Form 8-K
false 0001070985 0001070985 2023-08-07 2023-08-07

 

 

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): August 7, 2023

 

 

CoreCivic, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   001-16109   62-1763875

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

5501 Virginia Way

Brentwood, Tennessee

    37027
(Address of principal executive offices)     (Zip Code)

(615) 263-3000

(Registrant’s telephone number, including area code)

Not Applicable

(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):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Common Stock   CXW   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 2.02.

Results of Operations and Financial Condition.

On August 7, 2023, CoreCivic, Inc., a Maryland corporation (the “Company”), issued a press release announcing its 2023 second quarter financial results. A copy of the release is furnished as part of this Current Report as Exhibit 99.1 and is incorporated herein in its entirety by reference. The release contains certain financial information calculated and presented on the basis of methodologies other than in accordance with generally accepted accounting principles, or GAAP, which the Company believes is useful to investors and other interested parties. The Company has included information concerning this non-GAAP information in the release, including a reconciliation of such information to the most comparable GAAP measures, the reasons why the Company believes such information is useful, and the Company’s use of such information for additional purposes.

The information furnished pursuant to this Item 2.02 of Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and Section 11 of the Securities Act of 1933, as amended, or otherwise subject to the liabilities of those sections. This Current Report will not be deemed an admission by the Company as to the materiality of any information in this report that is required to be disclosed solely by Item 2.02. The Company does not undertake a duty to update the information in this Current Report and cautions that the information included in this Current Report is current only as of the date made and may change thereafter.

 

Item 9.01.

Financial Statements and Exhibits.

(d) The following exhibits are filed as part of this Current Report:

 

99.1    Press Release dated August 7, 2023.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURE

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.

 

Date: August 8, 2023     CORECIVIC, INC.
    By:  

/s/ David Garfinkle

      David Garfinkle
      Executive Vice President and Chief Financial Officer
EX-99.1

Exhibit 99.1

 

News Release

   LOGO

 

Contact:   

Investors: Cameron Hopewell - Managing Director, Investor Relations - (615) 263-3024

Financial Media: David Gutierrez, Dresner Corporate Services - (312) 780-7204

CORECIVIC REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS

REDUCES TOTAL DEBT BY $34.1 MILLION

INCREASES 2023 FULL YEAR GUIDANCE

BRENTWOOD, Tenn. – August 7, 2023 – CoreCivic, Inc. (NYSE: CXW) (the Company) announced today its financial results for the second quarter of 2023.

Damon T. Hininger, CoreCivic’s President and Chief Executive Officer, said, “Our second quarter financial results were better than our forecast and we are increasing our financial outlook for the year. We are increasing our financial outlook despite the challenging labor market, above average inflation and a higher interest rate environment. During the second quarter, we continued to execute on our long-term capital allocation strategy of reducing debt by repurchasing $21.0 million of our 8.25% Senior Notes that are scheduled to mature on April 15, 2026, through open market purchases.”

Hininger continued, “The post-pandemic environment is creating new challenges for a number of our government partners, particularly as a result of the expiration of the Public Health Emergency for COVID-19 that occurred in May, which ended the Title 42 closure of the southern border. Specifically, certain government agencies are experiencing an increase in the need for correctional and detention capacity. We believe the significant investments we have made in our workforce have positioned us well to meet these emerging needs.”

Financial Highlights – Second Quarter 2023

 

   

Total revenue of $463.7 million

 

   

CoreCivic Safety revenue of $421.7 million

 

   

CoreCivic Community revenue of $28.4 million

 

   

CoreCivic Properties revenue of $13.6 million

 

   

Net Income of $14.8 million

 

   

Diluted earnings per share of $0.13

 

   

Adjusted Diluted EPS of $0.12

 

   

Normalized Funds From Operations per diluted share of $0.33

 

   

Adjusted EBITDA of $72.1 million

Second Quarter 2023 Financial Results Compared With Second Quarter 2022

Net income in the second quarter of 2023 totaled $14.8 million, or $0.13 per diluted share, compared with net income in the second quarter of 2022 of $10.6 million, or $0.09 per diluted share. Adjusted for special items, adjusted net income in the second quarter of 2023 was $13.6 million, or $0.12 per diluted share (Adjusted Diluted EPS), compared with adjusted net income in the second quarter of 2022 of $16.2 million, or $0.13 per diluted share. Special items for each period are presented in detail in the calculation of Adjusted Net Income and Adjusted Diluted EPS in the Supplemental Financial Information following the financial statements presented herein.

