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What changed in GEO GROUP INC's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of GEO GROUP 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.

+459 added−564 removedSource: 10-K (2025-02-28) vs 10-K (2024-02-29)

Top changes in GEO GROUP INC's 2024 10-K

459 paragraphs added · 564 removed · 348 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

72 edited+14 added−57 removed86 unchanged
Biggest changeDeyton Detention Facility Lovejoy, GA 768 USMS Federal Detention Medium February 2008 5 years Three, five-year Leased South Bay Correctional and Rehabilitation Facility South Bay, FL 1,948 FL DMS State Correctional Medium/Close July 2009 3 years Four, Two-year, plus one six-month, plus two, two-year Managed South Louisiana ICE Processing Center, LA(2) 1,000 ICE-IGA State Correctional Medium June 2015 5 years One-month, plus fifty nine-month s Owned Secure Services — Australia: Fulham Correctional Centre & Nalu Challenge Community Victoria, Australia 922 VIC DOJ State Prison Minimum/Medium July 2012 4 years Nineteen years, Four months Managed Junee Correctional Centre New South Wales, Australia 1,279 NSW State Prison Minimum/Medium March 2014 5 years One, six-year Managed Ravenhall Correctional Centre Melbourne, Australia 1,300 VIC DOJ State Prison Medium November 2017 24 years plus 5 months None Managed 14 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Secure Services — South Africa: Kutama-Sinthumule Correctional Centre Limpopo Province, Republic of South Africa 3,024 RSA DCS National Prison Maximum February 2002 25 years None Managed Reentry Services: ADAPPT, PA 64 PA DOC Community Corrections Community February 2019 1 year Four, One-year Owned Alabama Therapeutic Education Facility, AL 722 AL DOC Community Corrections Community December 2021 2 years Three, one-year Owned Arapahoe County Residential Center, CO 202 Arapahoe County Community Corrections Community July 2023 1 year None Owned Beaumont Transitional Treatment Center Beaumont, TX 180 TDCJ Community Corrections Community September 2020 2 years Three, One-year Owned Bronx Community reentry Center Bronx, NY 172 BOP Community Corrections Community July 2020 1 year Nine, One-year Leased Casper Reentry Center, WY 342 BOP/Natrona Community Corrections Community January 2022/July 2020 1 year/2 years Four, one-year/One, two-year, plus one, one-year Owned Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Chester County, PA 142 PA DOC Community Corrections Community February 2019 1 year Four, One-year Owned Cheyenne Mountain Recovery Center, CO 750 Idle Owned Coleman Hall, PA 350 Idle Owned Community Alternatives of El Paso County, CO 240 El Paso County Community Corrections Community June 2019 1 year Four, One-year Owned Community Alternatives of the Black Hills, SD 68 BOP Community Corrections Community October 2021 1 year Four, One-year Owned Cordova Center Anchorage, AK 296 BOP / AK DOC Community Corrections Community June 2019/July 2019 1 year/1 year Nine, One-year renewals/Four, One-year Owned Delaney Hall, NJ 1,200 Idle Owned El Monte Center El Monte, CA 70 BOP Community Corrections Community October 2019 1 year Nine, One-year Leased Grossman Center Leavenworth, KS 136 BOP Community Corrections Community July 2019 1 year Nine, One-year Owned Las Vegas Community Correctional Center Las Vegas, NV 124 BOP Community Corrections Community February 2021 1 year Four, One-year Owned Leidel Comprehensive Sanction Center Houston, TX 190 BOP Community Corrections Community January 2021 1 year Four, One-year Owned 15 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Logan Hall, NJ N/A Third Party Tenant N/A N/A N/A N/A N/A Leased Long Beach Community Reentry Center, CA 112 CDCR Community Corrections Community November 2019 4 years, 8 months, None Leased Marvin Gardens Center Los Angeles, CA 60 BOP Community Corrections Community December 2023 1 year Four, One year Leased Mid Valley House Edinburg, TX 128 BOP Community Corrections Community December 2020 1 year Nine, One year Owned Midtown Center Anchorage, AK 32 AK DOC Community Corrections Community Corrections June 2019 1 year Four, One year Owned New Mexico Mens Recovery Academy, NM 124 NM DOC Community Corrections Community Corrections July 2023 4 years None Managed New Mexico Womens Recovery Academy, NM 60 NM DOC Community Corrections Community Corrections July 2023 4 years None Managed Northstar Center Fairbanks, AK 120 AK DOC Community Corrections Community July 2022 1 year Three, One year Leased Oakland Center Oakland, CA 69 BOP Community Corrections Community February 2020 1 year Nine, One year Owned Parkview Center Anchorage, AK 112 AK DOC Community Corrections Community June 2020 1 year Three, One year Owned Philadelphia Residential Reentry Center 400 BOP Community Corrections Community April 2019 1 year Four, One year Owned Reality House Brownsville, TX 94 BOP Community Corrections Community July 2019 1 year Four, One year Owned Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Salt Lake City Center Salt Lake City, UT 115 BOP Community Corrections Community June 2019 1 year Nine, One-year Owned Scranton Facility, PA 100 PA DOC Community Corrections Community February 2019 1 year Four, One-year Leased Seaside Center Nome, AK 60 AK DOC Community Corrections Community June 2019 1 year Four, One-year Owned Southeast Texas Transitional Center Houston, TX 500 TDCJ Community Corrections Community September 2020 2 years Three One-year Owned The Harbor, NJ 260 NJ DOC Community Corrections Community July 2022 2 years None Leased Toler Hall, NJ N/A Third Party Tenant N/A N/A N/A N/A N/A Leased Tully House, NJ 344 NJ DOC Community Corrections Community July 2022 2 years None Owned Taylor Street Center San Francisco, CA 240 BOP / CDCR Community Corrections Community April 2021/July 2022 1 year/3 years Four, One-year/Two, One-year Owned Tampa Residential Reentry Center Tampa, FL 118 BOP Community Corrections Community September 2021 1 year Four, One-year Owned Tundra Center Bethel, AK 85 AK DOC Community Corrections Community June 2019 1 year Four, One-year Owned Abraxas Academy Morgantown, PA N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Abraxas I Marienville, PA N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Abraxas Ohio Shelby, OH N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Hector Garza Center San Antonio, TX 139 Idle Owned Southern Peaks Regional Treatment Center Canon City, CO N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Southwood Interventions Chicago, IL N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Woodridge Interventions Woodridge, IL N/A Third Party Tenant N/A N/A N/A N/A N/A Owned 16 The following table summarizes certain information with respect to our reentry Day Reporting Centers, which we refer to as DRCs.
Biggest changeDeyton Detention Facility Lovejoy, GA 768 USMS Federal Detention Medium February 2008 5 years Three, five-year Leased South Bay Correctional and Rehabilitation Facility South Bay, FL 1,948 FL DOC State Correctional Medium/Close July 2009 3 years Four, Two-year, plus one six-month, plus two, two-year Managed South Louisiana ICE Processing Center, LA (2) 1,000 ICE-IGA State Correctional Medium June 2015 5 years One-month, plus fifty nine-months Owned Secure Services — Australia: Fulham Correctional Centre & Nalu Challenge Community Victoria, Australia 922 VIC DOJ State Prison Minimum/Medium July 2012 4 years Nineteen years, Four months Managed Junee Correctional Centre New South Wales, Australia 1,279 NSW State Prison Minimum/Medium March 2014 5 years One, six-year Managed Ravenhall Correctional Centre Melbourne, Australia 1,300 VIC DOJ State Prison Medium November 2017 24 years plus 5 months None Managed 13 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Secure Services — South Africa: Kutama-Sinthumule Correctional Centre Limpopo Province, Republic of South Africa 3,024 RSA DCS National Prison Maximum February 2002 25 years None Managed Reentry Services: ADAPPT, PA 64 PA DOC Community Corrections Community May 2024 1 year Four, One-year Owned Alabama Therapeutic Education Facility, AL 722 AL DOC Community Corrections Community December 2021 2 years Three, one-year Owned Arapahoe County Residential Center, CO 202 Arapahoe County Community Corrections Community July 2024 1 year None Owned Beaumont Transitional Treatment Center Beaumont, TX 180 TDCJ Community Corrections Community September 2020 2 years Three, One-year Owned Bronx Community reentry Center Bronx, NY 172 BOP Community Corrections Community July 2020 1 year Nine, One-year Leased Casper Reentry Center, WY 342 BOP/WYDOC Community Corrections Community January 2022/July 2020 1 year/2 years Four, one-year/One, two-year, plus one, one-year Owned Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Chester County, PA 142 PA DOC Community Corrections Community May 2024 1 year Four years, nine months Owned Cheyenne Mountain Recovery Center, CO 750 Idle Owned Coleman Hall, PA 350 Idle Owned Community Alternatives of El Paso County, CO 240 4th Judicial District Community Corrections Community July 2024 1 year Four, One-year Owned Community Alternatives of the Black Hills, SD 68 BOP Community Corrections Community October 2021 1 year Four, One-year Owned Cordova Center Anchorage, AK 296 BOP / AK DOC Community Corrections Community June 2019/November 2024 1 year/1 year One year, 8 months Owned Delaney Hall, NJ 1,200 Idle Owned El Monte Center El Monte, CA 70 BOP Community Corrections Community October 2019 1 year Nine, One-year Leased Grossman Center Leavenworth, KS 136 BOP Community Corrections Community July 2019 1 year Nine, One-year Owned Las Vegas Community Correctional Center Las Vegas, NV 124 BOP Community Corrections Community February 2021 1 year Four, One-year Owned Leidel Comprehensive Sanction Center Houston, TX 190 BOP Community Corrections Community January 2021 1 year Four, One-year Owned 14 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Logan Hall, NJ N/A Third Party Tenant N/A N/A N/A N/A N/A Leased Long Beach Community Reentry Center, CA 112 CDCR Community Corrections Community July 2024 4 years, 8 months, None Leased Marvin Gardens Center Los Angeles, CA 60 BOP Community Corrections Community December 2023 1 year Four, One-year Leased Mid Valley House Edinburg, TX 128 BOP Community Corrections Community December 2020 1 year Nine, One-year Owned Midtown Center Anchorage, AK 32 AK DOC Community Corrections Community Corrections November 2024 1 year Four, One-year Owned New Mexico Mens Recovery Academy, NM 124 NM DOC Community Corrections Community Corrections July 2023 4 years None Managed New Mexico Womens Recovery Academy, NM 60 NM DOC Community Corrections Community Corrections July 2023 4 years None Managed Northstar Center Fairbanks, AK 120 AK DOC Community Corrections Community July 2022 1 year Three, One-year Leased Oakland Center Oakland, CA 69 BOP Community Corrections Community February 2020 1 year Nine, One-year Owned Parkview Center Anchorage, AK 112 AK DOC Community Corrections Community November 2024 1 year Three, One-year Owned Philadelphia Residential Reentry Center 400 Idle Reality House Brownsville, TX 94 BOP Community Corrections Community July 2024 1 year Four, One-year Owned Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Salt Lake City Center Salt Lake City, UT 115 BOP Community Corrections Community June 2019 1 year Nine, One-year Owned Scranton Facility, PA 100 PA DOC Community Corrections Community February 2019 1 year Four, One-year Leased Seaside Center Nome, AK 60 AK DOC Community Corrections Community June 2019 1 year Four, One-year Owned Southeast Texas Transitional Center Houston, TX 500 TDCJ Community Corrections Community September 2020 2 years Three One-year Owned The Harbor, NJ 260 NJ DOC Community Corrections Community July 2022 2 years None Leased Toler Hall, NJ N/A Third Party Tenant N/A N/A N/A N/A N/A Leased Tully House, NJ 344 NJ DOC Community Corrections Community July 2022 2 years None Owned Taylor Street Center San Francisco, CA 240 BOP / CDCR Community Corrections Community April 2021/July 2022 1 year/3 years Four, One-year/Two, One-year Owned Tampa Residential Reentry Center Tampa, FL 118 BOP Community Corrections Community September 2021 1 year Four, One-year Owned Tundra Center Bethel, AK 85 AK DOC Community Corrections Community June 2019 1 year Four, one-year, plus two, three month extensions, plus two, one-month extensions.
To support these objectives, the Company’s human resources programs are designed to develop talent to prepare them for critical roles and leadership positions for the future; reward and support employees through competitive pay, benefit, and perquisite programs; enhance the Company’s culture through efforts aimed at making the workplace more engaging and inclusive; acquire talent and facilitate internal talent mobility to create a high-performing, diverse workforce; and evolve and invest in technology, tools, and resources to enable employees at work.
