gaylord rockies joint venture as more fully discussed in note 4 , “ investment in gaylord rockies joint venture , ” to the consolidated financial statements included herein , on december 31 , 2018 , we completed our purchase of additional interests in the gaylord rockies joint venture , increasing our ownership to 61.2 % . in addition , on july 31 , 2019 , we increased our ownership in the gaylord rockies joint venture to 62.1 % . our management has concluded that the company is the primary beneficiary of this variable interest entity ( “ vie ” ) and the financial position and results of operations of the vie have been consolidated in the accompanying consolidated financial statements included herein , beginning on december 31 , 2018 with respect to the balance sheet and january 1 , 2019 with respect to statements of operations and comprehensive income and statements of cash flows . gaylord rockies opened on a limited basis in december 2018 and on a fully operational basis in first quarter 2019 and is managed by marriott . gaylord palms expansion in 2018 , we began construction of a $ 158 million expansion of gaylord palms , which will include an additional 303 guest rooms and 90,000 square feet of meeting space , an expanded resort pool and events lawn , and a new multi-level parking structure . the expansion is expected to be completed in summer 2021. gaylord rockies expansion in february 2020 , we and our joint venture partner in the gaylord rockies joint venture announced an $ 80 million expansion of gaylord rockies , which will include an additional 317 guest rooms . the expansion is expected to begin in the second quarter of 2020 and to be completed in early 2022 . 39 soundwaves at gaylord opryland in december 2018 , we opened the indoor portion of a $ 90 million investment to create a luxury indoor/outdoor waterpark adjacent to gaylord opryland , soundwaves . the project includes approximately 111,000 square feet of indoor water attractions and activities over three levels and approximately 106,000 square feet of outdoor water amenities . the project includes areas for adults , children and families , as well as dining options and bars . the outdoor portion of the project opened in second quarter 2019. circle in 2019 , we acquired a 50 % equity interest in circle for an initial capital contribution of $ 2.0 million , and we contributed an additional $ 2.0 million in december 2019. the joint venture agreement requires us to contribute up to an additional $ 11.0 million through december 31 , 2021. circle launched its broadcast network on january 1 , 2020 , with sixteen original shows and two major distribution partnerships that broadcast circle in markets accessible to more than 50 % of u.s. television households . potential acquisition of block 21 in december 2019 , we entered into an agreement ( the “ block 21 agreement ” ) to purchase block 21 , a mixed-use entertainment , lodging , office and retail complex located in austin , texas , for $ 275 million , which includes the assumption of approximately $ 141 million of existing mortgage debt . block 21 is the home of the acl live at the moody theater , a 2,750-seat entertainment venue that serves as the filming location for the austin city limits television series . the block 21 complex also includes the 251-room w austin hotel , the 350-seat 3ten at acl live club and approximately 53,000 square feet of class a commercial space . we paid a nonrefundable deposit of $ 15 million upon entry into the block 21 agreement , and the acquisition is expected to close at the end of the first quarter or in early second quarter 2020 , subject to customary closing conditions including , but not limited to , consent to our assumption of the existing mortgage loan by the loan servicer and the consent of the hotel property manager , an affiliate of marriott , to our assignment and assumption of the existing hotel management agreement . we intend to fund the acquisition with a portion of the proceeds from the equity offering discussed below . equity offering in december 2019 , we completed an underwritten public offering of approximately 3.5 million shares of our common stock , par value $ 0.01 per share , at a price to the public of $ 85.60 per share . our net proceeds , after deducting underwriting discounts and commissions and other expenses paid by us , were approximately $ 283 million . we intend to use a portion of the net proceeds to fund the approximately $ 134 million cash portion of the consideration for the acquisition of block 21 and the related fees and expenses of the acquisition . we intend to use the remaining net proceeds , or all of the net proceeds if the block 21 acquisition is not consummated , for general corporate purposes , including future acquisitions or investments and the repayment of any indebtedness outstanding under our revolving credit facility . refinancing activity in july 2019 , the gaylord rockies joint venture refinanced its previous $ 500 million construction loan and $ 39 million mezzanine loan , which were scheduled to mature in december 2019 , by entering into an $ 800 million secured term loan facility , with an option for an additional $ 80 million of borrowing capacity should the gaylord rockies joint venture pursue a future expansion of gaylord rockies , which the joint venture announced in february 2020 that it intends to pursue . the new term