 

5501 Virginia Way, Brentwood, Tennessee 37027, Phone: 615-263-3000


Second Quarter 2023 Financial Results

Page 2

 

The special items in the prior year quarter contributed to the increase in net income per share of $0.04. The $0.01 per share decline in Adjusted Diluted EPS occurred in part due to the expiration of our contract with the Federal Bureau of Prisons (BOP) at the McRae Correctional Facility on November 30, 2022, and ongoing labor market pressures, including above average wage inflation, and higher staffing levels. Despite the expiration of the contract with the BOP at the McRae facility, a facility we sold to the state of Georgia in 2022, our renewal rate on owned and controlled facilities remains high at 94% over the previous five years. We believe our renewal rate on existing contracts remains high due to a variety of reasons including the aged and constrained supply of available beds within the U.S. correctional system, our ownership of the majority of the beds we operate, the value our government partners place in the wide range of recidivism-reducing programs we offer to those in our care, and the cost effectiveness of the services we provide.

Earnings before interest, taxes, depreciation and amortization (EBITDA) was $71.8 million in the second quarter of 2023, compared with $71.1 million in the second quarter of 2022. Adjusted EBITDA was $72.1 million in the second quarter of 2023, compared with $78.8 million in the second quarter of 2022. Adjusted EBITDA decreased from the prior year quarter primarily due to the previously mentioned labor market pressures across our facility portfolio, including above average wage inflation and higher staffing levels in anticipation of increased occupancy, and the expiration of our BOP contract at the McRae Correctional Facility in November 2022. EBITDA at the McRae Correctional Facility was $2.4 million during the second quarter of 2022.

Although labor market pressures continue to be more difficult than historical norms, we have experienced improvements in the number of applicants at many of our facilities which has allowed us to achieve higher staffing levels in the second quarter of 2023 than in the prior year quarter. We believe the investments in staffing we made during the pandemic have positioned us to manage the increased number of residents we began to experience in the second quarter of 2023. On May 11, 2023, all remaining COVID-19 related health policies expired, most notably occupancy restrictions on our facilities and Title 42, a policy that denied entry at the United States border to asylum-seekers and anyone crossing the border without proper documentation or authority in an effort to contain the spread of COVID-19. Since the end of Title 42, the number of individuals in the custody of U.S. Immigration and Customs Enforcement (ICE) has increased 43%. We have experienced a similar increase within our facilities under contract with ICE, which we believe was possible because of our investments in staffing. Since May 11, 2023, through July 31, 2023, ICE detention populations within our facilities have increased by 2,573, or 45%. Despite the difficult labor market, we have been able to reduce certain labor-related expenses, such as registry nursing, temporary wage incentives, and travel, each of which moderated during the second quarter of 2023. We believe we can further reduce these expenses as the tight labor market continues to alleviate, which we expect will take additional time.

Funds From Operations (FFO) was $39.0 million, or $0.34 per diluted share, in the second quarter of 2023, compared to $34.3 million, or $0.28 per diluted share, in the second quarter of 2022. Normalized FFO, which excludes special items, was $37.8 million, or $0.33 per diluted share, in the


Second Quarter 2023 Financial Results

Page 3

 

second quarter of 2023, compared with $40.7 million, or $0.34 per diluted share, in the second quarter of 2022. Normalized FFO was impacted by the same factors that affected Adjusted EBITDA.

Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO, and, where appropriate, their corresponding per share amounts, are measures calculated and presented on the basis of methodologies other than in accordance with generally accepted accounting principles (GAAP). Please refer to the Supplemental Financial Information and the note following the financial statements herein for further discussion and reconciliations of these measures to net income, the most directly comparable GAAP measure.

Business Update

New Lease Agreement with the State of Oklahoma at the Davis Correctional Facility. On June 14, 2023, we announced that we entered into a lease agreement with the Oklahoma Department of Corrections (ODOC) for the company-owned 1,670-bed Davis Correctional Facility, which we currently report in our CoreCivic Safety segment and operate under a management contract with the ODOC. The management contract was scheduled to expire on June 30, 2023. However, effective July 1, 2023, the Company entered into a 90-day contract extension for the management contract, after which time operations of the Davis facility will transfer from CoreCivic to the ODOC in accordance with the new lease agreement. We incurred a facility net operating loss of $0.9 million and $1.5 million for the three and six months ended June 30, 2023, respectively. Annual lease revenue under the new lease agreement will be $7.5 million during the base term, which we expect will generate margins consistent with the average margin we report in our Properties segment. The new lease agreement includes a base term commencing October 1, 2023, with a scheduled expiration date of June 30, 2029, and unlimited two-year renewal options. Upon commencement of the new lease agreement, the Davis facility will be reported in our CoreCivic Properties segment.

