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Gaylord shareholders approve REIT conversion

Despite earlier opposition, Gaylord Entertainment Co. shareholders overwhelmingly approved the company’s conversion to a REIT as the company sells its hotel brand and management to Marriott International.

At Tuesday morning’s special meeting, 87% of the shareholders were present for vote and 85% voted in favor of three proxies for the transition that included merging Gaylord Entertainment Co. and its subsidiary Granite Hotel Properties Inc. and a special distribution of 34,000,000 common stock shares.

The Nashville, Tennessee-based Gaylord is shedding its identity and will become Ryman Hospitality Properties Inc., a real estate investment trust. As part of its US$210 million purchase via auction, Marriott International, Bethesda, Maryland, will take over the Gaylord hotel brand and management of the Gaylord Opryland Resort and Convention Center, located in Nashville, Tennessee, Gaylord Palms Resort and Convention Center, located in Kissimmee, Florida, Gaylord Texan Resort and Convention Center, located in Grapevine, Texas, Gaylord National Resort and Convention Center, located National Harbor, Maryland. The four properties total 7,800 guestrooms. The deal takes effect January 1, 2013.

In Nashville, the General Jackson Showboat, Gaylord Springs Golf Links, and Wildhorse Saloon are scheduled to convert to Marriott’s management effective October 1. The Radisson Hotel Opryland is scheduled to transition on December 1 and will be renamed the Inn at Opryland, a Gaylord Hotel. Gaylord will continue to own these assets under the terms of the management agreements with Marriott.

The Gaylord-Marriott deal was opposed by shareholders GAMCO Investors Inc. and TRT Holdings, although TRT Holdings later reversed its position.

Gaylord said it expects savings of approximately US$33 million to US$40 million by selling the Gaylord Hotels brand. Colin Reed, Gaylord chairman and CEO, said that as a REIT, Ryman will focus on group-oriented destination hotels in urban and resort markets in the U.S. and expanding its current properties. “We have expertise on group business. The REIT will focus on group-oriented resorts. We, in the future, won’t have to be focused on hotels branded Gaylord,” said Colin Reed, Gaylord chairman and CEO when the deal was first announced in May.

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