comprehensive income (loss) (2,649) 249 (4,986) (7,386) Transition adjustment related to adoption of ASU 2018-02 (see Note 1) (2,707) — — (2,707) Balance, September 30, 2019 $ (27,170) $ (5,961) $ (4,986) $ (38,117) Other-Than- Minimum Temporary Pension Impairment of Interest Rate Liability Investment Derivatives Total Balance, December 31, 2017 $ (20,149) $ (6,543) $ — $ (26,692) Gains arising during period 3,439 — — 3,439 Amounts reclassified from accumulated other comprehensive loss 990 249 — 1,239 Income tax expense (1,077) — — (1,077) Net other comprehensive income 3,352 249 — 3,601 Balance, September 30, 2018 $ (16,797) $ (6,294) $ — $ (23,091) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property and Equipment | |
Property and Equipment | Property and equipment, including right-of-use finance lease assets, at September 30, 2019 and December 31, 2018 is recorded at cost (except for right-of-use finance lease assets) and summarized as follows (in thousands): September 30, December 31, 2019 2018 Land and land improvements $ 348,867 $ 347,654 Buildings 3,427,468 3,379,041 Furniture, fixtures and equipment 963,901 913,528 Right-of-use finance lease assets 1,613 — Construction-in-progress 56,021 48,295 4,797,870 4,688,518 Accumulated depreciation and amortization (1,666,505) (1,539,423) Property and equipment, net $ 3,131,365 $ 3,149,095 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Summary of debt and capital lease obligations | The Company’s debt and finance lease obligations at September 30, 2019 and December 31, 2018 consisted of (in thousands): September 30, December 31, 2019 2018 $700M Revolving Credit Facility, interest at LIBOR plus 1.80%, maturing May 23, 2021, less unamortized deferred financing costs of $4,570 and $6,542 $ 218,430 $ 518,458 $200M Term Loan A, interest at LIBOR plus 1.75%, maturing May 23, 2022, less unamortized deferred financing costs of $960 and $1,220 199,040 198,780 $500M Term Loan B, interest at LIBOR plus 2.00%, maturing May 11, 2024, less unamortized deferred financing costs of $4,637 and $5,307 482,863 485,943 $350M Senior Notes, interest at 5.0%, original maturity April 15, 2021, less unamortized deferred financing costs of $0 and $2,385 — 347,615 $400M Senior Notes, interest at 5.0%, maturing April 15, 2023, less unamortized deferred financing costs of $3,441 and $4,097 396,559 395,903 $500M Senior Notes, interest at 4.75%, maturing October 15, 2027, less unamortized deferred financing costs of $8,385 and $0 491,615 — $800M Term Loan (Gaylord Rockies joint venture), interest at LIBOR plus 2.50%, maturing July 2, 2023, less unamortized deferred financing costs of $8,546 and $0 791,454 — $500M Construction Loan (Gaylord Rockies joint venture), original maturity December 18, 2019, less unamortized deferred financing costs of $0 and $1,807 — 457,090 $39M Mezzanine Loan (Gaylord Rockies joint venture), original maturity December 18, 2019, less unamortized deferred financing costs of $0 and $227 — 37,488 Finance lease obligations 1,351 618 Total debt $ 2,581,312 $ 2,441,895 |
Schedule of fair value of the Company's derivative liabilities | Derivative Liabilities Balance Sheet September 30, December 31, Location 2019 2018 Derivatives designated as hedging instruments: Interest rate swap Other liabilities $ 4,986 $ — Total derivatives $ 4,986 $ — |
Summary of effect of derivative financial instruments on the accompanying condensed consolidated statements of operations | The effect of the Company’s derivative financial instruments on the accompanying condensed consolidated statements of operations for the respective periods is as follows (in thousands): Amount of Gain (Loss) Amount of Gain (Loss) Recognized in OCI Reclassified from Accumulated on Derivative Location of Gain (Loss) OCI into Income (Expense) Three Months Ended Reclassified from Three Months Ended September 30, Accumulated OCI September 30, 2019 2018 into Income (Expense) 2019 2018 Derivatives in Cash Flow Hedging Relationships: Interest rate swap $ (3,789) $ — Interest expense $ 1,197 $ — Total derivatives $ (3,789) $ — $ 1,197 $ — Amount of Gain (Loss) Amount of Gain (Loss) Recognized in OCI on Reclassified from Accumulated Derivative Location of Gain (Loss) OCI into Income (Expense) Nine Months Ended Reclassified from Nine Months Ended September 30, Accumulated OCI September 30, 2019 2018 into Income (Expense) 2019 2018 Derivatives in Cash Flow Hedging Relationships: Interest rate swap $ (3,789) $ — Interest expense $ 1,197 $ — Total derivatives $ (3,789) $ — $ 1,197 $ — |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases | |
Schedule of Company's Lease Cost | The Company’s lease costs for the three months and nine months ended September 30, 2019 are as follows (in thousands): Three Months Ended Nine Months Ended Operating lease cost $ 3,167 $ 9,742 Finance lease cost: Amortization of right-of-use assets 43 120 Interest on lease liabilities 18 49 Net lease cost $ 3,228 $ 9,911 |
Summary of Maturities of Operating Lease Liabilities | Future minimum lease payments under non-cancelable leases at September 30, 2019 are as follows (in thousands): Operating Finance Leases Leases Year 1 $ 6,159 $ 260 Year 2 6,206 260 Year 3 5,942 241 Year 4 5,973 232 Year 5 5,823 60 Years thereafter 575,562 609 Total future minimum lease payments 605,665 1,662 Less amount representing interest (499,801) (311) Total present value of minimum payments $ 105,864 $ 1,351 |
Summary of Maturities of Finance Lease Liabilities | Operating Finance Leases Leases Year 1 $ 6,159 $ 260 Year 2 6,206 260 Year 3 5,942 241 Year 4 5,973 232 Year 5 5,823 60 Years thereafter 575,562 609 Total future minimum lease payments 605,665 1,662 Less amount representing interest (499,801) (311) Total present value of minimum payments $ 105,864 $ 1,351 |
Schedule of Remaining Lease Term and Discount Rate of Leases | Weighted-average remaining lease term: Operating leases 51.1 years Finance leases 10.2 years Weighted-average discount rate: Operating leases 6.8 % Finance leases 4.0 % |
Pension and Postretirement Be_2
Pension and Postretirement Benefits Other Than Pension Plans (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Pension Plan [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Net Periodic Pension and Postretirement Benefit (Income) Expense | Net periodic pension expense reflected in other gains and (losses), net in the accompanying condensed consolidated statements of operations included the following components for the respective periods (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Interest cost $ 798 $ 808 $ 2,554 $ 2,422 Expected return on plan assets (935) (1,087) (2,822) (3,259) Amortization of net actuarial loss 293 259 866 778 Net settlement loss 1,577 1,004 1,577 1,004 Total net periodic pension expense $ 1,733 $ 984 $ 2,175 $ 945 |
Postretirement Health Coverage [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Net Periodic Pension and Postretirement Benefit (Income) Expense | Net postretirement benefit income reflected in other gains and (losses), net in the accompanying condensed consolidated statements of operations included the following components for the respective periods (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Interest cost $ 26 $ 24 $ 76 $ 72 Amortization of net actuarial loss 55 64 178 193 Amortization of prior service credit (329) (329) (986) (986) Total net postretirement benefit income $ (248) $ (241) $ (732) $ (721) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Measurements | |
Assets Measured at Fair Value on Recurring Basis | The Company’s assets and liabilities measured at fair value on a recurring basis at September 30, 2019 and December 31, 2018, were as follows (in thousands): Markets for Observable Unobservable September 30, Identical Assets Inputs Inputs 2019 (Level 1) (Level 2) (Level 3) Deferred compensation plan investments $ 27,827 $ 27,827 $ — $ — Total assets measured at fair value $ 27,827 $ 27,827 $ — $ — Variable to fixed interest rate swaps $ 4,986 $ — $ 4,986 $ — Total liabilities measured at fair value $ 4,986 $ — $ 4,986 $ — Markets for Observable Unobservable December 31, Identical Assets Inputs Inputs 2018 (Level 1) (Level 2) (Level 3) Deferred compensation plan investments $ 24,687 $ 24,687 $ — $ — Total assets measured at fair value $ 24,687 $ 24,687 $ — $ — Total liabilities measured at fair value $ — $ — $ — $ — |
Financial Reporting By Busine_2
Financial Reporting By Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Financial Reporting By Business Segments | |
Segments' Internal Financial Reports | The following information is derived directly from the segments’ internal financial reports used for corporate management purposes (amounts in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Revenues: Hospitality $ 328,257 $ 249,240 $ 1,022,896 $ 806,107 Entertainment 51,530 43,009 135,385 108,446 Corporate and Other — — — — Total $ 379,787 $ 292,249 $ 1,158,281 $ 914,553 Depreciation and amortization: Hospitality $ 50,445 $ 27,946 $ 150,909 $ 81,379 Entertainment 3,132 2,613 8,441 6,885 Corporate and Other 421 435 1,210 1,391 Total $ 53,998 $ 30,994 $ 160,560 $ 89,655 Operating income: Hospitality $ 52,116 $ 43,518 $ 191,563 $ 175,213 Entertainment 14,376 9,069 34,222 20,614 Corporate and Other (9,825) (7,647) (27,728) (24,572) Preopening costs (1) (164) (300) (2,274) (3,972) Impairment charges (2) — (4,540) — (4,540) Total operating income 56,503 40,100 195,783 162,743 Interest expense (35,261) (19,220) (100,840) (55,574) Interest income 2,878 2,678 8,756 8,197 Loss from extinguishment of debt (494) — (494) — Loss from joint ventures (308) (985) (475) (2,227) Other gains and (losses), net 1,109 1,881 857 2,085 Income before income taxes $ 24,427 $ 24,454 $ 103,587 $ 115,224 (1) Preopening costs for the three months ended September 30, 2019 relate to the Entertainment segment. Preopening costs for the three months ended September 30, 2018 include $0.2 million and $0.1 million for the Hospitality and Entertainment segments, respectively. Preopening costs for the nine months ended September 30, 2019 include $0.6 million and $1.6 million for the Hospitality and Entertainment segments, respectively. Preopening costs for the nine months ended September 30, 2018 include $2.2 million and $1.7 million for the Hospitality and Entertainment segments, respectively. (2) Impairment charges for the 2018 periods relate to the Entertainment segment. |
