Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | CXW | |
Entity Registrant Name | CORECIVIC, INC. | |
Entity Central Index Key | 0001070985 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 120,276,916 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-16109 | |
Entity Tax Identification Number | 62-1763875 | |
Entity Address, Address Line One | 5501 VIRGINIA WAY | |
Entity Address, City or Town | BRENTWOOD | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37027 | |
City Area Code | 615 | |
Local Phone Number | 263-3000 | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NYSE | |
Entity Incorporation, State or Country Code | MD | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
ASSETS | ||
Cash and cash equivalents | $ 168,141 | $ 113,219 |
Restricted cash | 16,413 | 23,549 |
Accounts receivable, net of credit loss reserve of $6,105 and $6,103, respectively | 259,620 | 267,705 |
Prepaid expenses and other current assets | 27,681 | 33,243 |
Assets held for sale | 281,523 | 279,406 |
Total current assets | 753,378 | 717,122 |
Real estate and related assets: | ||
Property and equipment, net of accumulated depreciation of $1,572,711 and $1,559,388, respectively | 2,333,340 | 2,350,272 |
Other real estate assets | 225,341 | 228,243 |
Goodwill | 5,902 | 5,902 |
Non-current deferred tax assets | 11,113 | |
Other assets | 395,843 | 396,663 |
Total assets | 3,713,804 | 3,709,315 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable and accrued expenses | 346,494 | 274,318 |
Current portion of long-term debt | 38,914 | 39,087 |
Total current liabilities | 385,408 | 313,405 |
Long-term debt, net | 1,719,115 | 1,747,664 |
Deferred revenue | 22,804 | 18,336 |
Non-current deferred tax liabilities | 85,356 | |
Other liabilities | 210,886 | 216,468 |
Total liabilities | 2,423,569 | 2,295,873 |
Commitments and contingencies | ||
Preferred stock – $0.01 par value; 50,000 shares authorized; none issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 0 | 0 |
Common stock – $0.01 par value; 300,000 shares authorized; 120,277 and 119,638 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 1,203 | 1,196 |
Additional paid-in capital | 1,838,066 | 1,835,494 |
Accumulated deficit | (572,305) | (446,519) |
Total stockholders' equity | 1,266,964 | 1,390,171 |
Non-controlling interest – operating partnership | 23,271 | 23,271 |
Total equity | 1,290,235 | 1,413,442 |
Total liabilities and equity | $ 3,713,804 | $ 3,709,315 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Accounts receivable, credit loss reserve | $ 6,105 | $ 6,103 |
Accumulated depreciation | $ 1,572,711 | $ 1,559,388 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 120,277,000 | 119,638,000 |
Common stock, shares outstanding | 120,277,000 | 119,638,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
REVENUES | $ 454,718 | $ 491,101 |
EXPENSES: | ||
Operating | 332,884 | 362,315 |
General and administrative | 29,530 | 31,279 |
Depreciation and amortization | 32,712 | 37,952 |
Shareholder litigation expense | 51,745 | |
Asset impairments | 1,308 | 536 |
Costs and Expenses, Total | 448,179 | 432,082 |
OPERATING INCOME | 6,539 | 59,019 |
OTHER (INCOME) EXPENSE: | ||
Interest expense, net | 18,428 | 22,538 |
Other (income) expense | 148 | (533) |
Total non-operating expense (income) | 18,576 | 22,005 |
INCOME (LOSS) BEFORE INCOME TAXES | (12,037) | 37,014 |
Income tax expense | (113,531) | (3,776) |
NET INCOME (LOSS) | (125,568) | 33,238 |
Net income attributable to non-controlling interest | (1,181) | |
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ (125,568) | $ 32,057 |
BASIC EARNINGS (LOSS) PER SHARE | $ (1.05) | $ 0.27 |
DILUTED EARNINGS (LOSS) PER SHARE | $ (1.05) | $ 0.27 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Interest, capitalized interest | $ 0 | $ 0.5 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ (125,568) | $ 33,238 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 32,712 | 37,952 |
Asset impairments | 1,308 | 536 |
Amortization of debt issuance costs and other non-cash interest | 1,566 | 1,356 |
Deferred income taxes | 96,469 | 2,395 |
Non-cash revenue and other income | 385 | (2,705) |
Non-cash equity compensation | 4,213 | 4,610 |
Other expenses and non-cash items | 2,403 | 3,810 |
Changes in assets and liabilities, net: | ||
Accounts receivable, prepaid expenses and other assets | 13,670 | 7,648 |
Accounts payable, accrued expenses and other liabilities | 72,438 | (13,463) |
Net cash provided by operating activities | 99,596 | 75,377 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Expenditures for facility development and expansions | (4,001) | (22,233) |
Expenditures for other capital improvements | (12,221) | (8,618) |
Acquisitions, net of cash acquired | (8,849) | |
Net proceeds from sale of assets | 30 | 42 |
Increase in other assets | (1,167) | (2,411) |
Net cash used in investing activities | (17,359) | (42,069) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of debt and borrowings from credit facility | 374,000 | |
Scheduled principal repayments | (9,945) | (7,553) |
Principal repayments of credit facility | (20,000) | (108,000) |
Payment of debt issuance and other refinancing and related costs | (125) | (285) |
Payment of lease obligations for financing leases | (136) | (135) |
Contingent consideration for acquisition of businesses | (1,000) | |
Dividends paid | (1,611) | (54,527) |
Purchase and retirement of common stock | (1,634) | (3,560) |
Net cash provided by (used in) financing activities | (34,451) | 199,940 |
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 47,786 | 233,248 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 136,768 | 119,093 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 184,554 | 352,341 |
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Debt assumed on acquisition of property portfolio | 52,217 | |
Establishment of right of use assets and lease liabilities | 322 | 62 |
Cash paid during the period for: | ||
Interest (net of amounts capitalized of $0.0 million and $0.5 million in 2021 and 2020, respectively) | 9,251 | 12,881 |
Income taxes paid (refunded), net | $ 69 | $ (285) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect Period of Adoption Adjustment | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated DeficitCumulative Effect Period of Adoption Adjustment | Total Stockholders' Equity | Total Stockholders' EquityCumulative Effect Period of Adoption Adjustment | Non-controlling Interest-Operating Partnership |
Balance at Dec. 31, 2019 | $ 1,376,749 | $ 1,191 | $ 1,821,810 | $ (446,252) | $ 1,376,749 | ||||
Balance (in shares) at Dec. 31, 2019 | 119,096 | ||||||||
Net income (loss) | 33,238 | 32,057 | 32,057 | $ 1,181 | |||||
Retirement of common stock | (3,560) | $ (2) | (3,558) | (3,560) | |||||
Retirement of common stock (in shares) | (207) | ||||||||
Dividends declared on common stock | (53,415) | (53,415) | (53,415) | ||||||
Restricted stock compensation, net of forfeitures | 4,610 | 4,610 | 4,610 | ||||||
Restricted stock grants | $ 7 | (7) | |||||||
Restricted stock grants (in shares) | 740 | ||||||||
Contributions to operating partnership | 23,271 | 23,271 | |||||||
Distributions to non-controlling interest | (1,181) | (1,181) | |||||||
Balance at Mar. 31, 2020 | 1,378,676 | $ (1,036) | $ 1,196 | 1,822,855 | (468,646) | $ (1,036) | 1,355,405 | $ (1,036) | 23,271 |
Balance (in shares) at Mar. 31, 2020 | 119,629 | ||||||||
Balance at Dec. 31, 2020 | 1,413,442 | $ 1,196 | 1,835,494 | (446,519) | 1,390,171 | 23,271 | |||
Balance (in shares) at Dec. 31, 2020 | 119,638 | ||||||||
Net income (loss) | (125,568) | (125,568) | (125,568) | ||||||
Retirement of common stock | (1,634) | $ (2) | (1,632) | (1,634) | |||||
Retirement of common stock (in shares) | (220) | ||||||||
Dividends on RSUs | (218) | (218) | (218) | ||||||
Restricted stock compensation, net of forfeitures | 4,213 | 4,213 | 4,213 | ||||||
Restricted stock grants | $ 9 | (9) | |||||||
Restricted stock grants (in shares) | 859 | ||||||||
Balance at Mar. 31, 2021 | $ 1,290,235 | $ 1,203 | $ 1,838,066 | $ (572,305) | $ 1,266,964 | $ 23,271 | |||
Balance (in shares) at Mar. 31, 2021 | 120,277 |
Consolidated Statement of Sto_2
Consolidated Statement of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Dividends declared on common stock, per share | $ 0.44 | $ 0.44 |
ORGANIZATION AND OPERATIONS
ORGANIZATION AND OPERATIONS | 3 Months Ended |
Mar. 31, 2021 | |
ORGANIZATION AND OPERATIONS | 1. ORGANIZATION AND OPERATIONS CoreCivic, Inc. (together with its subsidiaries, the "Company" or "CoreCivic") is the nation's largest owner of partnership correctional, detention, and residential reentry facilities and one of the largest prison operators in the United States. The Company also believes it is the largest private owner of real estate used by government agencies in the U.S. Through three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, the Company provides a broad range of solutions to government partners that serve the public good through corrections and detention management, a network of residential reentry centers to help address America's recidivism crisis, and government real estate solutions. As of March 31, 2021, through its CoreCivic Safety segment, the Company operated 47 correctional and detention facilities, 42 of which the Company owned, with a total design capacity of approximately 70,000 beds. Through its CoreCivic Community segment, the Company owned and operated 26 residential reentry centers with a total design capacity of approximately 5,000 beds. In addition, through its CoreCivic Properties segment, the Company owned 15 properties for lease to third parties and used by government agencies, totaling 2.7 million In addition to providing fundamental residential services, CoreCivic's correctional, detention, and reentry facilities offer a variety of rehabilitation and educational programs, including basic education, faith-based services, life skills and employment training, and substance abuse treatment. These services are intended to help reduce recidivism and to prepare offenders for their successful reentry into society upon their release. CoreCivic also provides or makes available to offenders certain health care (including medical, dental, and mental health services), food services, and work and recreational programs. CoreCivic operated as a real estate investment trust ("REIT") from January 1, 2013 through December 31, 2020. As a REIT, the Company provided services and conducted other business activities through taxable REIT subsidiaries ("TRSs"). A TRS is a subsidiary of a REIT that is subject to applicable corporate income tax rates and certain qualification requirements. The Company's use of TRSs permitted CoreCivic to engage in certain business activities in which the REIT could not engage directly, so long as those activities were conducted in entities that elected to be treated as TRSs under the Internal Revenue Code of 1986, as amended, and enabled CoreCivic to, among other things, provide correctional services at facilities it owns and at facilities owned by its government partners. A TRS is not subject to the distribution requirements applicable to REITs so it may retain income generated by its operations for reinvestment. On August 5, 2020, the Company announced that the Board of Directors ("BOD") unanimously approved a plan to revoke the Company's REIT election and become a taxable C Corporation, effective January 1, 2021. As a result, the Company is no longer required to operate under REIT rules, including the requirement to distribute at least 90% of its taxable income to