Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 31, 2014 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'CXW | ' |
Entity Registrant Name | 'CORRECTIONS CORP OF AMERICA | ' |
Entity Central Index Key | '0001070985 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 116,476,314 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
ASSETS | ' | ' |
Cash and cash equivalents | $48,847 | $77,909 |
Accounts receivable, net of allowance of $912 and $1,265, respectively | 292,466 | 244,957 |
Current deferred tax assets | 11,430 | 9,241 |
Prepaid expenses and other current assets | 26,925 | 20,612 |
Assets held for sale | 4,145 | ' |
Current assets of discontinued operations | ' | 15 |
Total current assets | 383,813 | 352,734 |
Property and equipment, net | 2,614,264 | 2,546,613 |
Restricted cash | 2,707 | 5,589 |
Investment in direct financing lease | 3,811 | 5,473 |
Goodwill | 16,110 | 16,110 |
Non-current deferred tax assets | 4,537 | 3,078 |
Other assets | 75,908 | 77,828 |
Total assets | 3,101,150 | 3,007,425 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ' | ' |
Accounts payable and accrued expenses | 247,762 | 252,277 |
Income taxes payable | 889 | 1,243 |
Current liabilities of discontinued operations | 53 | 886 |
Total current liabilities | 248,704 | 254,406 |
Long-term debt | 1,240,000 | 1,205,000 |
Other liabilities | 110,153 | 45,512 |
Total liabilities | 1,598,857 | 1,504,918 |
Commitments and contingencies | ' | ' |
Preferred stock - $0.01 par value; 50,000 shares authorized; none issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 0 | 0 |
Common stock - $0.01 par value; 300,000 shares authorized; 116,476 and 115,923 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 1,165 | 1,159 |
Additional paid-in capital | 1,739,240 | 1,725,363 |
Accumulated deficit | -238,112 | -224,015 |
Total stockholders' equity | 1,502,293 | 1,502,507 |
Total liabilities and stockholders' equity | $3,101,150 | $3,007,425 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Accounts receivable, allowance | $912 | $1,265 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 50,000 | 50,000 |
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 | 300,000 |
Common stock, shares issued | 116,476 | 115,923 |
Common stock, shares outstanding | 116,476 | 115,923 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
REVENUES: | $408,474 | $421,466 | $1,223,390 | $1,263,194 |
EXPENSES: | ' | ' | ' | ' |
Operating | 282,712 | 301,489 | 857,702 | 903,712 |
General and administrative | 27,635 | 23,570 | 79,586 | 80,162 |
Depreciation and amortization | 28,277 | 28,151 | 85,413 | 83,203 |
Asset impairments | ' | 985 | 2,238 | 985 |
Costs and Expenses, Total | 338,624 | 354,195 | 1,024,939 | 1,068,062 |
OPERATING INCOME | 69,850 | 67,271 | 198,451 | 195,132 |
OTHER (INCOME) EXPENSE: | ' | ' | ' | ' |
Interest expense, net | 10,376 | 10,378 | 29,088 | 34,856 |
Expenses associated with debt refinancing transactions | ' | ' | ' | 36,528 |
Other income | -143 | -184 | -1,143 | -120 |
Total non-operating expense (income) | 10,233 | 10,194 | 27,945 | 71,264 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 59,617 | 57,077 | 170,506 | 123,868 |
Income tax (expense) benefit | -2,071 | -4,571 | -5,490 | 133,253 |
Income from continuing operations | 57,546 | 52,506 | 165,016 | 257,121 |
Loss from discontinued operations, net of taxes | ' | -663 | ' | -3,757 |
NET INCOME | $57,546 | $51,843 | $165,016 | $253,364 |
BASIC EARNINGS PER SHARE: | ' | ' | ' | ' |
Income from continuing operations | $0.50 | $0.46 | $1.42 | $2.38 |
Loss from discontinued operations, net of taxes | ' | ($0.01) | ' | ($0.03) |
Net income | $0.50 | $0.45 | $1.42 | $2.35 |
DILUTED EARNINGS PER SHARE: | ' | ' | ' | ' |
Income from continuing operations | $0.49 | $0.45 | $1.41 | $2.35 |
Loss from discontinued operations, net of taxes | ' | ($0.01) | ' | ($0.03) |
Net income | $0.49 | $0.44 | $1.41 | $2.32 |
Regular Dividend | ' | ' | ' | ' |
DILUTED EARNINGS PER SHARE: | ' | ' | ' | ' |
Dividend declared on common stock, per share | $0.51 | $0.48 | $1.53 | $1.49 |
Special Dividend | ' | ' | ' | ' |
DILUTED EARNINGS PER SHARE: | ' | ' | ' | ' |
Dividend declared on common stock, per share | ' | ' | ' | $6.66 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net income | $165,016 | $253,364 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 85,413 | 84,002 |
Expenses associated with debt refinancing transactions | ' | 36,528 |
Asset impairments | 2,238 | 3,622 |
Amortization of debt issuance costs and other non-cash interest | 2,325 | 2,740 |
Deferred income taxes | -3,648 | -146,881 |
Non-cash revenue and other income | -3,384 | ' |
Income tax benefit of equity compensation | -222 | -40 |
Non-cash equity compensation | 10,438 | 9,695 |
Other expenses and non-cash items | 3,603 | 1,608 |
Changes in assets and liabilities, net: | ' | ' |
Accounts receivable, prepaid expenses and other assets | 16,366 | 33,634 |
Accounts payable, accrued expenses and other liabilities | -29,324 | 4,430 |
Income taxes payable | -132 | 902 |
Net cash provided by operating activities | 248,689 | 283,604 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Expenditures for facility development and expansions | -47,178 | -18,292 |
Acquisition of businesses, net of cash acquired | ' | -36,249 |
Expenditures for other capital improvements | -31,545 | -27,482 |
Capitalized lease payment | -70,000 | ' |
Decrease in restricted cash | 2,983 | ' |
Proceeds from sale of assets | 806 | 443 |
Decrease (increase) in other assets | 1,967 | -2,367 |
Payments received on direct financing lease and notes receivable | 1,473 | 1,379 |
Net cash used in investing activities | -141,494 | -82,568 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Proceeds from issuance of debt | 185,000 | 1,183,000 |
Principal repayments of debt | -150,000 | -1,118,000 |
Payment of debt issuance and other refinancing and related costs | ' | -37,242 |
Income tax benefit of equity compensation | 222 | 40 |
Purchase and retirement of common stock | -3,052 | -5,454 |
Proceeds from exercise of stock options | 6,349 | 28,538 |
Increase in restricted cash for dividends | -100 | -810 |
Dividends paid | -174,686 | -243,782 |
Net cash used in financing activities | -136,267 | -193,710 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | -29,072 | 7,326 |
CASH AND CASH EQUIVALENTS, beginning of period | 77,919 | 62,897 |
CASH AND CASH EQUIVALENTS, end of period | 48,847 | 70,223 |
Cash paid during the period for: | ' | ' |
Interest (net of amounts capitalized of $1,664 and $504 in 2014 and 2013, respectively) | 22,525 | 22,312 |
Income taxes | $14,299 | $6,066 |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows (Parenthetical) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Interest, capitalized interest | $1,664 | $504 |
Consolidated_Statement_of_Stoc
Consolidated Statement of Stockholders' Equity (USD $) | Total | Regular Dividend | Special Dividend | Common Stock | Common Stock | Additional Paid-in Capital | Additional Paid-in Capital | (Accumulated Deficit) Retained Earnings | (Accumulated Deficit) Retained Earnings | (Accumulated Deficit) Retained Earnings |
In Thousands | Special Dividend | Special Dividend | Regular Dividend | Special Dividend | ||||||
Beginning Balance at Dec. 31, 2012 | $1,521,620 | ' | ' | $1,001 | ' | $1,146,488 | ' | $374,131 | ' | ' |
Beginning Balance (in shares) at Dec. 31, 2012 | ' | ' | ' | 100,105 | ' | ' | ' | ' | ' | ' |
Net income | 253,364 | ' | ' | ' | ' | ' | ' | 253,364 | ' | ' |
Issuance of common stock (in shares) | ' | ' | ' | 20 | ' | ' | ' | ' | ' | ' |
Issuance of common stock | 20 | ' | ' | ' | ' | 20 | ' | ' | ' | ' |
Retirement of common stock (in shares) | ' | ' | ' | -144 | ' | ' | ' | ' | ' | ' |
Retirement of common stock | -5,454 | ' | ' | -1 | ' | -5,453 | ' | ' | ' | ' |
Dividend on common stock (in shares) | ' | ' | ' | ' | 13,878 | ' | ' | ' | ' | ' |
Dividend on common stock | ' | -165,309 | -135,546 | ' | 139 | ' | 542,541 | ' | -165,309 | -678,226 |
Restricted stock compensation, net of forfeitures (in shares) | ' | ' | ' | -23 | ' | ' | ' | ' | ' | ' |
Restricted stock compensation, net of forfeitures | 7,307 | ' | ' | ' | ' | 6,974 | ' | 333 | ' | ' |
Income tax benefit of equity compensation | 40 | ' | ' | ' | ' | 40 | ' | ' | ' | ' |
Stock option compensation expense, net of forfeitures | 2,368 | ' | ' | ' | ' | 2,368 | ' | ' | ' | ' |
Restricted stock grant (in shares) | ' | ' | ' | 300 | ' | ' | ' | ' | ' | ' |
Restricted stock grant | ' | ' | ' | 3 | ' | -3 | ' | ' | ' | ' |
Stock options exercised (in shares) | ' | ' | ' | 1,695 | ' | ' | ' | ' | ' | ' |
Stock options exercised | 28,538 | ' | ' | 16 | ' | 28,522 | ' | ' | ' | ' |
Ending Balance at Sep. 30, 2013 | 1,506,948 | ' | ' | 1,158 | ' | 1,721,497 | ' | -215,707 | ' | ' |
Ending Balance (in shares) at Sep. 30, 2013 | ' | ' | ' | 115,831 | ' | ' | ' | ' | ' | ' |
Beginning Balance at Dec. 31, 2013 | 1,502,507 | ' | ' | 1,159 | ' | 1,725,363 | ' | -224,015 | ' | ' |
Beginning Balance (in shares) at Dec. 31, 2013 | ' | ' | ' | 115,923 | ' | ' | ' | ' | ' | ' |
Net income | 165,016 | ' | ' | ' | ' | ' | ' | 165,016 | ' | ' |
Retirement of common stock (in shares) | ' | ' | ' | -92 | ' | ' | ' | ' | ' | ' |
Retirement of common stock | -3,052 | ' | ' | -1 | ' | -3,051 | ' | ' | ' | ' |
Dividend on common stock | ' | -179,190 | ' | ' | ' | ' | ' | ' | -179,190 | ' |
Restricted stock compensation, net of forfeitures (in shares) | ' | ' | ' | -14 | ' | ' | ' | ' | ' | ' |
Restricted stock compensation, net of forfeitures | 8,975 | ' | ' | ' | ' | 8,898 | ' | 77 | ' | ' |
Income tax benefit of equity compensation | 222 | ' | ' | ' | ' | 222 | ' | ' | ' | ' |
Stock option compensation expense, net of forfeitures | 1,463 | ' | ' | ' | ' | 1,463 | ' | ' | ' | ' |
Restricted stock grant (in shares) | ' | ' | ' | 267 | ' | ' | ' | ' | ' | ' |
Restricted stock grant | 3 | ' | ' | 3 | ' | ' | ' | ' | ' | ' |
Stock options exercised (in shares) | ' | ' | ' | 392 | ' | ' | ' | ' | ' | ' |
Stock options exercised | 6,349 | ' | ' | 4 | ' | 6,345 | ' | ' | ' | ' |
Ending Balance at Sep. 30, 2014 | $1,502,293 | ' | ' | $1,165 | ' | $1,739,240 | ' | ($238,112) | ' | ' |
Ending Balance (in shares) at Sep. 30, 2014 | ' | ' | ' | 116,476 | ' | ' | ' | ' | ' | ' |
Consolidated_Statement_of_Stoc1
Consolidated Statement of Stockholders' Equity (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Regular Dividend | ' | ' | ' | ' |
Dividend on common stock, per share | $0.51 | $0.48 | $1.53 | $1.49 |
Special Dividend | ' | ' | ' | ' |
Dividend on common stock, per share | ' | ' | ' | $6.66 |
ORGANIZATION_AND_OPERATIONS
ORGANIZATION AND OPERATIONS | 9 Months Ended | |
Sep. 30, 2014 | ||
ORGANIZATION AND OPERATIONS | ' | |
1 | ORGANIZATION AND OPERATIONS | |
Corrections Corporation of America (together with its subsidiaries, the “Company” or “CCA”) is the nation’s largest owner of privatized correctional and detention facilities and one of the largest prison operators in the United States, behind only the federal government and three states. As of September 30, 2014, CCA owned or controlled 52 correctional and detention facilities, and managed an additional 12 facilities owned by its government partners, with a total design capacity of approximately 84,500 beds in 19 states and the District of Columbia. | ||
CCA is a Real Estate Investment Trust (“REIT”) specializing in owning, operating and managing prisons and other correctional facilities and providing residential, community re-entry, and prisoner transportation services for governmental agencies. In addition to providing fundamental residential services, CCA’s 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 re-entry into society upon their release. CCA also provides or makes available to offenders certain health care (including medical, dental and mental health services), food services, and work and recreational programs. | ||
CCA began operating as a REIT for federal income tax purposes effective January 1, 2013. The Company provides correctional services and conducts other business activities through taxable REIT subsidiaries (“TRSs”). A TRS is a subsidiary of a REIT that is subject to applicable corporate income tax and certain qualification requirements. The Company’s use of TRSs enables CCA to comply with REIT qualification requirements while providing correctional services at facilities it owns and at facilities owned by its government partners and to engage in certain other business operations. A TRS is not subject to the distribution requirements applicable to REITs so it may retain income generated by its operations for reinvestment. |
BASIS_OF_PRESENTATION_AND_SUMM
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
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 CCA included in its Annual Report on Form 10-K as of and for the year ended December 31, 2013 filed with the Securities and Exchange Commission (the “SEC”) on February 27, 2014 (File No. 001-16109) (the “2013 Form 10-K”) with respect to certain significant accounting and financial reporting policies as well as other pertinent information of the Company. | |||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers”, which establishes a single, comprehensive revenue recognition standard for all contracts with customers. For public reporting entities such as CCA, ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2016 and early adoption of the ASU is not permitted. CCA is reviewing the ASU to determine the potential impact it might have on the Company’s results of operations, cash flows, or financial position and its related financial statement disclosures, along with evaluating which transition method will be utilized upon adoption. | |||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
To meet the reporting requirements of Accounting Standard Codification (“ASC”) 825, “Financial Instruments”, regarding fair value of financial instruments, CCA 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 September 30, 2014 and December 31, 2013, there were no material differences between the carrying amounts and the estimated fair values of CCA’s financial instruments, other than as follows (in thousands): | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | ||||||||||||||
Amount | Amount | ||||||||||||||||
Investment in direct financing lease | $ | 5,994 | $ | 6,692 | $ | 7,466 | $ | 8,609 | |||||||||
Note receivable from APM | $ | 4,758 | $ | 8,639 | $ | 4,831 | $ | 9,006 | |||||||||
Debt | $ | (1,240,000 | ) | $ | (1,220,000 | ) | $ | (1,205,000 | ) | $ | (1,179,375 | ) |
GOODWILL
GOODWILL | 9 Months Ended | |
Sep. 30, 2014 | ||
GOODWILL | ' | |
3 | GOODWILL | |
ASC 350, “Intangibles-Goodwill and Other”, establishes accounting and reporting requirements for goodwill and other intangible assets. Goodwill was $16.1 million as of September 30, 2014 and December 31, 2013. This goodwill was established in connection with the acquisition of Correctional Alternatives, Inc. (“CAI”) during the third quarter of 2013, as further described in Note 4, and the acquisitions of two service companies during 2000. | ||
CCA applies the FASB’s ASU 2011-08, which gives companies the option to perform a qualitative assessment that may allow them to skip the annual two-step impairment test. Under the amendments in ASU 2011-08, a company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. If the two-step impairment test is required, CCA determines the fair value of a reporting unit using a collaboration of various common valuation techniques, including market multiples and discounted cash flows. These impairment tests are required to be performed at least annually. CCA performs its impairment tests during the fourth quarter in connection with CCA’s annual budgeting process. CCA will perform these impairment tests at least annually and whenever circumstances indicate the carrying value of goodwill may not be recoverable. |
REAL_ESTATE_ACTIVATIONS_ACQUIS
REAL ESTATE ACTIVATIONS, ACQUISITIONS, DEVELOPMENTS, AND CLOSURES | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
REAL ESTATE ACTIVATIONS, ACQUISITIONS, DEVELOPMENTS, AND CLOSURES | ' | ||||||||||||||||
4 | REAL ESTATE ACTIVATIONS, ACQUISITIONS, DEVELOPMENTS, AND CLOSURES | ||||||||||||||||
