INFORMATION CONCERNING GUARANTOR AND NON-GUARANTOR SUBSIDIARIES (Tables)

9 Months Ended

Sep. 30, 2012

Condensed Consolidating Statement of Operations

The following condensed consolidating financial information includes certain allocations of revenues and 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 Statement of Operations and Comprehensive Income

For the Three Months Ended September 30, 2012

							Non-
(in thousands)	Issuer			Guarantors			Guarantors			Eliminations			Consolidated
Revenues	$	(6,321	)	$	227,012		$	1,168		$	6,270		$	228,129
Operating expenses:
Operating costs		—			134,085			795			(58	)		134,822
Selling, general and administrative		5,406			38,852			252			—			44,510
REIT conversion costs		22,046			29,311			14			—			51,371
Casualty loss		45			128			—			—			173
Preopening costs		—			1			—			—			1
Management fees		—			(6,321	)		(7	)		6,328			—
Depreciation and amortization		851			29,698			152			—			30,701
Operating income (loss)		(34,669	)		1,258			(38	)		—			(33,449	)
Interest expense, net of amounts capitalized		(15,299	)		(29,005	)		(962	)		30,130			(15,136	)
Interest income		24,952			4,027			4,232			(30,130	)		3,081
Other gains and (losses), net		—			2,251			—			—			2,251
Income (loss) before income taxes and discontinued operations		(25,016	)		(21,469	)		3,232			—			(43,253	)
Benefit for income taxes		8,276			5,853			2,452			—			16,581
Equity in subsidiaries’ losses, net		(9,934	)		—			—			9,934			—
Income (loss) from continuing operations		(26,674	)		(15,616	)		5,684			9,934			(26,672	)
Loss from discontinued operations, net of taxes		—			—			(2	)		—			(2	)
Net income (loss)	$	(26,674	)	$	(15,616	)	$	5,682		$	9,934		$	(26,674	)
Comprehensive income (loss)	$	(26,674	)	$	(15,616	)	$	5,682		$	9,934		$	(26,674	)

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

Condensed Consolidating Statement of Operations and Comprehensive Income

For the Three Months Ended September 30, 2011

							Non-
(in thousands)	Issuer			Guarantors			Guarantors			Eliminations			Consolidated
Revenues	$	1,525		$	225,227		$	—		$	(1,520	)	$	225,232
Operating expenses:
Operating costs		—			135,817			—			—			135,817
Selling, general and administrative		4,417			38,287			—			—			42,704
Casualty loss		100			62			—			—			162
Preopening costs		41			304			—			—			345
Management fees		—			1,520			—			(1,520	)		—
Depreciation and amortization		944			31,423			—			—			32,367
Operating income (loss)		(3,977	)		17,814			—			—			13,837
Interest expense, net of amounts capitalized		(18,317	)		(30,244	)		(103	)		30,589			(18,075	)
Interest income		26,055			3,716			4,017			(30,589	)		3,199
Income from unconsolidated companies		—			761			—			—			761
Other gains and (losses), net		—			(444	)		—			—			(444	)
Income (loss) before income taxes and discontinued operations		3,761			(8,397	)		3,914			—			(722	)
(Provision) benefit for income taxes		(1,702	)		2,925			(2,160	)		—			(937	)
Equity in subsidiaries’ losses, net		(3,665	)		—			—			3,665			—
Income (loss) from continuing operations		(1,606	)		(5,472	)		1,754			3,665			(1,659	)
Income from discontinued operations, net of taxes		—			1			52			—			53
Net income (loss)	$	(1,606	)	$	(5,471	)	$	1,806		$	3,665		$	(1,606	)
Comprehensive income (loss)	$	(712	)	$	(5,471	)	$	1,806		$	3,665		$	(712	)

