16. INFORMATION CONCERNING GUARANTOR AND NON-GUARANTOR SUBSIDIARIES:

The 5% Senior Notes 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 $1 billion credit facility (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 5% Senior Notes.

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. As further described in Note 3, on October 1, 2012, the Company and its subsidiaries completed a restructuring of assets and operations in connection with the Company’s transition to a REIT. For purposes of presenting the condensed consolidating financial information, the results of the subsidiaries that own the hotel properties are reflected in the guarantor results for periods commencing October 1, 2012. The Operating Partnership was formed in 2012 and had no results prior to October 1, 2012.

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

As of September 30, 2013


(in thousands)	Parent Guarantor			Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
ASSETS:
Property and equipment, net of accumulated depreciation	$	—		$	—		$	1,752,207	$	332,040		$	—		$	2,084,247
Cash and cash equivalents—unrestricted		—			57			—		52,033			—			52,090
Cash and cash equivalents—restricted		—			—			—		18,557			—			18,557
Notes receivable		—			—			—		145,206			—			145,206
Trade receivables, less allowance		—			—			—		52,746			—			52,746
Deferred financing costs		—			20,527			—		—			—			20,527
Prepaid expenses and other assets		—			5,347			171,067		64,138			(173,113	)		67,439
Intercompany receivables, net		107,027			—			696,229		96,365			(899,621	)		—
Investments		2,022,936			2,767,163			526,644		431,239			(5,747,982	)		—

Total assets	$	2,129,963		$	2,793,094		$	3,146,147	$	1,192,324		$	(6,820,716	)	$	2,440,812

LIABILITIES AND STOCKHOLDERS’ EQUITY:
Debt and capital lease obligations	$	290,689		$	883,000		$	—	$	1,124		$	—		$	1,174,813
Accounts payable and accrued liabilities		(14	)		18,712			517		310,561			(173,400	)		156,376
Deferred income tax liabilities, net		6,681			(3	)		662		23,860			—			31,200
Deferred management rights proceeds		—			—			—		184,154			—			184,154
Dividends payable		25,652			—			—		—			—			25,652
Other liabilities		—			—			73,185		53,130			287			126,602
Intercompany payables, net		725,084			174,390			147		—			(899,621	)		—
Commitments and contingencies
Stockholders’ equity:
Preferred stock		—			—			—		—			—			—
Common stock		505			1			1		2,387			(2,389	)		505
Additional paid-in-capital		1,223,546			1,741,704			2,803,623		1,184,038			(5,729,365	)		1,223,546
Treasury stock		(7,533	)		—			—		—			—			(7,533	)
Accumulated deficit		(134,647	)		(24,710	)		268,012		(552,064	)		(16,228	)		(459,637	)
Accumulated other comprehensive loss		—			—			—		(14,866	)		—			(14,866	)

Total stockholders’ equity		1,081,871			1,716,995			3,071,636		619,495			(5,747,982	)		742,015

Total liabilities and stockholders’ equity	$	2,129,963		$	2,793,094		$	3,146,147	$	1,192,324		$	(6,820,716	)	$	2,440,812

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

As of December 31, 2012


(in thousands)	Parent Guarantor			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS:
Property and equipment, net of accumulated depreciation	$	—		$	—		$	1,798,827		$	350,172		$	—		$	2,148,999
Cash and cash equivalents—unrestricted		—			—			(595	)		97,765			—			97,170
Cash and cash equivalents—restricted		—			—			—			6,210			—			6,210
Notes receivable		—			—			—			149,400			—			149,400
Trade receivables, less allowance		—			—			—			55,343			—			55,343
Deferred financing costs		—			11,347			—			—			—			11,347
Prepaid expenses and other assets		—			—			—			64,119			(137	)		63,982
Intercompany receivables, net		485,219			—			—			—			(485,219	)		—
Investments		1,202,809			2,771,696			1,208,937			450,261			(5,633,703	)		—

Total assets	$	1,688,028		$	2,783,043		$	3,007,169		$	1,173,270		$	(6,119,059	)	$	2,532,451

LIABILITIES AND STOCKHOLDERS’ EQUITY:
Debt and capital lease obligations	$	485,219		$	545,000		$	—		$	1,644		$	—		$	1,031,863
Accounts payable and accrued liabilities		—			15,514			(1,535	)		204,904			(422	)		218,461
Deferred income tax liabilities, net		(386	)		(1,448	)		99,674			(8,902	)		—			88,938
Deferred management rights proceeds		—			—			—			186,346			—			186,346
Other liabilities		—			—			83,477			69,483			285			153,245
Intercompany payables, net		—			485,219			—			—			(485,219	)		—
Commitments and contingencies
Stockholders’ equity:
Preferred stock		—			—			—			—			—			—
Common stock		526			—			—			2,388			(2,388	)		526
Additional paid-in-capital		1,250,975			1,741,704			2,803,618			1,184,041			(5,729,363	)		1,250,975
Treasury stock		(7,234	)		—			—			—			—			(7,234	)
Accumulated deficit		(41,072	)		(2,946	)		21,935			(442,031	)		98,048			(366,066	)
Accumulated other comprehensive loss		—			—			—			(24,603	)		—			(24,603	)

