Core Viewpoint - CoreCivic, Inc. has reported strong financial performance in Q2 2025, driven by increasing demand, particularly from U.S. Immigration and Customs Enforcement (ICE), leading to an increase in full-year guidance for 2025 [2][4][20]. Financial Performance - Q2 2025 net income was $38.5 million, or $0.35 per diluted share, up 103.4% from $19.0 million, or $0.17 per diluted share in Q2 2024 [5][7]. - Total revenue for Q2 2025 was $538.2 million, a 9.8% increase from the prior year quarter [7]. - Adjusted EBITDA for Q2 2025 was $103.3 million, up 23.2% from $83.9 million in Q2 2024 [11]. - Funds From Operations (FFO) for Q2 2025 was $63.5 million, or $0.58 per share, compared to $43.8 million, or $0.39 per share in Q2 2024 [12][37]. Business Developments - The company repurchased 2.0 million shares at a cost of $43.2 million during Q2 2025, part of a broader share repurchase program [4][14]. - CoreCivic acquired the Farmville Detention Center for $67 million, expected to generate approximately $40 million in annual incremental revenue [16]. - The company is reactivating previously idled facilities, including the Dilley Immigration Processing Center, which is expected to be fully operational by the end of Q3 2025 [17][19]. Updated Guidance - Revised financial guidance for 2025 includes net income projected between $116.4 million and $124.4 million, and diluted EPS between $1.08 and $1.15, reflecting strong Q2 results and updated occupancy projections [20][21]. - The guidance also anticipates continued demand for detention capacity under new legislation and policies, which may lead to further activations of idle facilities [22]. Operational Metrics - Average daily residential population in Q2 2025 was 54,026, up from 51,541 in Q2 2024, with an average occupancy rate of 76.8% [9]. - Revenue from ICE, the largest government partner, increased by 17.2% to $176.9 million in Q2 2025 compared to $151.0 million in Q2 2024 [10]. Capital Strategy - The company has a total share repurchase authorization of up to $500 million, with $237.9 million available as of June 30, 2025 [15]. - Planned capital expenditures for 2025 include $29 million to $31 million for maintenance on real estate assets and an additional $70 million to $75 million for activating previously idled facilities [23].

Executive Summary & Highlights The company reported strong Q2 2025 results driven by increased government demand, leading to raised full-year guidance and continued capital deployment [Second Quarter 2025 Overview](index=1&type=section&id=1.1%20Second%20Quarter%202025%20Overview) CoreCivic's strong Q2 2025 results were driven by rising demand from government partners, prompting raised guidance and strategic capital allocation - CEO Damon T Hininger noted increasing demand from U.S. Immigration and Customs Enforcement (ICE) contributed to a strong second quarter, with nationwide ICE detention populations reaching an **all-time high**[4](index=4&type=chunk) - The company expects **substantial increases in utilization** of existing capacity due to government funding approved in July and is increasing its 2025 financial guidance[4](index=4&type=chunk) - CoreCivic repurchased **2.0 million shares** for **$43.2 million** during Q2 and acquired the Farmville Detention Center for **$67 million** in Q3[4](index=4&type=chunk)[5](index=5&type=chunk) - COO Patrick Swindle reported substantial progress in re-activating three previously idled facilities to meet additional contracting activity[4](index=4&type=chunk) Key Financial Highlights – Second Quarter 2025 | Metric | Q2 2025 Value | YoY Change | | :----------------------------- | :------------ | :--------- | | Total revenue | $538.2 million | +9.8% | | Net income | $38.5 million | +103.4% | | Diluted earnings per share | $0.35 | +105.9% | | Adjusted diluted earnings per share | $0.36 | +80.0% | | Normalized FFO per diluted share | $0.59 | +40.5% | | Adjusted EBITDA | $103.3 million | +23.2% | Second Quarter 2025 Financial Performance The company achieved significant year-over-year growth in revenue and net income, with strong performance across key non-GAAP financial measures [Q2 2025 vs Q2 2024 Financial Results](index=2&type=section&id=2.1%20Q2%202025%20vs%20Q2%202024%20Financial%20Results) Q2 2025 saw significant year-over-year growth in net income and EPS, driven by higher residential populations and employee retention credits Net Income and EPS Comparison | Metric | Q2 2025 | Q2 2024 | YoY Change | | :-------------------- | :-------- | :-------- | :--------- | | Net income | $38.5 million | $19.0 million | +102.6% | | Diluted EPS | $0.35 | $0.17 | +105.9% | | Adjusted Net Income | $39.7 million | $21.8 million | +82.1% | | Adjusted Diluted EPS | $0.36 | $0.20 | +80.0% | - The increase in Diluted EPS and Adjusted Diluted EPS was driven by higher federal and state populations, increased per diem rates, and **$0.08 per share** from employee retention credits (ERCs)[7](index=7&type=chunk) - The Dilley Immigration Processing Center contract termination and reactivation resulted in a net revenue reduction of **$12.8 million** and a **$0.07 per share** reduction compared to Q2 2024[7](index=7&type=chunk)[9](index=9&type=chunk) - Average daily residential population increased to **54,026** in Q2 2025 from 51,541 in Q2 2024, with average occupancy rising to **76.8%**[8](index=8&type=chunk) - Revenue from ICE, the largest government partner, **increased 17.2% to $176.9 million**, while revenue from state customers and the U.S. Marshals Service also grew[9](index=9&type=chunk) [Non-GAAP Financial