Information Concerning Guaran_2
Information Concerning Guarantor and Non-Guarantor Subsidiaries (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Basis of Presentation | |
Condensed Consolidating Balance Sheet | RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET September 30, 2019 (in thousands) Parent Non- Guarantor Issuer Guarantors Guarantors Eliminations Consolidated ASSETS: Property and equipment, net of accumulated depreciation $ — $ — $ 1,629,425 $ 1,501,940 $ — $ 3,131,365 Cash and cash equivalents - unrestricted 31 1,073 11 100,671 — 101,786 Cash and cash equivalents - restricted — — — 57,673 — 57,673 Notes receivable — — — 107,544 — 107,544 Trade receivables, less allowance — — — 83,168 — 83,168 Deferred income tax assets, net — — (408) 30,980 — 30,572 Prepaid expenses and other assets — 58 6 115,836 (14,366) 101,534 Intangible assets — — — 217,095 — 217,095 Intercompany receivables, net — — 2,061,746 — (2,061,746) — Investments 1,045,602 2,949,445 708,820 1,741,511 (6,445,378) — Total assets $ 1,045,633 $ 2,950,576 $ 4,399,600 $ 3,956,418 $ (8,521,490) $ 3,830,737 LIABILITIES AND STOCKHOLDERS’ EQUITY: Debt and capital lease obligations $ — $ 1,788,505 $ — $ 792,807 $ — $ 2,581,312 Accounts payable and accrued liabilities 37 15,540 4,376 246,768 (8,676) 258,045 Dividends payable 47,303 — — — — 47,303 Deferred management rights proceeds — — — 176,105 — 176,105 Operating lease liabilities — — 103,574 7,980 (5,690) 105,864 Other liabilities — — — 71,278 — 71,278 Intercompany payables, net 686,815 1,214,674 — 160,257 (2,061,746) — Commitments and contingencies Noncontrolling interest in consolidated joint venture — — — 279,352 — 279,352 Stockholders’ equity: Preferred stock — — — — — — Common stock 514 1 1 2,387 (2,389) 514 Additional paid-in-capital 900,247 362,213 2,894,830 2,506,978 (5,764,021) 900,247 Treasury stock (16,763) — — — — (16,763) Accumulated deficit (534,403) (430,357) 1,396,819 (249,377) (717,085) (534,403) Accumulated other comprehensive loss (38,117) — — (38,117) 38,117 (38,117) Total stockholders' equity 311,478 (68,143) 4,291,650 2,221,871 (6,445,378) 311,478 Total liabilities and stockholders' equity $ 1,045,633 $ 2,950,576 $ 4,399,600 $ 3,956,418 $ (8,521,490) $ 3,830,737 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2018 (in thousands) Parent Non- Guarantor Issuer Guarantors Guarantors Eliminations Consolidated ASSETS: Property and equipment, net of accumulated depreciation $ — $ — $ 1,646,946 $ 1,502,149 $ — $ 3,149,095 Cash and cash equivalents - unrestricted 81 657 54 102,645 — 103,437 Cash and cash equivalents - restricted — — — 45,652 — 45,652 Notes receivable — — — 122,209 — 122,209 Trade receivables, less allowance — — — 67,923 — 67,923 Deferred income tax assets, net — — (444) 41,001 — 40,557 Prepaid expenses and other assets — 34 — 79,460 (1,254) 78,240 Intangible assets — — — 246,770 — 246,770 Intercompany receivables, net — — 1,895,086 — (1,895,086) — Investments 1,101,740 2,950,457 710,516 1,898,756 (6,661,469) — Total assets $ 1,101,821 $ 2,951,148 $ 4,252,158 $ 4,106,565 $ (8,557,809) $ 3,853,883 LIABILITIES AND STOCKHOLDERS’ EQUITY: Debt and capital lease obligations $ — $ 1,946,699 $ — $ 495,196 $ — $ 2,441,895 Accounts payable and accrued liabilities 50 13,752 7,253 255,089 (1,254) 274,890 Dividends payable 45,019 — — — — 45,019 Deferred management rights proceeds — — — 174,026 — 174,026 Other liabilities — — 100,068 60,975 — 161,043 Intercompany payables, net 587,175 846,478 — 461,433 (1,895,086) — Commitments and contingencies Noncontrolling interest in consolidated joint venture — — — 287,433 — 287,433 Stockholders’ equity: Preferred stock — — — — — — Common stock 513 1 1 2,387 (2,389) 513 Additional paid-in-capital 900,795 499,122 2,895,842 2,668,134 (6,063,098) 900,795 Treasury stock (15,183) — — — — (15,183) Accumulated deficit (388,524) (354,904) 1,248,994 (270,084) (624,006) (388,524) Accumulated other comprehensive loss (28,024) — — (28,024) 28,024 (28,024) Total stockholders' equity 469,577 144,219 4,144,837 2,372,413 (6,661,469) 469,577 Total liabilities and stockholders' equity $ 1,101,821 $ 2,951,148 $ 4,252,158 $ 4,106,565 $ (8,557,809) $ 3,853,883 |
Condensed Consolidating Statement of Operations and Comprehensive Income | RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Three Months Ended September 30, 2019 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 134,950 $ — $ 134,950 Food and beverage — — — 155,173 — 155,173 Other hotel revenue — — 81,154 52,546 (95,566) 38,134 Entertainment — — — 52,172 (642) 51,530 Total revenues — — 81,154 394,841 (96,208) 379,787 Operating expenses: Rooms — — — 37,116 — 37,116 Food and beverage — — — 88,584 — 88,584 Other hotel expenses — — 12,218 171,479 (92,089) 91,608 Management fees, net — — — 8,388 — 8,388 Total hotel operating expenses — — 12,218 305,567 (92,089) 225,696 Entertainment — — — 34,022 — 34,022 Corporate 63 482 (1) 8,860 — 9,404 Preopening costs — — — 164 — 164 Corporate overhead allocation 1,036 — 3,083 — (4,119) — Depreciation and amortization — — 16,394 37,604 — 53,998 Total operating expenses 1,099 482 31,694 386,217 (96,208) 323,284 Operating income (loss) (1,099) (482) 49,460 8,624 — 56,503 Interest expense — (25,093) — (10,366) 198 (35,261) Interest income — 3 — 3,073 (198) 2,878 Loss on extinguishment of debt — (494) — — — (494) Loss from joint ventures — — — (308) — (308) Other gains and (losses), net — — — 1,109 — 1,109 Income (loss) before income taxes (1,099) (26,066) 49,460 2,132 — 24,427 Provision for income taxes — — (27) (3,510) — (3,537) Equity in subsidiaries’ earnings, net 21,989 — — — (21,989) — Net income (loss) $ 20,890 $ (26,066) $ 49,433 $ (1,378) $ (21,989) $ 20,890 Comprehensive income (loss), net of taxes $ 13,297 $ (26,066) $ 49,433 $ (8,971) $ (14,396) $ 13,297 Net income (loss) available to common shareholders $ 22,349 $ (26,066) $ 49,433 $ (1,378) $ (21,989) $ 22,349 Comprehensive income (loss), net of taxes, available to common shareholders $ 16,650 $ (26,066) $ 49,433 $ (7,077) $ (16,290) $ 16,650 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Three Months Ended September 30, 2018 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 103,181 $ — $ 103,181 Food and beverage — — — 118,496 — 118,496 Other hotel revenue — — 76,592 32,691 (81,720) 27,563 Entertainment — — — 43,009 — 43,009 Total revenues — — 76,592 297,377 (81,720) 292,249 Operating expenses: Rooms — — — 29,563 — 29,563 Food and beverage — — — 67,305 — 67,305 Other hotel expenses — — 11,510 139,318 (76,478) 74,350 Management fees, net — — — 6,558 — 6,558 Total hotel operating expenses — — 11,510 242,744 (76,478) 177,776 Entertainment — — — 31,327 — 31,327 Corporate 63 410 — 6,739 — 7,212 Preopening costs — — — 300 — 300 Corporate overhead allocation 2,873 — 2,369 — (5,242) — Depreciation and amortization — — 15,548 15,446 — 30,994 Impairment charges — — — 4,540 — 4,540 Total operating expenses 2,936 410 29,427 301,096 (81,720) 252,149 Operating income (loss) (2,936) (410) 47,165 (3,719) — 40,100 Interest expense — (19,214) — (6) — (19,220) Interest income — — — 2,678 — 2,678 Loss from joint ventures — — — (985) — (985) Other gains and (losses), net — — — 1,881 — 1,881 Income (loss) before income taxes (2,936) (19,624) 47,165 (151) — 24,454 Provision for income taxes — — (78) (1,785) — (1,863) Equity in subsidiaries’ earnings, net 25,527 — — — (25,527) — Net income (loss) $ 22,591 $ (19,624) $ 47,087 $ (1,936) $ (25,527) $ 22,591 Comprehensive income (loss) $ 26,030 $ (19,624) $ 47,087 $ 1,503 $ (28,966) $ 26,030 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2019 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 411,866 $ $ 411,866 Food and beverage — — — 499,346 499,346 Other hotel revenue — — 242,630 154,589 (285,535) 111,684 Entertainment — — — 137,100 (1,715) 135,385 Total revenues — — 242,630 1,202,901 (287,250) 1,158,281 Operating expenses: Rooms — — — 108,184 — 108,184 Food and beverage — — — 270,623 — 270,623 Other hotel expenses — — 36,515 511,620 (275,061) 273,074 Management fees, net — — — 28,543 — 28,543 Total hotel operating expenses — — 36,515 918,970 (275,061) 680,424 Entertainment — — — 92,775 (53) 92,722 Corporate 188 1,362 2 24,966 — 26,518 Preopening costs — — — 2,274 — 2,274 Corporate overhead allocation 3,047 — 9,089 — (12,136) — Depreciation and amortization — — 49,126 111,434 — 160,560 Total operating expenses 3,235 1,362 94,732 1,150,419 (287,250) 962,498 Operating income (loss) (3,235) (1,362) 147,898 52,482 — 195,783 Interest expense — (73,758) — (27,707) 625 (100,840) Interest income — 161 — 9,220 (625) 8,756 Loss from extinguishment of debt — (494) — — — (494) Loss from joint ventures — — — (475) — (475) Other gains and (losses), net — — — 857 — 857 Income (loss) before income taxes (3,235) (75,453) 147,898 34,377 — 103,587 Provision for income taxes — — (73) (13,670) — (13,743) Equity in subsidiaries’ earnings, net 93,079 — — — (93,079) — Net income (loss) $ 89,844 $ (75,453) $ 147,825 $ 20,707 $ (93,079) $ 89,844 Comprehensive income (loss), net of taxes $ 82,458 $ (75,453) $ 147,825 $ 13,321 $ (85,693) $ 82,458 Net income (loss) available to common shareholders $ 101,140 $ (75,453) $ 147,825 $ 20,707 $ (93,079) $ 101,140 Comprehensive income (loss), net of taxes, available to common shareholders $ 95,648 $ (75,453) $ 147,825 $ 15,215 $ (87,587) $ 95,648 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2018 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantors Eliminations Consolidated Revenues: Rooms $ — $ — $ — $ 332,490 $ — $ 332,490 Food and beverage — — — 392,488 — 392,488 Other hotel revenue — — 229,608 95,305 (243,784) 81,129 Entertainment — — — 108,470 (24) 108,446 Total revenues — — 229,608 928,753 (243,808) 914,553 Operating expenses: Rooms — — — 88,550 — 88,550 Food and beverage — — — 211,677 — 211,677 Other hotel expenses — — 34,387 421,846 (229,268) 226,965 Management fees, net — — — 22,323 — 22,323 Total hotel operating expenses — — 34,387 744,396 (229,268) 549,515 Entertainment — — — 80,971 (24) 80,947 Corporate 188 1,135 2 21,856 — 23,181 Preopening costs — — — 3,972 — 3,972 Impairment charges — — — 4,540 — 4,540 Corporate overhead allocation 7,983 — 6,533 — (14,516) — Depreciation and amortization — — 45,583 44,072 — 89,655 Total operating expenses 8,171 1,135 86,505 899,807 (243,808) 751,810 Operating income (loss) (8,171) (1,135) 143,103 28,946 — 162,743 Interest expense — (55,555) — (19) — (55,574) Interest income — — — 8,197 — 8,197 Loss from joint ventures — — — (2,227) — (2,227) Other gains and (losses), net — — — 2,085 — 2,085 Income (loss) before income taxes (8,171) (56,690) 143,103 36,982 — 115,224 Provision for income taxes — — (162) (9,586) — (9,748) Equity in subsidiaries’ earnings, net 113,647 — — — (113,647) — Net income (loss) $ 105,476 $ (56,690) $ 142,941 $ 27,396 $ (113,647) $ 105,476 Comprehensive income (loss) $ 109,077 $ (56,690) $ 142,941 $ 30,997 $ (117,248) $ 109,077 |
Condensed Consolidating Statement of Cash Flows | RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2019 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ 140,881 $ 164,587 $ 31,533 $ (105,860) $ — $ 231,141 Purchases of property and equipment — — (31,576) (78,027) — (109,603) Collection of notes receivable — — — 13,211 — 13,211 Purchase of additional interest in Gaylord Rockies joint venture — — — (5,481) — (5,481) Investment in other joint ventures — — — (2,241) — (2,241) Other investing activities — — — 236 — 236 Net cash used in investing activities — — (31,576) (72,302) — (103,878) Net repayments under revolving credit facility — (302,000) — — — (302,000) Repayments under term loan B — (3,750) — — — (3,750) Issuance of senior notes — 500,000 — — — 500,000 Redemption of senior notes — (350,000) — — — (350,000) Borrowing under Gaylord Rockies term loan — — — 800,000 — 800,000 Repayment of Gaylord Rockies construction and mezzanine loans — — — (496,612) — (496,612) Deferred financing costs paid — (8,421) — (9,166) — (17,587) Payment of dividends (137,037) — — — — (137,037) Distribution from consolidated joint venture to noncontrolling interest partners — — — (105,793) — (105,793) Payment of tax withholdings for share-based compensation (3,965) — — — — (3,965) Other financing activities 71 — — (220) — (149) Net cash provided by (used in) financing activities (140,931) (164,171) — 188,209 — (116,893) Net change in cash, cash equivalents, and restricted cash (50) 416 (43) 10,047 — 10,370 Cash, cash equivalents, and restricted cash, beginning of period 81 657 54 148,297 — 149,089 Cash, cash equivalents, and restricted cash, end of period $ 31 $ 1,073 $ 11 $ 158,344 $ — $ 159,459 RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2018 Parent Non- (in thousands) Guarantor Issuer Guarantors Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ 132,910 $ (94,109) $ 56,336 $ 130,139 $ — $ 225,276 Purchases of property and equipment — — (56,180) (76,624) — (132,804) Collection of notes receivable — — — 2,560 — 2,560 Purchase of remaining interest in Opry City Stage — — — (3,948) — (3,948) Investment in other joint ventures — — — (2,199) — (2,199) Other investing activities — — — (6,151) — (6,151) Net cash used in investing activities — — (56,180) (86,362) — (142,542) Net borrowings under revolving credit facility — 99,000 — — — 99,000 Repayments under term loan B — (2,500) — — — (2,500) Deferred financing costs paid — (642) — — — (642) Payment of dividends (128,769) — — — — (128,769) Payment of tax withholdings for share-based compensation (4,121) — — — — (4,121) Other financing activities — — — (15) — (15) Net cash provided by (used in) financing activities (132,890) 95,858 — (15) — (37,047) Net change in cash, cash equivalents, and restricted cash 20 1,749 156 43,762 — 45,687 Cash, cash equivalents, and restricted cash, beginning of period 38 759 36 77,877 — 78,710 Cash, cash equivalents, and restricted cash, end of period $ 58 $ 2,508 $ 192 $ 121,639 $ — $ 124,397 |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Mar. 31, 2018 |
Schedule of Equity Method Investments [Line Items] | |||
Right-of-use asset | $ 100,900 | ||
Operating lease liabilities | $ 105,864 | 100,900 | |
Straight-line lease liability | 100,100 | ||
Right-of-use assets, net | $ 800 | ||
Cumulative prior period adjustment to retained earnings | $ (134) | ||
ASU 2018-02 [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Cumulative prior period adjustment to retained earnings | $ 2,700 | ||
Gaylord Rockies [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity interest (as a percent) | 62.10% |
Revenues - Revenues Disaggregat
Revenues - Revenues Disaggregated by Major Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 379,787 | $ 292,249 | $ 1,158,281 | $ 914,553 |
Rooms [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 134,950 | 103,181 | 411,866 | 332,490 |
Hotel Group Rooms [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 93,172 | 69,258 | 301,932 | 241,804 |
Hotel Transient Rooms [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 41,778 | 33,923 | 109,934 | 90,686 |
Food and Beverage [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 155,173 | 118,496 | 499,346 | 392,488 |
Hotel Food And Beverage Banquets [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 104,961 | 82,742 | 354,678 | 280,729 |
Hotel Food And Beverage Outlets [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 50,212 | 35,754 | 144,668 | 111,759 |
Hotel, Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 38,134 | 27,563 | 111,684 | 81,129 |
Entertainment [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 51,530 | 43,009 | 135,385 | 108,446 |
Entertainment Admissions And Ticketing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 24,075 | 19,215 | 59,658 | 51,282 |
Entertainment Food And Beverage [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 17,617 | 14,606 | 47,504 | 33,000 |
Entertainment Retail And Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 9,838 | $ 9,188 | $ 28,223 | $ 24,164 |
Revenues - Hospitality Segment
Revenues - Hospitality Segment Revenues Disaggregated by Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 379,787 | $ 292,249 | $ 1,158,281 | $ 914,553 |
Hospitality [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 328,257 | 249,240 | 1,022,896 | 806,107 |
Hospitality [Member] | Gaylord Opryland [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 90,186 | 80,591 | 278,131 | 258,251 |
Hospitality [Member] | Gaylord Palms [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 40,854 | 38,901 | 148,127 | 147,071 |
Hospitality [Member] | Gaylord Texan [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 66,508 | 62,826 | 207,873 | 179,794 |
Hospitality [Member] | Gaylord National [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 59,128 | 60,304 | 202,886 | 200,747 |
Hospitality [Member] | Gaylord Rockies [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 64,949 | 165,628 | ||
Hospitality [Member] | AC Hotel [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 2,882 | 2,496 | 8,631 | 8,378 |
Hospitality [Member] | Inn at Opryland [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 3,750 | $ 4,122 | $ 11,620 | $ 11,866 |
Revenues - Additional Informati
Revenues - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Contract with Customer, Liability [Abstract] | ||
Deferred revenues | $ 84.7 | $ 69.3 |
Change in Contract with Customer, Liability [Abstract] | ||
Revenue recognized | $ 52.7 |
Income Per Share (Details)
Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | ||||
Weighted average shares outstanding - basic (in shares) | 51,444 | 51,325 | 51,411 | 51,281 |
Effect of dilutive stock-based compensation (in shares) | 125 | 194 | 152 | 195 |
Effect of dilutive put rights (in shares) | 263 | 263 | ||
Weighted average shares outstanding - diluted (in shares) | 51,832 | 51,519 | 51,826 | 51,476 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Summary of Changes in Accumulated Other Comprehensive Loss by Component (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance | $ 469,577 | $ 469,577 | ||||||
Other Comprehensive Income (Loss), Net of Tax | $ (7,593) | $ 98 | 109 | $ 3,439 | $ 84 | $ 78 | ||
Tax benefit and Translation adjustment related to adoption of ASU | (134) | |||||||
Ending balance | 311,478 | 311,478 | ||||||
Interest Rate Derivatives [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Losses (gains) arising during period | (3,789) | |||||||
Amounts reclassified from accumulated other comprehensive loss | (1,197) | |||||||
Net other comprehensive income | (4,986) | |||||||
Ending balance | (4,986) | (4,986) | ||||||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance | (21,814) | (20,149) | (21,814) | $ (20,149) | ||||
Losses (gains) arising during period | (5,164) | 3,439 | ||||||