To support these objectives, the Company’s human resources programs are designed to develop talent to prepare them for critical roles and leadership positions 18 for the future; reward and support employees through competitive pay, benefit, and perquisite programs; enhance the Company’s culture through efforts aimed at making the workplace more engaging and inclusive; acquire talent and facilitate internal talent mobility to create a high-performing, diverse workforce; and evolve and invest in technology, tools, and resources to enable employees at work.
(4) The Colorado Day Reporting Centers provide many of the same services as the full-service Day Reporting Centers, but rather than providing these services through comprehensive treatment plans dictated by the governing authority, these services are provided on a fee 17 for service basis. Such services may be connected to government agency contracts and would be reimbursed by those agencies.
(4) The Colorado Day Reporting Centers provide many of the same services as the full-service Day Reporting Centers, but rather than providing these services through comprehensive treatment plans dictated by the governing authority, these services are provided on a fee for service basis. Such services may be connected to government agency contracts and would be reimbursed by those agencies.
The Human Rights and ESG report builds on the important milestone we achieved in 2013 when our Board adopted a Global Human Rights Policy by providing disclosures related to how we inform our employees of our commitment to respecting human rights; the criteria we use to assess human rights performance; and our contract compliance program, remedies to shortcomings in human rights performance, and independent verification of our performance by third party organizations.
The Human Rights and ESG report builds on the important milestone we achieved in 2013 when our Board adopted a Global Human Rights Policy by providing disclosures related to how we inform our employees of our commitment to respecting human rights; the criteria we use to assess human rights 5 performance; and our contract compliance program, remedies to shortcomings in human rights performance, and independent verification of our performance by third party organizations.
Pursue International Growth Opportunities As a global provider of public-private partnership secure services, we are able to capitalize on opportunities to operate existing or new facilities on behalf of foreign governments. We have seen increased business development opportunities including opportunities to cross sell our expanded service offerings in recent years in the international markets in which we operate.
Pursue International Growth Opportunities As a global provider of public-private partnership secure services, we are able to capitalize on opportunities to operate existing or new facilities on behalf of foreign governments. We have seen increased business development opportunities including opportunities to cross sell 8 our expanded service offerings in recent years in the international markets in which we operate.
Where possible, we subcontract with construction companies that we have worked with previously. We make use of an in-house staff of architects and operational experts from various service disciplines (e.g. security, medical service, food service, programs and facility maintenance) as part of the team that participates from conceptual design through final construction of the project.
Where possible, we subcontract with construction companies that we have worked with previously. We make use of an in-house staff of architects and operational experts from various service disciplines (e.g. security, medical service, food service, 7 programs and facility maintenance) as part of the team that participates from conceptual design through final construction of the project.
Career Growth and Development GEO employees and their family members (parent, spouse and child) are eligible to further pursue their educational goals by receiving reduced tuition rates on a variety of accredited on-line degree programs in business, education, healthcare and other disciplines provided at 14 different higher education institutions.
Career Growth and Development 19 GEO employees and their family members (parent, spouse and child) are eligible to further pursue their educational goals by receiving reduced tuition rates on a variety of accredited on-line degree programs in business, education, healthcare and other disciplines provided at 14 different higher education institutions.
In addition, the SEC makes available on its website, free of charge, reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including GEO. The SEC’s website is located at http://www.sec.gov. Information provided on our website or on the SEC’s website is not part of this Annual Report on Form 10-K. 22
In addition, the SEC makes available on its website, free of charge, reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including GEO. The SEC’s website is located at http://www.sec.gov. Information provided on our website or on the SEC’s website is not part of this Annual Report on Form 10-K.
GEO’s corporate policy also mandates that every new employee receive orientation training prior to undertaking any assignments 19 Under the laws applicable to most of our operations, and internal company policies, our correctional officers are required to complete a minimum amount of training.
GEO’s corporate policy also mandates that every new employee receive orientation training prior to undertaking any assignments. Under the laws applicable to most of our operations, and internal company policies, our correctional officers are required to complete a minimum amount of training.
The information in the table includes the facilities that we (or a subsidiary or joint venture of GEO) owned, operated under a management contract, had an agreement to provide services, had an award to manage or was in the process of constructing or expanding during the year ended December 31, 2023: Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Secure Services — Western Region: Adelanto ICE Processing Center, Adelanto, CA 1,940 ICE Federal Detention Minimum/Medium December 2019 5 years Two, five year Owned Aurora/CE Processing Center Aurora, CO (2) 1,532 ICE / USMS Federal Detention All Levels October 2021 1 year Four, one-year Owned Central Arizona Correctional and Rehabilitation Facility Florence, AZ 1,280 AZ DOC State Sex Offender Correctional Minimum/Medium December 2006 10 years Two, Five-year Managed Central Valley Annex McFarland, CA (2) 700 ICE / USMS Federal Detention Medium December 2019/October 2023 5 years/13 months Two, Five-year/one-year Owned Desert View Annex Adelanto, CA 750 ICE Federal Detention Medium December 2019 5 years Two, Five-year Owned Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned El Centro Detention Facility, CA 512 USMS Federal Detention Medium December 2019 2 years Three, Two-year options, plus nine-month Managed Florence West Correctional and Rehabilitation Florence, AZ 750 AZ DOC State Correctional Minimum October 2022 5 years One, Five-year Managed Golden State Annex McFarland, CA 700 ICE Federal Detention Medium December 2019 5 years Two, Five-year Owned Guadalupe County Correctional Facility Santa Rosa, NM (3) N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Kingman Correctional and Rehabilitation facility, Kingman, AZ 3,400 AZ DOC State Correctional Facility Minimum/Medium January 2008 10 years One, five-year plus one, two-year plus one, three year Managed Lea County Correctional Facility Hobbs, NM (2) 1,200 NMCD - IGA Local/State Correctional Medium January 1999 Perpetual None Owned McFarland Female Community Reentry Facility McFarland, CA 300 Idle Owned Mesa Verde ICE Processing Center Bakersfield, CA 400 ICE State Correctional Minimum December 2019 5 Years Two, Five year Owned Northwest ICE Processing Center Tacoma, WA 1,575 ICE Federal Detention All Levels September 2015 1 Year Four, One-year plus five-year Owned Phoenix West Correctional and Rehabilitation Phoenix, AZ 500 AZ DOC State DWI Correctional Minimum July 2022 5 Years None Managed Western Region Detention Facility San Diego, CA 770 USMS Federal Detention Maximum November 2017 1 Year, 10 Months One, two-year , plus six-month, plus three-month, plus one fifteen-month, plus one twenty-five month, plus one twenty-three month Leased 12 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Secure Services — Central Region: Big Spring Correctional Facility Big Spring, TX (5) 1,732 Idle Owned Flightline Correctional Facility, TX (5) 1,800 Idle Owned Brooks County Detention Center, TX (2) 652 USMS - IGA Local & Federal Detention Medium March 2013 Perpetual None Owned Coastal Bend Detention Center, TX (2) 1,176 USMS/Hidalgo County Local & Federal Detention Medium July 2012 Perpetual None Owned Eagle Pass Correctional Facility, Eagle Pass, TX 661 USMS - IGA Federal Detention Medium October 2020 Perpetual None Owned East Hidalgo Detention Center (2) 1,346 USMS - IGA Local & Federal Detention Medium July 2012 Perpetual None Owned Great Plains Correctional Facility Hinton, OK (5) N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Joe Corley Processing Center Conroe, TX (2) 1,517 USMS / ICE Local Correctional Medium July 2008/ September 2018 Perpetual/5 Years None /Five-year, plus one, 4 and one half month Owned Karnes Detention Facility Karnes City, TX (2) 679 USMS - IGA Local & Federal Detention All Levels February 1998 Perpetual None Owned Karnes County Immigration Processing Center, TX (2) 1,328 ICE - IGA Federal Detention All Levels December 2010 5 years Two, Five-Year Owned Kinney County Detention Center, TX (2) 384 USMS - IGA Local & Federal Detention Medium September 2013 Perpetual None Managed Lawton Correctional Facility Lawton, OK 2,682 OK DOC State Correctional Medium July 2023 1 Year None Owned Montgomery Processing Center Conroe, TX 1,314 ICE Local & Federal Detention All levels October 2018 10 months Nine, One- year Owned Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Rio Grande Processing Center Laredo, TX 1,900 USMS Federal Detention Medium October 2008 5 years Three, Five-year Owned South Texas ICE Processing Center Pearsall, TX 1,904 ICE Federal Detention All Levels August 2020 1 year Nine, One-year Owned Val Verde County Detention Facility Del Rio, TX (2) 1,407 USMS - IGA Local & Federal Detention All Levels January 2001 Perpetual None Owned Secure Services — Eastern Region: Alexandria Staging Facility Alexandria, LA (2) 400 ICE - IGA Federal Detention Minimum/Medium November 2013 Perpetual None Owned Blackwater River Correctional and Rehabilitation Facility Milton, FL 2,000 FL DMS State Correctional Medium/close October 2010 3 years Unlimited, Two-year Managed Broward Transitional Center Deerfield Beach, FL 700 ICE Federal Detention Minimum September 2021 1 year Four, One-year Owned Central Louisiana ICE Processing Center Jena, LA (2) 1,160 ICE - IGA Federal Detention Minimum/Medium November 2013 Perpetual None Owned D.
The information in the table includes the facilities that we (or a subsidiary or joint venture of GEO) owned, operated under a management contract, had an agreement to provide services, had an award to manage or was in the process of constructing or expanding during the year ended December 31, 2024: Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Secure Services — Western Region: Adelanto ICE Processing Center, Adelanto, CA 1,940 ICE Federal Detention Minimum/Medium December 2019 5 years Two, five year Owned Aurora/CE Processing Center Aurora, CO (2) 1,532 ICE / USMS Federal Detention All Levels October 2021 1 year Four, one-year Owned Central Arizona Correctional and Rehabilitation Facility Florence, AZ 1,280 AZ DOC State Sex Offender Correctional Minimum/Medium December 2006 10 years Two, Five-year Managed Central Valley Annex McFarland, CA (2) 700 ICE / USMS Federal Detention Medium December 2019/October 2023 5 years/1 month Two, Five-year/one-year Owned Desert View Annex Adelanto, CA 750 ICE Federal Detention Medium December 2019 5 years Two, Five-year Owned Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned El Centro Detention Facility, CA 512 USMS Federal Detention Medium December 2019 2 years Three, Two-year options, plus nine-month Managed Florence West Correctional and Rehabilitation Florence, AZ 750 AZ DOC State Correctional Minimum October 2022 5 years One, Five-year Managed Golden State Annex McFarland, CA 700 ICE Federal Detention Medium December 2019 5 years Two, Five-year Owned Guadalupe County Correctional Facility Santa Rosa, NM (3) N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Kingman Correctional and Rehabilitation facility, Kingman, AZ 3,400 AZ DOC State Correctional Facility Minimum/Medium February 2008 10 years One, five-year plus one, two-year, plus one, three- year Managed Lea County Correctional Facility Hobbs, NM (2) 1,200 NMCD - IGA Local/State Correctional Medium January 1999 Perpetual None Owned McFarland Female Community Reentry Facility McFarland, CA 300 Idle Owned Mesa Verde ICE Processing Center Bakersfield, CA 400 ICE State Correctional Minimum December 2019 5 Years Two, Five-year Owned Northwest ICE Processing Center Tacoma, WA 1,575 ICE Federal Detention All Levels September 2015 1 Year Four, One-year plus five-year Owned Phoenix West Correctional and Rehabilitation Phoenix, AZ 500 AZ DOC State DWI Correctional Minimum July 2022 5 Years None Managed Western Region Detention Facility San Diego, CA 770 USMS Federal Detention Maximum November 2017 1 Year, 10 Months One, two-year, plus six-month, plus three-month, plus one fifteen-month, plus one twenty-five month, plus one twenty-three month Leased 10 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Secure Services — Central Region: Big Spring Correctional Facility Big Spring, TX (5) 1,732 Idle Owned Flightline Correctional Facility, TX (5) 1,800 Idle Owned Brooks County Detention Center, TX (2) 652 USMS - IGA Local & Federal Detention Medium March 2013 Perpetual None Owned Coastal Bend Detention Center, TX (2) 1,176 USMS/Hidalgo County Local & Federal Detention Medium July 2012 Perpetual None Owned Eagle Pass Correctional Facility, Eagle Pass, TX 661 USMS - IGA Federal Detention Medium October 2020 Perpetual None Owned East Hidalgo Detention Center (2) 1,346 USMS - IGA Local & Federal Detention Medium July 2012 Perpetual None Owned Great Plains Correctional Facility Hinton, OK (5) N/A Third Party Tenant N/A N/A N/A N/A N/A Owned Joe Corley Processing Center Conroe, TX (2) 1,517 USMS / ICE Local Correctional Medium July 2008/ September 2018 Perpetual/5 Years None /Five-year, plus one, four and one half month extension, plus one, six-month extension, plus two, two-month extensions, plus one, four-month extension Owned Karnes County Detention Facility Karnes City, TX (2) 679 USMS - IGA Local & Federal Detention All Levels February 1998 Perpetual None Owned Karnes County Immigration Processing Center, TX (2) 1,328 ICE - IGA Federal Detention All Levels September 2024 5 years None Owned Kinney County Detention Center, TX (2) 384 USMS - IGA Local & Federal Detention Medium September 2013 Perpetual None Managed Lawton Correctional Facility Lawton, OK 2,682 OK DOC State Correctional Medium July 2023 1 Year None Owned Montgomery Processing Center Conroe, TX 1,314 ICE Local & Federal Detention All levels October 2018 10 months Nine, One-year Owned 11 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Rio Grande Processing Center Laredo, TX 1,900 USMS Federal Detention Medium October 2008 5 years Three, Five-year Owned South Texas ICE Processing Center Pearsall, TX 1,904 ICE Federal Detention All Levels August 2020 1 year Nine, One-year Owned Val Verde County Detention Facility Del Rio, TX (2) 1,407 USMS - IGA Local & Federal Detention All Levels January 2001 Perpetual None Owned Secure Services — Eastern Region: Alexandria Staging Facility Alexandria, LA (2) 400 ICE - IGA Federal Detention Minimum/Medium November 2013 Perpetual None Owned Blackwater River Correctional and Rehabilitation Facility Milton, FL 2,000 FL DMS State Correctional Medium/close October 2010 3 years Unlimited, Two-year Managed Broward Transitional Center Deerfield Beach, FL 700 ICE Federal Detention Minimum September 2021 1 year Four, One-year Owned Central Louisiana ICE Processing Center Jena, LA (2) 1,160 ICE - IGA Federal Detention Minimum/Medium November 2013 Perpetual None Owned D.