Share Repurchases

On May 12, 2022, our Board of Directors approved a share repurchase program authorizing the Company to repurchase up to $150.0 million of our common stock. On August 2, 2022, our Board of Directors authorized an increase in our share repurchase program of up to an additional $75.0 million in shares of our common stock, or a total of up to $225.0 million. During the three and six months ended June 30, 2023, we repurchased 0.1 million and 2.6 million shares of our common stock, respectively, at an aggregate purchase price of $0.7 million and $25.6 million, respectively, and in each case excluding fees, commissions and other costs related to the repurchases. Since the share repurchase program was authorized, through June 30, 2023, we have repurchased a total of 9.2 million shares at an aggregate price of $100.1 million under this share repurchase program, excluding fees, commissions and other costs related to the repurchases.

As of June 30, 2023, we had $124.9 million remaining under the share repurchase program authorized by the Board of Directors. Additional repurchases of common stock will be made in accordance with applicable securities laws and may be made at management’s discretion within parameters set by the Board of Directors from time to time in the open market, through privately


Second Quarter 2023 Financial Results

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negotiated transactions, or otherwise. The share repurchase program has no time limit and does not obligate us to purchase any particular amount of our common stock. The authorization for the share repurchase program may be terminated, suspended, increased or decreased by our Board of Directors in its discretion at any time.

Debt Repayments

During the second quarter of 2023, we reduced our total debt balance by $34.1 million, or $24.5 million, net of the change in cash, increasing out total debt repaid for the six months ended June 30, 2023, to $72.7 million, net of the change in cash. During the second quarter of 2023, we purchased $21.0 million of our 8.25% Senior Notes in open market purchases, reducing the outstanding balance of the 8.25% Senior Notes to $593.1 million. We have no debt maturities until the 8.25% Senior Notes mature in April 2026.

2023 Financial Guidance

Based on current business conditions, we are providing the following update to our financial guidance for the full year 2023:

 

    

Guidance

Full Year 2023

  

Prior Guidance

Full Year 2023

Ø Net income

   $58.4 million to $66.4 million    $51.2 million to $63.2 million

Ø Adjusted net income

   $59.5 million to $67.5 million    $53.5 million to $65.5 million

Ø Diluted EPS

   $0.51 to $0.58    $0.44 to $0.55

Ø Adjusted Diluted EPS

   $0.52 to $0.59    $0.46 to $0.57

Ø FFO per diluted share

   $1.36 to $1.44    $1.29 to $1.40

Ø Normalized FFO per diluted share

   $1.37 to $1.45    $1.31 to $1.42

Ø EBITDA

   $297.0 million to $303.0 million    $291.3 million to $301.3 million

Ø Adjusted EBITDA

   $297.3 million to $303.3 million    $293.6 million to $303.6 million

During 2023, we expect to invest $68.0 million to $71.0 million in capital expenditures, consisting of $36.0 million to $37.0 million in maintenance capital expenditures on real estate assets, $25.0 million to $26.0 million for maintenance capital expenditures on other assets and information technology, and $7.0 million to $8.0 million for other capital investments.

Supplemental Financial Information and Investor Presentations

We have made available on our website supplemental financial information and other data for the second quarter of 2023. Interested parties may access this information through our website at http://ir.corecivic.com/ under “Financial Information” of the Investors section. We do not undertake any obligation and disclaim any duties to update any of the information disclosed in this report.


Second Quarter 2023 Financial Results

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Management may meet with investors from time to time during the third quarter of 2023. Written materials used in the investor presentations will also be available on our website beginning on or about August 28, 2023. Interested parties may access this information through our website at http://ir.corecivic.com/ under “Events & Presentations” of the Investors section.

Conference Call, Webcast and Replay Information

We will host a webcast conference call at 10:00 a.m. central time (11:00 a.m. eastern time) on Tuesday, August 8, 2023, which will be accessible through the Company’s website at www.corecivic.com under the “Events & Presentations” section of the “Investors” page. To participate via telephone and join the call live, please register in advance here https://register.vevent.com/register/BI245ce05fd4c64a6ead7845124358177d. Upon registration, telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number and a unique passcode.

