Ryman Hospitality Properties Inc. (REIT) filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company  ☐

 

On December 19, 2024, Ryman Hospitality Properties, Inc. (the “Company”), entered into a Second Incremental Tranche B Term Loan Agreement (the “Incremental Agreement”), which supplements that certain Credit Agreement dated as of May 18, 2023 (the “Credit Agreement”), by and among RHP Hotel Properties, LP, as the borrower thereunder, (in such capacity, the “Borrower”), the Company and certain subsidiaries of the Company, as guarantors, several lenders named therein (the “Lenders”), Wells Fargo Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”), the joint lead arrangers and the various other parties thereto.

 

The Incremental Agreement refinances the $293.5 million principal amount outstanding under the original $500 million term loan B (the “Term Loan B Facility”) and reduces the applicable interest rate margins for the loans advanced under the refinanced Term Loan B Facility. The applicable interest rate margins for the refinanced Term Loan B Facility under the Incremental Agreement are (i) 2.00% for SOFR Loans (as defined in the Credit Agreement) and (ii) 1.00% for base rate loans, which, in each such case, is 0.25% lower than the applicable interest rate margin existing prior to the effectiveness of the Incremental Agreement. Further, the Incremental Agreement provides for the applicable interest rate margins discussed above to be further reduced by an additional 0.25% upon the Company’s meeting certain criteria as set forth in the Incremental Agreement.

 

The Incremental Agreement did not change the maturity dates existing under the Credit Agreement or result in any increase in principal indebtedness by the Borrower.

 

Certain lenders under the Credit Agreement and the Incremental Agreement or their affiliates have provided, and may in the future provide, certain commercial banking, financial advisory, and investment banking services in the ordinary course of business of the Company, its subsidiaries and certain of its affiliates, for which they receive customary fees and commissions.

 

The foregoing description of the Incremental Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Incremental Agreement, which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.

 

The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.