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What changed in CoreCivic, Inc.'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of CoreCivic, Inc.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+687 added−701 removedSource: 10-K (2025-02-21) vs 10-K (2023-12-31)

Top changes in CoreCivic, Inc.'s 2024 10-K

687 paragraphs added · 701 removed · 501 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

170 edited+70 added−73 removed121 unchanged
Biggest changeThe requesting agency selects a provider believed to be able to provide the requested bed capacity, if needed, and most qualified to provide the requested services, and then negotiates the price and terms of the contract with that provider. 17 2023 Accomp lishments In spite of the continued challenges presented by the actions in response to COVID-19 and the challenging labor market in 2023, we renewed several significant contracts and completed numerous other transactions and milestones, including the following: CoreCivic Safety: • Renewed all of the 18 management contracts scheduled to expire during 2023. • Entered into a new management contract with Hinds County, Mississippi to care for up to 250 adult male pre-trial detainees at our Tallahatchie County Correctional Facility in Tutwiler, Mississippi. • Entered into a new management contract with the state of Wyoming to care for up to 240 male inmates at the Tallahatchie County Correctional Facility. • Entered into a new management contract with Harris County, Texas, to care for up to 360 male inmates at the Tallahatchie County Correctional Facility. • Entered into a new management contract with the state of Montana to care for up to 120 inmates at our 1,896-bed Saguaro Correctional Facility in Eloy, Arizona. • Served our customer's unique surge in demand by accommodating and managing an average daily ICE population that more than doubled following the expiration of Title 42 in May 2023. • Deployed ResNet at approximately 20 of our correctional facilities, which involved the installation of a secure controlled network, and the addition of an average of 20 new Microsoft® Surface laptops at each of these sites.
Biggest changeThe requesting agency selects a provider believed to be able to provide the requested bed capacity, if needed, and most qualified to provide the requested services, and then negotiates the price and terms of the contract with that provider. 2024 Accomp lishments In 2024, we renewed several significant contracts and completed numerous other transactions and milestones, including the following: CoreCivic Safety, Community and Properties: • Renewed all 36 of our contracts that were up for renewal, although one of our contracts was cancelled prior to its expiration. • Entered into a new management contract in August 2024 with the state of Montana to care for inmates at our facilities.
Governments are continuing to assess their need for correctional space, and several are continuing to consider alternative correctional capacity for their aged or inefficient infrastructure, or are seeking cost savings by utilizing the private sector, which could result in increased future demand for the solutions we provide.
Governments are continuing to assess their need for correctional space, and several are continuing to consider alternative correctional capacity for their aged or inefficient infrastructure, or are seeking cost savings by utilizing the private sector, which could result in increased future demand for the solutions we provide.
We believe that we can further develop our business by, among other things: • Maintaining and expanding our existing customer relationships and filling existing capacity within our facilities, while maintaining an adequate inventory of available capacity that we believe provides us with flexibility and a competitive advantage when bidding for new management contracts; • Enhancing the terms of our existing contracts and expanding the services we provide under those contracts; • Pursuing additional opportunities to lease our facilities to government and other third-party operators in need of correctional, detention, and residential reentry capacity; • Pursuing mission-critical real estate solutions for government agencies focused on corrections and detention real estate assets; • Pursuing other asset acquisitions and business combinations through transactions with non-government third parties; • Maintaining and expanding our focus on community corrections and reentry programming that align with the needs of our government partners; • Exploring potential opportunities to expand the scope of non-residential correctional alternative solutions we provide to government agencies; and • Establishing relationships with new customers that have either previously not outsourced their correctional facility management needs or have utilized other private enterprises.
We believe that we can further develop our business by, among other things: • Maintaining and expanding our existing customer relationships and filling existing capacity within our facilities, while maintaining an adequate inventory of available capacity that we believe provides us with flexibility and a competitive advantage when bidding for new management contracts; • Enhancing the terms of our existing contracts and expanding the services we provide under those contracts; • Pursuing additional opportunities to lease our facilities to government and other third-party operators in need of correctional, detention, and residential reentry capacity; • Pursuing mission-critical real estate solutions for government agencies focused on corrections and detention real estate assets; • Pursuing other asset acquisitions and business combinations through transactions with non-government third parties; • Maintaining and expanding our focus on community corrections and reentry programming that align with the needs of our government partners; 17 • Exploring potential opportunities to expand the scope of non-residential correctional alternative solutions we provide to government agencies; and • Establishing relationships with new customers that have either previously not outsourced their correctional facility management needs or have utilized other private enterprises.
For example, on September 25, 2023, we announced that we signed a new management contract with Hinds County, Mississippi to care for up to 250 adult male pre-trial detainees at our 2,672-bed Tallahatchie County Correctional Facility in Tutwiler, Mississippi. The initial contract term is for two years, which may be extended for an additional year upon mutual agreement.
For example, on September 25, 2023, we announced that we signed a management contract with Hinds County, Mississippi to care for up to 250 adult male pre-trial detainees at our 2,672-bed Tallahatchie County Correctional Facility in Tutwiler, Mississippi. The initial contract term is for two years, which may be extended for an additional year upon mutual agreement.
Detention facilities care for and provide contractually agreed upon programs and services to (i) individuals being detained by ICE, (ii) individuals who are awaiting trial who have been charged with violations of federal criminal law (and are therefore in the custody of the USMS) or state criminal law, and (iii) prisoners who have been convicted of crimes and on whom a sentence of one year or less has been imposed. • Residential Facilities.
Detention facilities care for and provide contractually agreed upon programs and services to (i) individuals being detained by ICE, (ii) individuals who are awaiting trial who have been charged with violations of federal criminal law (and are therefore in the custody of the USMS) or state criminal law, and (iii) prisoners who have been convicted of crimes and on whom a sentence of one year or less has been imposed.
We believe that as successful as we may be with our work inside our facilities, incarcerated individuals still face embedded societal barriers and collateral consequences when they return to their communities. Supporting recidivism-reducing policies is one way we can bridge the gap and give the men and women entrusted in our care a better opportunity at never returning to prison.
We believe that as successful as we may be with our work inside our facilities, incarcerated individuals still face embedded societal barriers and collateral consequences when they return to their communities. Supporting recidivism-reducing policies is one way we can bridge the gap and give the men and women entrusted to our care a better opportunity at never returning to prison.
We also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract. Further, in December 2021, the state of Arizona awarded us a new contract for up to 2,706 inmates at our 3,060-bed La Palma Correctional Center in Arizona, which commenced in April 2022.
We also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract. Further, in December 2021, the state of Arizona awarded us a contract for up to 2,706 inmates at our 3,060-bed La Palma Correctional Center in Arizona, which commenced in April 2022.
In December 2021, we were awarded a new management contract from the state of Arizona for up to 2,706 inmates at our 3,060-bed La Palma Correctional Center in Arizona. The state of Arizona closed an outdated public-sector prison and transferred the inmate populations from this prison and multiple other public-sector prisons to our La Palma facility.
In December 2021, we were awarded a management contract from the state of Arizona for up to 2,706 inmates at our 3,060-bed La Palma Correctional Center in Arizona. The state of Arizona closed an outdated public-sector prison and transferred the inmate populations from this prison and multiple other public-sector prisons to our La Palma facility.
Hum an Capital In order to fulfill our mission of providing high quality, compassionate treatment to all those in our care, we strive to attract, develop, and retain a diverse workforce of individuals who are driven by a deep sense of service, high standards of professionalism, and a responsibility to help government partners better the public good.
Hum an Capital In order to fulfill our mission of providing high quality, compassionate treatment to all those in our care, we strive to attract, develop, and retain a workforce of individuals who are driven by a deep sense of service, high standards of professionalism, and a responsibility to help government partners better the public good.
Further, the majority of our assets are constructed primarily of concrete and steel, generally requiring lower maintenance capital expenditures than other types of commercial properties. 30 We believe we are the largest developer of mission-critical, criminal justice center real estate projects over the past 15 years.
Further, the majority of our assets are constructed primarily of concrete and steel, generally requiring lower maintenance capital expenditures than other types of commercial properties. We believe we are the largest developer of mission-critical, criminal justice center real estate projects over the past 15 years.
In addition, on November 16, 2023, we announced that we signed a new management contract with the state of Wyoming to care for up to 240 male inmates at the Tallahatchie facility. The term of the new contract runs through June 30, 2026.
In addition, on November 16, 2023, we announced that we signed a management contract with the state of Wyoming to care for up to 240 male inmates at the Tallahatchie facility. The term of the contract runs through June 30, 2026.
Also on November 16, 2023, we announced that we signed a new contract with Harris County, Texas, to care for up to 360 male inmates at the Tallahatchie facility. Upon mutual agreement, Harris County may access an additional 360 beds at the facility.
Also on November 16, 2023, we announced that we signed a contract with Harris County, Texas, to care for up to 360 male inmates at the Tallahatchie facility. Upon mutual agreement, Harris County may access an additional 360 beds at the facility.
The SEC maintains a website that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at the following address: www.sec.gov. 7 Our ongoing operations are organized into three principal business segments: • CoreCivic Safety segment, consisting of 43 correctional and detention facilities that are owned, or controlled via a long-term lease, and managed by CoreCivic, as well as those correctional and detention facilities owned by third parties but managed by CoreCivic.
The SEC maintains a website that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at the following address: www.sec.gov. 7 Our ongoing operations are organized into three principal business segments: • CoreCivic Safety segment, consisting of 42 correctional and detention facilities that are owned or controlled via a long-term lease and managed by CoreCivic, as well as those correctional and detention facilities owned by third parties but managed by CoreCivic.
We will, however, respond to customer demand and may develop or expand correctional and detention facilities when we believe potential long-term returns justify the capital deployment.
We will, however, respond to customer demand and may develop, expand, or acquire correctional and detention facilities when we believe potential long-term returns justify the capital deployment.
(B) We manage numerous facilities that have more than a single function (i.e., housing both long-term sentenced adult prisoners and pre-trial detainees). The primary functional categories into which facility types are identified were determined by the relative size of offender populations in a particular facility on December 31, 2023.
(B) We manage numerous facilities that have more than a single function (i.e., housing both long-term sentenced adult prisoners and pre-trial detainees). The primary functional categories into which facility types are identified were determined by the relative size of offender populations in a particular facility on December 31, 2024.
(I) The state of Tennessee has the option to purchase the facility in the event of our bankruptcy, or upon an operational or financial breach under the management agreement, at a price equal to the book value, as determined under such agreement. 26 CoreCivic Properties Through our CoreCivic Properties segment, we owned 6 correctional facilities held for lease to third-party operators.
(J) The state of Tennessee has the option to purchase the facility in the event of our bankruptcy, or upon an operational or financial breach under the management agreement, at a price equal to the book value, as determined under such agreement. 26 CoreCivic Properties Through our CoreCivic Properties segment, we owned 6 correctional facilities held for lease to third-party operators.
As part of their standard monitoring and compliance programs, approximately 71% of our federal and state government partners typically conduct formal contract-compliance audits and inspections at least annually at CoreCivic Safety facilities. In addition to these annual audits of our facilities, many partners conduct additional area-specific operational audits and inspections on a more frequent basis, including monthly, quarterly, and semi-annually.
As part of their standard monitoring and compliance programs, approximately 75% of our federal and state government partners typically conduct formal contract-compliance audits and inspections at least annually at CoreCivic Safety facilities. In addition to these annual audits of our facilities, many partners conduct additional area-specific operational audits and inspections on a more frequent basis, including monthly, quarterly, and semi-annually.
However, beyond the start-up period, which typically ranges from 90 to 180 days, the occupancy rate tends to stabilize. Our occupancy rates declined during 2021 and 2022 due to the effects of COVID-19, but began to increase in 2023 following the expiration of Title 42, among other factors, and as further described hereinafter.
However, beyond the start-up period, which typically ranges from 90 to 180 days, the occupancy rate tends to stabilize. Our occupancy rates declined during 2022 due to the continuing effects of COVID-19, but began to increase in 2023 following the expiration of Title 42, among other factors, and as further described hereinafter.
The Ocean View facility has also partnered with the San Diego City College to offer residents classes in Forklift Operation, Auto Mechanics, and Carpentry. Also in 2023, we partnered with Coastline and Career Expansion, Inc. at our CAI Boston Avenue facility in California to provide a training program in workforce development, construction, utilities, energy and safety.
The Ocean View facility has also partnered with the San Diego City College to offer residents classes in Forklift Operation, Auto Mechanics, and Carpentry. We have also partnered with Coastline and Career Expansion, Inc. at our CAI Boston Avenue facility in California to provide a training program in workforce development, construction, utilities, energy and safety.
We have committed to a multi-year partnership in Prison Fellowship's First Chance Network, or FCN. Serving over 230,000 children annually, the FCN addresses persistent gaps in opportunity for children who have incarcerated parents and seeks to create a trajectory toward healthy life outcomes and prevent youth justice involvement.
We have committed to a multi-year partnership in Prison Fellowship's First Chance Network, or FCN. Serving over 250,000 children annually, the FCN addresses persistent gaps in opportunity for children who have incarcerated parents and seeks to create a trajectory toward healthy life outcomes and prevent youth justice involvement.
Annually, QAD auditors generally conduct unannounced on-site evaluations of each CoreCivic Safety facility we operate using specialized audit tools, typically containing approximately 1,350 audit indicators across all major operational areas. In most instances, these audit tools are tailored to facility and partner specific requirements.
Annually, QAD auditors generally conduct unannounced on-site evaluations of each CoreCivic Safety facility we operate using specialized audit tools, typically containing approximately 1,455 audit indicators across all major operational areas. In most instances, these audit tools are tailored to facility and partner specific requirements.
These include our Annual Reports on Form 10-K, our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K and our definitive proxy statement. We make this information available on our website free of charge as soon as reasonably practicable after we electronically file the information with, or furnish it to, the SEC.
Such reports include our Annual Reports on Form 10-K, our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K and our definitive proxy statement. We make this information available on our website free of charge as soon as reasonably practicable after we electronically file the information with, or furnish it to, the SEC.
(F) The facility is subject to a purchase option held by the Tallahatchie County Correctional Authority that grants Tallahatchie County Correctional Authority the right to purchase the facility at any time during the contract at a price generally equal to the cost of the premises less an allowance for amortization that originally occurred over a 20-year period.
(G) The facility is subject to a purchase option held by the Tallahatchie County Correctional Authority that grants Tallahatchie County Correctional Authority the right to purchase the facility at any time during the contract at a price generally equal to the cost of the premises less an allowance for amortization that originally occurred over a 20-year period.
In addition, a majority of our contracts have terms between one and five years, and we have experienced customer retention of approximately 95% at facilities we owned or controlled via long-term lease during the previous five years, which contributes to our relatively predictable and stable revenue base.
In addition, a majority of our contracts have terms between one and five years, and we have experienced customer retention of approximately 96% at facilities we owned or controlled via a long-term lease during the previous five years, which contributes to our relatively predictable and stable revenue base.
ResNet is now the means by which many of our programs are offered, including our educational and vocational programs, some of which are listed below, and other programs we believe are vital to reentry such as anger management, substance abuse education, and financial literacy. • In 2023, we partnered with Re-entry Coaching Academy, or ReCA, a non-profit organization, to offer Life Coaching training and certification for incarcerated individuals at our Saguaro Correctional Facility in Arizona.
ResNet is now the means by which many of our programs are offered, including our educational and vocational programs, and other programs we believe are vital to reentry such as anger management, substance abuse education, and financial literacy. • In 2023, we partnered with Re-entry Coaching Academy, or ReCA, a non-profit organization, to offer Life Coaching training and certification for incarcerated individuals at our Saguaro Correctional Facility in Arizona.
CoreCivic Safety also includes the operating results of our subsidiary that provides transportation services to governmental agencies, TransCor America, LLC, or TransCor. • CoreCivic Community segment, consisting of 23 residential reentry centers that are owned, or controlled via a long-term lease, and managed by CoreCivic.
CoreCivic Safety also includes the operating results of our subsidiary that provides transportation services to governmental agencies, TransCor America, LLC, or TransCor. • CoreCivic Community segment, consisting of 21 residential reentry centers that are owned or controlled via a long-term lease and managed by CoreCivic.
(H) The state of Ohio has the irrevocable right to repurchase the facility before we may resell the facility to a third party, or if we become insolvent or are unable to meet our obligations under the management contract with the state of Ohio, at a price generally equal to the fair market value.
(I) The state of Ohio has the irrevocable right to repurchase the facility before we may resell the facility to a third party, or if we become insolvent or are unable to meet our obligations under the management contract with the state of Ohio, at a price generally equal to the fair market value.
(E) These facilities are subject to purchase options held by the GDOC, which grants the GDOC the right to purchase the facility for the lesser of the facility's depreciated book value, as defined, or fair market value at any time during the term of the contract between the GDOC and us.
(F) These facilities are subject to purchase options held by the GDOC, which grants the GDOC the right to purchase the facility for the lesser of the facility's depreciated book value, as defined, or fair market value at any time during the term of the contract between the GDOC and us.
Repurchases of our outstanding common stock will be made in accordance with applicable securities laws and may be made at our discretion based on parameters set by our BOD from time to time in the open market, through privately negotiated transactions, or otherwise.
Repurchases of our outstanding common stock are made in accordance with applicable securities laws and may be made at our discretion based on parameters set by our BOD from time to time in the open market, through privately negotiated transactions, or otherwise.
Employee Safety We are committed to bettering the public good by making our facilities and communities safe for our team members, those under our care, and the public. In 2023, our "Team Safety" program continued initiatives to provide a safe environment and safe working conditions as reflected in our policies and procedures.
Employee Safety We are committed to bettering the public good by making our facilities and communities safe for our team members, those under our care, and the public. In 2024, our "Team Safety" program continued initiatives to provide a safe environment and safe working conditions as reflected in our policies and procedures.
In addition to the recent contracts with Hinds County, the state of Wyoming, and Harris County, we currently care for residents from the USMS, Vermont, South Carolina, the U.S. Virgin Islands, and Tallahatchie County at the Tallahatchie facility, which demonstrates the flexible solutions that we provide.
In addition to the recent contracts with Hinds County, the state of Wyoming, and Harris County, we currently care for residents from the USMS, the state of Vermont, the U.S. Virgin Islands, and Tallahatchie County at the Tallahatchie facility, which demonstrates the flexible solutions that we provide.
The amortization period was extended through 2050 in connection with an expansion completed during the fourth quarter of 2007. (G) The state of Montana has an option to purchase the facility generally at any time during the term of the contract with us at fair market value.
The amortization period was extended through 2050 in connection with an expansion completed during the fourth quarter of 2007. (H) The state of Montana has an option to purchase the facility generally at any time during the term of the contract with us at fair market value.
In addition to the recent contracts with Hinds County, the state of Wyoming, and Harris County, we currently care for residents from the USMS, Vermont, South Carolina, the U.S. Virgin Islands, and Tallahatchie County at the Tallahatchie facility, which demonstrates the flexible solutions that we provide.
In addition to the recent contracts with Hinds County, the state of Wyoming, and Harris County, we currently care for residents from the USMS, the state of Vermont, the U.S. Virgin Islands, and Tallahatchie County at the Tallahatchie facility, which demonstrates the flexible solutions that we provide.
ACA accredited facilities must be audited and re-accredited at least every three years. We have sought and received ACA accreditation for 33, or approximately 97%, of the eligible facilities we operated as of December 31, 2023, excluding our residential reentry facilities.
ACA accredited facilities must be audited and re-accredited at least every three years. We have sought and received ACA accreditation for 33, or approximately 97%, of the eligible facilities we operated as of December 31, 2024, excluding our residential reentry facilities.
Serving over 230,000 children annually, the FCN addresses persistent gaps in opportunity for children who have incarcerated parents and seeks to create a trajectory toward healthy life outcomes and prevent youth justice involvement.