Measures](index=3&type=section&id=2.2%20Non-GAAP%20Financial%20Measures) Non-GAAP measures like EBITDA and FFO showed strong growth, driven by higher residential populations, ERCs, and lower interest expense EBITDA and Adjusted EBITDA Comparison | Metric | Q2 2025 | Q2 2024 | | :-------------- | :-------- | :-------- | | EBITDA | $101.8 million | $79.8 million | | Adjusted EBITDA | $103.3 million | $83.9 million | FFO and Normalized FFO Comparison | Metric | Q2 2025 | Q2 2024 | | :----------------------------- | :-------- | :-------- | | FFO | $63.5 million | $43.8 million | | FFO per share | $0.58 | $0.39 | | Normalized FFO | $64.6 million | $46.6 million | | Normalized FFO per diluted share | $0.59 | $0.42 | - Increases in EBITDA and Adjusted EBITDA were primarily due to higher residential populations and included **$8.3 million of ERCs** and **$3.2 million of related interest**[10](index=10&type=chunk) - Normalized FFO benefited from reduced gross interest expense and a **2.1% reduction in weighted average shares outstanding** due to repurchases[11](index=11&type=chunk) Capital Strategy & Business Development The company expanded its share repurchase program, acquired a new facility, and is actively reactivating several idled centers to meet demand [Capital Strategy](index=3&type=section&id=3.1%20Capital%20Strategy) The company increased its share repurchase authorization, executed significant buybacks, and acquired the Farmville Detention Center - The Board of Directors increased the share repurchase program authorization by **$150.0 million**, bringing the total to **$500.0 million**[13](index=13&type=chunk) - In the first half of 2025, CoreCivic repurchased **3.9 million shares for $81.0 million**, with **$237.9 million** of authorization remaining as of June 30, 2025[13](index=13&type=chunk)[14](index=14&type=chunk) - On July 1, 2025, the company acquired the 736-bed Farmville Detention Center for **$67.0 million**[15](index=15&type=chunk) - The Farmville acquisition is expected to generate approximately **$40.0 million in annual incremental revenue**[15](index=15&type=chunk) [Business Development Updates](index=4&type=section&id=3.2%20Business%20Development%20Updates) The company is reactivating key facilities to meet increasing demand, though one facility faces a temporary legal delay - Reactivation of the 2,400-bed Dilley Immigration Processing Center is underway, with full operational capacity expected by the end of Q3 2025[16](index=16&type=chunk) - An ICE contract with initial funding up to **$10.0 million** is in place to activate the 2,560-bed California City Immigration Processing Center, with detainee intake expected soon[17](index=17&type=chunk) - An ICE contract with initial funding up to **$5.0 million** is effective for the activation of the 1,033-bed Midwest Regional Reception Center[18](index=18&type=chunk) - Intake at the Midwest facility is delayed by a lawsuit from the City of Leavenworth regarding a Special Use Permit, which CoreCivic is appealing[18](index=18&type=chunk) 2025 Financial Guidance & Outlook The company raised its full-year 2025 guidance across all key metrics, reflecting strong performance and strategic acquisitions [Full Year 2025 Guidance](index=5&type=section&id=4.1%20Full%20Year%202025%20Guidance) Full-year 2025 guidance was raised across all key metrics, reflecting strong results and strategic facility activations Revised Full Year 2025 Guidance | Metric | Revised Guidance (Full Year 2025) | Prior Guidance (Full Year 2025) | | :----------------------------- | :-------------------------------- | :-------------------------------- | | Net income | $116.4 million to $124.4 million | $91.3 million to $101.3 million | | Adjusted Net Income | $115.5 million to $123.5 million | $91.3 million to $101.3 million | | Diluted EPS | $1.08 to $1.15 | $0.83 to $0.92 | | Adjusted Diluted EPS | $1.07 to $1.14 | $0.83 to $0.92 | | FFO per diluted share | $1.98 to $2.06 | $1.72 to $1.82 | | Normalized FFO per diluted share | $1.99 to $2.07 | $1.72 to $1.82 | | EBITDA | $366.3 million to $372.3 million | $331.0 million to $339.0 million | | Adjusted EBITDA | $365.0 million to $371.0 million | $331.0 million to $339.0 million | - The revised guidance reflects favorable Q2 results, updated occupancy projections, the Farmville acquisition, and the California City facility reactivation[19](index=19&type=chunk) - The company expects new contracts to require activation of more idle facilities, with full year benefits likely more impactful to **2026 results**[20](index=20&type=chunk) Expected 2025 Capital Expenditures | Category | Expected Investment | | :------------------------------------------------ | :-------------------------- | | Maintenance capital expenditures on real estate | $29.0 million to $31.0 million | | Maintenance capital expenditures on other assets & IT | $31.0 million to $34.0 million | | Other capital investments | $9.0 million to $10.0 million | | Capital expenditures for previously idled facilities | $70.0 million to $75.0 million | Company Information & Disclosures This section provides investor resources, company background, and important forward-looking statement disclaimers [Supplemental Information & Investor Relations](index=6&type=section&id=5.1%20Supplemental%20Information%20%26%20Investor%20Relations) The company provides supplemental financial data online and will host a conference call to discuss Q2 2025 results - Supplemental financial information for Q2 2025 is available on the company's investor relations website[22](index=22&type=chunk) - Written materials