International Operations Our international operations for fiscal years 2023, 2022 and 2021 consisted of the operations of our wholly-owned Australian subsidiary and South African Custodial Management Pty. Limited which we refer to as SACM and our consolidated joint venture in South Africa, which we refer to as SACS. In Australia, our wholly owned subsidiary, GEO Australia, currently manages three facilities.
International Operations Our international operations for fiscal years 2024, 2023 and 2022 consisted of the operations of our wholly-owned Australian subsidiary and South African Custodial Management Pty. Limited which we refer to as SACM and our consolidated joint venture in South Africa, which we refer to as SACS. In Australia, our wholly owned subsidiary, GEO Australia, currently manages three facilities.
Financial information about these segments for years 2023, 2022 and 2021 is contained in Note 14 — Business Segments and Geographic Information included in the notes to our audited consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
Financial information about these segments for years 2024, 2023 and 2022 is contained in Note 14 — Business Segments and Geographic Information included in the notes to our audited consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
These customers accounted for approximately 77% of our consolidated revenues for the fiscal year ended December 31, 2023. Recurring Revenue with Strong Cash Flow Our revenue base has historically been derived from our long-term customer relationships.
These customers accounted for approximately 77% of our consolidated revenues for the fiscal year ended December 31, 2024. Recurring Revenue with Strong Cash Flow Our revenue base has historically been derived from our long-term customer relationships.
Business Concentration Except for the major customers noted in the following table, no other single customer made up greater than 10% of our consolidated revenues for these years. Customer 2023 2022 2021 Various agencies of the U.S.
Business Concentration Except for the major customers noted in the following table, no other single customer made up greater than 10% of our consolidated revenues for these years. Customer 2024 2023 2022 Various agencies of the U.S.
The remaining duration of our patents range from 18 months to 20 years. 11 Facilities and Day Reporting Centers The following table summarizes certain information with respect to our U.S. and international secure services facilities and our reentry services facilities.
The remaining duration of our patents range from 18 months to 20 years. 9 Facilities and Day Reporting Centers The following table summarizes certain information with respect to our U.S. and international secure services facilities and our reentry services facilities.
Ray James Correctional Facility Folkston, GA 1,900 Idle Owned Folkston ICE Processing Center (2) Folkston, GA 1,118 ICE - IGA Federal Detention Minimum December 2016 1 year Four, One-year, plus one, two-month, plus one, five year Owned Heritage Trail Correctional Facility Plainfield, IN 1,066 IN DOC State Correctional Minimum March 2011 4 years One, Four-year, plus one, one year, four months and two days, plus one year, plus five year Managed 13 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Lawrenceville Correctional and Rehabilitation Facility Lawrenceville, VA 1,536 VA DOC State Correctional Medium August 2018 5 years Ten, One-year Managed Moshannon Valley Correctional Facility Philipsburg, PA 1,876 ICE-IGA Federal Correctional Medium September 2021 5 year None Owned Moore Haven Correctional and Rehabilitation Facility Moore Haven, FL 985 FL DMS State Correctional Minimum/ Medium July 2021 3 years Unlimited, Two-year Managed New Castle Correctional Facility New Castle, IN 3,196 IN DOC State Correctional All Levels September 2005 4 years One year, one month and 20 days, Nine year Seven month 14 days, plus one ninety-day, plus one nine-month, Three, five-year Managed North Lake Correctional Facility Baldwin, MI 1,800 Idle Owned Pine Prairie ICE Processing Center, LA (2) 1,094 ICE-IGA State Correctional Medium June 2015 5 years One-month, plus fifty nine-months Owned Riverbend Correctional and Rehabilitation Facility Milledgeville, GA (5) 1,500 GA DOC State Correctional Medium July 2010 1 year Forty, One-year Owned Rivers Correctional Facility Winton, NC 1,450 Idle Owned Robert A.
Ray James Correctional Facility Folkston, GA 1,900 Idle Owned Folkston ICE Processing Center (2) Folkston, GA 1,118 ICE - IGA Federal Detention Minimum December 2016 1 year Four, One-year, plus one, two-month, plus one, five-year Owned Heritage Trail Correctional Facility Plainfield, IN 1,066 IN DOC State Correctional Minimum March 2011 4 years One, Four-year, plus one, one year, four months and two days, plus one-year, plus five-year Managed 12 Facility Name & Location Capacity(1) Primary Customer Facility Type Security Level Commencement of Current Contract Base Period Renewal Options Managed Leased/ Owned Moshannon Valley Correctional Facility Philipsburg, PA 1,876 ICE-IGA Federal Correctional Medium September 2021 5 year None Owned Moore Haven Correctional and Rehabilitation Facility Moore Haven, FL 985 FL DMS State Correctional Minimum/ Medium July 2021 3 years Unlimited, Two-year Managed New Castle Correctional Facility New Castle, IN 3,196 IN DOC State Correctional All Levels September 2005 4 years One year, one month and 20 days, Nine year Seven month 14 days, plus one ninety-day, plus one nine-month, Three, five-year Managed North Lake Correctional Facility Baldwin, MI 1,800 Idle Owned Pine Prairie ICE Processing Center, LA (2) 1,094 ICE-IGA State Correctional Medium June 2015 5 years One-month, plus fifty nine-months Owned Riverbend Correctional and Rehabilitation Facility Milledgeville, GA (5) 1,500 GA DOC State Correctional Medium July 2010 1 year Forty, One-year Owned Rivers Correctional Facility Winton, NC 1,450 Idle Owned Robert A.
The information in the table includes the DRCs that we (or a subsidiary or joint venture of GEO) operated under a management contract or had an agreement to provide services as of December 31, 2023: DRC Location Number of reporting centers Type of Customers Commencement of current contract Base period Renewal options Manage only/ lease Colorado (4) 3 State, County, Local Various, 2021 – 2024 1 year Varies Lease California 30 State, County Various, 2018 – 2026 3 years One, One-year or Two One-Year Lease or Manage only New Jersey 5 State, County 2021 4 years One, One-year Lease Pennsylvania 6 State, County Various, 2018 – 2025 3 to 5 years Varies Lease Illinois 10 State, County 2018-2023 5 years One, Five-year Lease or Manage only Kansas 1 County 2023 1 year Four, One-year Lease Louisiana 7 State 2021-2022 3 years None Lease Tennessee 15 State 2020 5 years Five, One-year Lease Idaho 7 State 2023 3 years After base, may be renewed, extended or amended Lease Kentucky 1 County 2020 1 year Four, One-year Lease Customer Legend: Abbreviation Customer AL DOC Alabama Department of Corrections AK DOC Alaska Department of Corrections AZ DOC Arizona Department of Corrections BOP Federal Bureau of Prisons CDCR California Department of Corrections & Rehabilitation FL DMS Florida Department of Management Services GA DOC Georgia Department of Corrections ICE U.S.
The information in the table includes the DRCs that we (or a subsidiary or joint venture of GEO) operated under a management contract or had an agreement to provide services as of December 31, 2024: DRC Location Number of reporting centers Type of Customers Commencement of current contract Base period Renewal options Manage only/ lease Colorado (4) 2 State, County, Local Various, 2021 – 2024 1 year Varies Lease California 35 State, County Various, 2018 – 2024 3 years One, One-year or Two One-Year Lease or Manage only New Jersey 5 State, County 2021 4 years One, One-year Lease Pennsylvania 6 State, County Various, 2018 – 2025 3 to 5 years Varies Lease Illinois 10 State, County 2018-2025 5 years One, Five-year Lease or Manage only Kansas 1 County 2023 1 year Four, One-year Lease Louisiana 7 State 2024 3 years None Lease Tennessee 21 State 2020 5 years Five, One-year Lease Idaho 7 State 2023 3 years After base, may be renewed, extended or amended Lease Kentucky 1 County 2020 1 year Four, One-year Lease 16 Customer Legend: Abbreviation Customer AL DOC Alabama Department of Corrections AK DOC Alaska Department of Corrections AZ DOC Arizona Department of Corrections BOP Federal Bureau of Prisons CDCR California Department of Corrections & Rehabilitation FL DMS Florida Department of Management Services GA DOC Georgia Department of Corrections ICE U.S.
For our facility management contracts, our state and local experience has been that a period of approximately 60 to 90 days is generally required from the issuance of a request for proposal to the submission of our response to the request for proposal; that between one and four months elapse between the submission of our response and the agency’s award of a contract; and that between one and four months elapse between the award of a contract and the commencement of facility construction or management of the facility, as applicable. 8 For our facility management contracts, our federal experience has been that a period of approximately 60 to 90 days is generally required from the issuance of a request for proposal to the submission of our response to the request for proposal; that between 12 and 18 months elapse between the submission of our response and the agency’s award of a contract; and that between four and 18 weeks elapse between the award of a contract and the commencement of facility construction or management of the facility, as applicable.
For our facility management contracts, our federal experience has been that a period of approximately 60 to 90 days is generally required from the issuance of a request for proposal to the submission of our response to the request for proposal; that between 12 and 18 months elapse between the submission of our response and the agency’s award of a contract; and that between four and 18 weeks elapse between the award of a contract and the commencement of facility construction or management of the facility, as applicable.
We currently maintain a general liability policy and excess liability policies with total limits of $75.0 million per occurrence and $95.0 million total general liability annual aggregate limits covering the operations of U.S. Secure Services, Reentry Services and Electronic and Supervision Services.
We currently maintain a general liability policy and excess liability policies with total limits of $75.0 million per occurrence and $95.0 million total general liability annual aggregate limits covering the operations of U.S. Secure Services, Reentry Services and Electronic and Supervision Services through commercial and captive policies..
Evan’s employment under the Evans Employment Agreement for any reason upon not less than thirty (30) days written notice. Under the terms of the Evans Employment Agreement, Mr. Evans will be paid an annual base salary of $1,000,000, subject to the review and potential increase in the sole discretion of the Compensation Committee. Mr.
Donahue’s employment under the Employment Agreement for any reason upon not less than thirty (30) days written notice. Under the terms of the Employment Agreement, Mr. Donahue will be paid an annual base salary of $1,000,000, subject to the review and potential increase in the sole discretion of the Compensation Committee. Mr.
GEO began procuring insurance policies to cover deductibles for workers’ compensation, general liability, automobile liability, medical professional liability and directors' and officers’ liability as well as procuring insurance policies for its excess liability, directors’ and officers’ excess liability and excess medical professional liability through Florina effective October 1, 2021.
GEO began procuring insurance policies to cover deductibles for workers’ compensation, general liability, automobile liability, medical professional liability and directors' and officers’ liability as well as the option of procuring insurance policies for its excess liability, directors’ and officers’ excess liability and excess medical professional liability through Florina effective October 1, 2021.
