All right. I've been given the go-ahead. Good morning, everybody. My name's David Katz. I'm Gaming Lodging Leisure and Real Estate Analyst with Jefferies here in New York. I am honored to have the privilege of moderating the next discussion, which is going to be with Ryman Hospitality Properties. Representing the company today, Mark Fioravanti, President and CEO, and EVP and CFO, Jennifer Hutcheson. Just by format, we've prepared a bunch of topics. I do want to leave a few minutes, 10 or so, toward the end if there happen to be any questions in the room. If not, I can certainly keep going all the way through. Just by way of background, I started covering Gaylord Hotels in about 2005. Mark was with the company at the time. I'm not sure if you were there. I was totally in the bowels of the attorney's blood. I do have a long history with the kinds of assets that they have, the business model that they have. While the structure has changed to a REIT, the fundamentals are the same and equally compelling. It has been interesting over these 20 years to watch the company grow. I'm going to have Mark just give you a very quick introduction on the company for those in the room, just to level set the group. Then we'll get into some of those topics. Mark, take it away. Thank you. Good morning, everybody. Just a quick overview for maybe those of you who are not familiar with Ryman Hospitality Properties. We operate two businesses. Our primary business is a hospitality REIT. We are unique in that we are the only lodging REIT that focuses on the large group business. We operate a portfolio of large, high-quality convention resorts. We really service a single customer segment, really two customer segments across all of those resorts. That is the large group meetings business and the leisure transient business. We do not really service the business transient customer that many hotel companies do. What makes us so unique is that by servicing this single customer with a consistent delivery of service across the platform, we can have long-term, multi-year relationships with these large groups and rotate them property by property, year by year. What that does for us is gives us tremendous visibility in terms of future business. Our average booking window is about three years in advance. It also gives us stability. That business is booked in contract form. When a group cannot travel or travels fewer room nights than they are under contract for, we collect a fee. That fee collection in times where you have recessions and other disruptions in the economy helps minimize the profit downdraft in our business. The other business that we have is an entertainment business, Opry Entertainment Group. We are uniquely positioned in the country music space. We own a number of the most iconic venues and brands in country music, including the Grand Ole Opry and the Ryman Auditorium. That is a business that we own and operate in a taxable REIT subsidiary. Longer term, it's our view and plan to separate that business from the REIT and create a separate public company. We think that is the path forward to create the most value for shareholders. So that's a quick. That was an excellent intro. I do want to talk about sort of the group bookings, which is the core of the business. If you could level set the group on what you've said about recent trends, about forward bookings. Particularly, I want to touch on in the year for the year. Like it or not, we street people are always focused on what's happening in the moment. I think that is a relevant part of what you do. Yeah. From an in-the-year, for-the-year perspective, just so that everyone’s on the same page, we enter a year with about 50 percentage points of occupancy on the books. The majority of our business is booked when we enter the year. During the year, we layer in leisure and then the in-the-year for-the-year group business to get to kind of that sustainable 75% occupancy level. What we saw earlier in the first quarter, really in March, was we did see, as there was more talk around tariffs and some of the other activity around OEG, et cetera, we did see a reduction in the in-the-year-for-the-year leads. We have since seen that stabilize and recover somewhat. Leads are still down in the year for the year. If you look at our in-the-year, for-the-year bookings, we’re essentially flat with the prior year. That business has remained relatively stable. That window is now closing. By the time you get to June, you basically have, if someone is going to travel in the current year, they will have already booked their business. We’re really coming out of that phase now and into the back half. While there’s been less interest in the in-the-year, for-the-year, bookings have remained stable. Right. It would be, I think, helpful to also just break down who those groups are and where they come from because all groups are not created equal. I do think we should touch on particularly government-driven groups. It’s a topic that comes up across hospitality and what you’re seeing and hearing from those groups. Yeah. Government-related business or government-specific business is about 2% of our portfolio, maybe a little bit less. We have a very diverse portfolio. Our portfolio basically looks like the national economy. It’s a very diverse set of associations and companies that we service. What we have seen is we have seen some softness with D.C. and some of the other activities that we’re hearing about with the group business. It varies by function within the government. We just hosted a large government meeting with the US Postal Service at Opryland. That meeting actually performed better than our expectations, both in terms of room nights and outside the room spending. Other departments, we’ve seen a pullback in government activities as it relates to meetings for the year. It’s not a significant portion of our