Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 02, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | CXW | |
Entity Registrant Name | CORECIVIC, INC. | |
Entity Central Index Key | 0001070985 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-16109 | |
Entity Tax Identification Number | 62-1763875 | |
Entity Address, Address Line One | 5501 VIRGINIA WAY | |
Entity Address, City or Town | BRENTWOOD | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37027 | |
City Area Code | 615 | |
Local Phone Number | 263-3000 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Security Exchange Name | NYSE | |
Entity Incorporation, State or Country Code | MD | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 110,270,512 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
ASSETS | ||
Cash and cash equivalents | $ 60,186 | $ 121,845 |
Restricted cash | 7,497 | 7,111 |
Accounts receivable, net of credit loss reserve of $4,803 and $6,827, respectively | 273,670 | 312,174 |
Prepaid expenses and other current assets | 39,446 | 26,304 |
Assets held for sale | 2,211 | 7,480 |
Total current assets | 383,010 | 474,914 |
Real estate and related assets: | ||
Property and equipment, net of accumulated depreciation of $1,872,601 and $1,821,015, respectively | 2,083,178 | 2,114,522 |
Other real estate assets | 196,059 | 201,561 |
Goodwill | 4,844 | 4,844 |
Other assets | 236,120 | 309,558 |
Total assets | 2,903,211 | 3,105,399 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable and accrued expenses | 254,634 | 285,857 |
Current portion of long-term debt | 11,832 | 11,597 |
Total current liabilities | 266,466 | 297,454 |
Long-term debt, net | 1,007,148 | 1,083,476 |
Deferred revenue | 13,899 | 18,315 |
Non-current deferred tax liabilities | 88,501 | 96,915 |
Other liabilities | 79,676 | 131,673 |
Total liabilities | 1,455,690 | 1,627,833 |
Commitments and contingencies | ||
Preferred stock - $0.01 par value; 50,000 shares authorized; none issued and outstanding at June 30, 2024 and December 31, 2023 | 0 | 0 |
Common stock - $0.01 par value; 300,000 shares authorized; 110,271 and 112,733 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively | 1,103 | 1,127 |
Additional paid-in capital | 1,726,768 | 1,785,286 |
Accumulated deficit | (280,350) | (308,847) |
Total stockholders' equity | 1,447,521 | 1,477,566 |
Total liabilities and stockholders' equity | $ 2,903,211 | $ 3,105,399 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accounts receivable, credit loss reserve | $ 4,803 | $ 6,827 |
Accumulated depreciation | $ 1,872,601 | $ 1,821,015 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 110,271,000 | 112,733,000 |
Common stock, shares outstanding | 110,271,000 | 112,733,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
REVENUE | $ 490,109 | $ 463,682 | $ 990,795 | $ 921,684 |
EXPENSES: | ||||
Operating | 375,735 | 362,008 | 753,838 | 716,545 |
General and administrative | 33,910 | 32,612 | 70,375 | 65,291 |
Depreciation and amortization | 32,145 | 31,615 | 63,875 | 62,657 |
Costs and Expenses, Total | 441,790 | 426,235 | 888,088 | 844,493 |
OTHER INCOME (EXPENSE): | ||||
Interest expense, net | (17,110) | (18,268) | (35,723) | (37,419) |
Expenses associated with debt repayments and refinancing transactions | (4,074) | (226) | (31,316) | (226) |
Gain (loss) on sale of real estate assets, net | 0 | (25) | 568 | (25) |
Other income | 444 | 78 | 386 | 31 |
INCOME BEFORE INCOME TAXES | 27,579 | 19,006 | 36,622 | 39,552 |
Income tax expense | (8,625) | (4,176) | (8,125) | (12,322) |
NET INCOME | $ 18,954 | $ 14,830 | $ 28,497 | $ 27,230 |
BASIC EARNINGS PER SHARE | $ 0.17 | $ 0.13 | $ 0.26 | $ 0.24 |
DILUTED EARNINGS PER SHARE | $ 0.17 | $ 0.13 | $ 0.25 | $ 0.24 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 28,497 | $ 27,230 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 63,875 | 62,657 |
Amortization of debt issuance costs and other non-cash interest | 1,876 | 2,331 |
Expenses associated with debt repayments and refinancing transactions | 31,316 | 226 |
Loss (gain) on sale of real estate assets, net | (568) | 25 |
Deferred income taxes | (8,414) | (3,944) |
Non-cash revenue and other income | (1,454) | (1,391) |
Non-cash equity compensation | 11,118 | 10,157 |
Other expenses and non-cash items | 1,454 | 3,455 |
Changes in assets and liabilities, net: | ||
Accounts receivable, prepaid expenses and other assets | 24,528 | 48,942 |
Accounts payable, accrued expenses and other liabilities | (13,815) | (23,820) |
Net cash provided by operating activities | 138,413 | 125,868 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Expenditures for facility development and expansions | (5,308) | (3,155) |
Expenditures for other capital improvements | (25,607) | (23,251) |
Net proceeds from sale of assets | 8,294 | 5,918 |
Decrease (increase) in other assets | 1,247 | (1,137) |
Net cash used in investing activities | (21,374) | (21,625) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of debt and borrowings from credit facility | 547,000 | 100,000 |
Scheduled principal repayments | (5,741) | (5,518) |
Principal repayments of credit facility | (22,000) | (100,000) |
Other repayments of debt | (593,113) | (174,754) |
Payment of debt defeasance, issuance and other refinancing and related costs | (34,857) | (83) |
Payment of lease obligations for financing leases | (304) | (295) |
Dividends paid on restricted stock units | (136) | (131) |
Purchase and retirement of common stock | (69,161) | (30,531) |
Net cash used in financing activities | (178,312) | (211,312) |
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (61,273) | (107,069) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 128,956 | 162,165 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 67,683 | 55,096 |
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Net establishment (lease modification) of right of use assets and lease liabilities | (56,971) | 224 |
Cash paid during the period for: | ||
Interest | 37,923 | 42,379 |
Income taxes paid | $ 20,731 | $ 13,225 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Balance at Dec. 31, 2022 | $ 1,432,408 | $ 1,150 | $ 1,807,689 | $ (376,431) |
Balance (in shares) at Dec. 31, 2022 | 114,988 | |||
Net income | 12,400 | 12,400 | ||
Retirement of common stock | (29,954) | $ (30) | (29,924) | |
Retirement of common stock (in shares) | (2,980) | |||
Dividends on RSUs | (6) | (6) | ||
Restricted stock compensation, net of forfeitures | 4,884 | 4,884 | ||
Restricted stock grants | $ 17 | (17) | ||
Restricted stock grants (in shares) | 1,677 | |||
Balance at Mar. 31, 2023 | 1,419,732 | $ 1,137 | 1,782,632 | (364,037) |
Balance (in shares) at Mar. 31, 2023 | 113,685 | |||
Balance at Dec. 31, 2022 | 1,432,408 | $ 1,150 | 1,807,689 | (376,431) |
Balance (in shares) at Dec. 31, 2022 | 114,988 | |||
Net income | 27,230 | |||
Balance at Jun. 30, 2023 | 1,439,136 | $ 1,136 | 1,787,207 | (349,207) |
Balance (in shares) at Jun. 30, 2023 | 113,605 | |||
Balance at Mar. 31, 2023 | 1,419,732 | $ 1,137 | 1,782,632 | (364,037) |
Balance (in shares) at Mar. 31, 2023 | 113,685 | |||
Net income | 14,830 | 14,830 | ||
Retirement of common stock | (699) | $ (1) | (698) | |
Retirement of common stock (in shares) | (84) | |||
Restricted stock compensation, net of forfeitures | 5,273 | 5,273 | ||
Restricted stock grants (in shares) | 4 | |||
Balance at Jun. 30, 2023 | 1,439,136 | $ 1,136 | 1,787,207 | (349,207) |
Balance (in shares) at Jun. 30, 2023 | 113,605 | |||
Balance at Dec. 31, 2023 | 1,477,566 | $ 1,127 | 1,785,286 | (308,847) |
Balance (in shares) at Dec. 31, 2023 | 112,733 | |||
Net income | 9,543 | 9,543 | ||
Retirement of common stock | (49,267) | $ (33) | (49,234) | |
Retirement of common stock (in shares) | (3,381) | |||
Restricted stock compensation, net of forfeitures | 6,081 | 6,081 | ||
Restricted stock grants | $ 22 | (22) | ||
Restricted stock grants (in shares) | 2,216 | |||
Balance at Mar. 31, 2024 | 1,443,923 | $ 1,116 | 1,742,111 | (299,304) |
Balance (in shares) at Mar. 31, 2024 | 111,568 | |||
Balance at Dec. 31, 2023 | 1,477,566 | $ 1,127 | 1,785,286 | (308,847) |
Balance (in shares) at Dec. 31, 2023 | 112,733 | |||
Net income | 28,497 | |||
Balance at Jun. 30, 2024 | 1,447,521 | $ 1,103 | 1,726,768 | (280,350) |
Balance (in shares) at Jun. 30, 2024 | 110,271 | |||
Balance at Mar. 31, 2024 | 1,443,923 | $ 1,116 | 1,742,111 | (299,304) |
Balance (in shares) at Mar. 31, 2024 | 111,568 | |||
Net income | 18,954 | 18,954 | ||
Retirement of common stock | (20,393) | $ (13) | (20,380) | |
Retirement of common stock (in shares) | (1,310) | |||
Restricted stock compensation, net of forfeitures | 5,037 | 5,037 | ||
Restricted stock grants (in shares) | 13 | |||
Balance at Jun. 30, 2024 | $ 1,447,521 | $ 1,103 | $ 1,726,768 | $ (280,350) |
Balance (in shares) at Jun. 30, 2024 | 110,271 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 shares | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | Except as disclosed below, during the three months ended June 30, 2024, no director or officer (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended) of the Company adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (in each case, as defined in Item 408 of Regulation S-K) for the purchase or sale of the Company’s securities. On May 22, 2024 , Cole Carter , Executive Vice President and General Counsel , adopted a Rule 10b5-1 trading arrangement for the sale of up to 64,000 shares of the Company’s common stock that is intended to satisfy the affirmative defense of Rule 10b5-1(c). The duration of Mr. Carter's trading arrangement is until April 1, 2025 . |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Cole Carter [Member] | |
Trading Arrangements, by Individual | |
Name | Cole Carter |
Title | Executive Vice President and General Counsel |
Rule 10b5-1 Arrangement Adopted | true |
Non-Rule 10b5-1 Arrangement Adopted | false |
Adoption Date | May 22, 2024 |
Expiration Date | April 1, 2025 |
Aggregate Available | 64,000 |
ORGANIZATION AND OPERATIONS
ORGANIZATION AND OPERATIONS | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND OPERATIONS | 1. ORGANIZATION AND OPERATIONS CoreCivic, Inc. (together with its subsidiaries, the "Company" or "CoreCivic") is the nation's largest owner of partnership correctional, detention, and residential reentry facilities and one of the largest prison operators in the United States ("U.S."). Through three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, the Company provides a broad range of solutions to government partners that serve the public good through corrections and detention management, a network of residential reentry centers to help address America's recidivism crisis, and government real estate solutions. As of June 30, 2024, through its CoreCivic Safety segment, the Company operated 43 correctional and detention facilities, 39 of which the Company owned, with a total design capacity of approximately 65,000 beds. Through its CoreCivic Community segment, the Company operated 23 residential reentry centers with a total design capacity of approximately 5,000 beds. In addition, through its CoreCivic Properties segment, the Company owned 6 properties, with a total design capacity of approximately 10,000 beds. In addition to providing fundamental residential services, CoreCivic's correctional, detention, and reentry facilities offer a variety of rehabilitation and educational programs, including basic education, faith-based services, life skills and employment training, and substance abuse treatment. These services are intended to help reduce recidivism and to prepare offenders for their successful reentry into society upon their release. CoreCivic also provides or makes available to offenders certain health care (including medical, dental, and mental health services), food services, and work and recreational programs. |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited interim consolidated financial statements have been prepared by the Company and, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of results for the unaudited interim periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted. The results of operations for the interim period are not necessarily indicative of the results to be obtained for the full fiscal year. Reference is made to the audited financial statements of CoreCivic included in its Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (the "SEC") on February 20, 2024 (the "2023 Form 10-K") with respect to certain significant accounting and financial reporting policies as well as other pertinent information of the Company. Risks and Uncertainties On January 26, 2021, President Biden issued the Executive Order on Reforming Our Incarceration System to Eliminate the Use of Privately Operated Criminal Detention Facilities ("Private Prison EO"). The Private Prison EO directs the Attorney General to not renew United States Department of Justice ("DOJ") contracts with privately operated criminal detention facilities. The United States Marshals Service ("USMS") is an agency of the DOJ that utilizes CoreCivic's facilities and services, and accounted for 20 % and 21 % of CoreCivic's total revenue for the six months ended June 30, 2024 and the twelve months ended December 31, 2023, respectively. Another federal agency that utilizes CoreCivic's facilities and services, U.S. Immigration and Customs Enforcement ("ICE"), is not covered by the Private Prison EO, as ICE is an agency of the Department of Homeland Security ("DHS"), not the DOJ. CoreCivic currently has two detention facilities that have direct contracts with the USMS. Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023 and now expires in September 2028. The second direct contract with the USMS expires in September 2025. It is too early to predict the outcome of the expiration of the contract scheduled to expire in September 2025, and future developments could occur prior to the scheduled expiration date. Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No 2023-07, "Improvements to Reportable Segment Disclosures (Topic 280)" ("ASU 2023-07"). ASU 2023-07 updates reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker ("CODM") and included within each reported measure of a segment's profit or loss. ASU 2023-07 also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment's profit or loss in assessing segment performance and deciding how to allocate resources. ASU 2023-07 is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Adoption of ASU 2023-07 should be applied retrospectively to all prior periods presented in the financial statements. Early adoption is also permitted. The Company is currently evaluating the impact of adopting ASU 2023-07 and expects to adopt it for the year ending December 31, 2024, including any additional required disclosures. In December 2023, the FASB issued ASU No. 2023-09, "Improvements to Income Tax Disclosures (Topic 740)" ("ASU 2023-09"). ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as additional information on income taxes paid. ASU 2023-09 is effective on a prospective basis for annual periods beginning after December 15, 2024. Early adoption is also permitted for annual financial statements that have not yet been issued or made available for issuance. ASU 2023-09 will result in the required additional disclosures being included in the Company's consolidated financial statements, once adopted. The Company is currently evaluating the impact of adopting ASU 2023-09 and expects to adopt it for the year ending December 31, 2025, including any additional required disclosures. In March 2024, the SEC adopted final rules designed to enhance public company disclosures related to the risks and impacts of climate-related matters (the "Climate Disclosure Rules"). The Climate Disclosure Rules include disclosures relating to climate-related risks and risk management as well as the board and management's governance of such risks. In addition, the Climate Disclosure Rules include requirements to disclose, in the audited consolidated financial statements, the financial effects of severe weather events and other natural conditions meeting certain thresholds, as well as carbon offsets and renewable energy credits. Larger registrants, including CoreCivic, will also be required to disclose information about greenhouse gas emissions, which will be subject to a phased-in assurance requirement. Applicability of the Climate Disclosure Rules begins for CoreCivic for the fiscal year ending December 31, 2025. On April 4, 2024, the SEC announced that it would stay the Climate Disclosure Rules as it faces legal challenges regarding implementation of such rules. The Company is currently assessing the impact of these rules, if implemented, on the Company's consolidated financial statements. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants and the SEC applicable to financial statements beginning January 1, 2024 or later did not, or are not expected to, have a material effect on the Company's results of operations or financial position. Fair Value of Financial Instruments To meet the reporting requirements of Accounting Standards Codification ("ASC") 825, "Financial Instruments", regarding fair value of financial instruments, CoreCivic calculates the estimated fair value of financial instruments using market interest rates, quoted market prices of similar instruments, or discounted cash flow techniques with observable Level 1 inputs for publicly traded debt and Level 2 inputs for all other financial instruments, as defined in ASC 820, "Fair Value Measurement". At June 30, 2024 and December 31, 2023, there were no material differences between the carrying amounts and the estimated fair values of CoreCivic's financial instruments, other than as follows (in thousands): June 30, 2024 December 31, 2023 Carrying Fair Value Carrying Fair Value Debt $ ( 1,032,837 ) $ ( 1,023,065 ) $ ( 1,106,691 ) $ ( 1,090,326 ) |
REAL ESTATE AND OTHER TRANSACTI
REAL ESTATE AND OTHER TRANSACTIONS | 6 Months Ended |
Jun. 30, 2024 | |
Text Block [Abstract] | |
REAL ESTATE AND OTHER TRANSACTIONS | 3. REAL ESTATE AND OTHER TRANSACTIONS Assets Held For Sale and Dispositions As of June 30, 2024, CoreCivic had an idled 390 -bed facility in Oklahoma reported in its CoreCivic Community segment and classified as held for sale. The aggregate carrying value of the property and equipment of this facility, amounting to $ 2.2 million, was reflected as assets held for sale on the Company's consolidated balance sheet as of June 30, 2024. The Company closed on the sale of this facility in July 2024 for a gross sales price of $ 3.7 million, resulting in a gain on sale that will be reported in the third quarter of 2024. In January 2024, CoreCivic completed the sale of a facility in Colorado and reported in its CoreCivic Community segment. The sale generated net sales proceeds of $ 8.0 million, resulting in a gain on sale of $ 0.5 million reported in the first quarter of 2024. The facility was classified as held for sale as of December 31, 2023. CoreCivic continued to operate the facility through the expiration of the management contract in June 2024. In addition, in March 2024, CoreCivic completed the sale of an unused parcel of land in Texas. The sale generated net sales proceeds of $ 0.2 million, resulting in a gain on sale of $ 0.1 million also reported in the first quarter of 2024 . During the full year 2023, CoreCivic completed the sales of three community corrections facilities leased to government agencies and reported in CoreCivic's Properties segment and one vacant parcel of land. The sales of these four assets generated aggregate net sales proceeds of $ 10.8 million, resulting in an aggregate net gain on sale of $ 0.8 million after transaction costs . Idle Facilities As of June 30, 2024 , CoreCivic had nine idle correctional facilities that are currently available and being actively marketed as solutions to meet the needs of potential customers. The following table summarizes each of the idled facilities and their respective design capacities, carrying values, excluding equipment and other assets that could generally be transferred and used at other facilities CoreCivic owns without significant cost (dollars in thousands): Net Carrying Values Design June 30, December 31, Facility Capacity 2024 2023 Prairie Correctional Facility 1,600 $ 12,808 $ 13,230 Huerfano County Correctional Center 752 13,975 14,058 Diamondback Correctional Facility 2,160 32,859 33,764 Marion Adjustment Center 826 9,949 9,968 Kit Carson Correctional Center 1,488 47,191 47,638 West Tennessee Detention Facility 600 18,096 18,568 Midwest Regional Reception Center 1,033 48,927 49,736 North Fork Correctional Facility 2,400 58,643 60,044 California City Correctional Center 2,560 74,966 75,430 13,419 $ 317,414 $ 322,436 As of June 30, 2024 , CoreCivic also had one idled non-core facility in its Safety segment containing 240 beds with a net book value of $ 2.8 million , and two idled facilities in its Community segment, one of which was classified as held for sale (as disclosed above, the Company closed on the sale of this facility in July 2024), containing an aggregate of 450 beds with an aggregate net book value of $ 3.3 million . CoreCivic incurred operating expenses at these idled facilities of approximately $ 5.8 million and $ 2.4 million during the period they were idle during the three months ended June 30, 2024 and 2023, respectively, and $ 9.4 million and $ 5.3 million during the six months ended June 30, 2024 and 2023, respectively. The Company estimated undiscounted cash flows for each facility with an impairment indicator. The Company's estimated undiscounted cash flows reflect the Company’s most recent expectations around potential utilization and/or sale of the facilities and projected cash flows based on historical cash flows, cash flows of comparable facilities, and recent contract negotiations for utilization, as applicable. CoreCivic evaluates, on a quarterly basis, market developments for the potential utilization of each of its idle properties in order to identify events that may cause CoreCivic to reconsider its assumptions with respect to the recoverability of book values as compared to undiscounted cash flows. CoreCivic considers the cancellation of a contract in its Safety or Community segment or an expiration and non-renewal of a lease agreement in its CoreCivic Properties segment as indicators of impairment and tests each of the idled properties for impairment when it is notified by the respective customers or tenants that they would no longer be utilizing such property. Termination of Contract at the South Texas Family Residential Center On June 10, 2024, the Company received notification from ICE of its intent to terminate an inter-governmental service agreement ("IGSA") for services at the 2,400 -bed South Texas Family Residential Center ("STFRC") effective August 9, 2024. The IGSA originated in 2014, was extended in 2016, and was extended again in 2020 from September 2021 through September 2026. ICE's termination rights, which permit ICE to terminate the agreement for convenience or non-appropriation of funds, without penalty, by providing CoreCivic with at least a 60-day notice, were unchanged under the previous IGSA. Under the fixed monthly payment schedule of the original IGSA, ICE agreed to pay CoreCivic $ 70.0 million in two $ 35.0 million installments during the fourth quarter of 2014, and graduated fixed monthly payments over the remaining months of the contract. During the six months ended June 30, 2024 and the twelve months ended December 31, 2023, CoreCivic recognized $ 78.1 million and $ 156.1 million, respectively, in revenue under the amended IGSA, with the unrecognized balance of the fixed monthly payments reported in deferred revenue. The current portion of deferred revenue is reflected within accounts payable and accrued expenses while the long-term portion at December 31, 2023 is reflected as deferred revenue on the accompanying consolidated balance sheets. As of June 30, 2024 and December 31, 2023, total deferred revenue associated with this agreement amounted to $ 6.0 million and $ 7.3 million, respectively. As a result of the notification of the intent to terminate the IGSA, the Company reported the total deferred revenue balance as a current liability within accounts payable and accrued expenses as of June 30, 2024. Upon termination of the IGSA in the third quarter of 2024, when no further service obligation exists, CoreCivic will recognize the remaining balance of the deferred revenue amount. CoreCivic leases the STFRC and the site upon which it was constructed from a third-party lessor. CoreCivic's lease agreement with the third-party lessor is over a base period concurrent with the IGSA with ICE which was amended in September 2020 to extend the term of the agreement through September 2026. The extended lease agreement provides CoreCivic with the ability to terminate the lease with a notification period of at least 60 days if ICE terminates the extended IGSA. Upon being notified by ICE of its intent to terminate the IGSA at the STFRC, CoreCivic provided notice to the third-party lessor of its intent to terminate the lease agreement effective August 9, 2024. In accordance with ASC 842, "Leases", CoreCivic remeasured the lease liability and recorded a corresponding adjustment of $ 57.0 million to the associated right of use asset to reflect the reduction to the lease term. In addition, CoreCivic estimates a non-cash asset impairment charge of approximately $ 3.0 million to $ 3.6 million during the third quarter of 2024 associated with property and equipment at the STFRC, in the event we are unable to transfer the assets to other CoreCivic facilities. |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 4. DEBT Debt outstanding as of June 30, 2024 and December 31, 2023 consisted of the following (in thousands): June 30, December 31, 2024 2023 Revolving Credit Facility maturing October 2028 . Interest . The rate at 8.4 %. $ 25,000 $ — Term Loan maturing October 2028 . Interest payable . The rate at 8.4 % 8.7 %, respectively. Unamortized debt issuance 1.4 million and $ 1.5 million at 121,875 125,000 4.75 % Senior Notes maturing October 2027 . Unamortized debt 1.3 million and $ 1.5 million at 243,068 243,068 8.25 % Senior Notes maturing April 2026 . Unamortized debt 5.8 million at December 31, 2023. — 593,113 8.25 % Senior Notes maturing April 2029 . Unamortized debt 8.6 million at June 30, 2024. 