Scott J. Lynn - Senior Vice President, General Counsel and Corporate Secretary Colin V. Reed - Chairman, Chief Executive Officer and President Mark Fioravanti - Chief Financial Officer and Executive Vice President Patrick Chaffin - Senior Vice President of Asset Management.

Chris J. Woronka - Deutsche Bank AG, Research Division Charles Patrick Scholes - SunTrust Robinson Humphrey, Inc., Research Division Shaun C. Kelley - BofA Merrill Lynch, Research Division.

Welcome to the Ryman Hospitality Properties' Fourth Quarter 2014 Earnings Conference Call. Hosting the call today from Ryman Hospitality Properties are Mr. Colin Reed, Chairman and Chief Executive Officer; Mr. Mark Fioravanti, Executive Vice President and Chief Financial Officer; Mr. Patrick Chaffin, Senior Vice President of Asset Management; and Mr.

Scott Lynn, Senior Vice President and General Counsel. This call will be available for digital replay. The number is (800) 585-8367, and the conference ID number is 73087325. [Operator Instructions] It is now my pleasure to turn the floor over to Mr. Scott Lynn. Sir, you may begin..

Good morning. Thank you for joining us today. This call may contain forward-looking statements as defined in the Private Securities Litigation Reform Act, including statements about the company's expected future financial performance. Any statements we make today that are not statements of historical fact may be deemed to be forward-looking statements.

Words such as believes, expects or similar ones are intended to identify these statements, which may be affected by many factors, including those listed in SEC filings and in today's release. The company's actual results may differ materially from the results we discussed or project.

We will not update any forward-looking statements, whether as a result of new information, future events or any other reason. We will also discuss non-GAAP financial measures today, which we reconcile to the most comparable GAAP financial measure in an exhibit to today's release. I will now turn the call over to Colin..

December of '14 was our best production month on record and contributed to this quarter being our best booking fourth quarter since 2005. Now here's the really good news. In addition to the overall increase in advanced group bookings during the quarter, we were also able to drive solid growth in rate.

The rate increase on gross group bookings during the quarter was up approximately 5% over prior year -- over the prior year quarter, while rate on net group bookings increased almost 7% over the prior year quarter.

For the year, the brand booked approximately 2.3 million gross room nights for all future periods, translating into the best annual production total since 2007. Now when you look at this bookings performance and the fact that we're hitting levels we haven't seen since before the Great Recession, it tells you a couple of things.

Certainly, as it applies to us, the group sector is the healthiest it's been in a long time. And while we always want to be cautious, since unforeseen macro events can occur without warning, this is very encouraging.

And two, the transition-related issues that negatively impacted our sales production has receded, and the work that we have done with Marriott to refine this process is now paying dividends.

In addition, we are confident that there are areas of the sales process where we can continue to refine or where we haven't yet seen the full results of our efforts bear fruit yet, such as the regional sales office.

And to remind you from an aspirational standpoint, our goal at our hotels always has been to see occupancy levels approach 80% across our properties.

So there is room for us to grow while continuing to refine the booking strategies and focusing on the high-value groups that help us drive top-line and bottom-line improvement, which from our standpoint is at a very exciting place to be.

Now last quarter, I spent a few moments discussing the performance of the Gaylord Opryland Hotel here in Nashville. I'm going to do the same again today. In the third quarter, we really saw Opryland operating at high levels, and that momentum continued into the fourth quarter.

Occupancy for the quarter was a hair above 80%, which I just mentioned is really where we aim our properties to operate at. Revenue was up nearly 13% over the prior year quarter driven by rate increase of more than $10 and a lift in outside-of-the-room spend.

The hotel's bottom line was a great story as well, as adjusted EBITDA rose $5.7 million and margin increased 330 basis points.

The fourth quarter performance helped contribute to Gaylord Opryland ending the year with just over $310 million in revenue and the property crossing the $100 million mark for adjusted EBITDA for the first time in its history.

Now that said, for a hotel to cross the $100 million profit threshold is truly extraordinary and reflects the continued explosion of the Nashville market as an international tourist and convention destination of choice, a phenomenon that we're in the center of.