loan facility matures in 2023. net proceeds , after repayment of the construction and mezzanine loans and the payment of expenses , were distributed to the owners of the gaylord rockies joint venture pro rata in proportion to their interests therein . story_separator_special_tag additionally , an incentive fee is based on the profitability of our gaylord hotels properties calculated on a pooled basis . the gaylord rockies ' management agreement with marriott requires gaylord rockies to pay a base management fee of 3 % of gross revenues for each fiscal year or portion thereof , as well as an incentive management fee based on the profitability of the hotel . we incurred $ 30.9 million , $ 22.7 million and $ 21.4 million in total base management fees to marriott related to our hospitality segment during 2019 , 2018 and 2017 , 46 respectively . we also incurred $ 11.8 million , $ 11.3 million and $ 5.5 million related to incentive management fees for our hospitality segment during 2019 , 2018 and 2017 , respectively . management fees are presented throughout this annual report on form 10-k net of the amortization of the deferred management rights proceeds discussed in note 6 , “ deferred management rights proceeds , ” to the consolidated financial statements included herein . hospitality segment depreciation and amortization expense increased in 2019 , as compared to 2018 , primarily due to depreciation and amortization at gaylord rockies , which is significantly higher than our other gaylord hotels properties due to amortization related to intangible assets that were recognized as part of our increased ownership as of december 31 , 2018 , as well as higher fixed asset balances than the other hotels . property-level results . the following presents property-level financial results for our gaylord hotels properties for the years ended december 31 , 2019 , 2018 and 2017 and for gaylord rockies for the year ended december 31 , 2019 : gaylord opryland results . the results of gaylord opryland for the years ended december 31 , 2019 , 2018 and 2017 are as follows ( in thousands , except percentages and performance metrics ) : replace_table_token_10_th ( 1 ) gaylord opryland operating expenses do not include preopening costs of $ 0.1 million and $ 0.9 million in 2019 and 2018 , respectively . see the discussion of preopening costs below . rooms revenue and revpar increased at gaylord opryland during 2019 , as compared to 2018 , as a result of an increase in transient occupancy and an increase in adr for both group and transient rates . rooms revenue and revpar were negatively impacted in 2019 by a rooms renovation project , which resulted in approximately 31,500 room nights out of service during 2019. the rooms renovation project was completed in the fourth quarter of 2019. rooms expenses increased during 2019 , as compared to 2018 , primarily due to increased variable costs associated with the increase in occupancy . the increase in food and beverage revenue at gaylord opryland during 2019 , as compared to 2018 , was primarily due to increased food and beverage outlet revenue , including new food and beverage outlets associated with soundwaves . food and beverage expenses increased in 2019 , as compared to 2018 , primarily due to increased employment costs and increased variable costs associated with the increase in revenue . other hotel revenue increased at gaylord opryland during 2019 , as compared to 2018 , due primarily to revenues from soundwaves , as well as an increase in attrition and cancellation fee collections . other hotel expenses increased in 2019 , as compared to 2018 , due primarily to additional operating expense for soundwaves . 47 management fees , net and depreciation and amortization remained stable at gaylord opryland during 2019 , as compared to 2018. gaylord palms results . the results of gaylord palms for the years ended december 31 , 2019 , 2018 and 2017 are as follows ( in thousands , except percentages and performance metrics ) : replace_table_token_11_th ( 1 ) gaylord palms operating expenses do not include preopening costs of $ 0.6 million in 2019. see the discussion of preopening costs below . rooms revenue and revpar increased at gaylord palms during 2019 , as compared to 2018 , due primarily to an increase in adr for both group and transient rates . rooms expenses decreased during 2019 , as compared to 2018 , due primarily to a decrease in group commissions . the increase in food and beverage revenue at gaylord palms during 2019 , as compared to 2018 , was primarily due to an increase in catering revenue . food and beverage expenses increased in 2019 , as compared to 2018 , due primarily to an increase in variable expenses related to the increase in revenue . other hotel revenue at gaylord palms increased during 2019 , as compared to 2018 , primarily due to increased attrition and cancellation fee collections , as well as an increase in resort fees driven by an increase in the resort fee rate . other hotel expenses increased during 2019 , as compared to 2018 , due primarily to an increase in sales and marketing costs . management fees , net increased at gaylord palms during 2019 , as compared to 2018 , due primarily to an increase in incentive management fees . depreciation and amortization remained stable during 2019 , as compared to 2018 . 48 gaylord texan results . the results of gaylord texan for the years ended december 31 , 2019 , 2018 and 2017 are as follows ( in thousands , except percentages and performance metrics ) : replace_table_token_12_th ( 1 ) gaylord texan operating expenses do not include preopening costs of $ 2.0 million and $ 0.1 million in 2018 and 2017 , respectively related to an expansion of the guest rooms and convention space at gaylord texan , which opened in the second quarter of 2018. rooms revenue and revpar increased at gaylord texan during 2019 , as compared to 2018 , due primarily to an increase in occupancy for both group and transient business . the 2019 year was also positively impacted by additional room availability