business. Obviously, the sales teams at our hotels will work to replace that business with other segments. I would just also add in that, as Mark pointed out earlier, with the long booking windows, given the contractual nature of the business that we have to book and how we’re selling into the future, you also have insight even beyond in the in-the-year for-the-year to what 2026, 2027, and beyond look like. Those trends are very strong. We were able to see about a 6% increase in ADR for all future years for the bookings that we have in contract form. That is translating into 9% and 13% better rooms revenue on the books for those years compared to the same time last year. Got it. Now, there is a portion of the business that's leisure-driven. It's not the primary thrust. Yeah. It's about 30%. Right. Can we just talk about what you're seeing leisure-wise, given the difference in your assets versus what we see in the lodging business broadly? Yeah. Leisure is about 30% of our business. We use leisure essentially to fill our hotels when groups are not traveling. Holiday periods, Christmas time especially, summertime when kids are out of school. We leverage these resorts with leisure amenities. We sell into the leisure segment. What we have seen as it relates to leisure thus far this year is leisure has been stable for us, really across the portfolio. We have seen a little bit of softness in Nashville, but that is really less around leisure volumes and more around absorption of new supply in that market. Orlando is a market that was challenged last year. We are seeing some strength there this year. A lot of that strength is being attributed to the Epic Universe opening, Universal’s new park opening, where people delayed trips last year to this year so they could experience the new park. I hear it's spectacular, by the way. I mean. Yeah. All the feedback. They're a partner in our entertainment business, NBCUniversal, and everything that we've seen and heard from them, it's a terrific offering. Got it. One of the topics that we discussed with all lodging REITs is where they’re seeing some pressure on the cost side. Labor being probably at the top of that list, I would guess, but insurance on that list too. What are you seeing on the cost side, and how are you best able to deal with that? We entered the year with an expectation for operating expenses to be 4% higher than what we saw last year from labor, which is the biggest component of our operating expenses. That is a big improvement in those kind of immediate years after COVID where we are seeing much higher rate increases. We have largely seen that stabilize. For us, we only have one property on the hotel side that is exposed to union labor. That contract was negotiated late last year for over a four-year period, CAGR increase of about high-5%. We are in that first year of that. I would also point out that in our last update on our outlook for the full year of this year, we were able to maintain our profitability guidance for EBITDA, even against the current backdrop of a little bit of near-term uncertainty in terms of demand. We have been really able to control costs, I think pretty well with our asset management group being really proactive, working with our manager, Mary Ott, to control what we can. If you look longer term, David, kind of what the trend has been, if you go back to pre-COVID till now, when you look at metrics like labor hours per occupied room, we’ve seen that we’ve been able to manage that down dramatically with some of the structural changes we made coming out of COVID to improve efficiency. We’ve been able to maintain wage margins despite a number of years of increasing wages with the inflation that’s been in the environment. I do want to get to the capital allocation side, particularly since you recently acquired the JW Marriott Desert Ridge. There’s a lot to talk about there, certainly, philosophically, as to why. Given that your assets are already in the Marriott system, this one is coming into the Marriott system, and your ability to add value to that asset as part of the rationale for acquiring it. Yeah. Tell us what you like. Sure. Prior to the last two acquisitions, Desert Ridge, and two years ago, the JW Marriott Hill Country, all of our hotels were operated under the Gaylord Hotels flag by Marriott. Having a single brand and a single manager for your entire portfolio is unique within the lodging REIT space. We think it is a critically important part of how we create value because having that consistent experience from a product perspective and having alignment between owner and manager is critically important when you are dealing with the same customers who are rotating year by year from market to market. We negotiate multi-year, multi-location contracts with these customers. Without having alignment of management and ownership, it is very difficult to negotiate those contracts. It is very difficult to be competitive. As we’ve looked at what are our target markets and what are the target assets that we’re interested in growing the portfolio, we created the Gaylord brand, and our hotels up to this point have been ground-up developments, JW Marriott Hill Country being really our first acquisition in the hotel space. We were looking for our ideal target. What we want is, obviously, high-quality meetings markets with good airlift. We want markets that are benefiting economically from in-migration population and corporation standpoint. We want large hotels with adequate meeting space, managed by Marriott. We’d prefer to have some flexibility as it relates to union labor. What else am I missing? I guess that’s basically kind of our hit list. Both the Hill Country and Desert Ridge check all those boxes. The opportunity for us now by bringing these JW Marriott properties into our system is not only to leverage basically the economies of scale that we have with