On that note, our Nashville entertainment businesses had another excellent quarter, capping a record setting year in 2014 for both revenue and profitability. We also look forward to creating additional demand for these attractions in '15 when the Ryman Auditorium renovation and tour experience is open to the public.

We're on target to unveil the finished product in the spring of '15, in time to capture the full benefit of the summer tourism season.

As we've reminded you all now for several quarters, the continued booming popularity of the interconnected Nashville music and tourism scenes directly translates into the attractiveness of our brands and the performance of our Nashville-based businesses.

We continue to work with our advisers and consultants to find ways to further grow this business and unlock its value for our shareholders, and we're working on our number at exciting opportunities. Now rest assured that as our strategies for this business unfolds we will provide an update at the appropriate time.

And in the meantime, we continue to take great pleasure of what is going on in Nashville and what it has already and can mean for the future of our business. Now let's turn to guidance. 2015 will be another strong year for our company. We entered 2015 with slightly more group room nights on the books than we had in '14.

And we anticipate the group segment to continue to perform well. As such, we anticipate RevPAR growth of 4% to 6% versus 2014. Now a number of recent analyst notes on some of our peers results have expressed some concern regarding a slowdown in group trends.

Now let me spend a moment detailing what we are seeing that gives us confidence in the group segment. Now there are a number of indicators that we use to assess the health of the group trends going forward. First, group bookings performance improved through 2014 in addition to having the second best booking quarter on record in Q4.

Our rate for all future years increased 6.9% year-over-year. We're also entering '15 with 49 points of group occupancy on the books, and the funnel for future business remains robust. At year end, prospects are up 8%, and tentatives are up 10% with the rate for these potential bookings reflecting year-over-year growth of 12%.

Now assuming these trends continue, we expect them to have a material impact on '16 and '17, as we expect to book approximately 50% of our group room nights for these years in this improving pricing environment. In fact, our group rooms revenue already on the books for '16 reflects a 5% increase over the same time last year for '15.

We believe the transient segment will also remain healthy barring any unexpected geopolitical issues impacting travel or the overall economy.

Strong demand growth, coupled with favorable supply dynamics in the markets in which we operate, should allow for improved pricing power and higher average daily rates for both transient and in the year for the year group bookings. Turning to total RevPAR. We're guiding between 3% to 5% over '14.

As mentioned in our release, this is adversely impacted by the recent accounting changes enacted for the hospitality industry in 2015, and Mark will provide more specifics, but we estimate an impact of approximately 60 basis points.

In developing total RevPAR guidance, we examined the contracted outside-of-the-room spending for each of the groups on the books for 2015. While we expect spending to remain healthy, our guidance does not anticipate the same level of growth year-over-year that we saw in '14.

Driven by the improving economic conditions, we were able to raise menu pricing in '14. Additionally, many of our groups opted to exceed their contracted spending outside of the room, particularly in banquets, which happens when the economic tide is rising.

Now due to these factors, total RevPAR increased 8.6% last year, representing the strongest growth we've seen in several years. Therefore, as we look to '15, it is difficult to predict group behavior beyond their contracted spending commitments outside of the room, and that has been the basis for estimating our total RevPAR guidance.

Now as we discussed earlier, we saw adjusted EBITDA margins in our hotels improve throughout the year in 2014. We expect continued growth in this area throughout '15 as well, with hospitality adjusted EBITDA margins to increase between 100 and 200 basis points.

Now before I hand over to Mark, I want to draw your attention to our first quarter 2015 dividend our Board of Directors declared today. We announced this morning that our quarterly dividend will increase nearly 20% to $0.65 per share for the first quarter.

We will continue to evaluate throughout the year what the appropriate dividend level is for our company, driven, of course, by our dividend policy and REIT rules. But the site -- but suffice to say, we are pleased to be able to take this action and return cash to our shareholders at one of the highest yield levels in our sector.

Now on the subject of returning cash to our shareholders. Several years back when we decided to convert from a C-Corp to a REIT, we told you all that we believe our stock was not properly valued.