We have historically been able to expand our revenue base by continuing to reinvest our strong operating cash flow into expansionary projects and through strategic acquisitions that provide scale and further enhance our service offerings. Our consolidated revenues have grown to approximately $2.4 billion in 2023.
We have historically been able to expand our revenue base by continuing to reinvest our strong operating cash flow into expansionary projects and through strategic acquisitions that provide scale and further enhance our service offerings. Our consolidated revenues were approximately $2.4 billion in 2024.
We have an occurrence based insurance program with a specific loss limit of $40.0 million per occurrence and in the aggregate related to medical professional liability claims arising out of correctional healthcare services. We are uninsured for any claims in excess of these limits.
We have a professional liability insurance program with a specific loss limit of $45.0 million per occurrence and in the aggregate related to medical professional liability claims arising out of correctional healthcare services. We are uninsured for any claims in excess of these limits.
At December 31, 2023, we had approximately 16,400 full-time employees. Of our full-time employees, approximately 400 were employed at our corporate headquarters and regional offices and approximately 16,000 were employed at facilities and international offices. We employ personnel in positions of management, administrative and clerical, security, educational services, human resource services, health services and general maintenance at our various locations.
At December 31, 2024, we had approximately 16,500 full-time employees. Of our full-time employees, approximately 400 were employed at our corporate headquarters and regional offices and approximately 16,100 were employed at facilities and international offices. We employ personnel in positions of management, administrative and clerical, security, educational services, human resource services, health services and general maintenance at our various locations.
Federal Government: 63 % 64 % 58 % Concentration of credit risk related to the major customer above for accounts receivable is as follows: Customer 2023 2022 Various agencies of the U.S Federal Government: 54 % 60 % The concentrations above relate primarily to the Company's U.S. Secure Services and its Electronic Monitoring Supervision segments.
Federal Government: 62 % 63 % 64 % Concentration of credit risk related to the major customer above for accounts receivable is as follows: Customer 2024 2023 Various agencies of the U.S Federal Government: 64 % 54 % The concentrations above relate primarily to the Company's U.S. Secure Services and its Electronic Monitoring Supervision segments.
(“GEOAmey”). As of December 31, 2023, our worldwide operations included the management and/or ownership of approximately 81,000 beds at 100 secure and community-based facilities, including idle facilities, and also includes the provision of reentry and electronic monitoring and supervision services for thousands of individuals, including an array of technology products including radio frequency, GPS, and alcohol monitoring devices.
(“GEOAmey”). As of December 31, 2024, our worldwide operations included the management and/or ownership of approximately 79,000 beds at 99 secure and community-based facilities, including idle facilities, and also includes the provision of reentry and electronic monitoring and supervision services for thousands of individuals, including an array of technology products including radio frequency, GPS, and alcohol monitoring devices.
We have sought and received ACA accreditation and re-accreditation for all such facilities. We achieved a median re-accreditation score of 100% as of December 7 31, 2023. Approximately 93% of our 2023 U.S. Secure Services revenue was derived from ACA accredited facilities for the year ended December 31, 2023.
We have sought and received ACA accreditation and re-accreditation for all such facilities. We achieved a median re-accreditation score of 100% as of December 31, 2024. Approximately 96% of our 2024 U.S. Secure Services revenue was derived from ACA accredited facilities for the year ended December 31, 2024.
Also, we cannot assure you that any competitive re-bids we win will be on terms more favorable to us than those in existence with respect to the expiring contract. 18 As of December 31, 2023, 26 of our facility management contracts may be subject to competitive re-bid in 2024.
Also, we cannot assure you that any competitive re-bids we win will be on terms more favorable to us than those in existence with respect to the expiring contract. As of December 31, 2024, 18 of our facility management contracts, as well as certain other management contracts, may be subject to competitive re-bid in 2025.
In addition, our ISAP contract accounted for 14%, 17% and 8% of our consolidated revenues for the years ended December 31, 2023, 2022 and 2021, respectively. Available Information Additional information about us can be found at www.geogroup.com.
In addition, our ISAP contract accounted for 10%, 14% and 17% of our consolidated revenues for the years ended December 31, 2024, 2023 and 2022, respectively. 21 Available Information Additional information about us can be found at www.geogroup.com.
These employees receive 25 hours of refresher training annually thereafter. Program managers for our ISAP contract must receive 24 hours of additional initial training. BI’s monitoring services maintains its own comprehensive certification and training program for all monitoring service specialists. We require all new personnel hired for a position in monitoring operations to complete a seven-week training program.
Program managers for our ISAP contract must receive 24 hours of additional initial training. BI’s monitoring services maintains its own comprehensive certification and training program for all monitoring service specialists. We require all new personnel hired for a position in monitoring operations to complete a seven-week training program.
Approximately 6,600 and 1,500 employees are covered by collective bargaining agreements in the United States and at international offices, respectively. GEO welcomes the participation of labor unions in our facilities and respects the rights of individual employees to choose whether or not to join labor organizations.
At December 31, 2024, approximately 7,600 and 1,700 employees are covered by collective bargaining agreements in the United States and at international offices, respectively. GEO welcomes the participation of labor unions in our facilities and respects the rights of individual employees to choose whether or not to join labor organizations.
As of December 31, 2023, 30 of our facility management contracts representing approximately 16,000 beds are scheduled to expire on or before December 31, 2024, unless renewed by the customer at its sole option in certain cases, or unless renewed by mutual agreement in other cases.
As of December 31, 2024, 48 of our facility management contracts representing approximately 25,000 beds are scheduled to expire on or before 17 December 31, 2025, unless renewed by the customer at its sole option in certain cases, or unless renewed by mutual agreement in other cases.
At least 160 hours of training are required for our employees in Australia and South Africa before such employees are allowed to work in positions that will bring them into contact with individuals within our care.
At least 160 hours of training are required for our employees in Australia and South Africa before such employees are allowed to work in positions that will bring them into contact with individuals within our care. Our employees in Australia and South Africa receive a minimum of 40 hours of refresher training each year.
Domestically, as of December 31, 2023, we have provided services for the design and construction of approximately 69 facilities and for the redesign, renovation and expansion of approximately 25 facilities. Contracts to design and construct or to redesign and renovate facilities may be financed in a variety of ways.
Domestically and internationally, as of December 31, 2024, we have provided services for the design and construction of approximately 86 facilities and for the redesign, renovation and expansion of approximately 20 facilities. Contracts to design and construct or to redesign and renovate facilities may be financed in a variety of ways.
We have provided secure management services to the United States Federal Government for 37 years, the State of California for 35 years, the State of Texas for approximately 36 years, various Australian state government entities for 32 years and the State of Florida for approximately 30 years.
We have provided secure management services to the United States Federal Government for 38 years, the State of California for 36 years, the State of Texas for approximately 37 years, various Australian state government entities for 33 years and the State of Florida for approximately 31 years.
However, if the ten idle facilities in our Secure Services and Reentry Services segments were to be activated using our Secure Services and Reentry Services average per diem rate in 2023 (calculated as revenue divided by the number of mandays) and based on the average occupancy rate in our facilities for 2023, we would expect to receive annual incremental revenue of approximately $350 million and an increase in annual earnings per share of approximately $.28 to $.33 per share based on our average operating margin.
However, if the eleven idle facilities in our Secure Services and Reentry Services segments were to be activated using our Secure Services and Reentry Services average per diem rate in 2024 (calculated as revenue divided by the number of mandays) and based on the average occupancy rate in our facilities for 2024, we would expect to receive annual incremental revenue of approximately $377 million and an increase in annual earnings per share of approximately $0.36 to $0.40 per share based on our average operating margin.
Secure Services segment primarily encompasses our U.S.-based public-private partnership secure services business. Our Electronic Monitoring and Supervision Services segment, which conducts its services in the U.S., consists of our electronic monitoring and supervision services. Our Reentry Services segment consists of various community-based and reentry services.
Our Electronic Monitoring and Supervision Services segment, which conducts its services in the U.S., consists of our electronic monitoring and supervision services. Our Reentry Services segment consists of various community-based and reentry services. Our International Services segment primarily consists of our public-private partnership secure services operations in Australia and South Africa.
For the services provided by BI, local, state and federal experience has been that a period of approximately 30 to 90 days is generally required from the issuance of an RFP or Invitation to Bid, or ITB, to the submission of our response; that between one and three months elapse between the submission of our response and the agency’s award of a contract; and that between one and three months elapse between the award of a contract and the commencement of a program or the implementation of program operations, as applicable.
For the services provided by BI, local, state and federal experience has been that a period of approximately 30 to 90 days is generally required from the issuance of an RFP or Invitation to Bid, or ITB, to the submission of our response; that between one and three months elapse between the submission of our response and the agency’s award of a contract; and that between one and three months elapse between the award of a contract and the commencement of a program or the implementation of program operations, as applicable. 6 The term of our local, state and federal contracts range from one to five years and some contracts include provisions for optional renewal terms beyond the initial contract term.
The report covers the year ended December 31, 2022 with supporting data from 2020-2022 where possible.
The report covers the year ended December 31, 2023 with supporting data from 2021-2023 where possible.
Calabrese prior to the Full Term Separation Date will fully vest immediately upon separation; provided however, that any restricted stock that is still subject to performance-based vesting as of the Full Term Separation Date shall only vest when and to the extent the Compensation Committee certifies that the performance goals are actually met, and provided further that Mr.
Donahue prior to his retirement will fully vest immediately as of the date of his retirement; provided however, that any restricted stock that is still subject to performance-based vesting at the time of his retirement shall only vest when and to the extent the Compensation Committee certifies that the performance goals are actually met, and provided that Mr.
In our Reentry Services segment, as of December 31, 2023, we are marketing 1,689 vacant beds with a net book value of approximately $37.2 million at three of our idle facilities to potential customers. The combined annual carrying cost of these idle facilities in 2024 is estimated to be $26.2 million, including depreciation expense of $17.9 million.
In our Reentry Services segment, as of December 31, 2024, we are marketing 1,189 vacant beds with a net book value of approximately $26.8 million at four of our idle facilities to potential customers. The combined annual carrying cost of these idle facilities in 2025 is estimated to be $33.0 million, including depreciation expense of $16.8 million.
Our employees in Australia and South Africa receive a minimum of 40 hours of refresher training each year With respect to BI and the Intensive Supervision and Appearance Program (“ISAP”) services contract, new employees are required to complete training requirements as outlined in the contract within 14 days of hire and prior to being assigned autonomous ISAP related duties.
With respect to BI and the Intensive Supervision and Appearance Program (“ISAP”) services contract, new employees are required to complete training requirements as outlined in the contract within 14 days of hire and prior to being assigned autonomous ISAP related duties. These employees receive 25 hours of refresher training annually thereafter.
Idle Facilities In our Secure Services segment, as of December 31, 2023, we are marketing 9,732 vacant beds with a net book value of approximately $251.2 million at seven of our idle facilities to potential customers.
Idle Facilities In our Secure Services segment, as of December 31, 2024, we are marketing 10,486 vacant beds with a net book value of approximately $260.6 million at seven of our idle facilities to potential customers.
The following table sets forth the number of facility management contracts that we currently believe will be subject to competitive re-bid in each of the next five years and thereafter, and the total number of beds relating to those potential competitive re-bid situations during each period: Year Re-bid Total Number of Beds up for Re-bid 2024 26 7,398 2025 18 8,553 2026 14 11,955 2027 10 5,653 2028 8 8,104 Thereafter 18 11,703 Total 94 53,366 Competition We compete primarily on the basis of the quality and range of services we offer; our experience domestically and internationally in the design, construction, and management of public-private partnerships for secure service facilities; our reputation; and our pricing.
The following table sets forth the number of facility management contracts that we currently believe will be subject to competitive re-bid in each of the next five years and thereafter, and the total number of beds relating to those potential competitive re-bid situations during each period: Year Re-bid Total Number of Beds up for Re-bid 2025 18 10,631 2026 16 11,329 2027 13 5,578 2028 13 8,123 2029 16 2,332 Thereafter 17 14,218 Total 93 52,211 Competition We compete primarily on the basis of the quality and range of services we offer; our experience domestically and internationally in the design, construction, and management of public-private partnerships for secure service facilities; our reputation; and our pricing.
Our top seven senior executives have an average tenure with our Company of approximately 11 years. 10 Business Strategies Provide High Quality, Comprehensive Services and Cost Savings Throughout the Corrections Lifecycle Our objective is to provide federal, state and local governmental agencies with a comprehensive offering of high quality, essential services at a lower cost than they themselves could achieve.
Business Strategies Provide High Quality, Comprehensive Services and Cost Savings Throughout the Corrections Lifecycle Our objective is to provide federal, state and local governmental agencies with a comprehensive offering of high quality, essential services at a lower cost than they themselves could achieve.