Amounts reclassified from accumulated other comprehensive loss | 1,635 | 990 | ||||||
Income tax benefit | (880) | 1,077 | ||||||
Net other comprehensive income | (2,649) | 3,352 | ||||||
Tax benefit and Translation adjustment related to adoption of ASU | (2,707) | (2,707) | ||||||
Ending balance | (27,170) | (16,797) | (27,170) | (16,797) | ||||
Accumulated Other-than-Temporary Impairment Attributable to Parent [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance | (6,210) | (6,543) | (6,210) | (6,543) | ||||
Amounts reclassified from accumulated other comprehensive loss | 249 | 249 | ||||||
Net other comprehensive income | 249 | 249 | ||||||
Ending balance | (5,961) | (6,294) | (5,961) | (6,294) | ||||
AOCI Attributable to Parent [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance | (28,024) | (26,692) | (28,024) | (26,692) | ||||
Losses (gains) arising during period | (8,953) | 3,439 | ||||||
Amounts reclassified from accumulated other comprehensive loss | 687 | 1,239 | ||||||
Income tax benefit | (880) | 1,077 | ||||||
Net other comprehensive income | (7,386) | 3,601 | ||||||
Other Comprehensive Income (Loss), Net of Tax | (7,593) | $ 98 | $ 109 | 3,439 | $ 84 | $ 78 | ||
Tax benefit and Translation adjustment related to adoption of ASU | (2,707) | (2,707) | ||||||
Ending balance | $ (38,117) | $ (23,091) | $ (38,117) | $ (23,091) |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Right-of-use finance lease assets | $ 1,613 | |
Property and equipment, gross | 4,797,870 | $ 4,688,518 |
Accumulated depreciation | (1,666,505) | (1,539,423) |
Property and equipment, net | 3,131,365 | 3,149,095 |
Land and land improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 348,867 | 347,654 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,427,468 | 3,379,041 |
Furniture, fixtures and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 963,901 | 913,528 |
Construction-in-progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 56,021 | $ 48,295 |
Notes Receivable - General Info
Notes Receivable - General Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Aggregate carrying values | $ 107,544 | $ 122,209 |
Bonds A Series [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Maturity date of notes receivable | Jul. 1, 2034 | |
Bonds A Series [Member] | Gaylord Rockies [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Maturity date of notes receivable | Dec. 1, 2030 | |
Bonds B Series [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Maturity date of notes receivable | Sep. 1, 2037 | |
Bonds B Series [Member] | Gaylord Rockies [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Maturity date of notes receivable | Dec. 1, 2040 | |
Bonds A and B Series [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Aggregate carrying values | $ 107,500 | 111,000 |
Bonds A and B Series [Member] | Gaylord Rockies [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Aggregate carrying values | $ 11,200 |
Notes Receivable - Interest Inc
Notes Receivable - Interest Income and Payments Received (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Interest income | $ 2,878 | $ 2,678 | $ 8,756 | $ 8,197 |
Payment received relating to notes receivables | 13,211 | 2,560 | ||
Notes Receivable [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Interest income | $ 2,500 | $ 2,600 | 7,700 | 7,900 |
Payment received relating to notes receivables | $ 11,300 | $ 10,900 |
Debt - Debt and Capital Lease O
Debt - Debt and Capital Lease Obligations (Details) - USD ($) $ in Thousands | Oct. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||
Finance lease obligations | $ 1,351 | $ 618 | |
Total debt | 2,581,312 | 2,441,895 | |
$500M Construction Loan (Gaylord Rockies JV) [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 457,090 | ||
$39M Mezzanine Loan (Gaylord Rockies JV) [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 37,488 | ||
Revolving Credit Facility [Member] | Subsequent event | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 700,000 | ||
Term Loan A | Subsequent event | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 200,000 | ||
Line of Credit [Member] | $700 Million Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 218,430 | 518,458 | |
Secured Debt [Member] | $200 Million Term Loan A [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 199,040 | 198,780 | |
Secured Debt [Member] | $500 Million Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 482,863 | 485,943 | |
Secured Debt [Member] | $800M Term Loan (Gaylord Rockies JV) [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 791,454 | ||
Senior Notes [Member] | $350 Million 5% Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 347,615 | ||
Senior Notes [Member] | $400 Million 5% Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 396,559 | $ 395,903 | |
Senior Notes [Member] | $500 Million 4.75% Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 491,615 |
Debt - General Information (Det
Debt - General Information (Details) - USD ($) | Jul. 02, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Oct. 31, 2019 |
Debt Instrument [Line Items] | |||||
Write-off of deferred financing costs | $ 2,833,000 | $ 1,956,000 | |||
$800M Term Loan (Gaylord Rockies JV) [Member] | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 800,000,000 | ||||
Debt instrument, maturity date | Jul. 2, 2023 | ||||
$800M Term Loan (Gaylord Rockies JV) [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 2.50% | ||||
$800M Term Loan (Gaylord Rockies JV) [Member] | London Interbank Offered Rate (LIBOR) [Member] | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 2.50% | ||||
$80M Additional facility (Gaylord Rockies JV) | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 80,000,000 | ||||
$500M Construction Loan (Gaylord Rockies JV) [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 500,000,000 | $ 500,000,000 | |||
Debt instrument, maturity date | Dec. 18, 2019 | ||||
Unamortized deferred financing costs | $ 0 | 1,807,000 | |||
$39M Mezzanine Loan (Gaylord Rockies JV) [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 39,000,000 | 39,000,000 | |||
Debt instrument, maturity date | Dec. 18, 2019 | ||||
Unamortized deferred financing costs | $ 0 | 227,000 | |||
Revolving Credit Facility [Member] | $700 Million Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 700,000,000 | ||||
Term Loan B | Subsequent event | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 500,000,000 | ||||
Line of Credit [Member] | Revolving Credit Facility [Member] | $700 Million Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 700,000,000 | 700,000,000 | |||
Credit facility, maturity date | May 23, 2021 | ||||
Unamortized deferred financing costs | $ 4,570,000 | 6,542,000 | |||
Line of Credit [Member] | Revolving Credit Facility [Member] | $700 Million Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 1.80% | ||||
Secured Debt [Member] | $200 Million Term Loan A [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 200,000,000 | 200,000,000 | |||
Credit facility, maturity date | May 23, 2022 | ||||
Unamortized deferred financing costs | $ 960,000 | 1,220,000 | |||
Secured Debt [Member] | $200 Million Term Loan A [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 1.75% | ||||
Secured Debt [Member] | $500 Million Term Loan B [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 500,000,000 | 500,000,000 | |||
Credit facility, maturity date | May 11, 2024 | ||||
Unamortized deferred financing costs | $ 4,637,000 | $ 5,307,000 | |||
Percentage of amortization of original principal balance (as a percent) | 1.00% | 1.00% | |||
Secured Debt [Member] | $500 Million Term Loan B [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 2.00% | ||||
Secured Debt [Member] | $800M Term Loan (Gaylord Rockies JV) [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 800,000,000 | $ 800,000,000 | |||
Debt instrument, maturity date | Jul. 2, 2023 | ||||
Unamortized deferred financing costs | $ 8,546,000 | 0 | |||
Senior Notes [Member] | $350 Million 5% Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 350,000,000 | 350,000,000 | |||
Stated interest rate (as a percent) | 5.00% | ||||
Debt instrument, maturity date | Apr. 15, 2021 | ||||
Unamortized deferred financing costs | $ 0 | 2,385,000 | |||
Senior Notes [Member] | $400 Million 5% Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 400,000,000 | 400,000,000 | |||
Stated interest rate (as a percent) | 5.00% | ||||
Debt instrument, maturity date | Apr. 15, 2023 | ||||
Unamortized deferred financing costs | $ 3,441,000 | 4,097,000 | |||
Senior Notes [Member] | $500 Million 4.75% Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 500,000,000 | 500,000,000 | |||
Stated interest rate (as a percent) | 4.75% | ||||
Debt instrument, maturity date | Oct. 15, 2027 | ||||
Unamortized deferred financing costs | $ 8,385,000 | $ 0 | |||
Senior Notes [Member] | $800M Term Loan (Gaylord Rockies JV) [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 800,000,000 |
Debt - $800 Million Term Loan (
Debt - $800 Million Term Loan (Details) | Jul. 02, 2019USD ($)item | Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | |||||
Write-off of deferred financing costs | $ 2,833,000 | $ 1,956,000 | |||
Purchase price | 2,241,000 | $ 2,199,000 | |||
Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Distribution from consolidated joint venture | $ (95,000,000) | ||||
Distribution received | $ 153,000,000 | ||||
Percentage of guarantee repayment of principal debt | 10.00% | ||||
Equity interest (as a percent) | 62.10% | 62.10% | |||
$500M Construction Loan (Gaylord Rockies JV) [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | ||
Debt instrument, maturity date | Dec. 18, 2019 | ||||
