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Ryman closes $700 million notes for Grande Lakes deal

Ryman Hospitality Properties completed a $700 million offering of 6.250% senior notes due 2035, with expected net proceeds of about $689 million, to help fund its pending $1.38 billion Grande Lakes acquisition.

RHP

The Print Ryman Hospitality Properties, Inc. (NYSE: RHP ) has now raised both equity and debt for its pending $1.38 billion acquisition of Grande Lakes Orlando.

The company closed a 5,865,000-share common-stock offering on Aug.

12 for approximately $658 million of net proceeds.

On Aug.

25, its operating partnership and finance subsidiary completed $700 million of 6.250% senior notes due 2035, with expected net proceeds of approximately $689 million.

Those transactions make the central dividend question clearer.

Ryman’s most recently paid quarterly dividend was $1.20 per share, or $4.80 annualized.

Against the $9.13 midpoint of its Aug.

6 full-year 2026 Adjusted FFO guidance, that equals 52.6% by DFB calculation.

But that guidance was issued before Ryman signed the Grande Lakes agreement and before the related equity and debt financing.

The acquisition therefore cannot be evaluated through the existing payout ratio alone.

Ryman has already increased its common-share base, and the new notes add $43.75 million of annual coupon interest by DFB calculation.

The company expects Grande Lakes to be accretive to Adjusted FFO per diluted share in 2027.

That expectation puts the post-close per-share result at the center of the analysis.

The Funding Stack Is Now Visible Ryman agreed on Aug.

10 to acquire the JW Marriott Orlando, Grande Lakes and The Ritz-Carlton Orlando, Grande Lakes for approximately $1.38 billion, subject to customary closing adjustments.

The company expects the transaction to close in the third quarter of 2026.

The equity offering closed two days later.

Ryman sold 5.865 million shares at $117 per share after the underwriters exercised their option in full.

Net proceeds were approximately $658 million after underwriting discounts, commissions and estimated offering expenses.

The debt financing closed Aug.

25.

RHP Hotel Properties, LP and RHP Finance Corporation issued $700 million of 6.250% senior notes due Feb.

15, 2035.

Expected net proceeds were approximately $689 million after initial-purchaser discounts, commissions and estimated offering expenses.

Ryman said the note proceeds will fund part of the purchase price and related fees and expenses.

The balance will be funded with the equity proceeds and cash on hand.

The $658 million and $689 million figures should not be treated as an exact purchase-price bridge because both offerings can also fund related fees and expenses, while the purchase price remains subject to customary closing adjustments.

The New Shares Change The Dividend Math The common-stock prospectus supplement used 63,118,355 shares outstanding at June 30 as its base.

With the underwriters’ option exercised in full, the offering increased that figure to 68,983,355 shares.

The 5.865 million-share increase equals 9.3% of the June 30 base by DFB calculation.

The dividend effect is mechanical.

If Ryman maintained the most recently paid $1.20 quarterly rate on all 5.865 million new shares, those shares would require approximately $28.2 million of additional annual dividend cash payments.

Future dividend amounts remain subject to board determination, so that figure is not a contractual obligation or company forecast.

The debt side adds a separate contractual interest obligation.

The 6.250% coupon on $700 million produces $43.75 million of annual coupon interest.