liquidity and capital resources cash flows from operating activities . cash flow from operating activities is the principal source of cash used to fund our operating expenses , interest payments on debt , maintenance capital expenditures , and dividends to stockholders . during 2019 , our net cash flows provided by our operating activities were $ 354.7 million , reflecting primarily our income before depreciation expense , amortization expense and other non-cash charges of approximately $ 376.2 million , partially offset by unfavorable changes in working capital of approximately $ 21.6 million . the unfavorable changes in working capital primarily resulted from a decrease in accounts payable and accrued liabilities primarily attributable to the timing of payments . during 2018 , our net cash flows provided by our operating activities were $ 321.9 million , reflecting primarily our income before depreciation expense , amortization expense , impairment charges , income from unconsolidated joint ventures and other non-cash charges of approximately $ 309.8 million and favorable changes in working capital of approximately $ 12.2 million . the favorable changes in working capital primarily resulted from an increase in accounts payable and accrued liabilities due to the timing of payments , partially offset by an increase in accounts receivable due to the timing of collections . cash flows from investing activities . during 2019 , our primary use of funds for investing activities was the purchase of property and equipment of $ 152.5 million and consisted primarily of the expansion of gaylord palms , a rooms renovation at gaylord opryland , construction of ole red orlando , construction of soundwaves , and ongoing maintenance for our existing properties . we also paid a $ 15.0 million earnest money deposit for the potential acquisition of block 21. these uses of cash were partially offset by the receipt of $ 13.2 million of principal received from the governmental bonds held by gaylord national and the redemption of the governmental bonds previously held by the gaylord rockies joint venture , as further described in note 3 , “ notes receivable , ” to the consolidated financial statements included herein .


 Write a concise suspicious activity report of the following text delimited by triple backquotes. Return your response as a formal report which covers the key points highlighting the location,dates,entity names and account holder information in chronological order of the text.
     ```liquidity and capital resources cash flows from operating activities . cash flow from operating activities is the principal source of cash used to fund our operating expenses , interest payments on debt , maintenance capital expenditures , and dividends to stockholders . during 2019 , our net cash flows provided by our operating activities were $ 354.7 million , reflecting primarily our income before depreciation expense , amortization expense and other non-cash charges of approximately $ 376.2 million , partially offset by unfavorable changes in working capital of approximately $ 21.6 million . the unfavorable changes in working capital primarily resulted from a decrease in accounts payable and accrued liabilities primarily attributable to the timing of payments . during 2018 , our net cash flows provided by our operating activities were $ 321.9 million , reflecting primarily our income before depreciation expense , amortization expense , impairment charges , income from unconsolidated joint ventures and other non-cash charges of approximately $ 309.8 million and favorable changes in working capital of approximately $ 12.2 million . the favorable changes in working capital primarily resulted from an increase in accounts payable and accrued liabilities due to the timing of payments , partially offset by an increase in accounts receivable due to the timing of collections . cash flows from investing activities . during 2019 , our primary use of funds for investing activities was the purchase of property and equipment of $ 152.5 million and consisted primarily of the expansion of gaylord palms , a rooms renovation at gaylord opryland , construction of ole red orlando , construction of soundwaves , and ongoing maintenance for our existing properties . we also paid a $ 15.0 million earnest money deposit for the potential acquisition of block 21. these uses of cash were partially offset by the receipt of $ 13.2 million of principal received from the governmental bonds held by gaylord national and the redemption of the governmental bonds previously held by the gaylord rockies joint venture , as further described in note 3 , “ notes receivable , ” to the consolidated financial statements included herein .