$39M Mezzanine Loan (Gaylord Rockies JV) [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | 39,000,000 | $ 39,000,000 | 39,000,000 | ||
Debt instrument, maturity date | Dec. 18, 2019 | ||||
$500M Construction Loan (Gaylord Rockies JV) and $39M Mezzanine Loan (Gaylord Rockies JV) [Member] | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Write-off of deferred financing costs | 1,100,000 | $ 1,100,000 | |||
$800M Term Loan (Gaylord Rockies JV) [Member] | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 800,000,000 | ||||
Debt instrument, maturity date | Jul. 2, 2023 | ||||
Number of options | item | 3 | ||||
Extended term | 1 year | ||||
Percentage of guarantee repayment of principal debt | 10.00% | ||||
$800M Term Loan (Gaylord Rockies JV) [Member] | Interest rate swaps | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 1.65% | ||||
Interest rate swap period | 3 years | ||||
$800M Term Loan (Gaylord Rockies JV) [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 2.50% | ||||
$800M Term Loan (Gaylord Rockies JV) [Member] | London Interbank Offered Rate (LIBOR) [Member] | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 2.50% | ||||
$80M Additional facility (Gaylord Rockies JV) | Gaylord Rockies [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 80,000,000 | ||||
$700 Million Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 700,000,000 | $ 700,000,000 | |||
Line of Credit [Member] | $700 Million Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 700,000,000 | $ 700,000,000 | $ 700,000,000 | ||
Line of Credit [Member] | $700 Million Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Spread rate (as a percent) | 1.80% |
Debt - $500 Million 4.75% Senio
Debt - $500 Million 4.75% Senior Notes (Details) - Senior Notes [Member] - $500 Million 4.75% Senior Notes $ in Millions | 1 Months Ended |
Sep. 30, 2019USD ($) | |
Debt Instrument [Line Items] | |
Face amount | $ 500 |
Stated interest rate (as a percent) | 4.75% |
Debt instrument, frequency of periodic payment | semi-annually |
Redemption price (as a percent) | 100.00% |
Redemption date | Oct. 15, 2022 |
Net proceeds | $ 493 |
2022 | |
Debt Instrument [Line Items] | |
Redemption price (as a percent) | 103.563% |
2023 | |
Debt Instrument [Line Items] | |
Redemption price (as a percent) | 102.375% |
2024 | |
Debt Instrument [Line Items] | |
Redemption price (as a percent) | 101.188% |
2025 | |
Debt Instrument [Line Items] | |
Redemption price (as a percent) | 100.00% |
Debt - $350 Million 5% Senior N
Debt - $350 Million 5% Senior Notes (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||||
Loss on extinguishment of debt | $ 494,000 | $ 494,000 | |||
Unamortized deferred financing costs | 2,833,000 | $ 1,956,000 | |||
Senior Notes [Member] | $350 Million 5% Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 350,000,000 | $ 350,000,000 | $ 350,000,000 | $ 350,000,000 | |
Stated interest rate (as a percent) | 5.00% | 5.00% | 5.00% | ||
Redemption price of per thousand | $ 1,002.50 | ||||
Aggregate tendered amount | $ 197,500,000 | $ 197,500,000 | $ 197,500,000 | ||
Loss on extinguishment of debt | 500,000 | 500,000 | |||
Senior Notes [Member] | $350 Million 5% Senior Notes [Member] | Interest Expense [Member] | |||||
Debt Instrument [Line Items] | |||||
Unamortized deferred financing costs | $ 1,700,000 | $ 1,700,000 |
Debt - Fair Value of Derivative
Debt - Fair Value of Derivative Liabilities (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Derivatives designated as hedging instruments | |
Debt Instrument [Line Items] | |
Total derivatives | $ 4,986 |
Derivatives designated as hedging instruments | Interest rate swaps | Other Liabilities [Member] | |
Debt Instrument [Line Items] | |
Total derivatives | 4,986 |
Gaylord Rockies [Member] | Interest rate swaps | |
Debt Instrument [Line Items] | |
Notional amount | $ 800,000 |
Derivative, maturity date | Aug. 1, 2022 |
Debt - Derivative Financial Ins
Debt - Derivative Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Interest expense | $ 35,261 | $ 19,220 | $ 100,840 | $ 55,574 |
Derivatives in Cash Flow Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | (3,789) | (3,789) | ||
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (Expense) | (1,197) | (1,197) | ||
Interest rate swaps | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Fair value of derivative liability | 5,100 | 5,100 | ||
Termination value in case of breach of provisions | 5,100 | 5,100 | ||
Interest rate swaps | Derivatives in Cash Flow Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | (3,789) | (3,789) | ||
Interest rate swaps | Derivatives in Cash Flow Hedging | Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (Expense) | $ (1,197) | $ (1,197) |
Deferred Management Rights Pr_2
Deferred Management Rights Proceeds (Details) - USD ($) $ in Millions | Oct. 01, 2012 | Sep. 30, 2019 |
Deferred Management Rights Proceeds | ||
Sales price of management rights and intellectual property | $ 210 | |
Purchase price to the Management Rights | $ 190 | |
Term of management rights for income amortization | 65 years |
Leases (Details)
Leases (Details) | 9 Months Ended |
Sep. 30, 2019a | |
Ole Red [Member] | Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of lease | 5 years |
Operating lease, renewal term | 1 year |
Ole Red [Member] | Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of lease | 10 years |
Operating lease, renewal term | 40 years |
Land in Osceola County, Florida [Member] | |
Lessee, Lease, Description [Line Items] | |
Area of leased property | 65.3 |
Lease expiration year | 2074 |
Expiration date of lease under extension | Jan. 31, 2101 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Leases | ||||
Operating lease cost | $ 3,167 | $ 9,742 | ||
Amortization of right-of-use assets | 43 | 120 | ||
Interest on lease liabilities | 18 | 49 | ||
Components of lease cost | ||||
Net lease cost | $ 3,228 | $ 9,911 | ||
Lease expense for operating leases | $ 3,900 | $ 10,500 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Operating Lease Liabilities, Payments Due [Abstract] | |||
Year 1 | $ 6,159 | ||
Year 2 | 6,206 | ||
Year 3 | 5,942 | ||
Year 4 | 5,973 | ||
Year 5 | 5,823 | ||
Years thereafter | 575,562 | ||
Total future minimum lease payments | 605,665 | ||
Less amount representing interest | (499,801) | ||
Total present value of minimum payments | 105,864 | $ 100,900 | |
Finance Lease Liabilities, Payments, Due [Abstract] | |||
Year 1 | 260 | ||
Year 2 | 260 | ||
Year 3 | 241 | ||
Year 4 | 232 | ||
Year 5 | 60 | ||
Years thereafter | 609 | ||
Total future minimum lease payments | 1,662 | ||
Less amount representing interest | (311) | ||
Total present value of minimum payments | $ 1,351 | $ 618 |
Leases - Discount Rate (Details
Leases - Discount Rate (Details) | Sep. 30, 2019 |
Weighted-average remaining lease term (years): | |
Operating leases | 51 years 1 month 6 days |
Finance leases | 10 years 2 months 12 days |
Operating leases | 6.80% |
Finance leases | 4.00% |
Stock Plans - Restricted Stock
Stock Plans - Restricted Stock Units - Weighted-Average Grant Date Fair Value of Units Granted (Details) - Restricted Stock Units (RSUs) - $ / shares shares in Millions | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Restricted stock award granted by Company (in shares) | 0.1 | |
Weighted-average grant-date fair value of restricted stock awards granted (in dollars per share) | $ 89.38 | |
Restricted stock award, outstanding (in shares) | 0.3 | 0.4 |
Stock Plans - Compensation Expe
Stock Plans - Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | |
Stock Plans | |||
Compensation cost on stock-based compensation plans | $ 1.9 | $ 5.9 | $ 5.8 |
Pension and Postretirement Be_3
Pension and Postretirement Benefits Other Than Pension Plans - Net Periodic Benefit Cost (Credit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Net settlement loss | $ 1,577 | $ 1,004 | $ 1,577 | $ 1,004 |
Pension Plan [Member] | Qualified Plan [Member] | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Interest cost | 798 | 808 | 2,554 | 2,422 |
Expected return on plan assets | (935) | (1,087) | (2,822) | (3,259) |
Amortization of net actuarial loss | 293 | 259 | 866 | 778 |
Net settlement loss | 1,600 | 1,000 | 1,600 | 1,000 |
Total net periodic benefit cost (credit) | 1,733 | 984 | 2,175 | 945 |
Postretirement Health Coverage [Member] | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Interest cost | 26 | 24 | 76 | 72 |
Amortization of net actuarial loss | 55 | 64 | 178 | 193 |
Amortization of prior service credit | (329) | (329) | (986) | (986) |
Total net periodic benefit cost (credit) | $ (248) | $ (241) | $ (732) | $ (721) |
Pension and Postretirement Be_4
Pension and Postretirement Benefits Other Than Pension Plans - Qualified Plan - Net Settlement Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement and Curtailment [Abstract] | ||||
Net settlement loss | $ 1,577 | $ 1,004 | $ 1,577 | $ 1,004 |
Pension Plan [Member] | Qualified Plan [Member] | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement and Curtailment [Abstract] | ||||
Net settlement loss | $ 1,600 | $ 1,000 | $ 1,600 | $ 1,000 |
Pension and Postretirement Be_5
Pension and Postretirement Benefits Other Than Pension Plans - Discount Rate to Determine the Benefit Obligation (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2019 | Aug. 31, 2019 | Dec. 31, 2018 | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate (as a percent) | 2.63% | 3.95% | |
Decrease accumulated other comprehensive loss | $ 5.2 |
Income Taxes - Income Tax Provi
Income Taxes - Income Tax Provision (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||||
Provision for income taxes | $ 3,537 | $ 1,863 | $ 13,743 | $ 9,748 | |
Unrecognized tax benefits | $ 0 | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | |
Apr. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | |
Schedule of Equity Method Investments [Line Items] | |||
Payments to Acquire Interest in Joint Venture | $ 2,241 | $ 2,199 | |
Gaylord Rockies [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Percentage of guarantee repayment of principal debt | 10.00% | ||
Equity Method Investment, Ownership Percentage | 62.10% | ||
New Country Ventures [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 50.00% | ||
Payments to Acquire Interest in Joint Venture | $ 2,000 | ||
Additional possible contribution | $ 13,000 |
Stockholders' Equity - Dividend
Stockholders' Equity - Dividends (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accumulated Other Comprehensive Loss | ||||||
Dividends declared per common share (in dollars per share) | $ 0.90 | $ 0.90 | $ 0.90 | $ 0.85 | $ 2.70 | $ 2.55 |
Aggregated dividend paid | $ 46.3 | $ 46.3 | $ 46.3 | |||
Dividend payable date declared | Sep. 16, 2019 | Jun. 18, 2019 | Feb. 26, 2019 | |||
Common stock Dividend Payable Date | Oct. 15, 2019 | Jul. 15, 2019 | Apr. 15, 2019 | |||
Dividend payable date of record | Sep. 30, 2019 | Jun. 28, 2019 | Mar. 29, 2019 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Deferred compensation plan investments | $ 27,827 | $ 24,687 |
Total assets measured at fair value | 27,827 | 24,687 |
Total liabilities measured at fair value | 4,986 | |
Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 4,986 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Deferred compensation plan investments | 27,827 | 24,687 |
Total assets measured at fair value | $ 27,827 | $ 24,687 |
Financial Reporting By Busine_3
Financial Reporting By Business Segments - General Information (Details) | 9 Months Ended |
Sep. 30, 2019segment | |
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |
Number of business segments | 3 |
Financial Reporting By Busine_4
Financial Reporting By Business Segments - Internal Financial Reports (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information, Profit (Loss) [Abstract] | ||||
Total revenues | $ 379,787 | $ 292,249 | $ 1,158,281 | $ 914,553 |
Depreciation and amortization | 53,998 | 30,994 | 160,560 | 89,655 |
Preopening costs | (164) | (300) | (2,274) | (3,972) |
Impairment charges | (4,540) | (4,540) | ||
Total operating income | 56,503 | 40,100 | 195,783 | 162,743 |
Interest expense | (35,261) | (19,220) | (100,840) | (55,574) |
Interest income | 2,878 | 2,678 | 8,756 | 8,197 |
Loss on extinguishment of debt | (494) | (494) | ||
Loss from joint ventures | (308) | (985) | (475) | (2,227) |
Income before income taxes | 24,427 | 24,454 | 103,587 | 115,224 |
Hospitality [Member] | ||||
Segment Reporting Information, Profit (Loss) [Abstract] | ||||
Total revenues | 328,257 | 249,240 | 1,022,896 | 806,107 |
Depreciation and amortization | 50,445 | 27,946 | 150,909 | 81,379 |
Preopening costs | (200) | (600) | (2,200) | |
Total operating income | 52,116 | 43,518 | 191,563 | 175,213 |
Entertainment [Member] | ||||
Segment Reporting Information, Profit (Loss) [Abstract] | ||||
Total revenues | 51,530 | 43,009 | 135,385 | 108,446 |
Depreciation and amortization | 3,132 | 2,613 | 8,441 | 6,885 |
Preopening costs | (100) | (1,600) | (1,700) | |
Total operating income | 14,376 | 9,069 | 34,222 | 20,614 |
Corporate and Other [Member] | ||||
Segment Reporting Information, Profit (Loss) [Abstract] | ||||
Depreciation and amortization | 421 | 435 | 1,210 | 1,391 |
Total operating income | $ (9,825) | $ (7,647) | $ (27,728) | $ (24,572) |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Oct. 31, 2019USD ($) | Oct. 31, 2019USD ($)item | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Oct. 30, 2019USD ($) | Dec. 31, 2018USD ($) |
Subsequent event | $700 Million 4.75% Senior Notes | ||||||
Subsequent Events | ||||||
Face amount | $ 700,000 | $ 700,000 | ||||
Interest rate | 4.75% | 4.75% | ||||
Subsequent event | Additional 2027 notes | ||||||
Subsequent Events | ||||||
Face amount | $ 200,000 | $ 200,000 | ||||
Interest rate | 4.75% | 4.75% | ||||
Issue price percentage | 101.25% | |||||
Net proceeds | $ 199,000 | |||||
Subsequent event | $500 Million 4.75% Senior Notes | ||||||
Subsequent Events | ||||||
Face amount | $ 500,000 | $ 500,000 | ||||
Interest rate | 4.75% | 4.75% | ||||
Revolving Credit Facility [Member] | $700 Million Revolving Credit Facility [Member] | ||||||
Subsequent Events | ||||||
Maximum borrowing capacity | $ 700,000 | |||||
Revolving Credit Facility [Member] | Subsequent event | ||||||
Subsequent Events | ||||||
Debt amount | $ 700,000 | $ 700,000 | ||||
Revolving Credit Facility [Member] | Sixth Amended And Restated Credit Agreement [Member] | Subsequent event | ||||||
Subsequent Events | ||||||
Maximum borrowing capacity | 700,000 | 700,000 | ||||
Accordion feature allowing potential increase to credit facility | $ 600,000 | 600,000 | $ 500,000 | |||
Debt instrument, maturity date | Mar. 31, 2024 | |||||
Term Loan A | Subsequent event | ||||||
Subsequent Events | ||||||
Debt amount | $ 200,000 | 200,000 | ||||
Term Loan A | Sixth Amended And Restated Credit Agreement [Member] | Subsequent event | ||||||
Subsequent Events | ||||||
Face amount | $ 300,000 | 300,000 | ||||
Debt instrument, maturity date | Mar. 31, 2025 | |||||
Net proceeds | $ 94,000 | |||||
Term Loan A | Sixth Amended And Restated Credit Agreement [Member] | Subsequent event | $200 Million Term Loan A [Member] | ||||||
Subsequent Events | ||||||
Face amount | 200,000 | $ 200,000 | ||||
Term Loan B | ||||||
Subsequent Events | ||||||
Number of interest rate swaps | item | 4 | |||||
Repayment of loan | 3,750 | $ 2,500 | ||||
Term Loan B | Subsequent event | ||||||
Subsequent Events | ||||||
Face amount | 500,000 | $ 500,000 | ||||
Repayment of loan | 100,000 | |||||
Term Loan B | Sixth Amended And Restated Credit Agreement [Member] | Subsequent event | ||||||
Subsequent Events | ||||||
Face amount | 500,000 | 500,000 | ||||
Line of Credit [Member] | $700 Million Revolving Credit Facility [Member] | ||||||
Subsequent Events | ||||||
Debt amount | 218,430 | $ 518,458 | ||||
Line of Credit [Member] | Revolving Credit Facility [Member] | $700 Million Revolving Credit Facility [Member] | ||||||
Subsequent Events | ||||||
Maximum borrowing capacity | 700,000 | 700,000 | ||||
Secured Debt [Member] | $200 Million Term Loan A [Member] | ||||||
Subsequent Events | ||||||
Face amount | 200,000 | 200,000 | ||||
Debt amount | $ 199,040 | $ 198,780 | ||||
Interest rate swaps | Term Loan B | Subsequent event | ||||||
Subsequent Events | ||||||
Face amount | 500,000 | 500,000 | ||||
Notional amount | $ 350,000 | $ 350,000 | ||||
Derivative, maturity date | May 1, 2023 |
Information Concerning Guaran_3
Information Concerning Guarantor and Non-Guarantor Subsidiaries - General Information (Details) | 9 Months Ended | |
Sep. 30, 2019USD ($)entity | Dec. 31, 2018USD ($) | |
Condensed Financial Statements, Captions [Line Items] | ||
Number of wholly-owned subsidiaries | entity | 4 | |
Ownership percentage in subsidiaries (as a percent) | 100.00% | |
Senior Notes [Member] | $350 Million 5% Senior Notes [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Face amount | $ 350,000,000 | $ 350,000,000 |
Stated interest rate (as a percent) | 5.00% | |
Senior Notes [Member] | $400 Million 5% Senior Notes [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Face amount | $ 400,000,000 | $ 400,000,000 |
Stated interest rate (as a percent) | 5.00% | |
Senior Notes [Member] | $700 Million 4.75% Senior Notes | ||
Condensed Financial Statements, Captions [Line Items] | ||
Face amount | $ 700,000,000 | |
Stated interest rate (as a percent) | 4.75% |
Information Concerning Guaran_4
Information Concerning Guarantor and Non-Guarantor Subsidiaries - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Sep. 30, 2018 |
ASSETS: | ||||
Property and equipment, net of accumulated depreciation | $ 3,131,365 | $ 3,149,095 | ||
Cash and cash equivalents - unrestricted (including $34,170 and $11,648 from VIEs, respectively) | 101,786 | 103,437 | $ 86,025 | |
Cash and cash equivalents - restricted (including $8,297 and $5 from VIEs, respectively) | 57,673 | 45,652 | $ 38,372 | |
Notes receivable | 107,544 | 122,209 | ||
Trade receivables, less allowance | 83,168 | 67,923 | ||
Deferred income tax assets, net | 30,572 | 40,557 | ||
Prepaid expenses and other assets | 101,534 | 78,240 | ||
Intangible assets | 217,095 | 246,770 | ||
Total assets | 3,830,737 | 3,853,883 | ||
LIABILITIES AND EQUITY: | ||||
Debt and capital lease obligations | 2,581,312 | 2,441,895 | ||
Accounts payable and accrued liabilities | 258,045 | 274,890 | ||
Dividends payable | 47,303 | 45,019 | ||
Deferred management rights proceeds | 176,105 | 174,026 | ||
Operating lease liabilities | 105,864 | $ 100,900 | ||
Other liabilities | 71,278 | 161,043 | ||
Commitments and contingencies | ||||
Noncontrolling interest in consolidated joint venture | 279,352 | 287,433 | ||
Stockholders' equity: | ||||
Preferred stock | ||||
Common stock | 514 | 513 | ||
Additional paid-in-capital | 900,247 | 900,795 | ||
Treasury stock | (16,763) | (15,183) | ||
Accumulated deficit | (534,403) | (388,524) | ||
Accumulated other comprehensive loss | (38,117) | (28,024) | ||
Total stockholders' equity | 311,478 | 469,577 | ||
Total liabilities and stockholders' equity | 3,830,737 | 3,853,883 | ||
Reportable Legal Entities [Member] | Parent Company [Member] | ||||
ASSETS: | ||||
Cash and cash equivalents - unrestricted (including $34,170 and $11,648 from VIEs, respectively) | 31 | 81 | ||
Investments | 1,045,602 | 1,101,740 | ||
Total assets | 1,045,633 | 1,101,821 | ||
LIABILITIES AND EQUITY: | ||||
Accounts payable and accrued liabilities | 37 | 50 | ||
Dividends payable | 47,303 | 45,019 | ||