500,000 — 4.43 % Lansing Correctional Facility Non-Recourse Mortgage January 2040 . Unamortized debt issuance 2.6 million at June 30, 2024 142,894 145,510 Total debt 1,032,837 1,106,691 Unamortized debt issuance costs ( 13,857 ) ( 12,052 ) Net unamortized original issue premium — 434 Current portion of long-term debt ( 11,832 ) ( 11,597 ) Long-term debt, net $ 1,007,148 $ 1,083,476 Bank Credit Facility. On October 11, 2023, CoreCivic entered into a Fourth Amended and Restated Credit Agreement (referred to herein as the "Bank Credit Facility") in an aggregate principal amount of $ 400.0 million, consisting of a $ 125.0 million term loan (the "Term Loan") and a revolving credit facility with a borrowing capacity of $ 275.0 million (the "Revolving Credit Facility"). The Bank Credit Facility has a maturity of October 2028 . The Bank Credit Facility includes an option to increase the availability under the Revolving Credit Facility and to request additional term loans from the lenders in an aggregate amount not to exceed the greater of (a) $ 200.0 million and (b) 50 % of consolidated EBITDA for the most recently ended four-quarter period, subject to, among other things, the receipt of commitments for the increased amount. At CoreCivic's option, interest on outstanding borrowings under the Bank Credit Facility is based on either a base rate plus a margin ranging from 1.75 % to 3.5 % based upon the Company’s then-current total leverage ratio, or at Term SOFR (as defined in the Bank Credit Facility), which is a forward-looking term rate based on the Secured Overnight Financing Rate ("SOFR") plus a margin ranging from 2.75 % to 4.5 % based on the Company’s then-current total leverage ratio. The Revolving Credit Facility includes a $ 25.0 million sublimit for swing line loans that enables CoreCivic to borrow at the base rate plus the applicable margin from the Administrative Agent (as defined in the Bank Credit Facility) on same-day notice. Based on the Company's total leverage ratio, interest on loans under the previous bank credit facility through October 10, 2023, was at a base rate plus a margin of 2.25 % or at the Bloomberg Short-Term Bank Yield ("BSBY") plus a margin of 3.25 %, and a commitment fee equal to 0.45 % of the unfunded balance of the then-existing revolving credit facility, which had a borrowing capacity of $ 250.0 million. From October 11, 2023 through the first full fiscal quarter of 2024, loans under the Bank Credit Facility bore interest at a base rate plus a margin of 2.25 % or at Term SOFR plus a margin of 3.25 %, and a commitment fee equal to 0.45 % of the unfunded balance of the Revolving Credit Facility, as the interest rate spreads were fixed under the terms of the Bank Credit Facility until the first calculation date occurring after the first full fiscal quarter after the closing date of the Bank Credit Facility. Based on the Company's total leverage ratio during the second quarter of 2024, the interest rate spread for base rate loans declined to 2.00 %, the interest rate spread for Term SOFR loans was reduced to 3.00 %, and the commitment fee decreased to 0.40 %. The Revolving Credit Facility also has a $ 100.0 million sublimit for the issuance of standby letters of credit. As of June 30, 2024 , CoreCivic had $ 25.0 million of borrowings outstanding under the Revolving Credit Facility, and $ 18.0 million in letters of credit outstanding resulting in $ 232.0 million available under the Revolving Credit Facility. The Term Loan, which had an outstanding principal balance of $ 121.9 million as of June 30, 2024, requires scheduled quarterly principal payments through October 2028, and is pre-payable without penalty. The Bank Credit Facility requires CoreCivic to meet certain financial covenants, including, without limitation, a total leverage ratio of not more than 4.50 to 1.00, a secured leverage ratio of not more than 2.50 to 1.00, and a fixed charge coverage ratio of not less than 1.75 to 1.00. As of June 30, 2024, CoreCivic was in compliance with all such covenants. The Bank Credit Facility is secured by a pledge of all of the capital stock (or other ownership interests) of CoreCivic's domestic restricted subsidiaries, 65 % of the capital stock (or other ownership interests) of CoreCivic's "first-tier" foreign subsidiaries, all of the accounts receivable of the Company and its domestic restricted subsidiaries, and substantially all of the deposit accounts of the Company and its domestic restricted subsidiaries. In the event that (a) the consolidated total leverage equals or exceeds 4.25 to 1.00 or (b) the Company incurs certain debt above a specified threshold, each known as a "springing lien" event, certain intangible assets and unencumbered real estate assets that meet a 50 % loan-to-value requirement are required to be added as collateral. In addition, the Bank Credit Facility contains certain covenants that, among other things, limit the incurrence of additional indebtedness, payment of dividends and other customary restricted payments, permitted investments, transactions with affiliates, asset sales, mergers and consolidations, liquidations, prepayments and modifications of other indebtedness, liens and other encumbrances and other matters customarily restricted in such agreements, and in each case subject to customary carveouts. The Bank Credit Facility is subject to cross-default provisions with respect to the terms of certain of CoreCivic's other material indebtedness and is subject to acceleration upon the occurrence of a change of control. Senior Notes . Interest on the $ 243.1 million remaining aggregate principal amount of CoreCivic's 4.75 % senior unsecured notes issued in October 2017 with an original principal amount of $ 250.0 million (the " 4.75 % Senior Notes") accrues at the stated rate and is payable in April and October of each year. The 4.75 % Senior Notes are scheduled to mature on October 15, 2027 . During 2023, the Company purchased $ 6.9 million principal amount of the 4.75 % Senior Notes through open market purchases, reducing the outstanding balance of the 4.75 % Senior Notes to $ 243.1 million as of December 31, 2023. Interest on the aggregate principal amount of CoreCivic's 8.25 % senior unsecured notes issued in April and September 2021, with an original principal amount of $ 675.0 million (the "Old 8.25 % Senior Notes"), accrued at the stated rate and was payable in April and October of each year. The Old 8.25 % Senior Notes were scheduled to mature on April 15, 2026 . During 2022 and 2023, the Company purchased $ 81.9 million principal amount of the Old 8.25 % Senior Notes through open market purchases reducing the outstanding balance of the Old 8.25 % Senior Notes to $ 593.1 million as of December 31, 2023. On March 4, 2024, the Company commenced a cash tender offer (the "Tender Offer") for any and all of the $ 593.1 million outstanding principal amount of its outstanding Old 8.25 % Senior Notes. As a result of the Tender Offer, $ 494.3 million aggregate principal amount of the Old 8.25 % Senior Notes, or approximately 83.3 % of the aggregate principal amount of the Old 8.25 % Senior Notes outstanding, had been validly tendered and not validly withdrawn. The Company accepted for purchase and paid for all of the Old 8.25 % Senior Notes that were validly tendered and not validly withdrawn. Holders of the Old 8.25 % Senior Notes who validly tendered received in cash $ 1,043.75 per $1,000 principal amount of the Old 8.25 % Senior Notes validly tendered, plus accrued and unpaid interest from the October 15, 2023 interest payment date for the Old 8.25 % Senior Notes up to, but not including, the settlement date, March 12, 2024. On March 15, 2024, the Company announced that it delivered an irrevocable notice to the holders of all CoreCivic's Old 8.25 % Senior Notes that had not been validly tendered or had been validly withdrawn in the Tender Offer, that CoreCivic had elected to redeem in full the Old 8.25 % Senior Notes that remained outstanding on April 15, 2024 . The remaining principal amount of the outstanding Old 8.25 % Senior Notes, which amounted to $ 98.8 million, was redeemed on April 15, 2024 , at a redemption price equal to 104.125 % of the principal amount of the outstanding Old 8.25 % Senior Notes, plus accrued and unpaid interest on such Old 8.25 % Senior Notes to, but not including, April 15, 2024. In connection with the Tender Offer, on March 12, 2024, the Company completed an underwritten registered public offering of $ 500.0 million aggregate principal amount of 8.25 % senior unsecured notes due 2029 (the "New 8.25 % Senior Notes"), which are guaranteed by all the Company's subsidiaries that guarantee the Bank Credit Facility, the 4.75 % Senior Notes, and the Old 8.25 % Senior Notes (until their repayment and satisfaction on April 15, 2024). The New 8.25 % Senior Notes were offered pursuant to CoreCivic's shelf registration statement on Form S-3, which became effective upon filing with the SEC on March 4, 2024. The net proceeds from the issuance of the New 8.25 % Senior Notes totaled approximately $ 490.3 million, after deducting underwriting discounts and offering expenses. The Company used the net proceeds from the offering of the New 8.25 % Senior Notes, together with borrowings under the Revolving Credit Facility and cash on hand, to fund the Tender Offer, and to redeem the remaining outstanding balance of the Old 8.25 % Senior Notes on April 15, 2024. CoreCivic recorded charges totaling $ 4.1 million and $ 31.3 million during the three and six months ended June 30, 2024, respectively, associated with the Tender Offer and redemption of the Old 8.25 % Senior Notes, including the non-cash write-off of unamortized loan issuance costs and original issue premium. The 4.75 % Senior Notes and the New 8.25 % Senior Notes (collectively, the "Senior Notes") are senior unsecured obligations of the Company and are guaranteed by all of the Company's existing and future subsidiaries that guarantee the Bank Credit Facility. CoreCivic may redeem all or part of the 4.75 % Senior Notes at any time prior to three months before their maturity date at a "make-whole" redemption price, plus accrued and unpaid interest thereon to, but not including, the redemption date. Thereafter, the 4.75 % Senior Notes are redeemable at CoreCivic's option, in whole or in part, at a redemption price equal to 100 % of the aggregate principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. The Company may redeem all or part of the New 8.25 % Senior Notes at any time prior to April 15, 2026, in whole or in part, at a "make-whole" redemption price, plus accrued and unpaid interest thereon to, but not including, the redemption date. Thereafter, the New 8.25% Senior Notes are redeemable at CoreCivic's option, in whole or in part, at a redemption price expressed as a percentage of the principal amount thereof, which percentage is 104.125 % beginning on April 15, 2026 , 102.063 % beginning on April 15, 2027 , and 100 % beginning on April 15, 2028 , plus, in each such case, accrued and unpaid interest thereon to, but not including, the redemption date. The indentures governing the Senior Notes contain certain customary covenants that, subject to certain exceptions and qualifications, restrict CoreCivic's ability to, among other things, create or permit to exist certain liens and consolidate, merge or transfer all or substantially all of CoreCivic's assets. In addition, if CoreCivic experiences specific kinds of changes in control, CoreCivic must offer to repurchase all or any portion of the Senior Notes. The offer price for the Senior Notes in connection with a change in control would be 101 % of the aggregate principal amount of the notes repurchased plus accrued and unpaid interest, if any, on the notes repurchased to the date of purchase. The indenture related to the New 8.25 % Senior Notes additionally