for investor presentations will be available on the website on or about August 29, 2025[23](index=23&type=chunk) - A webcast conference call for Q2 2025 results will be hosted on Thursday, August 7, 2025, at 10:00 a.m. CT[24](index=24&type=chunk) [About CoreCivic](index=6&type=section&id=5.2%20About%20CoreCivic) CoreCivic is a diversified government-solutions company and the nation's largest owner of partnership correctional facilities - CoreCivic provides solutions to government partners through corrections and detention management, alternatives to incarceration, and real estate solutions[25](index=25&type=chunk) - The company is the nation's largest owner of partnership correctional, detention, and residential reentry facilities, with over 40 years of experience[25](index=25&type=chunk) [Forward-Looking Statements](index=6&type=section&id=5.3%20Forward-Looking%20Statements) The report contains forward-looking statements subject to risks and uncertainties that could cause results to differ materially - The press release contains forward-looking statements subject to risks and uncertainties that could cause actual results to differ materially[26](index=26&type=chunk) - Key risks include changes in government policy, the ability to obtain and maintain contracts, and the timing of new facility activations[26](index=26&type=chunk)[27](index=27&type=chunk) - Additional risks include economic conditions, occupancy levels, competition, inflation, and the availability of financing[27](index=27&type=chunk) - The company disclaims any responsibility to update forward-looking statements, except as may be required by law[28](index=28&type=chunk) Consolidated Financial Statements The consolidated financial statements detail the company's balance sheet and statements of operations for the period [Consolidated Balance Sheets](index=8&type=section&id=6.1%20Consolidated%20Balance%20Sheets) The balance sheet shows an increase in total assets and liabilities as of June 30, 2025, compared to year-end 2024 Consolidated Balance Sheet (Amounts in Thousands) | Item | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :---------------- | | Total current assets | $487,411 | $449,818 | | Total assets | $3,071,657 | $2,931,891 | | Total current liabilities | $303,955 | $285,797 | | Total liabilities | $1,594,125 | $1,438,540 | | Total stockholders' equity | $1,477,532 | $1,493,351 | - Cash and cash equivalents increased to **$130,524 thousand** at June 30, 2025, from $107,487 thousand at December 31, 2024[31](index=31&type=chunk) - Long-term debt, net, increased to **$1,006,584 thousand** at June 30, 2025, from $973,073 thousand at December 31, 2024[31](index=31&type=chunk) [Consolidated Statements of Operations](index=9&type=section&id=6.2%20Consolidated%20Statements%20of%20Operations) The statements of operations show significant year-over-year growth in revenue and net income for Q2 and the first half of 2025 Consolidated Statements of Operations (Amounts in Thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Total Revenue | $538,165 | $490,109 | $1,026,792 | $990,795 | | Net Income | $38,543 | $18,954 | $63,656 | $28,497 | | Diluted EPS | $0.35 | $0.17 | $0.58 | $0.25 | - Safety segment revenue for Q2 2025 was **$503,339 thousand**, up from $455,373 thousand in the prior year, indicating strong core business performance[32](index=32&type=chunk) - Interest expense, net, decreased to **$12,539 thousand** for Q2 2025 from $17,110 thousand in the prior year[32](index=32&type=chunk) Supplemental Financial Information & Non-GAAP Reconciliations This section provides detailed reconciliations of GAAP measures to non-GAAP measures like Adjusted Net Income, FFO, and EBITDA [Calculation of Adjusted Net Income and Adjusted Diluted EPS](index=10&type=section&id=7.1%20Calculation%20of%20Adjusted%20Net%20Income%20and%20Adjusted%20Diluted%20EPS) This section reconciles GAAP Net Income to Adjusted Net Income and Adjusted Diluted EPS, detailing special item adjustments Calculation of Adjusted Net Income and Adjusted Diluted EPS (Amounts in Thousands) | Metric | Q2 2025 | Q2 2024 | YTD Q2 2025 | YTD Q2 2024 | | :------------------------------------ | :-------- | :-------- | :---------- | :---------- | | Net income | $38,543 | $18,954 | $63,656 | $28,497 | | Special items (net of tax) | $1,111 | $2,797 | $1,111 | $21,113 | | Adjusted net income | $39,654 | $21,751 | $64,767 | $49,610 | | Adjusted Diluted EPS | $0.36 | $0.20 | $0.59 | $0.44 | - Special items in Q2 2025 included **$1,538 thousand** for M&A expenses, offset by an income tax benefit of **$427 thousand**[33](index=33&type=chunk) [Calculation of Funds From Operations and Normalized Funds From Operations](index=11&type=section&id=7.2%20Calculation%20of%20Funds%20From%20Operations%20and%20Normalized%20Funds%20From%20Operations) This section reconciles Net Income to FFO and Normalized FFO, adjusting for depreciation and other special items Calculation of FFO and Normalized FFO (Amounts in Thousands) | Metric | Q2 2025 | Q2 2024 | YTD Q2 2025 | YTD Q2 2024 | | :------------------------------------ | :-------- | :-------- | :---------- | :---------- | | Net income | $38,543 | $18,954 | $63,656 | $28,497 | | Depreciation & amortization of real estate assets | $24,920 | $24,843 | $49,518 | $49,627 | | Funds From Operations | $63,463 | $43,797 | $113,174 | $77,734 | | Normalized Funds From Operations | $64,574 | $46,594 | $114,285 | $99,237 | | Normalized FFO Per Diluted Share | $0.59 | $0.42 | $1.04 | $0.88 | - Normalized FFO adjusts FFO for special items, including expenses associated with