Intercompany payables, net | 686,815 | 587,175 | ||
Commitments and contingencies | ||||
Stockholders' equity: | ||||
Preferred stock | ||||
Common stock | 514 | 513 | ||
Additional paid-in-capital | 900,247 | 900,795 | ||
Treasury stock | (16,763) | (15,183) | ||
Accumulated deficit | (534,403) | (388,524) | ||
Accumulated other comprehensive loss | (38,117) | (28,024) | ||
Total stockholders' equity | 311,478 | 469,577 | ||
Total liabilities and stockholders' equity | 1,045,633 | 1,101,821 | ||
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | ||||
ASSETS: | ||||
Cash and cash equivalents - unrestricted (including $34,170 and $11,648 from VIEs, respectively) | 1,073 | 657 | ||
Prepaid expenses and other assets | 58 | 34 | ||
Investments | 2,949,445 | 2,950,457 | ||
Total assets | 2,950,576 | 2,951,148 | ||
LIABILITIES AND EQUITY: | ||||
Debt and capital lease obligations | 1,788,505 | 1,946,699 | ||
Accounts payable and accrued liabilities | 15,540 | 13,752 | ||
Intercompany payables, net | 1,214,674 | 846,478 | ||
Commitments and contingencies | ||||
Stockholders' equity: | ||||
Preferred stock | ||||
Common stock | 1 | 1 | ||
Additional paid-in-capital | 362,213 | 499,122 | ||
Accumulated deficit | (430,357) | (354,904) | ||
Total stockholders' equity | (68,143) | 144,219 | ||
Total liabilities and stockholders' equity | 2,950,576 | 2,951,148 | ||
Reportable Legal Entities [Member] | Guarantor Subsidiaries [Member] | ||||
ASSETS: | ||||
Property and equipment, net of accumulated depreciation | 1,629,425 | 1,646,946 | ||
Cash and cash equivalents - unrestricted (including $34,170 and $11,648 from VIEs, respectively) | 11 | 54 | ||
Deferred income tax assets, net | (408) | (444) | ||
Prepaid expenses and other assets | 6 | |||
Intercompany receivables, net | 2,061,746 | 1,895,086 | ||
Investments | 708,820 | 710,516 | ||
Total assets | 4,399,600 | 4,252,158 | ||
LIABILITIES AND EQUITY: | ||||
Accounts payable and accrued liabilities | 4,376 | 7,253 | ||
Operating lease liabilities | 103,574 | |||
Other liabilities | 100,068 | |||
Commitments and contingencies | ||||
Stockholders' equity: | ||||
Preferred stock | ||||
Common stock | 1 | 1 | ||
Additional paid-in-capital | 2,894,830 | 2,895,842 | ||
Accumulated deficit | 1,396,819 | 1,248,994 | ||
Total stockholders' equity | 4,291,650 | 4,144,837 | ||
Total liabilities and stockholders' equity | 4,399,600 | 4,252,158 | ||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | ||||
ASSETS: | ||||
Property and equipment, net of accumulated depreciation | 1,501,940 | 1,502,149 | ||
Cash and cash equivalents - unrestricted (including $34,170 and $11,648 from VIEs, respectively) | 100,671 | 102,645 | ||
Cash and cash equivalents - restricted (including $8,297 and $5 from VIEs, respectively) | 57,673 | 45,652 | ||
Notes receivable | 107,544 | 122,209 | ||
Trade receivables, less allowance | 83,168 | 67,923 | ||
Deferred income tax assets, net | 30,980 | 41,001 | ||
Prepaid expenses and other assets | 115,836 | 79,460 | ||
Intangible assets | 217,095 | 246,770 | ||
Investments | 1,741,511 | 1,898,756 | ||
Total assets | 3,956,418 | 4,106,565 | ||
LIABILITIES AND EQUITY: | ||||
Debt and capital lease obligations | 792,807 | 495,196 | ||
Accounts payable and accrued liabilities | 246,768 | 255,089 | ||
Deferred management rights proceeds | 176,105 | 174,026 | ||
Operating lease liabilities | 7,980 | |||
Other liabilities | 71,278 | 60,975 | ||
Intercompany payables, net | 160,257 | 461,433 | ||
Commitments and contingencies | ||||
Noncontrolling interest in consolidated joint venture | 279,352 | 287,433 | ||
Stockholders' equity: | ||||
Preferred stock | ||||
Common stock | 2,387 | 2,387 | ||
Additional paid-in-capital | 2,506,978 | 2,668,134 | ||
Accumulated deficit | (249,377) | (270,084) | ||
Accumulated other comprehensive loss | (38,117) | (28,024) | ||
Total stockholders' equity | 2,221,871 | 2,372,413 | ||
Total liabilities and stockholders' equity | 3,956,418 | 4,106,565 | ||
Consolidation, Eliminations [Member] | ||||
ASSETS: | ||||
Prepaid expenses and other assets | (14,366) | (1,254) | ||
Intercompany receivables, net | (2,061,746) | (1,895,086) | ||
Investments | (6,445,378) | (6,661,469) | ||
Total assets | (8,521,490) | (8,557,809) | ||
LIABILITIES AND EQUITY: | ||||
Accounts payable and accrued liabilities | (8,676) | (1,254) | ||
Operating lease liabilities | (5,690) | |||
Intercompany payables, net | (2,061,746) | (1,895,086) | ||
Commitments and contingencies | ||||
Stockholders' equity: | ||||
Preferred stock | ||||
Common stock | (2,389) | (2,389) | ||
Additional paid-in-capital | (5,764,021) | (6,063,098) | ||
Accumulated deficit | (717,085) | (624,006) | ||
Accumulated other comprehensive loss | 38,117 | 28,024 | ||
Total stockholders' equity | (6,445,378) | (6,661,469) | ||
Total liabilities and stockholders' equity | $ (8,521,490) | $ (8,557,809) |
Information Concerning Guaran_5
Information Concerning Guarantor and Non-Guarantor Subsidiaries - Condensed Consolidating Statement of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | ||||||||
Total revenues | $ 379,787 | $ 292,249 | $ 1,158,281 | $ 914,553 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 225,696 | 177,776 | 680,424 | 549,515 | ||||
Corporate | 9,404 | 7,212 | 26,518 | 23,181 | ||||
Preopening costs | 164 | 300 | 2,274 | 3,972 | ||||
Depreciation and amortization | 53,998 | 30,994 | 160,560 | 89,655 | ||||
Impairment charges | 4,540 | 4,540 | ||||||
Total operating expenses | 323,284 | 252,149 | 962,498 | 751,810 | ||||
Operating income (loss) | 56,503 | 40,100 | 195,783 | 162,743 | ||||
Interest expense | (35,261) | (19,220) | (100,840) | (55,574) | ||||
Interest income | 2,878 | 2,678 | 8,756 | 8,197 | ||||
Loss on extinguishment of debt | (494) | (494) | ||||||
Loss from joint ventures | (308) | (985) | (475) | (2,227) | ||||
Other gains and (losses), net | 1,109 | 1,881 | 857 | 2,085 | ||||
Income (loss) before income taxes | 24,427 | 24,454 | 103,587 | 115,224 | ||||
Provision for income taxes | (3,537) | (1,863) | (13,743) | (9,748) | ||||
Net Income | 20,890 | 22,591 | 89,844 | 105,476 | ||||
Comprehensive income, net of taxes | 13,297 | 26,030 | 82,458 | 109,077 | ||||
Net income | 22,349 | $ 49,383 | $ 29,408 | 22,591 | $ 55,546 | $ 27,339 | 101,140 | 105,476 |
Comprehensive income (loss) | 16,650 | 26,030 | 95,648 | 109,077 | ||||
Rooms [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 134,950 | 103,181 | 411,866 | 332,490 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 37,116 | 29,563 | 108,184 | 88,550 | ||||
Food and Beverage [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 155,173 | 118,496 | 499,346 | 392,488 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 88,584 | 67,305 | 270,623 | 211,677 | ||||
Hotel, Other [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 38,134 | 27,563 | 111,684 | 81,129 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 91,608 | 74,350 | 273,074 | 226,965 | ||||
Management Fees [Member] | ||||||||
Operating expenses: | ||||||||
Total hotel operating expenses | 8,388 | 6,558 | 28,543 | 22,323 | ||||
Entertainment [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 51,530 | 43,009 | 135,385 | 108,446 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 34,022 | 31,327 | 92,722 | 80,947 | ||||
Reportable Legal Entities [Member] | Parent Company [Member] | ||||||||
Operating expenses: | ||||||||
Corporate | 63 | 63 | 188 | 188 | ||||
Corporate overhead allocation | 1,036 | 2,873 | 3,047 | 7,983 | ||||
Total operating expenses | 1,099 | 2,936 | 3,235 | 8,171 | ||||
Operating income (loss) | (1,099) | (2,936) | (3,235) | (8,171) | ||||
Income (loss) before income taxes | (1,099) | (2,936) | (3,235) | (8,171) | ||||
Equity in subsidiaries' earnings, net | 21,989 | 25,527 | 93,079 | 113,647 | ||||
Net Income | 20,890 | 22,591 | 89,844 | 105,476 | ||||
Comprehensive income, net of taxes | 13,297 | 26,030 | 82,458 | 109,077 | ||||
Net income | 22,349 | 101,140 | ||||||
Comprehensive income (loss) | 16,650 | 95,648 | ||||||
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | ||||||||
Operating expenses: | ||||||||
Corporate | 482 | 410 | 1,362 | 1,135 | ||||
Total operating expenses | 482 | 410 | 1,362 | 1,135 | ||||
Operating income (loss) | (482) | (410) | (1,362) | (1,135) | ||||
Interest expense | (25,093) | (19,214) | (73,758) | (55,555) | ||||
Interest income | 3 | 161 | ||||||
Loss on extinguishment of debt | (494) | (494) | ||||||
Income (loss) before income taxes | (26,066) | (19,624) | (75,453) | (56,690) | ||||
Net Income | (26,066) | (19,624) | (75,453) | (56,690) | ||||
Comprehensive income, net of taxes | (26,066) | (19,624) | (75,453) | (56,690) | ||||
Net income | (26,066) | (75,453) | ||||||
Comprehensive income (loss) | (26,066) | (75,453) | ||||||
Reportable Legal Entities [Member] | Guarantor Subsidiaries [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 81,154 | 76,592 | 242,630 | 229,608 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 12,218 | 11,510 | 36,515 | 34,387 | ||||
Corporate | (1) | 2 | 2 | |||||
Corporate overhead allocation | 3,083 | 2,369 | 9,089 | 6,533 | ||||
Depreciation and amortization | 16,394 | 15,548 | 49,126 | 45,583 | ||||
Total operating expenses | 31,694 | 29,427 | 94,732 | 86,505 | ||||
Operating income (loss) | 49,460 | 47,165 | 147,898 | 143,103 | ||||
Income (loss) before income taxes | 49,460 | 47,165 | 147,898 | 143,103 | ||||
Provision for income taxes | (27) | (78) | (73) | (162) | ||||
Net Income | 49,433 | 47,087 | 147,825 | 142,941 | ||||
Comprehensive income, net of taxes | 49,433 | 47,087 | 147,825 | 142,941 | ||||
Net income | 49,433 | 147,825 | ||||||
Comprehensive income (loss) | 49,433 | 147,825 | ||||||
