CoreCivic Announces Closing of $450 Million 8.25% Senior Notes Due 2026
April 15 2021 - 8:41AM
CoreCivic, Inc. (NYSE: CXW) (the “Company") closed
its offering of $450,000,000 aggregate principal amount of 8.25%
senior unsecured notes due 2026 (the “Notes”) on April 14, 2021.
The Notes were priced at 99.0% of face value and have an effective
yield to maturity of 8.50%. The aggregate net proceeds from the
sale of the Notes are expected to be approximately $435.1 million,
after deducting the original issuance and underwriting discounts
and estimated offering expenses. CoreCivic is using a significant
amount of the net proceeds from the offering of the Notes (i) to
redeem all $250 million principal amount of its outstanding 5.00%
senior notes due 2022 (the “2022 Senior Notes”), which have been
called for redemption on May 14, 2021 by a redemption notice issued
on April 14, 2021, including the payment of the applicable
make-whole amount and accrued interest, and (ii) to otherwise repay
or reduce its other indebtedness, which includes repurchasing
approximately $128 million principal amount of the $350 million
aggregate principal amount of 4.625% senior notes due 2023 (the
“2023 Senior Notes”). Following the repurchases of the 2023 Senior
Notes described in the preceding sentence, the outstanding
principal balance of the 2023 Senior Notes will be approximately
$222 million. CoreCivic may use any remaining proceeds for general
corporate purposes.
Imperial Capital acted as left lead underwriter,
StoneX Financial Inc. acted as joint bookrunner, and Wedbush
Securities Inc. acted as co-manager for the offering.
The Notes were offered pursuant to CoreCivic’s
effective shelf registration statement on Form S-3ASR, which became
effective upon filing with the Securities and Exchange Commission
on April 6, 2021. A prospectus supplement describing the terms of
the offering has been filed with the Securities and Exchange
Commission and is available at www.sec.gov. The offering may be
made only by means of a prospectus supplement and the accompanying
prospectus. Copies of the prospectus supplement and accompanying
prospectus relating to this offering may be obtained at Imperial
Capital, LLC, 10100 Santa Monica Boulevard, Suite 2400, Los
Angeles, CA 90067, Attn: Prospectus Department, or by telephone at
(310) 246-3700.
This press release is neither an offer to sell nor
a solicitation of an offer to buy any securities, nor shall it
constitute a notice of redemption under the indenture governing the
2022 Senior Notes or the indenture governing the 2023 Senior Notes,
nor shall there be any offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
This press release includes forward-looking
statements regarding CoreCivic’s intended use of the remaining net
proceeds from the issuance of the Notes. These forward-looking
statements may be affected by risks and uncertainties in
CoreCivic’s business and market conditions. This information is
qualified in its entirety by cautionary statements and risk factor
disclosures contained in CoreCivic’s Securities and Exchange
Commission filings, including CoreCivic’s Annual Report on Form
10-K for the fiscal year ended December 31, 2020, filed with the
Securities and Exchange Commission on February 22, 2021, as well as
the risks identified in the prospectus supplement and the
accompanying prospectus relating to the offering. CoreCivic wishes
to caution readers that certain important factors may have affected
and could in the future affect CoreCivic’s actual results and could
cause CoreCivic’s actual results for subsequent periods to differ
materially from those expressed in any forward-looking statement
made by or on behalf of CoreCivic, including the risk that the
offering of the Notes cannot be successfully completed. CoreCivic
undertakes no obligation to update forward-looking statements to
reflect events or circumstances after the date hereof.
About CoreCivic
CoreCivic is a diversified government solutions
company with the scale and experience needed to solve tough
government challenges in flexible, cost-effective ways. CoreCivic
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. CoreCivic
is the nation’s largest owner of partnership correctional,
detention and residential reentry facilities, and believes it is
the largest private owner of real estate used by government
agencies in the U.S. CoreCivic has been a flexible and dependable
partner for government for more than 35 years. CoreCivic’s
employees are driven by a deep sense of service, high standards of
professionalism and a responsibility to help government better the
public good.
Contact: |
Investors: Cameron Hopewell - Managing Director, Investor Relations
- (615) 263-3024Media: Steve Owen - Vice President, Communications
- (615) 263-3107 |
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