Corrections Corporation of America
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): March 1, 2007
Corrections Corporation of America
(Exact name of registrant as specified in its charter)
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Maryland
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001-16109
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62-1763875 |
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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.) |
10 Burton Hills Boulevard, Nashville, Tennessee 37215
(Address of principal executive offices) (Zip Code)
(Registrants telephone number, including area code)
(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))
Item 8.01. Other Events.
On March 1, 2007, Corrections Corporation of America (the Company) issued a press release
announcing that Todd Mullenger, who currently serves as the Companys Vice President and Treasurer,
has been selected to succeed Irving Lingo, Jr. as the Companys Chief Financial Officer, effective
March 16, 2007. A copy of the press release is attached hereto as Exhibit 99.1 and is
hereby incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release dated March 1, 2007
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.
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Date: March 1, 2007 |
CORRECTIONS CORPORATION OF AMERICA
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By: |
/s/ Irving E. Lingo, Jr.
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Irving E. Lingo, Jr. |
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Executive Vice President and
Chief Financial Officer |
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EX-99.1
News Release
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Contact:
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Karin Demler, Investor Relations, 615-263-3005 |
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Louise Grant, Media, 615-263-3106 |
Corrections
Corporation
of America
Announces Todd Mullenger to Succeed
Irving Lingo as Chief Financial Officer
NASHVILLE,
TN March 1, 2007 Corrections Corporation of America (NYSE:CXW) (the Company or CCA), the nations largest provider of corrections management
services to government agencies, announced today that Todd Mullenger, who currently serves as the
Companys Vice President and Treasurer, has been selected to succeed Irving Lingo as the Companys
Chief Financial Officer effective March 16, 2007. Lingo, who turns 55 later this month, has
decided to retire from the Company. He has agreed to remain with the Company for a one-year period
of time primarily to assist in the transition and to provide other assistance as needed. David
Garfinkle, who currently serves as the Companys Controller and Chief Accounting Officer, will
continue in that capacity.
Commenting on the transition, John Ferguson, the Companys President and Chief Executive Officer
said, On behalf of the Board of Directors and management, we thank Irv for his contributions and
service to our company over the last six years and look forward to Todds leadership of the finance
group. Among Irvs many accomplishments during his tenure at CCA, first and foremost is his
development of a great finance and accounting team with the leadership and resources to continue
his efforts. Irv was also instrumental in rebuilding our capital structure, strengthening our
balance sheet and reducing our interest costs considerably. He has been an effective communicator
with our shareholders and has helped the Company garner much broader investor interest. We are
grateful for all of Irvs efforts.
Ferguson continued, Todd Mullenger has both the knowledge and the financial expertise to succeed
Irv ably. In his nearly nine years with CCA, Todd has been exposed to all aspects of the
organization and will thus bring a wealth of institutional knowledge to the role. We look forward
to his leadership as Chief Financial Officer.
Lingo added, My decision to leave CCA was not easy, as I believe the Company has an outstanding
future. There comes a time, however, when personal interests need to be a priority, so I have
decided that this would be a good time to retire. Todd has worked closely with me for the last six
years on a variety of transactions and initiatives, and I have the utmost confidence that he will
be instrumental in taking the Company to the next level.
Mullenger, 48, earned a bachelors degree in finance from the University of Iowa and an M.B.A. from
Middle Tennessee State University. Prior to joining the Company, Mullenger had other public
company experience and worked with a national accounting firm. Mullenger is a Certified Public
Accountant.
10 Burton Hills Boulevard, Nashville, Tennessee 37215, Phone: 615-263-3000
Page 2
CCA said it would hold a conference call at 10:00 a.m. Eastern Time today to discuss the
transition and introduce Mr. Mullenger. The call-in number to participate is 800-430-2053. In
addition, a live audio webcast of the call, may be accessed on the Companys website,
www.correctionscorp.com. A replay of the call will be
available on the Companys website and telephonically by
dialing 877-519-4471 and providing confirmation code 8503934. The replay will be available through
March 8, 2007 by phone and for 30 days on the
Companys website.
About the Company
The Company is the nations largest owner and operator of privatized correctional and detention
facilities and one of the largest prison operators in the United States, behind only the federal
government and three states. The Company currently operates 64 facilities, including 40
company-owned facilities, with a total design capacity of approximately 72,000 beds in 19 states
and the District of Columbia. The Company specializes in owning, operating and managing prisons
and other correctional facilities and providing inmate residential and prisoner transportation
services for governmental agencies. In addition to providing the fundamental residential services
relating to inmates, the Companys facilities offer a variety of rehabilitation and educational
programs, including basic education, religious services, life skills and employment training and
substance abuse treatment. These services are intended to reduce recidivism and to prepare inmates
for their successful re-entry into society upon their release. The Company also provides health
care (including medical, dental and psychiatric services), food services and work and recreational
programs.
Forward-Looking Statements
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 within the meaning of the Private
Securities Litigation Reform Act of 1995. 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)
fluctuations in the Companys operating results because of, among other things, changes in
occupancy levels, competition, increases in cost of operations, fluctuations in interest rates and
risks of operations; (ii) changes in the privatization of the corrections and detention industry,
the public acceptance of the Companys services, the timing of the opening of and demand for new
prison facilities and the commencement of new management contracts; (iii) the Companys ability to
obtain and maintain correctional facility management contracts, including as a result of sufficient
governmental appropriations and as a result of inmate disturbances; (iv) increases in costs to
construct or expand correctional facilities that exceed original estimates, or the inability to
complete such projects on schedule as a result of various factors, many of which are beyond the
Companys control, such as weather, labor conditions and material shortages, resulting in increased
construction costs; and (v) general economic and market conditions. 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.
The Company takes 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.
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