For most casualty insurance policies, we carry substantial deductibles or self-insured retentions of $4.0 million per occurrence for general liability and $5 million per occurrence for medical professional liability, $2.0 million per occurrence for workers’ compensation, $2.5 million per occurrence for directors' and officers’ liability and $1.0 million per occurrence for automobile liability.
We also maintain insurance to cover property and other casualty risks including, workers’ compensation, environmental liability, cybersecurity liability and automobile liability. 20 For most casualty insurance policies, we carry substantial deductibles or self-insured retentions of $4.0 million per occurrence for general liability and $5 million per occurrence for medical professional liability, $2.0 million per occurrence for workers’ compensation, $2.3 million per occurrence for directors' and officers’ liability and $1.0 million per occurrence for automobile liability.
State law also typically requires correctional officers to meet certain training standards. The failure to comply with any applicable laws, rules or regulations or the loss of any required license could have a material adverse effect on our business, financial condition and results of operations.
The failure to comply with any applicable laws, rules or regulations or the loss of any required license could have a material adverse effect on our business, financial condition and results of operations.
Separately, GEO’s subsidiary, BI, offers an education assistance program to its full-time employees with at least one year of service. Employees who enroll in the program are eligible to receive up to $3,500 a year in tuition reimbursement. Diversity and Inclusion In all areas of our business, GEO strives to achieve wider racial and ethnic diversity.
Separately, GEO’s subsidiary, BI, offers an education assistance program to its full-time employees with at least one year of service. Employees who enroll in the program are eligible to receive up to $3,500 a year in tuition reimbursement.
Secure Services segment; our Electronic Monitoring and Supervision Services segment; our Reentry Services segment and our International Services segment. We have identified these four reportable segments to reflect our current view that we operate four distinct business lines, each of which constitutes a material part of our overall business. Our U.S.
We have identified these four reportable segments to reflect our current view that we operate four distinct business lines, each of which constitutes a material part of our overall business. Our U.S. Secure Services segment primarily encompasses our U.S.-based public-private partnership secure services business.
Evans prior to separation will fully vest immediately upon separation; provided, however that any restricted stock that is subject to performance-based vesting shall only vest when and to the extent the Compensation Committee certifies that the performance goals are actually met, and provided further that Mr.
Donahue prior to separation will fully vest immediately upon separation; provided, however that any restricted stock that is subject to performance-based vesting shall only vest when and to the extent the Compensation Committee certifies that the performance goals are actually met. Upon a separation of employment by GEO for cause or by Mr. Donahue without good reason, Mr.
In these cases, the construction of such facilities may be financed through various methods including the following: • funds from equity offerings of our stock; • cash on hand and/or cash flows from our operations; • borrowings by us from banks or other institutions (which may or may not be subject to government guarantees in the event of contract termination); • funds from debt offerings of our notes; or • lease arrangements with third parties. 9 If the project is financed using direct governmental appropriations, with proceeds of the sale of bonds or other obligations issued prior to the award of the project, then financing is in place when the contract relating to the construction or renovation project is executed.
In these cases, the construction of such facilities may be financed through various methods including the following: • funds from equity offerings of our stock; • cash on hand and/or cash flows from our operations; • borrowings by us from banks or other institutions (which may or may not be subject to government guarantees in the event of contract termination); • funds from debt offerings of our notes; or • lease arrangements with third parties.
Our international services business generated approximately $193.9 million of revenues, representing approximately 8% of our consolidated revenues for the year ended December 31, 2023. We believe we are well positioned to continue benefiting from foreign governments’ initiatives to enter into public-private partnerships for secure services. Experienced, Proven Senior Management Team Our Executive Chairman and founder, George C.
Our international services business generated approximately $208.9 million of revenues, representing approximately 9% of our consolidated revenues for the year ended December 31, 2024. We believe we are well positioned to continue benefiting from foreign governments’ initiatives to enter into public-private partnerships for secure services.
These contracts in the aggregate represented approximately 9% and approximately $200 million of our 2023 consolidated revenues.
These contracts in the aggregate represented approximately 21% and approximately $498 million of our 2024 consolidated revenues.
Limited commercial availability of certain types of insurance relating to windstorm exposure in coastal areas and earthquake exposure mainly in California and the Pacific Northwest may prevent us from insuring some of its facilities to full replacement value.
Limited commercial availability of certain types of insurance relating to windstorm exposure in coastal areas and earthquake exposure mainly in California and the Pacific Northwest may prevent us from insuring some of our facilities to full replacement value. With respect to operations in South Africa and Australia, we utilize locally-procured insurance to meet contractual insurance requirements and protect us.
In the event such automobile is leased, GEO will pay the residual cost of the lease. Lastly, all of the outstanding and unvested stock options and restricted stock granted to Mr.
Donahue pursuant to the Executive Automobile Policy and pay the balance of any outstanding loans or leases on such automobile so that Mr. Donahue owns the automobile outright. In the event such automobile is leased, GEO will pay the residual cost of the lease. Lastly, all of the outstanding and unvested stock options and restricted stock granted to Mr.
Additionally, all of the outstanding unvested stock options and restricted stock granted to Mr. Calabrese prior to separation will fully vest immediately upon separation; provided however, that any restricted stock that is subject to performance-based vesting shall only vest when and to the extent the Compensation Committee certifies that the performance goals are actually met.
Evans prior to his retirement will fully vest immediately upon the Separation Date, provided, however that any restricted stock that is still subject to performance-based vesting shall vest when and to the extent the Compensation Committee certifies that the performance goals are actually met; and (vi) the payment of reasonable legal fees and costs incurred by Mr.
The NCCHC standards, in most cases, exceed ACA Health Care Standards and we have achieved this accreditation at 21 of our U.S. Secure Services facilities and at one reentry services location. Additionally, B.I.
The NCCHC standards, in most cases, exceed ACA Health Care Standards and we have achieved this accreditation at 24 of our U.S. Secure Services facilities and at one reentry services location. Corporate Social Responsibility In October 2024, we issued our sixth Human Rights and Environmental, Social and Governance (“ESG”) report.
These reserves, which include Florina’s reserves and GEO’s legacy reserves, are undiscounted and were $65.6 million and $79.0 million as of December 31, 2023 and 2022, respectively, and are included in Accrued Expenses in the accompanying Consolidated Balance Sheets.
Of the insurance policies discussed above, our most significant insurance reserves relate to workers’ compensation, general liability and auto claims. These reserves, which include Florina’s reserves and GEO’s legacy reserves, are undiscounted and were $56.9 million and $65.6 million as of December 31, 2024 and 2023, respectively, and are included in Accrued Expenses in the accompanying Consolidated Balance Sheets.
Evans and GEO entered into an Executive Employment Agreement (the “Evans Employment Agreement”) on December 4, 2023 to provide that Mr. Evans will be employed by us for a three-year term beginning January 1, 2024 (the “Effective Date”).
Donahue served as a consultant to GEO from July 2020 through July 2023. In connection with his appointment, Mr. Donahue and the Company entered into an Executive Employment Agreement (the “Employment Agreement”) on December 16, 2024 to provide that Mr. Donahue will be employed by the Company for a two-year term beginning January 1, 2025 (the “Effective Date”).
The Calabrese Employment Agreement includes a non-competition covenant that runs through the three-year period following the executive’s separation from employment, and confidentiality and work product provisions. Non-Renewal of Term under Executive Chairman Employment Agreement and Transition of Dr. George Zoley from Executive Chairman to Advisor and non-Executive Chairman In addition, on November 29, 2023, we confirmed that Dr.
The Employment Agreement includes a non-competition covenant that runs through the three-year period following the separation of the executive’s employment, and confidentiality and work product provisions.
Of the seven members of GEO’s Board of Directors in 2023, two are women. 20 Business Regulations and Legal Considerations Many governmental agencies are required to enter into a competitive bidding procedure before awarding contracts for products or services.
Business Regulations and Legal Considerations Many governmental agencies are required to enter into a competitive bidding procedure before awarding contracts for products or services. The laws of certain jurisdictions may also require us to award subcontracts on a competitive basis or to subcontract or partner with businesses owned by women or members of minority groups.
We will also continue to provide Mr. March and any covered dependents with the Employee Benefits as defined in the March Employment Agreement for a period of twelve (12) months after the date of separation. In the event of Mr. March’s death within such twelve (12) month period, we will continue to provide the Employee Benefits to Mr.
Donahue, he will be entitled to receive a separation payment equal to one (1) times the sum of his annual base salary. We will also continue to provide Mr. Donahue and any covered dependents with the Executive Benefits as defined in the Employment Agreement for a period of eighteen (18) months after the date of separation.
Evans and any covered dependents with the Executive Benefits as defined in the Evans Employment Agreement for a period of five (5) years after the date of separation. In the event of Mr. Evans’ death within such five (5) year period, we will continue to provide the Executive Benefits to Mr. Evans’ covered dependents, and, if applicable to Mr.
In the event of Mr. Donahue’s death within such eighteen (18) month period, we will continue to provide the Executive Benefits to Mr. Donahue’s covered dependents, and, if applicable to Mr. Donahue’s estate. In addition, the Employment Agreement provides that upon such separation, GEO will transfer all of its interest in any automobile used by Mr.
Gordo would depart as Chief Executive Officer and as a Board member on mutually agreeable terms and transition to the role of an advisor, effective December 31, 2023 (the “Separation Date”). Mr. Gordo and GEO entered into a Separation and General Release Agreement, on November 29, 2023 (the “Separation Agreement”). Pursuant to the terms of the Separation Agreement, Mr.
Recent Developments Retirement of Brian Evans as Chief Executive Officer On December 11, 2024, Brian Evans, our former Chief Executive Officer, provided notice to the Company of his retirement effective December 31, 2024 (the “Separation Date”). 3 Mr. Evans and GEO entered into a Separation Agreement and General Release on December 13, 2024 (the “Separation Agreement”).
Calabrese remains in full compliance with the restrictive covenants set forth in the Calabrese Employment Agreement. The Calabrese Employment Agreement also provides that Mr. Calabrese is not eligible for retirement benefits under GEO's policy based on his prior employment and retirement, which resulted in Mr. Calabrese taking his retirement benefits at that time.
Donahue remains in full compliance with the restrictive covenants set forth in the Employment Agreement. The Employment Agreement also provides that termination of the Employment Agreement for any reason shall not affect Mr. Donahue’s rights under the then applicable Retirement Plan. Mr.
The laws of certain jurisdictions may also require us to award subcontracts on a competitive basis or to subcontract or partner with businesses owned by women or members of minority groups. Certain states, such as Florida, deem correctional officers to be peace officers and require our personnel to be licensed and subject to background investigation.
Certain states, such as Florida, deem correctional officers to be peace officers and require our personnel to be licensed and subject to background investigation. State law also typically requires correctional officers to meet certain training standards.
Unless the Evans Employment Agreement is sooner terminated, or not renewed, it will automatically extend upon the end of its initial term for a rolling three-year term. Pursuant to the terms of the Evans Employment Agreement, Mr. Evans will serve as Chief 4 Executive Officer and report directly to the Executive Chairman. Either Mr. Evans or GEO may terminate Mr.
The term of the Employment Agreement may be extended by mutual agreement of the parties on an annual basis subject to the termination provisions in the Employment Agreement. Pursuant to the terms of the Employment Agreement, Mr. Donahue will serve as Chief Executive Officer and report directly to the Executive Chairman. Either Mr. Donahue or the Company may terminate Mr.
Our average historical facility management contract renewal rate prior to President Biden’s executive order was approximately 90%. The executive order has led to several contract non-renewals as previously discussed. We cannot assure you that our customers will in fact exercise their renewal options under existing contracts.
These contracts represented approximately 30% of our consolidated revenues for the year ended December 31, 2024. We undertake substantial efforts to renew our facility management contracts. We cannot assure you that our customers will in fact exercise their renewal options under existing contracts.
Evans’ estate. In addition, the Evans Employment Agreement provides that upon such separation, GEO will transfer all of its interest in any automobile used by Mr. Evans pursuant to its Executive Automobile Policy (the “Executive Automobile Policy”) and pay the balance of any outstanding loans or leases on such automobile so that Mr. Evans owns the automobile outright.
Evans pursuant to the our Executive Automobile Policy (the “Executive Automobile Policy”) and we shall pay the balance of any outstanding loan or lease on such automobile; (v) all outstanding unvested stock options and restricted stock granted to Mr.
Calabrese will be entitled to receive a target annual performance award of eighty percent (80%) of his base salary and will also be entitled to participate in the Stock Incentive Plan. The Calabrese Employment Agreement provides that upon a separation of employment by Mr.