On July 31, 2013, CCA acquired in a business combination all of the stock of CAI, a privately held San Diego, California community corrections company that specializes in residential re-entry, home detention, and work furlough programs for San Diego County, the Federal Bureau of Prisons, and United States Pretrial and Probation. CCA acquired CAI as a strategic investment in a complementary business that broadens the scope of solutions it provides, from incarceration through release, and supporting its belief in helping offenders successfully transition to society. The consideration paid for CAI consisted of approximately $36.5 million in cash, excluding transaction related expenses of $0.8 million. The purchase price was allocated based on fair value for the assets acquired and the liabilities assumed. In allocating the purchase price, CCA recorded $7.0 million of goodwill, $26.9 million of identifiable intangible assets, $7.9 million of intangible liabilities, $17.7 million of net tangible assets, and $7.2 million of deferred tax liabilities. Several factors gave rise to the goodwill recorded in the acquisition, such as the expected benefit from synergies of the combination and the long-term contracts within a complementary business that broadens the scope of solutions CCA provides. The results of operations for CAI have been included in the Company’s consolidated financial statements from the date of acquisition. | |||||||||||||||||
CCA has eight idled facilities that are currently available and being actively marketed to other customers. The following table summarizes each of the idled facilities and their respective carrying values, excluding equipment and other assets that could generally be transferred and used at other facilities CCA owns without significant cost (dollars in thousands): | |||||||||||||||||
Design | Date | Net Carrying Values | |||||||||||||||
Facility | Capacity | Idled | September 30, 2014 | December 31, 2013 | |||||||||||||
Shelby Training Center | 200 | 2008 | $ | 452 | $ | 751 | |||||||||||
Queensgate Correctional Facility | 850 | 2009 | 11,533 | 11,808 | |||||||||||||
Prairie Correctional Facility | 1,600 | 2010 | 18,516 | 19,366 | |||||||||||||
Huerfano County Correctional Center | 752 | 2010 | 19,214 | 19,800 | |||||||||||||
Diamondback Correctional Facility | 2,160 | 2010 | 43,217 | 44,223 | |||||||||||||
Otter Creek Correctional Center | 656 | 2012 | 24,178 | 24,805 | |||||||||||||
Mineral Wells Pre-Parole Transfer Facility | 2,103 | 2013 | 17,358 | 17,856 | |||||||||||||
Marion Adjustment Center | 826 | 2013 | 13,090 | 13,429 | |||||||||||||
9,147 | $ | 147,558 | $ | 152,038 | |||||||||||||
During the three months ended September 30, 2014 and 2013, CCA incurred approximately $2.0 million and $1.4 million, respectively, in operating expenses during the periods such facilities were idle. During the nine months ended September 30, 2014 and 2013, CCA incurred approximately $6.2 million and $4.4 million, respectively, in operating expenses during the periods such facilities were idle. The operating expenses incurred in all periods exclude expenses incurred in connection with the activation of the Diamondback facility which began in the third quarter of 2013 and continued until near the end of the second quarter of 2014, as further described hereafter. | |||||||||||||||||
CCA considers the cancellation of a contract as an indicator of possible impairment and tested each of the aforementioned facilities for impairment when it was notified by the respective customers that they would no longer be utilizing such facility. CCA concluded in each case that no impairment had occurred. CCA updates the impairment analyses on an annual basis for each of the idled facilities and evaluates on a quarterly basis market developments for the potential utilization of each of these facilities in order to identify events that may cause CCA to reconsider its most recent assumptions. | |||||||||||||||||
In the third quarter of 2014, CCA entered into a purchase and sale agreement with a third party to purchase its idled Houston Educational Facility in Houston, Texas for $4.5 million. The Houston Educational Facility was one of CCA’s non-core assets that was previously leased to a charter school operator. CCA expects to close on the sale during the fourth quarter of 2014. The net book value of this facility prior to the evaluation for impairment was $6.4 million and, as a result of the impairment indicator resulting from the potential sale of the facility, CCA recorded an impairment of $2.2 million during the second quarter of 2014 to write-down the book value of the facility to the estimated fair value. The potential sale price was used as a proxy for the fair value of the facility. CCA continues to evaluate potential customers and strategic alternatives for its three other non-core idle facilities, the Shelby Training Center, Queensgate Correctional Facility, and Mineral Wells Pre-Parole Transfer Facility. CCA considers these facilities to be non-core because they were designed for uses other than for adult secure correctional purposes. | |||||||||||||||||
In order to retain federal inmate populations CCA currently manages in the 1,154-bed San Diego Correctional Facility, CCA is constructing the 1,492-bed Otay Mesa Detention Center in San Diego. The existing San Diego Correctional Facility is subject to a ground lease with the County of San Diego. Under the provisions of the lease, the facility is divided into different premises whereby, pursuant to an amendment to the ground lease executed in January 2010, ownership of the entire facility reverts to the County upon expiration of the lease on December 31, 2015. As of September 30, 2014, CCA has invested approximately $102.9 million in the new facility. CCA has developed plans to build the Otay Mesa Detention Center within a construction timeline that coincides with the expiration of the ground lease with the County of San Diego. CCA plans to offer this new facility to house the existing federal inmate populations at the San Diego Correctional Facility. | |||||||||||||||||
In September 2012, CCA announced that it was awarded a new management contract from the Arizona Department of Corrections to house up to 1,000 medium-security inmates at its 1,596-bed Red Rock Correctional Center in Arizona. The new management contract, which commenced in January 2014, contains an initial term of ten years, with two five-year renewal options upon mutual agreement and provides an occupancy guarantee of 90% of the contracted beds, which is expected to be implemented in two phases. The government partner included the occupancy guarantee in its Request For Proposal (“RFP”) in order to guarantee its access to the beds. Additionally, the contract provides the state of Arizona an option to purchase the Red Rock facility at any time during the term of the contract, including extension options, based on an amortization schedule starting with the fair market value and decreasing evenly to zero over the twenty-year term. In order to prepare the Red Rock facility to house Arizona inmates under this contract, CCA capitalized $20.7 million of facility improvements as of September 30, 2014. The total net book value of the facility is being depreciated over the twenty-year term. | |||||||||||||||||
In October 2013, CCA entered into a lease for its California City Correctional Center with the California Department of Corrections and Rehabilitation (“CDCR”). The lease agreement includes a three-year base term that commenced December 1, 2013, with unlimited two-year renewal options upon mutual agreement. Annual rent during the three-year base term is fixed at $28.5 million. After the three-year base term, the rent will be increased annually by the lesser of CPI (Consumer Price Index) or 2%. CCA will be responsible for repairs and maintenance, property taxes and property insurance, while all other aspects and costs of facility operations will be the responsibility of the CDCR. CCA also provided $10.0 million of tenant allowances and improvements. | |||||||||||||||||
In November 2013, CCA announced its decision to re-commence construction of a correctional facility in Trousdale County, Tennessee. CCA suspended construction of this facility in 2009 until it had greater clarity around the timing of a new contract. In October 2013, Trousdale County received notice from the Tennessee Department of Corrections of its intent to partner with the County to develop a new correctional facility to house state of Tennessee inmates. In April 2014, CCA entered into an agreement with Trousdale County whereby CCA agreed to finance, design, build and operate a 2,552-bed facility to meet the responsibilities of a separate inter-governmental service agreement (“IGSA”) between Trousdale County and the state of Tennessee regarding correctional services. In July 2014, CCA received notice that Trousdale County and the state of Tennessee finalized the IGSA. The IGSA with the state of Tennessee includes a minimum monthly payment plus a per diem payment for each inmate housed in the facility in excess of 90% of the design capacity, provided that during a twenty-six week ramp period the minimum payment is based on the greater of the number of inmates actually at the facility or 90% of the beds available pursuant to the ramp schedule. As of September 30, 2014, CCA has invested approximately $38.0 million in the Trousdale Turner Correctional Center and construction is expected to be completed in the fourth quarter of 2015. | |||||||||||||||||
During the third quarter of 2013, CCA began hiring staff at the Diamondback Correctional Facility in order to reactivate the facility for future operations. CCA’s decision to activate the facility was made as a result of potential need for additional beds by certain state customers. In January 2014, the state of Oklahoma issued a RFP for bed capacity in the state of Oklahoma and anticipated that an award announcement would be made in the second quarter of 2014. While the RFP has not been cancelled, in April 2014, when it became evident the contract would not be awarded and commence in the near-term, CCA made the decision to re-idle the facility. | |||||||||||||||||
In September 2014, CCA announced that it had agreed under an expansion of an existing IGSA between the City of Eloy, Arizona, and the U.S. Immigration and Customs Enforcement (“ICE”) to house up to 2,400 individuals at the South Texas Family Residential Center, a facility leased by CCA in Dilley, Texas. Certain new services provided under the amended IGSA commenced in the fourth quarter of 2014, have a term of up to four years, and can be extended by bi-lateral modifications. The agreement provides for a fixed monthly payment in accordance with a graduated schedule. Under terms of the amended IGSA, ICE can terminate the agreement for convenience, without penalty, by providing CCA with at least a 90-day notice. In addition, terms allow for ICE to terminate the agreement with CCA at any time, without penalty, due to a non-appropriation of funds. CCA expects ICE to begin housing the first residents at the facility in early December 2014, and the site is expected to be ready for full capacity during the second quarter of 2015. | |||||||||||||||||
CCA leases the South Texas Family Residential Center and the 50-acre site upon which it is being constructed from a third-party lessor. CCA’s lease agreement with the lessor is over a period co-terminus with the aforementioned amended IGSA with ICE. CCA’s remaining obligation to the third-party lessor totals $306.2 million as of September 30, 2014. However, under terms of the lease agreement, if ICE terminates the amended IGSA for convenience, CCA can terminate the agreement, without penalty, by providing the lessor with a 90-day notice. In the event ICE elects to terminate the amended IGSA due to a non-appropriation of funds, CCA must provide a 60-day notice period to the lessor. If ICE terminates the IGSA due to non-appropriation of funds without notice to CCA, CCA may not be able to provide a timely termination notice to the lessor and could, therefore, be subject to a penalty the equivalent of up to two months of payments due to the lessor, which would currently amount to approximately $13.4 million. Additionally, CCA has contractually committed $66.1 million for various other services related to the South Texas Family Residential Center even though many of these agreements provide CCA with the ability to terminate if ICE terminates the amended IGSA. Although CCA can provide no assurance, CCA does not currently expect ICE to terminate the IGSA, and would expect to receive at least 60 days’ notice of a termination due to non-appropriation of funds. | |||||||||||||||||
Under the terms of the IGSA, upon execution of the contract, ICE agreed to pay $70.0 million to CCA in two $35.0 million installments during the fourth quarter of 2014. The $70.0 million is reported in accounts receivable and deferred revenue, which is reflected within other liabilities, in the accompanying consolidated balance sheet as of September 30, 2014. Similarly, CCA’s lease agreement with the lessor required CCA to pay $70.0 million in September 2014, which is reported as property and equipment in the accompanying consolidated balance sheet as of September 30, 2014 due to CCA’s deemed ownership of the constructed assets for accounting purposes, in accordance with ASC 840-40-55, formerly Emerging Issues Task Force No. 97-10, “The Effect of Lessee Involvement in Asset Construction.” |
DISCONTINUED_OPERATIONS
DISCONTINUED OPERATIONS | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
DISCONTINUED OPERATIONS | ' | ||||||||
5 | DISCONTINUED OPERATIONS | ||||||||
In April 2014, the FASB issued ASU 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”, which changed the criteria for reporting a discontinued operation. Specifically, ASU 2014-08 changed the current definition of “discontinued operations” so that only disposals of components that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results qualify for discontinued operations reporting. ASU 2014-08 also expanded the disclosure requirements for discontinued operations and requires new disclosures related to a disposal of an individually significant component of an entity that does not qualify for discontinued operations reporting. ASU 2014-08 is effective for interim and annual periods beginning after December 15, 2014, requires prospective application, and permits early adoption beginning in the first quarter of 2014. | |||||||||
CCA elected to early adopt ASU 2014-08 in the first quarter of 2014. Accordingly, under the guidelines of the new ASU 2014-08, the operations of the Bay Correctional Facility, Graceville Correctional Facility, and the Moore Haven Correctional Facility in Florida were not reported as discontinued operations upon expiration of the contracts effective January 31, 2014. In addition, the operation of the Idaho Correctional Center was not reported as a discontinued operation upon expiration of the contract effective July 1, 2014, as CCA concluded that the four facilities do not meet the new definition of a discontinued operation and that they were not individually significant components of an entity. However, operations of terminated contracts that previously qualified as discontinued operations before January 1, 2014 will continue to be reported as such in the respective prior periods. | |||||||||
During the second quarter of 2013, CCA announced that the Texas Department of Criminal Justice elected not to renew its contract for the 2,216-bed managed-only Dawson State Jail in Dallas, Texas due to a legislative budget reduction. As a result, upon expiration of the contract in August 2013, CCA ceased operations of the Dawson State Jail. During the second quarter of 2013, CCA also received notification that it was not selected for the continued management of the 1,000-bed managed-only Wilkinson County Correctional Facility in Woodville, Mississippi at the end of the contract on June 30, 2013. There were no results of operations during the three and nine months ended September 30, 2014 at these two facilities. The following table summarizes the results of operations for these two facilities for the three and nine months ended September 30, 2013 (in thousands): | |||||||||
For the Three Months | For the Nine Months | ||||||||
Ended September 30, | Ended September 30, | ||||||||
2013 | 2013 | ||||||||
REVENUE: | |||||||||
Managed-only | $ | 2,007 | $ | 19,984 | |||||
2,007 | 19,984 | ||||||||
EXPENSES: | |||||||||
Managed-only | 2,945 | 22,529 | |||||||
Depreciation and amortization | 124 | 799 | |||||||
Asset impairments | — | 2,637 | |||||||
3,069 | 25,965 | ||||||||
OPERATING LOSS | (1,062 | ) | (5,981 | ) | |||||
Other expense | (16 | ) | (17 | ) | |||||
LOSS FROM DISCONTINUED OPERATIONS BEFORE INCOME TAXES | (1,078 | ) | (5,998 | ) | |||||
Income tax benefit | 415 | 2,241 | |||||||
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAXES | $ | (663 | ) | $ | (3,757 | ) | |||
There were no assets and $0.1 million of accounts payable and accrued expenses associated with discontinued operations as of September 30, 2014. There were $15,000 of current assets and $0.9 million of accounts payable and accrued expenses associated with discontinued operations as of December 31, 2013. |