Serving over 250,000 children annually, the FCN addresses persistent gaps in opportunity for children who have incarcerated parents and seeks to create a trajectory toward healthy life outcomes and prevent youth justice involvement.
Insur ance We maintain general liability insurance for all the facilities we operate, as well as insurance in amounts we deem adequate to cover property and casualty risks, employee health, workers' compensation, automobile liability, cybersecurity, and directors and officers liability.
Insur ance We maintain general liability insurance for all the facilities we operate, as well as insurance in amounts we deem adequate to cover property and casualty risks, employee health, workers' compensation, automobile liability, cybersecurity, and directors and officers' liability.
The report covers the year ended December 31, 2022, and addresses topics such as evidence-based practices in our reentry programs and human rights-related activities, including delivery of human rights training to all of our employees.
The report covers the year ended December 31, 2023, and addresses topics such as evidence-based practices in our reentry programs and human rights-related activities, including delivery of human rights training to all of our employees.
Our customer contracts for providing bed capacity and correctional, detention, and residential reentry services in our CoreCivic Safety and CoreCivic Community segments typically have terms of three to five years and contain multiple renewal options.
Our customer contracts for providing bed capacity and correctional, detention, and residential reentry services in our CoreCivic Safety and CoreCivic Community segments typically have terms of one to five years and contain multiple renewal options.
During 2023, 12 of the facilities we manage were newly accredited or re-accredited by the ACA with an average score of 99.6%, making our portfolio average 99.6%. Beyond the standards provided by the ACA, our facilities are operated in accordance with a variety of company and facility-specific policies and procedures, as well as various contractual requirements.
During 2024, 12 of the facilities we manage were newly accredited or re-accredited by the ACA with an average score of 99.7%, making our portfolio average 99.6%. Beyond the standards provided by the ACA, our facilities are operated in accordance with a variety of company and facility-specific policies and procedures, as well as various contractual requirements.
In 2022, we received approval from the Georgia Department of Corrections, or GDOC, to implement a Go Further Release program to support our Coffee, Jenkins, and Wheeler facilities. We are providing this program through a partnership with Life Empowerment Enterprises, a local non-profit organization.
In 2022, we received approval from the Georgia Department of Corrections, or GDOC, to implement a Go Further Release program to support our Coffee, Jenkins, and Wheeler facilities. We are providing this program through an engagement with Life Empowerment Enterprises, a local non-profit organization.
We are proud of the teachers, counselors, case managers, chaplains, and other offender support service professionals who provide these services to the men and women entrusted in our care.
We are proud of the teachers, counselors, case managers, chaplains, and other offender support service professionals who provide these services to the men and women entrusted to our care. Advocacy.
The report also summarizes our management approach and activities in topics including energy/utilities management; DE&I; lobbying and political activity; supplier diversity; charitable giving; PREA compliance; ethics; and employee compensation, benefits and training. The ESG report was designed to be in accordance with the Global Reporting Initiative, or GRI, standards: Core option issued by the Global Sustainability Standards Board.
The report also summarizes our management approach and activities in topics including energy/utilities management; organizational culture; lobbying and political activity; supplier diversity; charitable giving; PREA compliance; ethics; and employee compensation, benefits and training. The ESG report was designed to be in accordance with the Global Reporting Initiative, or GRI, standards: Core option issued by the Global Sustainability Standards Board.
Our flexible business model enables our customers to utilize our real estate assets to suit their needs, which can result in facilities moving among our Safety, Community, and Properties segments. 14 Business from our federal customers, including primarily ICE, the USMS, and the BOP, constituted 52%, 54%, and 56% of our total revenue during 2023, 2022, and 2021, respectively.
Our flexible business model enables our customers to utilize our real estate assets to suit their needs, which can result in facilities moving among our Safety, Community, and Properties segments. 14 Business from our federal customers, including primarily ICE, the USMS, and the BOP, constituted 51%, 52%, and 54% of our total revenue during 2024, 2023, and 2022, respectively.
Notwithstanding these termination clauses, the contract renewal rate for properties we owned or controlled via long-term lease in these segments was approximately 95% over the five years ended December 31, 2023. The lease agreements in our CoreCivic Properties segment typically have terms of five to twenty years including renewal options, and generally have more restrictive termination clauses.
Notwithstanding these termination clauses, the contract renewal rate for properties we owned or controlled via long-term lease in these segments was approximately 96% over the five years ended December 31, 2024. The lease agreements in our CoreCivic Properties segment typically have terms of five to twenty years including renewal options, and generally have more restrictive termination clauses.
Don Hutto Residential Center ICE 512 Medium Detention Jul-24 (6) 1 year Taylor, Texas Webb County Detention Center ICE 480 Medium Detention Feb-24 Indefinite Laredo, Texas Safety - Managed Only: Citrus County Detention Facility Citrus County, FL 760 Multi Detention Sep-30 (2) 5 year Lecanto, Florida Lake City Correctional Facility State of Florida 893 Medium Correctional Jun-24 Indefinite Lake City, Florida Hardeman County Correctional Facility State of Tennessee 2,016 Medium Correctional Jun-25 (1) 2 year Whiteville, Tennessee South Central Correctional Center State of Tennessee 1,676 Medium Correctional Jun-25 — Clifton, Tennessee Total design capacity for CoreCivic Safety Facilities 64,729 23 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) CoreCivic Community Facilities: CAI Boston Avenue State of California 120 — Community Jun-24 — San Diego, California Corrections CAI Ocean View BOP 483 — Community Aug-24 (2) 1 year San Diego, California Corrections Adams Transitional Center Adams County 102 — Community Jun-24 Indefinite Denver, Colorado Corrections Arapahoe Community Treatment Center Arapahoe County 135 — Community Corrections Jun-24 — Englewood, Colorado Centennial Community Transition Center Arapahoe County 107 — Community Corrections Jun-24 — Englewood, Colorado Columbine Facility Idled 2020 60 — Community — — Denver, Colorado Corrections Commerce Transitional Center Adams County 136 — Community Jun-24 Indefinite Commerce City, Colorado Corrections Dahlia Facility* Denver County 120 — Community Jun-24 — Denver, Colorado Corrections Longmont Community Treatment Center Boulder County 69 — Community Corrections Jun-24 (1) 6 month Longmont, Colorado South Raleigh Reentry Center BOP 60 — Community Sep-24 (3) 1 year Raleigh, North Carolina Corrections Oklahoma Reentry Opportunity Center BOP 494 — Community Jan-25 (1) 1 year Oklahoma City, Oklahoma Corrections Tulsa Transitional Center Idled 2020 390 — Community — — Tulsa, Oklahoma Corrections Turley Residential Center BOP 289 — Community Jan-25 (1) 1 year Tulsa, Oklahoma Corrections Austin Residential Reentry Center BOP 116 — Community Aug-24 — Del Valle, Texas Corrections Austin Transitional Center State of Texas 460 — Community Aug-25 (3) 1 year Del Valle, Texas Corrections Corpus Christi Transitional Center State of Texas 160 — Community Aug-25 (1) 2 year Corpus Christi, Texas Corrections 24 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) Dallas Transitional Center State of Texas 300 — Community Aug-25 (3) 1 year Hutchins, Texas Corrections El Paso Multi-Use Facility State of Texas 360 — Community Aug-25 (3) 1 year El Paso, Texas Corrections El Paso Transitional Center State of Texas 224 — Community Aug-25 (3) 1 year El Paso, Texas Corrections Fort Worth Transitional Center State of Texas 248 — Community Aug-25 (3) 1 year Fort Worth, Texas Corrections Ghent Residential Reentry Center BOP 36 — Community Aug-24 (3) 1 year Norfolk, Virginia Corrections James River Residential Reentry Center BOP 84 — Community Corrections Aug-24 (3) 1 year Newport News, Virginia Cheyenne Transitional Center State of Wyoming 116 — Community Jun-24 (2) 1 year and Cheyenne, Wyoming Corrections (1) 1 year Total design capacity for CoreCivic Community Facilities 4,669 *Held for Sale 25 (A) Design capacity measures the number of beds, and accordingly, the number of offenders each facility is designed to accommodate.
Don Hutto Residential Center ICE 512 Medium Detention Jul-25 (5) 1 year Taylor, Texas Webb County Detention Center ICE 480 Medium Detention Feb-29 Indefinite Laredo, Texas Safety - Managed Only: Citrus County Detention Facility Citrus County, FL 760 Multi Detention Sep-30 (2) 5 year Lecanto, Florida Lake City Correctional Facility State of Florida 893 Medium Correctional Jun-26 Indefinite Lake City, Florida Hardeman County Correctional Facility State of Tennessee 2,016 Medium Correctional Jun-29 — Whiteville, Tennessee South Central Correctional Center State of Tennessee 1,676 Medium Correctional Jun-25 — Clifton, Tennessee Total design capacity for CoreCivic Safety Facilities 62,329 23 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) CoreCivic Community Facilities: CAI Boston Avenue State of California 120 — Community Jun-33 — San Diego, California Corrections CAI Ocean View BOP 483 — Community Aug-25 (1) 1 year San Diego, California Corrections Adams Transitional Center Adams County 102 — Community Jun-25 Indefinite Denver, Colorado Corrections Arapahoe Community Treatment Center Arapahoe County 135 — Community Corrections Jun-25 — Englewood, Colorado Centennial Community Transition Center Arapahoe County 107 — Community Corrections Jun-25 — Englewood, Colorado Columbine Facility Idled 2020 60 — Community — — Denver, Colorado Corrections Commerce Transitional Center Adams County 136 — Community Jun-25 Indefinite Commerce City, Colorado Corrections Longmont Community Treatment Center Boulder County 69 — Community Corrections Jun-25 — Longmont, Colorado South Raleigh Reentry Center BOP 60 — Community Sep-25 (2) 1 year Raleigh, North Carolina Corrections Oklahoma Reentry Opportunity Center BOP 494 — Community Jan-26 — Oklahoma City, Oklahoma Corrections Turley Residential Center BOP 289 — Community Jan-26 — Tulsa, Oklahoma Corrections Austin Residential Reentry Center BOP 116 — Community Feb-26 (4) 1 year Del Valle, Texas Corrections Austin Transitional Center State of Texas 460 — Community Aug-25 (3) 1 year Del Valle, Texas Corrections Corpus Christi Transitional Center State of Texas 160 — Community Aug-25 (1) 2 year Corpus Christi, Texas Corrections Dallas Transitional Center State of Texas 300 — Community Aug-25 (3) 1 year Hutchins, Texas Corrections El Paso Multi-Use Facility State of Texas 360 — Community Aug-25 (3) 1 year El Paso, Texas Corrections 24 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) El Paso Transitional Center State of Texas 224 — Community Aug-25 (3) 1 year El Paso, Texas Corrections Fort Worth Transitional Center State of Texas 248 — Community Aug-25 (3) 1 year Fort Worth, Texas Corrections Ghent Residential Reentry Center BOP 36 — Community Aug-25 (2) 1 year Norfolk, Virginia Corrections James River Residential Reentry Center BOP 84 — Community Corrections Aug-25 (2) 1 year Newport News, Virginia Cheyenne Transitional Center State of Wyoming 116 — Community Jun-26 (2) 2 year Cheyenne, Wyoming Corrections Total design capacity for CoreCivic Community Facilities 4,159 25 (A) Design capacity measures the number of beds, and accordingly, the number of offenders each facility is designed to accommodate.
The state of Tennessee is our largest state customer, accounting for 10% of our total revenue during 2023, with no other state customer generating 10% or more of our total revenue.
The state of Tennessee is our largest state customer, accounting for 10% of our total revenue during 2024, with no other state customer generating 10% or more of our total revenue.
In our CoreCivic Safety segment, we own, or control via a long-term lease, 12.0 million square feet of real estate used to provide innovative, comprehensive, flexible, turn-key correctional and detention services to federal, state and local government agencies.
In our CoreCivic Safety segment, we own, or control via a long-term lease, 11.5 million square feet of real estate used to provide innovative, comprehensive, flexible, turn-key correctional and detention services to federal, state and local government agencies.
(C) The KYDOC has an option to purchase the facility at any time during the term of the lease with us at a price equal to the fair market value of the property. 27 Competitive Strengths Through our three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, we offer multiple solutions to unique challenges, allowing government organizations to address their various needs while customizing the solution based on their unique circumstances.
(B) The Kentucky Department of Corrections, or KYDOC, has an option to purchase the facility at any time during the term of the lease with us at a price equal to the fair market value of the property. 27 Competitive Strengths Through our three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, we offer multiple solutions to unique challenges, allowing government organizations to address their various needs while customizing the solution based on their unique circumstances.
Go Further Release is a program we developed that provides stabilization services and reentry coaching to individuals being released from our facilities. The program provides "Reach-in" services during the returning citizen's last 90 days of incarceration which are designed to prepare individuals for release and make a connection with a reentry coach that will provide support to them after release.
Go Further Release is a program we developed that provides stabilization services and reentry coaching to individuals being released from our facilities. The program provides "Reach-in" services during the justice-involved individual's last 90 days of incarceration which are designed to prepare individuals for release and make a connection with a reentry coach that will provide support to them after release.
In addition, we provide day-reporting and substance abuse treatment programs at some of our community corrections facilities. These programs, depending on the needs of the offender, can provide cognitive behavioral-based programs to assist in the offender's successful reentry while holding the individual accountable while living in the community .
In addition, we provide day-reporting and substance abuse treatment programs at some of our community corrections facilities. These programs, depending on the needs of the resident, can provide cognitive behavioral-based programs to assist in the resident's successful reentry while holding the individual accountable while living in the community .
We believe this conversion in corporate tax structure improves our overall credit profile, as we are able to allocate our free cash flow toward the repayment of debt, which may include the purchase of our outstanding debt in open market transactions, privately negotiated transactions or otherwise, and to exercise more discretion in returning capital to our shareholders.
We believe this conversion in corporate tax structure improves our overall credit profile, as we are able to allocate our free cash flow toward the repayment of debt, which may include the purchase of our outstanding debt in open market transactions, privately negotiated transactions or otherwise, and to exercise more discretion in returning capital to our shareholders, which could include share repurchases and/or future dividends.
The following table includes certain information regarding each facility, including the term of the primary customer contract related to such facility. 20 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) CoreCivic Safety Facilities: Safety - Owned and Managed: Central Arizona Florence Correctional Complex USMS 4,128 Multi Detention Sep-28 — Florence, Arizona Eloy Detention Center ICE 1,500 Medium Detention Jun-28 Indefinite Eloy, Arizona La Palma Correctional Center State of Arizona 3,060 Multi Correctional Apr-27 (1) 5 year Eloy, Arizona Red Rock Correctional Center (D) State of Arizona 2,024 Medium Correctional Jul-26 (2) 5 year Eloy, Arizona Saguaro Correctional Facility State of Hawaii 1,896 Multi Correctional Jul-24 (2) 1 year Eloy, Arizona Leo Chesney Correctional Center Idled 2015 240 — — — — Live Oak, California Otay Mesa Detention Center ICE 1,994 Minimum/ Detention Dec-24 (2) 5 year San Diego, California Medium Bent County Correctional Facility State of Colorado 1,420 Medium Correctional Jun-24 (2) 1 year Las Animas, Colorado Crowley County Correctional Facility State of Colorado 1,794 Medium Correctional Jun-24 (2) 1 year Olney Springs, Colorado Huerfano County Correctional Center Idled 2010 752 Medium Correctional — — Walsenburg, Colorado Kit Carson Correctional Center Idled 2016 1,488 Medium Correctional — — Burlington, Colorado Coffee Correctional Facility (E) State of Georgia 2,312 Medium Correctional Jun-24 (10) 1 year Nicholls, Georgia Jenkins Correctional Center (E) State of Georgia 1,124 Medium Correctional Jun-24 (11) 1 year Millen, Georgia Stewart Detention Center ICE 1,752 Medium Detention Indefinite — Lumpkin, Georgia Wheeler Correctional Facility (E) State of Georgia 2,312 Medium Correctional Jun-24 (10) 1 year Alamo, Georgia Midwest Regional Reception Center Idled 2021 1,033 Multi Detention — — Leavenworth, Kansas Lee Adjustment Center Commonwealth of 816 Multi Correctional Jun-25 (3) 2 year Beattyville, Kentucky Kentucky 21 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) Marion Adjustment Center Idled 2013 826 Minimum/ Correctional — — St.
The following table includes certain information regarding each facility as of December 31, 2024, including the primary customer contract, contract term and remaining renewal options, if any, related to such facility, or if the facility is available for customer contract (e.g., idled). 20 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) CoreCivic Safety Facilities: Safety - Owned and Managed: Central Arizona Florence Correctional Complex USMS 4,128 Multi Detention Sep-28 — Florence, Arizona Eloy Detention Center ICE 1,500 Medium Detention Jun-28 Indefinite Eloy, Arizona La Palma Correctional Center State of Arizona 3,060 Multi Correctional Apr-27 (1) 5 year Eloy, Arizona Red Rock Correctional Center (D) State of Arizona 2,024 Medium Correctional Jul-26 (2) 5 year Eloy, Arizona Saguaro Correctional Facility State of Hawaii 1,896 Multi Correctional Jul-25 (1) 1 year Eloy, Arizona Leo Chesney Correctional Center (E) Idled 2015 240 — — — — Live Oak, California Otay Mesa Detention Center ICE 1,994 Minimum/ Detention Dec-29 (1) 5 year San Diego, California Medium Bent County Correctional Facility State of Colorado 1,420 Medium Correctional Jun-25 (1) 1 year Las Animas, Colorado Crowley County Correctional Facility State of Colorado 1,794 Medium Correctional Jun-25 (1) 1 year Olney Springs, Colorado Huerfano County Correctional Center Idled 2010 752 Medium Correctional — — Walsenburg, Colorado Kit Carson Correctional Center Idled 2016 1,488 Medium Correctional — — Burlington, Colorado Coffee Correctional Facility (F) State of Georgia 2,312 Medium Correctional Jun-25 (9) 1 year Nicholls, Georgia Jenkins Correctional Center (F) State of Georgia 1,124 Medium Correctional Jun-25 (10) 1 year Millen, Georgia Stewart Detention Center ICE 1,752 Medium Detention Indefinite — Lumpkin, Georgia Wheeler Correctional Facility (F) State of Georgia 2,312 Medium Correctional Jun-25 (9) 1 year Alamo, Georgia Midwest Regional Reception Center Idled 2021 1,033 Multi Detention — — Leavenworth, Kansas 21 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) Lee Adjustment Center Commonwealth of 816 Multi Correctional Jun-25 (3) 2 year Beattyville, Kentucky Kentucky Marion Adjustment Center Idled 2013 826 Minimum/ Correctional — — St.
In addition, the majority of our federal and state government partners employ on-site contract monitors who monitor performance and contract compliance at our facilities on a full- or part-time basis. In 2023, 94% of the CoreCivic Safety facilities we manage had an assigned contract monitor.
In addition, the majority of our federal and state government partners employ on-site contract monitors who monitor performance and contract compliance at our facilities on a full- or part-time basis. In 2024, 97% of the CoreCivic Safety facilities we manage had an assigned contract monitor.