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

Condensed Consolidating Statement of Operations and Comprehensive Income

For the Nine Months Ended September 30, 2012

							Non-
(in thousands)	Issuer			Guarantors			Guarantors			Eliminations			Consolidated
Revenues	$	5,778		$	717,212		$	3,201		$	(5,918	)	$	720,273
Operating expenses:
Operating costs		—			406,689			2,390			(58	)		409,021
Selling, general and administrative		16,443			122,061			761			(103	)		139,162
REIT conversion costs		27,426			30,359			14			—			57,799
Casualty loss		321			398			—			—			719
Preopening costs		22			318			—			—			340
Management fees		—			5,637			120			(5,757	)		—
Depreciation and amortization		2,377			90,566			446			—			93,389
Operating income (loss)		(40,811	)		61,184			(530	)		—			19,843
Interest expense, net of amounts capitalized		(44,593	)		(86,820	)		(2,829	)		90,293			(43,949	)
Interest income		75,413			11,692			12,444			(90,293	)		9,256
Income from unconsolidated companies		—			109			—			—			109
Other gains and (losses), net		—			2,251			—			—			2,251
Income (loss) before income taxes and discontinued operations		(9,991	)		(11,584	)		9,085			—			(12,490	)
(Provision) benefit for income taxes		637			750			(589	)		—			798
Equity in subsidiaries’ losses, net		(2,338	)		—			—			2,338			—
Income (loss) from continuing operations		(11,692	)		(10,834	)		8,496			2,338			(11,692	)
Income from discontinued operations, net of taxes		—			—			—			—			—
Net income (loss)	$	(11,692	)	$	(10,834	)	$	8,496		$	2,338		$	(11,692	)
Comprehensive income (loss)	$	(11,692	)	$	(10,834	)	$	8,496		$	2,338		$	(11,692	)

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

Condensed Consolidating Statement of Operations and Comprehensive Income

For the Nine Months Ended September 30, 2011

(in thousands)	Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues	$	4,461		$	682,756		$	—		$	(4,472	)	$	682,745
Operating expenses:
Operating costs		—			402,469			—			(28	)		402,441
Selling, general and administrative		12,759			116,071			—			—			128,830
Casualty loss		148			482			—			—			630
Preopening costs		41			345			—			—			386
Management fees		—			4,444			—			(4,444	)		—
Depreciation and amortization		2,973			87,722			—			—			90,695
Operating income (loss)		(11,460	)		71,223			—			—			59,763
Interest expense, net of amounts capitalized		(60,838	)		(90,770	)		(303	)		91,650			(60,261	)
Interest income		78,129			11,441			11,768			(91,650	)		9,688
Income from unconsolidated companies		—			1,086			—			—			1,086
Other gains and (losses), net		—			(494	)		—			—			(494	)
Income (loss) before income taxes and discontinued operations		5,831			(7,514	)		11,465			—			9,782
(Provision) benefit for income taxes		(2,542	)		2,526			(4,753	)		—			(4,769	)
Equity in subsidiaries’ earnings, net		1,785			—			—			(1,785	)		—
Income (loss) from continuing operations		5,074			(4,988	)		6,712			(1,785	)		5,013
Income from discontinued operations, net of taxes		—			23			38			—			61
Net income (loss)	$	5,074		$	(4,965	)	$	6,750		$	(1,785	)	$	5,074
Comprehensive income (loss)	$	12,890		$	(4,965	)	$	6,750		$	(1,785	)	$	12,890

