Prison Realty Reports Second Quarter Results
Prison Realty Reports Second Quarter Results
August 15, 2000
NASHVILLE, Tenn., Aug. 15 /PRNewswire/ -- Prison Realty Trust, Inc. (NYSE: PZN) announced today results for the second quarter ended June 30, 2000. Prison Realty reported revenues of $17.5 million and a net loss available to common shareholders of $74.3 million, or ($0.63) per common share for the quarter. Prison Realty has proposed a comprehensive restructuring, including the merger of Prison Realty with CCA and its operation as a taxable subchapter C corporation rather than as a REIT beginning with its 2000 taxable year. The company's revenues were reduced for the second quarter of 2000 to reflect a reserve of $72.6 million to offset lease revenues from Prison Realty's primary tenant, Corrections Corporation of America (CCA), due to the uncertainty regarding the collectibility of the payments. The results for the second quarter of 2000 include $4.4 million in write-offs of amounts under lease agreements related to tenant incentive fees due CCA on two facilities opened in 2000, $28.1 million reserved for merger transaction fees related to the termination of previously announced transactions, and $7.5 million in foreign currency transaction losses as a result of the strong U.S. dollar against the UK pound arising from receivables related to the Company's HMP Forrest Bank facility in Salford, England. CCA, Prison Realty's primary tenant, had second quarter revenues of $142.4 million and a net loss of $76.8 million. The loss includes gross lease expenses before amortization of deferred credits of $81.6 million related to leases with Prison Realty. In addition to CCA, the two service companies had combined revenues of $72.9 million and combined net income before taxes of $2.0 million for the quarter. Prison Realty's economic interest in the two service companies is reported as equity in earnings of subsidiaries. Systemwide, the three companies doing business as CCA had 64,260 prison and jail beds in operation at the end of the second quarter of 2000, versus 50,513 beds at June 30, 1999. Occupancy for the quarter was 84.8% this year compared with 92.7% last year, and compensated mandays for the quarter rose 1.9% to 4.6 million from 4.1 million in the second quarter of 1999. About the Company Prison Realty's business is the development and ownership of correctional and detention facilities. Headquartered in Nashville, Tennessee, the Company provides financing, design, construction and renovation of new and existing jails and prisons that it leases to both private and governmental managers. Prison Realty currently owns or is in the process of developing 50 correctional and detention facilities in 17 states, the District of Columbia, and the United Kingdom. The companies operating under the "Corrections Corporation of America" name provide detention and corrections services to governmental agencies. The companies are the industry leader in private sector corrections with approximately 70,000 beds in 77 facilities under contract or under development in the United States, Puerto Rico, Australia, and the United Kingdom. The companies' full range of services includes design, construction, renovation and management of new or existing jails and prisons, as well as long distance inmate transportation services. Prison Realty has previously announced a proposed restructuring, pursuant to which, among other things, Prison Realty will merge with Corrections Corporation of America, its primary tenant, and elect to be taxed as a subchapter C corporation commencing with its 2000 taxable year. Prison Realty is seeking stockholder approval of the restructuring at a Special Meeting scheduled for September 12, 2000. Pending stockholder approval, the companies intend to complete the restructuring on or before September 15, 2000. Prison Realty has filed definitive proxy materials with respect to the restructuring with the U.S. Securities and Exchange Commission and has commenced delivery of such materials to its stockholders. Stockholders are urged to read these materials carefully as they include important information with respect to the companies and the proposed restructuring. Forward-Looking Statements This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995. These include statements regarding changes in management, accounting changes related to a change from federal taxation as a REIT to a subchapter C corporation, merger plan between Prison Realty and CCA, earning expectations, and integration of Prison Realty and CCA operations and businesses. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made. Other factors that could cause operating and financial results to differ are described in Prison Realty's Form 10-K and Form 8-K, as well as in other documents filed with the SEC. Other risks may be detailed from time to time in reports to be filed with the SEC. Prison Realty does not undertake any obligation to publicly release the result of any revisions to forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. PRISON REALTY TRUST, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999 (Unaudited and amounts in thousands, except per share amounts) THREE MONTHS THREE MONTHS SIX MONTHS SIX MONTHS ENDED ENDED ENDED ENDED JUNE 30, JUNE 30, JUNE 30, JUNE 30, 2000 1999 2000 1999 REVENUES: Rental revenues $11,466 $65,828 $22,926 $129,468 Interest income 3,363 5,827 6,675 12,041 Licensing fees 2,666 2,186 5,242 4,318 17,495 73,841 34,843 145,827 EXPENSES: Depreciation and amortization 13,407 10,502 26,331 20,419 General and administrative 4,051 1,725 6,594 2,607 Write-off of amounts under lease arrangements 4,416 -- 8,416 -- 21,874 12,227 41,341 23,026 OPERATING INCOME (LOSS) (4,379) 61,614 (6,498) 122,801 Equity in earnings of subsidiaries and amortization of deferred gains 2,874 7,476 8,987 15,157 Interest expense (34,630) (7,036) (66,424) (15,309) Merger transaction fees (28,146) -- (28,146) -- Foreign currency transaction loss (7,530) -- (7,530) -- Loss on disposal of assets (301) (1,631) (301) (1,631) INCOME (LOSS) BEFORE INCOME TAXES (72,112) 60,423 (99,912) 121,018 Provision for change in tax status -- -- -- 83,200 NET INCOME (LOSS) (72,112) 60,423 (99,912) 37,818 DIVIDENDS TO PREFERRED SHAREHOLDERS (2,150) (2,150) (4,300) (4,300) NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS $(74,262) $ 58,273 $(104,212) $33,518 NET INCOME LOSS AVAILABLE TO COMMON SHAREHOLDERS PER COMMON SHARE: BASIC $(0.63) $0.50 $(0.88) $0.30 DILUTED $(0.63) $0.50 $(0.88) $0.30 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING, BASIC 118,409 116,421 118,402 111,871 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING, DILUTED 118,409 117,763 118,402 112,687 PRISON REALTY TRUST, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) JUNE 30, DECEMBER 31, 2000 1999 ASSETS Real estate properties: Correctional and detention facilities $2,239,087 $2,258,281 Less accumulated depreciation (76,104) (49,785) Net real estate properties 2,162,983 2,208,496 Cash and cash equivalents 18,366 84,493 Restricted cash 9,416 24,409 Note receivable from CCA 137,000 137,000 Investments in affiliates 115,194 118,232 Investments in direct financing leases 154,251 74,059 Receivable from CCA 17,819 28,608 Other assets 61,307 60,625 Total assets $2,676,336 $2,735,922 LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES: Distributions payable $ 2,150 $ 2,150 Bank credit facility 965,234 928,234 Senior notes payable 100,000 100,000 Convertible subordinated notes and other debt 72,730 70,757 Accounts payable and accrued expenses 80,886 70,911 Income taxes payable 6,245 5,476 Deferred gains on sales of contracts 100,707 106,045 Other liabilities 32,000 32,000 Total liabilities 1,359,952 1,315,573 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Preferred stock, $.01 (one cent) par value; 20,000 shares authorized; 4,300 shares issued and outstanding; stated at liquidation preference of $25 (twenty-five dollars) per share 107,500 107,500 Common stock, $.01 (one cent) par value; 300,000 shares authorized; 118,420 and 118,406 shares issued, respectively; 118,408 and 118,394 shares outstanding, respectively 1,184 1,184 Treasury stock, 12 shares, at cost (242) (242) Additional paid-in capital 1,347,474 1,347,227 Cumulative net income (loss) (70,088) 29,824 Accumulated distributions (69,444) (65,144) Total stockholders' equity 1,316,384 1,420,349 Total liabilities and stockholders' equity $2,676,336 $2,735,922