Mary, Kentucky Medium Prairie Correctional Facility Idled 2010 1,600 Medium Correctional — — Appleton, Minnesota Adams County Correctional Center ICE 2,232 Medium Detention Aug-24 Indefinite Adams County, Mississippi Tallahatchie County Correctional Facility (F) USMS 2,672 Multi Correctional Jun-24 Indefinite Tutwiler, Mississippi Crossroads Correctional Center (G) State of Montana 664 Multi Correctional Jun-25 (2) 2 year Shelby, Montana Nevada Southern Detention Center USMS 1,072 Medium Detention Sep-25 (1) 5 year Pahrump, Nevada Elizabeth Detention Center ICE 300 Minimum Detention Feb-24 (1) 6 month Elizabeth, New Jersey Cibola County Corrections Center USMS 1,129 Medium Detention Indefinite — Milan, New Mexico Torrance County Detention Facility ICE 910 Multi Detention May-24 Indefinite Estancia, New Mexico Lake Erie Correctional Institution (H) State of Ohio 1,798 Medium Correctional Jun-32 Indefinite Conneaut, Ohio Northeast Ohio Correctional Center State of Ohio 2,016 Medium Correctional Jun-24 Indefinite Youngstown, Ohio Cimarron Correctional Facility USMS 1,600 Multi Detention Sep-25 Indefinite Cushing, Oklahoma Diamondback Correctional Facility Idled 2010 2,160 Multi Correctional — — Watonga, Oklahoma Trousdale Turner Correctional Center State of Tennessee 2,552 Multi Correctional Jun-26 — Hartsville, Tennessee West Tennessee Detention Facility Idled 2021 600 Multi Detention — — Mason, Tennessee Whiteville Correctional Facility (I) State of Tennessee 1,536 Medium Correctional Jun-26 — Whiteville, Tennessee Eden Detention Center USMS 1,422 Medium Detention Indefinite — Eden, Texas 22 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) Houston Processing Center ICE 1,000 Medium Detention Aug-24 (6) 1 year Houston, Texas Laredo Processing Center ICE 258 Minimum/ Detention Feb-24 Indefinite Laredo, Texas Medium South Texas Family Residential Center ICE 2,400 — Residential Sep-26 Indefinite Dilley, Texas T.
Mary, Kentucky Medium Prairie Correctional Facility Idled 2010 1,600 Medium Correctional — — Appleton, Minnesota Adams County Correctional Center ICE 2,232 Medium Detention Feb-25 Indefinite Adams County, Mississippi Tallahatchie County Correctional Facility (G) USMS 2,672 Multi Correctional Jun-26 Indefinite Tutwiler, Mississippi Crossroads Correctional Center (H) State of Montana 664 Multi Correctional Jun-25 (2) 2 year Shelby, Montana Nevada Southern Detention Center USMS 1,072 Medium Detention Oct-25 (1) 5 year Pahrump, Nevada Elizabeth Detention Center ICE 300 Minimum Detention Feb-25 — Elizabeth, New Jersey Cibola County Corrections Center USMS 1,129 Medium Detention Indefinite — Milan, New Mexico Torrance County Detention Facility ICE 910 Multi Detention Mar-25 Indefinite Estancia, New Mexico Lake Erie Correctional Institution (I) State of Ohio 1,798 Medium Correctional Jun-32 Indefinite Conneaut, Ohio Northeast Ohio Correctional Center USMS 2,016 Medium Correctional May-27 Indefinite Youngstown, Ohio Cimarron Correctional Facility USMS 1,600 Multi Detention Sep-25 Indefinite Cushing, Oklahoma Diamondback Correctional Facility Idled 2010 2,160 Multi Correctional — — Watonga, Oklahoma Trousdale Turner Correctional Center State of Tennessee 2,552 Multi Correctional Jun-26 — Hartsville, Tennessee West Tennessee Detention Facility Idled 2021 600 Multi Detention — — Mason, Tennessee Whiteville Correctional Facility (J) State of Tennessee 1,536 Medium Correctional Jun-26 — Whiteville, Tennessee 22 Facility Name Primary Customer Design Capacity (A) Security Level Facility Type (B) Term Remaining Renewal Options (C) Eden Detention Center USMS 1,422 Medium Detention Indefinite — Eden, Texas Houston Processing Center ICE 1,000 Medium Detention Aug-25 (5) 1 year Houston, Texas Laredo Processing Center ICE 258 Minimum/ Detention Mar-25 Indefinite Laredo, Texas Medium T.
For the years ended December 31, 2023, 2022, and 2021, our total segment net operating income, which we define as a facility's revenues (including interest income associated with finance leases) less operating expenses, was divided among our three business segments as follows: For the Years Ended December 31, 2023 2022 2021 Segment: Safety 84.7 % 84.1 % 85.5 % Community 5.2 % 3.9 % 3.3 % Properties 10.1 % 12.0 % 11.2 % Our customers primarily consist of federal, state, and local government agencies.
For the years ended December 31, 2024, 2023, and 2022, our total segment net operating income, which we define as a facility's revenues (including interest income associated with finance leases) less operating expenses, was divided among our three business segments as follows: For the Years Ended December 31, 2024 2023 2022 Segment: Safety 91.1 % 84.7 % 84.1 % Community 4.6 % 5.2 % 3.9 % Properties 4.3 % 10.1 % 12.0 % Our customers primarily consist of federal, state, and local government agencies.
In June 2023, we announced that we had entered into a lease agreement with the ODC for our 1,670-bed Allen Gamble Correctional Center. The new lease agreement includes a base term that commenced on October 1, 2023, with a scheduled expiration date of June 30, 2029, and unlimited two-year renewal options.
In June 2023, we announced that we had entered into a lease agreement with the Oklahoma Department of Corrections, or ODC, for our 1,670-bed Allen Gamble Correctional Center. The lease agreement includes a base term that commenced on October 1, 2023, with a scheduled expiration date of June 30, 2029, and unlimited two-year renewal options.
ICE (30%, 29%, and 30% during 2023, 2022, and 2021, respectively) and the USMS (21%, 22%, and 23% during 2023, 2022 and 2021, respectively) each accounted for 10% or more of our total revenue during the last three years.
ICE (29%, 30%, and 29% during 2024, 2023, and 2022, respectively) and the USMS (21%, 21%, and 22% during 2024, 2023 and 2022, respectively) each accounted for 10% or more of our total revenue during the last three years.
This stream of revenue combined with our low maintenance capital expenditure requirement translates into steady, predictable cash flow. Development and Expansion Opportunitie s. Several of our existing government partners, as well as prospective government partners, have been experiencing growth in offender populations and overcrowded conditions, as well as an increase in violent crime.
This stream of revenue combined with our low maintenance capital expenditure requirement translates into steady, predictable cash flow. Development, Expansion, and Acquisition Opportunitie s. Several of our existing government partners, as well as prospective government partners, have been experiencing growth in offender populations and overcrowded conditions.
Business D evelopment We believe we own, or control via a long-term lease, approximately 56% of all privately owned prison beds in the United States, manage nearly 38% of all privately managed prison beds in the United States, and are currently the second largest private owner and provider of community corrections services in the nation.
Business D evelopment We believe we own, or control via a long-term lease, approximately 55% of all privately owned prison beds in the United States, manage approximately 39% of all privately managed prison beds in the United States, and are currently the second largest private owner and provider of community corrections services in the nation.
In our CoreCivic Community segment, we own, or control via a long-term lease, 0.5 million square feet of real estate representing, as of December 31, 2023, 23 residential reentry centers with a design capacity of 4,669 beds, making us the second largest community corrections owner and operator in the United States.
In our CoreCivic Community segment, we own, or control via a long-term lease, 0.5 million square feet of real estate representing, as of December 31, 2024, 21 residential reentry centers with a design capacity of 4,159 beds, making us the second largest community corrections owner and operator in the United States.
Property Name Primary Customer Design Capacity Square Footage Lease Expiration Remaining Renewal Options (A) California City Correctional Center (B) State of California 2,560 522,000 Mar-24 NA California City, California Lansing Correctional Facility State of Kansas 2,432 401,000 Jan-40 NA Lansing, Kansas Southeast Correctional Complex (C) Commonwealth of 656 127,000 Jun-30 (5) 2 year Wheelwright, Kentucky Kentucky Northwest New Mexico Correctional Center State of New Mexico 596 188,000 Oct-24 (6) 3 year Grants, New Mexico Allen Gamble Correctional Center State of Holdenville, Oklahoma Oklahoma 1,670 288,757 Jun-29 Indefinite North Fork Correctional Facility Idled 2023 2,400 466,000 — — Sayre, Oklahoma 10,314 1,992,757 (A) Remaining renewal options represents the number of renewal options, if applicable, and the term of each option renewal.
Property Name Primary Customer Design Capacity Square Footage Lease Expiration Remaining Renewal Options (A) California City Correctional Center Idled 2024 2,560 522,000 — — California City, California Lansing Correctional Facility State of Kansas 2,432 401,000 Jan-40 NA Lansing, Kansas Southeast Correctional Complex (B) Commonwealth of 656 127,000 Jun-30 (5) 2 year Wheelwright, Kentucky Kentucky Northwest New Mexico Correctional Center State of New Mexico 596 188,000 Oct-27 (5) 3 year Grants, New Mexico Allen Gamble Correctional Center State of Holdenville, Oklahoma Oklahoma 1,670 289,000 Jun-29 Indefinite North Fork Correctional Facility Idled 2023 2,400 466,000 — — Sayre, Oklahoma 10,314 1,993,000 (A) Remaining renewal options represents the number of renewal options, if applicable, and the term of each option renewal.
Some of these audits and facility inspections by our partners are conducted on an unannounced basis. In 2023, our government partners conducted approximately 220 annual, semi-annual, quarterly, and monthly compliance audits and inspections at our CoreCivic Safety facilities.
Some of these audits and facility inspections by our partners are conducted on an unannounced basis. In 2024, our government partners conducted approximately 210 annual, semi-annual, quarterly, and monthly compliance audits and inspections at our CoreCivic Safety facilities.
Based on COVID-19 trends, the Department of Health and Human Services allowed Title 42 to expire on May 11, 2023, which has resulted in an increase in the number of undocumented people permitted to enter the United States claiming asylum, and has resulted in an increase in the number of people apprehended and detained by ICE.
Based on COVID-19 trends, the DHS allowed Title 42 to expire on May 11, 2023, which has resulted in an increase in the number of undocumented people permitted to enter the United States claiming asylum, and has resulted in an increase in the number of people apprehended and detained by ICE.
Beginning in 2022, our programs in the state of Colorado partnered with a financial institution to conduct classes with our residents on financial wellness, including the importance of having a savings account, the importance of, and how to establish, credit, and how to establish a bank account.
Our programs in the state of Colorado partner with a financial institution to conduct classes with our residents on financial wellness, including the importance of having a savings account, the importance of, and how to establish, credit, and how to establish a bank account.
Available Beds within Our Existing Facilities. We currently have 10,859 beds at eight correctional and detention facilities that are vacant and immediately available to use. We are actively engaged in marketing this available capacity as solutions to meet the needs of potential customers. Historically, we have been successful in identifying opportunities to utilize our inventory of available beds.
Available Beds within Our Existing Facilities. We currently have 13,419 beds at nine correctional and detention facilities that are vacant and immediately available to use. We are actively engaged in marketing this available capacity as solutions to meet the needs of potential customers. Historically, we have been successful in identifying opportunities to utilize our inventory of available beds.
As a private enterprise, we have the ability to respond more quickly to changing market conditions, and can offer various types of incentives to attract and retain correctional staff that are more difficult for government agencies to provide. Attractive Real Estate Portfolio.
As a private enterprise, we believe we have the ability to respond more quickly to changing market conditions, and can offer various types of incentives to attract and retain correctional staff that are more difficult for government agencies to provide.
Our management approach to training and development is overseen by our Chief Human Resources Officer and Managing Director, Enterprise Learning and Development, and is implemented by leaders at our headquarters as well as a network of learning and development managers across our facilities.
Our management approach to training and development is overseen by our Managing Director, Enterprise Learning and Development, and is implemented by leaders at our headquarters as well as a network of learning and development managers across our facilities.
We offer both therapeutic community models and intensive outpatient programs. We also offer drug and alcohol use education/DWI programs at some of our facilities. Our goal in providing substance abuse treatment is to stimulate internal motivation for change and progress through the stages of change so that lasting behavioral change can occur.
We also offer drug and alcohol use education/DWI programs at some of our facilities. Our goal in providing substance abuse treatment is to stimulate internal motivation for change and progress through the stages of change so that lasting behavioral change can occur.
We also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract. Well-Established Community Corrections Platform. Through our CoreCivic Community segment, as of December 31, 2023, we had a network of 23 residential reentry centers containing a total of 4,669 beds.
We also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract. 29 Well-Established Community Corrections Platform. Through our CoreCivic Community segment, as of December 31, 2024, we had a network of 21 residential reentry centers containing a total of 4,159 beds.
Accordingly, we believe that we benefit from the following competitive strengths: Largest Private Owner of Correctional and Detention Facilities. As of December 31, 2023, we owned, or controlled via a long-term lease, approximately 14.6 million square feet of real estate, all used directly or indirectly by government agencies.
Accordingly, we believe that we benefit from the following competitive strengths: Largest Private Owner of Correctional and Detention Facilities. As of December 31, 2024, we owned, or controlled via a long-term lease, approximately 14.0 million square feet of real estate, all available to be used directly or indirectly by government agencies.
During the year ended December 31, 2023, we generated $231.9 million in cash through operating activities. Offer Compelling Value to Correctional Agencies. We believe our government partners seek a compelling value and service offering when selecting an outsourced correctional services provider.
During the year ended December 31, 2024, we generated $269.2 million in cash through operating activities. Offer Compelling Value to Correctional Agencies. We believe our government partners seek a compelling value and service offering when selecting an outsourced correctional services provider.
We make available on or through our website certain reports and amendments to those reports that we file with or furnish to the SEC in accordance with the Securities Exchange Act of 1934, as amended, or the Exchange Act.
Our website address is www.corecivic.com. We make available on or through our website certain reports and amendments to those reports that we file with or furnish to the SEC in accordance with the Securities Exchange Act of 1934, as amended, or the Exchange Act.
All confinement facilities covered under the PREA standards must be audited at least every three years to maintain compliance with the PREA standards. We utilize DOJ certified PREA auditors to help ensure that all facilities operate in compliance with applicable PREA regulations.
All confinement facilities covered under the PREA standards must be audited at least every three years to maintain compliance with the PREA standards. We utilize United States Department of Justice, or DOJ, certified PREA auditors to help ensure that all facilities operate in compliance with applicable PREA regulations.
State revenues also increased as a result of per diem increases under a number of our state contracts, as many of our state partners have recognized the need to provide additional funding to address increases in the wages of our employees.
State revenues increased as a result of per diem increases under a number of our state contracts, as certain states have recognized the need to provide additional funding to address increases in the wages of our employees.
ESG Reporting. In April 2023, we issued our fifth Environmental, Social and Governance, or ESG, report, which summarizes efforts and aspirational goals across environmental, social, and governance topics.
ESG Reporting. In April 2024, we issued our sixth Environmental, Social and Governance, or ESG, report, which summarizes efforts and aspirational goals across environmental, social, and governance topics.
We are piloting the Rebound Employment Training program at five facilities. In 2023, we also partnered with Geographic Solutions whose "Virtual One Stop Reentry Employment Opportunities" software system was customized for us and allows incarcerated persons the opportunity to search and apply for current job openings in the communities to which they will be released.
In 2023, we also partnered with Geographic Solutions whose "Virtual One Stop Reentry Employment Opportunities" software system was customized for us and allows incarcerated persons the opportunity to search and apply for current job openings in the communities to which they will be released.
We believe we own, or control via a long-term lease, approximately 56% of all privately owned prison beds in the United States and manage nearly 38% of all privately managed prison beds in the United States.
We believe we own, or control via a long-term lease, approximately 55% of all privately owned prison beds in the United States and manage approximately 39% of all privately managed prison beds in the United States.
With 2023 occupancy in our Safety and Community segments of 72%, including idle correctional and residential reentry facilities during the period they were idle, we have the capacity to grow earnings and cash flows without the need to deploy significant capital.
With 66,488 beds in our Safety and Community segments and occupancy of 75% in 2024, including idle correctional and residential reentry facilities during the period they were idle, we have the capacity to grow earnings and cash flows without the need to deploy significant capital.
Through three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, we provide 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. We have been a flexible and dependable partner for government for 40 years.
Through three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, we provide 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.
In addition, we routinely post on the “Investors Relations” page of our website news releases, announcements and other statements about our business and results of operations, some of which may contain information that may be deemed material to investors.
In addition, we routinely post on the “Investors” page of our website news releases, announcements and other statements about our business and results of operations, some of which may contain information that may be deemed material to investors. Therefore, we encourage investors to monitor the “Investors” page of our website and review the information we post on that page.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeComponents of our business depend significantly on effective information systems and technologies, some of which are provided and/or maintained by third parties. As with all companies that utilize information systems, we are vulnerable to negative impacts to our business if the operation of those systems malfunctions or experiences errors, interruptions or delays, or certain information contained therein is compromised.
Biggest changeInterruption, delay or failure of the provision of our technology services or information systems, or the compromise of the security thereof, could adversely affect our business, financial condition or results of operations. Components of our business depend significantly on effective information systems and technologies, some of which are provided and/or maintained by third parties.
Unlike the BOP, the USMS does not own detention capacity and relies on the private sector, along with various government agencies, for its detainee population. We currently have two detention facilities that have direct contracts with the USMS.
Unlike the BOP, the USMS does not own detention capacity and relies on the private sector, along with various government agencies, for its detainee population. We currently have two detention facilities that have direct contracts with the USMS.
Any cyberattack, data breach, security breach, or other security incident resulting in the interruption, delay, compromise or failure of our services or information systems, or the misappropriation, loss, or other unauthorized disclosure of personal data or confidential information, including confidential information about our employees, or other proprietary information, including intellectual property, whether by us directly, our vendors, our employees, our government partners, those entrusted to our care, or our third-party service providers, could damage our reputation, expose us to the risks of litigation and liability, result in significant monetary penalties and/or regulatory actions for violation of applicable laws or regulations, disrupt our business and result in significant costs for investigation and notification regarding the incident and remedial measures to prevent future occurrences and mitigate past violations, result in lost business, or otherwise adversely affect our results of operations.
Any cyberattack, data breach, security breach, or other security incident resulting in the interruption, delay, compromise or failure of our services or information systems, or the misappropriation, loss, or other unauthorized disclosure of personal data or confidential information, including confidential information about our employees or those entrusted to our care, or other proprietary information, including intellectual property, whether by us directly, our vendors, our employees, our government partners, those entrusted to our care, or our third-party service providers, could damage our reputation, expose us to the risks of litigation and liability, result in significant monetary penalties and/or regulatory actions for violation of applicable laws or regulations, disrupt our business and result in significant costs for investigation and notification regarding the incident and remedial measures to prevent future occurrences and mitigate past violations, result in lost business, or otherwise adversely affect our results of operations.
There is no assurance that any remedial actions will meaningfully limit the success of future attempts to breach our information systems, particularly because malicious actors are increasingly sophisticated and utilize tools and techniques specifically designed to circumvent security measures, avoid detection and obfuscate forensic evidence, which means we may be unable to identify, investigate or remediate effectively or in a timely manner.
There is no assurance that any remedial actions will meaningfully limit the success of future attempts to breach our information systems, particularly because malicious actors are increasingly sophisticated and utilize tools and techniques specifically designed to circumvent security measures, avoid detection and obfuscate forensic evidence, which means that we may be unable to identify, investigate or remediate effectively or in a timely manner.
Our options for addressing such capital constraints would include, but not be limited to (i) delaying certain capital expenditure projects, (ii) obtaining commitments from the remaining banks in the lending group or from new banks to fund increased or new amounts under the terms of our New Bank Credit Facility, (iii) accessing the public capital markets, or (iv) retaining more of our cash flow.
Our options for addressing such capital constraints would include, but not be limited to (i) delaying certain capital expenditure projects, (ii) obtaining commitments from the remaining banks in the lending group or from new banks to fund increased or new amounts under the terms of our Bank Credit Facility, (iii) accessing the public capital markets, or (iv) retaining more of our cash flow.