Donahue will also be entitled to receive a target annual performance award of 100% of Mr. Donahue’s base salary and be entitled to receive an annual equity incentive award of restricted stock with a grant date fair value equal to at least 100% of Mr.
Upon a separation of employment by Mr. Calabrese without good reason or by GEO for cause, Mr. Calabrese will be entitled to only the amount of compensation that is due through the effective date of the separation. Except that if Mr.
Donahue will be entitled to only the amount of compensation that is due through the effective date of the separation. Except that if Mr. Donahue’s separation from his employment is the result of his retirement in accordance with our then-current Senior Officer Retirement Plan (the “Retirement Plan”), all of the outstanding unvested stock options and restricted stock granted to Mr.
Appointment of Brian Evans as Chief Executive Officer Brian Evans, who has been with GEO for 23 years and served as the Company’s Chief Financial Officer for 14 years, was appointed Chief Executive Officer on November 29, 2023, effective January 1, 2024. In connection with his appointment, Mr.
Evans in connection with the Separation Agreement up to $25,000. The Separation Agreement also contains a mutual release, confidentiality and non-disparagement provisions. Appointment of J. David Donahue as Chief Executive Officer J. David Donahue was appointed Chief Executive Officer on December 16, 2024, effective January 1, 2025. Mr.
Removed
GEO operated as a real estate investment trust ("REIT") from January 1, 2013 through December 31, 2020. As a REIT, GEO provided services and conducted other business activities through taxable REIT subsidiaries ("TRSs"). A TRS is a subsidiary of a REIT that is subject to applicable corporate income tax rates and certain qualification requirements.
Added
Business Segments We conduct our business through four reportable business segments: our U.S. Secure Services segment; our Electronic Monitoring and Supervision Services segment; our Reentry Services segment and our International Services segment.
Removed
GEO’s use of TRSs permitted us to engage in certain business activities in which the REIT could not engage directly, so long as those activities were conducted in entities that elected to be treated as TRSs under the Internal Revenue Code of 1986, as amended, and enabled GEO to, among other things, provide correctional services at facilities it owned and at facilities owned by its government partners.
Added
Pursuant to the terms of the Separation Agreement, Mr.
Removed
A TRS is not subject to the distribution requirements applicable to REITs so it may retain income generated by its operations for reinvestment. On December 2, 2021, we announced that our Board of Directors ("Board") unanimously approved a plan to terminate GEO’s REIT election and become a taxable C Corporation, effective for the year ended December 31, 2021.
Added
Evans will be entitled to receive the following in addition to accrued wages: (i) the payment of $85,834 per month commencing on the Separation Date and continuing through December 31, 2026; (ii) the payment of his annual performance award for the year ending December 31, 2024, which will be paid in 2025, at the same time and under the same terms as other GEO executives: (iii) the benefits described in Section 5 of his employment agreement for Mr.
Removed
As a result, we are no longer required to operate under REIT rules, including the requirement to distribute at least 90% of REIT taxable income to our stockholders, which provides us with greater flexibility to use our free cash flow.
Added
Evans and his covered dependents for a period of five years after the Separation Date; (iv) all of the Company’s interest in any automobile used by Mr.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

114 edited+44 added−81 removed239 unchanged
Biggest changeIn addition, the second lien notes and the related guarantees are structurally subordinated to all existing and future liabilities of our subsidiaries that do not guarantee the second lien notes, including the trade payables of such subsidiaries. It may be difficult to realize the value of the collateral securing the second lien notes and related guarantees.
Biggest changeThe Unsecured Notes and the Unsecured Note Guarantees will be senior, unsecured obligations of GEO and the guarantors, respectively, and will rank (i) equal in right of payment with all of our and the guarantors’ existing and future senior, unsecured indebtedness and the related guarantees, (ii) effectively junior in right of payment to all of our and the guarantors’ existing and future secured indebtedness, including our obligations under the Credit Agreement and the related guarantees, and the Secured Notes and the guarantees on the Secured Notes, to the extent of the value of the assets securing such indebtedness, (iii) senior in right of payment to any of our and the guarantors’ future subordinated indebtedness, and (iv) structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, of any of our subsidiaries that do not guarantee the Unsecured Notes.
Various state partners have or may choose in the future to undertake a review of their utilization of public-private partnerships. The loss of, or a significant decrease in, our current contracts with the ICE, the U.S. Marshals Service or any other significant customers could seriously harm our financial condition and results of operations.
Various state partners have or may choose in the future to undertake a review of their utilization of public-private partnerships. The loss of, or a significant decrease in, our current contracts with ICE, the U.S. Marshals Service or any other significant customers could seriously harm our financial condition and results of operations.
Factors that could affect the market price of our common stock include the following: • actual or anticipated variations in our quarterly results of operations; • changes in market valuations of companies in our industry; • announcements by us or our competitors of changes to capital allocation strategy, acquisitions, dispositions, investments or strategic alliances; • changes in expectations of future financial performance or changes in estimates of securities analysts; • fluctuations in stock market prices and volumes; • issuances of common stock or other securities convertible into common stock in the future; • the addition or departure of key personnel; and • changes in the prospects of public-private partnerships.
Factors that could affect the market price of our common stock include the following: 42 • actual or anticipated variations in our quarterly results of operations; • changes in market valuations of companies in our industry; • announcements by us or our competitors of changes to capital allocation strategy, acquisitions, dispositions, investments or strategic alliances; • changes in expectations of future financial performance or changes in estimates of securities analysts; • fluctuations in stock market prices and volumes; • issuances of common stock or other securities convertible into common stock in the future; • the addition or departure of key personnel; and • changes in the prospects of public-private partnerships.
Our failure to achieve progress on our human rights and ESG policies and practices on a timely basis, or at all, meet human rights or ESG criteria set by third parties, or provide the disclosure relating to human rights, 44 ESG, political and lobbying activities which any third parties may believe is necessary or appropriate could adversely affect our business, financial condition and/or results of operations.
Our failure to achieve progress on our human rights and ESG policies and practices on a timely basis, or at all, meet human rights or ESG criteria set by third parties, or provide the disclosure relating to human rights, ESG, political and lobbying activities which any third parties may believe is necessary or appropriate could adversely affect our business, financial condition and/or results of operations.
In addition, our Exchange Credit Agreement requires us to maintain specified financial ratios and satisfy certain financial covenants, including maintaining a maximum total leverage ratio, a maximum first lien coverage ratio, a minimum interest coverage ratio and a cap on the amount of unrestricted cash that our foreign subsidiaries may hold as of the last day of any fiscal quarter.
In addition, our Credit Agreement requires us to maintain specified financial ratios and satisfy certain financial covenants, including maintaining a maximum total leverage ratio, a maximum first lien coverage ratio, a minimum interest coverage ratio and a cap on the amount of unrestricted cash that our foreign subsidiaries may hold as of the last day of any fiscal quarter.
We may not be able to meet state requirements for capital investment or locate land for the development of new facilities, which could adversely affect our results of operations and future growth. Certain jurisdictions have in the past required successful bidders to make a significant capital investment in connection with the financing of a particular project.
We may not be able to meet state requirements for capital investment or locate land for the development of new facilities, which could adversely affect our results of operations and future growth. 31 Certain jurisdictions have in the past required successful bidders to make a significant capital investment in connection with the financing of a particular project.
If we are found to have engaged in improper or illegal activities, including under the United States False Claims Act, 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 governmental entities.
If we are found to have engaged in improper or illegal activities, including under the United States False Claims Act, we may be subject to civil and criminal penalties and administrative sanctions, including termination of contracts, forfeitures of profits, suspension of 39 payments, fines and suspension or disqualification from doing business with certain governmental entities.
If we are unable to obtain adequate levels of surety credit on favorable terms, we would have to rely upon letters of credit under our Exchange Credit Agreement, which would entail higher costs even if such borrowing capacity was available when desired, and our ability to bid for or obtain new contracts could be impaired.
If we are unable to obtain adequate levels of surety credit on favorable terms, we would have to rely upon letters of credit under our Credit Agreement, which would entail higher costs even if such borrowing capacity was available when desired, and our ability to bid for or obtain new contracts could be impaired.
However, we generally have high deductible payment requirements on our primary insurance policies, including our general liability insurance, and there are also varying limits on the maximum amount of our overall coverage. As a result, the insurance we 42 maintain to cover the various liabilities to which we are exposed may not be adequate.
However, we generally have high deductible payment requirements on our primary insurance policies, including our general liability insurance, and there are also varying limits on the maximum amount of our overall coverage. As a result, the insurance we maintain to cover the various liabilities to which we are exposed may not be adequate.
Impairment charges taken on our facilities could require material charges to our results of operations. In addition, in order to secure a management contract for these beds, we may need to incur significant capital expenditures to renovate or further expand the facility to meet potential clients’ needs.
Impairment charges taken on our 30 facilities could require material charges to our results of operations. In addition, in order to secure a management contract for these beds, we may need to incur significant capital expenditures to renovate or further expand the facility to meet potential clients’ needs.
We are a Florida corporation and the anti-takeover provisions of Florida law impose various impediments to the ability of a third party to acquire control of our company, even if a change of control would be beneficial to our shareholders. In addition, provisions of our articles of incorporation may make an acquisition of our company more difficult.
We are a Florida corporation and the anti-takeover provisions of Florida law impose various impediments to the ability of a third party to acquire control of our company, even if a change of control would be beneficial to our shareholders. In addition, provisions of our articles of 43 incorporation may make an acquisition of our company more difficult.
Various state partners have or may choose in the future to undertake a review of their utilization of public-private partnerships. For example, California enacted legislation aimed at phasing out public-private partnership contracts for the operation of secure facilities within California and facilities outside of the state of California housing state of California inmates.
Various state partners have or may choose in the future to undertake a review of their utilization of public-private partnerships. For 24 example, California enacted legislation aimed at phasing out public-private partnership contracts for the operation of secure facilities within California and facilities outside of the state of California housing state of California inmates.
If other financial institutions or third parties that currently provide us with financing or that we do business with decide in 25 the future to cease providing us with financing or doing business with us, such determinations could have a material adverse effect on our business, financial condition and results of operations.
If other financial institutions or third parties that currently provide us with financing or that we do business with decide in the future to cease providing us with financing or doing business with us, such determinations could have a material adverse effect on our business, financial condition and results of operations.
If state budgetary conditions deteriorate, our 20 state customers’ ability to pay us may be impaired and/or we may be forced to renegotiate our management contracts with those customers on less favorable terms and our financial condition, results of operations or cash flows could be materially adversely impacted.
If state budgetary conditions deteriorate, our state customers’ ability to pay us may be impaired and/or we may be forced to renegotiate our management contracts with those customers on less favorable terms and our financial condition, results of operations or cash flows could be materially adversely impacted.
Our success in obtaining new awards and contracts sometimes depends, in part, upon our ability to locate land that can be leased or acquired, on economically favorable terms, by us or other entities working with us in conjunction with our proposal to construct and/or manage a facility.
Our success in obtaining new awards and contracts sometimes depends, in part, upon our ability to locate land that can be leased or acquired, on economically favorable terms, by us or other entities working with us in conjunction with our proposal to construct and/or manage 32 a facility.
Because any decision to issue debt securities will depend on market conditions and other factors beyond our control, we cannot 46 predict or estimate the amount, timing or nature of any future debt financings and we may be required to accept unfavorable terms for any such financings.
Because any decision to issue debt securities will depend on market conditions and other factors beyond our control, we cannot predict or estimate the amount, timing or nature of any future debt financings and we may be required to accept unfavorable terms for any such financings.
Long-running pressure on state budgets had eased in prior years amid widespread economic growth and tax revenue gains that resulted in the first budget surpluses in years for many states. The COVID-19 pandemic adversely impacted the economic expansion and budget 31 surpluses enjoyed by numerous states.
Long-running pressure on state budgets had eased in prior years amid widespread economic growth and tax revenue gains that resulted in the first budget surpluses in years for many states. The COVID-19 pandemic adversely impacted the economic expansion and budget surpluses enjoyed by numerous states.
We may not be able to achieve the anticipated operating and cost synergies or long-term strategic benefits of our acquisitions within the anticipated timing or at all. For example, elimination of duplicative costs may not be fully achieved or may take longer than anticipated.
We may not be able to achieve the anticipated operating and cost synergies or long-term strategic benefits of our acquisitions within the anticipated timing or at all. For example, elimination of duplicative costs may not be fully 38 achieved or may take longer than anticipated.
We expect these federal and state agencies and a relatively small group of other governmental customers to continue to account for a significant percentage of our revenues. Fluctuations in occupancy levels or participation in ISAP could cause a decrease in revenues and profitability.