About CoreCivic

CoreCivic is a diversified, government-solutions company with the scale and experience needed to solve tough government challenges in flexible, cost-effective ways. We provide a broad range of solutions to government partners that serve the public good through high-quality corrections and detention management, a network of residential and non-residential alternatives to incarceration to help address America’s recidivism crisis, and government real estate solutions. We are the nation’s largest owner of partnership correctional, detention and residential reentry facilities, and one of the largest prison operators in the United States. We have been a flexible and dependable partner for government for 40 years. Our employees are driven by a deep sense of service, high standards of professionalism and a responsibility to help government better the public good. Learn more at www.corecivic.com.

Forward-Looking Statements

This press release contains statements as to our beliefs and expectations of the outcome of future events that are “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made. These include, but are not limited to, the risks and uncertainties associated with: (i) changes in government policy, legislation and regulations that affect utilization of the private sector for corrections, detention, and residential reentry services, in general, or our business, in particular, including, but not limited to, the continued utilization of our correctional and detention facilities by the federal government, including as a consequence of the United States Department of Justice, or DOJ, not renewing contracts as a result of President Biden’s Executive Order on Reforming Our Incarceration System to Eliminate the Use of Privately Operated Criminal Detention Facilities, or the Private Prison EO, impacting utilization primarily by the BOP and the United States Marshals


Second Quarter 2023 Financial Results

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Service, and the impact of any changes to immigration reform and sentencing laws (we do not, under longstanding policy, lobby for or against policies or legislation that would determine the basis for, or duration of, an individual’s incarceration or detention); (ii) our ability to obtain and maintain correctional, detention, and residential reentry facility management contracts because of reasons including, but not limited to, sufficient governmental appropriations, contract compliance, negative publicity and effects of inmate disturbances; (iii) changes in the privatization of the corrections and detention industry, the acceptance of our services, the timing of the opening of new facilities and the commencement of new management contracts (including the extent and pace at which new contracts are utilized), as well as our ability to utilize available beds; (iv) general economic and market conditions, including, but not limited to, the impact governmental budgets can have on our contract renewals and renegotiations, per diem rates, and occupancy; (v) fluctuations in our operating results because of, among other things, changes in occupancy levels; competition; contract renegotiations or terminations; inflation and other increases in costs of operations, including a continuing rise in labor costs; fluctuations in interest rates and risks of operations; (vi) the impact resulting from the termination of Title 42, the federal government’s policy to deny entry at the United States southern border to asylum-seekers and anyone crossing the southern border without proper documentation or authority in an effort to contain the spread of the coronavirus and related variants, or COVID-19; (vii) our ability to successfully identify and consummate future development and acquisition opportunities and realize projected returns resulting therefrom; (viii) our ability to have met and maintained qualification for taxation as a real estate investment trust, or REIT, for the years we elected REIT status; and (ix) the availability of debt and equity financing on terms that are favorable to us, or at all. Other factors that could cause operating and financial results to differ are described in the filings we make from time to time with the Securities and Exchange Commission.

We take no responsibility for updating the information contained in this press release following the date hereof to reflect events or circumstances occurring after the date hereof or the occurrence of unanticipated events or for any changes or modifications made to this press release or the information contained herein by any third-parties, including, but not limited to, any wire or internet services.

###


Second Quarter 2023 Financial Results

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CORECIVIC, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

 

     June 30,
2023
    December 31,
2022
 

ASSETS

    

Cash and cash equivalents

   $ 41,840     $ 149,401  

Restricted cash

     13,256       12,764  

Accounts receivable, net of credit loss reserve of $7,771 and $8,008, respectively

     261,539       312,435  

Prepaid expenses and other current assets

     37,087       32,134  

Assets held for sale

     —         6,936  
  

 

 

   

 

 

 

Total current assets

     353,722       513,670  

Real estate and related assets:

    

Property and equipment, net of accumulated depreciation of $1,771,005 and $1,716,283, respectively

     2,141,714       2,176,098  

Other real estate assets

     204,850       208,181  

Goodwill

     4,844       4,844  

Other assets

     322,651       341,976  
  

 

 

   

 

 

 

Total assets

   $ 3,027,781     $ 3,244,769  
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Accounts payable and accrued expenses