For example, it could: • make it more difficult for us to satisfy our obligations with respect to our indebtedness; • increase our vulnerability to general adverse economic and industry conditions; • require us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness, thereby reducing the availability of our cash flow to fund working capital, capital expenditures, dividends, stock repurchases and other general corporate purposes; • limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate; • restrict us from pursuing strategic acquisitions or certain other business opportunities; • place us at a competitive disadvantage compared to our competitors that have less debt; and • limit our ability to borrow additional funds or refinance existing indebtedness on favorable terms, or at all.
For example, it could: • make it more difficult for us to satisfy our obligations with respect to our indebtedness; • increase our vulnerability to general adverse economic and industry conditions; • require us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness, thereby reducing the availability of our cash flow to fund working capital, capital expenditures, dividends, stock repurchases and other general corporate purposes; 52 • limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate; • restrict us from pursuing strategic acquisitions or certain other business opportunities; • place us at a competitive disadvantage compared to our competitors that have less debt; and • limit our ability to borrow additional funds or refinance existing indebtedness on favorable terms, or at all.
On December 21, 2018, President Trump signed legislation, known as The First Step Act, that reduces sentences for first-time offenders in possession of a gun when committing a crime, eliminates mandating life-time sentences for three-time offenders, provides judges more discretion in crafting sentences for some drug-related offenses, and allows offenders to seek a retroactive reduction in sentences affected by the disparity in the sentences for crack and powder cocaine cases narrowed by the Fair Sentencing Act of 2010.
On December 21, 2018, then-President Trump signed legislation, known as The First Step Act, that reduces sentences for first-time offenders in possession of a gun when committing a crime, eliminates mandating life-time sentences for three-time offenders, provides judges more discretion in crafting sentences for some drug-related offenses, and allows offenders to seek a retroactive reduction in sentences affected by the disparity in the sentences for crack and powder cocaine cases narrowed by the Fair Sentencing Act of 2010.
Unanticipated additional insurance costs could adversely impact our results of operations and cash flows, and the failure to obtain or maintain any necessary insurance coverage could have an adverse impact on us. We may be adversely affected by inflation. Many of our facility contracts provide for fixed fees or fees that increase by only small amounts during their terms.
Unanticipated additional insurance costs could adversely impact our results of operations and cash flows, and the failure to obtain or maintain any necessary insurance coverage could have an adverse impact on us. 47 We may be adversely affected by inflation. Many of our facility contracts provide for fixed fees or fees that increase by only small amounts during their terms.
If we decide to issue debt or equity securities in the future ranking senior to our common stock or otherwise incur indebtedness (including under our New Bank Credit Facility), it is possible that these securities or indebtedness will be governed by an indenture or other instrument containing covenants restricting our operating flexibility and limiting our ability to return capital to our stockholders.
If we decide to issue debt or equity securities in the future ranking senior to our common stock or otherwise incur indebtedness (including under our Bank Credit Facility), it is possible that these securities or indebtedness will be governed by an indenture or other instrument containing covenants restricting our operating flexibility and limiting our ability to return capital to our stockholders.
Occupancy rates may, however, decrease below these levels in the future. When combined with relatively fixed costs for operating each facility, a decrease in occupancy levels could have an adverse impact on our profitability. 39 We are dependent on government appropriations, and our results of operations may be negatively affected by governmental budgetary challenges or government shutdowns.
Occupancy rates may, however, decrease below these levels in the future. When combined with relatively fixed costs for operating each facility, a decrease in occupancy levels could have an adverse impact on our profitability. We are dependent on government appropriations, and our results of operations may be negatively affected by governmental budgetary challenges or government shutdowns.
Further, our government partners could reduce offender population levels in facilities we own or manage to contain their correctional costs. In addition, it may become more difficult to renew our existing contracts on favorable terms or otherwise. Efforts to reduce the U.S. federal deficit could adversely affect our liquidity, results of operations and financial condition.
Further, our government partners could reduce offender population levels in facilities we own or manage to contain their correctional costs. In addition, it may become more difficult to renew our existing contracts on favorable terms or otherwise. 39 Efforts to reduce the U.S. federal deficit could adversely affect our liquidity, results of operations and financial condition.
The New Bank Credit Facility includes an option to increase the availability under the Revolving Credit Facility and to request term loans from the lenders in an aggregate amount not to exceed the greater of (a) $200.0 million and (b) 50% of consolidated EBITDA for the most recently ended four-quarter period, subject to, among other things, the receipt of commitments for the increased amount.
The Bank Credit Facility includes an option to increase the availability under the revolving credit facility and to request term loans from the lenders in an aggregate amount not to exceed the greater of (a) $200.0 million and (b) 50% of consolidated EBITDA for the most recently ended four-quarter period, subject to, among other things, the receipt of commitments for the increased amount.
Our ESG report is not incorporated by reference into and does not form any part of this Annual Report. 51 As an owner and operator of correctional, detention, and residential reentry facilities, we are subject to risks relating to acts of God, outbreaks of epidemic or pandemic disease, global climate change, terrorist activity and war.
Our ESG report is not incorporated by reference into and does not form any part of this Annual Report. As an owner and operator of correctional, detention, and residential reentry facilities, we are subject to risks relating to acts of God, outbreaks of epidemic or pandemic disease, global climate change, terrorist activity and war.
The growing integration of ESG factors in making investment decisions is relatively new; frameworks and methods used by investors for assessing ESG policies are not fully developed and vary considerably among the investment community; and investor, societal and political sentiments on ESG, both as to particular ESG factors and as to its general relevance to investors and their decisions, continue to evolve.
The integration of ESG factors in making investment decisions is relatively new; frameworks and methods used by investors for assessing ESG policies are not fully developed and vary considerably among the investment community; and investor, societal and political sentiments on ESG, both as to particular ESG factors and as to its general relevance to investors and their decisions, continue to evolve.
The New Bank Credit Facility includes other restrictions that, among other things, limit our ability to incur indebtedness; grant liens; engage in mergers, consolidations and liquidations; make asset dispositions, make restricted payments and investments; issue disqualified stock; enter into transactions with affiliates; and amend, modify or prepay certain indebtedness.
The Bank Credit Facility includes other restrictions that, among other things, limit our ability to incur indebtedness; grant liens; engage in mergers, consolidations and liquidations; make asset dispositions, make restricted payments and investments; issue disqualified stock; enter into transactions with affiliates; and amend, modify or prepay certain indebtedness.
In the event of a default under our New Bank Credit Facility or any other secured indebtedness, or if we experience insolvency, liquidation, dissolution or reorganization, the holders of our secured debt would be entitled to payment from their collateral security, and after that the holders of our unsecured debt (including the holders of any deficiency remaining after application of collateral to secured debt) would be entitled to payment from our remaining assets.
In the event of a default under our Bank Credit Facility or any other secured indebtedness, or if we experience insolvency, liquidation, dissolution or reorganization, the holders of our secured debt would be entitled to payment from their collateral security, and after that the holders of our unsecured debt (including the holders of any deficiency remaining after application of collateral to secured debt) would be entitled to payment from our remaining assets.
Additionally, the failure of our employees to exercise sound judgment and vigilance when targeted by social engineering or other cyberattacks may increase our vulnerability. 50 There is no assurance that the security measures we take to reduce the risk of such incidents and protect our systems will be sufficient.
Additionally, the failure of our employees to exercise sound judgment and vigilance when targeted by social engineering or other cyberattacks may increase our vulnerability. There is no assurance that the security measures we take to reduce the risk of such incidents and protect our systems will be sufficient.
The terms of the indentures for our senior notes and our New Bank Credit Facility restrict our ability to incur indebtedness; however, we may nevertheless incur additional indebtedness in the future, and in the future, we may refinance all or a portion of our indebtedness, including our New Bank Credit Facility indebtedness, and may incur additional indebtedness as a result so long as we comply with the limitations in our senior notes and New Bank Credit Facility while they are in effect.
The terms of the indentures for our senior notes and our Bank Credit Facility restrict our ability to incur indebtedness; however, we may nevertheless incur additional indebtedness in the future, and in the future, we may refinance all or a portion of our indebtedness, including our Bank Credit Facility indebtedness, and may incur additional indebtedness as a result so long as we comply with the limitations in our senior notes and Bank Credit Facility while they are in effect.
Any changes in such regulations could result in an increase in the cost of our transportation operations. From time to time, we enter into agreements with telecommunications providers to provide telephone services to residents in our facilities. Although we are not a telecommunications provider, these services are subject to regulations which may change from time to time.
Any changes in such regulations could result in an increase in the cost of our transportation operations. 44 From time to time, we enter into agreements with telecommunications providers to provide telephone services to residents in our facilities. Although we are not a telecommunications provider, these services are subject to regulations which may change from time to time.
If we do not obtain the required consents or repay our outstanding indebtedness under our New Bank Credit Facility, we would effectively be prevented from offering to repurchase the notes, which would cause a default under the indentures governing the notes. Despite current indebtedness levels, we may still incur more debt.
If we do not obtain the required consents or repay our outstanding indebtedness under our Bank Credit Facility, we would effectively be prevented from offering to repurchase the notes, which would cause a default under the indentures governing the notes. Despite current indebtedness levels, we may still incur more debt.
Together, these provisions of our charter and bylaws and Maryland law may discourage transactions that otherwise could provide for the payment of a premium over prevailing market prices for our common stock, and also could limit the price that investors are willing to pay in the future for shares of our common stock.
Together, these provisions of our charter and bylaws and Maryland law may discourage transactions that otherwise could provide for the payment of a premium over prevailing market prices for our common stock, and also could limit the price that investors are willing to pay in the future for shares of our common stock. 57
If a government audit asserts improper or illegal activities by us, we may be subject to civil and criminal penalties and administrative sanctions, including termination of contracts, forfeitures of profits, suspension of payments, fines and suspension or disqualification from doing business with certain government entities.
If a government audit asserts improper or illegal activities by us, we may be subject to civil and criminal penalties and administrative sanctions, including termination of contracts, forfeitures of 43 profits, suspension of payments, fines and suspension or disqualification from doing business with certain government entities.
In addition, so long as we comply with the limitations in our senior notes and New Bank Credit Facility while they are in effect, we may incur additional debt from time to time when we determine that market conditions and the opportunity to utilize the proceeds therefrom are favorable.
In addition, so long as we comply with the limitations in our senior notes and Bank Credit Facility while they are in effect, we may incur additional debt from time to time when we determine that market conditions and the opportunity to utilize the proceeds therefrom are favorable.
As a matter of course, we may store or process the personal information of offenders, employees and other persons as required to provide our services and such personal information or other data may be hosted or exchanged with our government partners and other third-party providers.
As a matter of course, we may store, transmit, or process the personal information of offenders, employees and other persons as required to provide our services and such personal information or other data may be hosted or exchanged with our government partners and other third-party providers.
Our failure to offer to repurchase notes, or to repurchase notes tendered, following a change of control will result in a default under the respective indentures, which could lead to a cross-default under our New Bank Credit Facility and under the terms of our other indebtedness.
Our failure to offer to repurchase notes, or to repurchase notes tendered, following a change of control will result in a default under the respective indentures, which could lead to a cross-default under our Bank Credit Facility and under the terms of our other indebtedness.
Further, we can provide no assurance that the banks that have made commitments under our New Bank Credit Facility will continue to operate as going concerns in the future or will agree to extend commitments beyond the maturity date.
Further, we can provide no assurance that the banks that have made commitments under our Bank Credit Facility will continue to operate as going concerns in the future or will agree to extend commitments beyond the maturity date.
Our New Bank Credit Facility is secured by a pledge of all of the capital stock (or other ownership interests) of our domestic restricted subsidiaries, 65% of the capital stock (or other ownership interests) of our "first-tier" foreign subsidiaries, all of our accounts receivable and those of our domestic restricted subsidiaries, and substantially all of our deposit accounts and those of our domestic restricted subsidiaries.
Our Bank Credit Facility is secured by a pledge of all of the capital stock (or other ownership interests) of our domestic restricted subsidiaries, 65% of the capital stock (or other ownership interests) of our "first-tier" foreign subsidiaries, all of our accounts receivable and those of our domestic restricted subsidiaries, and substantially all of our deposit accounts and those of our domestic restricted subsidiaries.
" 47 We depend in part on the performance and capabilities of third parties with whom we have commercial relationships. We maintain business relationships with key partners, suppliers, channel partners and other parties that have complementary products, services or skills.
" We depend in part on the performance and capabilities of third parties with whom we have commercial relationships. We maintain business relationships with key partners, suppliers, channel partners and other parties that have complementary products, services or skills.
We do not have sufficient working capital to satisfy our debt obligations in the event of an acceleration of all or a significant portion of our outstanding indebtedness. Our indebtedness is secured by a substantial portion of our assets.
We do not have sufficient working capital to satisfy our debt obligations in the event of an acceleration of all or a significant portion of our outstanding indebtedness. 53 Our indebtedness is secured by a substantial portion of our assets.
In particular, the State of California recently passed the Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act that will impose broad climate-related disclosure obligations on certain companies doing business in California, starting in 2026.
In particular, the State of California passed the Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act that will impose broad climate-related disclosure obligations on certain companies doing business in California, starting in 2026.
A change in control (as described in our New Bank Credit Facility), is also a default under our New Bank Credit Facility, entitling the lenders to refuse to make further extensions of credit thereunder and to accelerate the maturity of the debt outstanding under the New Bank Credit Facility.
A change in control (as described in our Bank Credit Facility), is also a default under our Bank Credit Facility, entitling the lenders to refuse to make further extensions of credit thereunder and to accelerate the maturity of the debt outstanding under the Bank Credit Facility.
In the event that the availability under our New Bank Credit Facility was reduced significantly, we could be required to obtain capital from alternate sources in order to continue with our business and capital strategies.
In the event that the availability under our Bank Credit Facility was reduced significantly, we could be required to obtain capital from alternate sources in order to continue with our business and capital strategies.
Rising interest rates increase the cost of our variable rate debt. We have incurred and expect in the future to incur indebtedness that bears interest at variable rates, including indebtedness under our New Bank Credit Facility.
Rising interest rates increase the cost of our variable rate debt. We have incurred and expect in the future to incur indebtedness that bears interest at variable rates, including indebtedness under our Bank Credit Facility.
If any of the banks in the lending group were to fail, or fail to renew their commitments, it is possible that the capacity under our New Bank Credit Facility would be reduced.
If any of the banks in the lending group were to fail, or fail to renew their commitments, it is possible that the capacity under our Bank Credit Facility would be reduced.
Our operating costs may be affected 48 by the obligation to pay for the cost of complying with existing environmental laws, ordinances and regulations, as well as the cost of complying with future legislation.
Our operating costs may be affected by the obligation to pay for the cost of complying with existing environmental laws, ordinances and regulations, as well as the cost of complying with future legislation.
Prior to repurchasing the notes upon a change of control event, we must either repay outstanding indebtedness under our New Bank Credit Facility or obtain the consent of the lenders under our New Bank Credit Facility.
Prior to repurchasing the notes upon a change of control event, we must either repay outstanding indebtedness under our Bank Credit Facility or obtain the consent of the lenders under our Bank Credit Facility.
Future offerings of debt or equity securities ranking senior to our common stock or incurrence of debt (including under our New Bank Credit Facility) may adversely affect the market price of our common stock.
Future offerings of debt or equity securities ranking senior to our common stock or incurrence of debt (including under our Bank Credit Facility) may adversely affect the market price of our common stock.
We may encounter staffing constraints as well as costs and expenses associated with owning and/or operating our correctional, detention, and residential reentry facilities as a result of acts of God, outbreaks of epidemic or pandemic disease, global climate change (including the potential for increased inclement weather and natural disasters), wars and other geopolitical conflicts (including between Ukraine and Russia and Israel and Hamas) and the potential for war, terrorist activity (including threats of terrorist activity), political unrest, geopolitical uncertainty and other forms of civil strife, in or around locations where we own and/or operate significant properties.
We may encounter staffing constraints as well as costs and expenses associated with owning and/or operating our correctional, detention, and residential reentry facilities as a result of acts of God, outbreaks of epidemic or pandemic disease, global climate change (including the potential for increased inclement weather and natural disasters), wars and other geopolitical conflicts (including between Ukraine and Russia and Israel and the surrounding areas) and the potential for war, terrorist activity (including threats of terrorist activity), political unrest, geopolitical uncertainty and other forms of civil strife, in or around locations where we own and/or operate significant properties.
We expect to continue to depend upon federal agencies, including ICE and the USMS, and a relatively small group of other governmental customers for a significant percentage of our revenues. Additionally, the Private Prison EO directs the Attorney General to not renew DOJ contracts with privately operated criminal detention facilities.
We expect to continue to depend upon federal agencies, including ICE and the USMS, and a relatively small group of other governmental customers for a significant percentage of our revenues. Additionally, the Private Prison EO directed the Attorney General to not renew DOJ contracts with privately operated criminal detention facilities.
Cybersecurity threats and techniques used in cyberattacks are pervasive, sophisticated and difficult to prevent, including, computer viruses, malicious or destructive code (such as ransomware), social engineering (including phishing, vishing and smishing), denial of service or information or security breach tactics that could result in disruptions to our business and operations, unauthorized disclosure, release, gathering, monitoring, misuse, loss or destruction or theft of confidential, proprietary or other information, including intellectual property of ours, our employees or of third parties.
Cybersecurity threats and techniques used in cyberattacks may be pervasive, sophisticated and difficult to prevent, including, computer viruses, malicious or destructive code (such as ransomware), social engineering (including phishing, vishing and smishing), denial of service or information or security breach tactics that could result in disruptions to our business and operations, unauthorized disclosure, release, gathering, monitoring, misuse, loss or destruction or theft of confidential, proprietary or other information, including intellectual property of ours, our employees or of third parties.
The indentures related to our 8.25% senior notes due 2026, and 4.75% senior notes due 2027, collectively referred to herein as our senior notes, and the credit agreement related to our New Bank Credit Facility contain restrictive covenants that limit our ability to engage in activities that may be in our long-term best interests.
The indentures related to our New 8.25% senior notes due 2029, and our 4.75% senior notes due 2027, collectively referred to herein as our senior notes, and the credit agreement related to our Bank Credit Facility, contain restrictive covenants that limit our ability to engage in activities that may be in our long-term best interests.
Our New Bank Credit Facility requires us to comply with certain financial covenants, including leverage and fixed charge coverage ratios.
Our Bank Credit Facility requires us to comply with certain financial covenants, including leverage and fixed charge coverage ratios.
Such alternatives could be on terms less favorable than under existing terms, which could have a material effect on our consolidated financial position, results of operations, or cash flows. 54 Increasing activist resistance to the use of public-private partnerships for correctional, detention, and residential reentry facilities could impact our ability to obtain financing to grow our business or to refinance existing indebtedness, which could have a material adverse effect on our business, financial condition and results of operations.
Such alternatives could be on terms less favorable than under existing terms, which could have a material effect on our consolidated financial position, results of operations, or cash flows. 55 Activist resistance to the use of public-private partnerships for correctional, detention, and residential reentry facilities could impact our ability to obtain financing to grow our business or to refinance existing indebtedness, which could have a material adverse effect on our business, financial condition and results of operations.
Any one of these options could have a material adverse effect on our business, financial condition, results of operations and our cash flows. 53 We are required to repurchase all or a portion of our senior notes upon a change of control, and the debt under our New Bank Credit Facility is subject to acceleration upon a change of control.
Any one of these options could have a material adverse effect on our business, financial condition, results of operations and our cash flows. 54 We are required to repurchase all or a portion of our senior notes upon a change of control, and the debt under our Bank Credit Facility is subject to acceleration upon a change of control.
In addition, although we maintain insurance for many types of losses, there are certain types of losses, such as losses from earthquakes and acts of terrorism, which may be either uninsurable or for which it may not be economically feasible to obtain insurance coverage in light of the substantial costs associated with such insurance.