DEBT
DEBT | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
DEBT | ' | ||||||||
6 | DEBT | ||||||||
Debt outstanding as of September 30, 2014 and December 31, 2013 consists of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revolving Credit Facility, principal due at maturity in December 2017; interest payable periodically at variable interest rates. The weighted average rate at September 30, 2014 and December 31, 2013 was 1.9% and 1.7%, respectively. | $ | 565,000 | $ | 530,000 | |||||
4.625% Senior Notes, principal due at maturity in May 2023; interest payable semi-annually in May and November at 4.625%. | 350,000 | 350,000 | |||||||
4.125% Senior Notes, principal due at maturity in April 2020; interest payable semi-annually in April and October at 4.125%. | 325,000 | 325,000 | |||||||
$ | 1,240,000 | $ | 1,205,000 | ||||||
Revolving Credit Facility. During March 2013, CCA entered into an amended and restated $900.0 million senior secured revolving credit facility (the “$900.0 Million Revolving Credit Facility”). In addition to replacing the previous $785.0 million revolving credit facility, the amendment extended the maturity by one year to December 2017, and provided covenant flexibility to operate as a REIT. CCA capitalized $2.7 million of costs associated with the amendment. | |||||||||
The $900.0 Million Revolving Credit Facility has an aggregate principal capacity of $900.0 million and has an “accordion” feature that provides for uncommitted incremental extensions of credit in the form of increases in the revolving commitments or incremental term loans in an aggregate principal amount up to an additional $100.0 million as requested by CCA, subject to bank approval. At CCA’s option, interest on outstanding borrowings under the $900.0 Million Revolving Credit Facility is based on either a base rate plus a margin ranging from 0.25% to 1.0% or a London Interbank Offered Rate (“LIBOR”) plus a margin ranging from 1.25% to 2.0% based on CCA’s leverage ratio. The $900.0 Million Revolving Credit Facility includes a $30.0 million sublimit for swing line loans that enables CCA to borrow at the base rate from the Administrative Agent without advance notice. | |||||||||
Based on CCA’s current leverage ratio, loans under the $900.0 Million Revolving Credit Facility currently bear interest at the base rate plus a margin of 0.75% or at LIBOR plus a margin of 1.75%, and a commitment fee equal to 0.35% of the unfunded balance. The $900.0 Million Revolving Credit Facility also has a $50.0 million sublimit for the issuance of standby letters of credit. As of September 30, 2014, CCA had $565.0 million in borrowings under the $900.0 Million Revolving Credit Facility as well as $16.3 million in letters of credit outstanding resulting in $318.7 million available under the $900.0 Million Revolving Credit Facility. | |||||||||
The $900.0 Million Revolving Credit Facility is secured by a pledge of all of the capital stock of CCA’s domestic subsidiaries, 65% of the capital stock of CCA’s foreign subsidiaries, all of CCA’s accounts receivable, and all of CCA’s deposit accounts. The $900.0 Million Revolving Credit Facility requires CCA to meet certain financial covenants, including, without limitation, a maximum total leverage ratio, a maximum secured leverage ratio, and a minimum fixed charge coverage ratio. As of September 30, 2014, CCA was in compliance with all such covenants. In addition, the $900.0 Million Revolving Credit Facility contains certain covenants that, among other things, limit the incurrence of additional indebtedness, acquisitions and other investments, payment of dividends and other customary restricted payments, 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. In addition, the $900.0 Million Revolving Credit Facility is subject to certain cross-default provisions with terms of CCA’s other indebtedness, and is subject to acceleration upon the occurrence of a change control. | |||||||||
Senior Notes. Interest on the $325.0 million aggregate principal amount of CCA’s 4.125% senior notes issued in April 2013 (the “4.125% Senior Notes”) accrues at the stated rate and is payable in April and October of each year. The 4.125% Senior Notes are scheduled to mature on April 1, 2020. Interest on the $350.0 million aggregate principal amount of CCA’s 4.625% senior notes issued in April 2013 (the “4.625% Senior Notes”) accrues at the stated rate and is payable in May and November of each year. The 4.625% Senior Notes are scheduled to mature on May 1, 2023. The 4.125% Senior Notes and the 4.625% Senior Notes, collectively referred to herein as the “Senior Notes”, are senior unsecured obligations of the Company and are guaranteed by all of the Company’s subsidiaries that guarantee the $900.0 Million Revolving Credit Facility. CCA may redeem all or part of the Senior Notes at any time prior to three months before their respective maturity date at a “make-whole” redemption price, plus accrued and unpaid interest thereon to, but not including, the redemption date. Thereafter, the Senior Notes are redeemable at CCA’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. |
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
STOCKHOLDERS' EQUITY | ' | ||||||||
7 | STOCKHOLDERS’ EQUITY | ||||||||
Dividends on Common Stock | |||||||||
During 2013 and the first nine months of 2014, CCA’s Board of Directors declared the following quarterly dividends on its common stock: | |||||||||
Declaration Date | Record Date | Payable Date | Per Share | ||||||
February 22, 2013 | April 3, 2013 | April 15, 2013 | $ | 0.53 | |||||
May 16, 2013 | 3-Jul-13 | 15-Jul-13 | $ | 0.48 | |||||
August 16, 2013 | October 2, 2013 | October 15, 2013 | $ | 0.48 | |||||
December 12, 2013 | 2-Jan-14 | 15-Jan-14 | $ | 0.48 | |||||
February 20, 2014 | 2-Apr-14 | 15-Apr-14 | $ | 0.51 | |||||
May 15, 2014 | 2-Jul-14 | 15-Jul-14 | $ | 0.51 | |||||
August 14, 2014 | 2-Oct-14 | 15-Oct-14 | $ | 0.51 | |||||
In addition, on April 8, 2013, CCA’s Board of Directors declared a special dividend to shareholders of $675.0 million, or approximately $6.66 per share of common stock, in connection with CCA’s previously announced plan to qualify and convert to a REIT for federal income tax purposes effective as of January 1, 2013. The special dividend was paid in satisfaction of requirements that CCA distribute its accumulated earnings and profits attributable to tax periods ending prior to January 1, 2013. CCA paid the special dividend on May 20, 2013 to shareholders of record as of April 19, 2013. | |||||||||
Each CCA shareholder could elect to receive payment of the special dividend either in all cash, all shares of CCA common stock or a combination of cash and CCA common stock, with the total amount of cash payable to shareholders limited to a maximum of 20% of the total value of the special dividend, or $135.0 million. The total amount of cash elected by shareholders exceeded 20% of the total value of the special dividend. As a result, the cash payment was prorated among those shareholders who elected to receive cash, and the remaining portion of the special dividend was paid in shares of CCA common stock. The total number of shares of CCA common stock distributed pursuant to the special dividend was 13.9 million and was determined based on shareholder elections and the average closing price per share of CCA common stock on the New York Stock Exchange for the three trading days after May 9, 2013, or $38.90 per share. | |||||||||
Future dividends will depend on CCA’s distribution requirements as a REIT, future earnings, capital requirements, financial condition, opportunities for alternative uses of capital, and on such other factors as the Board of Directors of CCA may consider relevant. | |||||||||
Stock Options | |||||||||
In the first nine months of 2014 and during 2013, CCA elected not to issue stock options to its non-employee directors, officers, and executive officers as it had in years prior to 2013 and instead elected to issue all of its equity compensation in the form of restricted common stock and common stock units as described below. However, CCA continues to recognize stock option expense during the vesting period of stock options awarded in prior years. During the three months ended September 30, 2014 and 2013, CCA expensed $0.4 million and $0.7 million, respectively, net of estimated forfeitures, relating to its outstanding stock options, all of which was charged to general and administrative expenses. During the nine months ended September 30, 2014 and 2013, CCA expensed $1.5 million and $2.4 million, respectively, net of estimated forfeitures, relating to its outstanding stock options, all of which was charged to general and administrative expenses. As of September 30, 2014, options to purchase 2.2 million shares of common stock were outstanding with a weighted average exercise price of $19.86. | |||||||||
Restricted Stock and Restricted Stock Units | |||||||||
During the first nine months of 2014, CCA issued 548,000 shares of restricted common stock units (“RSUs”) to certain of its employees and non-employee directors, with an aggregate fair value of $17.8 million, including 478,000 RSUs to employees and non-employee directors whose compensation is charged to general and administrative expense and 70,000 RSUs to employees whose compensation is charged to operating expense. During 2013, CCA issued 423,000 shares of restricted common stock and RSUs to certain of its employees and non-employee directors, with an aggregate fair value of $15.6 million, including 378,000 restricted shares or RSUs to employees and non-employee directors whose compensation is charged to general and administrative expense and 45,000 restricted shares to employees whose compensation is charged to operating expense. | |||||||||
CCA established performance-based vesting conditions on the shares of restricted common stock and RSUs awarded to its officers and executive officers in 2014 and in years prior to 2013. Unless earlier vested under the terms of the agreements, shares or RSUs issued to officers and executive officers in these years are subject to vesting over a three-year period based upon the satisfaction of certain performance criteria. No more than one-third of such shares or RSUs may vest in the first performance period; however, the performance criteria are cumulative for the three-year period. With respect to the RSUs issued in 2013 to officers and executive officers, unless earlier vested under the terms of the RSU agreement, the RSUs issued vest evenly over a three-year period and are not subject to performance-based criteria. Unless earlier vested under the terms of the agreements, shares of restricted stock and RSUs issued to other employees “cliff” vest on the third anniversary of the award, while RSUs issued to non-employee directors vest approximately one year from the date of award. | |||||||||
During the three months ended September 30, 2014, CCA expensed $3.1 million, net of forfeitures, relating to restricted common stock and RSUs ($0.4 million of which was recorded in operating expenses and $2.7 million of which was recorded in general and administrative expenses). During the three months ended September 30, 2013, CCA expensed $2.6 million, net of forfeitures, relating to restricted common stock and RSUs ($0.3 million of which was recorded in operating expenses and $2.3 million of which was recorded in general and administrative expenses.) | |||||||||
During the nine months ended September 30, 2014, CCA expensed $9.0 million, net of forfeitures, relating to restricted common stock and RSUs ($1.1 million of which was recorded in operating expenses and $7.9 million of which was recorded in general and administrative expenses). During the nine months ended September 30, 2013, CCA expensed $7.3 million, net of forfeitures, relating to restricted common stock and RSUs ($0.9 million of which was recorded in operating expenses and $6.4 million of which was recorded in general and administrative expenses). As of September 30, 2014, approximately 1.0 million shares of restricted common stock and RSUs remained outstanding and subject to vesting. |
EARNINGS_PER_SHARE
EARNINGS PER SHARE | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
EARNINGS PER SHARE | ' | ||||||||||||||||
8 | EARNINGS PER SHARE | ||||||||||||||||
Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. 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 CCA, 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 grants and stock options. | |||||||||||||||||
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 | For the Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
NUMERATOR | |||||||||||||||||
Basic: | |||||||||||||||||
Income from continuing operations | $ | 57,546 | $ | 52,506 | $ | 165,016 | $ | 257,121 | |||||||||
Loss from discontinued operations, net of taxes | — | (663 | ) | — | (3,757 | ) | |||||||||||
Net income | $ | 57,546 | $ | 51,843 | $ | 165,016 | $ | 253,364 | |||||||||
Diluted: | |||||||||||||||||
Income from continuing operations | $ | 57,546 | $ | 52,506 | $ | 165,016 | $ | 257,121 | |||||||||
Loss from discontinued operations, net of taxes | — | (663 | ) | — | (3,757 | ) | |||||||||||
Diluted net income | $ | 57,546 | $ | 51,843 | $ | 165,016 | $ | 253,364 | |||||||||
DENOMINATOR | |||||||||||||||||
Basic: | |||||||||||||||||
Weighted average common shares outstanding | 116,185 | 115,282 | 116,025 | 107,640 | |||||||||||||
Diluted: | |||||||||||||||||
Weighted average common shares outstanding | 116,185 | 115,282 | 116,025 | 107,640 | |||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Stock options | 886 | 1,165 | 895 | 1,335 | |||||||||||||
Restricted stock-based compensation | 318 | 425 | 263 | 325 | |||||||||||||
Weighted average shares and assumed conversions | 117,389 | 116,872 | 117,183 | 109,300 | |||||||||||||
BASIC EARNINGS PER SHARE: | |||||||||||||||||
Income from continuing operations | $ | 0.5 | $ | 0.46 | $ | 1.42 | $ | 2.38 | |||||||||
Loss from discontinued operations, net of taxes | — | (0.01 | ) | — | (0.03 | ) | |||||||||||
Net income | $ | 0.5 | $ | 0.45 | $ | 1.42 | $ | 2.35 | |||||||||
DILUTED EARNINGS PER SHARE: | |||||||||||||||||
Income from continuing operations | $ | 0.49 | $ | 0.45 | $ | 1.41 | $ | 2.35 | |||||||||
Loss from discontinued operations, net of taxes | — | (0.01 | ) | — | (0.03 | ) | |||||||||||
Net income | $ | 0.49 | $ | 0.44 | $ | 1.41 | $ | 2.32 | |||||||||
As discussed in Note 7, on May 20, 2013, CCA paid a special dividend in connection with its conversion to a REIT. The shareholders were allowed to elect to receive their payment of the special dividend either in all cash, all shares of CCA common stock, or a combination of cash and CCA common stock, except that CCA placed a limit on the aggregate amount of cash payable to the shareholders. Under ASC 505, “Equity” and ASU 2010-01, “Accounting for Distributions to Shareholders with Components of Stock and Cash, a consensus of the FASB Emerging Issues Task Force”, a distribution that allows shareholders to elect to receive cash or stock with a potential limitation on the total amount of cash that all shareholders can elect to receive in the aggregate is considered a share issuance that is reflected in earnings per share prospectively. As such, the stock portion of the special dividend, totaling 13.9 million shares, is presented prospectively in basic and diluted earnings per share and was not presented retroactively for all periods presented. | |||||||||||||||||
Approximately 16,000 stock options were excluded from the computations of diluted earnings per share for the three months ended September 30, 2014 and 2013 because they were anti-dilutive. Approximately 16,000 and 15,000 stock options were excluded from the computations of diluted earnings per share for the nine months ended September 30, 2014 and 2013, respectively, because they were anti-dilutive. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended | |
Sep. 30, 2014 | ||
COMMITMENTS AND CONTINGENCIES | ' | |
9 | COMMITMENTS AND CONTINGENCIES | |
Legal Proceedings | ||
The nature of CCA’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 CCA’s facilities, personnel or offenders, including damages arising from an offender’s escape or from a disturbance at a facility. In February 2014, CCA reached an agreement to pay $1.0 million in compensation to the state of Idaho regarding contractual disputes related to staffing at the Idaho Correctional Center. In addition, CCA was notified that an investigation by the FBI was being undertaken and CCA received additional inquiries from other government partners concerning matters related to the Idaho Correctional Center. CCA maintains insurance to cover many of these claims, which may mitigate the risk that any single claim would have a material effect on CCA’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, CCA is subject to substantial self-insurance risk. | ||