its stockholders, which provides the Company with greater flexibility to use its free cash flow. Effective January 1, 2021, the Company is subject to federal and state income taxes on its taxable income at applicable tax rates, and is no longer entitled to a tax deduction for dividends paid. The Company continued to operate as a REIT for the 2020 tax year, and existing REIT requirements and limitations, including those established by the Company’s organizational documents, remained in place until January 1, 2021. The BOD also voted unanimously to discontinue the Company's quarterly dividend and prioritize allocating the Company’s free cash flow to reduce debt . |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited interim consolidated financial statements have been prepared by the Company and, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of results for the unaudited interim periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted. The results of operations for the interim period are not necessarily indicative of the results to be obtained for the full fiscal year. Reference is made to the audited financial statements of CoreCivic included in its Annual Report on Form 10-K for the year ended December 31, 2020 filed with the Securities and Exchange Commission (the "SEC") on February 22, 2021 (the "2020 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 Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants and the SEC applicable to financial statements beginning January 1, 2021 or later did not, or are not expected to, have a material effect on the Company's results of operations or financial position. Fair Value of Financial Instruments To meet the reporting requirements of Accounting Standards Codification ("ASC") 825, "Financial Instruments", regarding fair value of financial instruments, CoreCivic calculates the estimated fair value of financial instruments using market interest rates, quoted market prices of similar instruments, or discounted cash flow techniques with observable Level 1 inputs for publicly traded debt and Level 2 inputs for all other financial instruments, as defined in ASC 820, "Fair Value Measurement". At March 31, 2021 and December 31, 2020, there were no material differences between the carrying amounts and the estimated fair values of CoreCivic's financial instruments, other than as follows (in thousands): March 31, 2021 December 31, 2020 Carrying Amount Fair Value Carrying Amount Fair Value Note receivable from Agecroft Prison Management, LTD $ 3,121 $ 3,929 $ 3,094 $ 3,896 Debt $ (1,779,572 ) $ (1,750,259 ) $ (1,809,517 ) $ (1,774,016 ) |
GOODWILL
GOODWILL | 3 Months Ended |
Mar. 31, 2021 | |
GOODWILL | 3. GOODWILL ASU 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test of Goodwill Impairment", establishes accounting and reporting requirements for goodwill and other intangible assets. Goodwill was $5.9 million as of both March 31, 2021 and December 31, 2020, all of which was related to the Company's CoreCivic Safety segment. This goodwill was established in connection with multiple business combination transactions. Under the provisions of ASU 2017-04, CoreCivic performs a qualitative assessment 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, the Company determines it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company performs a quantitative impairment test. If a quantitative test is required, CoreCivic performs an assessment to identify the existence of impairment and to measure the excess of a reporting unit's carrying amount over its fair value by using a combination of various common valuation techniques, including market multiples and discounted cash flows under valuation methodologies that include an income approach and a market approach. The income valuation approach includes certain significant assumptions impacting projected future cash flows, such as projected revenue, projected operating costs, and the weighted average cost of capital, which are affected by expectations about future market or economic conditions. These impairment tests are required to be performed at least annually. CoreCivic performs its impairment tests during the fourth quarter, in connection with its annual budgeting process, and whenever circumstances indicate the carrying value of goodwill may not be recoverable. |
REAL ESTATE TRANSACTIONS
REAL ESTATE TRANSACTIONS | 3 Months Ended |
Mar. 31, 2021 | |
REAL ESTATE TRANSACTIONS | 4. REAL ESTATE TRANSACTIONS Acquisitions and Dispositions On January 2, 2020, CoreCivic completed the acquisition of a portfolio of 28 properties, 24 of which the counter-party contributed to Government Real Estate Solutions, LLC ("GRES"), an unrestricted subsidiary controlled by the Company, for total consideration of $83.2 million, excluding transaction-related expenses. All of the properties were leased to the federal government through the General Services Administration ("GSA"), an independent agency of the United States Government. CoreCivic financed the acquisition with $7.7 million of cash, assumed debt of $52.2 million, and the balance with the issuance of 1.3 million shares of Class A Common Interests in GRES that are convertible into cash or, at the Company's option, shares of the Company's common stock following a two-year On December 23, 2020, CoreCivic completed the sale of 42 government-leased properties, including the portfolio of 28 properties acquired in 2020 and the remaining properties acquired in 2017 and 2018, in a single transaction to a third party for an aggregate price of $106.5 million, generating net proceeds of $27.8 million after the repayment of the debt related to GRES, and other transaction-related costs. Net cash proceeds were used to pay-down a portion of the amounts outstanding under the Company's revolving credit facility. In accordance with a Tax Protection Agreement, the Company agreed to provide certain tax protection payments to the contributing partners of GRES, limited to the cash and certain other resources held by GRES. After considering the tax protection payments in connection with this sale, the Company reported a net loss on sale of $17.9 million. CoreCivic has determined that its joint venture investment in GRES represents a variable interest entity ("VIE") in accordance with ASC 810, "Consolidation". CoreCivic has 100% voting control in GRES. Accordingly, CoreCivic concluded that it is the primary beneficiary of GRES and consolidates the VIE. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. Our consolidated balance sheet as of March 31, 2021 Assets Held for Sale The Company intends to pursue the sale of certain assets in the Properties segment, utilizing any net proceeds, after the repayment of non-recourse mortgage notes associated with such properties, in furtherance of the Company’s revised capital allocation strategy. As of March 31, 2021, CoreCivic had four real estate assets classified as held for sale, including an additional asset that was not classified as held for sale at December 31, 2020. The aggregate net book value of the property and equipment of these four properties amounting to $243.6 million, and the other assets associated with the properties, consisting of deferred leasing costs and other assets amounting to $37.9 million, are reflected as assets held for sale on the Company's consolidated balance sheet as of March 31, 2021. Although the Company can provide no assurance, based on interest expressed to date, CoreCivic expects to close on the sale of these assets during 2021. Idle Facilities As of March 31, 2021, CoreCivic had five idled CoreCivic Safety correctional facilities that are currently available and being actively marketed as solutions to meet the needs of potential customers. The following table summarizes each of the idled facilities and their respective carrying values, excluding equipment and other assets that could generally be transferred and used at other facilities CoreCivic owns without significant cost (dollars in thousands) Net Carrying Values Design March 31, December 31, Facility Capacity 2021 2020 Prairie Correctional Facility 1,600 $ 14,439 $ 14,646 Huerfano County Correctional Center 752 15,731 15,895 Diamondback Correctional Facility 2,160 37,928 38,346 Marion Adjustment Center 826 10,943 11,047 Kit Carson Correctional Center 1,488 52,311 52,757 6,826 $ 131,352 $ 132,691 As of March 31, 2021, Two of the three idled facilities in the CoreCivic Community segment are located in Oklahoma. As a result of the lower resident populations from the state of Oklahoma because of COVID-19, CoreCivic transferred the remaining resident populations at its 390-bed Tulsa Transitional Center to Oklahoma's system, idling the Tulsa facility during the third quarter of 2020. Closure of the Tulsa facility followed the closure of the 200-bed Oklahoma City Transitional Center during the second quarter of 2020, and the 289-bed Turley Residential Center in Oklahoma in 2019. CoreCivic reactivated the Turley Residential Center during the first quarter of 2021 pursuant to a new contract awarded from the United States Federal Bureau of Prisons ("BOP") during the fourth quarter of 2020 for residential reentry and home confinement services to be provided in the state of Oklahoma, and provides the BOP additional reentry services at its owned and operated Oklahoma Reentry Opportunity Center, which supplements the existing utilization by the state of Oklahoma, pursuant to this new contract. During April 2021, as a result of lower resident populations from Denver County because of COVID-19, CoreCivic transferred the resident populations at its 90-bed Ulster Facility in Colorado to its Dahlia Facility in Colorado, idling the Ulster Facility. CoreCivic evaluates on a quarterly basis market developments for the potential utilization of each of these properties in order to identify events that may cause CoreCivic to reconsider its most recent assumptions, such as the agreement to sell a property at less than its carrying value. CoreCivic considers the cancellation of a contract in its Safety or Community segment or an expiration and non-renewal of a lease agreement in its CoreCivic Properties segment as indicators of impairment, and tested each of the idled properties for impairment when it was notified by the respective |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2021 | |