limit CoreCivic's ability to incur indebtedness, make restricted payments and investments and prepay certain indebtedness. The Senior Notes are also subject to cross-default provisions with certain of CoreCivic's other indebtedness, which includes the Bank Credit Facility. Lansing Correctional Facility Non-Recourse Mortgage Note. On April 20, 2018, CoreCivic of Kansas, LLC (the "Issuer"), a wholly-owned unrestricted subsidiary of the Company, priced $ 159.5 million in aggregate principal amount of non-recourse senior secured notes of the Issuer (the "Kansas Notes"), in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended. The Kansas Notes have a yield to maturity of 4.43 % and are scheduled to mature in January 2040 , 20 years following completion of the project, which occurred in January 2020 . Principal and interest on the Kansas Notes are payable in quarterly payments, which began in July 2020 and continue until maturity. CoreCivic may redeem all or part of the Kansas Notes at any time upon written notice of not less than 30 days and not more than 60 days prior to the date fixed for such prepayment, with a "make-whole" amount, together with interest on the Kansas Notes accrued to, but not including, the redemption date. Because the Issuer has been designated as an unrestricted subsidiary of the Company under terms of the Bank Credit Facility, the issuance and service of the Kansas Notes, and the revenues and expenses associated with the facility lease, do not impact the financial covenants associated with the Bank Credit Facility. As of June 30, 2024, the outstanding balance of the Kansas Notes was $ 142.9 million . Debt Maturities. Scheduled principal payments as of June 30, 2024 for the remainder of 2024, the next five years, and thereafter were as follows (in thousands): 2024 (remainder) $ 5,857 2025 12,073 2026 15,701 2027 262,423 2028 122,995 2029 507,985 Thereafter 105,803 Total debt $ 1,032,837 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | 5. STOCKHOLDERS' EQUITY Share Repurchase Program On May 12, 2022, the Company's Board of Directors ("BOD") approved a share repurchase program to repurchase up to $ 150.0 million of the Company's common stock. On August 2, 2022, the BOD increased the authorization to repurchase under the share repurchase program by up to an additional $ 75.0 million of the Company's common stock, or a total aggregate authorized amount to repurchase up to $ 225.0 million of the Company's common stock. On May 16, 2024, the BOD authorized an additional increase to the share repurchase program by which the Company may purchase up to an additional $ 125.0 million in shares of the Company's outstanding common stock, increasing the total aggregate authorization to up to $ 350.0 million. Repurchases of the Company's outstanding common stock will be made in accordance with applicable securities laws and may be made at the Company's discretion based on parameters set by the BOD from time to time in the open market, through privately negotiated transactions, or otherwise. The share repurchase program has no time limit and does not obligate the Company to purchase any particular amount of its common stock. The authorization for the share repurchase program may be terminated, suspended, increased or decreased by the BOD in its discretion at any time. Through December 31, 2023, the Company repurchased 10.1 million shares of its common stock at a total cost of $ 112.6 million, excluding costs associated with the share repurchase program, or $ 11.16 per share. During the six months ended June 30, 2024, the Company repurchased 4.0 million shares of its common stock at a total cost of $ 59.5 million, excluding costs associated with the share repurchase program, or $ 14.80 per share, including 1.3 million shares at an aggregate cost of $ 20.1 million during the second quarter of 2024. As of June 30, 2024, the Company had repurchased a total of 14.1 million common shares at an aggregate cost of $ 172.1 million, or $ 12.20 per share, and had $ 177.9 million of repurchase authorization available under the share repurchase program. Restricted Stock Units During the six months ended June 30, 2024, CoreCivic issued approximately 1.6 million restricted common stock units ("RSUs") to certain of its employees and non-employee directors, with an aggregate value of $ 23.5 million, including 1.5 million RSUs to employees and non-employee directors whose compensation is charged to general and administrative expense and 0.1 million RSUs to employees whose compensation is charged to operating expense. During the full year 2023, CoreCivic issued approximately 2.0 million RSUs to certain of its employees and non-employee directors, with an aggregate value of $ 22.3 million, including 1.8 million RSUs to employees and non-employee directors whose compensation is charged to general and administrative expense and 0.2 million RSUs to employees whose compensation is charged to operating expense. CoreCivic has established performance-based vesting conditions on a portion of the RSUs awarded to its officers and executive officers that, unless earlier vested under the terms of the agreements, are subject to vesting over a three-year period based upon the satisfaction of certain annual performance criteria. The RSUs awarded to officers and executive officers in 2022, 2023 and 2024 consist of a combination of awards with performance-based conditions and time-based conditions. Unless earlier vested under the terms of the RSU agreements, the RSUs with time-based vesting conditions vest in equal amounts over three years on the later of (i) the anniversary date of the grant or (ii) the delivery of the audited financial statements by the Company's independent registered public accountant for the applicable fiscal year. The RSUs with performance-based vesting conditions are divided into one-third increments, each of which is subject to vesting based upon satisfaction of certain annual performance criteria established at the beginning of the fiscal years ending December 31, 2022, 2023, and 2024 for the 2022 awards, December 31, 2023, 2024, and 2025 for the 2023 awards, and December 31, 2024, 2025, and 2026 for the 2024 awards, and which can be increased up to 150 % or decreased to 0 % based on performance relative to the annual performance criteria, and further increased or decreased using a modifier of 80 % to 120 % based on CoreCivic's total shareholder return relative to a peer group. Because the performance criteria for the fiscal years ending December 31, 2025 and 2026 have not yet been established, the values of the third RSU increment of the 2023 awards and of the second and third increments of the 2024 awards for financial reporting purposes will not be determined until such criteria are established. A portion of the RSU award granted to CoreCivic's chief executive officer in 2024 contains a single performance-based vesting condition that results in full vesting on the later of (i) the second anniversary of the award or (ii) the delivery of the audited financial statements by the Company's independent registered public accountant for the fiscal year ending December 31, 2025, if the performance criteria is met for the year ending December 31, 2025, or no vesting if the performance criteria is not met for such year. Time-based RSUs issued to other employees, unless earlier vested under the terms of the agreements, generally vest in equal amounts over three years on the later of (i) the anniversary date of the grant or (ii) the delivery of the audited financial statements by the Company's independent registered public accountant for the applicable fiscal year. RSUs issued to non-employee directors generally vest one year from the date of award. As of June 30, 2024, approximately 3.3 million RSUs remained outstanding and subject to vesting. During the three months ended June 30, 2024, CoreCivic expensed $ 5.0 million, net of forfeitures, relating to RSUs ($ 0.3 million of which was recorded in operating expenses and $ 4.7 million of which was recorded in general and administrative expenses). During the three months ended June 30, 2023, CoreCivic expensed $ 5.3 million, net of forfeitures, relating to RSUs ($ 0.4 million of which was recorded in operating expenses and $ 4.9 million of which was recorded in general and administrative expenses). During the six months ended June 30, 2024, CoreCivic expensed $ 11.1 million, net of forfeitures, relating to RSUs ($ 0.9 million of which was recorded in operating expenses and $ 10.2 million of which was recorded in general and administrative expenses). During the six months ended June 30, 2023, CoreCivic expensed $ 10.2 million, net of forfeitures, relating to RSUs ($ 0.9 million of which was recorded in operating expenses and $ 9.3 million of which was recorded in general and administrative expenses). |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 6. EARNINGS PER SHARE Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the year. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. For CoreCivic, diluted earnings per share is computed by dividing net income by the weighted average number of common shares after considering the additional dilution related to restricted stock-based awards. A reconciliation of the numerator and denominator of the basic earnings per share computation to the numerator and denominator of the diluted earnings per share computation is as follows (in thousands, except per share data): For the Three Months Ended For the Six Months Ended 2024 2023 2024 2023 NUMERATOR Basic: Net income $ 18,954 $ 14,830 $ 28,497 $ 27,230 Diluted: Net income $ 18,954 $ 14,830 $ 28,497 $ 27,230 DENOMINATOR Basic: Weighted average common shares outstanding 110,954 113,628 111,630 113,840 Diluted: Weighted average common shares outstanding 110,954 113,628 111,630 113,840 Effect of dilutive securities: Restricted stock-based awards 578 324 879 631 Weighted average shares and assumed conversions 111,532 113,952 112,509 114,471 BASIC EARNINGS PER SHARE $ 0.17 $ 0.13 $ 0.26 $ 0.24 DILUTED EARNINGS PER SHARE $ 0.17 $ 0.13 $ 0.25 $ 0.24 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 7. COMMITMENTS AND CONTINGENCIES Legal Proceedings The nature of CoreCivic's business results in claims and litigation alleging that it is liable for damages arising from the conduct of its employees, offenders or others. The nature of such claims includes, but is not limited to, claims arising from employee or offender misconduct, medical malpractice, employment matters, property loss, contractual claims, including claims regarding compliance with contract performance requirements, and personal injury or other damages resulting from contact with CoreCivic's facilities, personnel or offenders, including damages arising from an offender's escape or from a disturbance at a facility. CoreCivic maintains insurance to cover many of these claims, which may mitigate the risk that any single claim would have a material effect on CoreCivic's consolidated financial position, results of operations, or cash flows, provided the claim is one for which coverage is available. The combination of self-insured retentions and deductible amounts means that, in the aggregate, CoreCivic is subject to self-insurance risk. Based upon management's review of the potential claims and outstanding litigation, and based upon management's experience and history of estimating losses, and taking into consideration CoreCivic's self-insured retention amounts, management believes a loss in excess of amounts already recognized would not be material to CoreCivic's consolidated financial statements. Adversarial proceedings and litigation are, however, subject to inherent uncertainties, and unfavorable decisions and rulings resulting from legal proceedings could occur which could have a material impact on CoreCivic's consolidated financial position, results of operations, or cash flows for the period in which such decisions or rulings occur, or future periods. Expenses associated with legal proceedings may also fluctuate from quarter to quarter based on changes in CoreCivic's assumptions, new developments, or by the effectiveness of CoreCivic's litigation and settlement strategies. CoreCivic records a liability in the consolidated financial statements for loss contingencies when a loss is known or considered probable, and the amount can be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and can be reasonably estimated, the estimated loss or range of loss is disclosed. When determining the estimated loss or range of loss, significant judgment is required to estimate the amount and timing of a loss to be recorded. Any receivable for insurance recoveries is recorded separately from the corresponding litigation reserve, and only if recovery