```    
 Suspicious Activity Report : gaylord rockies joint venture as more fully discussed in note 4 , “ investment in gaylord rockies joint venture , ” to the consolidated financial statements included herein , on december 31 , 2018 , we completed our purchase of additional interests in the gaylord rockies joint venture , increasing our ownership to 61.2 % . in addition , on july 31 , 2019 , we increased our ownership in the gaylord rockies joint venture to 62.1 % . our management has concluded that the company is the primary beneficiary of this variable interest entity ( “ vie ” ) and the financial position and results of operations of the vie have been consolidated in the accompanying consolidated financial statements included herein , beginning on december 31 , 2018 with respect to the balance sheet and january 1 , 2019 with respect to statements of operations and comprehensive income and statements of cash flows . gaylord rockies opened on a limited basis in december 2018 and on a fully operational basis in first quarter 2019 and is managed by marriott . gaylord palms expansion in 2018 , we began construction of a $ 158 million expansion of gaylord palms , which will include an additional 303 guest rooms and 90,000 square feet of meeting space , an expanded resort pool and events lawn , and a new multi-level parking structure . the expansion is expected to be completed in summer 2021. gaylord rockies expansion in february 2020 , we and our joint venture partner in the gaylord rockies joint venture announced an $ 80 million expansion of gaylord rockies , which will include an additional 317 guest rooms . the expansion is expected to begin in the second quarter of 2020 and to be completed in early 2022 . 39 soundwaves at gaylord opryland in december 2018 , we opened the indoor portion of a $ 90 million investment to create a luxury indoor/outdoor waterpark adjacent to gaylord opryland , soundwaves . the project includes approximately 111,000 square feet of indoor water attractions and activities over three levels and approximately 106,000 square feet of outdoor water amenities . the project includes areas for adults , children and families , as well as dining options and bars . the outdoor portion of the project opened in second quarter 2019. circle in 2019 , we acquired a 50 % equity interest in circle for an initial capital contribution of $ 2.0 million , and we contributed an additional $ 2.0 million in december 2019. the joint venture agreement requires us to contribute up to an additional $ 11.0 million through december 31 , 2021. circle launched its broadcast network on january 1 , 2020 , with sixteen original shows and two major distribution partnerships that broadcast circle in markets accessible to more than 50 % of u.s. television households . potential acquisition of block 21 in december 2019 , we entered into an agreement ( the “ block 21 agreement ” ) to purchase block 21 , a mixed-use entertainment , lodging , office and retail complex located in austin , texas , for $ 275 million , which includes the assumption of approximately $ 141 million of existing mortgage debt . block 21 is the home of the acl live at the moody theater , a 2,750-seat entertainment venue that serves as the filming location for the austin city limits television series . the block 21 complex also includes the 251-room w austin hotel , the 350-seat 3ten at acl live club and approximately 53,000 square feet of class a commercial space . we paid a nonrefundable deposit of $ 15 million upon entry into the block 21 agreement , and the acquisition is expected to close at the end of the first quarter or in early second quarter 2020 , subject to customary closing conditions including , but not limited to , consent to our assumption of the existing mortgage loan by the loan servicer and the consent of the hotel property manager , an affiliate of marriott , to our assignment and assumption of the existing hotel management agreement . we intend to fund the acquisition with a portion of the proceeds from the equity offering discussed below . equity offering in december 2019 , we completed an underwritten public offering of approximately 3.5 million shares of our common stock , par value $ 0.01 per share , at a price to the public of $ 85.60 per share . our net proceeds , after deducting underwriting discounts and commissions and other expenses paid by us , were approximately $ 283 million . we intend to use a portion of the net proceeds to fund the approximately $ 134 million cash portion of the consideration for the acquisition of block 21 and the related fees and expenses of the acquisition . we intend to use the remaining net proceeds , or all of the net proceeds if the block 21 acquisition is not consummated , for general corporate purposes , including future acquisitions or investments and the repayment of any indebtedness outstanding under our revolving credit facility . refinancing activity in july 2019 , the gaylord rockies joint venture refinanced its previous $ 500 million construction loan and $ 39 million mezzanine loan , which were scheduled to mature in december 2019 , by entering into an $ 800 million secured term loan facility , with an option for an additional $ 80 million of borrowing capacity should the gaylord rockies joint venture pursue a future expansion of gaylord rockies , which the joint venture announced in february 2020 that it intends to pursue . the new term loan facility matures in 2023. net proceeds , after repayment of the construction and mezzanine loans and the payment of expenses , were distributed to the owners of the gaylord rockies joint venture pro rata in proportion to their interests therein . story_separator_special_tag additionally , an incentive fee