DEBT | 5. DEBT Debt outstanding as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands): March 31, December 31, 2021 2020 Revolving Credit Facility maturing April 2023 periodically at variable interest rates. The weighted average rate at March 31, 2021 and December 31, 2020 was 1.6% and 1.7%, respectively. $ 199,000 $ 219,000 Term Loan A maturing April 2023 variable interest rates. The rate at both March 31, 2021 and December 31, 2020 was 1.6% costs amounted to $0.1 and December 31, 2020. 177,500 180,000 Term Loan B maturing December 2024 at variable interest rates. The rate at both March 31, 2021 and December 31, 2020 was 5.5% costs amounted to $3.8 million and $4.1 million at March 31, 2021 and December 31, 2020, respectively. 232,813 237,500 4.625% Senior Notes maturing May 2023 costs amounted to $1.3 million and $1.5 million at March 31, 2021 and December 31, 2020, respectively. 350,000 350,000 5.0% Senior Notes maturing October 2022 costs amounted to $0.7 million and $0.8 million at March 31, 2021 and December 31, 2020, respectively. 250,000 250,000 4.75% Senior Notes maturing October 2027 costs amounted to $2.6 million and $2.7 million at March 31, 2021 and December 31, 2020, respectively. 250,000 250,000 4.5% Capital Commerce Center Non-Recourse Mortgage Note maturing January 2033 to $0.3 20,606 20,934 4.43% Lansing Correctional Center Non-Recourse Mortgage Note maturing January 2040 to $3.1 156,633 157,607 4.5% SSA-Baltimore Non-Recourse Mortgage Note maturing February 2034 $0.2 million at both March 31, 2021 and December 31, 2020. 143,020 144,476 Total debt 1,779,572 1,809,517 Unamortized debt issuance costs (12,168 ) (12,766 ) Unamortized original issue discount (9,375 ) (10,000 ) Current portion of long-term debt (38,914 ) (39,087 ) Long-term debt, net $ 1,719,115 $ 1,747,664 Revolving Credit Facility. On April 17, 2018, CoreCivic entered into the Second Amended and Restated Credit Agreement (referred to herein as the "Bank Credit Facility") in an aggregate principal amount of up to $1.0 billion. The Bank Credit Facility provides for a term loan of $200.0 million (the "Term Loan A") and a revolving credit facility in an aggregate principal amount of up to $800.0 million (the "Revolving Credit Facility"). The Bank Credit Facility has a maturity of April 2023 Based on CoreCivic's total leverage ratio, loans under the Revolving Credit Facility currently bear interest at the base rate plus a margin of 0.50% or at LIBOR plus a margin of 1.50%, and a commitment fee equal to 0.35% of the unfunded balance. The Revolving Credit Facility also has a $50.0 million sublimit for the issuance of standby letters of credit. As of March 31, 2021, CoreCivic had $199.0 million in borrowings outstanding under the Revolving Credit Facility as well as $13.9 million in letters of credit outstanding resulting in $587.1 million available under the Revolving Credit Facility. The Bank Credit Facility is secured by a pledge of all of the capital stock of CoreCivic's domestic restricted subsidiaries, 65% of the capital stock of CoreCivic's foreign subsidiaries, all of CoreCivic's accounts receivable, and all of CoreCivic's deposit accounts. The Bank Credit Facility requires CoreCivic 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 March 31, 2021, CoreCivic was in compliance with all such covenants. In addition, the Bank Credit Facility contains certain covenants that, among other things, limit the incurrence of additional indebtedness, payment of dividends and other customary restricted payments, permitted investments, transactions with affiliates, asset sales, mergers and consolidations, liquidations, prepayments and modifications of other indebtedness, liens and other encumbrances and other matters customarily restricted in such agreements. In addition, the Bank Credit Facility is subject to certain cross-default provisions with terms of CoreCivic's other unsecured indebtedness, and is subject to acceleration upon the occurrence of a change of control. As a result of opposition to immigration policies and the association of private companies with the enforcement of such policies, some banks, including several that are currently parties to the Bank Credit Facility, have announced that they do not expect to continue providing credit or financial services to private entities that operate correctional and detention April 2023 Incremental Term Loan A. Interest rate margins under the Term Loan A are the same as the interest rate margins under the Revolving Credit Facility. The Term Loan A also has the same collateral requirements, financial and certain other covenants, and cross-default provisions as the Revolving Credit Facility. The Term Loan A, which is pre-payable without penalty, also has a maturity concurrent with the Revolving Credit Facility due April 2023 Senior Secured Term Loan B. On December 18, 2019, CoreCivic entered into a new $250.0 million Senior Secured Term Loan B ("Term Loan B" and, together with the Bank Credit Facility, the "Credit Agreements"). The Term Loan B bears interest at a rate of LIBOR plus 4.50%, with a 1.00% LIBOR floor (or, at CoreCivic's option, a base rate plus 3.50%), and has a five-year December 2024 $325.0 million in aggregate principal amount of 4.125% senior notes originally due 2020, transaction fees and expenses, and to provide for general corporate purposes. CoreCivic capitalized approximately $5.1 million of costs associated with the issuance of the Term Loan B. As of March 31, 2021, the outstanding balance of the Term Loan B was $232.8 million. Senior Notes. Interest on the $350.0 million aggregate principal amount of CoreCivic'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. Interest on the $250.0 million aggregate principal amount of CoreCivic's 5.0% senior notes issued in September 2015 (the "5.0% Senior Notes") accrues at the stated rate and is payable in April and October of each year. The 5.0% Senior Notes are scheduled to mature on October 15, 2022. Interest on the $250.0 million aggregate principal amount of CoreCivic's 4.75% senior notes issued in October 2017 (the "4.75% Senior Notes") accrues at the stated rate and is payable in April and October of each year. The 4.75% Senior Notes are scheduled to mature on October 15, 2027. As further described in Note 11, during April 2021, the Company issued $450.0 million aggregate principal amount of new senior unsecured notes, and used a portion of the net proceeds to redeem in full the 5.0% Senior Notes and repurchase a portion of the 4.625% Senior Notes. The remaining net proceeds were used to pay-down a portion of the amounts outstanding under the Revolving Credit Facility and for general corporate purposes. The 4.625 % Senior Notes, the 5.0 % Senior Notes, and the 4.75 % 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 Bank Credit Facility. CoreCivic 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 CoreCivic's option, in whole or in part, at a redemption price equal to 100 % of the aggregate principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date . Non-Recourse Mortgage Notes: Capital Commerce Center . On January 19, 2018, CoreCivic acquired the 261,000 square-foot Capital Commerce Center, located in Tallahassee, Florida, for a purchase price of $44.7 million. The acquisition was partially financed with a $24.5 million non-recourse mortgage note (the "Capital Commerce Note"), which is fully-secured by the Capital Commerce Center property, with an interest rate of 4.5%, maturing in January 2033. Principal and interest on the Capital Commerce Note are payable in equal monthly payments over the 15-year term of the note. The Capital Commerce Note is pre-payable at any time with a prepayment charge, if any, equal to an amount so as to maintain the same yield on the Capital Commerce Note as if it had been carried through to its full term using Treasury instruments having a term equal to the remaining term of the Capital Commerce Note as of the prepayment date. CoreCivic capitalized approximately $0.4 million of costs associated with the Capital Commerce Note. As of March 31, 2021, the outstanding balance of the mortgage note was $20.6 million. Lansing Correctional Facility. On April 20, 2018, CoreCivic of Kansas, LLC (the "Issuer"), a wholly-owned unrestricted subsidiary of the Company, priced $159.5 million in aggregate principal amount of non-recourse senior secured notes of the Issuer (the "Kansas Notes"), in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended. The private placement closed on June 1, 2018. The Company used the proceeds of the private placement, which were drawn on quarterly funding dates beginning in the second quarter of 2018, to fund construction of the Lansing Correctional Facility, along with costs and expenses of the project. The Kansas Notes have a yield to maturity of 4.43% and are scheduled to mature in January 2040, 20 years following completion of the project, which occurred in January 2020. Principal and interest on the Kansas Notes are payable in quarterly payments, which began in July 2020 and continue until maturity. CoreCivic may redeem all or part of the Kansas Notes at any time upon written notice of not less than 30 days and not more than 60 days prior to the date fixed for such prepayment, with a "make-whole" amount, together with interest on the Kansas Notes accrued to, but not including, the redemption date. CoreCivic capitalized approximately $3.4 million of costs associated with the private placement. Because the Issuer has been designated as an unrestricted subsidiary of the Company under terms of the Company's Credit Agreements, the issuance and service of the Kansas Notes, and the revenues and expenses associated with the facility lease, do not impact the financial covenants associated with the Company's Credit Agreements. As of March 31, 2021, the outstanding balance of the Kansas Notes was $156.6 million. SSA-Baltimore. On August 23, 2018, CoreCivic acquired the 541,000 square-foot SSA-Baltimore office building for a purchase price of $242.0 million. In connection with the acquisition, a wholly-owned unrestricted subsidiary of the Company assumed $157.3 million of in-place financing that was used to fund the initial construction of the property in 2014. The assumed non-recourse mortgage note (the "SSA-Baltimore Note") carries a fixed interest rate of 4.5% and requires monthly principal and interest payments, with a balloon payment of $40.0 million due at maturity in February 2034 CoreCivic may also seek to issue additional debt or equity securities from time to time when the Company determines that market conditions and the opportunity to utilize the proceeds from the issuance of such securities are favorable. Debt Maturities. Scheduled principal payments as of March 31, 2021 for the remainder of 2021 , the next five years, and thereafter were as follows (in thousands): 2021 (remainder) $ 29,142 2022 292,981 2023 738,110 2024 194,937 2025 14,556 2026 15,469 Thereafter 494,377 Total debt $ 1,779,572 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
STOCKHOLDERS' EQUITY | 6. STOCKHOLDERS' EQUITY Dividends on Common Stock On February 20, 2020, the BOD declared a quarterly dividend of $0.44 per common share payable April 15, 2020 to stockholders of record on April 1, 2020. As further discussed in Note 1, on August 5, 2020, the BOD voted unanimously to approve a plan to revoke the Company’s REIT election and become a taxable C Corporation, effective January 1, 2021; the BOD also voted unanimously to discontinue the quarterly dividend and prioritize allocating the Company's free cash flow to reduce debt levels. Restricted Stock Units During the first quarter of 2021, CoreCivic issued approximately 2.6 million restricted common stock units ("RSUs") to certain of its employees and non-employee directors, with an aggregate value of $21.4 million, including 2.4 million RSUs to employees and non-employee directors whose compensation is charged to general and administrative expense and 0.2 million RSUs to employees whose compensation is charged to operating expense. During 2020, CoreCivic issued approximately 1.2 million RSUs to certain of its employees and non-employee directors, with an aggregate value of $20.9 million, including 1.1 million RSUs to employees and non-employee directors whose compensation is charged to general and administrative expense and 0.1 million RSUs to employees whose compensation is charged to operating expense. Since 2015, CoreCivic has three-year one-third During the three months ended March 31, 2021, CoreCivic expensed $4.2 million, net of forfeitures, relating to RSUs ($0.5 million of which was recorded in operating expenses and $3.7 million of which was recorded in general and administrative expenses). During the three months ended March 31, 2020, CoreCivic expensed $4.6 million, net of forfeitures, relating to RSUs ($0.5 million of which was recorded in operating expenses and $4.1 million of which was recorded in general and administrative expenses). As of March 31, 2021, approximately 3.7 million RSUs remained outstanding and subject to vesting. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2021 | |