mergers and acquisitions and related income tax benefits[35](index=35&type=chunk) [Calculation of EBITDA and Adjusted EBITDA](index=12&type=section&id=7.3%20Calculation%20of%20EBITDA%20and%20Adjusted%20EBITDA) This section details the calculation of EBITDA and Adjusted EBITDA from Net Income, adjusting for interest, taxes, and D&A Calculation of EBITDA and Adjusted EBITDA (Amounts in Thousands) | Metric | Q2 2025 | Q2 2024 | YTD Q2 2025 | YTD Q2 2024 | | :-------------------- | :-------- | :-------- | :---------- | :---------- | | Net income | $38,543 | $18,954 | $63,656 | $28,497 | | Interest expense | $18,428 | $20,060 | $36,809 | $42,118 | | Depreciation & amortization | $31,108 | $32,145 | $61,626 | $63,875 | | Income tax expense | $13,716 | $8,625 | $20,693 | $8,125 | | EBITDA | $101,795 | $79,784 | $182,784 | $142,615 | | Adjusted EBITDA | $103,333 | $83,858 | $184,322 | $173,363 | - Adjusted EBITDA excludes expenses associated with debt repayments, refinancing transactions, and mergers and acquisitions[36](index=36&type=chunk) [Guidance — Calculation of Adjusted Net Income, FFO, Normalized FFO, EBITDA and Adjusted EBITDA](index=13&type=section&id=7.4%20Guidance%20%E2%80%94%20Calculation%20of%20Adjusted%20Net%20Income%2C%20FFO%2C%20Normalized%20FFO%2C%20EBITDA%20and%20Adjusted%20EBITDA) This section provides a detailed reconciliation for the company's full-year 2025 non-GAAP financial guidance Full Year 2025 Guidance for Non-GAAP Measures (Amounts in Thousands) | Metric | Low End of Guidance | High End of Guidance | | :------------------------------------ | :------------------ | :------------------- | | Net income | $116,432 | $124,432 | | Adjusted net income | $115,500 | $123,500 | | Funds From Operations | $213,376 | $222,376 | | Normalized Funds From Operations | $215,000 | $224,000 | | Diluted EPS | $1.08 | $1.15 | | Adjusted Diluted EPS | $1.07 | $1.14 | | FFO per diluted share | $1.98 | $2.06 | | Normalized FFO per diluted share | $1.99 | $2.07 | | EBITDA | $366,299 | $372,299 | | Adjusted EBITDA | $365,000 | $371,000 | - Adjustments in the guidance calculation include expenses for M&A, gain on sale of real estate assets, and income tax expense for special items[37](index=37&type=chunk) [Note to Supplemental Financial Information](index=14&type=section&id=7.5%20Note%20to%20Supplemental%20Financial%20Information) This note clarifies the purpose of non-GAAP measures and cautions that they should be used to supplement GAAP results - Non-GAAP financial measures are used by management to assess operating performance and are provided to investors for consistent analysis[38](index=38&type=chunk) - FFO is a widely accepted non-GAAP supplemental measure for real estate companies and is important for evaluating performance[39](index=39&type=chunk) - These non-GAAP measures are useful for assessing performance without the impact of depreciation, tax provisions, and financing strategies[39](index=39&type=chunk) - The company cautions that these measures may not be comparable to those of other companies and should not be considered alternatives to GAAP measures[40](index=40&type=chunk)

CoreCivic Financial Results Announcement - CoreCivic, Inc. will release its 2025 second quarter financial results after the market closes on August 6, 2025 [1] - A live conference call will take place on August 7, 2025, at 10:00 a.m. central time [1] Participation Details - Participants can register in advance to join the call via telephone [2] - A confirmation email will be sent to telephone participants with details on how to join the conference call [2] - An audio-only webcast of the conference call will be available on the Company's website, with a replay accessible for seven days [3] Company Overview - CoreCivic is a diversified government-solutions company focused on addressing government challenges through cost-effective solutions [4] - The company is the largest owner of partnership correctional, detention, and residential reentry facilities in the U.S. and has over 40 years of experience as a government partner [4]

CoreCivic Analysis - CoreCivic's share price has increased by 87.64% in the past year, yet it is still considered undervalued [1] - Potential revenue growth is anticipated due to the policies of the Trump administration [1] Investment Strategy - The investment approach focuses on identifying companies with robust, consistent, and predictable cash flows for accurate valuation [1] - Attention is given to macroeconomic developments as they can influence market cycles and valuation [1] - The analysis is sector and asset class agnostic, allowing for exploration of opportunities across various markets [1] Engagement and Community - The goal is to provide actionable investment ideas and exchange insights within the investment community [1] - The analysis is intended for both novice and seasoned investors, promoting discussion and engagement [1]

Core Points - CoreCivic, Inc. has entered into a definitive agreement to acquire the Farmville Detention Center for a total purchase price of $67.0 million [1][2] - The acquisition is expected to close on July 1, 2025, and will generate approximately $40.0 million in annual incremental revenue [2] - The Farmville Detention Center has a capacity of 736 beds and provides services under an agreement with U.S. Immigration & Customs Enforcement (ICE) that expires in March 2029 [1][2] - The acquisition will add over 200 new employees to CoreCivic's workforce [3] Company Overview - CoreCivic is a diversified government-solutions company that provides a range of services including corrections and detention management, alternatives to incarceration, and government real estate solutions [3] - The company is the largest owner of partnership correctional, detention, and residential reentry facilities in the United States and has over 40 years of experience as a government partner [3]