In addition, although we maintain insurance for many types of losses, there are certain types of losses, such as losses from earthquakes, fires, hurricanes, floods and acts of terrorism, which may be either uninsurable or for which it may not be economically feasible to obtain insurance coverage in light of the substantial costs associated with such insurance.
For the years 2023, 2022, and 2021, the average compensated occupancy of our facilities, based on rated capacity, was 72%, 70%, and 72%, respectively, for all of the facilities we operated, exclusive of facilities that are leased to third-party operators where our revenue is generally not based on daily occupancy.
For the years 2024, 2023, and 2022, the average compensated occupancy of our facilities, based on rated capacity, was 75%, 72%, and 70%, respectively, for all of the facilities we operated, exclusive of facilities that are leased to third-party operators where our revenue is generally not based on daily occupancy.
The New Bank Credit Facility, indentures related to our senior notes, and other debt instruments have restrictive covenants that could limit our financial flexibility.
Our Bank Credit Facility, indentures related to our senior notes, and other debt instruments have restrictive covenants that could limit our financial flexibility.
Factors that could affect the market price of our equity securities include, but are not limited to, the following: • actual or anticipated variations in our quarterly results of operations; • changes in market valuations of companies in the corrections, detention, or residential reentry industries; • changes in expectations of future financial performance or changes in estimates of securities analysts; • changes in government policy, legislation and regulations that affect utilization of the private sector for corrections, detention, and residential reentry services including, but not limited to, government funding proposals; • fluctuations in stock market prices and volumes; • issuances and re-purchases of common shares or other securities in the future; and • announcements by us or our competitors of acquisitions, investments or strategic actions.
Factors that could affect the market price of our equity securities include, but are not limited to, the following: • actual or anticipated variations in our quarterly results of operations; • changes in market valuations of companies in the corrections, detention, or residential reentry industries; • changes in expectations of future financial performance or changes in estimates of securities analysts; • changes in government policy, legislation and regulations that affect utilization of the private sector for corrections, detention, and residential reentry services including, but not limited to, immigration policies and government funding proposals; • fluctuations in stock market prices and volumes; • issuances and re-purchases of common shares or other securities in the future; and • announcements by us or our competitors of acquisitions, investments or strategic actions. 56 The number of shares of our common stock available for future sale could adversely affect the market price of our common stock.
In addition, we have $145.5 million outstanding under a non-recourse mortgage note with an interest rate of 4.43% maturing in 2040. Our ability to make payments on our indebtedness, to refinance our indebtedness, and to fund planned capital expenditures will depend on our ability to generate cash in the future.
In addition, we have $140.2 million outstanding under a non-recourse mortgage note with an interest rate of 4.43% maturing in 2040. Our ability to make payments on our indebtedness, to refinance our indebtedness, and to fund planned capital expenditures will depend on our ability to generate cash in the future.
Various states, including California, Colorado, Virginia and New Jersey, have passed laws pertaining to the processing of personal data that require companies, including us, to provide new disclosures and options to such persons about data collection, use and sharing practices. Some of these laws are already in effect, while others will go into effect during 2024 and 2025.
Various states have passed laws pertaining to the processing of personal data that require companies, including us, to provide new disclosures and options to such persons about data collection, use and sharing practices. Some of these laws are already in effect, while others will go into effect during 2025.
Any political platform or promise, governmental agency report, investigation or inquiry, public statement by any governmental agency, policy or legislative change, or other similar occurrence or action, that seeks to, or purports to, prohibit, eliminate, or otherwise restrict or limit in any way, the federal government’s (or any state or local government’s) ability to contract with private operators of correctional, detention, and residential reentry facilities, could negatively impact our growth and our ability to renew or maintain existing contracts or to obtain new contracts and could have a material adverse effect on our business, financial condition, results of operations or the market price of our common stock. 38 On January 26, 2021, President Biden issued the Private Prison EO.
Any political platform or promise, governmental agency report, investigation or inquiry, public statement by any governmental agency, policy or legislative change, or other similar occurrence or action, that seeks to, or purports to, prohibit, eliminate, or otherwise restrict or limit in any way, the federal government’s (or any state or local government’s) ability to contract with private operators of correctional, detention, and residential reentry facilities, could negatively impact our growth and our ability to renew or maintain existing contracts or to obtain new contracts and could have a material adverse effect on our business, financial condition, results of operations or the market price of our common stock.
ITEM 1A. RI SK FACTORS. As the owner and operator of correctional, detention, and residential reentry facilities, we are subject to certain risks and uncertainties associated with, among other things, the corrections and detention industry and pending or threatened litigation in which we are involved.
ITEM 1A. RI SK FACTORS. As the owner and operator of correctional, detention, and residential reentry facilities, we are subject to certain risks and uncertainties associated with, among other things, the corrections and detention industry, pending or threatened litigation in which we are involved, real estate ownership, and our indebtedness.
The increasingly complex, restrictive and rapidly evolving regulatory environment at the federal and state level related to data privacy and data protection, including protected health information, may require significant continued effort and cost, changes to our business and data processing practices and impact our ability to obtain and use data.
The increasingly complex, restrictive and rapidly evolving regulatory environment at the federal and state level related to data privacy and data protection, including with respect to protected health information and the use of artificial intelligence, may require significant continued effort and cost, changes to our business and data processing practices and impact our ability to obtain and use data.
Federal regulations also require federal government contractors like us to self-report evidence of certain forms of misconduct.
Federal regulations also require federal government contractors to self-report evidence of certain forms of misconduct.
During 2023, we issued our fifth ESG report, which broadly describes how we attempt to deliver on our service commitment to our government and other third-party partners and manage our operations responsibly and ethically.
During 2024, we issued our sixth ESG report, which broadly describes how we attempt to deliver on our service commitment to our government and other third-party partners and manage our operations responsibly and ethically.
Our inability to adapt or comply with such legal requirements, or the improper use or disclosure of personal data in violation of data privacy laws could harm our reputation, cause loss of consumer confidence, subject us to government enforcement actions, or result in private litigation against us, which could result in loss of revenue, increased costs, liability for monetary damages, fines and/or criminal prosecution, all of which could have a material adverse impact on our business, financial position, results of operations and cash flows.
Our inability to adapt or comply with such legal requirements, or the improper use or disclosure of personal data in violation of data privacy laws could harm our reputation, cause loss of consumer confidence, subject us to government enforcement actions, or result in private litigation against us, which could result in loss of revenue, increased costs, liability for monetary damages, fines and/or criminal prosecution, all of which could have a material adverse impact on our business, financial position, results of operations and cash flows. 45 We depend on a limited number of governmental customers for a significant portion of our revenues.
Notwithstanding any contractual renewal option of a contracting governmental agency, 32 of our facility contracts with the customers listed under "Business – Facility Portfolio" are currently scheduled to expire on or before December 31, 2024 but have renewal options (25), or are currently scheduled to expire on or before December 31, 2024 and have no renewal options (7).
Notwithstanding any contractual renewal option of a contracting governmental agency, 32 of our facility contracts with the customers listed under "Business – Facility Portfolio" are currently scheduled to expire on or before December 31, 2025 but have renewal options (27), or are currently scheduled to expire on or before December 31, 2025 and have no renewal options (5).
For the year ended December 31, 2023, ICE, USMS, and the BOP accounted for 30% ($565.5 million), 21% ($400.4 million), and 2% ($29.1 million), respectively, of our total revenue.
For the year ended December 31, 2023, USMS and ICE accounted for 21% ($400.4 million) and 30% ($565.5 million), respectively, of our total revenue.
Any future shutdown of the federal government or failure to enact annual appropriations could also have a material adverse impact on our liquidity, results of operations and financial condition. Competition may adversely affect the profitability of our business.
Any future shutdown of the federal government or failure to enact annual appropriations could also have a material adverse impact on our liquidity, results of operations and financial condition.
We believe these investments in our workforce have positioned us to manage the increased number of residents we have begun to experience now that the remaining occupancy restrictions caused by the COVID-19 pandemic, most notably Title 42, have been removed.
We believe these investments in our workforce have positioned us to manage the increased number of residents we began to experience when the remaining occupancy restrictions caused by the COVID-19 pandemic, most notably Title 42, were removed.
By electing to publicly share ESG-related information and our approach to ESG standards, our business may also face increased scrutiny related to ESG activities.
By electing to voluntarily publicize ESG-related information and our approach to ESG standards, our business may also face increased scrutiny related to ESG activities.
As of December 31, 2023, we had $257.1 million of additional borrowing capacity available under our Revolving Credit Facility.
As of December 31, 2024, we had $257.0 million of additional borrowing capacity available under our revolving credit facility.
In addition, in the event any of these options is exercised, there exists the risk that the contracting governmental agency will terminate the management contract associated with such facility. For the year ended December 31, 2023, the nine facilities currently subject to these options generated $304.2 million in revenue (16.0% of total revenue) and incurred $260.6 million in operating expenses.
In addition, in the event any of these options is exercised, there exists the risk that the contracting governmental agency will terminate the management contract associated with such facility. For the year ended December 31, 2024, the nine facilities currently subject to these options generated $344.6 million in revenue (17.6% of total revenue) and incurred $302.4 million in operating expenses.
Additionally, the State of California recently passed the Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act that will impose broad climate-related disclosure obligations on certain companies doing business in California, starting in 2026.
Additionally, the State of California's Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act will impose broad 51 climate-related disclosure obligations on certain companies doing business in California, including us, starting in 2026.
Based on information available as of the date of this Annual Report, other than the previously mentioned lease agreement with the CDCR for our California City facility, we believe we will renew all other contracts with our government partners that have expired or are scheduled to expire within the next twelve months that could have a material adverse impact on our financial statements.
Based on information available as of the date of this Annual Report, we believe we will renew all contracts with our government partners that have expired or are scheduled to expire within the next twelve months that could have a material adverse impact on our financial statements.
We currently have two detention facilities that have direct contracts with the USMS. Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in September 2025.
We currently have two detention facilities that have direct contracts with the USMS. Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in October 2025. On January 20, 2025, President Trump reversed the Private Prison EO.
We have continued to invest in staffing resources during 2023, which has resulted in additional compensation and incremental expenses, and we expect to continue to invest in staffing resources in future quarters, which may result in additional compensation and incremental expenses.
We continued to invest in staffing resources during 2024, which has resulted in additional compensation and incremental expenses, and we expect to continue to 46 invest in staffing resources, which may result in additional compensation and incremental expenses.
The number of shares of our common stock available for future sale could adversely affect the market price of our common stock. We cannot predict the effect, if any, of future sales of common stock, or the availability of common stock for future sale, on the market price of our common stock.
We cannot predict the effect, if any, of future sales of common stock, or the availability of common stock for future sale, on the market price of our common stock.
As of December 31, 2023, we had $2.1 billion in property and equipment, including $253.2 million in long-lived assets at eight idled CoreCivic Safety facilities, two idled CoreCivic Community facilities, and one idled CoreCivic Properties correctional facility.
As of December 31, 2024, we had $2.1 billion in property and equipment, including $319.0 million in long-lived assets at seven idled CoreCivic Safety facilities, one idled non-core CoreCivic Safety facility, one idled CoreCivic Community facility, and two idled CoreCivic Properties correctional facilities.
As the labor market improves and labor shortages and wage pressures are alleviated, which we believe will take some additional time, we expect to further reduce our reliance on these temporary incentives.
As the labor market improves and labor shortages and wage pressures are alleviated, we expect to further reduce our reliance on these temporary incentives.
The demand for our facilities and services could be adversely affected by the relaxation of enforcement efforts, the expansion of alternatives to incarceration and detention, leniency in conviction or parole standards and sentencing practices through the decriminalization of certain activities that are currently proscribed by criminal laws.
The demand for our facilities and services could be adversely affected by the relaxation of enforcement efforts, immigration policies that result in reduced migration to the U.S. or a decrease in the number of people apprehended and detained, the expansion of alternatives to incarceration and detention, leniency in conviction or parole standards and sentencing practices through the decriminalization of certain activities that are currently proscribed by criminal laws.
Currently, our Term Loan and Revolving Credit Facility both mature in October 2028. We also have outstanding $593.1 million in aggregate principal amount of our 8.25% senior notes due 2026, and $243.1 million in aggregate principal amount of our 4.75% senior notes due 2027.
Currently, our term loan and revolving credit facility both mature in October 2028. We also have outstanding $500.0 million in aggregate principal amount of our New 8.25% senior notes due 2029, and $238.5 million in aggregate principal amount of our 4.75% senior notes due 2027.
ICE facilities are not covered by the Private Prison EO, as ICE is an agency of the DHS, not the DOJ. For the year ended December 31, 2023, USMS and ICE accounted for 21% ($400.4 million) and 30% ($565.5 million), respectively, of our total revenue.
ICE facilities were not covered by the Private Prison EO, as ICE is an agency of the DHS, not the DOJ. For the year ended December 31, 2024, the USMS accounted for 21% ($406.4 million) of our total revenue.
As of December 31, 2023, we employed 11,694 full- and part-time employees, including employees with our transportation and electronic monitoring subsidiaries, TransCor and Recovery Monitoring Solutions Corporation, respectively. Approximately 1,860 of our employees at 12 of our facilities, or approximately 15.9% of our workforce, are represented by labor unions.
As of December 31, 2024, we employed 11,649 full- and part-time employees, including employees with our transportation and electronic monitoring subsidiaries, TransCor and Recovery Monitoring Solutions Corporation, respectively. Approximately 2,115 of our employees at 13 of our facilities, or approximately 18.2% of our workforce, are represented by labor unions.
ICE facilities are not covered by the Private Prison EO, as ICE is an agency of the DHS, not the DOJ. For the year ended December 31, 2023, USMS and ICE accounted for 21% ($400.4 million) and 30% ($565.5 million), respectively, of our total revenue.
ICE facilities were not covered by the Private Prison EO, as ICE is an agency of the DHS, not the DOJ. For the year ended December 31, 2024, USMS and ICE accounted for 21% ($406.4 million) and 29% ($564.8 million), respectively, of our total revenue.
In addition, we are subject to the risk that the general contractor will be unable to complete construction at the budgeted costs or be unable to fund any excess construction costs, even though we require general contractors to post construction bonds and insurance. Under such contracts, we are ultimately liable for all late delivery penalties and cost overruns.
In addition, we are subject to the risk that the general contractor will be unable to complete construction at the budgeted costs or be unable to fund any excess construction costs, even though we require general contractors to post construction bonds and insurance.
Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in September 2025.
Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in October 2025. On January 20, 2025, President Trump reversed the Private Prison EO.
Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in September 2025.
Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in October 2025. On January 20, 2025, President Trump reversed the Private Prison EO.
Governmental agencies with which we contract have the authority to audit and investigate our contracts with them. As part of that process, government agencies may review our performance of the contract, our pricing practices, our cost structure and our compliance with applicable performance requirements, laws, regulations and standards.
As part of that process, government agencies may review our performance of the contract, our pricing practices, our cost structure and our compliance with applicable performance requirements, laws, regulations and standards.
For instance, any changes with respect to drugs and controlled substances or illegal immigration could affect the number of persons arrested, convicted, and sentenced, thereby potentially reducing demand for correctional or detention facilities to house them. Immigration reform laws are an ongoing focus for legislators and politicians at the federal, state, and local level.
For instance, any changes with respect to drugs and controlled substances or illegal immigration could affect the number of persons arrested, convicted, and sentenced, thereby potentially reducing demand for correctional or detention facilities to house them.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeWe engage third parties in connection with assessing, identifying and managing our cybersecurity risks, including, but not limited to, the following: • We engage an independent third-party with incident response expertise to provide intelligence-based cybersecurity solutions and services to assist us with preparing for, investigating, and responding to cybersecurity incidents, including attacks that target on premise, cloud, and critical infrastructure environments. • We engage an independent third-party service provider to conduct an annual security program assessment of the controls, maturity and performance of our information security program and the information security risks associated with our technology and business systems. • We engage an independent third-party service provider to annually perform external and internal penetration and intrusion testing using industry standard tools and techniques. • We engage an independent third-party auditor to help ensure compliance with certain information security standards required under some of our federal contracts. • We have an established cadence of reviews, reporting and coordination with government agencies to review cybersecurity metrics, findings and any applicable remediation efforts.
Biggest changeWe engage third parties in connection with assessing, identifying and managing our cybersecurity risks, including, but not limited to, the following: • Incident response expertise to provide intelligence-based cybersecurity solutions and services to assist us with preparing for, investigating, and responding to cybersecurity incidents, including attacks that target on premise, cloud, and critical infrastructure environments; • Annual security program assessment of the controls, maturity and performance of our information security risk management program and the information security risks associated with our technology and business systems; • External and internal penetration and intrusion testing using industry standard tools and techniques; 58 • Compliance assessments with certain information security standards required under some of our federal contracts; • Established cadence of reviews, reporting and coordination with government agencies to review cybersecurity metrics, findings and any applicable remediation efforts in accordance with the National Institute of Standards and Technology Cybersecurity Framework, or NIST CSF; and • Review processes and procedures designed to control access to information systems as part of our Sarbanes-Oxley Act, or SOX, testing.
Cybersecurity risks we face include cyberattacks, computer viruses, malicious or destructive code (such as ransomware), social engineering (including phishing, vishing and smishing), denial of service or information or security breach tactics as well as attacks to our website, financial applications, operational technology, telecommunications and human resources data.
Cybersecurity risks we face include cyberattacks, computer viruses, malicious or destructive code (such as ransomware), social engineering (including phishing, vishing and smishing), denial of service to information or security breach tactics as well as attacks to our website, financial applications, operational technology, telecommunications and human resources data.
However, we cannot ensure you that future cybersecurity incidents will not materially affect our business strategy, results of operations or financial condition. For more information on the Company’s risks associated with cybersecurity threats and incidents, information and security breaches and technology failures, see Part I, Item 1A.
However, we cannot ensure that future cybersecurity incidents will not materially affect our business strategy, results of operations or financial condition. For more information on the Company’s risks associated with cybersecurity threats and incidents, information and security breaches and technology failures, see Part I, Item 1A.
To help identify and manage cybersecurity risks associated with our use of third-party service providers, we have implemented processes to assess third-party systems which could be compromised in a manner that adversely impacts us and our technology systems.
To help identify and manage cybersecurity and information security risks associated with our use of third-party service providers, we have implemented processes to assess third-party systems which could be compromised in a manner that adversely impacts us and our technology systems .
We have also adopted a cybersecurity incident response plan which provides for controls and procedures in connection with cybersecurity incidents, including these escalation procedures. At a management level, our cybersecurity risk management program is led by our CIO, along with our Director, Information Security Compliance.
We have also adopted a cybersecurity incident response plan which provides for controls and procedures in connection with cybersecurity incidents, including these escalation procedures. 60 At a management level, our information security risk management program is led by our CIO, along with our Sr. Director, Information Security and Privacy Compliance.
ERC is led by our General Counsel and our Managing Director, Litigation & Risk Management. The ERC coordinates enterprise risk management reports to the Risk Committee and/or our BOD. Further, the Risk Committee reviews management’s cybersecurity risk management program controls, including management’s assessment of recent cybersecurity incidents meeting certain criteria.
The ERC is led by our General Counsel and our Managing Director, Litigation & Risk Management. The ERC coordinates enterprise risk management reports to the Risk Committee and/or our BOD . Further, the Risk Committee reviews management’s information security risk management program controls, including management’s assessment of recent information security incidents meeting certain criteria.
In addition to the third parties described above, we regularly engage consultants, advisors, service providers and other third parties to help develop and manage our cybersecurity risk management program. Further, our internal audit team conducts annual assessments of our cybersecurity risk management program and controls.
In addition to the third parties described above, we regularly engage consultants, advisors, service providers and other third parties to help develop and manage our information security risk management program. Further, our internal audit team conducts annual assessments of our information security risk management program and controls.