   $ 260,395     $ 285,226  

Current portion of long-term debt

     13,243       165,525  
  

 

 

   

 

 

 

Total current liabilities

     273,638       450,751  

Long-term debt, net

     1,058,816       1,084,858  

Deferred revenue

     20,109       22,590  

Non-current deferred tax liabilities

     95,674       99,618  

Other liabilities

     140,408       154,544  
  

 

 

   

 

 

 

Total liabilities

     1,588,645       1,812,361  
  

 

 

   

 

 

 

Commitments and contingencies

    

Preferred stock – $0.01 par value; 50,000 shares authorized; none issued and outstanding at June 30, 2023 and December 31, 2022, respectively

     —         —    

Common stock – $0.01 par value; 300,000 shares authorized; 113,605 and 114,988 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively

     1,136       1,150  

Additional paid-in capital

     1,787,207       1,807,689  

Accumulated deficit

     (349,207     (376,431
  

 

 

   

 

 

 

Total stockholders’ equity

     1,439,136       1,432,408  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 3,027,781     $ 3,244,769  
  

 

 

   

 

 

 


Second Quarter 2023 Financial Results

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CORECIVIC, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

 

     For the Three Months Ended
June 30,
    For the Six Months Ended
June 30,
 
           2023                 2022                 2023                 2022        

REVENUE:

        

Safety

   $ 421,743     $ 416,354     $ 839,393     $ 830,602  

Community

     28,364       25,775       54,778       49,890  

Properties

     13,574       14,526       27,411       29,117  

Other

     1       42       102       76  
  

 

 

   

 

 

   

 

 

   

 

 

 
     463,682       456,697       921,684       909,685  
  

 

 

   

 

 

   

 

 

   

 

 

 

EXPENSES:

        

Operating

        

Safety

     335,726       324,261       664,124       645,282  

Community

     22,905       21,282       45,620       41,509  

Properties

     3,324       3,377       6,685       6,659  

Other

     53       80       116       179  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     362,008       349,000       716,545       693,629  

General and administrative

     32,612       31,513       65,291       62,614  

Depreciation and amortization

     31,615       32,259       62,657       64,287  

Shareholder litigation expense

     —         1,900       —         1,900  
  

 

 

   

 

 

   

 

 

   

 

 

 
     426,235       414,672       844,493       822,430  
  

 

 

   

 

 

   

 

 

   

 

 

 

OTHER INCOME (EXPENSE):

        

Interest expense, net

     (18,268     (21,668     (37,419     (44,588

Expenses associated with debt repayments and refinancing transactions

     (226     (6,805     (226     (6,805

Gain (loss) on sale of real estate assets, net

     (25     1,060       (25     3,321  

Other income (expense)

     78       (37     31       1,005  
  

 

 

   

 

 

   

 

 

   

 

 

 

INCOME BEFORE INCOME TAXES

     19,006       14,575       39,552       40,188  

Income tax expense

     (4,176     (4,013     (12,322     (10,623
  

 

 

   

 

 

   

 

 

   

 

 

 

NET INCOME

   $ 14,830     $ 10,562     $ 27,230     $ 29,565  
  

 

 

   

 

 

   

 

 

   

 

 

 

BASIC EARNINGS PER SHARE

   $ 0.13     $ 0.09     $ 0.24     $ 0.25  
  

 

 

   

 

 

   

 

 

   

 

 

 

DILUTED EARNINGS PER SHARE

   $ 0.13     $ 0.09     $ 0.24     $ 0.24  
  

 

 

   

 

 

   

 

 

   

 

 

 


Second Quarter 2023 Financial Results

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CORECIVIC, INC. AND SUBSIDIARIES

SUPPLEMENTAL FINANCIAL INFORMATION

(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

CALCULATION OF ADJUSTED NET INCOME AND ADJUSTED DILUTED EPS

 

     For the Three Months Ended
June 30,
    For the Six Months Ended
June 30,
 
           2023                 2022                 2023                 2022        

Net income

   $ 14,830     $ 10,562     $ 27,230     $ 29,565  

Special items:

        

Expenses associated with debt repayments and refinancing transactions

     226       6,805       226       6,805  

Income tax expense (benefit) associated with change in corporate tax structure

     (1,378     —         930       —    

Loss (gain) on sale of real estate assets, net

     25       (1,060     25       (3,321

Shareholder litigation expense

     —         1,900       —         1,900  

Income tax benefit for special items

     (75     (2,041     (75     (1,416
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted net income