Group 1: Immigration Enforcement Impact - The United States is increasing immigration enforcement, creating potential benefits for private prison stocks [1] - Los Angeles is a focal point for recent Immigration and Customs Enforcement (ICE) raids, resulting in over 100 arrests and heightened political tensions [1] Group 2: CoreCivic (CXW) - CoreCivic, a leading private prison operator, is experiencing unprecedented demand due to increased ICE detention efforts [2] - The company reported Q1 earnings of $0.23 per share, nearly double expectations, with revenue reaching $488 million and facility capacity at 77% [3] - CoreCivic plans to open new detention centers, including a 2,560-bed facility in California and a 1,033-bed complex in Kansas, while expanding capacity in multiple states [3][4] Group 3: GEO Group (GEO) - GEO Group operates nearly 20 detention centers and has seen its stock rise over 80% post-2024 election due to expectations of increased immigration enforcement [6][7] - The company's stock is currently trading at $26.95, reflecting strong market performance [7] - GEO is expanding its electronic monitoring operations, currently tracking about 186,000 immigrants with plans to scale up to 450,000 using advanced technology [9] - In early 2025, GEO secured a contract with ICE to reopen the 1,000-bed Delaney Hall Facility in Newark, New Jersey [9]

CoreCivic (CXW) Conference Summary Company Overview - CoreCivic is a diversified government solutions company focused on addressing government challenges in a cost-effective manner [1][2] - The company operates in three segments: Safety, Property, and Community [4][5] Key Segments 1. **Safety Segment** - CoreCivic has been in the correctional and detention facility business since 1983, which constitutes the majority of its operations [5] - The segment generates approximately 92% of the company's Net Operating Income (NOI) [8][9] - The company operates 43 facilities with close to 65,000 beds, including 7 idle facilities [10][12] 2. **Property Segment** - This segment involves owning correctional facilities and leasing them to state governments, generating fixed monthly rent [5][6] - Contributes about 3.1% of NOI [9] 3. **Community Segment** - Focuses on residential reentry facilities (halfway houses), contributing 5.2% of NOI [10] Financial Performance - For the first quarter, CoreCivic reported: - Revenue: $488.6 million - Net Income: $25.1 million - Adjusted EBITDA: $81 million [8] Market Position - CoreCivic is the largest non-government owner of correctional and detention real estate in the U.S., owning about 55% of all privately owned capacity [12] - The company manages approximately 39% of privately managed correctional capacity [12] Recent Developments - The company has seen a recovery in occupancy rates post-COVID-19, currently at 77%, with expectations to return to pre-pandemic levels [16][17] - There are nine idle facilities with 13,419 beds that could be activated, presenting significant growth opportunities [20][22] Opportunities and Challenges - The transition from the Biden administration to the Trump administration has led to increased ICE detention populations, creating opportunities for CoreCivic [18][19] - The company is currently negotiating two letter contracts with ICE for facilities in Leavenworth, Kansas, and California City, which could generate significant EBITDA [36][38] Capital Allocation Strategy - CoreCivic has focused on paying down debt, having reduced approximately $1.3 billion since converting from a REIT to a C corporation [29] - The company is currently engaged in a stock buyback program, believing its stock is undervalued [30][63] Competitive Landscape - CoreCivic's main competitor is GEO Group, which has been the incumbent for various contracts [12][51] - The company is interested in pursuing the ISAP program, which is up for renewal, and believes it can provide a competitive alternative [52][56] Conclusion - CoreCivic is well-positioned to capitalize on the growing demand for detention facilities, driven by staffing challenges in the public sector and increasing correctional populations [44][49] - The company remains focused on maintaining its operational efficiency and exploring strategic acquisitions while prioritizing shareholder returns through stock buybacks [61][63]

Part I – Financial Information [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for CoreCivic, Inc. for the quarter ended March 31, 2025, including Balance Sheets, Statements of Operations, Cash Flows, and Stockholders' Equity, with notes on key financial activities [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) As of March 31, 2025, total assets increased to **$3.00 billion** from **$2.93 billion** at year-end 2024, primarily driven by a new right-of-use asset for the Dilley Facility, while cash decreased to **$74.5 million** Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$3,002,446** | **$2,931,891** | | Cash and cash equivalents | $74,498 | $107,487 | | Property and equipment, net | $2,057,518 | $2,060,024 | | **Total Liabilities** | **$1,527,200** | **$1,438,540** | | Long-term debt, net | $969,885 | $973,073 | | **Total Stockholders' Equity** | **$1,475,246** | **$1,493,351** | [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) For