EARNINGS PER SHARE | 7. EARNINGS PER SHARE Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the year. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. For CoreCivic, diluted earnings per share is computed by dividing net income by the weighted average number of common shares after considering the additional dilution related to restricted stock-based awards, stock options, and Operating Partnership Units. A reconciliation of the numerator and denominator of the basic earnings per share computation to the numerator and denominator of the diluted earnings per share computation is as follows (in thousands, except per share data): For the Three Months Ended March 31, 2021 2020 NUMERATOR Basic: Net income (loss) attributable to common stockholders $ (125,568 ) $ 32,057 Diluted: Net income (loss) attributable to common stockholders $ (125,568 ) $ 32,057 Net income attributable to non-controlling interest — 1,181 Diluted net income (loss) attributable to common stockholders $ (125,568 ) $ 33,238 DENOMINATOR Basic: Weighted average common shares outstanding 119,909 119,336 Diluted: Weighted average common shares outstanding 119,909 119,336 Effect of dilutive securities: Restricted stock-based awards 115 47 Non-controlling interest – Operating Partnership Units 1,342 1,342 Weighted average shares and assumed conversions 121,366 120,725 BASIC EARNINGS (LOSS) PER SHARE $ (1.05 ) $ 0.27 DILUTED EARNINGS (LOSS) PER SHARE $ (1.05 ) $ 0.27 Approximately 0.4 million and 0.6 million stock options were excluded from the computation of diluted earnings per share for the three months ended March 31, 2021 and 2020, respectively, because they were anti-dilutive. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
COMMITMENTS AND CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES Legal Proceedings The nature of CoreCivic's business results in claims and litigation alleging that it is liable for damages arising from the conduct of its employees, offenders or others. The nature of such claims includes, but is not limited to, claims arising from employee or offender misconduct, medical malpractice, employment matters, property loss, contractual claims, including claims regarding compliance with contract performance requirements, and personal injury or other damages resulting from contact with CoreCivic's facilities, personnel or offenders, including damages arising from an offender's escape or from a disturbance at a facility. CoreCivic maintains insurance to cover many of these claims, which may mitigate the risk that any single claim would have a material effect on CoreCivic's consolidated financial position, results of operations, or cash flows, provided the claim is one for which coverage is available. The combination of self-insured retentions and deductible amounts means that, in the aggregate, CoreCivic is subject to substantial self-insurance risk. Based upon management's review of the potential claims and outstanding litigation, and based upon management's experience and history of estimating losses, and taking into consideration CoreCivic's self-insured retention amounts, management believes a loss in excess of amounts already recognized would not be material to CoreCivic's financial statements. Adversarial proceedings and litigation are, however, subject to inherent uncertainties, and unfavorable decisions and rulings resulting from legal proceedings could occur which could have a material impact on CoreCivic's consolidated financial position, results of operations, or cash flows for the period in which such decisions or rulings occur, or future periods. Expenses associated with legal proceedings may also fluctuate from quarter to quarter based on changes in CoreCivic's assumptions, new developments, or by the effectiveness of CoreCivic's litigation and settlement strategies. CoreCivic records a liability in the consolidated financial statements for loss contingencies when a loss is known or considered probable, and the amount can be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and can be reasonably estimated, the estimated loss or range of loss is disclosed. When determining the estimated loss or range of loss, significant judgment is required to estimate the amount and timing of a loss to be recorded. Any receivable for insurance recoveries is recorded separately from the corresponding litigation reserve, and only if recovery is determined to be probable and the amount of payment can be determined. CoreCivic does not accrue for anticipated legal fees and costs but expenses those items as incurred. ICE Detainee Labor and Related Matters. On May 31, 2017, two former U.S. Immigration and Customs Enforcement ("ICE") detainees, who were detained at the Company's Otay Mesa Detention Center (“OMDC”) in San Diego, California, filed a class action lawsuit against the Company in the United States District Court for the Southern District of California. The complaint alleged that the Company forces detainees to perform labor under threat of punishment in violation of state and federal anti-trafficking laws and that OMDC’s Voluntary Work Program (“VWP”) violates state labor laws including state minimum wage law. ICE requires that CoreCivic offer and operate the VWP in conformance with ICE standards and ICE prescribes the minimum rate of pay for VWP participants. The Plaintiffs seek compensatory damages, exemplary damages, restitution, penalties, and interest as well as declaratory and injunctive relief on behalf of former and current detainees. On April 1, 2020, the district court certified a nationwide anti-trafficking claims class of former and current detainees at all CoreCivic ICE detention facilities. It also certified a state law class of former and current detainees at the Company’s ICE detention facilities in California. The court did not certify any claims for injunctive or declaratory relief. On March 10, 2021, the Ninth Circuit Court of Appeals granted CoreCivic's petition to appeal the class certification ruling. Since this case was initially filed, four similar lawsuits have been filed in other courts in California, Texas, Maryland and Georgia. The Company disputes these allegations and intends to take all necessary steps to vigorously defend itself against all claims. Due to the stage of this proceeding, the Company cannot reasonably predict the outcome, nor can it estimate the amount of loss or range of loss, if any, that may result. As a result, the Company has not recorded an accrual relating to this matter at this time, as losses are not considered probable or reasonably estimable at this stage of these lawsuits. Shareholder Litigation. In a memorandum to the BOP dated August 18, 2016, the Department of Justice ("DOJ") directed that, as each contract with privately operated prisons reaches the end of its term, the BOP should either decline to renew that contract or substantially reduce its scope in a manner consistent with law and the overall decline of the BOP's inmate population. In addition to the decline in the BOP's inmate population, the DOJ memorandum cites purported operational, programming, and cost efficiency factors as reasons for the DOJ directive. On February 21, 2017, the newly appointed U.S. Attorney General issued a memorandum rescinding the DOJ's prior directive stating the memorandum changed long-standing policy and practice and impaired the BOP's ability to meet the future needs of the federal correctional system. Following the release of the August 18, 2016 DOJ memorandum, a purported securities class action lawsuit was filed on August 23, 2016 against the Company and certain of its current and former officers in the United States District Court for the Middle District of Tennessee (the "District Court"), captioned Grae v. Corrections Corporation of America et al. On April 16, 2021, the Company reached an agreement in principle to settle the lawsuit. The monetary terms of the settlement include a payment by the Company of $56.0 million in return for a dismissal of the case with prejudice and a full release of all claims against all defendants, including the Company and its current and former officers. The proposed settlement contains no admission of liability, wrongdoing, or responsibility by any of the defendants, including the Company, and is subject to the negotiation and execution of a definitive settlement agreement, and court approval of such definitive settlement agreement. A jury trial for the case was previously scheduled to begin May 10, 2021, which the District Court removed from its calendar following the parties informing the District Court of the settlement agreement. As a result of the settlement, the Company recognized an expense of $51.7 million, which is net of the remaining insurance available under the Company's policies. The Company is also named along with several of its directors in six derivative lawsuits which raise similar allegations to those raised in the Grae Grae |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2021 | |
INCOME TAXES | 9. INCOME TAXES Income taxes are accounted for under the provisions of ASC 740, "Income Taxes". ASC 740 generally requires CoreCivic to record deferred income taxes for the tax effect of differences between book and tax bases of its assets and liabilities. Deferred income taxes reflect the available net operating losses and the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the statement of operations in the period that includes the enactment date. Realization of the future tax benefits related to deferred tax assets is dependent on many factors, including CoreCivic's past earnings history, expected future earnings, the character and jurisdiction of such earnings, unsettled circumstances that, if unfavorably resolved, would adversely affect utilization of its deferred tax assets, carryback and carryforward periods, and tax strategies that could potentially enhance the likelihood of realization of a deferred tax asset. As discussed in Note 1, the Company operated in compliance with REIT requirements for federal income tax purposes from January 1, 2013 through December 31, 2020. During the years the Company elected REIT status, the Company was required to distribute at least 90% of its taxable income (including dividends paid to it by its TRSs) and did not pay federal income taxes on the amount distributed to its stockholders. In addition, the Company was required to meet a number of other organizational and operational requirements, which the Company continued to meet through the year ended December 31, 2020. Most states where CoreCivic holds investments in real estate conform to the federal rules recognizing REITs. Certain subsidiaries made an election with the Company to be treated as TRSs in conjunction with the Company's REIT election. The TRS elections permitted CoreCivic to engage in certain business activities in which the REIT could not engage directly. A TRS is subject to federal and state income taxes on the income from these activities and therefore, CoreCivic included a provision for taxes in its consolidated financial statements even during periods it operated as a REIT. On August 5, 2020, the Company announced that the BOD unanimously approved a plan to revoke its REIT election and become a taxable C Corporation, effective January 1, 2021. As a result, the Company