CCA records litigation reserves related to certain matters for which it is probable that a loss has been incurred and the range of such loss can be estimated. 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 CCA’s self-insured retention amounts, management believes a loss in excess of amounts already recognized would not be material to CCA’s financial statements. In the opinion of management, there are no pending legal proceedings that would have a material effect on CCA’s consolidated financial position, results of operations, or cash flows. Any receivable for insurance recoveries is recorded separately from the corresponding litigation reserve, and only if recovery is determined to be probable. Adversarial proceedings and litigation are, however, subject to inherent uncertainties, and unfavorable decisions and rulings resulting from legal proceedings or from the investigation or inquiries described above, could occur which could have a material adverse impact on CCA’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 CCA’s assumptions, new developments, or by the effectiveness of CCA’s litigation and settlement strategies. | ||
Guarantees | ||
Hardeman County Correctional Facilities Corporation (“HCCFC”) is a nonprofit, mutual benefit corporation organized under the Tennessee Nonprofit Corporation Act to purchase, construct, improve, equip, finance, own and manage a detention facility located in Hardeman County, Tennessee. HCCFC was created as an instrumentality of Hardeman County to implement the County’s incarceration agreement with the state of Tennessee to house certain inmates. | ||
During 1997, HCCFC issued $72.7 million of revenue bonds, which were primarily used for the construction of a 2,016-bed medium security correctional facility. In addition, HCCFC entered into a construction and management agreement with CCA in order to assure the timely and coordinated acquisition, construction, development, marketing and operation of the correctional facility. | ||
HCCFC leases the correctional facility to Hardeman County in exchange for all revenue from the operation of the facility. HCCFC has, in turn, entered into a management agreement with CCA for the correctional facility. | ||
In connection with the issuance of the revenue bonds, CCA is obligated, under a debt service deficit agreement, to pay the trustee of the bond’s trust indenture (the “Trustee”) amounts necessary to pay any debt service deficits consisting of principal and interest requirements (outstanding principal balance of $18.6 million at September 30, 2014 plus future interest payments). In the event the state of Tennessee, which is currently utilizing the facility to house certain inmates, exercises its option to purchase the correctional facility, CCA is also obligated to pay the difference between principal and interest owed on the bonds on the date set for the redemption of the bonds and amounts paid by the state of Tennessee for the facility plus all other funds on deposit with the Trustee and available for redemption of the bonds. Ownership of the facility reverts to the state of Tennessee in 2017 at no cost. Therefore, CCA does not currently believe the state of Tennessee will exercise its option to purchase the facility. At September 30, 2014, the outstanding principal balance of the bonds exceeded the purchase price option by $6.2 million. |
INCOME_TAXES
INCOME TAXES | 9 Months Ended | |
Sep. 30, 2014 | ||
INCOME TAXES | ' | |
10 | INCOME TAXES | |
As discussed in Note 1, the Company began operating in compliance with REIT requirements for federal income tax purposes effective January 1, 2013. As a REIT, the Company must distribute at least 90 percent of its taxable income (including dividends paid to it by its TRSs) and will not pay federal income taxes on the amount distributed to its shareholders. Therefore, the Company should not be subject to federal income taxes if it distributes 100 percent of its taxable income. In addition, the Company must meet a number of other organizational and operational requirements. It is management’s intention to adhere to these requirements and maintain the Company’s REIT status. Most states where CCA holds investments in real estate conform to the federal rules recognizing REITs. Certain subsidiaries have made an election with the Company to be treated as TRSs in conjunction with the Company’s REIT election; the TRS elections permit CCA to engage in certain business activities in which the REIT may not engage directly. A TRS is subject to federal and state income taxes on the income from these activities and therefore, CCA includes a provision for taxes in its consolidated financial statements. | ||
Income taxes are accounted for under the provisions of ASC 740 “Income Taxes”. ASC 740 generally requires CCA 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. As a result of CCA’s election to be taxed as a REIT effective January 1, 2013, during the first quarter of 2013 CCA recorded a net tax benefit of $137.7 million for the revaluation of certain deferred tax assets and liabilities and other income taxes associated with the REIT conversion based on the revised tax structure. | ||
Realization of the future tax benefits related to deferred tax assets is dependent on many factors, including CCA’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. | ||
CCA recorded an income tax expense of $2.1 million and $5.5 million for the three and nine months ended September 30, 2014, respectively. CCA recorded an income tax expense of $4.6 million and an income tax benefit of $133.3 million for the three and nine months ended September 30, 2013, respectively. The income tax benefit for the nine-month period in 2013 was primarily a result of the aforementioned revaluation of deferred tax assets and liabilities during the first quarter of 2013 associated with the election to be taxed as a REIT effective January 1, 2013. The income tax benefit for the nine-month period in 2013 was also a result of certain income tax benefits recorded during both the first and second quarters related to expenses associated with debt refinancing transactions, tax credits, and certain tax planning strategies implemented during 2013. As a REIT, CCA is entitled to a deduction for dividends paid, resulting in a substantial reduction in the amount of federal income tax expense it recognizes. Substantially all of CCA’s income tax expense will be incurred based on the earnings generated by its TRSs. | ||
CCA’s overall effective tax rate is estimated based on its current projection of taxable income primarily generated in its TRSs. The Company’s consolidated effective tax rate could fluctuate in the future based on changes in these estimates, the relative amounts of taxable income generated by the TRSs and the REIT, the implementation of additional tax planning strategies, changes in federal or state tax rates or laws affecting tax credits available to the Company, changes in other tax laws, changes in estimates related to uncertain tax positions, or changes in state apportionment factors, as well as changes in the valuation allowance applied to the Company’s deferred tax assets that are based primarily on the amount of state net operating losses and tax credits that could expire unused. | ||
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. | ||
CCA had no liabilities recorded for uncertain tax positions as of September 30, 2014. CCA recognizes interest and penalties related to unrecognized tax positions in income tax expense. CCA does not currently anticipate that the total amount of unrecognized tax positions will significantly increase or decrease in the next twelve months. |
SEGMENT_REPORTING
SEGMENT REPORTING | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
SEGMENT REPORTING | ' | ||||||||||||||||
11 | SEGMENT REPORTING | ||||||||||||||||
As of September 30, 2014, CCA owned and managed 49 correctional and detention facilities, and managed 12 correctional and detention facilities it did not own. In addition, CCA owned three facilities that it leased to third-party operators. Management views CCA’s operating results in two reportable segments: (1) owned and managed correctional and detention facilities and (2) managed-only correctional and detention facilities. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies in the notes to consolidated financial statements included in CCA’s 2013 Form 10-K. Owned and managed facilities include the operating results of those facilities placed into service that were owned or controlled via a long-term lease and managed by CCA. Managed-only facilities include the operating results of those facilities owned by a third party and managed by CCA. CCA measures the operating performance of each facility within the above two reportable segments, without differentiation, based on facility net operating income. CCA defines facility net operating income as a facility’s operating income or loss from operations before interest, taxes, asset impairments, depreciation, and amortization. Since each of CCA’s facilities within the two reportable segments exhibit similar economic characteristics, provide similar services to governmental agencies, and operate under a similar set of operating procedures and regulatory guidelines, the facilities within the identified segments have been aggregated and reported as one reportable segment. | |||||||||||||||||
The revenue and facility net operating income for the reportable segments and a reconciliation to CCA’s operating income is as follows for the three and nine months ended September 30, 2014 and 2013 (amounts in thousands): | |||||||||||||||||
For the Three Months | For the Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Revenue: | |||||||||||||||||
Owned and managed | $ | 345,105 | $ | 344,150 | $ | 1,020,041 | $ | 1,034,251 | |||||||||
Managed-only | 53,915 | 76,132 | 178,246 | 225,754 | |||||||||||||
Total management revenue | 399,020 | 420,282 | 1,198,287 | 1,260,005 | |||||||||||||
Operating expenses: | |||||||||||||||||
Owned and managed | 227,816 | 232,778 | 683,143 | 696,681 | |||||||||||||
Managed-only | 47,300 | 65,177 | 159,581 | 194,730 | |||||||||||||
Total operating expenses | 275,116 | 297,955 | 842,724 | 891,411 | |||||||||||||
Facility net operating income: | |||||||||||||||||
Owned and managed | 117,289 | 111,372 | 336,898 | 337,570 | |||||||||||||
Managed-only | 6,615 | 10,955 | 18,665 | 31,024 | |||||||||||||
Total facility net operating income | 123,904 | 122,327 | 355,563 | 368,594 | |||||||||||||
Other revenue (expense): | |||||||||||||||||
Rental and other revenue | 9,454 | 1,184 | 25,103 | 3,189 | |||||||||||||
Other operating expense | (7,596 | ) | (3,534 | ) | (14,978 | ) | (12,301 | ) | |||||||||
General and administrative | (27,635 | ) | (23,570 | ) | (79,586 | ) | (80,162 | ) | |||||||||
Depreciation and amortization | (28,277 | ) | (28,151 | ) | (85,413 | ) | (83,203 | ) | |||||||||
Asset impairments | — | (985 | ) | (2,238 | ) | (985 | ) | ||||||||||
Operating income | $ | 69,850 | $ | 67,271 | $ | 198,451 | $ | 195,132 | |||||||||
The following table summarizes capital expenditures including accrued amounts for the reportable segments for the three and nine months ended September 30, 2014 and 2013 (amounts in thousands): | |||||||||||||||||
For the Three Months | For the Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Capital expenditures: | |||||||||||||||||
Owned and managed | $ | 101,920 | $ | 33,439 | $ | 151,391 | $ | 56,781 | |||||||||
Managed-only | 872 | 756 | 2,271 | 2,161 | |||||||||||||
Corporate and other | 4,995 | 2,606 | 7,872 | 5,497 | |||||||||||||
Discontinued operations | — | — | — | 72 | |||||||||||||
Total capital expenditures | $ | 107,787 | $ | 36,801 | $ | 161,534 | $ | 64,511 | |||||||||
The assets for the reportable segments are as follows (amounts in thousands): | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
Assets: | |||||||||||||||||
Owned and managed | $ | 2,733,764 | $ | 2,715,719 | |||||||||||||
Managed-only | 71,958 | 81,551 | |||||||||||||||
Corporate and other | 295,428 | 210,140 | |||||||||||||||
Discontinued operations | — | 15 | |||||||||||||||
Total assets | $ | 3,101,150 | $ | 3,007,425 | |||||||||||||
CONDENSED_CONSOLIDATING_FINANC
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF THE COMPANY AND SUBSIDIARIES | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF THE COMPANY AND SUBSIDIARIES | ' | ||||||||||||||||
12 | CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF THE COMPANY AND SUBSIDIARIES | ||||||||||||||||
The following condensed consolidating financial statements of the Company and subsidiaries have been prepared pursuant to Rule 3-10 of Regulation S-X. These condensed consolidating financial statements have been prepared from CCA’s financial information on the same basis of accounting as the consolidated financial statements. On December 31, 2012 CCA transferred certain real estate assets and contracts from certain of its subsidiaries to the Company (as the parent company). Accordingly, the Company (as the parent corporation to its subsidiaries) which heretofore had no independent assets or operations (as defined under Rule 3-10(f) of Regulation S-X) maintains its own independent assets as of September 30, 2014 and December 31, 2013. | |||||||||||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | |||||||||||||||||
As of September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 10,334 | $ | 38,513 | $ | — | $ | 48,847 | |||||||||
Accounts receivable, net of allowance | 184,445 | 240,877 | (132,856 | ) | 292,466 | ||||||||||||
Current deferred tax assets | — | 11,443 | (13 | ) | 11,430 | ||||||||||||
Prepaid expenses and other current assets | 74,107 | 31,423 | (78,605 | ) | 26,925 | ||||||||||||
Assets held for sale | 4,145 | — | — | 4,145 | |||||||||||||
Total current assets | 273,031 | 322,256 | (211,474 | ) | 383,813 | ||||||||||||
Property and equipment, net | 2,458,764 | 155,500 | — | 2,614,264 | |||||||||||||
Restricted cash | 1,116 | 1,591 | — | 2,707 | |||||||||||||
Investment in direct financing lease | 3,811 | — | — | 3,811 | |||||||||||||
Goodwill | — | 16,110 | — | 16,110 | |||||||||||||
Non-current deferred tax assets | — | 5,055 | (518 | ) | 4,537 | ||||||||||||
Other assets | 261,040 | 47,451 | (232,583 | ) | 75,908 | ||||||||||||
Total assets | $ | 2,997,762 | $ | 547,963 | $ | (444,575 | ) | $ | 3,101,150 | ||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||||||||
Accounts payable and accrued expenses | $ | 253,266 | $ | 135,422 | $ | (140,926 | ) | $ | 247,762 | ||||||||
Income taxes payable | 84 | 805 | — | 889 | |||||||||||||
Current deferred tax liabilities | 13 | — | (13 | ) | — | ||||||||||||
Note payable to an affiliate | — | 70,500 | (70,500 | ) | — | ||||||||||||
Current liabilities of discontinued operations | — | 53 | — | 53 | |||||||||||||
Total current liabilities | 253,363 | 206,780 | (211,439 | ) | 248,704 | ||||||||||||
Long-term debt | 1,240,000 | 115,000 | (115,000 | ) | 1,240,000 | ||||||||||||
Non-current deferred tax liabilities | 518 | — | (518 | ) | — | ||||||||||||
Other liabilities | 1,588 | 108,565 | — | 110,153 | |||||||||||||
Total liabilities | 1,495,469 | 430,345 | (326,957 | ) | 1,598,857 | ||||||||||||
Total stockholders’ equity | 1,502,293 | 117,618 | (117,618 | ) | 1,502,293 | ||||||||||||
Total liabilities and stockholders’ equity | $ | 2,997,762 | $ | 547,963 | $ | (444,575 | ) | $ | 3,101,150 | ||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | |||||||||||||||||
As of December 31, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 31,647 | $ | 46,262 | $ | — | $ | 77,909 | |||||||||
Accounts receivable, net of allowance | 203,018 | 178,894 | (136,955 | ) | 244,957 | ||||||||||||
Current deferred tax assets | 2 | 9,239 | — | 9,241 | |||||||||||||
Prepaid expenses and other current assets | 7,580 | 22,856 | (9,824 | ) | 20,612 | ||||||||||||
Current assets of discontinued operations | — | 15 | — | 15 | |||||||||||||
Total current assets | 242,247 | 257,266 | (146,779 | ) | 352,734 | ||||||||||||
Property and equipment, net | 2,450,028 | 96,585 | — | 2,546,613 | |||||||||||||
Restricted cash | 1,016 | 4,573 | — | 5,589 | |||||||||||||
Investment in direct financing lease | 5,473 | — | — | 5,473 | |||||||||||||
Goodwill | — | 16,110 | — | 16,110 | |||||||||||||
Non-current deferred tax assets | — | 3,633 | (555 | ) | 3,078 | ||||||||||||
Other assets | 245,028 | 45,149 | (212,349 | ) | 77,828 | ||||||||||||