is determined to be probable and the amount of payment can be determined. CoreCivic does not accrue for anticipated legal fees and costs and expenses those items as incurred. ICE Detainee Labor and Related Matters. On May 31, 2017, two former ICE detainees, who were detained at the Company's Otay Mesa Detention Center ("OMDC") in San Diego, California, filed a class action lawsuit against the Company in the United States District Court for the Southern District of California. The complaint alleged that the Company forces detainees to perform labor under threat of punishment in violation of state and federal anti-trafficking laws and that OMDC's Voluntary Work Program ("VWP") violates state labor laws including state minimum wage laws. ICE requires that CoreCivic offer and operate the VWP in conformance with ICE standards and ICE prescribes the minimum rate of pay for VWP participants. The Plaintiffs seek compensatory damages, exemplary damages, restitution, penalties, and interest as well as declaratory and injunctive relief on behalf of former and current detainees. On April 1, 2020, the district court certified a nationwide anti-trafficking claims class of former and current detainees who participated in an ICE VWP at a CoreCivic facility. It also certified a state law class of former and current detainees who participated in a VWP wherever the Company held ICE detainees in California. The Company has exhausted appeals of the class certification order. On May 6, 2024, the district court stayed the filing of dispositive motions on state law claims under California law pending the outcome of a related case being prosecuted by another private prison company. That case is currently on appeal in the Ninth Circuit Court of Appeals. The claims resulting in certified classes are proceeding in all other respects in the United States District Court for the Southern District of California, where the discovery process has commenced. A second California lawsuit concerning OMDC has been stayed pending the outcome of class proceedings in the first California case described above. Due to the stage of the ongoing proceedings, the Company cannot reasonably predict the outcomes, nor can it estimate the amount of loss or range of loss, if any, that may result. As a result, the Company has not recorded an accrual relating to these matters at this time, as losses are not considered probable or reasonably estimable at this stage of these lawsuits. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 8. INCOME TAXES Income taxes are accounted for under the provisions of ASC 740, "Income Taxes". ASC 740 generally requires CoreCivic to record deferred income taxes for the tax effect of differences between book and tax bases of its assets and liabilities. Deferred income taxes reflect the available net operating losses and the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the consolidated statement of operations in the period that includes the enactment date. Realization of the future tax benefits related to deferred tax assets is dependent on many factors, including CoreCivic's past earnings history, expected future earnings, the character and jurisdiction of such earnings, unsettled circumstances that, if unfavorably resolved, would adversely affect utilization of its deferred tax assets, carryback and carryforward periods, and tax strategies that could potentially enhance the likelihood of realization of a deferred tax asset. CoreCivic recorded an income tax expense of $ 8.6 million and $ 4.2 million for the three months ended June 30, 2024 and 2023, respectively. CoreCivic recorded an income tax expense of $ 8.1 million and $ 12.3 million for the six months ended June 30, 2024 and 2023 , respectively. The Company’s income tax expense for the six months ended June 30, 2024 varied from its statutory tax rate primarily due to a $ 2.6 million tax benefit for stock-based compensation vesting recognized in the first quarter of 2024. The Company’s income tax expense for the six months ended June 30, 2023 varied from its statutory tax rate primarily due to a $ 0.9 million charge for the revaluation of deferred tax liabilities due to an internal restructuring. The Inflation Reduction Act of 2022 (the "Inflation Reduction Act") was signed into law on August 16, 2022. Among other provisions, the Inflation Reduction Act creates an excise tax of 1 % on the fair value of net stock repurchases in excess of share issuances made by publicly traded U.S. corporations, effective for repurchases after December 31, 2022. The impact of this excise tax on the Company’s financial position, and/or liquidity, in future periods, will vary based on the level of net stock repurchases in excess of share issuances made by the Company in a given year. The Company has concluded that the excise tax associated with stock repurchases is properly recognized as a component of equity given that it is a direct cost associated with the repurchase of common stock. The excise tax recognized during the six months ended June 30, 2024 and 2023 was estimated to be $ 0.4 million and $ 0.1 million, respectively, associated with the repurchase of shares, net of the shares issued during the same period for restricted stock plans as permitted by the issuance offset rule under the Inflation Reduction Act. Income Tax Contingencies ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance prescribed in ASC 740 establishes a recognition threshold of more likely than not that a tax position will be sustained upon examination. The measurement attribute requires that a tax position be measured at the largest amount of benefit that is greater than 50 % likely of being realized upon ultimate settlement. CoreCivic had no liabilities recorded for uncertain tax positions as of June 30, 2024 and December 31, 2023. CoreCivic recognizes interest and penalties related to unrecognized tax positions in income tax expense. CoreCivic does not currently anticipate that the total amount of unrecognized tax positions will significantly change in the next twelve months. |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | 9. SEGMENT REPORTING As of June 30, 2024, CoreCivic operated 43 correctional and detention facilities, 39 of which the Company owned. In addition, CoreCivic operated 23 residential reentry centers and owned 6 properties held for lease to government agencies. Management views CoreCivic's operating results in three operating segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties. CoreCivic Safety includes the operating results of those correctional and detention facilities placed into service that were owned, or controlled via a long-term lease, and managed by CoreCivic, as well as those correctional and detention facilities owned by a third party and managed by CoreCivic. CoreCivic Safety also includes the operating results of TransCor America, LLC, a subsidiary of the Company that provides transportation services to governmental agencies. CoreCivic Community includes the operating results of those residential reentry centers placed into service that were owned, or controlled via a long-term lease, and managed by CoreCivic. CoreCivic Community also includes the operating results of the Company's electronic monitoring and case management services. CoreCivic Properties includes the operating results of those properties held for lease to government agencies. The operating performance of the three segments can be measured based on their net operating income. CoreCivic defines facility net operating income as a facility's revenues less operating expenses. The revenue and facility net operating income for each of the three segments and a reconciliation to CoreCivic's income before income taxes is as follows for the three and six months ended June 30, 2024 and 2023 (in thousands): For the Three Months Ended For the Six Months Ended 2024 2023 2024 2023 Revenue: Safety $ 455,373 $ 421,743 $ 913,119 $ 839,393 Community 30,302 28,364 60,202 54,778 Properties 4,416 13,574 17,455 27,411 Total segment revenue 490,091 463,681 990,776 921,582 Operating expenses: Safety 348,121 335,726 698,219 664,124 Community 24,134 22,905 48,278 45,620 Properties 3,462 3,324 7,297 6,685 Total segment operating expenses 375,717 361,955 753,794 716,429 Facility net operating income: Safety 107,252 86,017 214,900 175,269 Community 6,168 5,459 11,924 9,158 Properties 954 10,250 10,158 20,726 Total facility net operating income 114,374 101,726 236,982 205,153 Other revenue (expense): Other revenue 18 1 19 102 Other operating expense ( 18 ) ( 53 ) ( 44 ) ( 116 ) General and administrative ( 33,910 ) ( 32,612 ) ( 70,375 ) ( 65,291 ) Depreciation and amortization ( 32,145 ) ( 31,615 ) ( 63,875 ) ( 62,657 ) Interest expense, net ( 17,110 ) ( 18,268 ) ( 35,723 ) ( 37,419 ) Expenses associated with debt repayments ( 4,074 ) ( 226 ) ( 31,316 ) ( 226 ) Gain (loss) on sale of real estate assets, net — ( 25 ) 568 ( 25 ) Other income 444 78 386 31 Income before income taxes $ 27,579 $ 19,006 $ 36,622 $ 39,552 The following table summarizes capital expenditures including accrued amounts for the three and six months ended June 30, 2024 and 2023 (in thousands): For the Three Months Ended For the Six Months Ended 2024 2023 2024 2023 Capital expenditures: Safety $ 13,983 $ 13,993 $ 21,480 $ 17,562 Community 795 226 2,702 640 Properties 422 495 727 543 Corporate and other 3,528 1,741 4,436 3,933 Total capital expenditures $ 18,728 $ 16,455 $ 29,345 $ 22,678 The total assets are as follows (in thousands): June 30, 2024 December 31, 2023 Assets: Safety $ 2,165,880 $ 2,284,243 Community 202,278 213,145 Properties 389,105 402,889 Corporate and other 145,948 205,122 Total Assets $ 2,903,211 $ 3,105,399 |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Risks and Uncertainties | Risks and Uncertainties On January 26, 2021, President Biden issued the Executive Order on Reforming Our Incarceration System to Eliminate the Use of Privately Operated Criminal Detention Facilities ("Private Prison EO"). The Private Prison EO directs the Attorney General to not renew United States Department of Justice ("DOJ") contracts with privately operated criminal detention facilities. The United States Marshals Service ("USMS") is an agency of the DOJ that utilizes CoreCivic's facilities and services, and accounted for 20 % and 21 % of CoreCivic's total revenue for the six months ended June 30, 2024 and the twelve months ended December 31, 2023, respectively. Another federal agency that utilizes CoreCivic's facilities and services, U.S. Immigration and Customs Enforcement ("ICE"), is not covered by the Private Prison EO, as ICE is an agency of the Department of Homeland Security ("DHS"), not the DOJ. CoreCivic currently has two detention facilities that have direct contracts with the USMS. Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023 and now expires in September 2028. The second direct contract with the USMS expires in September 2025. It is too early to predict the outcome of the expiration of the contract scheduled to expire in September 2025, and future developments could occur prior to the scheduled expiration date. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No 2023-07, "Improvements to Reportable Segment Disclosures (Topic 280)" ("ASU 2023-07"). ASU 2023-07 updates reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker ("CODM") and included within each reported measure of a segment's profit or loss. ASU 2023-07 also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment's profit or loss in assessing segment performance and deciding how to allocate resources. ASU 2023-07 is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Adoption of ASU 2023-07 should be applied retrospectively to all prior periods presented in the financial statements. Early adoption is also permitted. The Company is currently evaluating the impact of adopting ASU 2023-07 and expects to adopt it for the year ending December 31, 2024, including any additional required disclosures. In December 2023, the FASB issued ASU No. 2023-09, "Improvements to Income Tax Disclosures (Topic 740)" ("ASU 2023-09"). ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as additional information on income taxes paid. ASU 2023-09 is effective on a prospective basis for annual periods beginning after December 15, 2024. Early adoption is also permitted for annual financial statements that have not yet been issued or made available for issuance. ASU 2023-09 will result in the required additional disclosures being included in the Company's consolidated financial statements, once adopted. The Company is currently evaluating the impact of adopting ASU 2023-09 and expects to adopt it for the year ending December 31, 2025, including any additional required disclosures. In March 2024, the SEC adopted final rules designed to enhance public company disclosures related to the risks and impacts of climate-related matters (the "Climate Disclosure Rules"). The Climate Disclosure Rules include disclosures relating to climate-related risks and risk management as well as the board and management's governance of such risks. In addition, the Climate Disclosure Rules include requirements to disclose, in the audited consolidated financial statements, the financial effects of severe weather events and other natural conditions meeting certain thresholds, as well as carbon offsets and renewable energy credits. Larger registrants, including CoreCivic, will also be required to disclose information about greenhouse gas emissions, which will be subject to a phased-in assurance requirement. Applicability of the Climate Disclosure Rules begins for CoreCivic for the fiscal year ending December 31, 2025. On April 4, 2024, the SEC announced that it would stay the Climate Disclosure Rules as it faces legal challenges regarding implementation of such rules. The Company is currently assessing the impact of these rules, if implemented, on the Company's consolidated financial statements. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants and the SEC applicable to financial statements beginning January 1, 2024 or later did not, or are not expected to, have a material effect on the Company's results of operations or financial position. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments To meet the reporting requirements of Accounting Standards Codification ("ASC") 825, "Financial Instruments", regarding fair value of financial instruments, CoreCivic calculates the estimated fair value of financial instruments using market interest rates, quoted market prices of similar instruments, or discounted cash flow techniques with observable Level 1 inputs for publicly traded debt and Level 2 inputs for all other financial instruments, as defined in ASC 820, "Fair Value Measurement". At June 30, 2024 and December 31, 2023, there were no material differences between the carrying amounts and the estimated fair values of CoreCivic's financial instruments, other than as follows (in thousands): June 30, 2024 December 31, 2023 Carrying Fair Value Carrying Fair Value Debt $ ( 1,032,837 ) $ ( 1,023,065 ) $ ( 1,106,691 ) $ ( 1,090,326 ) |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Financial Instruments Having Difference Between Carrying Amount and Fair Value | At June 30, 2024 and December 31, 2023, there were no material differences between the carrying amounts and the estimated fair values of CoreCivic's financial instruments, other than as follows (in thousands): June 30, 2024 December 31, 2023 Carrying Fair Value Carrying Fair Value Debt $ ( 1,032,837 ) $ ( 1,023,065 ) $ ( 1,106,691 ) $ ( 1,090,326 ) |
REAL ESTATE AND OTHER TRANSAC_2
REAL ESTATE AND OTHER TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Text Block [Abstract] | |
Summary of Idled Facilities and Respective Carrying Values | The following table summarizes each of the idled facilities and their respective design capacities, carrying values, excluding equipment and other assets that could generally be transferred and used at other facilities CoreCivic owns without significant cost (dollars in thousands): Net Carrying Values Design June 30, December 31, Facility Capacity 2024 2023 Prairie Correctional Facility 1,600 $ 12,808 $ 13,230 Huerfano County Correctional Center 752 13,975 14,058 Diamondback Correctional Facility 2,160 32,859 33,764 Marion Adjustment Center 826 9,949 9,968 Kit Carson Correctional Center 1,488 47,191 47,638 West Tennessee Detention Facility 600 18,096 18,568 Midwest Regional Reception Center 1,033 48,927 49,736 North Fork Correctional Facility 2,400 58,643 60,044 California City Correctional Center 2,560 74,966 75,430 13,419 $ 317,414 $ 322,436 |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Outstanding | Debt outstanding as of June 30, 2024 and December 31, 2023 consisted of the following (in thousands): June 30, December 31, 2024 2023 Revolving Credit Facility maturing October 2028 . Interest . The rate at 8.4 %. $ 25,000 $ — Term Loan maturing October 2028 . Interest payable . The rate at 8.4 % 8.7 %, respectively. Unamortized debt issuance 1.4 million and $ 1.5 million at 121,875 125,000 4.75 % Senior Notes maturing October 2027 . Unamortized debt 1.3 million and $ 1.5 million at 243,068 243,068 8.25 % Senior Notes maturing April 2026 . Unamortized debt 5.8 million at December 31, 2023. — 593,113 8.25 % Senior Notes maturing April 2029 . Unamortized debt 8.6 million at June 30, 2024. 500,000 — 4.43 % Lansing Correctional Facility Non-Recourse Mortgage January 2040 . Unamortized debt issuance 2.6 million at June 30, 2024 142,894 145,510 Total debt 1,032,837 1,106,691 Unamortized debt issuance costs ( 13,857 ) ( 12,052 ) Net unamortized original issue premium — 434 Current portion of long-term debt ( 11,832 ) ( 11,597 ) Long-term debt, net $ 1,007,148 $ 1,083,476 |
Schedule of Principal Payments | Scheduled principal payments as of June 30, 2024 for the remainder of 2024, the next five years, and thereafter were as follows (in thousands): 2024 (remainder) $ 5,857 2025 12,073 2026 15,701 2027 262,423 2028 122,995 2029 507,985 Thereafter 105,803 Total debt $ 1,032,837 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | A reconciliation of the numerator and denominator of the basic earnings per share computation to the numerator and denominator of the diluted earnings per share computation is as follows (in thousands, except per share data): For the Three Months Ended For the Six Months Ended 2024 2023 2024 2023 NUMERATOR Basic: Net income $ 18,954 $ 14,830 $ 28,497 $ 27,230 Diluted: Net income $ 18,954 $ 14,830 $ 28,497 $ 27,230 DENOMINATOR Basic: Weighted average common shares outstanding 110,954 113,628 111,630 113,840 Diluted: Weighted average common shares outstanding 110,954 113,628 111,630 113,840 Effect of dilutive securities: Restricted stock-based awards 578 324 879 631 Weighted average shares and assumed conversions 111,532 113,952 112,509 114,471 BASIC EARNINGS PER SHARE $ 0.17 $ 0.13 $ 0.26 $ 0.24 DILUTED EARNINGS PER SHARE $ 0.17 $ 0.13 $ 0.25 $ 0.24 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Schedule of Revenue and Facility Net Operating Income for Each of the Three Segments and a Reconciliation to CoreCivic's Operating Income Before Income Taxes | The revenue and facility net operating income for each of the three segments and a reconciliation to CoreCivic's income before income taxes is as follows for the three and six months ended June 30, 2024 and 2023 (in thousands): For the Three Months Ended For the Six Months Ended 2024 2023 2024 2023 Revenue: Safety $ 455,373 $ 421,743 $ 913,119 $ 839,393 Community 30,302 28,364 60,202 54,778 Properties 4,416 13,574 17,455 27,411 Total segment revenue 490,091 463,681 990,776 921,582 Operating expenses: Safety 348,121 335,726 698,219 664,124 Community 24,134 22,905 48,278 45,620 Properties 3,462 3,324 7,297 6,685 Total segment operating expenses 375,717 361,955 753,794 716,429 Facility net operating income: Safety 107,252 86,017 214,900 175,269 Community 6,168 5,459 11,924 9,158 Properties 954 10,250 10,158 20,726 Total facility net operating income 114,374 101,726 236,982 205,153 Other revenue (expense): Other revenue 18 1 19 102 Other operating expense ( 18 ) ( 53 ) ( 44 ) ( 116 ) General and administrative ( 33,910 ) ( 32,612 ) ( 70,375 ) ( 65,291 ) Depreciation and amortization ( 32,145 ) ( 31,615 ) ( 63,875 ) ( 62,657 ) Interest expense, net ( 17,110 ) ( 18,268 ) ( 35,723 ) ( 37,419 ) Expenses associated with debt repayments ( 4,074 ) ( 226 ) ( 31,316 ) ( 226 ) Gain (loss) on sale of real estate assets, net — ( 25 ) 568 ( 25 ) Other income 444 78 386 31 Income before income taxes $ 27,579 $ 19,006 $ 36,622 $ 39,552 |
Summary of Capital Expenditures Including Accrued Amounts | The following table summarizes capital expenditures including accrued amounts for the three and six months ended June 30, 2024 and 2023 (in thousands): For the Three Months Ended For the Six Months Ended 2024 2023 2024 2023 Capital expenditures: Safety $ 13,983 $ 13,993 $ 21,480 $ 17,562 Community 795 226 2,702 640 Properties 422 495 727 543 Corporate and other 3,528 1,741 4,436 3,933 Total capital expenditures $ 18,728 $ 16,455 $ 29,345 $ 22,678 |
Schedule of Total Assets | The total assets are as follows (in thousands): June 30, 2024 December 31, 2023 Assets: Safety $ 2,165,880 $ 2,284,243 Community 202,278 213,145 Properties 389,105 402,889 Corporate and other 145,948 205,122 Total Assets $ 2,903,211 $ 3,105,399 |
ORGANIZATION AND OPERATIONS - A
ORGANIZATION AND OPERATIONS - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2024 Property Bed Segment Facility | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of Operating segments | Segment | 3 |
CoreCivic Safety | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of facilities operated by the company | Facility | 43 |
Number of facilities owned by the company | Facility | 39 |
Number of beds at the facility | Bed | 65,000 |
CoreCivic Community | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of centers owned and operated by company | Facility | 23 |
Number of beds at the center | Bed | 5,000 |
CoreCivic Properties | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of beds at the facility | Bed | 10,000 |
Number of properties held for lease to government agencies | Property | 6 |
BASIS OF PRESENTATION AND SUM_4
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
United States Marshals Service | Sales Revenue, Net | Government Contracts Concentration Risk | ||
Percentage of revenues generated from government management contracts | 20% | 21% |
BASIS OF PRESENTATION AND SUM_5
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Financial Instruments Having Difference Between Carrying Amount and Fair Value (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Debt, Carrying Amount | $ (1,032,837) | $ (1,106,691) |
Debt, Fair Value | $ (1,023,065) | $ (1,090,326) |
REAL ESTATE AND OTHER TRANSAC_3
REAL ESTATE AND OTHER TRANSACTIONS - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2024 USD ($) Bed | Sep. 30, 2024 USD ($) | Jun. 30, 2024 USD ($) Bed Facility | Mar. 31, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) Facility Bed | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2014 USD ($) Installment | Jun. 10, 2024 Bed | |
Facility Activations Developments And Closures [Line Items] | ||||||||||
Aggregate carrying value of the property and equipment | $ 2,083,178 | $ 2,083,178 | $ 2,083,178 | $ 2,114,522 | ||||||
Operating Costs and Expenses | 375,735 | $ 362,008 | 753,838 | $ 716,545 | ||||||
Revenue | 490,109 | 463,682 | $ 990,795 | 921,684 | ||||||
Company Owned Bed | Bed | 2,400 | |||||||||
Forecast | Minimum | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Non-cash asset impairment charge | $ 3,000 | |||||||||
Forecast | Maximum | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Non-cash asset impairment charge | $ 3,600 | |||||||||
South Texas Family Residential Center / ICE | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Agreement notice period for termination | 60 days | |||||||||
Lease Liabilities and Adjustments | $ 57,000 | |||||||||
South Texas Family Residential Center | South Texas Family Residential Center / ICE | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of installments | Installment | 2 | |||||||||
Amount to be settled as an installment | $ 35,000 | |||||||||
Deferred revenue noncurrent | $ 70,000 | |||||||||
Revenue | 78,100 | 156,100 | ||||||||
Deferred revenue | 6,000 | 6,000 | $ 6,000 | 7,300 | ||||||
Idled Correctional Facilities | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of facility | Facility | 9 | |||||||||
Idle Facilities | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Operating Costs and Expenses | 5,800 | $ 2,400 | $ 9,400 | $ 5,300 | ||||||
Facility In Oklahoma And Corecivic Community Segment [Member] | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Gross sale price | 3,700 | |||||||||
Aggregate carrying value of the property and equipment | $ 2,200 | $ 2,200 | $ 2,200 | |||||||
Company Owned Bed | Bed | 390 | 390 | 390 | |||||||
Facility in Colorado and CoreCivic Community Segment [Member] | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Gain on sale of properties | $ 500 | |||||||||
Net proceeds from sale of properties | 8,000 | |||||||||
Unused Parcel Of Land In Texas [Member] | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Gain on sale of properties | 100 | |||||||||
Net proceeds from sale of properties | $ 200 | |||||||||
Three Community Corrections Facilities And One Vacant Parcel Of Land [Member] | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Gain on sale of properties | 800 | |||||||||