Risk Factors - Interruption, delay or failure of the provision of our technology services or information systems, or the compromise of the security thereof, could adversely affect our business, financial condition or results of operations. 59 Governance Our cybersecurity risk management program is integrated into our overall risk management system.
Risk Factors - Interruption, delay or failure of the provision of our technology services or information systems, or the compromise of the security thereof, could adversely affect our business, financial condition or results of operations. Governance Our information security risk management program is integrated into our overall risk management program.
As of the date of this Annual Report, our Technology Department, led by our CIO, along with our Director, Information Security Compliance, is comprised of nearly 100 technology professionals, with currently 11 of such technology professionals exclusively dedicated to cybersecurity.
As of the date of this Annual Report, our Technology Department, led by our CIO, along with our Sr. Director, Information Security and Privacy Compliance, is comprised of nearly 100 technology professionals, with currently 11 of such technology professionals exclusively dedicated to cybersecurity.
Our ERM Program is led by our General Counsel and is a component of management’s strategic planning process. Our BOD and Risk Committee have primary oversight responsibility regarding our cybersecurity risk management program.
Our ERM Program is led by our General Counsel and is a component of management’s strategic planning process. Our BOD and Risk Committee have primary oversight responsibility regarding our information security risk management program .
ITEM 1C. CYBERSECURITY . Cybersecurity Risk Management and Strategy We recognize the importance of developing, implementing and maintaining the integrity of our information technology systems and safeguarding the personal data and confidential information we receive and store.
ITEM 1C. CYBERSECURITY . Cybersecurity Risk Management and Strategy We recognize the importance of developing, implementing and maintaining the integrity of our information technology systems and safeguarding the personal data and confidential information we receive, process or transmit, and store in any format.
We have a cybersecurity risk management program in place designed to assess, identify and manage material risks from cybersecurity threats utilizing a defense-in-depth security strategy that integrates our staff, technology and operations to establish various securities barriers across multiple layers and missions of our operations.
We have a cybersecurity risk management program, which we refer to as our information security risk management program, in place designed to assess, identify, and manage material risks from cybersecurity threats to our information, data, or information technology systems utilizing a defense-in-depth security strategy that integrates our staff, technology, and operations to establish various security barriers across multiple layers of our operations.
Our cybersecurity risk management program includes technology and processes designed to maintain active security of our information technology systems.
Our information security risk management program includes technology and processes designed to maintain active awareness of risks to the security of our information or systems.
The Technology Steering Committee meets quarterly, and reviews all cybersecurity risks and incidents meeting certain criteria, and provides oversight with respect to cybersecurity matters at a management level. Further, the Technology Steering Committee reviews management’s cybersecurity risk management program controls meeting certain criteria. Our Technology Cybersecurity Committee is comprised of a subset of our Technology Department, including our CIO.
Our Technology Cybersecurity Committee is comprised of a subset of our Technology Department, including our CIO. The Technology Cybersecurity Committee meets bi-weekly and reviews all cybersecurity risks and incidents meeting certain criteria, provides oversight with respect to cybersecurity matters at a technology management level, and reports through our CIO to the Technology Steering Committee .
Our cybersecurity risk management program is designed to employ industry standard practices across our operations and business functions, including monitoring and analysis of the threat environment, vulnerability assessments, and third-party cybersecurity risks; detecting and responding to cybersecurity incidents, attacks and data breaches; cybersecurity preparedness, incident response plans, and business continuity and disaster recovery capabilities; and investments in cybersecurity infrastructure and program needs.
Our information security risk management program is designed to employ industry standard practices across our operations and business functions, including access controls, monitoring and analysis of the threat environment, vulnerability assessments, and third-party cybersecurity risks; resilience through detecting and responding to cybersecurity events, incidents, and data disclosures or breaches, business continuity, and disaster recovery capabilities; and investments in cybersecurity infrastructure and technology needs .
The Disclosure Committee is presented with a detailed overview of the cybersecurity incident by the CIO. The Disclosure Committee then evaluates the cybersecurity incident and its potential materiality based on SEC guidance and by considering relevant quantitative and qualitative factors.
The Disclosure Committee then evaluates the cybersecurity incident and its potential materiality based on SEC guidance and by considering relevant quantitative and qualitative factors.
Key aspects of our cybersecurity risk management program include, but are not limited to, the following: • Surveillance controls and technical protective capabilities, including a centralized security incident event management system, or SIEM, and a third-party continuous monitoring engagement, that monitors threat detection and response 24/7/365; • Utilization of third parties to assess our practices related to, and provide expertise and assistance with, various aspects of information security, as further described below; • Annual cybersecurity training for all employees, including social engineering (e.g., phishing, vishing, and smishing), privacy and other related topics; • Established policies and procedures that govern information security and cybersecurity which apply to all employees and information systems we control; • Business continuity, incident response and disaster recovery procedures, including quarterly tabletop incident response exercises, annual disaster recovery tests, annual unannounced penetration tests, annual phishing campaigns, and annual security control assessments; • Database activity monitoring, encryption, secure file transfer protocols and application firewalls; and 58 • Maintaining cybersecurity insurance covering certain security and privacy damages and claim expenses resulting from cybersecurity incidents (we periodically meet with our insurer to discuss trends in cybersecurity).
Key aspects of our information security risk management program include, but are not limited to, the following: • Surveillance controls and technical protective capabilities, including a centralized security incident event management system, or SIEM, continuous threat detection and response monitoring, and full incident response; • Routine cybersecurity training for all employees, including social engineering techniques, simulated phishing campaigns, physical access such as tailgating, privacy or handling of sensitive data, and other related topics; • Established policies and procedures that govern information security and cybersecurity which apply to all employees and information systems we control; • Business continuity, incident response, and disaster recovery procedures, including routine tabletop incident response exercises, disaster recovery tests, unannounced penetration tests, and security control assessments; • Network, infrastructure, and application security such as database activity monitoring, encryption, secure file transfer protocols, and application firewalls; and • Maintaining cybersecurity insurance covering certain security and privacy damages and claim expenses resulting from cybersecurity incidents (we periodically meet with our insurer to discuss trends in cybersecurity).
The materiality of any cybersecurity incident is ultimately evaluated and determined by our Disclosure Committee in collaboration with our CIO. Our Disclosure Committee is comprised of our executive officers, our CIO, our Chief Ethics and Compliance Officer, and relevant business leaders from our finance and legal departments.
Our Disclosure Committee is comprised of our executive officers, our CIO, our Chief Ethics and Compliance Officer, and relevant business leaders from our finance and legal departments. The Disclosure Committee is presented with a detailed overview of the cybersecurity incident by the CIO.
In addition, our Enterprise Risk Council, or ERC, is a management-level team comprised of a select group of executive officers, vice presidents, and senior managers overseeing risk, which is responsible for managing enterprise risks and planning and organizing the activities of our organization to minimize the effects of risk on our business, operations and financial results.
For example, the CIO provides reports to our BOD, Technology Steering Committee and Risk Committee regarding information security risks, as well as plans and strategies to mitigate those risks, on a periodic basis. 59 In addition, our Enterprise Risk Council, or ERC, is a management-level team comprised of a select group of executive officers, vice presidents, and senior managers overseeing risk , which is responsible for managing enterprise risks and planning and organizing the activities of our organization to minimize the effects of risk on our business, operations and financial results .
These 11 technology professionals have an average cybersecurity tenure of 13 years and certifications from ISC2, ISACA, CompTIA and other industry certification leaders including CISSP, CISM, CISA, CCNA, CCNP, Network+, Security+, Project+, A+, CEH, CCSP and ITIL, among other advanced Cybersecurity and Technology degrees, tool and process specific certifications and cybersecurity related work experience.
These security professionals have an average information security/cybersecurity tenure of 6 years and over 30 active certifications from ISC2, ISACA, CompTIA and other industry certification leaders including certifications such as CISSP, CISM, Security+, and CEH, among other advanced Cybersecurity and Technology degrees, tool and process specific certifications, and cybersecurity related work experience.
They perform an impact assessment with respect to cybersecurity incidents meeting certain criteria and elevate the review of any such cybersecurity incidents for review by our executive officers. Cybersecurity incidents meeting a certain criteria are escalated to our Disclosure Committee for SEC disclosure consideration.
Director, Information Security and Privacy Compliance, prepares an incident summary and collaborates with the CIO to conduct an initial assessment of information and cybersecurity incidents. They perform an impact assessment with respect to information or cybersecurity incidents meeting certain criteria and elevate the review of any such information or cybersecurity incidents for review by our executive officers.
Audit logs of external security threats are reviewed weekly as part of general event threat intelligence monitoring procedures. Other ongoing monitoring includes data from our information services team, which maintains an audit trail to detect risks in areas such as unauthorized local connections, network use and remote connections.
Other ongoing monitoring includes data from our information services team, which maintains an audit trail to detect risks in areas such as unauthorized local connections, network use and remote connections. Vulnerability scans are performed frequently and are supplemented on an ad-hoc basis for specific threats or to test patch status. Our Sr.
Any new items that would require a material change must be reviewed and approved by our architecture review board, or ARB. Non-material changes are governed by the change advisory board, or CAB. The ARB and CAB each meet on a weekly basis and take security impacts into consideration during the decision-making process.
We also maintain a management governance structure for reviewing and approving changes related to new and existing systems, software and infrastructure design. Any new items that would require a material change must be reviewed and approved by our architecture review board, or ARB. Non-material changes are governed by the change advisory board, or CAB.
We have a risk assessment program in place to assess, identify and manage material risks from cybersecurity threats.
Our information security risk management program is designed to, among other things, assess, identify and manage material risks from cybersecurity threats.
The Technology Cybersecurity Committee meets bi-weekly and reviews all cybersecurity risks and incidents meeting certain criteria, provides oversight with respect to cybersecurity matters at a technology management level, and reports through our CIO to the Technology Steering Committee. We also maintain a management governance structure for reviewing and approving changes related to new and existing systems, software and infrastructure design.
The Technology Steering Committee meets quarterly, and reviews all cybersecurity risks and incidents meeting certain criteria, and provides oversight with respect to cybersecurity matters at a management level . Further, the Technology Steering Committee reviews management’s information security risk management program controls meeting certain criteria.
All changes, whether approved or rejected, are formally documented in our information technology service management system. As mentioned above, our SIEM tool monitors threat detection and response 24/7/365. Identified threats are alerted and addressed by our information technology team in accordance with internal policies, industry standard practices and regulatory requirements.
The ARB and CAB each meet on a weekly basis and take security impacts into consideration during the decision-making process. All changes, whether approved or rejected, are formally documented in our information technology service management system. As mentioned above, our SIEM tool monitors threat detection and response continuously.
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These agencies conduct assessments of our controls on a periodic basis using the National Institute of Standards and Technology Cybersecurity Framework. • We engage a third-party auditor to review processes and procedures designed to control access to information systems as part of its Sarbanes-Oxley testing.
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Identified threats create alerts which are monitored and addressed by our information technology team in accordance with internal policies, industry standard practices, and regulatory requirements . Audit logs of external security threats are reviewed weekly as part of general event threat intelligence monitoring procedures.
Removed
For example, the CIO provides reports to our BOD, Technology Steering Committee and Risk Committee regarding cybersecurity risks, as well as plans and strategies to mitigate those risks, on a periodic basis.
Added
Cybersecurity incidents meeting certain criteria are escalated to our Disclosure Committee for SEC disclosure consideration. The materiality of any cybersecurity incident is ultimately evaluated and determined by our Disclosure Committee in collaboration with our CIO .
Removed
Vulnerability scans are performed weekly and are supplemented on an ad-hoc basis for specific threats or to test patch status. 60 Our Director, Information Security Compliance, prepares an incident summary and collaborates with the CIO to conduct an initial assessment of cybersecurity incidents.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PR OPERTIES. The properties we owned at December 31, 2023 are described under Item 1 and in Note 4 of the Notes to the Consolidated Financial Statements contained in this Annual Report, as well as in Schedule III in Part IV of this Annual Report.
Biggest changeITEM 2. PR OPERTIES. The properties we owned at December 31, 2024 are described under Item 1 and in Note 3 of the Notes to the Consolidated Financial Statements contained in this Annual Report, as well as in Schedule III in Part IV of this Annual Report.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS. The information required under this item can be found in Note 15 of the Notes to the Consolidated Financial Statements contained in this Annual Report and is incorporated by reference in this Part I, Item 3.
Biggest changeITEM 3. LEGAL PROCEEDINGS. The information required under this item can be found in Note 14 of the Notes to the Consolidated Financial Statements contained in this Annual Report and is incorporated by reference in this Part I, Item 3.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeOn August 2, 2022, the BOD increased the authorization to repurchase under the share repurchase program by up to an additional $75.0 million of the Company's common stock, which resulted in a total aggregate amount to repurchase up to $225.0 million of the Company's common stock.
Biggest changeOn May 16, 2024, the BOD authorized an increase to the share repurchase program to which the Company may purchase up to an additional $125.0 million in shares of the Company's outstanding common stock, increasing the total aggregate authorization to up to $350.0 million.
Market Price of and Distr ibutions on Capital Stock Our common stock is traded on the New York Stock Exchange, or NYSE, under the symbol "CXW." On February 9, 2024, the last reported sale price of our common stock was $14.84 per share and there were approximately 2,400 registered holders and approximately 32,000 beneficial holders, respectively, of our common stock.
Market Price of and Distr ibutions on Capital Stock Our common stock is traded on the New York Stock Exchange, or NYSE, under the symbol "CXW." On February 11, 2025, the last reported sale price of our common stock was $18.04 per share and there were approximately 2,300 registered holders and approximately 43,000 beneficial holders, respectively, of our common stock.
As of December 31, 2023, the Company had repurchased a total of 10.1 million common shares at an aggregate cost of approximately $112.6 million. I TEM 6. [Reserved] 62
As of December 31, 2024, the Company had repurchased a total of 14.5 million shares of the Company's common stock at an aggregate cost of approximately $181.1 million. I TEM 6. [Reserved] 62
Issuer Purchases of Equity Securities Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (1) October 1, 2023 - October 31, 2023 — $ — — $ 124,906,633 November 1, 2023 - November 30, 2023 — $ — — $ 124,906,633 December 1, 2023 - December 31, 2023 872,219 $ 14.33 872,219 $ 112,406,645 Total 872,219 $ 14.33 872,219 $ 112,406,645 (1) On May 12, 2022, the Company announced that its BOD had approved a share repurchase program to repurchase up to $150.0 million of the Company's common stock.
Issuer Purchases of Equity Securities Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (1) October 1, 2024 - October 31, 2024 — $ — — $ 177,897,710 November 1, 2024 - November 30, 2024 — $ — — $ 177,897,710 December 1, 2024 - December 31, 2024 420,007 $ 21.43 420,007 $ 168,898,744 Total 420,007 $ 21.43 420,007 $ 168,898,744 (1) During 2022, the BOD approved a share repurchase program to repurchase up to $225.0 million of the Company's common stock.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

179 edited+74 added−80 removed84 unchanged
Biggest changeThe following table sets forth the changes in the number of facilities operated for the years ended December 31, 2023 and 2022. 69 Effective CoreCivic Date Safety Community Properties Total Facilities as of December 31, 2021 46 26 10 82 Expiration of a managed-only contract in Indiana January 2022 (1 ) — — (1 ) Sale of a residential reentry facility in Colorado February 2022 — (1 ) — (1 ) Sale of a residential reentry facility in Colorado March 2022 — (1 ) — (1 ) Sale of two leased community corrections facilities in California July 2022 — — (2 ) (2 ) Sale and subsequent termination of the contract and lease of the McRae Correctional Facility in Georgia Aug/Nov 2022 (1 ) — — (1 ) Sale of an idled residential reentry facility in Oklahoma December 2022 — (1 ) — (1 ) Facilities as of December 31, 2022 44 23 8 75 Sale of two leased community corrections facilities in Pennsylvania May 2023 — — (2 ) (2 ) Lease of the Allen Gamble Correctional Center October 2023 (1 ) — 1 — Sale of a leased property in Georgia December 2023 — — (1 ) (1 ) Facilities as of December 31, 2023 43 23 6 72 Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 During the year ended December 31, 2023, net income was $67.6 million, or $0.59 per diluted share, compared with net income of $122.3 million, or $1.03 per diluted share, for the previous year.
Biggest changeThe following table sets forth the changes in the number of facilities operated for the years ended December 31, 2024 and 2023. 68 Effective CoreCivic Date Safety Community Properties Total Facilities as of December 31, 2022 44 23 8 75 Sale of two leased community corrections facilities in Pennsylvania May 2023 — — (2 ) (2 ) Lease of the Allen Gamble Correctional Center October 2023 (1 ) — 1 — Sale of a leased property in Georgia December 2023 — — (1 ) (1 ) Facilities as of December 31, 2023 43 23 6 72 Sale and subsequent expiration of the management contract at a residential reentry center in Colorado July 2024 — (1 ) — (1 ) Sale of an idled residential reentry center in Oklahoma July 2024 — (1 ) — (1 ) Termination of the contract and lease agreement at the South Texas Family Residential Center August 2024 (1 ) — — (1 ) Facilities as of December 31, 2024 42 21 6 69 Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023 During the year ended December 31, 2024, net income was $68.9 million, or $0.62 per diluted share, compared with net income of $67.6 million, or $0.59 per diluted share, for the previous year.
Investing Activities Our net cash flow used in investing activities was $58.9 million for the year ended December 31, 2023 and was primarily attributable to capital expenditures for facility development and expansions of $4.9 million and $65.4 million for facility maintenance and information technology capital expenditures, partially offset by $11.1 million in net proceeds from the sale of assets.
Our net cash flow used in investing activities was $58.9 million for the year ended December 31, 2023 and was primarily attributable to capital expenditures for facility development and expansions of $4.9 million and $65.4 million for facility maintenance and information technology capital expenditures, partially offset by $11.1 million in net proceeds from the sale of assets.
For example, on September 25, 2023, we announced that we signed a new management contract with Hinds County, Mississippi to care for up to 250 adult male pre-trial detainees at our 2,672-bed Tallahatchie County Correctional Facility in Tutwiler, Mississippi. The initial contract term is for two years, which may be extended for an additional year upon mutual agreement.
For example, on September 25, 2023, we announced that we signed a management contract with Hinds County, Mississippi to care for up to 250 adult male pre-trial detainees at our 2,672-bed Tallahatchie County Correctional Facility in Tutwiler, Mississippi. The initial contract term is for two years, which may be extended for an additional year upon mutual agreement.
In June 2023, we announced that we had entered into a lease agreement with the Oklahoma Department of Corrections, or ODC, for our 1,670-bed Allen Gamble Correctional Center. The new lease agreement includes a base term that commenced on October 1, 2023, with a scheduled expiration date of June 30, 2029, and unlimited two-year renewal options.
In June 2023, we announced that we had entered into a lease agreement with the Oklahoma Department of Corrections, or ODC, for our 1,670-bed Allen Gamble Correctional Center. The lease agreement includes a base term that commenced on October 1, 2023, with a scheduled expiration date of June 30, 2029, and unlimited two-year renewal options.
We also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract. Further, in December 2021, the state of Arizona awarded us a new contract for up to 2,706 inmates at our 3,060-bed La Palma Correctional Center in Arizona, which commenced in April 2022.
We also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract. Further, in December 2021, the state of Arizona awarded us a contract for up to 2,706 inmates at our 3,060-bed La Palma Correctional Center in Arizona, which commenced in April 2022.
In addition, on November 16, 2023, we announced that we signed a new management contract with the state of Wyoming to care for up to 240 male inmates at the Tallahatchie facility. The term of the new contract runs through June 30, 2026.
In addition, on November 16, 2023, we announced that we signed a management contract with the state of Wyoming to care for up to 240 male inmates at the Tallahatchie facility. The term of the contract runs through June 30, 2026.
