NASHVILLE,
Tenn.--Sep. 14, 2012-- Gaylord Entertainment Co. (NYSE: GET)
today announced that it plans to transfer the management of several of
its attractions assets to Marriott International, Inc. (NYSE: MAR).
This transaction follows Gaylord’s previous announcement that it is
selling the Gaylord Hotels brand and the rights to manage its four
Gaylord hotels to Marriott, and to reorganize as a real estate
investment trust (REIT) effective January 1, 2013. The specific terms
of the attractions management arrangements will be finalized by October
1, 2012.
The General Jackson Showboat, Gaylord Springs Golf Links, and Wildhorse
Saloon are scheduled to convert to Marriott’s management effective
October 1, 2012. The Radisson Hotel Opryland is scheduled to transition
on December 1, 2012 and will be renamed the “Inn at Opryland, a Gaylord
Hotel.” Gaylord will continue to own these assets under the terms of
the management agreements with Marriott.
The Grand Ole Opry, Ryman Auditorium and WSM-AM radio station will
continue to be both owned and managed by Gaylord as taxable REIT
subsidiaries.
Colin V. Reed, Chairman and Chief Executive Officer for Gaylord
Entertainment stated, “These attractions are important elements of the
Nashville tourism experience, and embraced by the tens of thousands of
visitors who come to Nashville each year. We are confident that under
Marriott’s management they will continue to be positive economic
drivers for both the Nashville region and for our business.”
David Grissen, President, The Americas for Marriott International,
said, “We are excited to begin managing these attractions as well at
the Inn at Opryland. Historically these assets have performed well as
part of the Gaylord portfolio and we believe that they will continue to
offer our group and leisure customers unique entertainment options.”
Reed continued, “The Grand Ole Opry and the Ryman are incredibly
important to the Nashville community. Nothing will change at these
iconic assets, and we look forward to continuing to offer the same
level of world-class entertainment that has made them such prominent
music institutions.”
Gaylord’s proposed transactions with Marriott are subject to Gaylord’s
completion of its hotel management transfer, which is subject to
certain closing conditions, including the approval by Gaylord’s
shareholders of certain proposals that will facilitate becoming a REIT,
lender consent to amendments to Gaylord’s credit facility, and other
customary conditions and regulatory approvals. Gaylord will hold a
special meeting of stockholders on September 25, 2012 for the purpose
of voting on proposals that will facilitate becoming a REIT, including
amendments to its Certificate of Incorporation.
About Gaylord Entertainment
Gaylord Entertainment (NYSE: GET), a leading hospitality and
entertainment company based in Nashville, Tenn., owns and operates
Gaylord Hotels (www.gaylordhotels.com),
its network of upscale, meetings-focused resorts, and the Grand Ole
Opry (www.opry.com), the weekly
showcase of country music’s finest performers for more than 85
consecutive years. Gaylord's entertainment brands and properties
include the Radisson Hotel Opryland, Ryman Auditorium, General Jackson
Showboat, Gaylord Springs Golf Links, Wildhorse Saloon, and WSM-AM. For
more information about Gaylord, visit www.GaylordEntertainment.com
.
This press release contains “forward-looking statements” concerning
Gaylord’s goals, beliefs, expectations, strategies, objectives, plans,
future operating results and underlying assumptions, and other
statements that are not necessarily based on historical facts. Examples
of these statements include, but are not limited to, statements
regarding our expectation to contact management functions to Marriott,
our expectation to elect REIT status and the timing and effect of that
election. Actual results may differ materially from those indicated in
our forward-looking statements as a result of various important
factors, including: conditions to closing the hotel management transfer
may not be satisfied or waived; and we may fail to qualify as a REIT by
January 1, 2013 or at all, and, if we do qualify as a REIT, we may be
unable to maintain that qualification.
About Marriott International
Marriott International, Inc. (NYSE: MAR) is a leading lodging company
based in Bethesda, Maryland, USA with more than 3,700 properties in 73
countries and territories and reported revenues of over $12 billion in
fiscal year 2011. Marriott operates and franchises hotels and licenses
vacation ownership resorts under 17 brands, including Marriott Hotels
& Resorts, The Ritz-Carlton, JW Marriott, Bulgari, EDITION,
Renaissance, Autograph Collection, AC Hotels by Marriott, Courtyard,
Fairfield Inn & Suites, SpringHill Suites, Residence Inn,
TownePlace Suites, Marriott Executive Apartments, Marriott Vacation
Club, Grand Residences by Marriott, and The Ritz-Carlton Destination
Club. There are approximately 300,000 employees at headquarters,
managed and franchised properties. Marriott is consistently recognized
as a top employer and for its superior business operations, which it
conducts based on five core values: put people first, pursue
excellence, embrace change, act with integrity, and serve our world.
For more information or reservations, please visit our website at www.marriott.com, and for the
latest company news, visit www.marriottnewscenter.com
Additional Information and Where
to Find It
This communication does not constitute an offer to sell or the
solicitation of an offer to buy securities or a solicitation of any
vote or approval. Granite Hotel Properties, Inc. (“Granite”) and
Gaylord have filed with the SEC a registration statement on Form S-4
containing a proxy statement/prospectus which describes Gaylord’s plans
to qualify as a REIT for federal income tax purposes following the
consummation of the sale of the Gaylord Hotels brand and rights to
manage Gaylord’s four Gaylord Hotels to Marriott and the contemplated
merger of Gaylord with and into Granite to facilitate the REIT
election. Notice of a special meeting and a definitive proxy
statement/prospectus were mailed to Gaylord stockholders who held
shares of Gaylord’s common stock as of August 8, 2012 on August 22,
2012. INVESTORS ARE URGED TO READ THE FORM S-4 AND PROXY STATEMENT
(INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS THAT ARE FILED WITH THE SEC BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER AND REIT
CONVERSION. You may obtain copies of all documents filed with the SEC
concerning the proposed transaction, free of charge, at the SEC’s
website at www.sec.gov or Gaylord’s
website at www.gaylordentertainment.com
. In addition, stockholders may obtain free copies of the documents by
sending a written request to Gaylord’s Secretary at Gaylord
Entertainment Company, One Gaylord Drive, Nashville, Tennessee 37214,
or by calling the Secretary at (615) 316-6000.
Interests of Participants
Gaylord and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from Gaylord’s stockholders
in connection with the proposed merger and REIT conversion. Information
regarding Gaylord’s directors and executive officers is set forth in
Gaylord’s proxy statement for its 2012 annual meeting of stockholders
and its Annual Report on Form 10-K for the fiscal year ended December
31, 2011, which were filed with the SEC on April 3, 2012 and February
24, 2012, respectively. Additional information regarding persons who
may be deemed to be participants in the solicitation of proxies in
respect of the proposed merger and REIT conversion is contained in the
proxy statement/prospectus filed with the SEC.