   $ 13,628     $ 16,166     $ 28,336     $ 33,533  
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average common shares outstanding – basic

     113,628       120,529       113,840       120,662  

Effect of dilutive securities:

        

Restricted stock-based awards

     324       817       631       721  
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average shares and assumed conversions – diluted

     113,952       121,346       114,471       121,383  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted Diluted EPS

   $ 0.12     $ 0.13     $ 0.25     $ 0.28  
  

 

 

   

 

 

   

 

 

   

 

 

 


Second Quarter 2023 Financial Results

Page 10

 

CORECIVIC, INC. AND SUBSIDIARIES

SUPPLEMENTAL FINANCIAL INFORMATION

(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

CALCULATION OF FUNDS FROM OPERATIONS AND NORMALIZED FUNDS FROM OPERATIONS

 

     For the Three Months Ended
June 30,
    For the Six Months Ended
June 30,
 
           2023                 2022                 2023                 2022        

Net income

   $ 14,830     $ 10,562     $ 27,230     $ 29,565  

Depreciation and amortization of real estate assets

     24,198       24,501       48,369       48,667  

Loss (gain) on sale of real estate assets, net

     25       (1,060     25       (3,321

Income tax expense (benefit) for special items

     (7     283       (7     908  
  

 

 

   

 

 

   

 

 

   

 

 

 

Funds From Operations

   $ 39,046     $ 34,286     $ 75,617     $ 75,819  

Expenses associated with debt repayments and refinancing transactions

     226       6,805       226       6,805  

Income tax expense (benefit) associated with change in corporate tax structure

     (1,378     —         930       —    

Shareholder litigation expense

     —         1,900       —         1,900  

Income tax benefit for special items

     (68     (2,324     (68     (2,324
  

 

 

   

 

 

   

 

 

   

 

 

 

Normalized Funds From Operations

   $ 37,826     $ 40,667     $ 76,705     $ 82,200  
  

 

 

   

 

 

   

 

 

   

 

 

 

Funds From Operations Per Diluted Share

   $ 0.34     $ 0.28     $ 0.66     $ 0.62  
  

 

 

   

 

 

   

 

 

   

 

 

 

Normalized Funds From Operations Per Diluted Share

   $ 0.33     $ 0.34     $ 0.67     $ 0.68  
  

 

 

   

 

 

   

 

 

   

 

 

 

CALCULATION OF EBITDA AND ADJUSTED EBITDA

 

     For the Three Months Ended
June 30,
    For the Six Months Ended
June 30,
 
           2023                  2022                 2023                  2022        

Net income

   $ 14,830      $ 10,562     $ 27,230      $ 29,565  

Interest expense

     21,214        24,292       43,303        49,684  

Depreciation and amortization

     31,615        32,259       62,657        64,287  

Income tax expense

     4,176        4,013       12,322        10,623  
  

 

 

    

 

 

   

 

 

    

 

 

 

EBITDA

   $ 71,835      $ 71,126     $ 145,512      $ 154,159  

Expenses associated with debt repayments and refinancing transactions

     226        6,805       226        6,805  

Loss (gain) on sale of real estate assets, net

     25        (1,060     25        (3,321

Shareholder litigation expense

     —          1,900       —          1,900  
  

 

 

    

 

 

   

 

 

    

 

 

 

Adjusted EBITDA

   $ 72,086      $ 78,771     $ 145,763      $ 159,543  
  

 

 

    

 

 

   

 

 

    

 

 

 


Second Quarter 2023 Financial Results

Page 11

 

CORECIVIC, INC. AND SUBSIDIARIES

SUPPLEMENTAL FINANCIAL INFORMATION

(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

GUIDANCE – CALCULATION OF ADJUSTED NET INCOME, FUNDS FROM OPERATIONS, EBITDA & ADJUSTED EBITDA

 

     For the Year Ending
December 31, 2023
 
     Low End of
Guidance
    High End of
Guidance
 

Net income

   $ 58,394     $ 66,394  

Expenses associated with debt repayments and refinancing transactions

     226       226  

Income tax expense associated with change in corporate tax structure

     930       930  

Loss on sale of real estate assets, net

     25       25  

Income tax benefit for special items

     (75     (75
  

 

 

   

 

 

 

