Ryman Hospitality Properties, Inc. (NYSE: RHP) today announced that its board of directors declared a special dividend in the amount of $6.84 per share of common stock, or an aggregate of $309.7 million based on shares outstanding, in connection with Ryman Hospitality Properties’ plan to qualify as a real estate investment trust (REIT) for federal income tax purposes effective as of January 1, 2013. The special dividend is part of the Company’s plan to distribute its previously undistributed accumulated earnings and profits attributable to tax periods ending prior to January 1, 2013. The special dividend is payable to stockholders of record as of November 13, 2012, resulting in an ex-dividend date of November 8, 2012 under New York Stock Exchange guidelines. Ryman expects to pay the special dividend on December 21, 2012.
Stockholders will have the option to elect to receive the special dividend in cash or shares of common stock, with the total amount of cash payable to stockholders limited to a maximum of 20 percent, or approximately $61.9 million, of the total value of the special dividend. If the total amount of cash elected by stockholders exceeds 20 percent of the total value of the special dividend, the available cash will be prorated among those stockholders who elect to receive cash, and the remaining portion of the special dividend will be paid in shares of common stock. Stockholders who do not make a timely election will receive their special dividend in shares of common stock. The total number of shares of common stock to be distributed will be determined based on stockholder elections and the average closing price per common share on the New York Stock Exchange on the three trading days following December 7, 2012, the date that election forms are due.
“The special dividend brings us one step closer to completing our conversion to a REIT effective January 1, 2013,” said Colin Reed, chairman, CEO and president of Ryman Hospitality Properties. “We believe the REIT structure will support our strategic direction and the tax efficiency of the REIT structure will provide a benefit to our shareholders.”