Q1 2025, CoreCivic reported net income of **$25.1 million**, a significant increase from **$9.5 million** in Q1 2024, primarily due to the absence of **$27.2 million** in prior-year debt refinancing expenses, despite a slight revenue decrease to **$488.6 million** Q1 2025 vs. Q1 2024 Statement of Operations (in thousands, except per share data) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | **Revenue** | **$488,627** | **$500,686** | | Operating Expenses | $374,737 | $378,103 | | Expenses associated with debt repayments | $0 | $27,242 | | **Income Before Income Taxes** | **$32,090** | **$9,043** | | **Net Income** | **$25,113** | **$9,543** | | **Diluted EPS** | **$0.23** | **$0.08** | [Consolidated Statements of Cash Flows](index=5&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities was **$44.5 million** for Q1 2025, down from **$70.4 million** in Q1 2024, with increased cash used in investing activities and **$53.7 million** used in financing, primarily for common stock repurchases Q1 2025 vs. Q1 2024 Cash Flow Summary (in thousands) | Cash Flow Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $44,484 | $70,354 | | Net cash used in investing activities | ($24,982) | ($3,753) | | Net cash used in financing activities | ($53,688) | ($76,180) | | **Net Decrease in Cash** | **($34,186)** | **($9,579)** | - The company spent **$50.6 million** on the purchase and retirement of common stock in Q1 2025, compared to **$49.0 million** in Q1 2024[16](index=16&type=chunk) [Notes to Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail the company's structure, accounting policies, and key financial events, including the resumption of operations at the Dilley Facility, activation efforts at other idle facilities, ongoing debt management, a significant share repurchase program, and updates on legal proceedings - As of March 31, 2025, the company operated **43 correctional facilities** (CoreCivic Safety), **21 residential reentry centers** (CoreCivic Community), and owned **6 properties** leased to government agencies (CoreCivic Properties)[24](index=24&type=chunk) - The company resumed operations at the **2,400-bed Dilley Immigration Processing Center** in March 2025 under an amended agreement with ICE, establishing a new right-of-use asset and liability of **$116.9 million**[40](index=40&type=chunk) - The company is activating its Midwest Regional Reception Center and California City Immigration Processing Center under letter agreements with ICE while negotiating long-term contracts[36](index=36&type=chunk) - The company repurchased **1.9 million shares** for **$37.9 million** in Q1 2025, leaving **$131.0 million** available under its **$350.0 million** share repurchase authorization[50](index=50&type=chunk) - A jury returned a verdict of **$27.8 million** against the company in an inmate litigation matter, which the company intends to appeal and believes is substantially covered by insurance[64](index=64&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2025 financial results, highlighting the impact of executive and legislative actions on federal demand, particularly from ICE, and the company's strategy of activating idle facilities, managing debt, and executing its share repurchase program [Overview](index=25&type=section&id=Overview) The company anticipates significant growth opportunities from new executive actions and legislation, such as the Laken Riley Act, which are expected to increase demand for detention capacity from federal partners like ICE, leading CoreCivic to resume operations at the Dilley Facility and activate other idle facilities - Executive actions by President Trump on January 20, 2025, are intended to secure borders and increase detention of removable aliens, directing the DHS to expand facility capacity[81](index=81&type=chunk) - The Laken Riley Act, signed into law on January 29, 2025, mandates detention for certain non-U.S. nationals, which ICE estimates could require **60,000 to 110,000 additional detention beds**[84](index=84&type=chunk) - The company is responding to increased ICE demand by resuming operations at the Dilley Facility and entering into letter agreements to activate the Midwest Regional Reception Center and the California City Facility[85](index=85&type=chunk) [Results of Operations](index=29&type=section&id=Results%20of%20Operations) Q1 2025 revenue fell **2.4%** to **$488.6 million**, primarily due to a **64.6%** drop in lease revenue and lower federal management revenue, while net income surged to **$25.1 million** from **$9.5 million** in Q1 2024 due to the absence of prior-year debt refinancing charges Revenue by Source (in millions) | Revenue Source | Q1 2025 | Q1 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Federal | $241.3 | $262.4 | $(21.1) | (8.0%) | | State | $198.6 | $188.8 | $9.8 | 5.2% | | Lease revenue | $4.6 | $13.0 | $(8.4) | (64.6%) | | **Total revenue** | **$488.6** | **$500.7** | **$(12.1)** | **(2.4%)** | - The decrease in federal revenue was primarily due to the termination of funding for the Dilley Facility in August 2024, which resumed operations on March 5, 2025[96](index=96&type=chunk) - The decrease in lease revenue was driven by the termination of the lease for the California City Facility, effective March 31, 2024[99](index=99&type=chunk) - Operating expenses decreased by **$3.4 million** YoY, mainly due to the temporary closure of the Dilley Facility, partially offset by wage increases across the portfolio[100](index=100&type=chunk)[101](index=101&type=chunk) [Liquidity and Capital