And rather than do what most other hospitality REITs do, which is issue equity and buy things, we were going to create value by buying in our undervalued stock and settling our convertible notes for cash.

Well, in the fourth quarter of last year and so far in '15, this is what we've been undertaking, and Mark will give you some color on this in a minute. Now in conclusion, this was a strong quarter and year for our company. As our record results across the board demonstrates, our company is performing at a high level.

And it is fair to say that we have achieved and even in some cases surpassed the high expectations for value creation that we had when we decided to conduct the REIT transition and partner with Marriott.

Moving forward, we're truly excited about the potential for further growth within the business as we simultaneously remain focused on constantly evaluating how we can best return value to the shareholders and prudently manage our balance sheet. And with that, let me hand over to Mark to give you a little bit more color.

Mark?.

Thank you, Colin. Good morning, everyone. In the fourth quarter, the company generated total revenue of $291.6 million, up 9.6% from the prior year quarter. For the full year, total revenue increased 9.1% to $1,040,000,000.

During the quarter, the company generated net income available to common shareholders of $62.2 million or $1.21 per fully diluted share.

This includes an income tax benefit of $1.1 million, a gain of $1.8 million on warrant settlements and a gain of $26.1 million related to the previously announced sale of the company's rights to pursue a letter of intent with The Peterson Companies.

For the full year, net income available to common shareholders was $121 million or $2.17 per fully diluted share. The company continued to grow profitability in the quarter. During the quarter, the company generated $77.7 million in adjusted EBITDA, improving EBITDA margin by 50 basis points.

For the full year, the company's adjusted EBITDA margin increased 200 basis points, generating $291.1 million, a nearly $43 million increase versus 2013. For the quarter, the company generated $54.1 million in AFFO or $1.05 per fully diluted share. For the full year, the company generated $199.9 million in AFFO or $3.58 per fully diluted share.

Now turning to the Hospitality segment. We finished the year strong with full-year RevPAR and total RevPAR above our guidance range, increasing 7.5% and 8.6%, respectively. While we saw modest increases in attrition and cancellations during the quarter, annual trends in 2014 continue to be favorable with attrition down to 50 basis points to 10.6%.

And in the year, for-the-year cancellations declining 52.4% to 32,000 group room nights. Attrition and cancellation fees collected during the quarter totaled $2.3 million and full-year fees totaled $8.9 million. Compared to the prior year quarter, Hospitality segment adjusted EBITDA increased 15.4% to $77.9 million.

Solid expense controls drove a Hospitality adjusted EBITDA margin increase of 150 basis points to 28.9%. Full-year Hospitality segment adjusted EBITDA increased 16.7% to $285.9 million, representing a 210 basis point margin improvement. Our entertainment segment generated revenue of $21.7 million in the quarter, up 12.5%.

This segment's fourth quarter adjusted EBITDA increased 47.2% to $6.2 million. Full-year revenue increased 14.2% to $86.8 million, while adjusted EBITDA increased 37% to $27.5 million. Corporate and other adjusted EBITDA totaled a loss of $6.4 million in the fourth quarter compared to a loss of $2.3 million in the fourth quarter of 2013.

It's important to note that the 2013 corporate and other adjusted EBITDA was positively impacted by $3.4 million due to a onetime change to our Board of Directors' deferred compensation plan. Full-year corporate and other adjusted EBITDA totaled $22.3 million compared to a loss of $16.8 million in the prior year. Moving onto the balance sheet.

As of December 31, we had total debt of approximately $1,340,000,000 and unrestricted cash of $76.4 million, resulting in net debt outstanding of approximately $1.3 billion, including $984.5 million of borrowings drawn under the company's credit facility, leaving $411.2 million of availability undrawn.

During the quarter, we continued to purchase the remaining outstanding warrants related to the convertible notes that matured on October 1 of last year. In November, the company agreed to cash settle 2.4 million warrants.

We settled this repurchase in the quarter for $65 million funded by cash on hand and draws under the company's revolving credit facility and record a $5.2 million loss on the change in fair value of the warrants between the modification date and the settlement date, which is included in the other gains and losses line of our financial statements.