is no longer required to operate under REIT rules, including the requirement to distribute at least 90% of its taxable income to its stockholders, which provides the Company with greater flexibility to use its free cash flow. Effective January 1, 2021, the Company is subject to federal and state income taxes on its taxable income at applicable tax rates, and is no longer entitled to a tax deduction for dividends paid . During the years in which the Company elected REIT status, CoreCivic was entitled to a deduction for dividends paid, resulting in a substantial reduction in the amount of federal income tax expense it recognized. During those years, substantially all of CoreCivic's income tax expense was incurred based on the earnings generated by its TRSs. CoreCivic recorded income tax expense of $113.5 million and $3.8 million for the three months ended March 31, 2021 and 2020, respectively. Income tax expense for the first quarter of 2021 included $114.2 million primarily resulting from the revaluation of the Company's net deferred tax liabilities due to the completion of all significant actions necessary to revoke its REIT election. Income tax expense related to operations for the three months ended March 31, 2021 was partially offset by an income tax benefit of $14.1 million associated with the settlement agreement reached on April 16, 2021 in connection with the shareholder litigation, incremental expenses directly associated with COVID-19 (reflected in operating expenses), and asset impairments. Income tax expense during the first quarter of 2020 included $3.1 million that had been deferred during the construction period of the Lansing Correctional Facility, which was owned by a TRS of the Company until it converted to a qualified REIT subsidiary ("QRS") upon completion of construction in the first quarter of 2020. Because ownership of this facility reverts to the state of Kansas upon expiration of the twenty-year On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferral of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The accelerated depreciation methods for qualified improvement property significantly reduced the Company's taxable income and, therefore, its distribution requirement as a REIT for 2020. Additionally, as of December 31, 2020, the Company had deferred payment of $29.6 million of employer-side social security payments. Half of these deferrals will be due December 31, 2021, with the other half due December 31, 2022. The Company's consolidated effective tax rate could fluctuate in the future based on changes in estimates of taxable income, 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. CoreCivic had no liabilities recorded for uncertain tax positions as of March 31, 2021 and December 31, 2020. CoreCivic recognizes interest and penalties related to unrecognized tax positions in income tax expense. CoreCivic does not currently anticipate that the total amount of unrecognized tax positions will significantly change in the next twelve months. |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Mar. 31, 2021 | |
SEGMENT REPORTING | 10. SEGMENT REPORTING As of March 31, 2021, CoreCivic operated 47 correctional and detention facilities, 42 of which the Company owned. In addition, CoreCivic owned and operated 26 residential reentry centers and owned 15 properties for lease to third parties. Management views CoreCivic's operating results in three operating segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties. CoreCivic Safety includes the operating results of those correctional and detention facilities placed into service that were owned, or controlled via a long-term lease, and managed by CoreCivic, as well as those correctional and detention facilities owned by a third party and managed by CoreCivic. CoreCivic Safety also includes the operating results of TransCor America, LLC, a subsidiary of the Company that provides transportation services to governmental agencies. CoreCivic Community includes the operating results of those residential reentry centers placed into service that were owned, or controlled via a long-term lease, and managed by CoreCivic. CoreCivic Community also includes the operating results of the Company's electronic monitoring and case management services. CoreCivic Properties includes the operating results of those properties leased to third parties. The operating performance of the three segments can be measured based on their net operating income. CoreCivic defines facility net operating income as a facility's revenues less operating expenses. The revenue and net operating income for each of the three segments and a reconciliation to CoreCivic's operating income is as follows for the three months ended March 31, 2021 and 2020 (in thousands): For the Three Months Ended March 31, 2021 2020 Revenue: Safety $ 409,769 $ 437,765 Community 23,658 30,599 Properties 21,255 22,679 Total segment revenue 454,682 491,043 Operating expenses: Safety 305,427 330,737 Community 21,100 24,449 Properties 6,274 6,954 Total segment operating expenses 332,801 362,140 Facility net operating income: Safety 104,342 107,028 Community 2,558 6,150 Properties 14,981 15,725 Total facility net operating income 121,881 128,903 Other revenue (expense): Other revenue 36 58 Other operating expense (83 ) (175 ) General and administrative (29,530 ) (31,279 ) Depreciation and amortization (32,712 ) (37,952 ) Shareholder litigation expense (51,745 ) — Asset impairments (1,308 ) (536 ) Operating income $ 6,539 $ 59,019 The following table summarizes capital expenditures including accrued amounts for the three months ended March 31, 2021 and 2020 (in thousands): For the Three Months Ended March 31, 2021 2020 Capital expenditures: Safety $ 5,523 $ 6,677 Community 590 654 Properties 1,015 95,949 Corporate and other 8,518 2,058 Total capital expenditures $ 15,646 $ 105,338 The total assets are as follows (in thousands): March 31, 2021 December 31, 2020 Assets: Safety $ 2,556,771 $ 2,589,622 Community 228,462 234,475 Properties 667,959 676,374 Corporate and other 260,612 208,844 Total Assets $ 3,713,804 $ 3,709,315 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
SUBSEQUENT EVENTS | 11. SUBSEQUENT EVENTS On April 14, 2021, the Company completed a registered offering of $450.0 million aggregate principal amount of 8.25% senior unsecured notes due 2026 (the "8.25% Senior Notes"), which are guaranteed by the Company's existing and future subsidiaries that guarantee the Bank Credit Facility. The 8.25% Senior Notes were priced at 99.0% of face value and as a result have an effective yield to maturity of 8.50%. The net proceeds from the issuance of the 8.25% Senior Notes totaled approximately $435.1 million, after deducting the original issuance and underwriting discounts and estimated offering expenses. The Company used a significant amount of the net proceeds from the offering of the 8.25% Senior Notes (i) to redeem all of the 5.0% Senior Notes, including the payment of the applicable "make-whole" redemption amount of $15.5 million and accrued interest, and (ii) to otherwise repay or reduce its other indebtedness, including repurchasing $149.0 million of its 4.625% Senior Notes at an aggregate purchase price of $151.2 million in privately negotiated transactions, reducing the outstanding balance of the 4.625% Senior Notes to $201.0 million. The "make-whole" redemption amount paid in connection with the redemption of the 5.0% Senior Notes and the aggregate price paid for the 4.625% Senior Notes in excess of the principal amount of the notes repurchased will result in charges of approximately $17.7 million during the second quarter of 2021. The remaining net proceeds were used to pay-down a portion of the amounts outstanding under the Revolving Credit Facility and for general corporate purposes. The Company may redeem all or part of the 8.25% Senior Notes at any time prior to April 15, 2024, in whole or in part, at a "make-whole" redemption price, plus accrued and unpaid interest thereon to, but not including, the redemption date. Thereafter, the 8.25% Senior Notes are redeemable at CoreCivic's option, in whole or in part, at a redemption price expressed as a percentage of the principal amount thereof, which percentage is 104.125% beginning on April 15, 2024 and 100% beginning on April 15, 2025, plus, in each such case, accrued and unpaid interest thereon to, but not including the redemption date. The indenture governing the 8.25% Senior Notes contains covenants that limit, among other things, the Company's ability to incur indebtedness, pay dividends, make certain investments, prepay indebtedness ranking junior to the 8.25% Senior Notes, incur certain liens, and consolidate, merge or transfer all or substantially all of our assets. |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants and the SEC applicable to financial statements beginning January 1, 2021 or later did not, or are not expected to, have a material effect on the Company's results of operations or financial position. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments To meet the reporting requirements of Accounting Standards Codification ("ASC") 825, "Financial Instruments", regarding fair value of financial instruments, CoreCivic calculates the estimated fair value of financial instruments using market interest rates, quoted market prices of similar instruments, or discounted cash flow techniques with observable Level 1 inputs for publicly traded debt and Level 2 inputs for all other financial instruments, as defined in ASC 820, "Fair Value Measurement". At March 31, 2021 and December 31, 2020, there were no material differences between the carrying amounts and the estimated fair values of CoreCivic's financial instruments, other than as follows (in thousands): March 31, 2021 December 31, 2020 Carrying Amount Fair Value Carrying Amount Fair Value Note receivable from Agecroft Prison Management, LTD $ 3,121 $ 3,929 $ 3,094 $ 3,896 Debt $ (1,779,572 ) $ (1,750,259 ) $ (1,809,517 ) $ (1,774,016 ) |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Financial Instruments Having Difference Between Carrying Amount and Fair Value | At March 31, 2021 and December 31, 2020, there were no material differences between the carrying amounts and the estimated fair values of CoreCivic's financial instruments, other than as follows (in thousands): March 31, 2021 December 31, 2020 Carrying Amount Fair Value Carrying Amount Fair Value Note receivable from Agecroft Prison Management, LTD $ 3,121 $ 3,929 $ 3,094 $ 3,896 Debt $ (1,779,572 ) $ (1,750,259 ) $ (1,809,517 ) $ (1,774,016 ) |
REAL ESTATE TRANSACTIONS (Table