Resources](index=43&type=section&id=Liquidity%20and%20Capital%20Resources) The company's capital strategy focuses on debt management and returning capital to shareholders, with **$37.9 million** in common stock repurchases in Q1 2025, **$131.0 million** remaining under authorization, and no debt maturities until 2027 - The company's Board of Directors increased the share repurchase program authorization to **$350.0 million**. As of March 31, 2025, a total of **$219.0 million** has been used, with **$131.0 million** remaining[133](index=133&type=chunk) - The company has internally approved **$65.0 million to $70.0 million** in capital expenditures for activating previously idled facilities to meet anticipated demand[134](index=134&type=chunk) Contractual Cash Obligations as of March 31, 2025 (in thousands) | Obligation | Total | | :--- | :--- | | Long-term debt | $994,429 | | Interest on senior and mortgage notes | $272,994 | | Dilley Facility Lease | $245,336 | | Other Leases & Commitments | $32,088 | | **Total** | **$1,544,847** | [Quantitative and Qualitative Disclosures About Market Risk](index=49&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk exposure is to interest rate changes on its variable-rate Bank Credit Facility, where a **100 basis point** change would impact net interest expense by approximately **$0.3 million** for Q1 2025, though most debt is fixed-rate - The company is exposed to interest rate risk on its Bank Credit Facility. A **100 basis point** increase or decrease in rates would have changed interest expense by **$0.3 million** in Q1 2025[155](index=155&type=chunk) - As of March 31, 2025, a significant portion of debt is fixed-rate, including **$238.5 million** of **4.75% Senior Notes**, **$500.0 million** of **8.25% Senior Notes**, and **$138.8 million** of **4.43% Kansas Notes**, which are not materially impacted by market interest rate fluctuations[156](index=156&type=chunk) [Controls and Procedures](index=51&type=section&id=Item%204.%20Controls%20and%20Procedures) Based on senior management's evaluation, the company's disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting during the quarter - Management, including the CEO and CFO, concluded that disclosure controls and procedures are effective as of the end of the reporting period[158](index=158&type=chunk) - No material changes in internal control over financial reporting occurred during the quarter[158](index=158&type=chunk) Part II – Other Information [Legal Proceedings](index=52&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings, including a class-action lawsuit, a lawsuit from the City of Leavenworth, and an appeal of a **$27.8 million** jury verdict in an inmate litigation case, which is believed to be substantially covered by insurance, while also cooperating with a DOJ investigation - This section incorporates by reference the information from Note 7 of the financial statements, which details ongoing litigation[161](index=161&type=chunk) [Risk Factors](index=52&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes in risk factors were reported for the quarter[162](index=162&type=chunk) [Issuer Purchases of Equity Securities](index=52&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q1 2025, the company repurchased approximately **1.94 million shares** of its common stock for **$37.9 million**, with **$131.0 million** remaining under its **$350.0 million** share repurchase authorization Q1 2025 Share Repurchases | Period | Total Shares Purchased (Shares) | Average Price Paid per Share ($) | | :--- | :--- | :--- | | January 2025 | 515,206 | $21.35 | | February 2025 | 801,160 | $18.72 | | March 2025 | 619,916 | $19.17 | | **Total Q1 2025** | **1,936,282** | **$19.56** | - The company has a total share repurchase authorization of **$350.0 million**, with **$131.0 million** remaining as of March 31, 2025[163](index=163&type=chunk) [Exhibits](index=54&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications as required by the Sarbanes-Oxley Act and Inline XBRL data files - Exhibits filed include a list of guarantor subsidiaries, CEO/CFO certifications (Sections 302 and 906), and XBRL data files[167](index=167&type=chunk)

Financial Data and Key Metrics Changes - CoreCivic reported first quarter revenue of $488.6 million, exceeding expectations, with EBITDA of $81 million, both metrics showing meaningful increases from the fourth quarter of 2024 [10][36] - Facility utilization improved to 77% from 75.2% in the prior year [10] - Net income was $0.23 per share and FFO per share was $0.45, both exceeding average analyst estimates by $0.10 per share [36] Business Line Data and Key Metrics Changes - Revenue from federal partners, primarily ICE and the U.S. Marshals Service, comprised 48% of total revenue, with ICE revenue declining 8% year-over-year, but increasing 11% when excluding the Dilley facility [24][36] - Revenue from state partners in the Safety and Community segments increased by 5.2% compared to the prior year, driven by higher per diem rates and occupancy [31][39] Market Data and Key Metrics Changes - ICE's national detention population increased from approximately 39,000 to nearly 48,000 during the quarter, with CoreCivic's share rising from about 10,000 to 12,000 detainees [26] - CoreCivic has nine idle facilities with over 13,400 available beds, indicating significant capacity to meet ICE's needs [45] Company Strategy and Development Direction - CoreCivic is focused on reactivating facilities and expanding capacity to meet increasing demand from ICE, with plans to invest an additional $25 million in capital expenditures for