the larger portfolio from a cost perspective, but also to leverage our sales and customer relationships to rotate customers into and out of those JW Marriott properties. That is a critically important opportunity for us because when you look at the JW brand overall versus the Gaylord Hotel brand, there is about a $100 rate differential. JW Marriott properties typically transact at about a $100 higher rate. What this allows us to do now is to create relationships with consumers and rotate them through into the rest of the portfolio at a higher average rate. We’ll make a number of near and long-term improvements to these properties, both on the cost side from a synergies perspective, but then we’ll also look at capital investments to continue to enhance and expand these properties to open these hotels up to more and more of the groups that we service on the Gaylord Hotel side. Understood. The funding on this deal, both equity and debt, was both upsized. Yeah. You want to talk about? Yeah. Certainly. We take an approach to issuing equity very carefully. We do not tend to issue equity very often. When you see us do that, it is more an accretive transaction that we can explain to folks what we are using the proceeds for. In this particular transaction, we financed it both with unsecured notes and an equity issuance. It was interesting timing to be doing both of those at the same time. We were really pleased with, I think, the execution of how we were able to ultimately come out with both of those deals. I do want to just follow up with one more. The JW customer base and the Gaylord — so the current customer base — is there some overlap today that you’re building on? There is. That overlap is somewhat constrained by size. Given the size differential, not all of our Gaylord customers can fit into a JW Marriott. With the rate differential that we talked about a moment ago, there are some Gaylord customers that will not travel at the rate a JW Marriott commands. If you take the portfolio of Gaylord Hotels and you overlay the rate constraint as well as the size constraint, there is somewhere between 25–30% of those groups that can ultimately travel to both locations. The potential to create that rotational behavior and garner incremental market share. If you look at the JW Hill Country, when we purchased it two years ago, that overlap with that hotel was approximately 10%. In the first 18 months to two years that we have owned that hotel, we have grown that from 10% to 14%. Through combined sales efforts, we’ve started to move the needle on capturing more of those meetings’ share of wallet and growing market share both in the JW Marriott but also in our Gaylord Hotels. Got it. I do want to talk about the $1 billion of portfolio investments you laid out at your analyst meeting a while back. Just getting a sort of philosophical approach to that, how you think about the ROIs on those, where you’re at with it. Yeah. One of the other benefits of operating our portfolio of assets as a platform is that you have better information with which to make capital allocation decisions, particularly as you’re deploying them within our assets that we own. You have the benefit of future customer data in terms of demand patterns and meeting planner and customer desires on what’s important to them in terms of what improvements we’re making in our properties in order to induce them to increasingly book with us, their own data for groups that either can’t or don’t currently want to travel to our property and how we deploy that then also the benefit of replicating capital that we deploy at one property, seeing how that works, learning from it, and then deploying it at another property in a similar way. You’re leveraging the existing infrastructure in your existing platform, again, as you’re investing in these properties. That’s why when we think about capital allocation, we do place that highly in terms of prioritization because of the fact that you can get better returns on a risk-adjusted basis by doing that. What David is referring to is about $1 billion of capital investment opportunity we identified last year that we could deploy over about a four-year period. They include things like renovating meeting spaces, adding meeting spaces, creating new food and beverage concepts, and reconcepting items where we have the data to understand where we have opportunities with food and beverage capacity relative to our existing meeting space and rooms to an expansion of the Gaylord Rockies and potentially adding a few hundred rooms there at that property, as well as adding leisure amenities. They kind of spanned a broad spectrum of items that, again, we can kind of continue fueling the growth of our overall platform. Got it. I do want to make sure that we leave some time to talk about OEG, the entertainment group. I think we could use maybe just an intro to it, a bit more of an intro to it. What’s in there? What kind of funding it’s consuming? Where you’re trying to take it? And how we think about the catalysts for spinning it, as I think you talked about in the intro. Sure. The Opry Entertainment Group is a live entertainment business that’s focused really primarily on the country music space. We’re based in Nashville. Really, the beginnings of that company were the Ryman and the Grand Ole Opry, both which are irreplaceable venues and brands in the country music space. In addition to those two venues, we also own and we’ve created a number of other concepts, one with Blake Shelton called Ole Red, which is a food and beverage entertainment venue, which we have six locations, including on the Las Vegas Strip. We recently created a new concept with Luke Combs, who is a current country music star, called Category 10. That’s a business that we think ultimately has incremental distribution available to it. We own another asset in Austin, Texas, called Block 21. It's