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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 4, 2010
GAYLORD ENTERTAINMENT COMPANY
(Exact name of registrant as specified in its charter)
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Delaware
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1-13079
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73-0664379 |
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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One Gaylord Drive
Nashville, Tennessee
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37214 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (615) 316-6000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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þ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On May 4, 2010, Gaylord Entertainment Company (the Company) issued a press release
announcing a change in the location of the Companys 2010 Annual Meeting of Stockholders. The
press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.
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ITEM 9.01. |
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FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits
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99.1
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Press Release of Gaylord Entertainment Company dated May 4, 2010. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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GAYLORD ENTERTAINMENT COMPANY
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Date: May 4, 2010 |
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/s/ Carter R. Todd
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Name: |
Carter R. Todd |
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Title: |
Executive Vice
President, General
Counsel and Secretary |
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EXHIBIT INDEX
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No. |
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Exhibit |
99.1
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Press Release dated May 4, 2010. |
exv99w1
Exhibit 99.1
FOR IMMEDIATE RELEASE
NOTICE OF ANNUAL MEETING LOCATION CHANGE
NASHVILLE, Tenn. (May 4, 2010) The location of Gaylord Entertainment Companys 2010 annual
meeting of stockholders has been moved a short distance from the Gaylord Opryland Resort and
Convention Center, its previously scheduled location, to the Companys headquarters as the result
of widespread flooding in the Nashville area which has resulted in the temporary closure of the
Gaylord Opryland Resort and Convention Center.
The date and time of the meeting remains unchanged and will occur on Thursday, May 6, 2010, at
10:00 a.m. (central time). As before, all stockholders of record as of the close of business on
March 16, 2010 (the record date) are cordially invited to attend the meeting.
The Companys headquarters is located at One Gaylord Drive, Nashville, Tennessee 37214, off the Two
Rivers Parkway exit of Briley Parkway, less than three miles from the Gaylord Opryland Resort and
Convention Center. For a map regarding the location of the Companys headquarters, see the
following link:
http://maps.google.com/maps?f=q&source=s_q&hl=en&geocode=&q=One+Gaylord+Drive,+Nashville,+Tennessee+ 37214&sll=37.0625,95.677068&sspn=41.496446,93.076172&ie=UTF8&hq=&hnear=1+Gaylord+Dr,+Nashville,+Davidson,+Tennessee+37214&t=h&z=16.
About Gaylord Entertainment
Gaylord Entertainment (NYSE: GET), a leading hospitality and entertainment company based in
Nashville, Tenn., owns and operates Gaylord Hotels (http://www.gaylordhotels.com), its network of
upscale, meetings-focused resorts, and the Grand Ole Opry (http://www.opry.com), the weekly
showcase of country musics finest performers for more than 80 consecutive years. The Companys
entertainment brands and properties include the Radisson Hotel Opryland, Ryman Auditorium, General
Jackson Showboat, Gaylord Springs Golf Links, Wildhorse Saloon, and
WSM-AM. For more information about the Company, visit http://www.GaylordEntertainment.com.
This press
release contains statements as to the Companys beliefs and
expectations of the outcome of future events that are forward-looking
statements as defined in the Private Securities Litigation Reform Act
of 1995. These forward-looking statements are subject to risk and
uncertainties that could cause actual results to differ materially
from the statements made. These include the risks and uncertainties
associated with the flood damage to the Gaylord Opryland and other
Nashville-based Gaylord facilities, economic conditions affecting the
hospitality business generally, rising labor and benefits costs, the
timing of any new development projects, increased costs and other
risks associated with building and developing new hotel facilities,
the geographic concentration of our hotel properties, business levels
at the Companys hotels, our ability to successfully operate our
hotels and our ability to obtain financing for new developments.
Other factors that could cause operating and financial results to
differ are described in the filings made from time to time by the
Company with the Securities and Exchange Commission and include the
risk factors described in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2009. The Company does not undertake
any obligation to release publicly any revisions to forward-looking
statements made by it to reflect events or circumstances occurring
after the date hereof or the occurrence of unanticipated events.
SOURCE: Gaylord Entertainment Co.
Investor Relations:
Gaylord Entertainment
Mark Fioravanti, 615-316-6588
Senior Vice President and Chief Financial Officer
mfioravanti@gaylordentertainment.com
~or~
Gaylord Entertainment
Patrick Chaffin, 615-316-6282
Vice President of Strategic Planning and Investor Relations
pchaffin@gaylordentertainment.com
~or~
Media:
Gaylord Entertainment
Brian Abrahamson, 615-316-6302
Vice President of Corporate Communications
babrahamson@gaylordentertainment.com
~or~
Sloane & Company
Josh Hochberg or Don Zacchei, 212-486-9500
jhochberg@sloanepr.com / dzacchei@sloanepr.com