In addition, in December, we entered into agreements to cash settle the remaining $4.7 million outstanding warrants. The company record a similar $7.1 million gain on the change in fair value of these warrants between the modification date and December 31, which is also included in the other gains and losses line of our financial statements.

The final repurchase is well underway. And as of February 20, we have cash settled approximately $3.4 million of the warrants for approximately $104 million, and we're on pace to complete the remaining warrant repurchases by the end of the first quarter.

At the conclusion of this transaction, no warrants will remain outstanding, eliminating any potential equity dilution associated with the warrants. The company is funding this repurchase through cash on hand and continued draws under the company's revolving credit facility.

Prior to outlining our 2015 guidance, I want to mention a modification to our definition of AFFO. Since our conversion to a REIT in 2013, we have defined AFFO slightly different -- differently than other hospitality REITs in that we have reported AFFO after maintenance capital.

Based on discussions with analysts and shareholders, we realized that this difference in our AFFO definition negatively impacts our company's results when screened against other REITs. To ensure comparability to our hospitality REIT peers, we're modifying our definition of AFFO and are no longer deducting capital expenditures.

Beginning with 2015, AFFO will be calculated pursuant to the revised definition as outlined in our earnings release issued this morning. In consideration of this change, the company's dividend policy for 2015 has been modified.

A new dividend policy REIT, the company plans to pay a quarterly cash dividend to shareholders in an annualized amount equal to at least 50% of adjusted funds from operations less maintenance capital expenditures or 100% of REIT taxable income, whichever is greater.

Please note that this policy change simply accounts for the change in the AFFO definition and does not represent a change in dividend philosophy. A detailed reconciliation of our current guidance from net income to adjusted EBITDA and AFFO can be found as a supplement schedule to our earnings release.

As Colin mentioned, as of January 1, the lodging industry adopted a new uniform system of accounts referred to as the 11th revised edition, which changed the way certain revenues and expenses are recorded on a hotel's income statement.

While there's no net impact to EBITDA, the 11th edition does change the composition of certain line items impacting previously reported hotel revenues, expenses and margins.

While these changes impact several areas of the hotel income statement, the most notable income -- the most notable impact to our financial statements is the revenue treatment for outsourced parking services.

Prior to this accounting change, our hotels reported both revenue and expenses associated with income generated through outsourced parking services. However, the accounting standard now requires the hotels to record net revenue from our third-party vendor, which is essentially the profit from this activity.

While the net impact to adjusted EBITDA is neutral, the decrease in parking revenue adversely impacted total RevPAR. We estimate this accounting change reduces our year-over-year total RevPAR growth by approximately 60 basis points. As Colin mentioned, with these changes, we anticipate RevPAR growth of 4% to 6% and total RevPAR growth of 3% to 5%.

We're providing full year 2015 adjusted EBITDA guidance for our Hospitality segment of $305 million to $320 million. For comparability purposes, we have not included the recently acquired 192 room AC Hotel in our hospitality RevPAR and Hospitality total RevPAR guidance.

We anticipate the AC will open by the end of the first quarter, and our partial year adjusted EBITDA guidance for this property is $2 million to $3 million.

Our 2015 adjusted EBITDA guidance for the entertainment segment is $29 million to $32 million, and corporate and other guidance for adjusted EBITDA in 2015 is a loss of $22 million to $23 million.

On a consolidated basis, the company will generate adjusted EBITDA of $330 million to $333 million and AFFO of $255.5 million to $275.5 million or $4.96 to $5.34 of AFFO per fully diluted share.

While we don't provide quarterly guidance, I would note for modeling purposes based on our current on the books room nights and 2015 operating plan, the fourth and second quarters are projected to show the strongest year-over-year growth in both revenue and adjusted EBITDA.

In addition, our first quarter results will be negatively impacted by a noravirus outbreak in January and early February at Opryland and recent ice storms in both National and Dallas. When considering these events, we anticipate first quarter total RevPAR will be flat to prior year.

It's important to note that we anticipate the profitability impact from the noravirus outbreak will be covered by our business interruption insurance, and we expect to receive those proceeds from our claim later this year.