We expect these federal and state agencies and a relatively small group of other governmental customers to continue to account for a significant percentage of our revenues. 29 Fluctuations in occupancy levels or participation in ISAP could cause a decrease in revenues and profitability.
Risks Related to Legal, Regulatory and Compliance Matters 41 Failure to comply with extensive government regulation and applicable contractual requirements could have a material adverse effect on our business, financial condition or results of operations.
Risks Related to Legal, Regulatory and Compliance Matters Failure to comply with extensive government regulation and applicable contractual requirements could have a material adverse effect on our business, financial condition or results of operations.
Because portions of our senior indebtedness have floating interest rates, an increase in interest rates would adversely affect cash flows. Borrowings under our Exchange Credit Agreement bear interest at a variable rate using a spread over SOFR.
Because portions of our senior indebtedness have floating interest rates, an increase in interest rates would adversely affect cash flows. Borrowings under our Credit Agreement bear interest at a variable rate using a spread over SOFR.
We conduct our escort and related custody 34 services in the United Kingdom through our 50% owned and unconsolidated joint venture in GEOAmey Limited, which we refer to as GEOAmey. We may enter into additional joint ventures in the future.
We conduct our escort and related custody services in the United Kingdom through our 50% owned and unconsolidated joint venture in GEOAmey Limited, which we refer to as GEOAmey. We may enter into additional joint ventures in the future.
If we are required to record an accrual with regard to these cases or other similar cases, that may have a material adverse effect on our business, financial condition or results of operations. A state non-income tax audit completed in 2016 included tax periods for which the state tax authority had previously processed a substantial tax refund.
If we are required to record an accrual with regard to these cases or other similar cases, that may have a material adverse effect on our business, financial condition or results of operations. A New Mexico non-income tax audit completed in 2016 included tax periods for which the state tax authority had previously processed a substantial tax refund.
For example, we disclosed in November 2020 that we had begun the process of notifying current and former employees and would provide additional notifications as required by applicable state and federal law regarding a ransomware attack that 40 impacted a portion of our information technology systems and a limited amount of data that contained personally identifiable information and protected health information.
For example, we disclosed in November 2020 that we had begun the process of notifying current and former employees and would provide additional notifications as required by applicable state and federal law regarding a ransomware attack that 37 impacted a portion of our information technology systems and a limited amount of data that contained personally identifiable information and protected health information.
In the event we are not able to pass-through any portion of the tax increase, our results of operations, financial condition and cash flows could be adversely impacted. 37 Risks Related to Real Estate and Construction Matters Various risks associated with the ownership of real estate may increase costs, expose us to uninsured losses and adversely affect our financial condition and results of operations.
In the event we are not able to pass-through any portion of the tax increase, our results of operations, financial condition and cash flows could be adversely impacted. 34 Risks Related to Real Estate and Construction Matters Various risks associated with the ownership of real estate may increase costs, expose us to uninsured losses and adversely affect our financial condition and results of operations.
This important report includes enhanced disclosures related to our Board oversight of human rights and ESG matters, employee diversity and training programs, corporate governance, and environmental sustainability, including updated metrics and statistics for the calendar year 2022, in accordance with the new Universal Standards of the Global Reporting Initiative (GRI).
This important report includes enhanced disclosures related to our Board oversight of human rights and ESG matters, employee diversity and training programs, corporate governance, and environmental sustainability, including updated metrics and statistics for the calendar year 2023, in accordance with the new Universal Standards of the Global Reporting Initiative (GRI).
Additionally, new electronic monitoring products and technology face the uncertainty of customer acceptance and reaction from competitors. 38 Any negative changes in the level of acceptance of or resistance to the use of electronic monitoring products and services by governmental customers could have a material adverse effect on our business, financial condition and results of operations.
Additionally, new electronic monitoring products and technology face the uncertainty of customer acceptance and reaction from competitors. 35 Any negative changes in the level of acceptance of or resistance to the use of electronic monitoring products and services by governmental customers could have a material adverse effect on our business, financial condition and results of operations.
Federal, state and local tax rules can adversely impact our results of operations and financial position. We are subject to federal, state and local taxes in the United States, as well as in Australia, Canada, South Africa and the UK. Significant judgment is required in determining the provision for income taxes.
Risks Related to Taxes Federal, state and local tax rules can adversely impact our results of operations and financial position. We are subject to federal, state and local taxes in the United States, as well as in Australia, Canada, South Africa and the UK. Significant judgment is required in determining the provision for income taxes.
If infringement claims are brought against us, whether successfully or not, these assertions could distract 39 management from other tasks important to the success of our business, necessitate us expending potentially significant funds and resources to defend or settle such claims and harm our reputation.
If infringement claims are brought against us, whether successfully or not, these assertions could distract 36 management from other tasks important to the success of our business, necessitate us expending potentially significant funds and resources to defend or settle such claims and harm our reputation.
Our fifth annual ESG report also reinforces our commitment to providing enhanced rehabilitation and post-release support services through our award-winning GEO Continuum of Care® (CoC) program. Additionally, the Company undertook a Human Rights Risk Assessment and Due Diligence process.
Our sixth annual ESG report also reinforces our commitment to providing enhanced rehabilitation and post-release support services through our award-winning GEO Continuum of Care® (CoC) program. Additionally, the Company undertook a Human Rights Risk Assessment and Due Diligence process.
This process focused on identifying salient human rights and included interviews with and feedback from a diverse group of internal and external GEO stakeholders. The results of this due diligence process have been incorporated into the fourth annual Human Rights and ESG report.
This process focused on identifying salient human rights and included interviews with and feedback from a diverse group of internal and external GEO stakeholders. The results of this due diligence process have been incorporated into the sixth annual Human Rights and ESG report.
The market price of our common stock, Convertible Notes or other such instruments could decline as a result of sales of a large number of shares of our common stock in the market pursuant to an offering, or otherwise, or as a result of the perception or expectation that such sales or issuances could occur.
The market price of our common stock or other such instruments could decline as a result of sales of a large number of shares of our common stock in the market pursuant to an offering, or otherwise, or as a result of the perception or expectation that such sales or issuances could occur.
March or any other key member of our senior management team could materially adversely affect our business, financial condition or results of operations. In addition, the services we provide are labor-intensive.
Suchinski or any other key member of our senior management team could materially adversely affect our business, financial condition or results of operations. In addition, the services we provide are labor-intensive.
Marshals Service accounting for 16.7% and 16.2% of our total consolidated revenues for 2023 and 2022, respectively. However, no individual contract with these clients accounted for more than 10.0% of our total consolidated revenues for 2023 and 2022 except for our ISAP contract that accounted for 14.0% and 17% of our consolidated revenues, respectively.
Marshals Service accounting for 17.2% and 16.7% of our total consolidated revenues for 2024 and 2023, respectively. However, no individual contract with these clients accounted for more than 10.0% of our total consolidated revenues for 2024 and 2023 except for our ISAP contract that accounted for approximately 10% and 14% of our consolidated revenues, respectively.
We currently do not have interest rate protection agreements in place to protect against interest rate fluctuations on borrowings under our Exchange Credit Agreement.
We currently do not have interest rate protection agreements in place to protect against 27 interest rate fluctuations on borrowings under our Credit Agreement.
Although we successfully closed on a debt restructuring transaction that resulted in entering into our exchange credit agreement and the issuance of the second lien notes, financial institutions may be unwilling to engage with us in the future and this may restrict our access to the debt and capital markets to support our operations or refinance our indebtedness, including by obtaining debt financing, equity financing or selling assets on satisfactory terms, or at all.
Although we successfully closed on a debt restructuring transaction that resulted in entering into a new credit agreement and the issuance of the Secured Notes and the Unsecured Notes, financial institutions may be unwilling to engage with us in the future and this may restrict our access to the debt and capital markets to support our operations or refinance our indebtedness, including by obtaining debt financing, equity financing or selling assets on satisfactory terms, or at all.
If we issue more of our common stock or additional instruments exchangeable or convertible into or exercisable for our common stock, it may materially and adversely affect the price of our common stock and, in turn, the price of the Convertible Notes.
If we issue more of our common stock or additional instruments exchangeable or convertible into or exercisable for our common stock, it may materially and adversely affect the price of our common stock.
These contracts in the aggregate represented 9% and approximately $200 million of our 2023 consolidated revenues. We cannot in fact assure you that we will prevail in future re-bid situations or that any competitive re-bids we win will be on terms more favorable to us than those in existence with respect to the applicable expiring contract.
These contracts in the aggregate represented 21% and approximately $498 million of our 2024 consolidated revenues. We cannot in fact assure you that we will prevail in future re-bid situations or that any competitive re-bids we win will be on terms more favorable to us than those in existence with respect to the applicable expiring contract.
At the completion of the audit fieldwork, the Company received a notice of audit findings disallowing deductions that were previously claimed by the Company, approved by the state tax authority and served as the basis for the approved refund claim.
At the completion of the audit fieldwork, we received a notice of audit findings disallowing deductions that were previously claimed by us that was approved by the state tax authority and served as the basis for the approved refund claim.
Adverse developments in our relationship with our employees could adversely affect our business, financial condition or results of operations. At December 31, 2023, approximately 49% of our workforce was covered by collective bargaining agreements and, as of such date, collective bargaining agreements with approximately 27% of our employees were set to expire in less than one year.
Adverse developments in our relationship with our employees could adversely affect our business, financial condition or results of operations. At December 31, 2024, approximately 57% of our workforce was covered by collective bargaining agreements and, as of such date, collective bargaining agreements with approximately 17% of our employees were set to expire in less than one year.
These actions are still pending. During the fourth quarter of 2021, we received an unfavorable jury verdict and combined $23.2 million judgments in the retrial of two cases, State of Washington v. GEO Group and Nwauzor et al. v. GEO Group, in U.S.
During the fourth quarter of 2021, we received an unfavorable jury verdict and combined $23.2 million judgments in the retrial of two cases, State of Washington v. GEO Group and Nwauzor et al. v. GEO Group, in U.S.
If government agencies were to use these provisions to terminate, or renegotiate the terms of their agreements with us, our financial condition and results of operations could be materially adversely affected. As of December 31, 2023, 26 of our facility management contracts may be subject to competitive re-bid in 2024.
If government agencies were to use these provisions to terminate, or renegotiate the terms of their agreements with us, our financial condition and results of operations could be materially adversely affected. As of December 31, 2024, 18 of our facility management contracts, as well as certain of our other management contracts, may be subject to competitive re-bid in 2025.
As of December 31, 2023, we had the ability to borrow $189.2 million under our revolver, after applying the limitations and restrictions in our debt covenants and subject to our satisfying the relevant borrowing conditions under our senior credit facility with respect to the incurrence of additional indebtedness.
As of December 31, 2024, we had the ability to borrow $137.1 million under our revolver, after applying the limitations and restrictions in our debt covenants and subject to our satisfying the relevant borrowing conditions under our senior credit facility with respect to the incurrence of additional indebtedness.
These distributions may not be made. A substantial portion of our business is conducted by our subsidiaries. Therefore, our ability to meet our payment obligations on our indebtedness is substantially dependent on the earnings of certain of our subsidiaries and the payment of funds to us by our subsidiaries as dividends, loans, advances or other payments.
A substantial portion of our business is conducted by our subsidiaries. Therefore, our ability to meet our payment obligations on our indebtedness is substantially dependent on the earnings of certain of our subsidiaries and the payment of funds to us by our subsidiaries as dividends, loans, advances or other payments.
Our total consolidated indebtedness as of December 31, 2023 and 2022 was approximately $1.8 billion and $2.0 billion, respectively, excluding finance lease obligations of $1.3 million and $2.0 million, for the years ended December 31, 2023 and 2022, respectively.
Our total consolidated indebtedness as of December 31, 2024 and 2023 was approximately $1.7 billion and $1.8 billion, respectively, excluding finance lease obligations of $0.6 million and $1.3 million, for the years ended December 31, 2024 and 2023, respectively.
Risks Related to Our Common Stock • The market price of our common stock may vary substantially. • Future sales or issuances of shares of our common stock could adversely affect the market price of our common stock and may be dilutive to current shareholders. • Failure to maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 could have an adverse effect on our business and the trading price of our common stock. 24 • The Company could be negatively affected as a result of the actions of activist or hostile shareholders. • A “short squeeze” due to a sudden increase in demand for shares of our common stock that largely exceeds supply has led to, and may continue to lead to, extreme price volatility in shares of our common stock.
Risks Related to Our Common Stock • The market price of our common stock may vary substantially. • Expectations about the growth in the utilization of detention beds by the federal government may not be realized, which may adversely impact our stock price. • Future sales or issuances of shares of our common stock could adversely affect the market price of our common stock and may be dilutive to current shareholders. • Failure to maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 could have an adverse effect on our business and the trading price of our common stock. • The Company could be negatively affected as a result of the actions of activist or hostile shareholders. • A “short squeeze” due to a sudden increase in demand for shares of our common stock that largely exceeds supply has led to, and may continue to lead to, extreme price volatility in shares of our common stock.