Net proceeds from sale of properties | $ 10,800 | |||||||||
Community | Idle Facilities | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of facility | Facility | 2 | |||||||||
Number of beds at the facility | Bed | 450 | 450 | 450 | |||||||
Net carrying value | $ 3,300 | $ 3,300 | $ 3,300 | |||||||
Safety | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of beds at the facility | Bed | 65,000 | 65,000 | 65,000 | |||||||
Safety | Idled Non-Core Facilities | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of facility | Facility | 1 | |||||||||
Number of beds at the facility | Bed | 240 | 240 | 240 | |||||||
Net carrying value | $ 2,800 | $ 2,800 | $ 2,800 |
REAL ESTATE AND OTHER TRANSAC_4
REAL ESTATE AND OTHER TRANSACTIONS - Idled Facilities and Respective Carrying Values Excluding Equipment and Other Assets (Detail) $ in Thousands | Jun. 30, 2024 USD ($) Bed | Dec. 31, 2023 USD ($) |
Prairie Correctional Facility | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 1,600 | |
Net Carrying Value | $ | $ 12,808 | $ 13,230 |
Huerfano County Correctional Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 752 | |
Net Carrying Value | $ | $ 13,975 | 14,058 |
Diamondback Correctional Facility | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 2,160 | |
Net Carrying Value | $ | $ 32,859 | 33,764 |
Marion Adjustment Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 826 | |
Net Carrying Value | $ | $ 9,949 | 9,968 |
Kit Carson Correctional Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 1,488 | |
Net Carrying Value | $ | $ 47,191 | 47,638 |
West Tennessee Detention Facility | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 600 | |
Net Carrying Value | $ | $ 18,096 | 18,568 |
Midwest Regional Reception Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 1,033 | |
Net Carrying Value | $ | $ 48,927 | 49,736 |
North Fork Correctional Facility | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 2,400 | |
Net Carrying Value | $ | $ 58,643 | 60,044 |
California City Correctional Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 2,560 | |
Net Carrying Value | $ | $ 74,966 | 75,430 |
Idle Facilities | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 13,419 | |
Net Carrying Value | $ | $ 317,414 | $ 322,436 |
DEBT - Schedule of Debt Outstan
DEBT - Schedule of Debt Outstanding (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 04, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Oct. 31, 2017 |
Debt Instrument [Line Items] | |||||
Total debt | $ 1,032,837 | $ 1,106,691 | |||
Unamortized debt issuance costs | (13,857) | (12,052) | |||
Net unamortized original issue premium | 0 | 434 | |||
Current portion of long-term debt | (11,832) | (11,597) | |||
Long-term debt, net | 1,007,148 | 1,083,476 | |||
Revolving Credit Facility Due In October 2028 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 25,000 | 0 | |||
Term Loan Due In October 2028 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 121,875 | 125,000 | |||
Unamortized debt issuance costs | (1,400) | (1,500) | |||
Senior Notes 4.75% Due 2027 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 243,068 | 243,068 | $ 243,100 | ||
Unamortized debt issuance costs | (1,300) | (1,500) | |||
Senior Notes 8.25% Due 2026 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 0 | $ 593,100 | 593,113 | $ 593,100 | |
Unamortized debt issuance costs | (5,800) | ||||
Senior Notes 8.25% Due 2029 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 500,000 | 0 | |||
Unamortized debt issuance costs | (8,600) | ||||
Lansing Correctional Facility Non-Recourse Mortgage Note 4.43% Due 2040 | |||||
Debt Instrument [Line Items] | |||||
Total debt | 142,894 | 145,510 | |||
Unamortized debt issuance costs | $ (2,600) | $ (2,600) |
DEBT - Schedule of Debt Outst_2
DEBT - Schedule of Debt Outstanding (Parenthetical) (Detail) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | ||||||
Apr. 30, 2021 | Oct. 31, 2017 | Jun. 30, 2024 | Mar. 31, 2024 | Mar. 15, 2024 | Mar. 12, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||||||||
Debt maturity date | Oct. 15, 2027 | |||||||
Unamortized debt issuance costs | $ 13,857 | $ 12,052 | ||||||
Term Loan Due In October 2028 | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest payable dates | Interest payable periodically at variable interest rates | |||||||
Debt maturity date | Oct. 31, 2028 | |||||||
Unamortized debt issuance costs | $ 1,400 | $ 1,500 | ||||||
Term Loan A Due in May 2026 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt interest rate | 8.40% | 8.70% | ||||||
Senior Notes 4.75% Due 2027 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt maturity date | Oct. 31, 2027 | |||||||
Unamortized debt issuance costs | $ 1,300 | $ 1,500 | ||||||
Stated interest rate | 4.75% | 4.75% | 4.75% | |||||
Senior Notes 8.25% Due 2026 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt maturity date | Apr. 15, 2026 | Apr. 30, 2026 | ||||||
Unamortized debt issuance costs | $ 5,800 | |||||||
Stated interest rate | 8.25% | 8.25% | 8.25% | 8.25% | 8.25% | 8.25% | ||
Senior Notes 8.25% Due 2029 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt maturity date | Apr. 30, 2029 | |||||||
Unamortized debt issuance costs | $ 8,600 | |||||||
Stated interest rate | 8.25% | 8.25% | ||||||
Lansing Correctional Facility Non-Recourse Mortgage Note 4.43% Due 2040 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt maturity date | Jan. 31, 2040 | |||||||
Unamortized debt issuance costs | $ 2,600 | $ 2,600 | ||||||
Stated interest rate | 4.43% | |||||||
Revolving Credit Facility | Revolving Credit Facility Due In October 2028 | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving Credit Facility maturity date | Oct. 31, 2028 | |||||||
Interest payable dates | Interest payable periodically at variable interest rates | |||||||
Debt interest rate | 8.40% |
DEBT - Additional Information (
DEBT - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||||||
Apr. 15, 2024 | Mar. 12, 2024 | Oct. 11, 2023 | Oct. 10, 2023 | Apr. 20, 2018 | Apr. 30, 2021 | Oct. 31, 2017 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2024 | Mar. 15, 2024 | Mar. 04, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||||||||||||||||
Offer price for senior notes, percentage | 101% | ||||||||||||||||
Borrowings outstanding under credit facility | $ 25,000,000 | $ 25,000,000 | |||||||||||||||
Total debt | 1,032,837,000 | 1,032,837,000 | $ 1,106,691,000 | ||||||||||||||
Debt Instrument outstanding balance | 1,032,837,000 | 1,032,837,000 | 1,106,691,000 | ||||||||||||||
Debt maturity date | Oct. 15, 2027 | ||||||||||||||||
Expenses associated with debt repayments and refinancing transactions | 4,074,000 | $ 226,000 | 31,316,000 | $ 226,000 | |||||||||||||
Charges associated with the tender offer and redemption | 4,100,000 | 31,300,000 | |||||||||||||||
Term Loan [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Total debt | 121,900,000 | 121,900,000 | |||||||||||||||
Non-Recourse Senior Secured Notes | Private Placement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument outstanding balance | 142,900,000 | 142,900,000 | |||||||||||||||
Debt maturity date | Jan. 31, 2040 | ||||||||||||||||
Stated interest rate | 4.43% | ||||||||||||||||
Aggregate principal amount | $ 159,500,000 | ||||||||||||||||
Scheduled maturity term | 20 years | ||||||||||||||||
Expected project completion period | January 2020 | ||||||||||||||||
Senior Notes Eight Point Two Five Percent Due Twenty Twenty Nine [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument outstanding balance | $ 500,000,000 | $ 500,000,000 | 0 | ||||||||||||||
Debt maturity date | Apr. 30, 2029 | ||||||||||||||||
Stated interest rate | 8.25% | 8.25% | 8.25% | ||||||||||||||
Net proceeds from issuance of debt | $ 490,300,000 | ||||||||||||||||
Debt Instrument Issued Principal | $ 500,000,000 | ||||||||||||||||
Senior Notes Eight Point Two Five Percent Due Twenty Twenty Nine [Member] | Redemption Beginning on April 15, 2026 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument redemption percentage of par | 104.125% | ||||||||||||||||
Debt instrument redemption beginning period | Apr. 15, 2026 | ||||||||||||||||
Senior Notes Eight Point Two Five Percent Due Twenty Twenty Nine [Member] | Redemption Beginning on April 15, 2028 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument redemption percentage of par | 100% | ||||||||||||||||
Debt instrument redemption beginning period | Apr. 15, 2028 | ||||||||||||||||
Senior Notes Eight Point Two Five Percent Due Twenty Twenty Nine [Member] | Redemption Beginning on April 15, 2027 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument redemption percentage of par | 102.063% | ||||||||||||||||
Debt instrument redemption beginning period | Apr. 15, 2027 | ||||||||||||||||
Bank Credit Agreement [Member] | Term Loan [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Initial Balance | $ 125,000,000 | ||||||||||||||||
Senior Notes 4.75% Due 2027 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument outstanding balance | $ 243,100,000 | $ 243,068,000 | $ 243,068,000 | $ 243,068,000 | |||||||||||||
Debt maturity date | Oct. 31, 2027 | ||||||||||||||||
Stated interest rate | 4.75% | 4.75% | 4.75% | 4.75% | |||||||||||||
Aggregate principal amount | $ 250,000,000 | ||||||||||||||||
Debt instrument redemption percentage of par | 100% | ||||||||||||||||
Debt instrument repurchase amount | $ 6,900,000 | ||||||||||||||||
Senior Notes 8.25% Due 2026 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument outstanding balance | $ 0 | $ 0 | $ 593,100,000 | $ 593,113,000 | $ 593,100,000 | ||||||||||||
Debt maturity date | Apr. 15, 2026 | Apr. 30, 2026 | |||||||||||||||
Stated interest rate | 8.25% | 8.25% | 8.25% | 8.25% | 8.25% | 8.25% | 8.25% | ||||||||||
Aggregate principal amount | $ 494,300,000 | $ 675,000,000 | |||||||||||||||
Debt instrument redemption percentage of par | 104.125% | ||||||||||||||||
Debt instrument redemption beginning period | Apr. 15, 2024 | ||||||||||||||||
Debt instrument redemption amount | $ 98,800,000 | ||||||||||||||||
Percentage Of Notes Outstanding Tendered | 83.30% | ||||||||||||||||
Tendered received for notes holder per principal amount | $ 1,043.75 | ||||||||||||||||
8.25% Senior Notes | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Stated interest rate | 8.25% | 8.25% | 8.25% | ||||||||||||||
Previous Revolving Credit Facility [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 250,000,000 | ||||||||||||||||
Bank Credit Facility [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 275,000,000 | ||||||||||||||||
Debt maturity period | Oct. 31, 2028 | ||||||||||||||||
Bank credit facility aggregate principal amount of additional borrowing | $ 200,000,000 | ||||||||||||||||
Bank credit facility, Consolidated EBITDA | 50% | ||||||||||||||||
Bank Credit Facility Aggregate Principal Amount | $ 400,000,000 | ||||||||||||||||
Percentage of commitment fee to unfunded balance | 0.45% | 0.45% | 0.40% | ||||||||||||||
Percentage of capital stock of foreign subsidiary secured by pledge under Bank Credit Facility | 65% | ||||||||||||||||
Percentage of loan to value | 50% | ||||||||||||||||
Bank Credit Facility [Member] | Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Fixed charge coverage ratio | 1.75 | ||||||||||||||||
Bank Credit Facility [Member] | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Total leverage ratio | 4.5 | ||||||||||||||||
Secured leverage ratio | 2.5 | ||||||||||||||||
Consolidated total leverage ratio | 4.25 | ||||||||||||||||
Bank Credit Facility [Member] | Base Rate | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, percentage points added to reference rate | 2.25% | 2.25% | 2% | ||||||||||||||
Bank Credit Facility [Member] | Base Rate | Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, percentage points added to reference rate | 1.75% | ||||||||||||||||
Bank Credit Facility [Member] | Base Rate | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, percentage points added to reference rate | 3.50% | ||||||||||||||||
Bank Credit Facility [Member] | Secured Overnight Financing Rate | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, percentage points added to reference rate | 3.25% | 3% | |||||||||||||||
Bank Credit Facility [Member] | Secured Overnight Financing Rate | Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, percentage points added to reference rate | 2.75% | ||||||||||||||||
Bank Credit Facility [Member] | Secured Overnight Financing Rate | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, percentage points added to reference rate | 4.50% | ||||||||||||||||
Bank Credit Facility [Member] | Bloomberg Short-Term Bank Yield Index (BSBY) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, percentage points added to reference rate | 3.25% | ||||||||||||||||
