Shareholders' Equity

9 Months Ended

Sep. 30, 2016

Equity [Abstract]

Shareholders' Equity

SHAREHOLDERS’ EQUITY

The following table presents the changes in shareholders’ equity that are attributable to the Company’s shareholders and to noncontrolling interests (in thousands):

	Common shares				Additional Paid-In			Earnings in Excess of			Accumulated Other Comprehensive			Noncontrolling			Total Shareholders'
	Shares		Amount		Capital			Distributions			Loss			Interests			Equity
Balance, December 31, 2015	74,643		$	747	$	879,599		$	158,796		$	(32,404	)	$	99		$	1,006,837
Proceeds from exercise of stock options	108		—		2,367			—			—			—			2,367
Tax deficiency related to equity compensation	—		—		(844		)	—			—			—			(844		)
Stock-based compensation expense	—		—		9,675			—			—			—			9,675
Restricted stock granted	349		3		(3		)	—			—			—			—
Restricted stock canceled	(51	)	—		—			—			—			—			—
Dividends paid	—		—		—			(145,990		)	—			—			(145,990		)
Shares withheld for net settlements of share-based awards	(75	)	—		(2,336		)	—			—			—			(2,336		)
Other adjustments to additional paid-in-capital	—		—		179			—			—			—			179
Issuance of common stock - ESPP	12		—		338			—			—			—			338
Net income (loss)	—		—		—			99,279			—			(123		)	99,156
Other comprehensive (loss) income	—		—		—			—			(3,002		)	19			(2,983		)
Balance, September 30, 2016	74,986		$	750	$	888,975		$	112,085		$	(35,406	)	$	(5	)	$	966,399

During the nine months ended September 30, 2016, the Company withheld shares through net share settlements to satisfy minimum statutory tax withholding requirements upon vesting of shares of restricted stock held by employees.

REIT Distributions

As a REIT, GEO is required to distribute annually at least 90% of its REIT taxable income (determined without regard to the dividends paid deduction and by excluding net capital gain) and began paying regular quarterly REIT dividends in 2013. The amount, timing and frequency of future dividends, however, will be at the sole discretion of GEO's Board of Directors (the "Board”) and will be declared based upon various factors, many of which are beyond GEO's control, including, GEO's financial condition and operating cash flows, the amount required to maintain REIT status, limitations on distributions in GEO's existing and future debt instruments, limitations on GEO's ability to fund distributions using cash generated through GEO's taxable REIT subsidiaries ("TRSs") and other factors that GEO's Board may deem relevant.

During the nine months ended September 30, 2016 and the year ended December 31, 2015, respectively, GEO declared and paid the following regular cash distributions to its shareholders as follows:

Declaration Date	Record Date	Payment Due	Distribution Per Share	Aggregate Payment Amount (in millions)
February 6, 2015	February 17, 2015	February 27, 2015	$0.62	$46.0
April 29, 2015	May 11, 2015	May 21, 2015	$0.62	$46.3
July 31, 2015	August 14, 2015	August 24, 2015	$0.62	$46.3
November 3, 2015	November 16, 2015	November 25, 2015	$0.65	$48.5
February 3, 2016	February 16, 2016	February 26, 2016	$0.65	$48.5
April 20, 2016	May 2, 2016	May 12, 2016	$0.65	$48.7
July 20, 2016	August 1, 2016	August 12, 2016	$0.65	$48.7

Prospectus Supplement

In September 2014, the Company filed with the Securities and Exchange Commission an automatic shelf registration statement on Form S-3. On November 10, 2014, in connection with the shelf registration, the Company filed with the Securities and Exchange Commission a prospectus supplement related to the offer and sale from time to time of the Company's common stock at an aggregate offering price of up to $150.0 million through sales agents. Sales of shares of the Company's common stock under the prospectus supplement and the equity distribution agreements entered into with the sales agents, if any, may be made in negotiated transactions or transactions that are deemed to be "at the market" offerings as defined in Rule 415 under the Securities Act of 1933. There were no shares of the Company's stock issued under this prospectus supplement during the year ended December 31, 2015 nor the nine months ended September 30, 2016.

Comprehensive Income (Loss)

Comprehensive income (loss) represents the change in shareholders' equity from transactions and other events and circumstances arising from non-shareholder sources. The Company's total comprehensive income (loss) is comprised of net income attributable to GEO, net income attributable to noncontrolling interests, foreign currency translation adjustments that arise from consolidating foreign operations that do not impact cash flows, net unrealized gains and/or losses on derivative instruments, and pension liability adjustments within shareholders' equity and comprehensive income (loss).

The components of accumulated other comprehensive income (loss) attributable to GEO within shareholders' equity are as follows:

	Nine Months Ended September 30, 2016
	(In thousands)
	Foreign currency translation adjustments, net of tax attributable to The GEO Group, Inc. (1)			Unrealized (loss)/gain on derivatives, net of tax			Pension adjustments, net of tax			Total
Balance, December 31, 2015	$	(11,747	)	$	(17,697	)	$	(2,960	)	$	(32,404	)
Current-period other comprehensive (loss) income	2,062			(5,162		)	98			(3,002		)
Balance, September 30, 2016	$	(9,685	)	$	(22,859	)	$	(2,862	)	$	(35,406	)

⁽¹⁾ The foreign currency translation related to noncontrolling interests was not significant at September 30, 2016 or December 31, 2015.