Condensed Consolidated Balance Sheets

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheet

September 30, 2012

(in thousands)	Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents — unrestricted	$	17,841		$	6,365		$	24		$	—		$	24,230
Cash and cash equivalents — restricted		1,150			—			—			—			1,150
Trade receivables, net		—			60,338			31			—			60,369
Deferred income taxes		2,389			(1,976	)		133			—			546
Other current assets		2,781			50,236			276			(126	)		53,167
Intercompany receivables, net		1,726,957			—			249,370			(1,976,327	)		—
Total current assets		1,751,118			114,963			249,834			(1,976,453	)		139,462
Property and equipment, net of accumulated depreciation		48,022			2,114,129			10,637			—			2,172,788
Notes receivable, net of current portion		—			137,542			—			—			137,542
Long-term deferred financing costs		12,572			—			—			—			12,572
Other long-term assets		658,400			352,751			—			(964,415	)		46,736
Long-term assets of discontinued operations		—			—			346			—			346
Total assets	$	2,470,112		$	2,719,385		$	260,817		$	(2,940,868	)	$	2,509,446
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt and capital lease obligations	$	98,825		$	712		$	—		$	—		$	99,537
Accounts payable and accrued liabilities		52,225			143,880			557			(417	)		196,245
Intercompany payables, net		—			1,886,481			89,846			(1,976,327	)		—
Current liabilities of discontinued operations		—			—			217			—			217
Total current liabilities		151,050			2,031,073			90,620			(1,976,744	)		295,999
Long-term debt and capital lease obligations, net of current portion		1,047,801			1,123			—			—			1,048,924
Deferred income taxes		(31,439	)		129,432			352			—			98,345
Other long-term liabilities		84,031			87,733			(3	)		291			172,052
Long-term liabilities of discontinued operations		—			—			451			—			451
Commitments and contingencies
Stockholders’ equity:
Preferred stock		—			—			—			—			—
Common stock		453			2,388			1			(2,389	)		453
Additional paid-in capital		975,117			1,081,067			(40,129	)		(1,040,938	)		975,117
Treasury stock		(4,599	)		—			—			—			(4,599	)
Retained earnings		283,729			(613,431	)		209,525			78,912			(41,265	)
Accumulated other comprehensive loss		(36,031	)		—			—			—			(36,031	)
Total stockholders’ equity		1,218,669			470,024			169,397			(964,415	)		893,675
Total liabilities and stockholders’ equity	$	2,470,112		$	2,719,385		$	260,817		$	(2,940,868	)	$	2,509,446

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheet

December 31, 2011

(in thousands)	Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS:
Current assets:
Cash and cash equivalents — unrestricted	$	37,562		$	6,826		$	—		$	—		$	44,388
Cash and cash equivalents — restricted		1,150			—			—			—			1,150
Trade receivables, net		—			41,939			—			—			41,939
Deferred income taxes		1,195			7,423			23			—			8,641
Other current assets		2,710			45,954			—			(126	)		48,538
Intercompany receivables, net		1,745,197			—			302,368			(2,047,565	)		—
Total current assets		1,787,814			102,142			302,391			(2,047,691	)		144,656
Property and equipment, net of accumulated depreciation		43,733			2,165,394			—			—			2,209,127
Notes receivable, net of current portion		—			142,567			—			—			142,567
Long-term deferred financing costs		15,947			—			—			—			15,947
Other long-term assets		658,167			359,297			—			(966,751	)		50,713
Long-term assets of discontinued operations		—			—			390			—			390
Total assets	$	2,505,661		$	2,769,400		$	302,781		$	(3,014,442	)	$	2,563,400
LIABILITIES AND STOCKHOLDERS’ EQUITY:
Current liabilities:
Current portion of long-term debt and capital lease obligations	$	—		$	755		$	—		$	—		$	755
Accounts payable and accrued liabilities		17,934			151,458			—			(417	)		168,975
Intercompany payables, net		—			1,958,653			88,912			(2,047,565	)		—
Current liabilities of discontinued operations		—			—			186			—			186
Total current liabilities		17,934			2,110,866			89,098			(2,047,982	)		169,916
Long-term debt and capital lease obligations, net of current portion		1,071,426			1,644			—			—			1,073,070
Deferred income taxes		(36,586	)		144,886			(81	)		—			108,219
Other long-term liabilities		82,358			83,560			—			291			166,209
Long-term liabilities of discontinued operations		—			—			451			—			451
Commitments and contingencies
Stockholders’ equity:
Preferred stock		—			—			—			—			—
Common stock		484			2,388			1			(2,389	)		484
Additional paid-in capital		929,904			1,081,063			(40,127	)		(1,040,936	)		929,904
Treasury stock		(4,599	)		—			—			—			(4,599	)
Retained earnings		480,771			(655,007	)		253,439			76,574			155,777
Accumulated other comprehensive loss		(36,031	)		—			—			—			(36,031	)
Total stockholders’ equity		1,370,529			428,444			213,313			(966,751	)		1,045,535
Total liabilities and stockholders’ equity	$	2,505,661		$	2,769,400		$	302,781		$	(3,014,442	)	$	2,563,400