is based on the profitability of our gaylord hotels properties calculated on a pooled basis . the gaylord rockies ' management agreement with marriott requires gaylord rockies to pay a base management fee of 3 % of gross revenues for each fiscal year or portion thereof , as well as an incentive management fee based on the profitability of the hotel . we incurred $ 30.9 million , $ 22.7 million and $ 21.4 million in total base management fees to marriott related to our hospitality segment during 2019 , 2018 and 2017 , 46 respectively . we also incurred $ 11.8 million , $ 11.3 million and $ 5.5 million related to incentive management fees for our hospitality segment during 2019 , 2018 and 2017 , respectively . management fees are presented throughout this annual report on form 10-k net of the amortization of the deferred management rights proceeds discussed in note 6 , “ deferred management rights proceeds , ” to the consolidated financial statements included herein . hospitality segment depreciation and amortization expense increased in 2019 , as compared to 2018 , primarily due to depreciation and amortization at gaylord rockies , which is significantly higher than our other gaylord hotels properties due to amortization related to intangible assets that were recognized as part of our increased ownership as of december 31 , 2018 , as well as higher fixed asset balances than the other hotels . property-level results . the following presents property-level financial results for our gaylord hotels properties for the years ended december 31 , 2019 , 2018 and 2017 and for gaylord rockies for the year ended december 31 , 2019 : gaylord opryland results . the results of gaylord opryland for the years ended december 31 , 2019 , 2018 and 2017 are as follows ( in thousands , except percentages and performance metrics ) : replace_table_token_10_th ( 1 ) gaylord opryland operating expenses do not include preopening costs of $ 0.1 million and $ 0.9 million in 2019 and 2018 , respectively . see the discussion of preopening costs below . rooms revenue and revpar increased at gaylord opryland during 2019 , as compared to 2018 , as a result of an increase in transient occupancy and an increase in adr for both group and transient rates . rooms revenue and revpar were negatively impacted in 2019 by a rooms renovation project , which resulted in approximately 31,500 room nights out of service during 2019. the rooms renovation project was completed in the fourth quarter of 2019. rooms expenses increased during 2019 , as compared to 2018 , primarily due to increased variable costs associated with the increase in occupancy . the increase in food and beverage revenue at gaylord opryland during 2019 , as compared to 2018 , was primarily due to increased food and beverage outlet revenue , including new food and beverage outlets associated with soundwaves . food and beverage expenses increased in 2019 , as compared to 2018 , primarily due to increased employment costs and increased variable costs associated with the increase in revenue . other hotel revenue increased at gaylord opryland during 2019 , as compared to 2018 , due primarily to revenues from soundwaves , as well as an increase in attrition and cancellation fee collections . other hotel expenses increased in 2019 , as compared to 2018 , due primarily to additional operating expense for soundwaves . 47 management fees , net and depreciation and amortization remained stable at gaylord opryland during 2019 , as compared to 2018. gaylord palms results . the results of gaylord palms for the years ended december 31 , 2019 , 2018 and 2017 are as follows ( in thousands , except percentages and performance metrics ) : replace_table_token_11_th ( 1 ) gaylord palms operating expenses do not include preopening costs of $ 0.6 million in 2019. see the discussion of preopening costs below . rooms revenue and revpar increased at gaylord palms during 2019 , as compared to 2018 , due primarily to an increase in adr for both group and transient rates . rooms expenses decreased during 2019 , as compared to 2018 , due primarily to a decrease in group commissions . the increase in food and beverage revenue at gaylord palms during 2019 , as compared to 2018 , was primarily due to an increase in catering revenue . food and beverage expenses increased in 2019 , as compared to 2018 , due primarily to an increase in variable expenses related to the increase in revenue . other hotel revenue at gaylord palms increased during 2019 , as compared to 2018 , primarily due to increased attrition and cancellation fee collections , as well as an increase in resort fees driven by an increase in the resort fee rate . other hotel expenses increased during 2019 , as compared to 2018 , due primarily to an increase in sales and marketing costs . management fees , net increased at gaylord palms during 2019 , as compared to 2018 , due primarily to an increase in incentive management fees . depreciation and amortization remained stable during 2019 , as compared to 2018 . 48 gaylord texan results . the results of gaylord texan for the years ended december 31 , 2019 , 2018 and 2017 are as follows ( in thousands , except percentages and performance metrics ) : replace_table_token_12_th ( 1 ) gaylord texan operating expenses do not include preopening costs of $ 2.0 million and $ 0.1 million in 2018 and 2017 , respectively related to an expansion of the guest rooms and convention space at gaylord texan , which opened in the second quarter of 2018. rooms revenue and revpar increased at gaylord texan during 2019 , as compared to 2018 , due primarily to an increase in occupancy for both group and transient business . the 2019 year was also positively impacted by additional room availability