Total stockholders’ equity		1,203,195			1,738,758			2,825,553			719,795			(5,633,703	)		853,598

Total liabilities and stockholders’ equity	$	1,688,028		$	2,783,043		$	3,007,169		$	1,173,270		$	(6,119,059	)	$	2,532,451

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

AND COMPREHENSIVE INCOME

For the Three Months Ended September 30, 2013


(in thousands)	Parent Guarantor			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rooms	$	—		$	—		$	—		$	83,804		$	—		$	83,804
Food and beverage		—			—			—			88,193			—			88,193
Other hotel revenue		—			—			64,147			28,723			(65,563	)		27,307
Opry and Attractions		—			—			—			21,892			—			21,892

Total revenues		—			—			64,147			222,612			(65,563	)		221,196
Operating expenses:
Rooms		—			—			—			26,369			—			26,369
Food and beverage		—			—			—			55,920			—			55,920
Other hotel expenses		—			—			10,891			117,488			(62,661	)		65,718
Management fees		—			—			—			3,253			—			3,253

Total hotel operating expenses		—			—			10,891			203,030			(62,661	)		151,260
Opry and Attractions		—			—			—			15,411			—			15,411
Corporate		—			201			—			5,498			—			5,699
Corporate overhead allocation		(12	)		—			2,914			—			(2,902	)		—
REIT conversion costs		—			—			—			971			—			971
Casualty loss		—			—			—			26			—			26
Impairment and other charges (non-REIT conversion costs)		—			—			—			110			—			110
Depreciation and amortization		—			—			14,936			12,980			—			27,916

Total operating expenses		(12	)		201			28,741			238,026			(65,563	)		201,393

Operating income (loss)		12			(201	)		35,406			(15,414	)		—			19,803

Interest expense, net of amounts capitalized		(6,402	)		(8,774	)		—			(11	)		—			(15,187	)
Interest income		—			—			—			3,020			—			3,020
Income from unconsolidated companies		—			—			—			10			—			10
Loss on extinguishment of debt		(4,181	)		—			—			—			—			(4,181	)
Other gains and (losses), net		—			—			—			2,318			—			2,318

Income (loss) before income taxes and discontinued operations		(10,571	)		(8,975	)		35,406			(10,077	)		—			5,783
(Provision) benefit for income taxes		2,732			4,720			(8,821	)		13,819			—			12,450
Equity in subsidiaries’ earnings, net		25,870			—			—			—			(25,870	)		—

Income (loss) from continuing operations		18,031			(4,255	)		26,585			3,742			(25,870	)		18,233
Loss from discontinued operations, net of taxes		—			—			—			(202	)		—			(202	)

Net income (loss)	$	18,031		$	(4,255	)	$	26,585		$	3,540		$	(25,870	)	$	18,031

Comprehensive income (loss)	$	18,196		$	(4,255	)	$	26,585		$	3,705		$	(26,035	)	$	18,196

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

AND COMPREHENSIVE INCOME

For the Three Months Ended September 30, 2012


(in thousands)	Parent Guarantor			Issuer		Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Rooms	$	—		$	—	$	—	$	86,173		$	—		$	86,173
Food and beverage		—			—		—		89,865			—			89,865
Other hotel revenue		(6,328	)		—		—		31,961			6,270			31,903
Opry and Attractions		7			—		—		20,181			—			20,188

Total revenues		(6,321	)		—		—		228,180			6,270			228,129
Operating expenses:
Rooms		—			—		—		24,933			—			24,933
Food and beverage		—			—		—		56,791			—			56,791
Other hotel expenses		—			—		—		72,233			(58	)		72,175
Management fees		—			—		—		—			—			—

Total hotel operating expenses		—			—		—		153,957			(58	)		153,899
Opry and Attractions		—			—		—		14,216			—			14,216
Corporate		5,406			—		—		5,811			—			11,217
Corporate overhead allocation		—			—		—		(6,328	)		6,328			—
REIT conversion costs		22,046			—		—		29,325			—			51,371
Casualty loss		45			—		—		128			—			173
Preopening costs		—			—		—		1			—			1
Depreciation and amortization		851			—		—		29,850			—			30,701