Let me close by saying that after a terrific 2014 our company enters 2015 very well positioned, benefiting from strong group momentum, improving operating margins, a quality balance sheet and a growing sustainable dividend. And with that, I'll turn the call back over to Colin for any closing remarks.

Thanks, Mark. No closing remarks other than we've been at this now for 30 minutes, and it's a little long. But it's the end of the year, and we wanted to be very transparent about what we -- how we are looking at '15 and '16 and how the group segment is appearing to us.

So with that, let's, Laurie, open up the lines for questions, if there are any, and look forward to hearing from the investor group..

[Operator Instructions] Your first question comes from the line of Chris Woronka of Deutsche Bank..

One of the things we've heard from some of the other REITs and even the hotel operators this earnings season is that they're looking to limit some of their group room nights in favor of some high-rated transient business. Are you guys seeing a -- I would think that might have some favorable effect on you guys.

Are you seeing any benefit from that yet in your conversations with the meeting planners?.

You want to take that, Patrick?.

Sure. Chris, this is Patrick. It's a good question. And I will tell you that one of the things that we're focused on from an asset management perspective this year is working with the sales teams to make sure that we leave open weekend opportunities for transient business, which is when we see the transient strength coming to our hotels.

We're not going to be limiting any group room nights during the week when those patterns typically perform, but we are making sure that we leave the weekends open and the holidays open so that we can bring in and really drive the rate on the transient business. So little bit different for us, but we are addressing that..

Okay. And then I guess, Colin, you've talked a lot about the growth that Nashville continues to see as a market. You've been, I think, spot on in your comments and your forecast. Is there anything -- I mean, you guys have a lot of expertise there in that market.

Are there other hospitality, whether it's properties or ventures, that you think you guys might get into and be able to add value to?.

That's something that we think about every day. I have no doubt that this market -- providing the world stays sane and America, the United States of America, stay sane, I have no doubt that this market will continue to grow because the product that people are seeking out is unique to this market.

And through things like that Nashville TV show and technology, it's literally being exported to people all across the planet. So this market demand is going to continue to grow for this market, and it's a very exciting thing to do. The answer to your question is I'm not sure at this stage whether we will put more hotel product downtown.

I mean, remember, we own probably, I don't know, getting on just under 10% of the hotel supply in this market. Opryland is quite a special place and quite unlike anything else you see in the United -- Southern United States of America. But the entertainment side of the opportunity is something that really does intrigue us.

And this is why we've invested $15 million in capital. And I suppose I can say this. We bought a building 9 months ago-ish downtown Nashville, one of the best located buildings on Broadway and 3rd Avenue. And what we're looking at is potentially converting that building into a high-quality entertainment venue.

And I'm sure I'm going to read about this tomorrow morning in the local newspaper, but it's something that we are really are focused on, and we think that could be an exciting thing. We're also looking at revamping the Wild Horse that we own downtown as well on 2nd Avenue to take advantage of what is going on here.

So yes, we will selectively deploy more capital to take advantage of this tremendous surging business that we're seeing here in Nashville..

Your next question comes from the line of Patrick Scholes of SunTrust..

Just a quick question. Can you -- just a quick question here.

Can you tell us what's your advanced group booking pace quarter date for your Dallas property is?.

Patrick, have you got all the detail?.

Yes.

For which property are you saying?.

For Dallas..

Just as far as what's on the books for that property?.

What has been the pace so far in this quarter year-over-year?.

Do you have another question? I can come back and answer that. Just give me a second to get to the data..

No, that's actually my only question. But if you want to come back later in the call, that's fine..

We will. And Patrick, just a FYI. That hotel, notwithstanding the fact that we had a Super Bowl there a couple of years back, but this hotel this year is going to have the best year it's ever had in '15..

Yes, just to give you a sense, Patrick, that property for all years currently has about 66,000 more room nights on the books for all years going forward. For '15, it was positioned with about 17,000 more on the books..

Than this time last year..

Than this time last year. And their production has been increasing in line with some of the pace improvements that we've seen across the brand from a 3% perspective. We do expect 2015 to be really strong year, given that the property is coming off of a renovation. And so put all this together, and it's very well positioned..

