8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 1, 2020 (April 1, 2020)

CoreCivic, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland	001-16109	62-1763875
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

10 Burton Hills Boulevard,

Nashville, Tennessee 37215

(Address of Principal Executive Offices, and Zip Code)

(615) 263-3000

Registrant’s Telephone Number, Including Area Code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	CXW	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 2.02. Results of Operations and Financial Condition.

On April 1, 2020, CoreCivic, Inc., a Maryland corporation (the “Company”), issued a press release announcing that, due to uncertainties related to the potential impact of the ongoing coronavirus (COVID-19) pandemic, the Company is withdrawing its full year 2020 financial guidance, while confirming its first quarter 2020 financial guidance. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02 of Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and Section 11 of the Securities Act of 1933, as amended, or otherwise subject to the liabilities of those sections. This Current Report will not be deemed an admission by the Company as to the materiality of any information in this report that is required to be disclosed solely by Item 2.02. The Company does not undertake a duty to update the information in this Current Report and cautions that the information included in this Current Report is current only as of the date made and may change thereafter.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1	Press Release dated April 1, 2020.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Date: April 1, 2020	CORECIVIC, INC.
	By:	/s/ David Garfinkle
	Name:	David M. Garfinkle
	Title:	Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

News Release

Contact: Investors: Cameron Hopewell - Managing Director, Investor Relations - (615) 263-3024 Media: Steve Owen - Managing Director, Communications - (615) 263-3107

CORECIVIC WITHDRAWS FULL YEAR 2020 FINANCIAL GUIDANCE

NASHVILLE, Tenn. – April 1, 2020 – CoreCivic, Inc. (NYSE: CXW) (the “Company”) announced today the withdrawal of its previously announced full year 2020 financial guidance, initially provided in the Company’s fourth quarter and full year 2019 earnings release on February 12, 2020, due to uncertainties related to the potential impact of the ongoing coronavirus (COVID-19) pandemic. The Company is confirming its first quarter 2020 financial guidance, also initially provided on February 12, 2020.

“Throughout the COVID-19 pandemic, our number one priority has been the health and safety of our employees, those entrusted in our care, and the communities where we operate,” said Damon T. Hininger, CoreCivic’s President and Chief Executive Officer. “We have been closely coordinating with our government partners, and remain in contact with local and national health authorities. No one yet knows the full scale of health and economic impacts, so we have taken prudent action to strengthen our liquidity position to maintain our financial flexibility. We have also offered idle bed capacity at no cost to communities where we operate for their use to help them combat COVID-19.

Hininger continued, “I am confident in the Company’s long-term outlook given our cash flow generation, growing value proposition, investment grade rated government partners, substantial liquidity and strong balance sheet. Finally, let me express my sincere thanks and admiration to our CoreCivic employees for their work during this pandemic. The passion they show for our mission continues to be inspiring to me.”

As of March 31, 2020, the Company has approximately:

• $325 million of available cash on hand,

• $150 million of availability on the Company’s $800 million revolving credit facility,

• $25 million in non-recourse mortgage debt maturing and term loan amortization in 2020, and

• no unsecured debt maturities until October 2022.

Additionally, the Company currently has no material capital commitments for new development or expansion as of March 31, 2020.

About CoreCivic

The Company is a diversified government solutions company with the scale and experience needed to solve tough government challenges in flexible, cost-effective ways. We provide a broad range of solutions to government partners that serve the public good through corrections and detention management, a growing network of residential reentry centers to

5501 Virginia Way, Brentwood, Tennessee 37027, Phone: 615-263-3000

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help address America’s recidivism crisis, and government real estate solutions. We are a publicly traded real estate investment trust (REIT) and the nation’s largest owner of partnership correctional, detention and residential reentry facilities. We also believe we are the largest private owner of real estate used by U.S. government agencies. The Company has been a flexible and dependable partner for government for more than 35 years. Our employees are driven by a deep sense of service, high standards of professionalism and a responsibility to help government better the public good. Learn more at http://www.corecivic.com/.

Forward-Looking Statements

This press release contains statements as to our beliefs and expectations of the outcome of future events that are “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made. These include, but are not limited to, the risks and uncertainties associated with: (i) the duration imposed by the federal government to deny entry at the southern border to asylum-seekers and anyone crossing the southern border without proper documentation or authority in an effort to contain the spread of COVID-19; (ii) government responses to staff or residents testing positive for COVID-19 within public and private correctional, detention and reentry facilities; (iii) the location and duration of shelter in place orders that disrupt the criminal justice system, along with government policies on prosecutions and newly ordered legal restrictions that affect the number people placed in correctional, detention, and reentry facilities; (iv) general economic and market conditions, including, but not limited to, the impact governmental budgets can have on our contract renewals and renegotiations, per diem rates, and occupancy; (v) fluctuations in our operating results because of, among other things, changes in occupancy levels, competition, contract renegotiations or terminations, increases in costs of operations, fluctuations in interest rates and risks of operations; (vi) our ability to obtain and maintain correctional, detention, and residential reentry facility management contracts because of reasons including, but not limited to, sufficient governmental appropriations, contract compliance, negative publicity, and effects of inmate disturbances; (vii) changes in the privatization of the corrections and detention industry, the acceptance of our services, the timing of the opening of new facilities and the commencement of new management contracts (including the extent and pace at which new contracts are utilized), as well as our ability to utilize available beds; (viii) changes in government policy, legislation and regulations that affect utilization of the private sector for corrections, detention, and residential reentry services, in general, or our business, in particular, including but not limited to, the continued utilization of the South Texas Family Residential Center (STFRC) by U.S. Immigration & Customs Enforcement under terms of the current contract, and the impact of any changes to immigration reform and sentencing laws (Our company does not, under longstanding policy, lobby for or against policies or legislation that would determine the basis for, or duration of, an individual’s incarceration or detention.); (ix) our ability to meet and maintain qualification for taxation as a REIT; and (x) the availability of debt and equity financing on terms that are favorable to us, or at all. Other factors that could cause operating and financial results to differ are described in the filings we make from time to time with the Securities and Exchange Commission.

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The Company takes no responsibility for updating the information contained in this press release following the date hereof to reflect events or circumstances occurring after the date hereof or the occurrence of unanticipated events or for any changes or modifications made to this press release or the information contained herein by any third-parties, including, but not limited to, any wire or internet services.

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Document and Entity Information	Apr. 01, 2020
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001070985
Document Type	8-K
Document Period End Date	Apr. 01, 2020
Entity Registrant Name	CoreCivic, Inc.
Entity Incorporation State Country Code	MD
Entity File Number	001-16109
Entity Tax Identification Number	62-1763875
Entity Address, Address Line One	10 Burton Hills Boulevard
Entity Address, City or Town	Nashville
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37215
City Area Code	(615)
Local Phone Number	263-3000
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Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock
Trading Symbol	CXW
Security Exchange Name	NYSE
Entity Emerging Growth Company	false