Total assets | $ | 2,943,792 | $ | 423,316 | $ | (359,683 | ) | $ | 3,007,425 | ||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||||||||
Accounts payable and accrued expenses | $ | 234,277 | $ | 164,745 | $ | (146,745 | ) | $ | 252,277 | ||||||||
Income taxes payable | — | 1,243 | — | 1,243 | |||||||||||||
Current liabilities of discontinued operations | — | 886 | — | 886 | |||||||||||||
Total current liabilities | 234,277 | 166,874 | (146,745 | ) | 254,406 | ||||||||||||
Long-term debt | 1,205,000 | 115,000 | (115,000 | ) | 1,205,000 | ||||||||||||
Deferred tax liabilities | 555 | — | (555 | ) | — | ||||||||||||
Other liabilities | 1,453 | 44,059 | — | 45,512 | |||||||||||||
Total liabilities | 1,441,285 | 325,933 | (262,300 | ) | 1,504,918 | ||||||||||||
Total stockholders’ equity | 1,502,507 | 97,383 | (97,383 | ) | 1,502,507 | ||||||||||||
Total liabilities and stockholders’ equity | $ | 2,943,792 | $ | 423,316 | $ | (359,683 | ) | $ | 3,007,425 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the three months ended September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 319,127 | $ | 310,597 | $ | (221,250 | ) | $ | 408,474 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 226,820 | 277,142 | (221,250 | ) | 282,712 | ||||||||||||
General and administrative | 8,719 | 18,916 | — | 27,635 | |||||||||||||
Depreciation and amortization | 20,389 | 7,888 | — | 28,277 | |||||||||||||
255,928 | 303,946 | (221,250 | ) | 338,624 | |||||||||||||
OPERATING INCOME | 63,199 | 6,651 | — | 69,850 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 8,821 | 1,555 | — | 10,376 | |||||||||||||
Other (income) expense | 250 | (61 | ) | (332 | ) | (143 | ) | ||||||||||
9,071 | 1,494 | (332 | ) | 10,233 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 54,128 | 5,157 | 332 | 59,617 | |||||||||||||
Income tax expense | (208 | ) | (1,863 | ) | — | (2,071 | ) | ||||||||||
INCOME FROM CONTINUING OPERATIONS | 53,920 | 3,294 | 332 | 57,546 | |||||||||||||
Income from equity in subsidiaries | 3,626 | — | (3,626 | ) | — | ||||||||||||
NET INCOME | $ | 57,546 | $ | 3,294 | $ | (3,294 | ) | $ | 57,546 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the three months ended September 30, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 312,837 | $ | 337,548 | $ | (228,919 | ) | $ | 421,466 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 232,380 | 298,028 | (228,919 | ) | 301,489 | ||||||||||||
General and administrative | 6,954 | 16,616 | — | 23,570 | |||||||||||||
Depreciation and amortization | 19,268 | 8,883 | — | 28,151 | |||||||||||||
Asset impairments | — | 985 | — | 985 | |||||||||||||
258,602 | 324,512 | (228,919 | ) | 354,195 | |||||||||||||
OPERATING INCOME | 54,235 | 13,036 | — | 67,271 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 8,877 | 1,501 | — | 10,378 | |||||||||||||
Other (income) expense | (275 | ) | 111 | (20 | ) | (184 | ) | ||||||||||
8,602 | 1,612 | (20 | ) | 10,194 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 45,633 | 11,424 | 20 | 57,077 | |||||||||||||
Income tax expense | (217 | ) | (4,354 | ) | — | (4,571 | ) | ||||||||||
INCOME FROM CONTINUING OPERATIONS | 45,416 | 7,070 | 20 | 52,506 | |||||||||||||
Income from equity in subsidiaries | 6,427 | — | (6,427 | ) | — | ||||||||||||
Loss from discontinued operations, net of taxes | — | (663 | ) | — | (663 | ) | |||||||||||
NET INCOME | $ | 51,843 | $ | 6,407 | $ | (6,407 | ) | $ | 51,843 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the nine months ended September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 939,686 | $ | 936,352 | $ | (652,648 | ) | $ | 1,223,390 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 671,914 | 838,436 | (652,648 | ) | 857,702 | ||||||||||||
General and administrative | 25,648 | 53,938 | — | 79,586 | |||||||||||||
Depreciation and amortization | 60,266 | 25,147 | — | 85,413 | |||||||||||||
Asset impairments | 2,238 | — | — | 2,238 | |||||||||||||
760,066 | 917,521 | (652,648 | ) | 1,024,939 | |||||||||||||
OPERATING INCOME | 179,620 | 18,831 | — | 198,451 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 26,232 | 2,856 | — | 29,088 | |||||||||||||
Other (income) expense | 87 | (589 | ) | (641 | ) | (1,143 | ) | ||||||||||
26,319 | 2,267 | (641 | ) | 27,945 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 153,301 | 16,564 | 641 | 170,506 | |||||||||||||
Income tax expense | (342 | ) | (5,148 | ) | — | (5,490 | ) | ||||||||||
INCOME FROM CONTINUING OPERATIONS | 152,959 | 11,416 | 641 | 165,016 | |||||||||||||
Income from equity in subsidiaries | 12,057 | — | (12,057 | ) | — | ||||||||||||
NET INCOME | $ | 165,016 | $ | 11,416 | $ | (11,416 | ) | $ | 165,016 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the nine months ended September 30, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 945,213 | $ | 1,007,279 | $ | (689,298 | ) | $ | 1,263,194 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 704,221 | 888,789 | (689,298 | ) | 903,712 | ||||||||||||
General and administrative | 24,649 | 55,513 | — | 80,162 | |||||||||||||
Depreciation and amortization | 56,855 | 26,348 | — | 83,203 | |||||||||||||
Asset impairments | — | 985 | — | 985 | |||||||||||||
785,725 | 971,635 | (689,298 | ) | 1,068,062 | |||||||||||||
OPERATING INCOME | 159,488 | 35,644 | — | 195,132 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 29,593 | 5,263 | — | 34,856 | |||||||||||||
Expenses associated with debt refinancing transactions | 28,563 | 7,965 | — | 36,528 | |||||||||||||
Other (income) expense | 45 | (107 | ) | (58 | ) | (120 | ) | ||||||||||
58,201 | 13,121 | (58 | ) | 71,264 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 101,287 | 22,523 | 58 | 123,868 | |||||||||||||
Income tax benefit (expense) | 137,981 | (4,728 | ) | — | 133,253 | ||||||||||||
INCOME FROM CONTINUING OPERATIONS | 239,268 | 17,795 | 58 | 257,121 | |||||||||||||
Income from equity in subsidiaries | 14,096 | — | (14,096 | ) | — | ||||||||||||
Loss from discontinued operations, net of taxes | — | (3,757 | ) | — | (3,757 | ) | |||||||||||
NET INCOME | $ | 253,364 | $ | 14,038 | $ | (14,038 | ) | $ | 253,364 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | |||||||||||||||||
For the nine months ended September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | And Other | Amounts | |||||||||||||||
Net cash provided by (used in) operating activities | $ | 253,232 | $ | (4,543 | ) | $ | — | $ | 248,689 | ||||||||
Net cash used in investing activities | (130,102 | ) | (81,892 | ) | 70,500 | (141,494 | ) | ||||||||||
Net cash provided by (used in) financing activities | (144,443 | ) | 78,676 | (70,500 | ) | (136,267 | ) | ||||||||||
Net decrease in cash and cash equivalents | (21,313 | ) | (7,759 | ) | — | (29,072 | ) | ||||||||||
CASH AND CASH EQUIVALENTS, beginning of period | 31,647 | 46,272 | — | 77,919 | |||||||||||||
CASH AND CASH EQUIVALENTS, end of period | $ | 10,334 | $ | 38,513 | $ | — | $ | 48,847 | |||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | |||||||||||||||||
For the nine months ended September 30, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | And Other | Amounts | |||||||||||||||
Net cash provided by operating activities | $ | 165,603 | $ | 118,001 | $ | — | $ | 283,604 | |||||||||
Net cash provided by (used in) investing activities | (52,887 | ) | (44,681 | ) | 15,000 | (82,568 | ) | ||||||||||
Net cash used in financing activities | (61,708 | ) | (117,002 | ) | (15,000 | ) | (193,710 | ) | |||||||||
Net increase (decrease) in cash and cash equivalents | 51,008 | (43,682 | ) | — | 7,326 | ||||||||||||
CASH AND CASH EQUIVALENTS, beginning of period | — | 62,897 | — | 62,897 | |||||||||||||
CASH AND CASH EQUIVALENTS, end of period | $ | 51,008 | $ | 19,215 | $ | — | $ | 70,223 | |||||||||
BASIS_OF_PRESENTATION_AND_SUMM1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Recent Accounting Pronouncements | ' | ||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers”, which establishes a single, comprehensive revenue recognition standard for all contracts with customers. For public reporting entities such as CCA, ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2016 and early adoption of the ASU is not permitted. CCA is reviewing the ASU to determine the potential impact it might have on the Company’s results of operations, cash flows, or financial position and its related financial statement disclosures, along with evaluating which transition method will be utilized upon adoption. | |||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
To meet the reporting requirements of Accounting Standard Codification (“ASC”) 825, “Financial Instruments”, regarding fair value of financial instruments, CCA 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 September 30, 2014 and December 31, 2013, there were no material differences between the carrying amounts and the estimated fair values of CCA’s financial instruments, other than as follows (in thousands): | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | ||||||||||||||
Amount | Amount | ||||||||||||||||
Investment in direct financing lease | $ | 5,994 | $ | 6,692 | $ | 7,466 | $ | 8,609 | |||||||||
Note receivable from APM | $ | 4,758 | $ | 8,639 | $ | 4,831 | $ | 9,006 | |||||||||
Debt | $ | (1,240,000 | ) | $ | (1,220,000 | ) | $ | (1,205,000 | ) | $ | (1,179,375 | ) |
BASIS_OF_PRESENTATION_AND_SUMM2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Schedule of Financial Instruments Having Difference between Carrying Amount and Fair Value | ' | ||||||||||||||||
At September 30, 2014 and December 31, 2013, there were no material differences between the carrying amounts and the estimated fair values of CCA’s financial instruments, other than as follows (in thousands): | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | ||||||||||||||
Amount | Amount | ||||||||||||||||
Investment in direct financing lease | $ | 5,994 | $ | 6,692 | $ | 7,466 | $ | 8,609 | |||||||||
Note receivable from APM | $ | 4,758 | $ | 8,639 | $ | 4,831 | $ | 9,006 | |||||||||
Debt | $ | (1,240,000 | ) | $ | (1,220,000 | ) | $ | (1,205,000 | ) | $ | (1,179,375 | ) |
REAL_ESTATE_ACTIVATIONS_ACQUIS1
REAL ESTATE ACTIVATIONS, ACQUISITIONS, DEVELOPMENTS, AND CLOSURES (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Summary of Idled Facilities and Respective Carrying Values | ' | ||||||||||||||||
The following table summarizes each of the idled facilities and their respective carrying values, excluding equipment and other assets that could generally be transferred and used at other facilities CCA owns without significant cost (dollars in thousands): | |||||||||||||||||
Design | Date | Net Carrying Values | |||||||||||||||
Facility | Capacity | Idled | September 30, 2014 | December 31, 2013 | |||||||||||||
Shelby Training Center | 200 | 2008 | $ | 452 | $ | 751 | |||||||||||
Queensgate Correctional Facility | 850 | 2009 | 11,533 | 11,808 | |||||||||||||
Prairie Correctional Facility | 1,600 | 2010 | 18,516 | 19,366 | |||||||||||||
Huerfano County Correctional Center | 752 | 2010 | 19,214 | 19,800 | |||||||||||||
Diamondback Correctional Facility | 2,160 | 2010 | 43,217 | 44,223 | |||||||||||||
Otter Creek Correctional Center | 656 | 2012 | 24,178 | 24,805 | |||||||||||||
Mineral Wells Pre-Parole Transfer Facility | 2,103 | 2013 | 17,358 | 17,856 | |||||||||||||
Marion Adjustment Center | 826 | 2013 | 13,090 | 13,429 | |||||||||||||
9,147 | $ | 147,558 | $ | 152,038 | |||||||||||||
DISCONTINUED_OPERATIONS_Tables
DISCONTINUED OPERATIONS (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Summarized Results of Operations for Discontinued Facilities | ' | ||||||||
The following table summarizes the results of operations for these two facilities for the three and nine months ended September 30, 2013 (in thousands): | |||||||||
For the Three Months | For the Nine Months | ||||||||
Ended September 30, | Ended September 30, | ||||||||
2013 | 2013 | ||||||||
REVENUE: | |||||||||
Managed-only | $ | 2,007 | $ | 19,984 | |||||
2,007 | 19,984 | ||||||||
EXPENSES: | |||||||||
Managed-only | 2,945 | 22,529 | |||||||
Depreciation and amortization | 124 | 799 | |||||||
Asset impairments | — | 2,637 | |||||||
3,069 | 25,965 | ||||||||
OPERATING LOSS | (1,062 | ) | (5,981 | ) | |||||
Other expense | (16 | ) | (17 | ) | |||||
LOSS FROM DISCONTINUED OPERATIONS BEFORE INCOME TAXES | (1,078 | ) | (5,998 | ) | |||||
Income tax benefit | 415 | 2,241 | |||||||
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAXES | $ | (663 | ) | $ | (3,757 | ) | |||
DEBT_Tables
DEBT (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Schedule of Debt Outstanding | ' | ||||||||
Debt outstanding as of September 30, 2014 and December 31, 2013 consists of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revolving Credit Facility, principal due at maturity in December 2017; interest payable periodically at variable interest rates. The weighted average rate at September 30, 2014 and December 31, 2013 was 1.9% and 1.7%, respectively. | $ | 565,000 | $ | 530,000 | |||||
4.625% Senior Notes, principal due at maturity in May 2023; interest payable semi-annually in May and November at 4.625%. | 350,000 | 350,000 | |||||||
4.125% Senior Notes, principal due at maturity in April 2020; interest payable semi-annually in April and October at 4.125%. | 325,000 | 325,000 | |||||||
$ | 1,240,000 | $ | 1,205,000 | ||||||
STOCKHOLDERS_EQUITY_Tables
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Declared Common Stock Dividends | ' | ||||||||
During 2013 and the first nine months of 2014, CCA’s Board of Directors declared the following quarterly dividends on its common stock: | |||||||||
Declaration Date | Record Date | Payable Date | Per Share | ||||||
February 22, 2013 | April 3, 2013 | April 15, 2013 | $ | 0.53 | |||||
May 16, 2013 | 3-Jul-13 | 15-Jul-13 | $ | 0.48 | |||||
August 16, 2013 | October 2, 2013 | October 15, 2013 | $ | 0.48 | |||||
December 12, 2013 | 2-Jan-14 | 15-Jan-14 | $ | 0.48 | |||||
February 20, 2014 | 2-Apr-14 | 15-Apr-14 | $ | 0.51 | |||||
May 15, 2014 | 2-Jul-14 | 15-Jul-14 | $ | 0.51 | |||||
August 14, 2014 | 2-Oct-14 | 15-Oct-14 | $ | 0.51 |
EARNINGS_PER_SHARE_Tables
EARNINGS PER SHARE (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
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 | For the Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
NUMERATOR | |||||||||||||||||
Basic: | |||||||||||||||||
Income from continuing operations | $ | 57,546 | $ | 52,506 | $ | 165,016 | $ | 257,121 | |||||||||
Loss from discontinued operations, net of taxes | — | (663 | ) | — | (3,757 | ) | |||||||||||
Net income | $ | 57,546 | $ | 51,843 | $ | 165,016 | $ | 253,364 | |||||||||
Diluted: | |||||||||||||||||
Income from continuing operations | $ | 57,546 | $ | 52,506 | $ | 165,016 | $ | 257,121 | |||||||||
Loss from discontinued operations, net of taxes | — | (663 | ) | — | (3,757 | ) | |||||||||||
Diluted net income | $ | 57,546 | $ | 51,843 | $ | 165,016 | $ | 253,364 | |||||||||
DENOMINATOR | |||||||||||||||||
Basic: | |||||||||||||||||
Weighted average common shares outstanding | 116,185 | 115,282 | 116,025 | 107,640 | |||||||||||||
Diluted: | |||||||||||||||||
Weighted average common shares outstanding | 116,185 | 115,282 | 116,025 | 107,640 | |||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Stock options | 886 | 1,165 | 895 | 1,335 | |||||||||||||
Restricted stock-based compensation | 318 | 425 | 263 | 325 | |||||||||||||
Weighted average shares and assumed conversions | 117,389 | 116,872 | 117,183 | 109,300 | |||||||||||||
BASIC EARNINGS PER SHARE: | |||||||||||||||||
Income from continuing operations | $ | 0.5 | $ | 0.46 | $ | 1.42 | $ | 2.38 | |||||||||
Loss from discontinued operations, net of taxes | — | (0.01 | ) | — | (0.03 | ) | |||||||||||
Net income | $ | 0.5 | $ | 0.45 | $ | 1.42 | $ | 2.35 | |||||||||
DILUTED EARNINGS PER SHARE: | |||||||||||||||||
Income from continuing operations | $ | 0.49 | $ | 0.45 | $ | 1.41 | $ | 2.35 | |||||||||
Loss from discontinued operations, net of taxes | — | (0.01 | ) | — | (0.03 | ) | |||||||||||
Net income | $ | 0.49 | $ | 0.44 | $ | 1.41 | $ | 2.32 | |||||||||
SEGMENT_REPORTING_Tables
SEGMENT REPORTING (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Schedule of Revenue and Facility Net Operating Income of Reportable Segments and Reconciliation to CCA's Operating Income | ' | ||||||||||||||||
The revenue and facility net operating income for the reportable segments and a reconciliation to CCA’s operating income is as follows for the three and nine months ended September 30, 2014 and 2013 (amounts in thousands): | |||||||||||||||||
For the Three Months | For the Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Revenue: | |||||||||||||||||
Owned and managed | $ | 345,105 | $ | 344,150 | $ | 1,020,041 | $ | 1,034,251 | |||||||||