Adjusted net income

   $ 59,500     $ 67,500  
  

 

 

   

 

 

 

Net income

   $ 58,394     $ 66,394  

Depreciation and amortization of real estate assets

     97,250       97,750  

Loss on sale of real estate assets, net

     25       25  

Income tax benefit for special items

     (7     (7
  

 

 

   

 

 

 

Funds From Operations

   $ 155,662     $ 164,162  

Expenses associated with debt repayments and refinancing transactions

     226       226  

Income tax expense associated with change in corporate tax structure

     930       930  

Income tax benefit for special items

     (68     (68
  

 

 

   

 

 

 

Normalized Funds From Operations

   $ 156,750     $ 165,250  
  

 

 

   

 

 

 

Diluted EPS

   $ 0.51     $ 0.58  
  

 

 

   

 

 

 

Adjusted Diluted EPS

   $ 0.52     $ 0.59  
  

 

 

   

 

 

 

FFO per diluted share

   $ 1.36     $ 1.44  
  

 

 

   

 

 

 

Normalized FFO per diluted share

   $ 1.37     $ 1.45  
  

 

 

   

 

 

 

Net income

   $ 58,394     $ 66,394  

Interest expense

     84,750       83,750  

Depreciation and amortization

     127,750       127,750  

Income tax expense

     26,106       25,106  
  

 

 

   

 

 

 

EBITDA

   $ 297,000     $ 303,000  

Expenses associated with debt repayments and refinancing transactions

     226       226  

Loss on sale of real estate assets, net

     25       25  
  

 

 

   

 

 

 

Adjusted EBITDA

   $ 297,251     $ 303,251  
  

 

 

   

 

 

 


Second Quarter 2023 Financial Results

Page 12

 

NOTE TO SUPPLEMENTAL FINANCIAL INFORMATION

Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO, and, where appropriate, their corresponding per share metrics are non-GAAP financial measures. The Company believes that these measures are important operating measures that supplement discussion and analysis of the Company’s results of operations and are used to review and assess operating performance of the Company and its properties and their management teams. The Company believes that it is useful to provide investors, lenders and securities analysts disclosures of its results of operations on the same basis that is used by management.

FFO, in particular, is a widely accepted non-GAAP supplemental measure of performance of real estate companies, grounded in the standards for FFO established by the National Association of Real Estate Investment Trusts (NAREIT). NAREIT defines FFO as net income computed in accordance with GAAP, excluding gains (or losses) from sales of property and extraordinary items, plus depreciation and amortization of real estate and impairment of depreciable real estate and after adjustments for unconsolidated partnerships and joint ventures calculated to reflect funds from operations on the same basis. As a company with extensive real estate holdings, we believe FFO and FFO per share are important supplemental measures of our operating performance and believe they are frequently used by securities analysts, investors and other interested parties in the evaluation of REITs and other real estate operating companies, many of which present FFO and FFO per share when reporting results. EBITDA, Adjusted EBITDA, and FFO are useful as supplemental measures of performance of the Company’s properties because such measures do not take into account depreciation and amortization, or with respect to EBITDA, the impact of the Company’s tax provision and financing strategies. Because the historical cost accounting convention used for real estate assets requires depreciation (except on land), this accounting presentation assumes that the value of real estate assets diminishes at a level rate over time. Because of the unique structure, design and use of the Company’s properties, management believes that assessing performance of the Company’s properties without the impact of depreciation or amortization is useful. The Company may make adjustments to FFO from time to time for certain other income and expenses that it considers non-recurring, infrequent or unusual, even though such items may require cash settlement, because such items do not reflect a necessary or ordinary component of the ongoing operations of the Company. Normalized FFO excludes the effects of such items. The Company calculates Adjusted Net Income by adding to GAAP Net Income expenses associated with the Company’s debt repayments and refinancing transactions, and certain impairments and other charges that the Company believes are unusual or non-recurring to provide an alternative measure of comparing operating performance for the periods presented.

Other companies may calculate Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO differently than the Company does, or adjust for other items, and therefore comparability may be limited. Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO and, where appropriate, their corresponding per share measures are not measures of performance under GAAP, and should not be considered as an alternative to cash flows from operating activities, a measure of liquidity or an alternative to net income as indicators of the Company’s operating performance or any other measure of performance derived in accordance with GAAP. This data should be read in conjunction with the Company’s consolidated financial statements and related notes included in its filings with the Securities and Exchange Commission.

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