REAL ESTATE TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 CoreCivic owns without significant cost (dollars in thousands) Net Carrying Values Design March 31, December 31, Facility Capacity 2021 2020 Prairie Correctional Facility 1,600 $ 14,439 $ 14,646 Huerfano County Correctional Center 752 15,731 15,895 Diamondback Correctional Facility 2,160 37,928 38,346 Marion Adjustment Center 826 10,943 11,047 Kit Carson Correctional Center 1,488 52,311 52,757 6,826 $ 131,352 $ 132,691 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Debt Outstanding | Debt outstanding as of March 31, 2021 and December 31, 2020 consisted of the following (in thousands): March 31, December 31, 2021 2020 Revolving Credit Facility maturing April 2023 periodically at variable interest rates. The weighted average rate at March 31, 2021 and December 31, 2020 was 1.6% and 1.7%, respectively. $ 199,000 $ 219,000 Term Loan A maturing April 2023 variable interest rates. The rate at both March 31, 2021 and December 31, 2020 was 1.6% costs amounted to $0.1 and December 31, 2020. 177,500 180,000 Term Loan B maturing December 2024 at variable interest rates. The rate at both March 31, 2021 and December 31, 2020 was 5.5% costs amounted to $3.8 million and $4.1 million at March 31, 2021 and December 31, 2020, respectively. 232,813 237,500 4.625% Senior Notes maturing May 2023 costs amounted to $1.3 million and $1.5 million at March 31, 2021 and December 31, 2020, respectively. 350,000 350,000 5.0% Senior Notes maturing October 2022 costs amounted to $0.7 million and $0.8 million at March 31, 2021 and December 31, 2020, respectively. 250,000 250,000 4.75% Senior Notes maturing October 2027 costs amounted to $2.6 million and $2.7 million at March 31, 2021 and December 31, 2020, respectively. 250,000 250,000 4.5% Capital Commerce Center Non-Recourse Mortgage Note maturing January 2033 to $0.3 20,606 20,934 4.43% Lansing Correctional Center Non-Recourse Mortgage Note maturing January 2040 to $3.1 156,633 157,607 4.5% SSA-Baltimore Non-Recourse Mortgage Note maturing February 2034 $0.2 million at both March 31, 2021 and December 31, 2020. 143,020 144,476 Total debt 1,779,572 1,809,517 Unamortized debt issuance costs (12,168 ) (12,766 ) Unamortized original issue discount (9,375 ) (10,000 ) Current portion of long-term debt (38,914 ) (39,087 ) Long-term debt, net $ 1,719,115 $ 1,747,664 |
Schedule of Principal Payments | Scheduled principal payments as of March 31, 2021 for the remainder of 2021 , the next five years, and thereafter were as follows (in thousands): 2021 (remainder) $ 29,142 2022 292,981 2023 738,110 2024 194,937 2025 14,556 2026 15,469 Thereafter 494,377 Total debt $ 1,779,572 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | A reconciliation of the numerator and denominator of the basic earnings per share computation to the numerator and denominator of the diluted earnings per share computation is as follows (in thousands, except per share data): For the Three Months Ended March 31, 2021 2020 NUMERATOR Basic: Net income (loss) attributable to common stockholders $ (125,568 ) $ 32,057 Diluted: Net income (loss) attributable to common stockholders $ (125,568 ) $ 32,057 Net income attributable to non-controlling interest — 1,181 Diluted net income (loss) attributable to common stockholders $ (125,568 ) $ 33,238 DENOMINATOR Basic: Weighted average common shares outstanding 119,909 119,336 Diluted: Weighted average common shares outstanding 119,909 119,336 Effect of dilutive securities: Restricted stock-based awards 115 47 Non-controlling interest – Operating Partnership Units 1,342 1,342 Weighted average shares and assumed conversions 121,366 120,725 BASIC EARNINGS (LOSS) PER SHARE $ (1.05 ) $ 0.27 DILUTED EARNINGS (LOSS) PER SHARE $ (1.05 ) $ 0.27 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Revenue and Net Operating Income for Each of the Three Segments and a Reconciliation to CoreCivic's Operating Income | The revenue and net operating income for each of the three segments and a reconciliation to CoreCivic's operating income is as follows for the three months ended March 31, 2021 and 2020 (in thousands): For the Three Months Ended March 31, 2021 2020 Revenue: Safety $ 409,769 $ 437,765 Community 23,658 30,599 Properties 21,255 22,679 Total segment revenue 454,682 491,043 Operating expenses: Safety 305,427 330,737 Community 21,100 24,449 Properties 6,274 6,954 Total segment operating expenses 332,801 362,140 Facility net operating income: Safety 104,342 107,028 Community 2,558 6,150 Properties 14,981 15,725 Total facility net operating income 121,881 128,903 Other revenue (expense): Other revenue 36 58 Other operating expense (83 ) (175 ) General and administrative (29,530 ) (31,279 ) Depreciation and amortization (32,712 ) (37,952 ) Shareholder litigation expense (51,745 ) — Asset impairments (1,308 ) (536 ) Operating income $ 6,539 $ 59,019 |
Summary of Capital Expenditures Including Accrued Amounts | The following table summarizes capital expenditures including accrued amounts for the three months ended March 31, 2021 and 2020 (in thousands): For the Three Months Ended March 31, 2021 2020 Capital expenditures: Safety $ 5,523 $ 6,677 Community 590 654 Properties 1,015 95,949 Corporate and other 8,518 2,058 Total capital expenditures $ 15,646 $ 105,338 |
Schedule of Total Assets | The total assets are as follows (in thousands): March 31, 2021 December 31, 2020 Assets: Safety $ 2,556,771 $ 2,589,622 Community 228,462 234,475 Properties 667,959 676,374 Corporate and other 260,612 208,844 Total Assets $ 3,713,804 $ 3,709,315 |
Organization and Operations - A
Organization and Operations - Additional Information (Detail) ft² in Millions | 3 Months Ended |
Mar. 31, 2021ft²PropertySegmentFacilityBed | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of Operating segments | Segment | 3 |
Minimum distribution percentage of taxable income to qualify for real estate investment trust | 90.00% |
CoreCivic Safety | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of facilities operated by the company | 47 |
Number of facilities owned by the company | 42 |
Number of beds at the facility | Bed | 70,000 |
CoreCivic Community | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of centers owned and operated by company | 26 |
Number of beds at the center | Bed | 5,000 |
CoreCivic Properties | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of properties for lease to third parties and used by government agencies | Property | 15 |
Number of square feet | ft² | 2.7 |
Schedule of Financial Instrumen
Schedule of Financial Instruments Having Difference Between Carrying Amount and Fair Value (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Note receivable from Agecroft Prison Management, LTD, Carrying Amount | $ 3,121 | $ 3,094 |
Debt, Carrying Amount | (1,779,572) | (1,809,517) |
Note receivable from Agecroft Prison Management, LTD, Fair Value | 3,929 | 3,896 |
Debt, Fair Value | $ (1,750,259) | $ (1,774,016) |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Line Items] | ||
Establishment of goodwill | This goodwill was established in connection with multiple business combination transactions. | |
Goodwill | $ 5,902 | $ 5,902 |
CoreCivic Safety | ||
Goodwill and Intangible Assets Disclosure [Line Items] | ||
Goodwill | $ 5,900 | $ 5,900 |
Real Estate Transactions - Addi
Real Estate Transactions - Additional Information (Detail) $ in Thousands, shares in Millions | Dec. 23, 2020USD ($)Property | Sep. 30, 2020FacilityBed | Jan. 02, 2020USD ($)Propertyshares | Jun. 30, 2021USD ($) | Mar. 31, 2021USD ($)ft²FacilityBedProperty | Jun. 30, 2020Bed | Mar. 31, 2020USD ($) | Dec. 31, 2019Bed | Apr. 30, 2021Bed | Dec. 31, 2020USD ($) |
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of properties acquired | Property | 28 | 28 | ||||||||
Purchase price of real estate | $ 83,200 | |||||||||
Cash payments to acquire properties | 7,700 | |||||||||
Debt assumed on acquisition of property | $ 52,200 | $ 52,217 | ||||||||
Conversion holding period of operating partnership units | 2 years | |||||||||
Operating partnership units description | one-for-one basis | |||||||||
Purchase price, net tangible assets | $ 77,400 | |||||||||
Purchase price, identifiable intangible assets | 7,500 | |||||||||
Purchase price, tenant improvements | $ 4,900 | |||||||||
Number of properties sold | Property | 42 | |||||||||
Real estate investment property aggregate selling price | $ 106,500 | |||||||||
Net proceeds after the repayment of debt | 27,800 | |||||||||
Net loss on sale properties, after considering tax protection payments | $ 17,900 | |||||||||
Property and equipment, net of accumulated depreciation | $ 2,333,340 | $ 2,350,272 | ||||||||
Number of real estate assets held for sale | Property | 4 | |||||||||
Net book value of property and equipment | $ 243,600 | |||||||||
Deferred leasing costs and other assets | 37,900 | |||||||||
Asset impairments | 1,308 | 536 | ||||||||
Operating Expense | $ 332,884 | 362,315 | ||||||||
Safety | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of beds at the facility | Bed | 70,000 | |||||||||
Community | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of beds at the center | Bed | 5,000 | |||||||||
Idled Correctional Facilities | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of facility | Facility | 5 | |||||||||
Idled Non-Core Facilities | Safety | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of facility | Facility | 1 | |||||||||
Number of beds at the facility | Bed | 240 | |||||||||
Net carrying value | $ 3,000 | |||||||||
Idled Residential Reentry Facility | CoreCivic Properties | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of facility | Facility | 2 | |||||||||
Net carrying value | $ 7,100 | |||||||||
Area of facilities | ft² | 49,000 | |||||||||
Idled Residential Reentry Facility | CoreCivic Properties | Forecast | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Asset impairments | $ 1,300 | |||||||||
Idle Facilities | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Operating Expense | $ 2,100 | $ 1,900 | ||||||||
Idle Facilities | Subsequent Event | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of beds at the facility | Bed | 90 | |||||||||
Idle Facilities | Community | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of facility | Facility | 3 | |||||||||
Net carrying value | $ 9,100 | |||||||||
Number of beds at the center | Bed | 650 | |||||||||
Tulsa Transitional Center | Covid-19 | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of beds at the center | Bed | 390 | |||||||||
Oklahoma City Transitional Center | Covid-19 | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of closure bed | Bed | 200 | |||||||||
Turley Residential Center in Oklahoma | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of closure bed | Bed | 289 | |||||||||
GRES | ||||||||||
Facility Activations Developments And Closures [Line Items] | ||||||||||
Number of properties acquired | Property | 24 | |||||||||
Class A Common interest shares issued | shares | 1.3 | |||||||||
Percentage of voting control | 100.00% | |||||||||
Property and equipment, net of accumulated depreciation | $ 6,400 |
Idled Facilities and Respective
Idled Facilities and Respective Carrying Values Excluding Equipment and Other Assets (Detail) $ in Thousands | Mar. 31, 2021USD ($)Bed | Dec. 31, 2020USD ($) |
Prairie Correctional Facility | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 1,600 | |
Net Carrying Value | $ | $ 14,439 | $ 14,646 |
Huerfano County Correctional Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 752 | |
Net Carrying Value | $ | $ 15,731 | 15,895 |
Diamondback Correctional Facility | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 2,160 | |
Net Carrying Value | $ | $ 37,928 | 38,346 |
Marion Adjustment Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 826 | |
Net Carrying Value | $ | $ 10,943 | 11,047 |
Kit Carson Correctional Center | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 1,488 | |
Net Carrying Value | $ | $ 52,311 | 52,757 |
Idle Facilities | ||
Facility Activations Developments And Closures [Line Items] | ||
Design Capacity | Bed | 6,826 | |
Net Carrying Value | $ | $ 131,352 | $ 132,691 |
Schedule of Debt Outstanding (D
Schedule of Debt Outstanding (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 18, 2019 |
Debt Instrument [Line Items] | |||
Total debt | $ 1,779,572 | $ 1,809,517 | |
Unamortized debt issuance costs | (12,168) | (12,766) | |
Unamortized original issue discount | (9,375) | (10,000) | |
Current portion of long-term debt | (38,914) | (39,087) | |