Total operating expenses		28,348			—		—		226,960			6,270			261,578

Operating income (loss)		(34,669	)		—		—		1,220			—			(33,449	)
Interest expense, net of amounts capitalized		(15,299	)		—		—		(29,965	)		30,128			(15,136	)
Interest income		24,952			—		—		8,257			(30,128	)		3,081
Income from unconsolidated companies		—			—		—		—			—			—
Other gains and (losses), net		—			—		—		2,251			—			2,251

Loss before income taxes and discontinued operations		(25,016	)		—		—		(18,237	)		—			(43,253	)
Benefit for income taxes		8,276			—		—		8,305			—			16,581
Equity in subsidiaries’ losses, net		(9,934	)		—		—		—			9,934			—

Loss from continuing operations		(26,674	)		—		—		(9,932	)		9,934			(26,672	)
Loss from discontinued operations, net of taxes		—			—		—		(2	)		—			(2	)

Net loss	$	(26,674	)	$	—	$	—	$	(9,934	)	$	9,934		$	(26,674	)

Comprehensive loss	$	(26,674	)	$	—	$	—	$	(9,934	)	$	9,934		$	(26,674	)

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

AND COMPREHENSIVE INCOME

For the Nine Months Ended September 30, 2013


(in thousands)	Parent Guarantor			Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Rooms	$	—		$	—		$	—	$	265,386		$	—		$	265,386
Food and beverage		—			—			—		285,690			—			285,690
Other hotel revenue		—			—			200,662		91,040			(211,062	)		80,640
Opry and Attractions		—			—			—		56,776			—			56,776

Total revenues		—			—			200,662		698,892			(211,062	)		688,492
Operating expenses:
Rooms		—			—			—		78,020			—			78,020
Food and beverage		—			—			—		177,574			—			177,574
Other hotel expenses		—			—			33,391		370,913			(200,435	)		203,869
Management fees		—			—			—		10,446			—			10,446

Total hotel operating expenses		—			—			33,391		636,953			(200,435	)		469,909
Opry and Attractions		—			—			—		41,326			—			41,326
Corporate		—			867			1		18,133			—			19,001
Corporate overhead allocation		2,108			—			8,519		—			(10,627	)		—
REIT conversion costs		—			—			—		21,383			—			21,383
Casualty loss		—			—			—		75			—			75
Impairment and other charges (non-REIT conversion costs)		—			—			1,246		111			—			1,357
Depreciation and amortization		—			—			44,823		44,156			—			88,979

Total operating expenses		2,108			867			87,980		762,137			(211,062	)		642,030

Operating income (loss)		(2,108	)		(867	)		112,682		(63,245	)		—			46,462

Interest expense, net of amounts capitalized		(22,308	)		(23,587	)		—		(39	)		—			(45,934	)
Interest income		—			—			—		9,123			—			9,123
Income from unconsolidated companies		—			—			—		10			—			10
Loss on extinguishment of debt		(4,181	)		—			—		—			—			(4,181	)
Other gains and (losses), net		—			—			—		2,365			—			2,365

Income (loss) before income taxes and discontinued operations		(28,597	)		(24,454	)		112,682		(51,786	)		—			7,845
(Provision) benefit for income taxes		2,508			2,689			133,396		(58,067	)		—			80,526
Equity in subsidiaries’ earnings, net		114,279			—			—		—			(114,279	)		—

Income (loss) from continuing operations		88,190			(21,765	)		246,078		(109,853	)		(114,279	)		88,371
Loss from discontinued operations, net of taxes		—			—			—		(181	)		—			(181	)

Net income (loss)	$	88,190		$	(21,765	)	$	246,078	$	(110,034	)	$	(114,279	)	$	88,190

Comprehensive income (loss)	$	97,927		$	(21,765	)	$	246,078	$	(100,297	)	$	(124,016	)	$	97,927

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

AND COMPREHENSIVE INCOME

For the Nine Months Ended September 30, 2012


(in thousands)	Parent Guarantor			Issuer		Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Rooms	$	—		$	—	$	—	$	273,689		$	—		$	273,689
Food and beverage		—			—		—		299,165			—			299,165
Other hotel revenue		5,757			—		—		94,343			(5,918	)		94,182
Opry and Attractions		21			—		—		53,216			—			53,237

Total revenues		5,778			—		—		720,413			(5,918	)		720,273
Operating expenses:
Rooms		—			—		—		72,698			—			72,698
Food and beverage		—			—		—		179,049			—			179,049
Other hotel expenses		—			—		—		220,066			(161	)		219,905
Management fees		—			—		—		—			—			—

Total hotel operating expenses		—			—		—		471,813			(161	)		471,652
Opry and Attractions		—			—		—		39,048			—			39,048
Corporate		16,446			—		—		21,037			—			37,483
Corporate overhead allocation		—			—		—		5,757			(5,757	)		—
REIT conversion costs		27,426			—		—		30,373			—			57,799
Casualty loss		321			—		—		398			—			719
Preopening costs		22			—		—		318			—			340
Depreciation and amortization		2,377			—		—		91,012			—			93,389