Reportable Legal Entities [Member] | Guarantor Subsidiaries [Member] | Hotel, Other [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 81,154 | 76,592 | 242,630 | 229,608 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 12,218 | 11,510 | 36,515 | 34,387 | ||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 394,841 | 297,377 | 1,202,901 | 928,753 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 305,567 | 242,744 | 918,970 | 744,396 | ||||
Corporate | 8,860 | 6,739 | 24,966 | 21,856 | ||||
Preopening costs | 164 | 300 | 2,274 | 3,972 | ||||
Depreciation and amortization | 37,604 | 15,446 | 111,434 | 44,072 | ||||
Impairment charges | 4,540 | 4,540 | ||||||
Total operating expenses | 386,217 | 301,096 | 1,150,419 | 899,807 | ||||
Operating income (loss) | 8,624 | (3,719) | 52,482 | 28,946 | ||||
Interest expense | (10,366) | (6) | (27,707) | (19) | ||||
Interest income | 3,073 | 2,678 | 9,220 | 8,197 | ||||
Loss from joint ventures | (308) | (985) | (475) | (2,227) | ||||
Other gains and (losses), net | 1,109 | 1,881 | 857 | 2,085 | ||||
Income (loss) before income taxes | 2,132 | (151) | 34,377 | 36,982 | ||||
Provision for income taxes | (3,510) | (1,785) | (13,670) | (9,586) | ||||
Net Income | (1,378) | (1,936) | 20,707 | 27,396 | ||||
Comprehensive income, net of taxes | (8,971) | 1,503 | 13,321 | 30,997 | ||||
Net income | (1,378) | 20,707 | ||||||
Comprehensive income (loss) | (7,077) | 15,215 | ||||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | Rooms [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 134,950 | 103,181 | 411,866 | 332,490 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 37,116 | 29,563 | 108,184 | 88,550 | ||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | Food and Beverage [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 155,173 | 118,496 | 499,346 | 392,488 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 88,584 | 67,305 | 270,623 | 211,677 | ||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | Hotel, Other [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 52,546 | 32,691 | 154,589 | 95,305 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 171,479 | 139,318 | 511,620 | 421,846 | ||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | Management Fees [Member] | ||||||||
Operating expenses: | ||||||||
Total hotel operating expenses | 8,388 | 6,558 | 28,543 | 22,323 | ||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | Entertainment [Member] | ||||||||
Revenues: | ||||||||
Total revenues | 52,172 | 43,009 | 137,100 | 108,470 | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | 34,022 | 31,327 | 92,775 | 80,971 | ||||
Consolidation, Eliminations [Member] | ||||||||
Revenues: | ||||||||
Total revenues | (96,208) | (81,720) | (287,250) | (243,808) | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | (92,089) | (76,478) | (275,061) | (229,268) | ||||
Corporate overhead allocation | (4,119) | (5,242) | (12,136) | (14,516) | ||||
Total operating expenses | (96,208) | (81,720) | (287,250) | (243,808) | ||||
Interest expense | 198 | 625 | ||||||
Interest income | (198) | (625) | ||||||
Equity in subsidiaries' earnings, net | (21,989) | (25,527) | (93,079) | (113,647) | ||||
Net Income | (21,989) | (25,527) | (93,079) | (113,647) | ||||
Comprehensive income, net of taxes | (14,396) | (28,966) | (85,693) | (117,248) | ||||
Net income | (21,989) | (93,079) | ||||||
Comprehensive income (loss) | (16,290) | (87,587) | ||||||
Consolidation, Eliminations [Member] | Hotel, Other [Member] | ||||||||
Revenues: | ||||||||
Total revenues | (95,566) | (81,720) | (285,535) | (243,784) | ||||
Operating expenses: | ||||||||
Total hotel operating expenses | (92,089) | $ (76,478) | (275,061) | (229,268) | ||||
Consolidation, Eliminations [Member] | Entertainment [Member] | ||||||||
Revenues: | ||||||||
Total revenues | $ (642) | (1,715) | (24) | |||||
Operating expenses: | ||||||||
Total hotel operating expenses | $ (53) | $ (24) |
Information Concerning Guaran_6
Information Concerning Guarantor and Non-Guarantor Subsidiaries - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash Flows from Operating Activities: | ||
Net cash provided by (used in) operating activities | $ 231,141 | $ 225,276 |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Purchases of property and equipment | (109,603) | (132,804) |
Collection of notes receivable | 13,211 | 2,560 |
Investment in joint ventures | (2,241) | (2,199) |
Other investing activities | 236 | (6,151) |
Net cash used in investing activities | (103,878) | (142,542) |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Net borrowings (repayments) under revolving credit facility | (302,000) | 99,000 |
Issuance of senior notes | 500,000 | |
Redemption of senior notes | (350,000) | |
Deferred financing costs paid | (17,587) | (642) |
Payment of dividends | (137,037) | (128,769) |
Distribution from consolidated joint venture to noncontrolling interest partners | (105,793) | |
Payment of tax withholdings for share-based compensation | (3,965) | (4,121) |
Other financing activities | (149) | (15) |
Net cash flows used in financing activities | (116,893) | (37,047) |
Net change in cash, cash equivalents, and restricted cash | 10,370 | 45,687 |
Cash, cash equivalents, and restricted cash, beginning of period | 149,089 | 78,710 |
Cash, cash equivalents, and restricted cash, end of period | 159,459 | 124,397 |
Gaylord Rockies [Member] | ||
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Purchase of additional/remaining interest | (5,481) | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Borrowing under Gaylord Rockies term loan | 800,000 | |
Repayment of Gaylord Rockies construction and mezzanine loans | (496,612) | |
Opry City Stage [Member] | ||
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Purchase of additional/remaining interest | (3,948) | |
Term Loan B | ||
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Repayments of loans | (3,750) | (2,500) |
Reportable Legal Entities [Member] | Parent Company [Member] | ||
Cash Flows from Operating Activities: | ||
Net cash provided by (used in) operating activities | 140,881 | 132,910 |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Payment of dividends | (137,037) | (128,769) |
Payment of tax withholdings for share-based compensation | (3,965) | (4,121) |
Other financing activities | 71 | |
Net cash flows used in financing activities | (140,931) | (132,890) |
Net change in cash, cash equivalents, and restricted cash | (50) | 20 |
Cash, cash equivalents, and restricted cash, beginning of period | 81 | 38 |
Cash, cash equivalents, and restricted cash, end of period | 31 | 58 |
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | ||
Cash Flows from Operating Activities: | ||
Net cash provided by (used in) operating activities | 164,587 | (94,109) |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Net borrowings (repayments) under revolving credit facility | (302,000) | 99,000 |
Issuance of senior notes | 500,000 | |
Redemption of senior notes | (350,000) | |
Deferred financing costs paid | (8,421) | (642) |
Net cash flows used in financing activities | (164,171) | 95,858 |
Net change in cash, cash equivalents, and restricted cash | 416 | 1,749 |
Cash, cash equivalents, and restricted cash, beginning of period | 657 | 759 |
Cash, cash equivalents, and restricted cash, end of period | 1,073 | 2,508 |
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | Term Loan B | ||
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Repayments of loans | (3,750) | (2,500) |
Reportable Legal Entities [Member] | Guarantor Subsidiaries [Member] | ||
Cash Flows from Operating Activities: | ||
Net cash provided by (used in) operating activities | 31,533 | 56,336 |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Purchases of property and equipment | (31,576) | (56,180) |
Net cash used in investing activities | (31,576) | (56,180) |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Net change in cash, cash equivalents, and restricted cash | (43) | 156 |
Cash, cash equivalents, and restricted cash, beginning of period | 54 | 36 |
Cash, cash equivalents, and restricted cash, end of period | 11 | 192 |
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | ||
Cash Flows from Operating Activities: | ||
Net cash provided by (used in) operating activities | (105,860) | 130,139 |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Purchases of property and equipment | (78,027) | (76,624) |
Collection of notes receivable | 13,211 | 2,560 |
Investment in joint ventures | (2,241) | (2,199) |
Other investing activities | 236 | (6,151) |
Net cash used in investing activities | (72,302) | (86,362) |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Deferred financing costs paid | (9,166) | |
Distribution from consolidated joint venture to noncontrolling interest partners | (105,793) | |
Other financing activities | (220) | (15) |
Net cash flows used in financing activities | 188,209 | (15) |
Net change in cash, cash equivalents, and restricted cash | 10,047 | 43,762 |
Cash, cash equivalents, and restricted cash, beginning of period | 148,297 | 77,877 |
Cash, cash equivalents, and restricted cash, end of period | 158,344 | 121,639 |
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | Gaylord Rockies [Member] | ||
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Purchase of additional/remaining interest | (5,481) | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Borrowing under Gaylord Rockies term loan | 800,000 | |
Repayment of Gaylord Rockies construction and mezzanine loans | $ (496,612) | |
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | Opry City Stage [Member] | ||
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Purchase of additional/remaining interest | $ (3,948) |