Managed-only | 53,915 | 76,132 | 178,246 | 225,754 | |||||||||||||
Total management revenue | 399,020 | 420,282 | 1,198,287 | 1,260,005 | |||||||||||||
Operating expenses: | |||||||||||||||||
Owned and managed | 227,816 | 232,778 | 683,143 | 696,681 | |||||||||||||
Managed-only | 47,300 | 65,177 | 159,581 | 194,730 | |||||||||||||
Total operating expenses | 275,116 | 297,955 | 842,724 | 891,411 | |||||||||||||
Facility net operating income: | |||||||||||||||||
Owned and managed | 117,289 | 111,372 | 336,898 | 337,570 | |||||||||||||
Managed-only | 6,615 | 10,955 | 18,665 | 31,024 | |||||||||||||
Total facility net operating income | 123,904 | 122,327 | 355,563 | 368,594 | |||||||||||||
Other revenue (expense): | |||||||||||||||||
Rental and other revenue | 9,454 | 1,184 | 25,103 | 3,189 | |||||||||||||
Other operating expense | (7,596 | ) | (3,534 | ) | (14,978 | ) | (12,301 | ) | |||||||||
General and administrative | (27,635 | ) | (23,570 | ) | (79,586 | ) | (80,162 | ) | |||||||||
Depreciation and amortization | (28,277 | ) | (28,151 | ) | (85,413 | ) | (83,203 | ) | |||||||||
Asset impairments | — | (985 | ) | (2,238 | ) | (985 | ) | ||||||||||
Operating income | $ | 69,850 | $ | 67,271 | $ | 198,451 | $ | 195,132 | |||||||||
Summary of Capital Expenditures Including Accrued Amounts for Reportable Segments | ' | ||||||||||||||||
The following table summarizes capital expenditures including accrued amounts for the reportable segments for the three and nine months ended September 30, 2014 and 2013 (amounts in thousands): | |||||||||||||||||
For the Three Months | For the Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Capital expenditures: | |||||||||||||||||
Owned and managed | $ | 101,920 | $ | 33,439 | $ | 151,391 | $ | 56,781 | |||||||||
Managed-only | 872 | 756 | 2,271 | 2,161 | |||||||||||||
Corporate and other | 4,995 | 2,606 | 7,872 | 5,497 | |||||||||||||
Discontinued operations | — | — | — | 72 | |||||||||||||
Total capital expenditures | $ | 107,787 | $ | 36,801 | $ | 161,534 | $ | 64,511 | |||||||||
Schedule of Assets for the Reportable Segments | ' | ||||||||||||||||
The assets for the reportable segments are as follows (amounts in thousands): | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
Assets: | |||||||||||||||||
Owned and managed | $ | 2,733,764 | $ | 2,715,719 | |||||||||||||
Managed-only | 71,958 | 81,551 | |||||||||||||||
Corporate and other | 295,428 | 210,140 | |||||||||||||||
Discontinued operations | — | 15 | |||||||||||||||
Total assets | $ | 3,101,150 | $ | 3,007,425 | |||||||||||||
CONDENSED_CONSOLIDATING_FINANC1
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF THE COMPANY AND SUBSIDIARIES (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | ' | ||||||||||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | |||||||||||||||||
As of September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 10,334 | $ | 38,513 | $ | — | $ | 48,847 | |||||||||
Accounts receivable, net of allowance | 184,445 | 240,877 | (132,856 | ) | 292,466 | ||||||||||||
Current deferred tax assets | — | 11,443 | (13 | ) | 11,430 | ||||||||||||
Prepaid expenses and other current assets | 74,107 | 31,423 | (78,605 | ) | 26,925 | ||||||||||||
Assets held for sale | 4,145 | — | — | 4,145 | |||||||||||||
Total current assets | 273,031 | 322,256 | (211,474 | ) | 383,813 | ||||||||||||
Property and equipment, net | 2,458,764 | 155,500 | — | 2,614,264 | |||||||||||||
Restricted cash | 1,116 | 1,591 | — | 2,707 | |||||||||||||
Investment in direct financing lease | 3,811 | — | — | 3,811 | |||||||||||||
Goodwill | — | 16,110 | — | 16,110 | |||||||||||||
Non-current deferred tax assets | — | 5,055 | (518 | ) | 4,537 | ||||||||||||
Other assets | 261,040 | 47,451 | (232,583 | ) | 75,908 | ||||||||||||
Total assets | $ | 2,997,762 | $ | 547,963 | $ | (444,575 | ) | $ | 3,101,150 | ||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||||||||
Accounts payable and accrued expenses | $ | 253,266 | $ | 135,422 | $ | (140,926 | ) | $ | 247,762 | ||||||||
Income taxes payable | 84 | 805 | — | 889 | |||||||||||||
Current deferred tax liabilities | 13 | — | (13 | ) | — | ||||||||||||
Note payable to an affiliate | — | 70,500 | (70,500 | ) | — | ||||||||||||
Current liabilities of discontinued operations | — | 53 | — | 53 | |||||||||||||
Total current liabilities | 253,363 | 206,780 | (211,439 | ) | 248,704 | ||||||||||||
Long-term debt | 1,240,000 | 115,000 | (115,000 | ) | 1,240,000 | ||||||||||||
Non-current deferred tax liabilities | 518 | — | (518 | ) | — | ||||||||||||
Other liabilities | 1,588 | 108,565 | — | 110,153 | |||||||||||||
Total liabilities | 1,495,469 | 430,345 | (326,957 | ) | 1,598,857 | ||||||||||||
Total stockholders’ equity | 1,502,293 | 117,618 | (117,618 | ) | 1,502,293 | ||||||||||||
Total liabilities and stockholders’ equity | $ | 2,997,762 | $ | 547,963 | $ | (444,575 | ) | $ | 3,101,150 | ||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | |||||||||||||||||
As of December 31, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 31,647 | $ | 46,262 | $ | — | $ | 77,909 | |||||||||
Accounts receivable, net of allowance | 203,018 | 178,894 | (136,955 | ) | 244,957 | ||||||||||||
Current deferred tax assets | 2 | 9,239 | — | 9,241 | |||||||||||||
Prepaid expenses and other current assets | 7,580 | 22,856 | (9,824 | ) | 20,612 | ||||||||||||
Current assets of discontinued operations | — | 15 | — | 15 | |||||||||||||
Total current assets | 242,247 | 257,266 | (146,779 | ) | 352,734 | ||||||||||||
Property and equipment, net | 2,450,028 | 96,585 | — | 2,546,613 | |||||||||||||
Restricted cash | 1,016 | 4,573 | — | 5,589 | |||||||||||||
Investment in direct financing lease | 5,473 | — | — | 5,473 | |||||||||||||
Goodwill | — | 16,110 | — | 16,110 | |||||||||||||
Non-current deferred tax assets | — | 3,633 | (555 | ) | 3,078 | ||||||||||||
Other assets | 245,028 | 45,149 | (212,349 | ) | 77,828 | ||||||||||||
Total assets | $ | 2,943,792 | $ | 423,316 | $ | (359,683 | ) | $ | 3,007,425 | ||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||||||||
Accounts payable and accrued expenses | $ | 234,277 | $ | 164,745 | $ | (146,745 | ) | $ | 252,277 | ||||||||
Income taxes payable | — | 1,243 | — | 1,243 | |||||||||||||
Current liabilities of discontinued operations | — | 886 | — | 886 | |||||||||||||
Total current liabilities | 234,277 | 166,874 | (146,745 | ) | 254,406 | ||||||||||||
Long-term debt | 1,205,000 | 115,000 | (115,000 | ) | 1,205,000 | ||||||||||||
Deferred tax liabilities | 555 | — | (555 | ) | — | ||||||||||||
Other liabilities | 1,453 | 44,059 | — | 45,512 | |||||||||||||
Total liabilities | 1,441,285 | 325,933 | (262,300 | ) | 1,504,918 | ||||||||||||
Total stockholders’ equity | 1,502,507 | 97,383 | (97,383 | ) | 1,502,507 | ||||||||||||
Total liabilities and stockholders’ equity | $ | 2,943,792 | $ | 423,316 | $ | (359,683 | ) | $ | 3,007,425 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | ' | ||||||||||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the three months ended September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 319,127 | $ | 310,597 | $ | (221,250 | ) | $ | 408,474 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 226,820 | 277,142 | (221,250 | ) | 282,712 | ||||||||||||
General and administrative | 8,719 | 18,916 | — | 27,635 | |||||||||||||
Depreciation and amortization | 20,389 | 7,888 | — | 28,277 | |||||||||||||
255,928 | 303,946 | (221,250 | ) | 338,624 | |||||||||||||
OPERATING INCOME | 63,199 | 6,651 | — | 69,850 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 8,821 | 1,555 | — | 10,376 | |||||||||||||
Other (income) expense | 250 | (61 | ) | (332 | ) | (143 | ) | ||||||||||
9,071 | 1,494 | (332 | ) | 10,233 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 54,128 | 5,157 | 332 | 59,617 | |||||||||||||
Income tax expense | (208 | ) | (1,863 | ) | — | (2,071 | ) | ||||||||||
INCOME FROM CONTINUING OPERATIONS | 53,920 | 3,294 | 332 | 57,546 | |||||||||||||
Income from equity in subsidiaries | 3,626 | — | (3,626 | ) | — | ||||||||||||
NET INCOME | $ | 57,546 | $ | 3,294 | $ | (3,294 | ) | $ | 57,546 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the three months ended September 30, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 312,837 | $ | 337,548 | $ | (228,919 | ) | $ | 421,466 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 232,380 | 298,028 | (228,919 | ) | 301,489 | ||||||||||||
General and administrative | 6,954 | 16,616 | — | 23,570 | |||||||||||||
Depreciation and amortization | 19,268 | 8,883 | — | 28,151 | |||||||||||||
Asset impairments | — | 985 | — | 985 | |||||||||||||
258,602 | 324,512 | (228,919 | ) | 354,195 | |||||||||||||
OPERATING INCOME | 54,235 | 13,036 | — | 67,271 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 8,877 | 1,501 | — | 10,378 | |||||||||||||
Other (income) expense | (275 | ) | 111 | (20 | ) | (184 | ) | ||||||||||
8,602 | 1,612 | (20 | ) | 10,194 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 45,633 | 11,424 | 20 | 57,077 | |||||||||||||
Income tax expense | (217 | ) | (4,354 | ) | — | (4,571 | ) | ||||||||||
INCOME FROM CONTINUING OPERATIONS | 45,416 | 7,070 | 20 | 52,506 | |||||||||||||
Income from equity in subsidiaries | 6,427 | — | (6,427 | ) | — | ||||||||||||
Loss from discontinued operations, net of taxes | — | (663 | ) | — | (663 | ) | |||||||||||
NET INCOME | $ | 51,843 | $ | 6,407 | $ | (6,407 | ) | $ | 51,843 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the nine months ended September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 939,686 | $ | 936,352 | $ | (652,648 | ) | $ | 1,223,390 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 671,914 | 838,436 | (652,648 | ) | 857,702 | ||||||||||||
General and administrative | 25,648 | 53,938 | — | 79,586 | |||||||||||||
Depreciation and amortization | 60,266 | 25,147 | — | 85,413 | |||||||||||||
Asset impairments | 2,238 | — | — | 2,238 | |||||||||||||
760,066 | 917,521 | (652,648 | ) | 1,024,939 | |||||||||||||
OPERATING INCOME | 179,620 | 18,831 | — | 198,451 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 26,232 | 2,856 | — | 29,088 | |||||||||||||
Other (income) expense | 87 | (589 | ) | (641 | ) | (1,143 | ) | ||||||||||
26,319 | 2,267 | (641 | ) | 27,945 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 153,301 | 16,564 | 641 | 170,506 | |||||||||||||
Income tax expense | (342 | ) | (5,148 | ) | — | (5,490 | ) | ||||||||||
INCOME FROM CONTINUING OPERATIONS | 152,959 | 11,416 | 641 | 165,016 | |||||||||||||
Income from equity in subsidiaries | 12,057 | — | (12,057 | ) | — | ||||||||||||
NET INCOME | $ | 165,016 | $ | 11,416 | $ | (11,416 | ) | $ | 165,016 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||
For the nine months ended September 30, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | and Other | Amounts | |||||||||||||||
REVENUES | $ | 945,213 | $ | 1,007,279 | $ | (689,298 | ) | $ | 1,263,194 | ||||||||
EXPENSES: | |||||||||||||||||
Operating | 704,221 | 888,789 | (689,298 | ) | 903,712 | ||||||||||||
General and administrative | 24,649 | 55,513 | — | 80,162 | |||||||||||||
Depreciation and amortization | 56,855 | 26,348 | — | 83,203 | |||||||||||||
Asset impairments | — | 985 | — | 985 | |||||||||||||
785,725 | 971,635 | (689,298 | ) | 1,068,062 | |||||||||||||
OPERATING INCOME | 159,488 | 35,644 | — | 195,132 | |||||||||||||
OTHER (INCOME) EXPENSE: | |||||||||||||||||
Interest expense, net | 29,593 | 5,263 | — | 34,856 | |||||||||||||
Expenses associated with debt refinancing transactions | 28,563 | 7,965 | — | 36,528 | |||||||||||||
Other (income) expense | 45 | (107 | ) | (58 | ) | (120 | ) | ||||||||||
58,201 | 13,121 | (58 | ) | 71,264 | |||||||||||||
INCOME FROM CONTINUING | |||||||||||||||||
OPERATIONS BEFORE INCOME TAXES | 101,287 | 22,523 | 58 | 123,868 | |||||||||||||
Income tax benefit (expense) | 137,981 | (4,728 | ) | — | 133,253 | ||||||||||||
INCOME FROM CONTINUING OPERATIONS | 239,268 | 17,795 | 58 | 257,121 | |||||||||||||
Income from equity in subsidiaries | 14,096 | — | (14,096 | ) | — | ||||||||||||
Loss from discontinued operations, net of taxes | — | (3,757 | ) | — | (3,757 | ) | |||||||||||
NET INCOME | $ | 253,364 | $ | 14,038 | $ | (14,038 | ) | $ | 253,364 | ||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | ' | ||||||||||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | |||||||||||||||||
For the nine months ended September 30, 2014 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | And Other | Amounts | |||||||||||||||
Net cash provided by (used in) operating activities | $ | 253,232 | $ | (4,543 | ) | $ | — | $ | 248,689 | ||||||||
Net cash used in investing activities | (130,102 | ) | (81,892 | ) | 70,500 | (141,494 | ) | ||||||||||
Net cash provided by (used in) financing activities | (144,443 | ) | 78,676 | (70,500 | ) | (136,267 | ) | ||||||||||
Net decrease in cash and cash equivalents | (21,313 | ) | (7,759 | ) | — | (29,072 | ) | ||||||||||
CASH AND CASH EQUIVALENTS, beginning of period | 31,647 | 46,272 | — | 77,919 | |||||||||||||
CASH AND CASH EQUIVALENTS, end of period | $ | 10,334 | $ | 38,513 | $ | — | $ | 48,847 | |||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | |||||||||||||||||
For the nine months ended September 30, 2013 | |||||||||||||||||
(in thousands) | |||||||||||||||||
Parent | Combined | Consolidating | Total | ||||||||||||||
Subsidiary | Adjustments | Consolidated | |||||||||||||||
Guarantors | And Other | Amounts | |||||||||||||||
Net cash provided by operating activities | $ | 165,603 | $ | 118,001 | $ | — | $ | 283,604 | |||||||||
Net cash provided by (used in) investing activities | (52,887 | ) | (44,681 | ) | 15,000 | (82,568 | ) | ||||||||||
Net cash used in financing activities | (61,708 | ) | (117,002 | ) | (15,000 | ) | (193,710 | ) | |||||||||
Net increase (decrease) in cash and cash equivalents | 51,008 | (43,682 | ) | — | 7,326 | ||||||||||||
CASH AND CASH EQUIVALENTS, beginning of period | — | 62,897 | — | 62,897 | |||||||||||||
CASH AND CASH EQUIVALENTS, end of period | $ | 51,008 | $ | 19,215 | $ | — | $ | 70,223 | |||||||||
Organization_and_Operations_Ad
Organization and Operations - Additional Information (Detail) | Sep. 30, 2014 |
State | |
Bed | |
Facility | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ' |
Number of facilities owned by government partners, managed | 12 |
Number of facilities owned or controlled by company | 52 |
Number of beds at the facility | 84,500 |
Number of states in which company facilities are located | 19 |
Schedule_of_Financial_Instrume
Schedule of Financial Instruments Having Difference Between Carrying Amount and Fair Value (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Investment in direct financing lease, Carrying Amount | $5,994 | $7,466 |
Note receivable from APM, Carrying Amount | 4,758 | 4,831 |
Debt, Carrying Amount | -1,240,000 | -1,205,000 |
Investment in direct financing lease, Fair Value | 6,692 | 8,609 |
Note receivable from APM, Fair Value | 8,639 | 9,006 |
Debt, Fair Value | ($1,220,000) | ($1,179,375) |
Goodwill_Additional_Informatio
Goodwill - Additional Information (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Goodwill and Intangible Assets Disclosure [Line Items] | ' | ' |
Establishment of goodwill | 'This goodwill was established in connection with the acquisition of Correctional Alternatives, Inc. ("CAI") during the third quarter of 2013, as further described in Note 4, and the acquisitions of two service companies during 2000. | ' |
Goodwill | $16,110 | $16,110 |
Recovered_Sheet1
Real Estate Activations, Acquisitions, Developments, and Closures - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Jul. 31, 2013 | Jul. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2012 | Sep. 30, 2014 | Oct. 31, 2013 | Sep. 30, 2014 | Nov. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Bed | Bed | Correctional Alternatives, Inc. | Correctional Alternatives, Inc. | San Diego Correctional Facility | Otay Mesa Detention Center | Red Rock Correctional Center | Red Rock Correctional Center | State of California Department of Corrections and Rehabilitation | Facility | Houston Educational Facility | Houston Educational Facility | South Texas Family Residential Center | Third Party Lessor | ICE | Idle Facilities | Idle Facilities | Idle Facilities | Idle Facilities | Non-appropriation of fund | Maximum | Minimum | Installment Payment | |||||
Facility | Facility | Person | Facility | acre | Third Party Lessor | South Texas Family Residential Center | South Texas Family Residential Center | ICE | |||||||||||||||||||
RenewalOptions | Facility | Installment | |||||||||||||||||||||||||