facility activations [15][39] - The company is exploring opportunities for expansion and evaluating potential acquisitions to enhance its service offerings [46] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the operational improvements and the ability to respond to increased demand from government partners, particularly in light of the new administration's immigration policies [34][35] - The company anticipates new contracts with ICE following budget reconciliation, which could significantly impact future revenue [18][44] Other Important Information - CoreCivic's capital allocation strategy has contributed to increases in per share earnings through reductions in interest expense and share repurchases [38][41] - The company plans to spend $60 million to $65 million on maintenance capital expenditures in 2025, unchanged from prior guidance [46] Q&A Session Summary Question: Are there more letter agreements with ICE? - Management confirmed that there are no additional letter agreements currently but noted the intensity of ICE's need for beds and the potential for more agreements in the future [53][54] Question: How many more facilities could the additional $25 million CapEx support? - Management indicated that they are leaning forward on almost all idle facilities and that the total CapEx could be higher depending on the facilities activated [59][60] Question: What is the appetite for managing soft-sided facilities? - Management expressed strong interest in managing soft-sided facilities and highlighted their capability to respond quickly to such needs [62][63] Question: What revenues might be generated from increased transportation work for ICE? - Management stated that it is difficult to quantify potential revenues until contracts are finalized but acknowledged the increased need for transportation services [73][77] Question: Any updates on the community side with BOP? - Management noted that the new BOP director is in the early stages of forming a leadership team, and further developments are expected soon [78]

Financial Data and Key Metrics Changes - CoreCivic reported first quarter revenue of $488.6 million, exceeding expectations, with EBITDA of $81 million, both metrics showing meaningful increases from the fourth quarter of 2024 [9][10] - Facility utilization improved to 77% from 75.2% in the prior year quarter [8] - Net income was $0.23 per share and FFO per share was $0.45, both exceeding average analyst estimates by $0.10 per share [35] Business Line Data and Key Metrics Changes - Revenue from federal partners, primarily ICE and the U.S. Marshals Service, comprised 48% of total revenue, with ICE revenue increasing by 11% when excluding the Dilley facility [23][24] - Revenue from state partners in the Safety and Community segments increased by 5.2% compared to the prior year quarter, driven by higher per diem rates and occupancy [30][38] - The Community segment's revenue was flat year-over-year, but net operating income increased by 6% [33] Market Data and Key Metrics Changes - ICE's national detention population increased from approximately 39,000 to nearly 48,000 individuals during the quarter, with CoreCivic's share rising from about 10,000 to 12,000 detainees [25] - CoreCivic has nine idle facilities with over 13,400 available beds, indicating significant capacity to meet ICE's needs [45] Company Strategy and Development Direction - CoreCivic is focused on reactivating facilities and expanding capacity to meet increasing demand from ICE and state partners, with a capital expenditure increase of $25 million for facility activations [13][59] - The company is exploring additional opportunities for expansion and evaluating potential acquisitions to enhance its service offerings [46] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the operational improvements and the ability to respond to increased demand from government partners [32] - The company anticipates new contracts with ICE following budget reconciliation, which could lead to further activations of idle facilities [44] Other Important Information - CoreCivic's capital allocation strategy has contributed to increases in per share earnings through reductions in interest expense and share repurchases [37][40] - The company plans to spend $60 million to $65 million on maintenance capital expenditures during 2025, unchanged from prior guidance [45] Q&A Session Summary Question: Are there more letter agreements with ICE? - Management confirmed that they are not hiding any agreements and noted the intensity of ICE's need for beds, suggesting more agreements could be forthcoming [54][55] Question: How many more facilities could the additional $25 million CapEx support? - Management indicated that they are leaning forward on almost all idle facilities and that the total CapEx could be higher depending on the facilities activated [58][59] Question: What is the appetite for managing soft-sided facilities? - Management expressed strong interest in managing soft-sided facilities and highlighted their capability to respond quickly to such needs [61][62] Question: What revenues might be generated from increased transportation work for ICE? - Management stated that it is difficult to quantify at this stage but indicated that transportation needs are being analyzed in connection with existing contracts [70][71] Question: Any updates on the community side with BOP? - Management noted that the new BOP director is in the early stages of forming a leadership team, and they expect a push for increased capacity in the private sector for community beds [75][76]