Revolving Credit Facility | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Sublimit swing line loans | $ 25,000,000 | ||||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 232,000,000 | $ 232,000,000 | |||||||||||||||
Sublimit for issuance of standby letters of credit | 100,000,000 | 100,000,000 | |||||||||||||||
Revolving Credit Facility letters of credit outstanding | 18,000,000 | 18,000,000 | |||||||||||||||
2022 and 2023 [Member] | Senior Notes 8.25% Due 2026 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument repurchase amount | $ 81,900,000 | $ 81,900,000 |
DEBT - Schedule of Principal Pa
DEBT - Schedule of Principal Payments (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
2024 (remainder) | $ 5,857 | |
2025 | 12,073 | |
2026 | 15,701 | |
2027 | 262,423 | |
2028 | 122,995 | |
2029 | 507,985 | |
Thereafter | 105,803 | |
Total debt | $ 1,032,837 | $ 1,106,691 |
STOCKHOLDERS' EQUITY - Share Re
STOCKHOLDERS' EQUITY - Share Repurchase Program - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | 20 Months Ended | 26 Months Ended | ||||
May 16, 2024 | Aug. 02, 2022 | Jun. 30, 2024 | Jun. 30, 2024 | Dec. 31, 2023 | Dec. 31, 2023 | Jun. 30, 2024 | May 12, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||||
Share repurchase program, authorized Amount | $ 150 | |||||||
Stock repurchased during period, shares | 1.3 | 4 | 10.1 | |||||
Stock repurchased during period, value | $ 20.1 | $ 59.5 | $ 112.6 | |||||
Shares repurchased, cost per share | $ 14.8 | $ 11.16 | ||||||
Share Repurchase Program [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||||
Stock repurchased during period, shares | 14.1 | |||||||
Stock repurchased during period, value | $ 172.1 | |||||||
Shares repurchased, cost per share | $ 12.2 | |||||||
Stock repurchase, remaining authorized repurchase amount | $ 177.9 | $ 177.9 | $ 177.9 | |||||
Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||||
Share repurchase program, authorized Amount | $ 350 | $ 225 | ||||||
Share repurchase program, additional amount authorized to be repurchased | $ 125 | $ 75 |
STOCKHOLDERS' EQUITY - Addition
STOCKHOLDERS' EQUITY - Additional Information (Detail) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Restricted common stock units remained outstanding and subject to vesting | 3.3 | 3.3 | |||
Restricted stock based awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Fair value of restricted common stock units issued by CoreCivic to certain of its employees and non-employee directors | $ 23.5 | $ 22.3 | |||
Allocated share-based compensation expense | $ 5 | $ 5.3 | $ 11.1 | $ 10.2 | |
Restricted stock based awards | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Increase Decrease in vesting percentage based on performance relative to annual performance criteria | 0% | ||||
Increase Decrease in vesting percentage based on shareholder return relative to peer group | 80% | ||||
Restricted stock based awards | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Increase Decrease in vesting percentage based on performance relative to annual performance criteria | 150% | ||||
Increase Decrease in vesting percentage based on shareholder return relative to peer group | 120% | ||||
Restricted stock based awards | General and Administrative | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Allocated share-based compensation expense | 4.7 | 4.9 | $ 10.2 | 9.3 | |
Restricted stock based awards | Operating | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Allocated share-based compensation expense | $ 0.3 | $ 0.4 | $ 0.9 | $ 0.9 | |
Restricted stock based awards | Employees And Non Employee Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Restricted common stock units issued by CoreCivic | 1.6 | 2 | |||
Restricted stock based awards | Employees And Non Employee Directors | General and Administrative | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Restricted common stock units issued by CoreCivic | 1.5 | 1.8 | |||
Restricted stock based awards | Employee | Operating | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Restricted common stock units issued by CoreCivic | 0.1 | 0.2 | |||
Restricted stock based awards | Officers And Executive Officers | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting period | 3 years | ||||
Vesting description | CoreCivic has established performance-based vesting conditions on a portion of the RSUs awarded to its officers and executive officers that, unless earlier vested under the terms of the agreements, are subject to vesting over a three-year period based upon the satisfaction of certain annual performance criteria. The RSUs awarded to officers and executive officers in 2022, 2023 and 2024 consist of a combination of awards with performance-based conditions and time-based conditions. Unless earlier vested under the terms of the RSU agreements, the RSUs with time-based vesting conditions vest in equal amounts over three years on the later of (i) the anniversary date of the grant or (ii) the delivery of the audited financial statements by the Company's independent registered public accountant for the applicable fiscal year. The RSUs with performance-based vesting conditions are divided into one-third increments, each of which is subject to vesting based upon satisfaction of certain annual performance criteria established at the beginning of the fiscal years ending December 31, 2022, 2023, and 2024 for the 2022 awards, December 31, 2023, 2024, and 2025 for the 2023 awards, and December 31, 2024, 2025, and 2026 for the 2024 awards, and which can be increased up to 150% or decreased to 0% based on performance relative to the annual performance criteria, and further increased or decreased using a modifier of 80% to 120% based on CoreCivic's total shareholder return relative to a peer group. Because the performance criteria for the fiscal years ending December 31, 2025 and 2026 have not yet been established, the values of the third RSU increment of the 2023 awards and of the second and third increments of the 2024 awards for financial reporting purposes will not be determined until such criteria are established. A portion of the RSU award granted to CoreCivic's chief executive officer in 2024 contains a single performance-based vesting condition that results in full vesting on the later of (i) the second anniversary of the award or (ii) the delivery of the audited financial statements by the Company's independent registered public accountant for the fiscal year ending December 31, 2025, if the performance criteria is met for the year ending December 31, 2025, or no vesting if the performance criteria is not met for such year. | ||||
Restricted stock based awards | Non Employee Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting period | 1 year | ||||
Restricted stock based awards | Other Employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting description | Time-based RSUs issued to other employees, unless earlier vested under the terms of the agreements, generally vest in equal amounts over three years on the later of (i) the anniversary date of the grant or (ii) the delivery of the audited financial statements by the Company's independent registered public accountant for the applicable fiscal year. |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of Calculation of Numerator and Denominator in Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net income ,Basic | $ 18,954 | $ 14,830 | $ 28,497 | $ 27,230 |
Net income ,Diluted | $ 18,954 | $ 14,830 | $ 28,497 | $ 27,230 |
Weighted average common shares outstanding, Basic | 110,954 | 113,628 | 111,630 | 113,840 |
Weighted average common shares outstanding, Diluted | 110,954 | 113,628 | 111,630 | 113,840 |
Weighted average shares and assumed conversions | 111,532 | 113,952 | 112,509 | 114,471 |
BASIC EARNINGS PER SHARE | $ 0.17 | $ 0.13 | $ 0.26 | $ 0.24 |
DILUTED EARNINGS PER SHARE | $ 0.17 | $ 0.13 | $ 0.25 | $ 0.24 |
Restricted stock based awards | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Effect of dilutive securities | 578 | 324 | 879 | 631 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||||||
Income tax expense | $ 8,625 | $ 4,176 | $ 8,125 | $ 12,322 | ||
Tax benefit for stock-based compensation vesting | 2,600 | |||||
Charges for revaluation of deferred tax liabilities | 900 | |||||
Excise tax rate | 1% | |||||
Excise tax amount | $ 400 | $ 100 | ||||
Percentage of likelihood required for a tax position to be measured | 50% | |||||
Liabilities for uncertain tax positions | $ 0 | $ 0 | $ 0 |
SEGMENT REPORTING - Additional
SEGMENT REPORTING - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2024 Property Facility Segment | |
Segment Reporting Information [Line Items] | |
Number of Operating segments | Segment | 3 |
CoreCivic Safety | |
Segment Reporting Information [Line Items] | |
Number of facilities operated by the company | 43 |
Number of facilities owned by the company | 39 |
CoreCivic Community | |
Segment Reporting Information [Line Items] | |
Number of centers owned and operated by company | 23 |
CoreCivic Properties | |
Segment Reporting Information [Line Items] | |
Number of properties held for lease to government agencies | Property | 6 |
SEGMENT REPORTING - Schedule of
SEGMENT REPORTING - Schedule of Revenue and Facility Net Operating Income for Each of the Three Segments and a Reconciliation to CoreCivic's Operating Income Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 490,109 | $ 463,682 | $ 990,795 | $ 921,684 |
Operating expenses | 375,735 | 362,008 | 753,838 | 716,545 |
General and administrative | 33,910 | 32,612 | 70,375 | 65,291 |
Depreciation and amortization | 32,145 | 31,615 | 63,875 | 62,657 |
Interest expense, net | (17,110) | (18,268) | (35,723) | (37,419) |
Expenses associated with debt repayments and refinancing transactions | 4,074 | 226 | 31,316 | 226 |
Gain (loss) on sale of real estate assets, net | 0 | (25) | 568 | (25) |
Other income | 444 | 78 | 386 | 31 |
Income before income taxes | 27,579 | 19,006 | 36,622 | 39,552 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 490,091 | 463,681 | 990,776 | 921,582 |
Operating expenses | 375,717 | 361,955 | 753,794 | 716,429 |
Operating income | 114,374 | 101,726 | 236,982 | 205,153 |
Operating Segments | Safety | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 455,373 | 421,743 | 913,119 | 839,393 |
Operating expenses | 348,121 | 335,726 | 698,219 | 664,124 |
Operating income | 107,252 | 86,017 | 214,900 | 175,269 |
Operating Segments | Community | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 30,302 | 28,364 | 60,202 | 54,778 |
Operating expenses | 24,134 | 22,905 | 48,278 | 45,620 |
Operating income | 6,168 | 5,459 | 11,924 | 9,158 |
Operating Segments | Properties | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 4,416 | 13,574 | 17,455 | 27,411 |
Operating expenses | 3,462 | 3,324 | 7,297 | 6,685 |
Operating income | 954 | 10,250 | 10,158 | 20,726 |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 18 | 1 | 19 | 102 |
Other operating expense | (18) | (53) | (44) | (116) |
General and administrative | (33,910) | (32,612) | (70,375) | (65,291) |
Depreciation and amortization | (32,145) | (31,615) | (63,875) | (62,657) |
Interest expense, net | (17,110) | (18,268) | (35,723) | (37,419) |
Expenses associated with debt repayments and refinancing transactions | (4,074) | (226) | (31,316) | (226) |
Gain (loss) on sale of real estate assets, net | (25) | 568 | (25) | |
Other income | $ 444 | $ 78 | $ 386 | $ 31 |
SEGMENT REPORTING - Summary of
SEGMENT REPORTING - Summary of Capital Expenditures Including Accrued Amounts (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Total capital expenditures | $ 18,728 | $ 16,455 | $ 29,345 | $ 22,678 |
Safety | ||||
Segment Reporting Information [Line Items] | ||||
Total capital expenditures | 13,983 | 13,993 | 21,480 | 17,562 |
Community | ||||
Segment Reporting Information [Line Items] | ||||
Total capital expenditures | 795 | 226 | 2,702 | 640 |
Properties | ||||
Segment Reporting Information [Line Items] | ||||
Total capital expenditures | 422 | 495 | 727 | 543 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total capital expenditures | $ 3,528 | $ 1,741 | $ 4,436 | $ 3,933 |
SEGMENT REPORTING - Schedule _2
SEGMENT REPORTING - Schedule of Total Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 2,903,211 | $ 3,105,399 |
Safety | ||
Segment Reporting Information [Line Items] | ||
Total assets | 2,165,880 | 2,284,243 |
Community | ||
Segment Reporting Information [Line Items] | ||
Total assets | 202,278 | 213,145 |
Properties | ||
Segment Reporting Information [Line Items] | ||
Total assets | 389,105 | 402,889 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 145,948 | $ 205,122 |