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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): November 13, 2006 (November 9, 2006)
GAYLORD ENTERTAINMENT COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | 1-13079 | 73-0664379 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer | ||
| Identification No.) |
| One Gaylord Drive | ||
| Nashville, Tennessee | 37214 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s 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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
On November 9, 2006, R. Brad Martin was elected to serve on the Board of Directors of Gaylord
Entertainment Company (the “Company”) as a new independent director. Mr. Martin becomes the tenth
member of the Company’s Board of Directors. Also, Mr. Martin was appointed to serve as a member of
the audit committee of the Board of Directors.
Mr. Martin is not a party to any arrangement or understanding with any person pursuant to
which Mr. Martin was elected as a director, nor is Mr. Martin a party to any transaction, or series
of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
A copy of the press release announcing Mr. Martin’s election to the Board of Directors is
included herewith as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release, dated November 10, 2006.
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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.
| GAYLORD ENTERTAINMENT COMPANY |
||||
| Date: November 13, 2006 | By: | /s/ Carter R. Todd | ||
| Name: | Carter R. Todd | |||
| Title: | Senior Vice President, General Counsel and Secretary |
|||
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GAYLORD ENTERTAINMENT COMPANY ELECTS
R. BRAD MARTIN TO BOARD OF DIRECTORS
R. BRAD MARTIN TO BOARD OF DIRECTORS
NASHVILLE, Tenn. — November 10, 2006 — Gaylord Entertainment Co. (NYSE: GET) announced today that
R. Brad Martin has joined the Company’s Board of Directors effective immediately.
Martin has served as Chairman of the Board of Saks Incorporated since 1989, and served as its Chief
Executive Officer until January 2006. During his tenure as Chairman and CEO, Saks Incorporated
became one of the largest retail enterprises in the United States, with peak annual revenues in
excess of $6 billion.
“Brad is a world-class business executive with extensive experience in creating and sustaining
brands and building shareholder value,” said Colin V. Reed, chairman and CEO of Gaylord
Entertainment. “We know his counsel will prove invaluable as we continue to grow our core
hospitality business.”
Martin has served on a variety of civic and charitable boards. He also serves as director of First
Horizon Corporation, Harrah’s Entertainment, Inc., and Pilot Travel Centers.
“I am thrilled to join the Board of Gaylord Entertainment,” said Martin. “I have followed what
Colin and his team have done in transforming the company into a top-performing, national hotel
company and look forward to participating in the future growth of the organization.”
Martin is a graduate of The University of Memphis and holds an MBA from the Owen School of
Management at Vanderbilt University. He served five terms as a member of the Tennessee House of
Representatives and holds the distinction of being the youngest person ever elected to the
Tennessee General Assembly.
About Gaylord Entertainment
Gaylord Entertainment (NYSE: GET), a leading hospitality and entertainment company based in
Nashville, Tenn., owns and operates three industry-leading brands — Gaylord Hotels
(www.gaylordhotels.com), its network of upscale, meetings-focused resorts, ResortQuest
(www.resortquest.com), the nation’s largest vacation rental property management company,
and the Grand Ole Opry (www.opry.com), the weekly showcase of country music’s finest
performers for 80 consecutive years. The Company’s entertainment brands and properties include the
Radisson Hotel Opryland, Ryman
Auditorium, General Jackson Showboat, Gaylord Springs, Wildhorse Saloon, and WSM-AM. For more
information about the Company, visit www.gaylordentertainment.com.
| Investor Relations Contacts: | Media Contacts: | |
David Kloeppel, CFO
|
Brian Abrahamson, Executive Director of Communications | |
Gaylord Entertainment
|
Gaylord Entertainment | |
(615) 316-6101
|
(615) 316-6302 | |
dkloeppel@gaylordentertainment.com
|
babrahamson@gaylordentertainment.com | |
~or~
|
~or~ | |
Key Foster, VP Treasury, |
||
Strategic Planning & Investor Relations
|
Elliot Sloane | |
Gaylord Entertainment
|
Sloane & Company | |
(615) 316-6132
|
(212) 446-1860 | |
kfoster@gaylordentertainment.com
|
esloane@sloanepr.com |