Condensed Consolidated Statement of Cash Flows

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

Condensed Consolidating Statement of Cash Flows

For the Nine Months Ended September 30, 2012

(in thousands)	Issuer			Guarantors			Non- Guarantors			Eliminations		Consolidated
Net cash provided by continuing operating activities	$	62,976		$	66,039		$	251		$	—	$	129,266
Net cash provided by discontinued operating activities		—			—			47			—		47
Net cash provided by operating activities		62,976			66,039			298			—		129,313
Purchases of property and equipment		(6,648	)		(71,267	)		(274	)		—		(78,189	)
Collection of notes receivable		—			4,480			—			—		4,480
Other investing activities		—			851			—			—		851
Net cash used in investing activities — continuing operations		(6,648	)		(65,936	)		(274	)		—		(72,858	)
Net cash used investing activities — discontinued operations		—			—			—			—		—
Net cash used in investing activities		(6,648	)		(65,936	)		(274	)		—		(72,858	)
Net borrowings under credit facility		65,000			—			—			—		65,000
Deferred financing costs paid		(376	)		—			—			—		(376	)
Proceeds from issuance of common stock		32,722											32,722
Repurchase of Company stock for retirement		(185,400	)										(185,400	)
Proceeds from exercise of stock option and purchase plans		12,005			—			—			—		12,005
Other financing activities, net		—			(564	)		—			—		(564	)
Net cash used in financing activities — continuing operations		(76,049	)		(564	)		—			—		(76,613	)
Net cash provided by financing activities — discontinued operations		—			—			—			—		—
Net cash used in financing activities		(76,049	)		(564	)		—			—		(76,613	)
Net change in cash and cash equivalents		(19,721	)		(461	)		24			—		(20,158	)
Cash and cash equivalents at beginning of period		37,562			6,826			—			—		44,388
Cash and cash equivalents at end of period	$	17,841		$	6,365		$	24		$	—	$	24,230

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

Condensed Consolidating Statement of Cash Flows

For the Nine Months Ended September 30, 2011

(in thousands)	Issuer			Guarantors			Non- Guarantors			Eliminations		Consolidated
Net cash provided by continuing operating activities	$	682		$	82,202		$	21		$	—	$	82,905
Net cash provided by (used in) discontinued operating activities		—			37			(21	)		—		16
Net cash provided by operating activities		682			82,239			—			—		82,921
Purchases of property and equipment		(4,428	)		(89,416	)		—			—		(93,844	)
Collection of notes receivable		—			2,465			—			—		2,465
Other investing activities		10			2,192			—			—		2,202
Net cash used in investing activities — continuing operations		(4,418	)		(84,759	)		—			—		(89,177	)
Net cash used in investing activities — discontinued operations		—			—			—			—		—
Net cash used in investing activities		(4,418	)		(84,759	)		—			—		(89,177	)
Net repayments under credit facility		(100,000	)		—			—			—		(100,000	)
Deferred financing costs paid		(10,074	)		—			—			—		(10,074	)
Proceeds from exercise of stock option and purchase plans		4,275			—			—			—		4,275
Other financing activities, net		—			(221	)		—			—		(221	)
Net cash provided by (used in) financing activities — continuing operations		(105,799	)		(221	)		—			—		(106,020	)
Net cash provided by financing activities — discontinued operations		—			—			—			—		—
Net cash provided by (used in) financing activities		(105,799	)		(221	)		—			—		(106,020	)
Net change in cash and cash equivalents		(109,535	)		(2,741	)		—			—		(112,276	)
Cash and cash equivalents at beginning of period		117,913			6,485			—			—		124,398
Cash and cash equivalents at end of period	$	8,378		$	3,744		$	—		$	—	$	12,122