Total operating expenses		46,592			—		—		659,756			(5,918	)		700,430

Operating income (loss)		(40,814	)		—		—		60,657			—			19,843
Interest expense, net of amounts capitalized		(44,593	)		—		—		(89,648	)		90,292			(43,949	)
Interest income		75,413			—		—		24,135			(90,292	)		9,256
Income from unconsolidated companies		—			—		—		109			—			109
Other gains and (losses), net		—			—		—		2,251			—			2,251

Loss before income taxes and discontinued operations		(9,994	)		—		—		(2,496	)		—			(12,490	)
Benefit for income taxes		637			—		—		161			—			798
Equity in subsidiaries’ losses, net		(2,335	)		—		—		—			2,335			—

Loss from continuing operations		(11,692	)		—		—		(2,335	)		2,335			(11,692	)
Income from discontinued operations, net of taxes		—			—		—		—			—			—

Net loss	$	(11,692	)	$	—	$	—	$	(2,335	)	$	2,335		$	(11,692	)

Comprehensive loss	$	(11,692	)	$	—	$	—	$	(2,335	)	$	2,335		$	(11,692	)

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the Nine Months Ended September 30, 2013


(in thousands)	Parent Guarantor			Issuer			Guarantors			Non- Guarantors			Eliminations		Consolidated
Net cash provided by (used in) continuing operating activities	$	397,379		$	(322,427	)	$	37		$	(10,783	)	$	—	$	64,206
Net cash provided by discontinued operating activities		—			—			—			94			—		94

Net cash provided by (used in) operating activities		397,379			(322,427	)		37			(10,689	)		—		64,300

Purchases of property and equipment		—			—			558			(24,142	)		—		(23,584	)
Collection of notes receivable		—			—			—			1,740			—		1,740
Increase in restricted cash and cash equivalents		—			—			—			(12,347	)		—		(12,347	)
Other investing activities		—			—			—			227			—		227

Net cash provided by (used in) investing activities — continuing operations		—			—			558			(34,522	)		—		(33,964	)
Net cash used in investing activities — discontinued operations		—			—			—			—			—		—

Net cash provided by (used in) investing activities		—			—			558			(34,522	)		—		(33,964	)

Net repayments under credit facility		—			(12,000	)		—			—			—		(12,000	)
Issuance of senior notes		—			350,000			—			—			—		350,000
Early redemption of senior notes		(152,180	)		—			—			—			—		(152,180	)
Repurchase and conversion of convertible notes		(99,222	)		—			—			—					(99,222	)
Deferred financing costs paid		—			(15,516	)		—			—			—		(15,516	)
Repurchase of Company stock for retirement		(100,028	)		—			—			—			—		(100,028	)
Payment of dividend		(51,162	)		—			—			—			—		(51,162	)
Proceeds from exercise of stock option and purchase plans		5,206			—			—			—			—		5,206
Excess tax benefit from stock-based compensation		7			—			—			—			—		7
Other financing activities, net		—			—			—			(521	)		—		(521	)

Net cash provided by (used in) financing activities — continuing operations		(397,379	)		322,484			—			(521	)		—		(75,416	)
Net cash used in financing activities — discontinued operations		—			—			—			—			—		—

Net cash provided by (used in) financing activities		(397,379	)		322,484			—			(521	)		—		(75,416	)

Net change in cash and cash equivalents		—			57			595			(45,732	)		—		(45,080	)
Cash and cash equivalents at beginning of period		—			—			(595	)		97,765			—		97,170

Cash and cash equivalents at end of period	$	—		$	57		$	—		$	52,033		$	—	$	52,090

RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the Nine Months Ended September 30, 2012


(in thousands)	Parent Guarantor			Issuer		Guarantors		Non- Guarantors			Eliminations		Consolidated
Net cash provided by continuing operating activities	$	62,976						$	66,290		$	—	$	129,266
Net cash provided by discontinued operating activities		—			—		—		47			—		47

Net cash provided by operating activities		62,976			—		—		66,337			—		129,313

Purchases of property and equipment		(6,648	)		—				(71,541	)		—		(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	)		—		—		(66,210	)		—		(72,858	)
Net cash used in investing activities — discontinued operations		—			—		—		—			—		—

Net cash used in investing activities		(6,648	)		—		—		(66,210	)		—		(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 used in financing activities — discontinued operations		—			—		—		—			—		—

Net cash used in financing activities		(76,049	)		—		—		(564	)		—		(76,613	)

Net change in cash and cash equivalents		(19,721	)		—		—		(437	)		—		(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		$	—	$	—	$	6,389		$	—	$	24,230