Shareholders' Equity (Tables)

3 Months Ended

Mar. 31, 2020

Changes in Shareholders' Equity that are Attributable to the Company's Shareholders and to Noncontrolling Interests

The following table presents the changes in shareholders’ equity that are attributable to the Company’s shareholders and to noncontrolling interests for the three months ended March 31, 2020 and 2019 (in thousands):

	Common shares						Additional Paid-In			Distributions in Excess of			Accumulated Other Comprehensive			Treasury shares					Noncontrolling			Total Shareholders'
	Shares			Amount			Capital			Earnings			Loss			Shares		Amount			Interests			Equity
For the Three Months Ended March 31, 2020
Balance, January 1, 2020		121,225		$	1,254		$	1,230,865		$	(119,779	)	$	(20,335	)		4,210	$	(95,175	)	$	(782	)	$	996,048
Stock-based compensation expense		—			—			9,768			—			—			—		—			—			9,768
Restricted stock granted		900			9			(9	)		—			—			—		—			—			—
Restricted stock canceled		(21	)		—			—			—			—			—		—			—			—
Dividends paid [1]		—			—			—			(57,703	)		—			—		—			—			(57,703	)
Other adjustment to additional paid-in capital [2]		—			—			8,925			—			—			—		—			—			8,925
Purchase of treasury shares		(554	)		—			—			—			—			554		(9,009	)		—			(9,009	)
Shares withheld for net settlements of share- based awards [3]		(174	)		(2	)		(2,630	)		—			—			—		—			—			(2,632	)
Issuance of common stock - ESPP		10			1			149			—			—			—		—			—			150
Net income (loss)		—			—			—			25,181			—			—		—			(60	)		25,121
Other comprehensive income (loss)		—			—			—			—			(13,164	)		—		—			(48	)		(13,212	)
Balance, March 31, 2020		121,386		$	1,262		$	1,247,068		$	(152,301	)	$	(33,499	)		4,764	$	(104,184	)	$	(890	)	$	957,456

	Common shares						Additional Paid-In			Distributions in Excess of			Accumulated Other Comprehensive			Treasury shares					Noncontrolling			Total Shareholders'
	Shares			Amount			Capital			Earnings			Loss			Shares		Amount			Interests			Equity
For the Three Months Ended March 31, 2019
Balance, January 1, 2019	$	120,585		$	1,248		$	1,210,916		$	(52,868	)	$	(23,618	)		4,210	$	(95,175	)	$	(599	)	$	1,039,904
Proceeds from exercise of stock options		22			—			333			—			—			—		—			—			333
Stock-based compensation expense		—			—			6,727			—			—			—		—			—			6,727
Restricted stock granted		778			8			(8	)		—			—			—		—			—			-
Restricted stock canceled		(6	)		—			—			—			—			—		—			—			-
Dividends paid		—			—			—			(57,945	)		—			—		—			—			(57,945	)
Shares withheld for net settlements of share- based awards [3]		(198	)		(2	)		(4,170	)		—			—			—		—			—			(4,172	)
Transition adjustment for accounting standard adoption [4]		—			—			—			(968	)		968			—		—			—			-
Issuance of common stock - ESPP		6			—			124			—			—			—		—			—			124
Net income (loss)		—			—			—			40,705			—			—		—			(56	)		40,649
Other comprehensive income (loss)		—			—			—			—			1,284			—		—			—			1,284
Balance, March 31, 2019		121,187		$	1,254		$	1,213,922		$	(71,076	)	$	(21,366	)		4,210	$	(95,175	)	$	(655	)	$	1,026,904

[1]	Dividends paid are net of dividends forfeited on unvested shares of restricted stock.

[2]

On February 26, 2020 (the "Effective Date"), the Company and its Chief Executive Officer (“CEO”) entered into an amended and restated executive retirement agreement that amends and replaces the CEO’s prior executive retirement agreement. The amended and restated executive retirement agreement provides that upon the CEO’s retirement from the Company, the Company will pay a lump sum amount currently equal to $8,925,065 (the “Grandfathered Payment”) which will be paid in the form of the Company’s common stock. The fair value of the Grandfathered payment was reclassified to stockholders’ equity as of March 31, 2020. Refer to Note 13 – Benefit Plans for further information.

[3]	During the three months ended March 31, 2020 and 2019, the Company withheld shares through net share settlements to satisfy statutory tax withholding requirements upon vesting of shares of restricted stock held by employees.

[4]	On January 1, 2019, the Company adopted Accounting Standard Update ("ASU") No. 2018-02 "Income Statement-Reporting Comprehensive Income-Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income".

Dividends Declared

During the three months ended March 31, 2020 and the year ended December 31, 2019, GEO declared and paid the following regular cash distributions to its shareholders as follows:

Declaration Date	Record Date	Payment Date	Distribution Per Share		Aggregate Payment Amount (in millions)
February 4, 2019	February 15, 2019	February 22, 2019	$	0.48	$	57.9
April 3, 2019	April 15, 2019	April 22, 2019	$	0.48	$	58.2
July 9, 2019	July 19, 2019	July 26, 2019	$	0.48	$	58.2
October 14, 2019	October 25, 2019	November 1, 2019	$	0.48	$	58.2
February 3, 2020	February 14, 2020	February 21, 2020	$	0.48	$	58.2

Schedule of Accumulated Other Comprehensive Income (Loss)

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

	Three Months Ended March 31, 2020
	(In thousands)
	Foreign currency translation adjustments, net of tax attributable to The GEO Group, Inc. (1)			Change in fair value of derivatives, net of tax			Pension adjustments, net of tax			Total
Balance, January 1, 2020	$	(12,314	)	$	(1,476	)	$	(6,545	)	$	(20,335	)
Current-period other comprehensive income (loss)		(8,759	)		(4,512	)		107			(13,164	)
Balance, March 31, 2020	$	(21,073	)	$	(5,988	)	$	(6,438	)	$	(33,499	)

(1)

The foreign currency translation related to noncontrolling interests was not significant at March 31, 2020.

	Three Months Ended March 31, 2019
	(In thousands)
	Foreign currency translation adjustments, net of tax attributable to The GEO Group, Inc. (1)			Change in fair value of derivatives, net of tax			Pension adjustments, net of tax			Total
Balance, January 1, 2019		(14,573	)		(5,746	)		(3,299	)		(23,618	)
Current-period comprehensive income (loss)		1,736			1,164			(648	)		2,252
Balance, March 31, 2019		(12,837	)		(4,582	)		(3,947	)		(21,366	)

(1)

The foreign currency translation related to noncontrolling interests was not significant at March 31, 2019.