8-K current report · filed Aug 10, 2026

Ryman Hospitality Properties, Inc. (RHP) 8-K Current Report: August 10, 2026

Item 1.01Item 7.01Item 8.01Item EX-99.1RHP overview

Short answer

Ryman Hospitality Properties, Inc. (RHP) filed an 8-K current report with the SEC on August 10, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item 8.01 (Other Events), Item EX-99.1 (Exhibit EX-99.1). RHP agreed to acquire JW Marriott and Ritz-Carlton Orlando, Grande Lakes, plus related assets, for approximately $1.38 billion.

Ryman Hospitality Properties, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • RHP agreed to acquire JW Marriott and Ritz-Carlton Orlando, Grande Lakes, plus related assets, for approximately $1.38 billion
  • $50 million escrow deposit committed at signing, applied to purchase price or subject to forfeiture as liquidated damages
  • Transaction expected to close in Q3 2026, pending customary conditions
  • Acquisition materially expands RHP’s Orlando luxury-resort portfolio and capital deployment exposure

Item 8.01 · Other Events

  • Grande Lakes Acquisition targeted for Q3 2026, but customary closing conditions could delay or terminate the transaction
  • Failed or delayed closing could pressure RHP’s financial condition, results, cash flows, stockholder distributions, and share price
  • Integration risks include management distraction, unexpected costs, delayed synergies, weaker revenues, and missed growth expectations
  • Marriott concentration increases exposure to Gaylord Hotels, JW Marriott, and Ritz-Carlton brand reputation
  • Undisclosed Grande Lakes liabilities, including litigation or regulatory matters, could impair post-closing results and cash flows

Item EX-99.1 · Exhibit EX-99.1

  • Acquisition of Grande Lakes Orlando for $1.38B, expanding RHP’s convention-resort footprint in a leading meetings and leisure market
  • 1,592-room property with approximately 320,000 square feet of meeting space, operated under JW Marriott and Ritz-Carlton brands
  • Purchase price equals 12.5x trailing-twelve-month Adjusted EBITDAre of $110.005M through June 30, 2026
  • Expected accretive to Adjusted FFO per diluted share in 2027, with closing targeted for third quarter 2026
  • Approximately $150M of recent capital investment reduces near-term renovation needs but increases transaction-scale and integration exposure

Other items in this filing:

  • Item 7.01: Regulation FD Disclosure

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