Also on November 16, 2023, we announced that we signed a new contract with Harris County, Texas, to care for up to 360 male inmates at the Tallahatchie facility. Upon mutual agreement, Harris County may access an additional 360 beds at the facility.
Also on November 16, 2023, we announced that we signed a contract with Harris County, Texas, to care for up to 360 male inmates at the Tallahatchie facility. Upon mutual agreement, Harris County may access an additional 360 beds at the facility.
However, effective July 1, 2023, we entered into a 90-day contract extension for the management contract, after which time, operations of the Allen Gamble facility transferred from us to the ODC in accordance with the new lease agreement.
However, effective July 1, 2023, we entered into a 90-day contract extension for the management contract, after which time, operations of the Allen Gamble facility transferred from us to the ODC in accordance with the lease agreement.
We believe the long-term growth opportunities of our business remain attractive as government agencies consider their emergent needs, as well as the efficiency and offender programming opportunities we provide as flexible solutions to satisfy our partners' needs.
We believe the short- and long-term growth opportunities of our business remain attractive as government agencies consider their emergent needs, as well as the efficiency and offender programming opportunities we provide as flexible solutions to satisfy our partners' needs.
Asset impairments During the third quarter of 2023, we recognized a $2.7 million contract acquisition asset impairment associated with the pursuit of new contracts with a selected technology vendor, as the agreement with the vendor terminated during the third quarter of 2023.
During the third quarter of 2023, we recognized a $2.7 million contract acquisition asset impairment associated with the pursuit of new contracts with a selected technology vendor, as the agreement with the vendor terminated during the third quarter of 2023.
In 2023, we purchased $21.0 million of the 8.25% Senior Notes through open market purchases, reducing the outstanding balance of the 8.25% Senior Notes to $593.1 million as of December 31, 2023.
In 2023, we purchased $21.0 million of the Old 8.25% Senior Notes through open market purchases, reducing the outstanding balance of the Old 8.25% Senior Notes to $593.1 million as of December 31, 2023.
We will, however, respond to customer demand and may develop or expand correctional and detention facilities when we believe potential long-term returns justify the capital deployment.
We will, however, respond to customer demand and may develop, expand, or acquire correctional and detention facilities when we believe potential long-term returns justify the capital deployment.
Because of seasonality factors, and other factors described herein, results for any quarter are not necessarily indicative of the results that may be achieved for the full fiscal year.
Because of seasonality factors, and other factors described herein, results for any quarter are not necessarily indicative of the results that may be achieved for the full fiscal year. 87
Our experience has shown that our facilities could remain idle for substantially longer periods of time than most other types of commercial real estate and, based upon receipt of a new contract, produce future cash flows that would still result in a recovery of the carrying values in a relatively short period of time under the undiscounted cash flows.
Our experience has shown that our facilities could remain idle for substantially longer periods of time than most other types of commercial real estate and, based upon receipt of a new contract, produce future cash flows that would still result in a recovery of the carrying values in a relatively short period of time based on the undiscounted cash flows.
With respect to idle correctional facilities, we believe the long-term trends favor an increase in the utilization of our correctional facilities and management services.
With respect to idle correctional facilities, we believe the short- and long-term trends favor an increase in the utilization of our correctional facilities and management services.
The letters of credit are renewable annually. We did not have any draws under these outstanding letters of credit during 2023, 2022, or 2021. INFLA TION Many of our contracts include provisions for inflationary indexing, which may mitigate an adverse impact of inflation on net income.
The letters of credit are renewable annually. We did not have any draws under these outstanding letters of credit during 2024, 2023, or 2022. INFLA TION Many of our contracts include provisions for inflationary indexing, which may mitigate an adverse impact of inflation on net income.
Our Current Operations Our ongoing operations are organized into three principal business segments: • CoreCivic Safety segment, consisting of the 43 correctional and detention facilities that are owned, or controlled via a long-term lease, and managed by CoreCivic, as well as those correctional and detention facilities owned by third parties but managed by CoreCivic.
Our Current Operations Our ongoing operations are organized into three principal business segments: • CoreCivic Safety segment, consisting of the 42 correctional and detention facilities that are owned or controlled via a long-term lease and managed by CoreCivic, as well as those correctional and detention facilities owned by third parties but managed by CoreCivic.
CoreCivic Safety also includes the operating results of our subsidiary that provides transportation services to governmental agencies, TransCor America, LLC, or TransCor. • CoreCivic Community segment, consisting of the 23 residential reentry centers that are owned, or controlled via a long-term lease, and managed by CoreCivic.
CoreCivic Safety also includes the operating results of our subsidiary that provides transportation services to governmental agencies, TransCor America, LLC, or TransCor. • CoreCivic Community segment, consisting of the 21 residential reentry centers that are owned or controlled via a long-term lease and managed by CoreCivic.
During the first quarter of 2023, we completed a reorganization of our tax structure to simplify and more closely align operations and assets of certain of our subsidiaries and to reduce administrative efforts following our conversion from a real estate investment trust to a taxable C-corporation.
During the first quarter of 2023, we completed a reorganization of our tax structure to simplify and more closely align operations and assets of certain of our subsidiaries and to reduce administrative efforts following our conversion from a real estate investment trust, or REIT, to a taxable C-corporation.
Repurchases of our outstanding common stock will be made in accordance with applicable securities laws and may be made at our discretion based on parameters set by our BOD from time to time in the open market, through privately negotiated transactions, or otherwise.
Repurchases of our outstanding common stock are made in accordance with applicable securities laws and may be made at our discretion based on parameters set by our BOD from time to time in the open market, through privately negotiated transactions, or otherwise.
In addition to the recent contracts with Hinds County, the state of Wyoming, and Harris County, we currently care for residents from the USMS, Vermont, South Carolina, the U.S. Virgin Islands, and Tallahatchie County at the Tallahatchie facility, which demonstrates the flexible solutions that we provide.
In addition to the recent contracts with Hinds County, the state of Wyoming, and Harris County, we currently care for residents from the USMS, the state of Vermont, the U.S. Virgin Islands, and Tallahatchie County at the Tallahatchie facility, which demonstrates the flexible solutions that we provide.
We will also pursue attractive growth opportunities, including new development opportunities in our Properties segment, to meet the need to modernize outdated correctional infrastructure across the country, and explore potential opportunities to expand the scope of non-residential correctional alternatives we provide in our Community segment.
We may also pursue attractive growth opportunities, including new development opportunities in our Properties segment, to meet the need to modernize outdated correctional infrastructure across the country, and explore potential opportunities to expand the scope of non-residential correctional alternatives we provide in our Community segment.
As of December 31, 2023, neither CoreCivic nor any of its subsidiary guarantors had any material or significant restrictions on CoreCivic's ability to obtain funds from its subsidiaries by dividend or loan or to transfer assets from such subsidiaries.
As of December 31, 2024, neither CoreCivic nor any of its subsidiary guarantors had any material or significant restrictions on CoreCivic's ability to obtain funds from its subsidiaries by dividend or loan or to transfer assets from such subsidiaries.
The gain on the sale was recorded in the fourth quarter of 2023. In addition, during the third quarter of 2023, we sold a vacant parcel of land generating net sales proceeds of $0.5 million and resulting in a gain on sale of $0.4 million. The gain was reported in the third quarter of 2023.
In addition, during the third quarter of 2023, we sold a vacant parcel of land generating net sales proceeds of $0.5 million and resulting in a gain on sale of $0.4 million. The gain was reported in the third quarter of 2023.
The financial impact was somewhat mitigated by fixed monthly payments from ICE at certain of our facilities, to ensure ICE has adequate bed capacity in the event of a surge in the future.
The financial impact of Title 42 was somewhat mitigated by fixed monthly payments from ICE at certain of our facilities, to ensure ICE has adequate bed capacity in the event of a surge in the future.
Year Ended December 31, 2022 Compared to the Year Ended December 31, 2021 Pursuant to Regulation S-K item 303, a detailed review of our performance for the year ended December 31, 2022 compared to our performance for the year ended December 31, 2021 is set forth in "Part 2, Item 7.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 Pursuant to Regulation S-K item 303, a detailed review of our performance for the year ended December 31, 2023 compared to our performance for the year ended December 31, 2022 is set forth in "Part 2, Item 7.
Further, our government partners can generally terminate our management contracts for non-appropriation of funds or for convenience. Additionally, on January 26, 2021, President Biden issued the Private Prison EO. The Private Prison EO directs the Attorney General to not renew DOJ contracts with privately operated criminal detention facilities.
Further, our government partners can generally terminate our management contracts for non-appropriation of funds or for convenience. Additionally, on January 26, 2021, then-President Biden issued the Private Prison EO. The Private Prison EO directed the Attorney General to not renew DOJ contracts with privately operated criminal detention facilities.
The turnover rate for correctional officers for our company, and for the corrections industry in general, remains high, and staffing challenges have recently been exacerbated by labor shortages and wage pressures in the marketplace as further described under the heading "Results of Operations." We are making investments in systems and processes intended to help manage our workforce more efficiently and effectively, especially with respect to overtime and costs of turnover.
The turnover rate for correctional officers for our company, and for the corrections industry in general, remains high, and staffing challenges were exacerbated by labor shortages and wage pressures in the marketplace as further described under the heading "Results of Operations." We are making investments in systems and processes intended to help manage our workforce more efficiently and effectively, especially with respect to overtime and costs of turnover.
These incremental investments have enabled us to increase overall staffing levels, as described in the preceding paragraph, which has contributed to the increase in total expenses per compensated man-day. We continually monitor compensation levels very closely along with overall economic conditions and will adjust wage levels necessary to help ensure the long-term success of our business.
These incremental investments have enabled us to increase overall staffing levels, which has contributed to the increase in total expenses per compensated man-day. We continually monitor compensation levels very closely along with overall economic conditions and will adjust wage levels necessary to help ensure the long-term success of our business.
It is possible that future cash flows and results of operations could be materially affected by changes in assumptions and new developments. Legal reserves.
It is possible that future cash flows and results of operations could be materially affected by changes in assumptions and new developments.
The new lease agreement includes a base term commencing October 1, 2023, with a scheduled expiration date of June 30, 2029, and unlimited two-year renewal options. Annual lease revenue to be generated from the ODC at the Allen Gamble facility under the new lease agreement will be $7.5 million during the base term.
The new lease agreement includes a base term that commenced on October 1, 2023, with a scheduled expiration date of June 30, 2029, and unlimited two-year renewal options. Annual lease revenue to be generated from the ODC at the Allen Gamble facility under the new lease agreement will be $7.5 million during the base term.
Based on our total leverage ratio, interest on loans under our Previous Bank Credit Facility through October 10, 2023 were at a base rate plus a margin of 2.25% or at BSBY plus a margin of 3.25%, and a commitment fee equal to 0.45% of the unfunded balance of the Revolving Credit Facility.
Based on our total leverage ratio, interest on loans under our previous bank credit facility through October 10, 2023 was at a base rate plus a margin of 2.25% or at BSBY plus a margin of 3.25%, and a commitment fee equal to 0.45% of the unfunded balance of the then-existing revolving credit facility.
Further, we continually evaluate the structure of our employee benefits package and training programs to ensure we are better able to attract and retain our employees. Salaries and benefits represent the most significant component of our operating expenses, representing approximately 60% and 59% of our total operating expenses during 2023 and 2022, respectively.
Further, we continually evaluate the structure of our employee benefits package and training programs to ensure we are better able to attract and retain our employees. Salaries and benefits represent the most significant component of our operating expenses, representing approximately 63% and 60% of our total operating expenses during 2024 and 2023, respectively.
We believe this conversion in corporate tax structure improves our overall credit profile, as we are able to allocate our free cash flow toward the repayment of debt, which may include the purchase of our outstanding debt in open market transactions, privately negotiated transactions or otherwise, and to exercise more discretion in returning capital to our shareholders.
We believe this conversion in corporate tax structure improves our overall credit profile, as we are able to allocate our free cash flow toward the repayment of debt, which may include the purchase of our outstanding debt in open market transactions, privately negotiated transactions or otherwise, and to exercise more discretion in returning capital to our shareholders, which could include share repurchases and/or future dividends.
We received gross sales proceeds of $8.0 million on the sale of the Dahlia facility compared to the carrying value of $7.5 million, resulting in a nominal net gain on the sale after transaction related expenses, which will be recognized in the first quarter of 2024.
We received gross sales proceeds of $8.0 million on the sale of the Dahlia facility compared to the carrying value of $7.5 million, resulting in a $0.5 million net gain on the sale after transaction related expenses, which was recognized in the first quarter of 2024.
Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 21, 2023. 82 LIQUIDITY AND CA PITAL RESOURCES Our principal capital requirements are for working capital, capital expenditures, and debt service payments, as well as outstanding commitments and contingencies, as further discussed in the notes to our financial statements.
Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 20, 2024. 81 LIQUIDITY AND CA PITAL RESOURCES Our principal capital requirements are for working capital, capital expenditures, and debt service payments, as well as outstanding commitments and contingencies, as further discussed in the notes to our financial statements.
As further described hereinafter, on October 11, 2023, we entered into a Fourth Amended and Restated Credit Agreement, or the New Bank Credit Facility, that, among other things, increased the available borrowings under the Revolving Credit Facility from $250.0 million to $275.0 million and increased the size of the Term Loan from an initial balance of $100.0 million under the Previous Bank Credit Facility to $125.0 million, extended the maturity date to October 11, 2028 and made conforming changes to replace the Bloomberg Short-Term Bank Yield, or BSBY, index with the Secured Overnight Financing Rate, or SOFR.
On October 11, 2023, we entered into a Fourth Amended and Restated Credit Agreement, or the Bank Credit Facility, that, among other things, increased the available borrowings under the Revolving Credit Facility from $250.0 million to $275.0 million, increased the size of the Term Loan from an initial balance of $100.0 million under the previous bank credit facility to $125.0 million, extended the maturity date to October 11, 2028 and made conforming changes to replace the Bloomberg Short-Term Bank Yield, or BSBY, index with a forward-looking term index based on the Secured Overnight Financing Rate, or Term SOFR.
For the years ended December 31, 2023 and 2022, our total segment net operating income, which we define as facility revenue (including interest income associated with finance leases) less operating expenses, was divided among our three business segments as follows: 70 For the Years Ended December 31, 2023 2022 Segment: Safety 84.7 % 84.1 % Community 5.2 % 3.9 % Properties 10.1 % 12.0 % Facility Operations A key performance indicator we use to measure the revenue and expenses associated with the operation of the correctional, detention, and residential reentry facilities we own or manage is expressed in terms of a compensated man-day, which represents the revenue we generate and expenses we incur for one offender for one calendar day.
For the years ended December 31, 2024 and 2023, our total segment net operating income, which we define as facility revenue (including interest income associated with finance leases) less operating expenses, was divided among our three business segments as follows: For the Years Ended December 31, 2024 2023 Segment: Safety 91.1 % 84.7 % Community 4.6 % 5.2 % Properties 4.3 % 10.1 % 69 Facility Operations A key performance indicator we use to measure the revenue and expenses associated with the operation of the correctional, detention, and residential reentry facilities we own or manage is expressed in terms of a compensated man-day, which represents the revenue we generate and expenses we incur for one offender for one calendar day.
Because facilities in our Community segment are typically smaller in size than those in our Safety segment, occupancy changes have a larger impact on operating margin per compensated man-day. Accordingly, modest changes in occupancy can have a notable impact in our Community segment.
Because facilities in our Community segment are typically smaller in size than those in our Safety segment, occupancy fluctuations or changes in operating expenses have a larger impact on operating margin per compensated man-day. Accordingly, modest changes in occupancy or operating expenses can have a notable impact on margins in our Community segment.
During the years ended December 31, 2023 and 2022, we generated $231.9 million and $153.6 million, respectively, in cash through operating activities. We currently expect to be able to meet our cash expenditure requirements for the next year and beyond utilizing cash on hand, cash flows from operations, and availability under our Revolving Credit Facility.
During the years ended December 31, 2024 and 2023, we generated $269.2 million and $231.9 million, respectively, in cash through operating activities. We currently expect to be able to meet our cash expenditure requirements for the next year and beyond utilizing cash on hand, cash flows from operations, and availability under our Revolving Credit Facility.
Based on COVID-19 trends, the Department of Health and Human Services allowed Title 42 to expire on May 11, 2023, which has resulted in an increase in the number of undocumented people permitted to enter the United States claiming asylum, and has resulted in an increase in the number of people apprehended and detained by ICE.
Based on COVID-19 trends, the DHS allowed Title 42 to expire on May 11, 2023, which has resulted in an increase in the number of undocumented people permitted to enter the United States claiming asylum, and has resulted in an increase in the number of people apprehended and detained by ICE.
As of December 31, 2023, we had no debt maturities until April 2026. 83 Our cash flow is subject to the receipt of sufficient funding of and timely payment by contracting governmental entities. If the appropriate governmental agency does not receive sufficient appropriations to cover its contractual obligations, it may terminate our contract or delay or reduce payment to us.
As of December 31, 2024, we had no debt maturities until October 2027. Our cash flow is subject to the receipt of sufficient funding of and timely payment by contracting governmental entities. If the appropriate governmental agency does not receive sufficient appropriations to cover its contractual obligations, it may terminate our contract or delay or reduce payment to us.
Recruiting has been particularly challenging since the start of the pandemic due to the front-line nature of the services we provide and the shortage of nursing staff across the country intensified as a result of the COVID-19 pandemic and the challenging labor market.
Although the hiring environment has been progressively improving, recruiting has been particularly challenging since the start of the pandemic due to the front-line nature of the services we provide, and the shortage of nursing staff across the country intensified as a result of the COVID-19 pandemic and the challenging labor market.
While, as previously described herein, we were able to reduce the use of these temporary incentives during 2023 when compared to 2022, we expect to continue to incur a certain level of additional incremental expenses in future quarters as we expect to continue to invest in staffing resources.
While we were able to reduce the use of these temporary incentives during 2024 when compared to 2023, we expect to continue to incur a certain level of additional incremental expenses in future quarters as we expect to continue to invest in staffing resources.
We achieved higher staffing levels during 2023 when compared to 2022, and correspondingly, we were able to reduce our use of temporary incentives by $9.8 million during 2023 as we began to see improvement in our attraction and retention of facility staff in this challenging labor market.
We achieved higher staffing levels during 2024 when compared to 2023, and correspondingly, we were able to reduce our use of temporary incentives by $12.8 million as we continued to see improvement in our attraction and retention of facility staff in this challenging labor market.
Operating Activities Our net cash provided by operating activities for the year ended December 31, 2023 was $231.9 million compared with $153.6 million in 2022. Cash provided by operating activities represents our net income plus depreciation and amortization, changes in various components of working capital, and various non-cash charges.
Operating Activities Our net cash provided by operating activities for the year ended December 31, 2024 was $269.2 million compared with $231.9 million in 2023. Cash provided by operating activities represents our net income plus depreciation and amortization, changes in various components of working capital, and various non-cash charges.
As previously described herein, beginning in the fourth quarter of 2023, a new lease agreement with the ODC for the Allen Gamble Correctional Center commenced, at which time we began reporting the financial results in the CoreCivic Properties segment.
We are marketing the facility to potential customers. As previously described herein, beginning in the fourth quarter of 2023, a new lease agreement with the ODC for the Allen Gamble Correctional Center commenced, at which time we began reporting the financial results in the CoreCivic Properties segment.
However, in the future we could incur capital expenditures to provide replacement capacity for government agencies that have extensively aged criminal justice infrastructure and are in need of new capacity. As of December 31, 2023, we had cash on hand of $121.8 million, and $257.1 million available under our Revolving Credit Facility.