Facility Activations Developments And Closures [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration paid | ' | ' | ' | ' | ' | $36,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition transaction related expenses | ' | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price, goodwill | 16,110,000 | ' | 16,110,000 | ' | 16,110,000 | ' | 7,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price, identifiable intangible assets | ' | ' | ' | ' | ' | ' | 26,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price, intangible liabilities | ' | ' | ' | ' | ' | ' | 7,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price, net tangible assets | ' | ' | ' | ' | ' | ' | 17,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price, deferred tax liabilities | ' | ' | ' | ' | ' | ' | 7,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Expense | 282,712,000 | 301,489,000 | 857,702,000 | 903,712,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | 1,400,000 | 6,200,000 | 4,400,000 | ' | ' | ' | ' |
Offer from third party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale, expected closing date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2014-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying value of idle facilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Asset impairments | ' | 985,000 | 2,238,000 | 985,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of beds at the facility | 84,500 | ' | 84,500 | ' | ' | ' | ' | 1,154 | 1,492 | ' | 1,596 | ' | ' | 2,552 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,400 | ' | ' |
Lease expiration date | ' | ' | ' | ' | ' | ' | ' | 31-Dec-15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount invested to acquire property | ' | ' | ' | ' | ' | ' | ' | ' | 102,900,000 | ' | ' | ' | 38,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected additional number of offenders to be managed by the company | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management contract, initial term | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | ' | ' |
Management contract, number of renewal options | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management contract, renewal option term | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of guaranteed occupancy under management contract | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90.00% | ' | ' | 90.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management contract term facility will revert to the state of Arizona | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital improvements for certain physical plant modifications | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum number of useful life in years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease agreement commencing date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Dec-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Renewal options term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual rent | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rent increase percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tenant improvements expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement notice period for termination | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '90 days | ' | ' | ' | ' | ' | '60 days | ' | '90 days | ' |
Leased site, area | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining lease obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 306,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease termination penalty | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,400,000 | ' | ' | ' |
Contractually committed for various other services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $70,000,000 | ' | ' | ' | ' | ' | ' | ' | $35,000,000 |
Installments due | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Dec-14 |
Number of installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 |
Idled_Facilities_and_Respectiv
Idled Facilities and Respective Carrying Values Excluding Equipment and Other Assets (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Facility | ||
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 84,500 | ' |
Shelby Training Center | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 200 | ' |
Date Idled | '2008 | ' |
Net Carrying Value | $452 | $751 |
Queensgate Correctional Facility | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 850 | ' |
Date Idled | '2009 | ' |
Net Carrying Value | 11,533 | 11,808 |
Prairie Correctional Facility | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 1,600 | ' |
Date Idled | '2010 | ' |
Net Carrying Value | 18,516 | 19,366 |
Huerfano County Correctional Center | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 752 | ' |
Date Idled | '2010 | ' |
Net Carrying Value | 19,214 | 19,800 |
Diamondback Correctional Facility | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 2,160 | ' |
Date Idled | '2010 | ' |
Net Carrying Value | 43,217 | 44,223 |
Otter Creek Correctional Center | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 656 | ' |
Date Idled | '2012 | ' |
Net Carrying Value | 24,178 | 24,805 |
Mineral Wells Pre-Parole Transfer Facility | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 2,103 | ' |
Date Idled | '2013 | ' |
Net Carrying Value | 17,358 | 17,856 |
Marion Adjustment Center Facility | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 826 | ' |
Date Idled | '2013 | ' |
Net Carrying Value | 13,090 | 13,429 |
Total Idle Facilities | ' | ' |
Facility Activations Developments And Closures [Line Items] | ' | ' |
Design Capacity | 9,147 | ' |
Net Carrying Value | $147,558 | $152,038 |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2013 |
Dawson State Jail | Wilkinson County Correctional Facility | |||
Facility | Facility | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' |
Housing capacity of terminated facility, in beds | ' | ' | 2,216 | 1,000 |
Assets of discontinued operations | $0 | ' | ' | ' |
Current assets of discontinued operations | ' | 15,000 | ' | ' |
Current liabilities of discontinued operations | $53,000 | $886,000 | ' | ' |
Summarized_Results_of_Operatio
Summarized Results of Operations for Discontinued Facilities (Detail) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Discontinued Operations [Line Items] | ' | ' |
Managed-only, Revenue | $2,007 | $19,984 |
Disposal Group, Including Discontinued Operation, Revenue | 2,007 | 19,984 |
Managed-only, Expenses | 2,945 | 22,529 |
Depreciation and amortization, Expenses | 124 | 799 |
Asset impairments | ' | 2,637 |
Disposal Group, Including Discontinued Operation, Operating Expense, Total | 3,069 | 25,965 |
OPERATING LOSS | -1,062 | -5,981 |
Other expense | -16 | -17 |
LOSS FROM DISCONTINUED OPERATIONS BEFORE INCOME TAXES | -1,078 | -5,998 |
Income tax benefit | 415 | 2,241 |
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAXES | ($663) | ($3,757) |
Schedule_of_Debt_Outstanding_D
Schedule of Debt Outstanding (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $1,240,000 | $1,205,000 |
Revolving Credit Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 565,000 | 530,000 |
Senior Notes 4.625% Due 2023 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 350,000 | 350,000 |
Senior Notes 4.125% Due 2020 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $325,000 | $325,000 |
Schedule_of_Debt_Outstanding_P
Schedule of Debt Outstanding (Parenthetical) (Detail) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Revolving Credit Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Revolving Credit Facility maturity date | 31-Dec-17 | ' |
Weighted average rate | 1.90% | 1.70% |
Senior Notes interest payable dates | 'interest payable periodically at variable interest rates. | ' |
Senior Notes 4.625% Due 2023 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest rate stated percentage of Senior Notes | 4.63% | ' |
Note maturity date | 1-May-23 | ' |
Senior Notes interest payable dates | 'interest payable semi-annually in May and November at 4.625%. | ' |
Senior Notes 4.125% Due 2020 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest rate stated percentage of Senior Notes | 4.13% | ' |
Note maturity date | 1-Apr-20 | ' |
Senior Notes interest payable dates | 'interest payable semi-annually in April and October at 4.125%. | ' |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Mar. 31, 2013 | Sep. 30, 2014 | Mar. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Apr. 30, 2013 | Apr. 30, 2013 | Sep. 30, 2014 | Apr. 30, 2013 | Sep. 30, 2014 | Apr. 30, 2013 |
Amended Revolving Credit Facility | Amended Revolving Credit Facility | Amended Revolving Credit Facility | Amended Revolving Credit Facility | Amended Revolving Credit Facility | Letter of Credit | Senior Notes Due 2020 | Senior Notes Due 2023 | Senior Notes 4.125% Due 2020 | Senior Notes 4.125% Due 2020 | Senior Notes 4.625% Due 2023 | Senior Notes 4.625% Due 2023 | |
Minimum | Maximum | Issuance Of Debt | Issuance Of Debt | Issuance Of Debt | Issuance Of Debt | |||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility maximum borrowing capacity | $900 | $900 | $785 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving Credit Facility maturity extension period | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving Credit Facility maturity date | '2017-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issuance costs, capitalized | 2.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit interest on outstanding borrowings | ' | 'At CCAbs option, interest on outstanding borrowings under the $900.0 Million Revolving Credit Facility is based on either a base rate plus a margin ranging from 0.25% to 1.0% or a London Interbank Offered Rate (bLIBORb) plus a margin ranging from 1.25% to 2.0% based on CCAbs leverage ratio. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Base rate plus a margin | ' | 0.75% | ' | 0.25% | 1.00% | ' | ' | ' | ' | ' | ' | ' |
LIBOR plus a margin | ' | 1.75% | ' | 1.25% | 2.00% | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, aggregate principal amount of additional borrowing | ' | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublimit swing line loans | ' | 30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of commitment fee to unfunded balance | ' | 0.35% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowings under credit facility | ' | 565 | ' | ' | ' | 16.3 | ' | ' | ' | ' | ' | ' |
Line of credit facility | ' | 318.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublimit for issuance of standby letters of credit | ' | 50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of capital stock of foreign subsidiary secured by pledge under Revolving Credit Facilities | ' | 65.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount | ' | ' | ' | ' | ' | ' | $325 | $350 | ' | ' | ' | ' |
Debt instrument due date | ' | ' | ' | ' | ' | ' | 1-Apr-20 | 1-May-23 | 1-Apr-20 | ' | 1-May-23 | ' |
Debt instrument interest rate | ' | ' | ' | ' | ' | ' | 4.13% | 4.63% | 4.13% | ' | 4.63% | ' |
Debt instrument redemption percentage of par | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | 100.00% |
Declared_Common_Stock_Dividend
Declared Common Stock Dividends (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Dividend Payment 1st | ' |
Dividends Payable [Line Items] | ' |
Declaration Date | 22-Feb-13 |
Record Date | 3-Apr-13 |
Payable Date | 15-Apr-13 |
Per Share | $0.53 |
Dividend Payment 2nd | ' |
Dividends Payable [Line Items] | ' |
Declaration Date | 16-May-13 |
Record Date | 3-Jul-13 |
Payable Date | 15-Jul-13 |
Per Share | $0.48 |
Dividend Payment 3rd | ' |
Dividends Payable [Line Items] | ' |
Declaration Date | 16-Aug-13 |
Record Date | 2-Oct-13 |
Payable Date | 15-Oct-13 |
Per Share | $0.48 |
Dividend Payment 4th | ' |
Dividends Payable [Line Items] | ' |
Declaration Date | 12-Dec-13 |
Record Date | 2-Jan-14 |
Payable Date | 15-Jan-14 |
Per Share | $0.48 |
Dividend Payment 5th | ' |
Dividends Payable [Line Items] | ' |
Declaration Date | 20-Feb-14 |
Record Date | 2-Apr-14 |
Payable Date | 15-Apr-14 |
Per Share | $0.51 |
Dividend Payment 6th | ' |
Dividends Payable [Line Items] | ' |
Declaration Date | 15-May-14 |
Record Date | 2-Jul-14 |
Payable Date | 15-Jul-14 |
Per Share | $0.51 |
Dividend Payment 7th | ' |
Dividends Payable [Line Items] | ' |
Declaration Date | 14-Aug-14 |
Record Date | 2-Oct-14 |
Payable Date | 15-Oct-14 |
Per Share | $0.51 |
Stockholders_Equity_Additional
Stockholders Equity - Additional Information (Detail) (USD $) | 9-May-13 | Apr. 08, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Dividend Declared | Special Dividend | Maximum | Stock options | Stock options | Stock options | Stock options | Stock options | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | Restricted stock based compensation | ||
Special Dividend | General and Administrative Expense | General and Administrative Expense | General and Administrative Expense | General and Administrative Expense | Officers And Executive Officers | Other Employees | General and Administrative Expense | General and Administrative Expense | General and Administrative Expense | General and Administrative Expense | Operating Expense | Operating Expense | Operating Expense | Operating Expense | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend declared | ' | $675,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend declared per share | ' | $6.66 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend declared payment date | ' | 20-May-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend declared record date | ' | 19-Apr-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend declared, maximum percentage of cash dividend | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend declared, cash | ' | ' | ' | 135,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares of CCA common stock distributed pursuant to the special dividend | ' | ' | 13,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing price of common stock | $38.90 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expense net of estimated forfeitures, relating to common stock options | ' | ' | ' | ' | ' | 400,000 | 700,000 | 1,500,000 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock options outstanding | ' | ' | ' | ' | 2,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average exercise price of common stock outstanding | ' | ' | ' | ' | $19.86 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted common stock and common stock units and stock options issued by CCA to certain of its employees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 548,000 | 423,000 | ' | ' | ' | ' | 478,000 | 378,000 | ' | ' | 70,000 | 45,000 |
Fair value of restricted common stock and common stock units and stock options issued by CCA to certain of its employees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,800,000 | 15,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Performance criteria, cumulative period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of awards eligible to vest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33.33% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period, continuous service requirement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated share-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,100,000 | $2,600,000 | $9,000,000 | $7,300,000 | ' | ' | $2,700,000 | $2,300,000 | $7,900,000 | $6,400,000 | $400,000 | $300,000 | $1,100,000 | $900,000 |
Restricted common stock and common stock units remained outstanding and subject to vesting | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule_of_Calculation_of_Num
Schedule of Calculation of Numerator and Denominator in Earnings Per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Income from continuing operations | $57,546 | $52,506 | $165,016 | $257,121 |
Loss from discontinued operations, net of taxes | ' | -663 | ' | -3,757 |
Net income | 57,546 | 51,843 | 165,016 | 253,364 |
Weighted average shares and assumed conversions | 117,389 | 116,872 | 117,183 | 109,300 |
Income from continuing operations | $0.50 | $0.46 | $1.42 | $2.38 |
Loss from discontinued operations, net of taxes | ' | ($0.01) | ' | ($0.03) |
Net income | $0.50 | $0.45 | $1.42 | $2.35 |
Income from continuing operations | $0.49 | $0.45 | $1.41 | $2.35 |
Loss from discontinued operations, net of taxes | ' | ($0.01) | ' | ($0.03) |
Net income | $0.49 | $0.44 | $1.41 | $2.32 |
Basic Earnings Per Share | ' | ' | ' | ' |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Income from continuing operations | 57,546 | 52,506 | 165,016 | 257,121 |
Loss from discontinued operations, net of taxes | ' | -663 | ' | -3,757 |
Net income | 57,546 | 51,843 | 165,016 | 253,364 |
Weighted average common shares outstanding, basic | 116,185 | 115,282 | 116,025 | 107,640 |
Diluted Earnings Per Share | ' | ' | ' | ' |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Income from continuing operations | 57,546 | 52,506 | 165,016 | 257,121 |