comprised of Austin City Limits Live at the Moody Theater, so the Austin City Limits venue, as well as the W Austin at about 50,000 sq ft of mixed-use development. Recently, we purchased a controlling interest in a small festivals business called Southern Entertainment. They own several of the most successful country music festivals in the U.S. We think that’s an important add-on to this business, gives us a new vertical in which to engage customers and also a new vertical with which we can expand our relationship with artists. Most recently, we were awarded, we won an RFP to manage a 6,800-seat amphitheater, the Ascend Amphitheater in Nashville. It’s owned by the city. We’ll take that over from Live Nation on January 1. It gives us, obviously, another live performance venue in Nashville at that 6,800-seat capacity. Before we just check the room for questions, I do want to spend another second on OEG and the ownership structure of it and the optionality that's embedded within that ownership structure. If that's a two-minute discussion rather than a... I'll talk fast. In 2022, I think it was 2022, wasn't it? Correct. '22. Thank you. Correct. We sold a 30% interest in the Opry Entertainment Group to Atairos, which is a private equity firm, as well as NBCUniversal. Atairos manages a significant amount of equity for Comcast, NBCUniversal. So they’re our 30% partner. We did that for a couple of reasons. Number one, we felt like it was a business that was underappreciated, and we wanted to kind of mark that business to market, as well as we were looking for not only for capital but also for a partner who had some strategic opportunities to help us grow the business. We felt that NBCUniversal and Atairos were the right partners to do that. They bought in the 30% at a 17 times trailing multiple, which valued that business at the time at about $1.4 billion. We’ve had a terrific relationship with Atairos thus far. They've brought a number of things to the table, including we've created People's Choice Country Awards with them, an Opry Christmas show. We just had an NBC special for the 100th birthday of the Opry in March of this year. We are doing a number of things with them from a content perspective. They own the Sky platform in Europe. We just started to distribute the Grand Ole Opry in Europe on Sky Arts. We are now beginning to engage international customers as country music continues to grow with that community. There have been a lot of what I would call kind of non-financial benefits of having them as a partner in this business. Understood. I do want to give the room a chance if there are any sort of questions in the room before I keep going. Yes, sir. In this spinoff, are you expecting that the OEG is going to trade at a higher multiple than the rest of Ryman? Is that the rationale behind the spinoff? I am, but go ahead. You're the salesman, guys. We do actually have a sum of the parts in our valuation where we do give it a higher multiple than the core hotel business. I believe it's by about two turns or so on EBITDA. Yeah. I mean, if you look at where live entertainment and media properties trade, they do trade at a higher multiple than hotel REITs. I think there's also a because you have this entertainment business embedded in a hotel REIT, we're not attracting as many live entertainment investors as we might as a standalone business. In some cases, we're not attracting REIT-dedicated investors because they don't have the understanding nor I guess the desire to take the time to underwrite and understand how to value the entertainment business. We think there's value for both businesses to be separate businesses. There's the opportunity ultimately for both of these businesses to trade at a higher multiple when they're separated as opposed to how they trade collectively. Just as a follow-up, would there be a consideration to actually selling it as opposed to spinning it up? Yeah. We would look at and we have looked at a variety of different ways to separate them. Ultimately, our view today is that IPOing the business is the most value-creating. It also helps with some of the liquidity restrictions that we have as a REIT. When we sell a portion of our interest in that, that's income that goes up to the REIT, and it doesn't qualify as good REIT income. Obviously, we have limitations in terms of bad REIT income. What an IPO would allow us to do would be to exit our interest in that business over time, much like a private equity firm would exit an investment. Yes. As far as Blake Shelton and Luke Combs and Block 21, do they retain or what's the economic commitment that you make to the name of them? Yeah. We pay both of them basically a royalty fee to use their name, image, likeness, and for co-marketing and appearances and that type of thing. They do not have an equity ownership in the actual businesses. How about Block 21? Is that an OEG that's being used for those? Block 21's owned in our taxable REIT subsidiary within OEG, so unlikely to be owned by OEG. I have one more, which is I do like to ask about Chula Vista, right? There's a property that another developer built. It bears the Gaylord name. You happen to own all the other Gaylords that I'm aware of in the world. What kinds of things should we be looking for in terms of whether you might consider wanting to own that at some point in time? For us, we did not participate in the development of that asset. Obviously, Aryeh and Ira, who are developing it, were our partners at the Rockies. It is a good market. I think they have built a good product. For us, ultimately, we want to see how that property opens and how it matures. If there is an opportunity for us to eventually own it accretively, it is something that we would certainly look at. Got it. Before we wrap up, I'll give the room one more shot. Going, going, gone. Appreciate everyone's time this morning. Thank you.