Yes. To the point that our operator and our company are looking at long term what we do here in this market because it's clear to us that this market will continue to grow. And the question is what do we do to take advantage of that and actually to stimulate more growth, and that's work that's under way right now..

[Operator Instructions] Your first question -- your next question comes from the line of Shaun Kelley of Bank of America..

I just needed a follow-up on that last question. If you -- could you gives a little bit more color on what you're seeing at your Orlando and D.C. properties in terms of sort of the group and citywide calendars for those places? Just generally what you're thinking about the outlook for this market in '15 specifically..

Sure.

So Orlando and what was the other property you're asking about?.

D.C..

D.C..

Yes. We had....

As we look at D.C. for 2015, I guess, I would start by saying that we're coming off of '14 with our property outperforming the general market as well as the comp set. We've seen our hotel continue to pace ahead even with the Marriott Marquis opening this past year. As we look to '15, we feel that the property will continue that momentum.

It is well positioned, good room nights on the books going into the year and we don't see any of that steam slowing down, if you will. The National Harbor development continues to further develop along and the property itself with our sales teams sort of back where they need to be continues to move in the right direction..

Lead volume looks good. We had a very good fourth quarter, one of the best fourth quarters we've had in a long time in Washington..

That's right. And the location of the property allows us to really take advantage of the resurgence that we've seen in pharma businesses and some of the Northeast corridor-type corporate groups that function and are located in that area..

As you look at Orlando, we feel good about where the property is heading. The Orlando market continues to sort of just hum along, has fully absorb the supply that came into the market a few years ago.

So as we look at that market and look at that property specifically, we do see some growth year-over-year, expecting that property to be a little bit more -- just more of a slight growth year-over-year..

Helpful. And then my other question is I think, Colin, in prepared remarks you mentioned a little bit about your view towards capital return and buying your own stock as sort of undervalued. But you have seen really significant improvement in your share price over the last year.

And so as you look back -- or as you look out from today, does that kind of pecking order of thinking about capital return versus growth capital or acquisitions, does that change at all? And how are you thinking about the M&A landscape?.

Well, the simple math is this, right, I mean, when we were -- my comments I think if you listened to them they were talking about our posture 2 years, 1 year ago was that our stock was materially undervalued, and that's why we've been undertaking what we've been undertaking.

The math is that when -- as we were looking forward and doing our long-range plans that you guys you're not privy to, when we look at that and we look at our stock prices, we sort of said, "Hmm, we're trading at this multiple." And then the question becomes can you go out and buy assets, quality assets to increase distribution at the multiple that we believe we're trading at.

And historically, the answer has been emphatically no. I mean, we can go buy assets, but they're poor assets, and we're not going to dilute the quality of the property portfolio that we have. And you're right, I mean, we've seen a material increase in our stock price here over the last few months.

And so the question then becomes are there assets that you can purchase below where we are -- where we believe our equity is trading at on a long-range planning perspective. And obviously, as your equity goes up, it changes the answer to some extent.

No, I'm not telling you that we're going to embark on a asset purchase strategy, and we still think there's a lot of runway in our equity price. The question becomes what multiple can you buy quality assets at and add them to your portfolio in a accretive manner. And so we look at this stuff.

We look at it every month and -- because we get our doors not lock on asset A, asset B, and we look at assets, and we look at the multiples, compared to where we think we're trading at, and we make determinations based on that on that time. So this is something that we will look at going forward..

[Operator Instructions] At this time, there are no further questions. I'll now return the call to Colin Reed for any additional or closing remarks..

Laurie, thank you. Well, thanks, everyone, for joining us today. And if you have any further questions, you know how to get hold of either Mark, Patrick or me, and look forward -- I know we're at the Citi conference next week and the JPMorgan conference next week. So hopefully, we have the opportunity of communicating with a number of you.

And thanks very much indeed for your time this morning..

Thank you for participating in the Ryman Hospitality Properties' Fourth Quarter 2014 Earnings Conference Call. You may now disconnect..