Loss from discontinued operations, net of taxes | ' | -663 | ' | -3,757 |
Net income | $57,546 | $51,843 | $165,016 | $253,364 |
Weighted average common shares outstanding, diluted | 116,185 | 115,282 | 116,025 | 107,640 |
Stock options | ' | ' | ' | ' |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Effect of dilutive securities | 886 | 1,165 | 895 | 1,335 |
Restricted stock based compensation | ' | ' | ' | ' |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Effect of dilutive securities | 318 | 425 | 263 | 325 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Apr. 30, 2013 | |
Special Dividend | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ' |
Number of shares of CCA common stock distributed pursuant to the special dividend | ' | ' | ' | ' | 13,900,000 |
Stock options excluded from computation of earnings per share because they were anti-dilutive | 16,000 | 16,000 | 16,000 | 15,000 | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Feb. 28, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 1997 |
LegalMatter | Hardeman County Correctional Facilities Corporation | Hardeman County Correctional Facilities Corporation | ||
Bed | Facility | |||
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Compensation amount on contractual disputes | ($1) | ' | ' | ' |
Number of pending legal proceedings that would have an effect on consolidated financial position, results of operations, or cash flows | ' | 0 | ' | ' |
Issuance of revenue bonds | ' | ' | ' | 72.7 |
Number of beds at the facility | ' | 84,500 | ' | 2,016 |
Outstanding principal balance of revenue bonds | ' | ' | 18.6 | ' |
Outstanding principal balance of the bonds exceeded the purchase price option | ' | ' | $6.20 | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Taxes [Line Items] | ' | ' | ' | ' | ' |
Minimum Distribution Percentage of Taxable Income to Qualify for Real Estate Investment Trust | ' | ' | ' | 90.00% | ' |
Minimum distribution Percentage of Taxable Income to avoid Federal Income Taxes | ' | ' | ' | 100.00% | ' |
Expected net tax benefit | ' | ' | $137,700,000 | ' | ' |
Income tax (expense) benefit | -2,071,000 | -4,571,000 | ' | -5,490,000 | 133,253,000 |
Percentage of tax position benefit maximum than being realized upon ultimate settlement | ' | ' | ' | 50.00% | ' |
Liabilities for uncertain tax positions | $0 | ' | ' | $0 | ' |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2014 | |
Segment | |
Facility | |
Segment Reporting Information [Line Items] | ' |
Number of facilities owned and managed | 49 |
Number of facilities owned by government partners, managed | 12 |
Number of reportable segments | 2 |
Number of facilities leased to third party operators | 3 |
Schedule_of_Revenue_and_Facili
Schedule of Revenue and Facility Net Operating Income of Reportable Segments and Reconciliation to CCA's Operating Income (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total management revenue | $399,020 | $420,282 | $1,198,287 | $1,260,005 |
Total operating expenses | 275,116 | 297,955 | 842,724 | 891,411 |
Rental and other revenue | 9,454 | 1,184 | 25,103 | 3,189 |
Other operating expense | -7,596 | -3,534 | -14,978 | -12,301 |
General and administrative | -27,635 | -23,570 | -79,586 | -80,162 |
Depreciation and amortization | -28,277 | -28,151 | -85,413 | -83,203 |
Asset impairments | ' | -985 | -2,238 | -985 |
OPERATING INCOME | 69,850 | 67,271 | 198,451 | 195,132 |
Owned and managed | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total management revenue | 345,105 | 344,150 | 1,020,041 | 1,034,251 |
Total operating expenses | 227,816 | 232,778 | 683,143 | 696,681 |
OPERATING INCOME | 117,289 | 111,372 | 336,898 | 337,570 |
Managed-only | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total management revenue | 53,915 | 76,132 | 178,246 | 225,754 |
Total operating expenses | 47,300 | 65,177 | 159,581 | 194,730 |
OPERATING INCOME | 6,615 | 10,955 | 18,665 | 31,024 |
Facility | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
OPERATING INCOME | $123,904 | $122,327 | $355,563 | $368,594 |
Summary_of_Capital_Expenditure
Summary of Capital Expenditures Including Accrued Amounts for Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total capital expenditures | $107,787 | $36,801 | $161,534 | $64,511 |
Discontinued operations | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total capital expenditures | ' | ' | ' | 72 |
Owned and managed | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total capital expenditures | 101,920 | 33,439 | 151,391 | 56,781 |
Managed-only | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total capital expenditures | 872 | 756 | 2,271 | 2,161 |
Corporate and Other | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total capital expenditures | $4,995 | $2,606 | $7,872 | $5,497 |
Schedule_of_Assets_for_Reporta
Schedule of Assets for Reportable Segments (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Segment Reporting Information [Line Items] | ' | ' |
Total assets | $3,101,150 | $3,007,425 |
Owned and managed | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 2,733,764 | 2,715,719 |
Managed-only | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 71,958 | 81,551 |
Corporate and Other | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 295,428 | 210,140 |
Discontinued operations | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | ' | $15 |
Condensed_Consolidating_Balanc
Condensed Consolidating Balance Sheet (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||||
ASSETS | ' | ' | ' | ' |
Cash and cash equivalents | $48,847 | $77,909 | ' | ' |
Accounts receivable, net of allowance | 292,466 | 244,957 | ' | ' |
Current deferred tax assets | 11,430 | 9,241 | ' | ' |
Prepaid expenses and other current assets | 26,925 | 20,612 | ' | ' |
Assets held for sale | 4,145 | ' | ' | ' |
Current assets of discontinued operations | ' | 15 | ' | ' |
Total current assets | 383,813 | 352,734 | ' | ' |
Property and equipment, net | 2,614,264 | 2,546,613 | ' | ' |
Restricted cash | 2,707 | 5,589 | ' | ' |
Investment in direct financing lease | 3,811 | 5,473 | ' | ' |
Goodwill | 16,110 | 16,110 | ' | ' |
Non-current deferred tax assets | 4,537 | 3,078 | ' | ' |
Other assets | 75,908 | 77,828 | ' | ' |
Total assets | 3,101,150 | 3,007,425 | ' | ' |
LIABILITIES AND STOCKHOLDERS' EQUITY | ' | ' | ' | ' |
Accounts payable and accrued expenses | 247,762 | 252,277 | ' | ' |
Income taxes payable | 889 | 1,243 | ' | ' |
Current liabilities of discontinued operations | 53 | 886 | ' | ' |
Total current liabilities | 248,704 | 254,406 | ' | ' |
Long-term debt | 1,240,000 | 1,205,000 | ' | ' |
Other liabilities | 110,153 | 45,512 | ' | ' |
Total liabilities | 1,598,857 | 1,504,918 | ' | ' |
Total stockholders' equity | 1,502,293 | 1,502,507 | 1,506,948 | 1,521,620 |
Total liabilities and stockholders' equity | 3,101,150 | 3,007,425 | ' | ' |
Parent | ' | ' | ' | ' |
ASSETS | ' | ' | ' | ' |
Cash and cash equivalents | 10,334 | 31,647 | ' | ' |
Accounts receivable, net of allowance | 184,445 | 203,018 | ' | ' |
Current deferred tax assets | ' | 2 | ' | ' |
Prepaid expenses and other current assets | 74,107 | 7,580 | ' | ' |
Assets held for sale | 4,145 | ' | ' | ' |
Total current assets | 273,031 | 242,247 | ' | ' |
Property and equipment, net | 2,458,764 | 2,450,028 | ' | ' |
Restricted cash | 1,116 | 1,016 | ' | ' |
Investment in direct financing lease | 3,811 | 5,473 | ' | ' |
Other assets | 261,040 | 245,028 | ' | ' |
Total assets | 2,997,762 | 2,943,792 | ' | ' |
LIABILITIES AND STOCKHOLDERS' EQUITY | ' | ' | ' | ' |
Accounts payable and accrued expenses | 253,266 | 234,277 | ' | ' |
Income taxes payable | 84 | ' | ' | ' |
Current deferred tax liabilities | 13 | ' | ' | ' |
Total current liabilities | 253,363 | 234,277 | ' | ' |
Long-term debt | 1,240,000 | 1,205,000 | ' | ' |
Deferred tax liabilities | 518 | 555 | ' | ' |
Other liabilities | 1,588 | 1,453 | ' | ' |
Total liabilities | 1,495,469 | 1,441,285 | ' | ' |
Total stockholders' equity | 1,502,293 | 1,502,507 | ' | ' |
Total liabilities and stockholders' equity | 2,997,762 | 2,943,792 | ' | ' |
Combined Subsidiary Guarantors | ' | ' | ' | ' |
ASSETS | ' | ' | ' | ' |
Cash and cash equivalents | 38,513 | 46,262 | ' | ' |
Accounts receivable, net of allowance | 240,877 | 178,894 | ' | ' |
Current deferred tax assets | 11,443 | 9,239 | ' | ' |
Prepaid expenses and other current assets | 31,423 | 22,856 | ' | ' |
Current assets of discontinued operations | ' | 15 | ' | ' |
Total current assets | 322,256 | 257,266 | ' | ' |
Property and equipment, net | 155,500 | 96,585 | ' | ' |
Restricted cash | 1,591 | 4,573 | ' | ' |
Goodwill | 16,110 | 16,110 | ' | ' |
Non-current deferred tax assets | 5,055 | 3,633 | ' | ' |
Other assets | 47,451 | 45,149 | ' | ' |
Total assets | 547,963 | 423,316 | ' | ' |
LIABILITIES AND STOCKHOLDERS' EQUITY | ' | ' | ' | ' |
Accounts payable and accrued expenses | 135,422 | 164,745 | ' | ' |
Income taxes payable | 805 | 1,243 | ' | ' |
Note payable to an affiliate | 70,500 | ' | ' | ' |
Current liabilities of discontinued operations | 53 | 886 | ' | ' |
Total current liabilities | 206,780 | 166,874 | ' | ' |
Long-term debt | 115,000 | 115,000 | ' | ' |
Other liabilities | 108,565 | 44,059 | ' | ' |
Total liabilities | 430,345 | 325,933 | ' | ' |
Total stockholders' equity | 117,618 | 97,383 | ' | ' |
Total liabilities and stockholders' equity | 547,963 | 423,316 | ' | ' |
Consolidating Adjustments and Other | ' | ' | ' | ' |
ASSETS | ' | ' | ' | ' |
Accounts receivable, net of allowance | -132,856 | -136,955 | ' | ' |
Current deferred tax assets | -13 | ' | ' | ' |
Prepaid expenses and other current assets | -78,605 | -9,824 | ' | ' |
Total current assets | -211,474 | -146,779 | ' | ' |
Non-current deferred tax assets | -518 | -555 | ' | ' |
Other assets | -232,583 | -212,349 | ' | ' |
Total assets | -444,575 | -359,683 | ' | ' |
LIABILITIES AND STOCKHOLDERS' EQUITY | ' | ' | ' | ' |
Accounts payable and accrued expenses | -140,926 | -146,745 | ' | ' |
Current deferred tax liabilities | -13 | ' | ' | ' |
Note payable to an affiliate | -70,500 | ' | ' | ' |
Total current liabilities | -211,439 | -146,745 | ' | ' |
Long-term debt | -115,000 | -115,000 | ' | ' |
Deferred tax liabilities | -518 | -555 | ' | ' |
Total liabilities | -326,957 | -262,300 | ' | ' |
Total stockholders' equity | -117,618 | -97,383 | ' | ' |
Total liabilities and stockholders' equity | ($444,575) | ($359,683) | ' | ' |
Condensed_Consolidating_Statem
Condensed Consolidating Statement of Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Condensed Financial Statements, Captions [Line Items] | ' | ' | ' | ' |
REVENUES | $408,474 | $421,466 | $1,223,390 | $1,263,194 |
EXPENSES: | ' | ' | ' | ' |
Operating | 282,712 | 301,489 | 857,702 | 903,712 |
General and administrative | 27,635 | 23,570 | 79,586 | 80,162 |
Depreciation and amortization | 28,277 | 28,151 | 85,413 | 83,203 |
Asset impairments | ' | 985 | 2,238 | 985 |
Costs and Expenses | 338,624 | 354,195 | 1,024,939 | 1,068,062 |
OPERATING INCOME | 69,850 | 67,271 | 198,451 | 195,132 |
OTHER (INCOME) EXPENSE: | ' | ' | ' | ' |
Interest expense, net | 10,376 | 10,378 | 29,088 | 34,856 |
Expenses associated with debt refinancing transactions | ' | ' | ' | 36,528 |
Other (income) expense | -143 | -184 | -1,143 | -120 |
Total non-operating expense (income) | 10,233 | 10,194 | 27,945 | 71,264 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 59,617 | 57,077 | 170,506 | 123,868 |
Income tax benefit (expense) | -2,071 | -4,571 | -5,490 | 133,253 |
Income from continuing operations | 57,546 | 52,506 | 165,016 | 257,121 |
Loss from discontinued operations, net of taxes | ' | -663 | ' | -3,757 |
NET INCOME | 57,546 | 51,843 | 165,016 | 253,364 |
Parent | ' | ' | ' | ' |
Condensed Financial Statements, Captions [Line Items] | ' | ' | ' | ' |
REVENUES | 319,127 | 312,837 | 939,686 | 945,213 |
EXPENSES: | ' | ' | ' | ' |
Operating | 226,820 | 232,380 | 671,914 | 704,221 |
General and administrative | 8,719 | 6,954 | 25,648 | 24,649 |
Depreciation and amortization | 20,389 | 19,268 | 60,266 | 56,855 |
Asset impairments | ' | ' | 2,238 | ' |
Costs and Expenses | 255,928 | 258,602 | 760,066 | 785,725 |
OPERATING INCOME | 63,199 | 54,235 | 179,620 | 159,488 |
OTHER (INCOME) EXPENSE: | ' | ' | ' | ' |
Interest expense, net | 8,821 | 8,877 | 26,232 | 29,593 |
Expenses associated with debt refinancing transactions | ' | ' | ' | 28,563 |
Other (income) expense | 250 | -275 | 87 | 45 |
Total non-operating expense (income) | 9,071 | 8,602 | 26,319 | 58,201 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 54,128 | 45,633 | 153,301 | 101,287 |
Income tax benefit (expense) | -208 | -217 | -342 | 137,981 |
Income from continuing operations | 53,920 | 45,416 | 152,959 | 239,268 |
Income from equity in subsidiaries | 3,626 | 6,427 | 12,057 | 14,096 |
NET INCOME | 57,546 | 51,843 | 165,016 | 253,364 |
Combined Subsidiary Guarantors | ' | ' | ' | ' |
Condensed Financial Statements, Captions [Line Items] | ' | ' | ' | ' |
REVENUES | 310,597 | 337,548 | 936,352 | 1,007,279 |
EXPENSES: | ' | ' | ' | ' |
Operating | 277,142 | 298,028 | 838,436 | 888,789 |
General and administrative | 18,916 | 16,616 | 53,938 | 55,513 |
Depreciation and amortization | 7,888 | 8,883 | 25,147 | 26,348 |
Asset impairments | ' | 985 | ' | 985 |
Costs and Expenses | 303,946 | 324,512 | 917,521 | 971,635 |
OPERATING INCOME | 6,651 | 13,036 | 18,831 | 35,644 |
OTHER (INCOME) EXPENSE: | ' | ' | ' | ' |
Interest expense, net | 1,555 | 1,501 | 2,856 | 5,263 |
Expenses associated with debt refinancing transactions | ' | ' | ' | 7,965 |
Other (income) expense | -61 | 111 | -589 | -107 |
Total non-operating expense (income) | 1,494 | 1,612 | 2,267 | 13,121 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 5,157 | 11,424 | 16,564 | 22,523 |
Income tax benefit (expense) | -1,863 | -4,354 | -5,148 | -4,728 |
Income from continuing operations | 3,294 | 7,070 | 11,416 | 17,795 |
Loss from discontinued operations, net of taxes | ' | -663 | ' | -3,757 |
NET INCOME | 3,294 | 6,407 | 11,416 | 14,038 |
Consolidating Adjustments and Other | ' | ' | ' | ' |
Condensed Financial Statements, Captions [Line Items] | ' | ' | ' | ' |
REVENUES | -221,250 | -228,919 | -652,648 | -689,298 |
EXPENSES: | ' | ' | ' | ' |
Operating | -221,250 | -228,919 | -652,648 | -689,298 |
Costs and Expenses | -221,250 | -228,919 | -652,648 | -689,298 |
OTHER (INCOME) EXPENSE: | ' | ' | ' | ' |
Other (income) expense | -332 | -20 | -641 | -58 |
Total non-operating expense (income) | -332 | -20 | -641 | -58 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 332 | 20 | 641 | 58 |
Income from continuing operations | 332 | 20 | 641 | 58 |
Income from equity in subsidiaries | -3,626 | -6,427 | -12,057 | -14,096 |
NET INCOME | ($3,294) | ($6,407) | ($11,416) | ($14,038) |
Condensed_Consolidating_Statem1
Condensed Consolidating Statement of Cash Flows (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Condensed Financial Statements, Captions [Line Items] | ' | ' |
Net cash provided by (used in) operating activities | $248,689 | $283,604 |
Net cash provided by (used in) investing activities | -141,494 | -82,568 |
Net cash provided by (used in) financing activities | -136,267 | -193,710 |
Net increase (decrease) in cash and cash equivalents | -29,072 | 7,326 |
CASH AND CASH EQUIVALENTS, beginning of period | 77,919 | 62,897 |
CASH AND CASH EQUIVALENTS, end of period | 48,847 | 70,223 |
Parent | ' | ' |
Condensed Financial Statements, Captions [Line Items] | ' | ' |
Net cash provided by (used in) operating activities | 253,232 | 165,603 |
Net cash provided by (used in) investing activities | -130,102 | -52,887 |
Net cash provided by (used in) financing activities | -144,443 | -61,708 |
Net increase (decrease) in cash and cash equivalents | -21,313 | 51,008 |
CASH AND CASH EQUIVALENTS, beginning of period | 31,647 | ' |
CASH AND CASH EQUIVALENTS, end of period | 10,334 | 51,008 |
Combined Subsidiary Guarantors | ' | ' |
Condensed Financial Statements, Captions [Line Items] | ' | ' |
Net cash provided by (used in) operating activities | -4,543 | 118,001 |
Net cash provided by (used in) investing activities | -81,892 | -44,681 |
Net cash provided by (used in) financing activities | 78,676 | -117,002 |
Net increase (decrease) in cash and cash equivalents | -7,759 | -43,682 |
CASH AND CASH EQUIVALENTS, beginning of period | 46,272 | 62,897 |
CASH AND CASH EQUIVALENTS, end of period | 38,513 | 19,215 |
Consolidating Adjustments and Other | ' | ' |
Condensed Financial Statements, Captions [Line Items] | ' | ' |
Net cash provided by (used in) investing activities | 70,500 | 15,000 |
Net cash provided by (used in) financing activities | ($70,500) | ($15,000) |