Long-term debt, net | 1,719,115 | 1,747,664 | |
Term Loan A Due in April 2023 | |||
Debt Instrument [Line Items] | |||
Total debt | 177,500 | 180,000 | |
Unamortized debt issuance costs | (100) | (100) | |
Term Loan B Due in December 2024 | |||
Debt Instrument [Line Items] | |||
Total debt | 232,813 | 237,500 | $ 250,000 |
Unamortized debt issuance costs | (3,800) | (4,100) | |
Unamortized original issue discount | $ (12,500) | ||
Senior Notes 4.625% Due 2023 | |||
Debt Instrument [Line Items] | |||
Total debt | 350,000 | 350,000 | |
Unamortized debt issuance costs | (1,300) | (1,500) | |
Senior Notes 5.0% Due 2022 | |||
Debt Instrument [Line Items] | |||
Total debt | 250,000 | 250,000 | |
Unamortized debt issuance costs | (700) | (800) | |
Senior Notes 4.75% Due 2027 | |||
Debt Instrument [Line Items] | |||
Total debt | 250,000 | 250,000 | |
Unamortized debt issuance costs | (2,600) | (2,700) | |
Capital Commerce Center Non-Recourse Mortgage Note 4.5% Due 2033 | |||
Debt Instrument [Line Items] | |||
Total debt | 20,606 | 20,934 | |
Unamortized debt issuance costs | (300) | (300) | |
Lansing Correctional Center Non Recourse Mortgage Note 4.43% Due 2040 | |||
Debt Instrument [Line Items] | |||
Total debt | 156,633 | 157,607 | |
Unamortized debt issuance costs | (3,100) | (3,100) | |
SSA Baltimore Non Recourse Mortgage Note 4.5% Due 2034 | |||
Debt Instrument [Line Items] | |||
Total debt | 143,020 | 144,476 | |
Unamortized debt issuance costs | (200) | (200) | |
Revolving Credit Facility | Revolving Credit Facility Due in April 2023 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 199,000 | $ 219,000 |
Schedule of Debt Outstanding (P
Schedule of Debt Outstanding (Parenthetical) (Detail) - USD ($) $ in Thousands | Dec. 18, 2019 | Apr. 17, 2018 | Oct. 31, 2017 | Sep. 30, 2015 | Apr. 30, 2013 | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | |||||||
Revolving Credit Facility maturity date | Apr. 30, 2023 | ||||||
Unamortized debt issuance costs | $ 12,168 | $ 12,766 | |||||
Term Loan A Due in April 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Debt interest rate | 1.60% | 1.60% | |||||
Debt maturity date | Apr. 30, 2023 | Apr. 30, 2023 | |||||
Interest payable dates | Interest payable periodically at variable interest rates. | ||||||
Unamortized debt issuance costs | $ 100 | $ 100 | |||||
Term Loan B Due in December 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Debt interest rate | 5.50% | 5.50% | |||||
Debt maturity date | Dec. 31, 2024 | Dec. 31, 2024 | |||||
Interest payable dates | Interest payable periodically at variable interest rates. | ||||||
Unamortized debt issuance costs | $ 3,800 | $ 4,100 | |||||
Senior Notes 4.625% Due 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.625% | 4.625% | |||||
Debt maturity date | May 1, 2023 | May 31, 2023 | |||||
Unamortized debt issuance costs | $ 1,300 | 1,500 | |||||
Senior Notes 5.0% Due 2022 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 5.00% | 5.00% | |||||
Debt maturity date | Oct. 15, 2022 | Oct. 31, 2022 | |||||
Unamortized debt issuance costs | $ 700 | 800 | |||||
Senior Notes 4.75% Due 2027 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.75% | 4.75% | |||||
Debt maturity date | Oct. 15, 2027 | Oct. 31, 2027 | |||||
Unamortized debt issuance costs | $ 2,600 | 2,700 | |||||
Capital Commerce Center Non-Recourse Mortgage Note 4.5% Due 2033 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.50% | ||||||
Debt maturity date | Jan. 31, 2033 | ||||||
Unamortized debt issuance costs | $ 300 | 300 | |||||
Lansing Correctional Center Non Recourse Mortgage Note 4.43% Due 2040 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.43% | ||||||
Debt maturity date | Jan. 31, 2040 | ||||||
Unamortized debt issuance costs | $ 3,100 | 3,100 | |||||
SSA Baltimore Non Recourse Mortgage Note 4.5% Due 2034 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.50% | ||||||
Debt maturity date | Feb. 28, 2034 | ||||||
Unamortized debt issuance costs | $ 200 | $ 200 | |||||
Revolving Credit Facility | Revolving Credit Facility Due in April 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Revolving Credit Facility maturity date | Apr. 30, 2023 | ||||||
Weighted average rate | 1.60% | 1.70% | |||||
Interest payable dates | Interest payable periodically at variable interest rates. |
Debt - Additional Information (
Debt - Additional Information (Detail) | Jan. 02, 2020USD ($) | Dec. 18, 2019USD ($) | Aug. 23, 2018USD ($)ft² | Apr. 20, 2018USD ($) | Apr. 17, 2018USD ($) | Jan. 19, 2018USD ($)ft² | Oct. 31, 2017USD ($) | Sep. 30, 2015USD ($) | Apr. 30, 2013USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Apr. 30, 2021USD ($) | Apr. 14, 2021USD ($) | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | ||||||||||||||
Debt maturity period | Apr. 30, 2023 | |||||||||||||
Borrowings outstanding under credit facility | $ 199,000,000 | |||||||||||||
Total debt | 1,779,572,000 | $ 1,809,517,000 | ||||||||||||
Debt Instrument outstanding balance | 1,779,572,000 | 1,809,517,000 | ||||||||||||
Unamortized original issue discount | 9,375,000 | 10,000,000 | ||||||||||||
Purchase price of real estate | $ 83,200,000 | |||||||||||||
Business acquisition assumed in-place financing | $ 52,200,000 | $ 52,217,000 | ||||||||||||
Capital Commerce Center | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Area of Building Acquired | ft² | 261,000 | |||||||||||||
Purchase price of real estate | $ 44,700,000 | |||||||||||||
Non-Recourse Mortgage Note | Capital Commerce Center | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument outstanding balance | 20,600,000 | |||||||||||||
Debt instrument, term | 15 years | |||||||||||||
Stated interest rate | 4.50% | |||||||||||||
Capitalized loan costs | $ 400,000 | |||||||||||||
Amount of acquisition financed with non-recourse mortgage note | $ 24,500,000 | |||||||||||||
Mortgage note maturity date | 2033-01 | |||||||||||||
Non-Recourse Senior Secured Notes | Private Placement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt maturity date | Jan. 31, 2040 | |||||||||||||
Debt Instrument outstanding balance | 156,600,000 | |||||||||||||
Debt instrument, term | 20 years | |||||||||||||
Aggregate principal amount | $ 159,500,000 | |||||||||||||
Stated interest rate | 4.43% | |||||||||||||
Expected project completion period | January 2020 | |||||||||||||
Notes issuance costs | $ 3,400,000 | |||||||||||||
Non-Recourse Senior Secured Notes | SSA-Baltimore | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt maturity date | Feb. 28, 2034 | |||||||||||||
Debt Instrument outstanding balance | 143,000,000 | |||||||||||||
Stated interest rate | 4.50% | |||||||||||||
Area of Building Acquired | ft² | 541,000 | |||||||||||||
Purchase price of real estate | $ 242,000,000 | |||||||||||||
Notes issuance costs | 200,000 | |||||||||||||
Business acquisition assumed in-place financing | 157,300,000 | |||||||||||||
Balloon payment | $ 40,000,000 | |||||||||||||
Credit Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 1,000,000,000 | |||||||||||||
Debt maturity period | Apr. 30, 2023 | |||||||||||||
Line of credit facility, aggregate principal amount of additional borrowing | $ 350,000,000 | |||||||||||||
Percentage of capital stock of foreign subsidiary secured by pledge under Revolving Credit Facilities | 65.00% | |||||||||||||
Credit Agreement | Term Loan A Due in April 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | |||||||||||||
Term Loan A Due in April 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total debt | $ 177,500,000 | |||||||||||||
Debt maturity date | Apr. 30, 2023 | Apr. 30, 2023 | ||||||||||||
Debt Instrument outstanding balance | $ 177,500,000 | 180,000,000 | ||||||||||||
Term Loan B Due in December 2024 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total debt | $ 232,800,000 | |||||||||||||
Debt maturity date | Dec. 31, 2024 | Dec. 31, 2024 | ||||||||||||
Debt Instrument outstanding balance | $ 250,000,000 | $ 232,813,000 | 237,500,000 | |||||||||||
Debt instrument, term | 5 years | |||||||||||||
Percentage of loan to value of certain specified real property assets secured by a first lien | 80.00% | |||||||||||||
Debt instrument, issued price percentage of principal | 95.00% | |||||||||||||
Unamortized original issue discount | $ 12,500,000 | |||||||||||||
Capitalized loan costs | $ 5,100,000 | |||||||||||||
Term Loan B Due in December 2024 | Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 3.50% | |||||||||||||
Term Loan B Due in December 2024 | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 4.50% | |||||||||||||
Libor floor rate | 1.00% | |||||||||||||
Senior Notes 4.125% Due 2020 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | $ 325,000,000 | |||||||||||||
Stated interest rate | 4.125% | |||||||||||||
Debt instrument redemption percentage of par | 100.00% | |||||||||||||
Senior Notes 4.625% Due 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt maturity date | May 1, 2023 | May 31, 2023 | ||||||||||||
Debt Instrument outstanding balance | $ 350,000,000 | 350,000,000 | ||||||||||||
Aggregate principal amount | $ 350,000,000 | |||||||||||||
Stated interest rate | 4.625% | 4.625% | ||||||||||||
Debt instrument redemption percentage of par | 100.00% | |||||||||||||
Senior Notes 4.625% Due 2023 | Subsequent Event | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 4.625% | |||||||||||||
Senior Notes 5.0% Due 2022 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt maturity date | Oct. 15, 2022 | Oct. 31, 2022 | ||||||||||||
Debt Instrument outstanding balance | $ 250,000,000 | 250,000,000 | ||||||||||||
Aggregate principal amount | $ 250,000,000 | |||||||||||||
Stated interest rate | 5.00% | 5.00% | ||||||||||||
Debt instrument redemption percentage of par | 100.00% | |||||||||||||
Senior Notes 5.0% Due 2022 | Subsequent Event | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 5.00% | |||||||||||||
Senior Notes 4.75% Due 2027 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt maturity date | Oct. 15, 2027 | Oct. 31, 2027 | ||||||||||||
Debt Instrument outstanding balance | $ 250,000,000 | $ 250,000,000 | ||||||||||||
Aggregate principal amount | $ 250,000,000 | |||||||||||||
Stated interest rate | 4.75% | 4.75% | ||||||||||||
Debt instrument redemption percentage of par | 100.00% | |||||||||||||
8.25% Senior Notes | Subsequent Event | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | $ 450,000,000 | $ 450,000,000 | ||||||||||||
Stated interest rate | 8.25% | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Sublimit swing line loans | $ 30,000,000 | |||||||||||||
Percentage of commitment fee to unfunded balance | 0.35% | |||||||||||||
Line of credit facility, remaining borrowing capacity | $ 587,100,000 | |||||||||||||
Sublimit for issuance of standby letters of credit | $ 50,000,000 | |||||||||||||
Revolving Credit Facility letters of credit outstanding | $ 13,900,000 | |||||||||||||
Revolving Credit Facility | Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 0.50% | |||||||||||||
Revolving Credit Facility | Base Rate | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 0.00% | |||||||||||||
Revolving Credit Facility | Base Rate | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 1.00% | |||||||||||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 1.50% | |||||||||||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 1.00% | |||||||||||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, percentage points added to reference rate | 2.00% | |||||||||||||
Revolving Credit Facility | Credit Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 800,000,000 |
Schedule of Principal Payments