However, in the future we could incur capital expenditures to provide replacement capacity for government agencies that have extensively aged criminal justice infrastructure and are in need of new capacity. As of December 31, 2024, we had cash on hand of $107.5 million, and $257.0 million available under our Revolving Credit Facility.
State revenues also increased as a result of per diem increases under a number of our state contracts, as many of our state partners have recognized the need to provide additional funding to address increases in the wages of our employees.
State revenues increased as a result of per diem increases under a number of our state contracts, as certain states have recognized the need to provide additional funding to address increases in the wages of our employees.
The solutions we provide to our federal customers, including primarily ICE and the USMS, continue to be a significant component of our business. The federal customers in our Safety and Community segments generated approximately 52% and 54% of our total revenue in 2023 and 2022, respectively, increasing $0.5 million, or 0.1%, in 2023 from 2022.
The solutions we provide to our federal customers, including primarily ICE and the USMS, continue to be a significant component of our business. The federal customers in our Safety and Community segments generated approximately 51% and 52% of our total revenue in 2024 and 2023, respectively, increasing $7.0 million, or 0.7%, in 2024 from 2023.
Interest expense, net and expenses associated with debt repayments and refinancing transactions Interest expense is reported net of interest income and capitalized interest for the years ended December 31, 2023 and 2022. Gross interest expense, net of capitalized interest, was $85.3 million and $95.9 million in 2023 and 2022, respectively.
Interest expense, net and expenses associated with debt repayments and refinancing transactions Interest expense is reported net of interest income and capitalized interest for the years ended December 31, 2024 and 2023. Gross interest expense was $79.7 million and $85.3 million in 2024 and 2023, respectively.
In addition, our net cash flow used in financing activities was attributable to $15.1 million of scheduled principal repayments under our Term Loan, Term Loan B, and our non-recourse mortgage note.
In addition, our net cash flow used in financing activities was attributable to $11.6 million of scheduled principal repayments under our Term Loan and our non-recourse mortgage note.
Through three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, we provide 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. We have been a flexible and dependable partner for government for 40 years.
Through three segments, CoreCivic Safety, CoreCivic Community, and CoreCivic Properties, we provide 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.
There was no amount outstanding under our Revolving Credit Facility as of December 31, 2023. As of December 31, 2023, our total weighted average effective interest rate was 7.6%, while our total weighted average maturity was 4.7 years, and we have no debt maturities until 2026.
There was no amount outstanding under our Revolving Credit Facility as of December 31, 2024. As of December 31, 2024, our total weighted average effective interest rate was 7.3%, while our total weighted average maturity was 5.4 years, and we have no debt maturities until 2027.
However, we can provide no assurance that we will continue to achieve high renewal rates in the future. CoreCivic Safety CoreCivic Safety includes the operating results of the correctional and detention facilities that we operated during each period. Total revenue generated by CoreCivic Safety increased $47.4 million, or 2.8%, from $1,684.0 million during 2022 to $1,731.4 million during 2023.
However, we can provide no assurance that we will continue to achieve high renewal rates in the future. CoreCivic Safety CoreCivic Safety includes the operating results of the correctional and detention facilities that we operated during each period. Total revenue generated by CoreCivic Safety increased $85.4 million, or 4.9%, from $1,731.4 million during 2023 to $1,816.9 million during 2024.
CoreCivic Community CoreCivic Community includes the operating results of the residential reentry centers that we operated during each period, along with the operating results of our electronic monitoring and case management services. Total revenue generated by CoreCivic Community increased $11.8 million, or 11.4%, from $103.3 million during 2022 to $115.1 million during 2023.
CoreCivic Community CoreCivic Community includes the operating results of the residential reentry centers that we operated during each period, along with the operating results of our electronic monitoring and case management services. Total revenue generated by CoreCivic Community increased $3.6 million, or 3.1%, from $115.1 million during 2023 to $118.7 million during 2024.
RE SULTS OF OPERATIONS Our results of operations are impacted by the number of correctional and detention facilities we operated, including 39 we owned and four owned by our government partners (CoreCivic Safety), the number of residential reentry centers we owned and operated (CoreCivic Community), the number of facilities we leased to government agencies (CoreCivic Properties), and the facilities we owned that were not in operation.
RE SULTS OF OPERATIONS Our results of operations are impacted by the number of correctional and detention facilities we operated, including 38 we owned or controlled via a long-term lease and four owned by our government partners (CoreCivic Safety), the number of residential reentry centers we owned or controlled via a long-term lease (CoreCivic Community), the number of facilities we leased to government agencies (CoreCivic Properties), and the facilities we owned that were not in operation.
Gross interest income is earned on notes receivable, investments, cash and cash equivalents, and restricted cash. Interest income also includes interest income associated with the 20-year finance receivable associated with the Lansing Correctional Facility lease to the KDOC, which commenced in January 2020, and amounted to $8.5 million and $8.7 million in 2023 and 2022, respectively.
Gross interest income is earned on notes receivable, investments, cash and cash equivalents, and restricted cash. Interest income also includes interest income associated with the 20-year finance receivable associated with the Lansing Correctional Facility lease to the Kansas Department of Corrections, which commenced in January 2020, and amounted to $8.3 million and $8.5 million, in 2024 and 2023, respectively.
Revenue and expenses per compensated man-day for all of the correctional, detention, and residential reentry facilities placed into service that we owned or managed, exclusive of those held for lease, and for TransCor were as follows for the years ended December 31, 2023 and 2022: For the Years Ended December 31, 2023 2022 Revenue per compensated man-day $ 98.06 $ 93.26 Operating expenses per compensated man-day: Fixed expense 55.40 51.41 Variable expense 21.19 21.31 Total 76.59 72.72 Operating income per compensated man-day $ 21.47 $ 20.54 Operating margin 21.9 % 22.0 % Average compensated occupancy 71.6 % 70.3 % Average available beds 70,647 73,165 Average compensated population 50,566 51,446 71 Revenue Total revenue consists of management revenue we generate through CoreCivic Safety and CoreCivic Community in the operation of correctional, detention, and residential reentry facilities, as well as the revenue we generate from TransCor and our electronic monitoring and case management services.
Revenue and expenses per compensated man-day for all of the correctional, detention, and residential reentry facilities placed into service that we owned or managed, exclusive of those held for lease, and for TransCor were as follows for the years ended December 31, 2024 and 2023: For the Years Ended December 31, 2024 2023 Revenue per compensated man-day $ 101.50 $ 98.06 Operating expenses per compensated man-day: Fixed expense 57.08 55.40 Variable expense 20.08 21.19 Total 77.16 76.59 Operating income per compensated man-day $ 24.34 $ 21.47 Operating margin 24.0 % 21.9 % Average compensated occupancy 75.0 % 71.6 % Average available beds 68,200 70,647 Average compensated population 51,165 50,566 Revenue Total revenue consists of management revenue we generate through CoreCivic Safety and CoreCivic Community in the operation of correctional, detention, and residential reentry facilities, as well as the revenue we generate from TransCor and our electronic monitoring and case management services.
We have experienced labor shortages and wage pressures in many markets across the country, and have provided customary inflationary wage increases to remain competitive.
We continue to experience labor shortages and wage pressures in several markets across the country, and have provided customary inflationary wage increases to remain competitive.
We perform the impairment analyses for each of our idle facilities as well as any other properties with indicators of impairment.
We perform the impairment analyses for each of our idle facilities as well as any other properties in the period when indicators of impairment exist.
The hiring environment for these positions has also improved. Operating expenses incurred by CoreCivic Properties in connection with facilities we lease to third-party operators increased $0.1 million, or 1.1%, during 2023 when compared to 2022.
The hiring environment for these positions has also improved. Operating expenses incurred by CoreCivic Properties in connection with facilities we lease to third-party operators were consistent during 2024 when compared to 2023.
We also announced that we signed a new contract with the state of Wyoming to care for up to 120 inmates at our Saguaro facility. 65 We also offer our customers an attractive portfolio of correctional, detention, and reentry facilities that can be leased for various needs as an alternative to providing "turn-key" correctional, detention, and residential reentry bed space and services to our government partners.
We also announced that we signed three new contracts with the state of Montana, one to care for up to 120 inmates at our Saguaro facility, the second to care for an unspecified number of inmates at facilities we operate, and the third contract to expand the geographic range of our facilities that can serve the state of Montana. 65 We also offer our customers an attractive portfolio of correctional, detention, and reentry facilities that can be leased for various needs as an alternative to providing "turn-key" correctional, detention, and residential reentry bed space and services to our government partners.
Through December 31, 2023, we completed the repurchase of 10.1 million shares of our common stock at a total cost of $112.6 million, or $11.16 per share, using cash on hand and cash provided by operations, including 3.5 million shares at a total cost of $38.1 million, or $10.97 per share, during 2023.
Through December 31, 2023, we completed the repurchase of 10.1 million shares of our common stock at a total cost of $112.6 million, excluding costs associated with the share repurchase program, or $11.16 per share, using cash on hand and cash provided by operations.
In addition, as of December 31, 2023, we had $145.5 million outstanding under the Kansas Notes with a fixed stated interest rate of 4.43% and $125.0 million outstanding under our Term Loan with a variable interest rate of 8.7%. We had $17.9 million of letters of credit outstanding under our Revolving Credit Facility at December 31, 2023.
In addition, as of December 31, 2024, we had $140.2 million outstanding under the Kansas Notes with a fixed stated interest rate of 4.43% and $118.8 million outstanding under our Term Loan with a variable interest rate of 7.2%. We had $18.0 million of letters of credit outstanding under our Revolving Credit Facility at December 31, 2024.
Debt As of December 31, 2023, we had $243.1 million principal amount of unsecured notes outstanding with a fixed stated interest rate of 4.75% and $593.1 million principal amount of unsecured notes outstanding with a fixed stated interest rate of 8.25%, or collectively, the Senior Notes.
Debt As of December 31, 2024, we had $238.5 million principal amount of unsecured notes outstanding with a fixed stated interest rate of 4.75% and $500.0 million principal amount of unsecured notes outstanding with a fixed stated interest rate of 8.25%, or collectively, the Senior Notes.
Total capitalized interest was $1.0 million during 2022. 81 Gain on sale of real estate assets, net Gain on sale of real estate assets, net during the year ended December 31, 2023, includes the $0.5 gain on the sale of the Augusta Transitional Center in Georgia in our Properties segment, as previously described herein.
Gain on sale of real estate assets, net during the year ended December 31, 2023, includes the $0.5 gain on the sale of the Augusta Transitional Center in Georgia in our Properties segment, as previously described herein. The gain on the sale was recorded in the fourth quarter of 2023.
SEASONALITY AND Q UARTERLY RESULTS Certain aspects of our business are subject to seasonal fluctuations. Because we are generally compensated for operating and managing correctional, detention, and reentry facilities at a per diem rate, our financial results are impacted by the number of calendar days in a fiscal quarter.
Because we are generally compensated for operating and managing correctional, detention, and reentry facilities at a per diem rate, our financial results are impacted by the number of calendar days in a fiscal quarter.
In addition, in 2023, we purchased $6.9 million of the 4.75% Senior Notes through open market purchases, reducing the outstanding balance of the 4.75% Senior Notes to $243.1 million as of December 31, 2023. The Senior Notes were purchased at a weighted average purchase price of 97% of par.
In addition, in 2023, we purchased $6.9 million of the 4.75% Senior Notes through open market purchases, reducing the outstanding balance of the 4.75% Senior Notes to $243.1 million as of December 31, 2023.
These payments were partially offset by the $100.0 million of proceeds from the aforementioned issuance of the Term Loan in May 2022 associated with the Third Amended and Restated Credit Agreement.
These payments were partially offset by the $125.0 million of proceeds from the aforementioned issuance of the Term Loan in October 2023 associated with the Fourth Amended and Restated Credit Agreement.
The following table displays the revenue and expenses per compensated man-day for CoreCivic Community's residential reentry facilities placed into service that we own and manage, but exclusive of the electronic monitoring and case management services given that revenue is not generated on a per compensated man-day basis for these services: For the Years Ended December 31, 2023 2022 CoreCivic Community Facilities: Revenue per compensated man-day $ 73.98 $ 65.58 Operating expenses per compensated man-day: Fixed expense 41.50 38.84 Variable expense 12.37 11.94 Total 53.87 50.78 Operating income per compensated man-day $ 20.11 $ 14.80 Operating margin 27.2 % 22.6 % Average compensated occupancy 62.2 % 57.6 % Average available beds 4,669 4,869 Average compensated population 2,904 2,803 Similar to our CoreCivic Safety segment, operating margins in our CoreCivic Community segment were negatively impacted during 2023 by increased operating expenses per man-day, which were driven primarily by higher staffing levels and wage rates.
The following table displays the revenue and expenses per compensated man-day for CoreCivic Community's residential reentry facilities placed into service that we own and manage, but exclusive of the electronic monitoring and case management services given that revenue is not generated on a per compensated man-day basis for these services: For the Years Ended December 31, 2024 2023 CoreCivic Community Facilities: Revenue per compensated man-day $ 79.68 $ 73.98 Operating expenses per compensated man-day: Fixed expense 46.09 41.50 Variable expense 13.17 12.37 Total 59.26 53.87 Operating income per compensated man-day $ 20.42 $ 20.11 Operating margin 25.6 % 27.2 % Average compensated occupancy 65.1 % 62.2 % Average available beds 4,415 4,669 Average compensated population 2,874 2,904 Operating margins in our CoreCivic Community segment were negatively impacted during 2024 by an increase in operating expenses per compensated man-day which, similar to our CoreCivic Safety segment, were driven, in large part, by higher staffing levels and wage rates.
On December 6, 2022, we received notice from the CDCR of its intent to terminate the lease agreement for our 2,560-bed California City Correctional Center by March 31, 2024, due to the state's declining inmate population.
On December 6, 2022, we received notice from the CDCR of its intent to terminate the lease agreement for our 2,560-bed California City Correctional Center by March 31, 2024, due to the state's declining inmate population. The California City facility was idled effective April 1, 2024, and the Company is marketing the facility to potential customers.
We began receiving inmates from Hinds County during October 2023. In addition, on November 16, 2023, we announced that we signed a new management contract with the state of Wyoming to care for up to 240 male inmates at the Tallahatchie facility. The term of the new contract runs through June 30, 2026.
The term of the contract runs through June 30, 2026. We began receiving inmates from Wyoming in November 2023. Also on November 16, 2023, we announced that we signed a contract with Harris County, Texas, to care for up to 360 male inmates at the Tallahatchie facility.
Revenue generated from our electronic monitoring and case management services during 2023 increased $0.5 million (from $36.2 during 2022 to $36.7 million during 2023). Average daily compensated population decreased 880, or 1.7%, to 50,566 in 2023 compared to 51,446 in 2022.
Revenue generated from our electronic monitoring and case management services during 2024 decreased $1.9 million (from $36.7 during 2023 to $34.8 million during 2024). Average daily compensated population increased 599, or 1.2%, to 51,165 in 2024 compared to 50,566 in 2023.
The decreases in total revenue and net operating income were primarily the result of the termination of the lease at our North Fork Correctional Facility effective June 30, 2023, the sale of two actively leased properties in the second quarter of 2023, and the sale of two actively leased properties in the third quarter of 2022, all as further described hereinafter.
The decreases in total revenue and net operating income were primarily the result of the termination of the lease at our California City Correctional Center effective March 31, 2024, the termination of the lease at our North Fork Correctional Facility effective June 30, 2023, and the sale of three actively leased properties during 2023, all as further described hereinafter.
Income tax expense for 2023 included an increase to income tax expense of $0.9 million for the revaluation of net deferred tax liabilities associated with a change in our corporate tax structure.
Income tax expense for 2024, was also net of an income tax benefit associated with stock-based compensation vesting in the first quarter of 2024. Income tax expense for 2023 included an increase to income tax expense of $0.9 million for the revaluation of net deferred tax liabilities associated with a change in our corporate tax structure.
Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in September 2025.
Because of the lack of alternative bed capacity, one of the contracts was renewed upon its expiration in September 2023, and now expires in September 2028. The second direct contract expires in October 2025. On January 20, 2025, President Trump reversed the Private Prison EO.
Finally, state revenues also increased due to higher utilization from Montana and Wyoming due to new management contracts executed during 2023, as well as higher utilization under existing management contracts most notably from the states of Idaho and Colorado.
State revenues also increased due to higher utilization from the states of Montana and Wyoming due to new management contracts executed during 2023 and 2024, as previously described herein, as well as higher utilization from other states under existing management contracts.
The new contract represents an expansion of our relationship with the state of Montana where we also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract.
We also care for residents from the state of Hawaii and the state of Idaho at the Saguaro facility. The new contracts represent an expansion of our relationship with the state of Montana where we also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the state of Montana pursuant to a separate management contract.
We were not able to implement a meaningful share repurchase program under the REIT structure without increasing our debt because a substantial portion of our free cash flow was required to satisfy the distribution requirements under the REIT structure. On May 2, 2022, the BOD approved a share repurchase program to purchase up to $150.0 million of our common stock.
We were not able to implement a meaningful share repurchase program under the REIT structure without increasing our debt because a substantial portion of our free cash flow was required to satisfy the distribution requirements under the REIT structure.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeWe are exposed to market risk related to our Bank Credit Facility because the interest rates on these loans are subject to fluctuations in the market. We were also exposed to market risk related to our Term Loan B prior to its prepayment in full in May 2022.
Biggest changeWe were also exposed to market risk related to our Term Loan B prior to its prepayment in full in May 2022.
See the risk factor discussion captioned " Rising interest rates increase the cost of our variable rate debt " under Part 1, Item 1A of this Annual Report on Form 10-K for more discussion on interest rate risks that may affect our financial condition. 88
See the risk factor discussion captioned " Rising interest rates increase the cost of our variable rate debt " under Part 1, Item 1A of this Annual Report on Form 10-K for more discussion on interest rate risks that may affect our financial condition.
If the interest rate for our outstanding indebtedness under the Bank Credit Facility and the Term Loan B was 100 basis points higher or lower (but not less than 0%) during the years ended December 31, 2023, 2022, and 2021, our interest expense, net of amounts capitalized, would have been increased by $1.1 million, $1.4 million, and $3.0 million, respectively, and would have been decreased by $1.1 million, $0.8 million, and $0.3 million, respectively.
If the interest rate for our outstanding indebtedness under the Bank Credit Facility and the Term Loan B was 100 basis points higher or lower (but not less than 0%) during the years ended December 31, 2024, 2023, and 2022, our interest expense, net of amounts capitalized, would have been increased by $1.3 million, $1.1 million, and $1.4 million, respectively, and would have been decreased by $1.3 million, $1.1 million, and $0.8 million, respectively.
As of December 31, 2023, we had outstanding $593.1 million of senior notes due 2026 with a fixed interest rate of 8.25%, and $243.1 million of senior notes due 2027 with a fixed interest rate of 4.75%. We also had $145.5 million outstanding under the Kansas Notes with a fixed interest rate of 4.43%.
As of December 31, 2024, we had outstanding $500.0 million of senior notes due 2029 with a fixed interest rate of 8.25%, and $238.5 million of senior notes due 2027 with a fixed interest rate of 4.75%. We also had $140.2 million outstanding under the Kansas Notes with a fixed interest rate of 4.43%.
ITEM 7A. QUANTITATIVE AND QUALITAT IVE DISCLOSURES ABOUT MARKET RISK. Our primary market risk exposure is to changes in U.S. interest rates. In an effort to mitigate inflation, the Federal Reserve increased interest rates throughout 2022 and continued to increase interest rates in 2023.
ITEM 7A. QUANTITATIVE AND QUALITAT IVE DISCLOSURES ABOUT MARKET RISK. Our primary market risk exposure is to changes in U.S. interest rates. We are exposed to market risk related to our Bank Credit Facility because the interest rates on these loans are subject to fluctuations in the market.

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