Schedule of Principal Payments (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
2021 (remainder) | $ 29,142 | |
2022 | 292,981 | |
2023 | 738,110 | |
2024 | 194,937 | |
2025 | 14,556 | |
2026 | 15,469 | |
Thereafter | 494,377 | |
Total debt | $ 1,779,572 | $ 1,809,517 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Dividend declaration Date | Feb. 20, 2020 | ||
Dividends declared on common stock, per share | $ 0.44 | $ 0.44 | |
Dividend payable date | Apr. 15, 2020 | ||
Dividend payable record date | Apr. 1, 2020 | ||
Restricted stock based awards | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Fair value of restricted common stock units issued by CoreCivic to certain of its employees and non-employee directors | $ 21.4 | $ 20.9 | |
Vesting description | The RSUs awarded to officers and executive officers in 2019, 2020 and 2021 consist of a combination of awards with performance-based conditions and time-based conditions. Unless earlier vested under the terms of the RSU agreements, the RSUs with time-based vesting conditions vest evenly generally on the first, second, and third anniversary of the award. The RSUs with performance-based vesting conditions are divided into one-third increments, each of which is subject to vesting based upon satisfaction of certain annual performance criteria established at the beginning of the fiscal years ending December 31, 2019, 2020, and 2021 for the 2019 awards, December 31, 2020, 2021, and 2022 for the 2020 awards, and December 31, 2021, 2022, and 2023 for the 2021 awards, and which can be increased up to 150% or decreased to 0% based on performance relative to the annual performance criteria, and further increased or decreased using a modifier of 80% to 120% based on CoreCivic's total shareholder return relative to a peer group. Because the performance criteria for the fiscal years ending December 31, 2022 and 2023 have not yet been established, the values of the third RSU increment of the 2020 awards and of the second and third increments of the 2021 awards for financial reporting purposes will not be determined until such criteria are established. | ||
Increase in vesting percentage based on performance relative to annual performance criteria | 150.00% | ||
Decrease in vesting percentage based on performance relative to annual performance criteria | 0.00% | ||
Allocated share-based compensation expense | $ 4.2 | $ 4.6 | |
Restricted common stock units remained outstanding and subject to vesting | 3.7 | ||
Restricted stock based awards | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Increase decrease in vesting percentage based on shareholder return relative to peer group | 80.00% | ||
Restricted stock based awards | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Increase decrease in vesting percentage based on shareholder return relative to peer group | 120.00% | ||
Restricted stock based awards | General and Administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Allocated share-based compensation expense | $ 3.7 | 4.1 | |
Restricted stock based awards | Operating | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Allocated share-based compensation expense | $ 0.5 | $ 0.5 | |
Restricted stock based awards | Employees And Non Employee Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Restricted common stock units issued by CoreCivic | 2.6 | 1.2 | |
Restricted stock based awards | Employees And Non Employee Directors | General and Administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Restricted common stock units issued by CoreCivic | 2.4 | 1.1 | |
Restricted stock based awards | Employee | Operating | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Restricted common stock units issued by CoreCivic | 0.2 | 0.1 | |
Restricted stock based awards | Officers And Executive Officers | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Vesting period | 3 years | ||
Percent of awards eligible to vest | 33.33% | ||
Restricted stock based awards | Non Employee Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Vesting period | 1 year | ||
Restricted stock based awards | Other Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Vesting period, continuous service requirement | 3 years |
Schedule of Calculation of Nume
Schedule of Calculation of Numerator and Denominator in Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Net income (loss) attributable to common stockholders, Basic | $ (125,568) | $ 32,057 |
Net income (loss) attributable to common stockholders, Diluted | (125,568) | 32,057 |
Net income attributable to non-controlling interest, Diluted | 1,181 | |
Diluted net income (loss) attributable to common stockholders | $ (125,568) | $ 33,238 |
Weighted average common shares outstanding, Basic | 119,909 | 119,336 |
Weighted average shares and assumed conversions | 121,366 | 120,725 |
BASIC EARNINGS (LOSS) PER SHARE | $ (1.05) | $ 0.27 |
DILUTED EARNINGS (LOSS) PER SHARE | $ (1.05) | $ 0.27 |
Restricted stock based awards | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Effect of dilutive securities | 115 | 47 |
Non-controlling interest - Operating Partnership Units | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Effect of dilutive securities | 1,342 | 1,342 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Stock options excluded from computation of earnings per share because they were anti-dilutive | 0.4 | 0.6 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 16, 2021 | Mar. 31, 2021 |
Loss Contingencies [Line Items] | ||
Shareholder litigation expense | $ 51,745 | |
Subsequent Event | ||
Loss Contingencies [Line Items] | ||
Payments for shareholder litigation settlement | $ 56,000 | |
Shareholder litigation expense | $ 51,700 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Income Taxes [Line Items] | |||
Minimum Distribution Percentage of Taxable Income to Qualify for Real Estate Investment Trust | 90.00% | ||
Income tax expense (benefit) | $ 113,531,000 | $ 3,776,000 | |
Deferred employer side social security payments | 29,600,000 | ||
Liabilities for uncertain tax positions | 0 | $ 0 | |
Resulting From Revaluation Of Deferred Tax Liabilities | |||
Income Taxes [Line Items] | |||
Income tax expense (benefit) | 114,200,000 | ||
Settlement Agreement, Incremental Expenses Directly Associated with COVID-19 and Asset Impairments | |||
Income Taxes [Line Items] | |||
Income tax expense (benefit) | $ (14,100,000) | ||
Lansing Correctional Facility | |||
Income Taxes [Line Items] | |||
Income tax expense deferred during construction period | 3,100,000 | ||
Lease expiration term | 20 years | ||
Deferred tax asset revalued upon conversion of TRS to QRS | $ 0 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2021PropertySegmentFacility | |
Segment Reporting Information [Line Items] | |
Number of Operating segments | Segment | 3 |
CoreCivic Safety | |
Segment Reporting Information [Line Items] | |
Number of facilities operated by the company | 47 |
Number of facilities owned by the company | 42 |
CoreCivic Community | |
Segment Reporting Information [Line Items] | |
Number of centers owned and operated by company | 26 |
CoreCivic Properties | |
Segment Reporting Information [Line Items] | |
Number of properties for lease to third parties and used by government agencies | Property | 15 |
Schedule of Revenue and Net Ope
Schedule of Revenue and Net Operating Income for Each of the Three Segments and a Reconciliation to CoreCivic's Operating Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 454,718 | $ 491,101 |
Operating expenses | 332,884 | 362,315 |
Operating income | 6,539 | 59,019 |
General and administrative | (29,530) | (31,279) |
Depreciation and amortization | (32,712) | (37,952) |
Shareholder litigation expense | (51,745) | |
Asset impairments | (1,308) | (536) |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 454,682 | 491,043 |
Operating expenses | 332,801 | 362,140 |
Operating income | 121,881 | 128,903 |
Operating Segments | Safety | ||
Segment Reporting Information [Line Items] | ||
Revenue | 409,769 | 437,765 |
Operating expenses | 305,427 | 330,737 |
Operating income | 104,342 | 107,028 |
Operating Segments | Community | ||
Segment Reporting Information [Line Items] | ||
Revenue | 23,658 | 30,599 |
Operating expenses | 21,100 | 24,449 |
Operating income | 2,558 | 6,150 |
Operating Segments | CoreCivic Properties | ||
Segment Reporting Information [Line Items] | ||
Revenue | 21,255 | 22,679 |
Operating expenses | 6,274 | 6,954 |
Operating income | 14,981 | 15,725 |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Other operating expense | (83) | (175) |
General and administrative | (29,530) | (31,279) |
Depreciation and amortization | (32,712) | (37,952) |
Shareholder litigation expense | (51,745) | |
Asset impairments | (1,308) | (536) |
Segment Reconciling Items | Other Revenue | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 36 | $ 58 |
Summary of Capital Expenditures
Summary of Capital Expenditures Including Accrued Amounts (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Total capital expenditures | $ 15,646 | $ 105,338 |
Safety | ||
Segment Reporting Information [Line Items] | ||
Total capital expenditures | 5,523 | 6,677 |
Community | ||
Segment Reporting Information [Line Items] | ||
Total capital expenditures | 590 | 654 |
CoreCivic Properties | ||
Segment Reporting Information [Line Items] | ||
Total capital expenditures | 1,015 | 95,949 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Total capital expenditures | $ 8,518 | $ 2,058 |
Schedule of Total Assets (Detai
Schedule of Total Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 3,713,804 | $ 3,709,315 |
Safety | ||
Segment Reporting Information [Line Items] | ||
Total assets | 2,556,771 | 2,589,622 |
Community | ||
Segment Reporting Information [Line Items] | ||
Total assets | 228,462 | 234,475 |
CoreCivic Properties | ||
Segment Reporting Information [Line Items] | ||
Total assets | 667,959 | 676,374 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 260,612 | $ 208,844 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Thousands | Apr. 14, 2021 | Jun. 30, 2021 | Apr. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | |||||
Debt Instrument outstanding balance | $ 1,779,572 | $ 1,809,517 | |||
Subsequent Event | 8.25% Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 450,000 | $ 450,000 | |||
Stated interest rate | 8.25% | ||||
Debt instrument price | 99.00% | ||||
Debt instrument interest rate effective percentage | 8.50% | ||||
Net proceeds from issuance of debt | $ 435,100 | ||||
Subsequent Event | 8.25% Senior Notes | Redemption Beginning on April 15, 2024 | |||||
Subsequent Event [Line Items] | |||||
Debt instrument redemption percentage of par | 104.125% | ||||
Debt instrument redemption beginning period | Apr. 15, 2024 | ||||
Subsequent Event | 8.25% Senior Notes | Redemption Beginning on April 15, 2025 | |||||
Subsequent Event [Line Items] | |||||
Debt instrument redemption percentage of par | 100.00% | ||||
Debt instrument redemption beginning period | Apr. 15, 2025 | ||||
Scenario Forecast | 5.0% Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Stated interest rate | 5.00% | ||||
Debt instrument redemption amount | $ 15,500 | ||||
Scenario Forecast | 4.625% Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Stated interest rate | 4.625% | ||||
Debt instrument repurchase amount | $ 149,000 | ||||
Aggregate purchase price | 151,200 | ||||
Debt Instrument outstanding balance | 201,000 | ||||
Scenario Forecast | 5.0% Senior Notes and 4.625% Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Principal amount repurchase charges | $ 17,700 |