For each of the years ended December 31, 2023 and 2022, our international operations accounted for approximately 8% of our consolidated revenues from operations. We face risks associated with our operations outside the United States.
For the years ended December 31, 2024 and 2023, our international operations accounted for approximately 9% and 8%, respectively, of our consolidated revenues from operations. We face risks associated with our operations outside the United States.
President Biden’s administration or a future administration may implement further executive orders or directives relating to federal criminal justice policies and immigration policies which may impact the federal government’s use of public-private partnerships with respect to correctional and detention needs, including with respect to our contracts, and/or may impact the budget and spending priorities of federal agencies, including ICE.
While this Executive Order has been revoked, a future administration may implement further executive orders or directives relating to federal criminal justice policies and immigration policies which may impact the federal government’s use of public-private partnerships with respect to correctional and detention needs, including with respect to our contracts, and/or may impact the budget and spending priorities of federal agencies, including ICE.
If we are unable to meet our debt service obligations, we may need to reduce capital expenditures, restructure or refinance our indebtedness, obtain additional equity financing or sell assets. The term loans and revolving credit commitments under our exchange credit agreement mature in March 2027.
If we are unable to meet our debt service obligations, we may need to reduce capital expenditures, restructure or refinance our indebtedness, obtain additional equity financing or sell assets. The term loan and revolving credit commitments under our credit agreement mature in April 2029.
As of December 31, 2023, we had the ability to borrow $189.2 million under the revolver after applying the limitations and restrictions in our debt covenants and subject to our satisfying the relevant borrowing conditions under the senior credit facility.
As of December 31, 2024, we had the ability to borrow $137.1 million under the revolver after applying the limitations and restrictions in our debt covenants and subject to our satisfying the relevant borrowing conditions under the senior credit facility.
As of December 31, 2023, we had the ability to borrow an additional $189.2 million under the revolver portion of our exchange credit agreement after applying the limitations and restrictions in our debt covenants and subject to our satisfying the relevant borrowing conditions under the senior credit facility.
As of December 31, 2024, we had the ability to borrow an additional $137.1 million under the revolver portion of our credit agreement after applying the limitations and restrictions in our debt covenants and subject to our satisfying the relevant borrowing conditions under the senior credit facility.
Still, some states were in a stronger position than others as they began to experience a public health emergency and their greatest fiscal and economic tests since the Great Recession of 2007-09.
Still, some states were in a stronger position than others as they began to experience a public health emergency and their greatest fiscal and economic tests since the Great Recession of 2007-09. GEO has numerous state clients across the country.
Risks Related to Legal, Regulatory and Compliance Matters • Failure to comply with regulations and contractual requirements could have a material adverse effect. • Our business operations expose us to various liabilities for which we may not have adequate insurance, including legal claims and proceedings, and may have a material adverse effect on our business, financial condition or results of operations.
Risks Related to Legal, Regulatory and Compliance Matters • Failure to comply with regulations and contractual requirements could have a material adverse effect. • Our business operations expose us to various liabilities for which we may not have adequate insurance, including legal claims and proceedings, and may have a material adverse effect on our business, financial condition or results of operations. • We may not be able to obtain or maintain the insurance levels required by our government contracts.
Marshals Service, accounted for 62.2% and 63.9% of our total consolidated revenues for the year ended December 31, 2023 and 2022, respectively, through multiple individual contracts, with the BOP accounting for 2.9% and 3.8% of our total consolidated revenues for 2023 and 2022, respectively, ICE accounting for 42.7% and 43.9% of our total consolidated revenues for 2023 and 2022, respectively, and the U.S.
Marshals Service, accounted for 61.8% and 62.2% of our total consolidated revenues for the year ended December 31, 2024 and 2023, respectively, through multiple individual contracts, with the BOP accounting for 3.1% and 2.9% of our total consolidated revenues for 2024 and 2023, respectively, ICE accounting for 41.5% and 42.7% of our total consolidated revenues for 2024 and 2023, respectively, and the U.S.
At December 31, 2023, we also had approximately AUD 53 million (or $36.1 million based on exchange rates at December 31, 2023) in letters of credit outstanding under our Australian letter of credit facility in connection with certain performance guarantees related to the Ravenhall Prison Project. Our substantial indebtedness could have important consequences.
At December 31, 2024, we also had approximately AUD53 million (or approximately $33 million based on exchange rates at December 31, 2024) in letters of credit outstanding under our Australian letter of credit facility in connection with certain performance guarantees related to the Ravenhall facility. Our substantial indebtedness could have important consequences.
In the event we or the guarantors become the subject of a bankruptcy, liquidation, dissolution, reorganization or similar proceeding, our assets and the assets of the guarantors securing indebtedness on a first-priority basis could not be used to pay you until after all such first-lien secured claims against us and the guarantors have been fully paid.
In the event we or the guarantors become the subject of a bankruptcy, liquidation, dissolution, reorganization or similar proceeding, our assets and the assets of the guarantors securing indebtedness could not be used to pay holders of the Unsecured Notes until after all secured claims against us and the guarantors have been fully paid.
The value of the collateral and the guarantees could be impaired in the future as a result of changing economic conditions, our failure to implement our business strategy, competition, liabilities and other future events.
The value of the collateral securing the Secured Notes could be impaired in the future as a result of changing economic conditions, our failure to implement our business strategy, competition and other future events or trends.
If our subsidiaries do not make such payments to us, our ability to repay our indebtedness may be materially adversely affected. For the year ended December 31, 2023, our subsidiaries accounted for 57.3% of our consolidated revenues, and as of December 31, 2023, our subsidiaries accounted for 92.5 % of our total assets.
If our subsidiaries do not make such payments to us, our ability to repay our indebtedness may be materially adversely affected. For the year ended December 31, 2024, our subsidiaries accounted for 54.9% of our consolidated revenues, and as of December 31, 2024, our subsidiaries accounted for 90.9% of our total assets.
We are dependent upon our senior management and our ability to attract and retain sufficient qualified personnel. We are dependent upon the continued service of each member of our senior management team, including George C. Zoley, Ph.D., our Executive Chairman, Brian R. Evans, our Chief Executive Officer, Shayn P.
We are dependent upon our senior management and our ability to attract and retain sufficient qualified personnel. We are dependent upon the continued service of each member of our senior management team, including George C. Zoley, Ph.D., our Executive Chairman, J. David Donahue, our Chief Executive Officer, Mark J.
While approximately 49% of our workforce is covered by collective bargaining agreements, increases in organizational activity or any future work stoppages could have a material adverse effect on our business, financial condition, or results of operations.
While approximately 57% of our workforce is covered by collective bargaining agreements, increases in organizational activity or any future work stoppages could have a material adverse effect on our business, financial condition, or results of operations. Our profitability may be materially adversely affected by inflation.
We have a substantial amount of goodwill and other intangible assets resulting from business acquisitions. As of December 31, 2023, we had $891.1 million of goodwill and other intangible assets.
We have a substantial amount of goodwill and other intangible assets resulting from business acquisitions. As of December 31, 2024, we had $882.6 million of goodwill and other intangible assets.
Our failure to purchase any of the second lien notes and senior notes would be a default under the indenture governing such notes, which in turn would trigger a default under the Exchange Credit Agreement and the indentures governing the other second lien notes and senior notes.
Our failure to purchase any of the Secured Notes and Unsecured Notes would be a default under the indenture governing such notes, which in turn would trigger a default under the Credit Agreement and the indenture governing the other series of notes.
In our Reentry Services segment, as of December 31, 2023, we were marketing 1,689 vacant beds with a net book value of approximately $37.2 million at three of our idle facilities to potential customers. The combined annual carrying cost of these idle facilities in 2024 is estimated to be $26.2 million, including depreciation expense of $17.9 million.
In our Reentry Services segment, as of December 31, 2024, we were marketing 1,189 vacant beds with a net book value of approximately $26.8 million at four of our idle facilities to potential customers. The combined annual carrying cost of these idle facilities in 2025 is estimated to be $33.0 million, including depreciation expense of $16.8 million.
As a result, a number of state and local governments may be under pressure to control additional spending or reduce current levels of spending which could limit or eliminate appropriations for the facilities that we operate.
In addition, domestically, federal, state and local governments have encountered, and may continue to encounter, unusual budgetary constraints. As a result, a number of state and local governments may be under pressure to control additional spending or reduce current levels of spending which could limit or eliminate appropriations for the facilities that we operate.
In October 2023, we issued our fifth Human Rights and ESG report. The publication of our fifth annual Human Rights and ESG report highlights our continued commitment to respecting the human rights and improving the lives of those entrusted to our care.
The publication of our sixth annual Human Rights and ESG report highlights our continued commitment to respecting the human rights and improving the lives of those entrusted to our care.
As of December 31, 2023 and 2022, we had $75.8 million and $77.6 million, respectively, outstanding in letters of credit and zero and $30.0 million, respectively, in borrowings outstanding under our revolver.
As of December 31, 2024 and 2023, we had $62.9 million and $75.8 million, respectively, outstanding in letters of credit and $110.0 million and zero, respectively, in borrowings outstanding under our revolver.
Risks Related to Our Business and Services • The loss of, or a significant decrease in revenues from, our limited number of customers could seriously harm our financial condition and results of operations. • Fluctuations in occupancy levels or participation in ISAP could cause a decrease in revenues and profitability. • State budgetary constraints may have a material adverse impact on us. • Loss of our facility management contracts could adversely affect our results of operations and liquidity. • Our growth depends on our ability to secure contracts to develop and manage new secure facilities, processing centers, and community based facilities and to secure contracts to provide electronic monitoring services, community based reentry services and monitoring and supervisions services, the demand for which is outside our control. • Competition for contracts may adversely affect the profitability of our business. • We are dependent on government appropriations. • Adverse publicity may negatively impact our ability to retain existing contracts and obtain new contracts. • We may incur significant start-up and operating costs on new contracts before receiving related revenues. • Catastrophic events could disrupt operations and otherwise materially adversely affect our business. • Our international operations expose us to risks that could materially adversely affect our financial conditions and results of operations. • We are dependent upon our senior management and our ability to attract and retain sufficient qualified personnel. • Adverse developments in our relationship with our employees could adversely affect our business, financial condition or results of operations. • Our profitability may be adversely affected by inflation. 23 Risks Related to Taxes and our Corporate Tax Structure • Our obligations to pay income taxes have increased beginning with our income taxes for the year ended December 31, 2021. • We may fail to realize the anticipated benefits of terminating our REIT election and becoming a taxable C Corporation for our fiscal year ended December 31, 2021 or those benefits may take longer to realize than expected. • Federal, state and local tax rules can adversely impact our results of operations and financial position.
Risks Related to Our Business and Services • The loss of, or a significant decrease in revenues from, our limited number of customers could seriously harm our financial condition and results of operations. • Efforts to reduce the U.S. federal deficit could adversely affect our liquidity, results of operations and financial condition. • Fluctuations in occupancy levels or participation in ISAP could cause a decrease in revenues and profitability. 22 • State budgetary constraints may have a material adverse impact on us. • Loss of our facility management contracts could adversely affect our results of operations and liquidity. • Our growth depends on our ability to secure contracts to develop and manage new secure facilities, processing centers, and community based facilities and to secure contracts to provide electronic monitoring services, community based reentry services and monitoring and supervisions services, the demand for which is outside our control. • Competition for contracts may adversely affect the profitability of our business. • We are dependent on government appropriations. • Adverse publicity may negatively impact our ability to retain existing contracts and obtain new contracts. • We may incur significant start-up and operating costs on new contracts before receiving related revenues. • Catastrophic events could disrupt operations and otherwise materially adversely affect our business. • Our international operations expose us to risks that could materially adversely affect our financial conditions and results of operations. • We are dependent upon our senior management and our ability to attract and retain sufficient qualified personnel. • Adverse developments in our relationship with our employees could adversely affect our business, financial condition or results of operations. • Our profitability may be adversely affected by inflation.
Sales or issuances of shares of our common stock, or the perception that such sales or issuances could occur, could adversely affect the price for our common stock. As of December 31, 2023, there were 187,500,000 shares of common stock authorized under our Articles of Incorporation, of which 126,087,401 shares were outstanding.
Sales or issuances of shares of our common stock, or the perception that such sales or issuances could occur, could adversely affect the price for our common stock. As of December 31, 2024, there were 225,000,000 shares of common stock authorized under our Articles of Incorporation, of which 140,181,318 shares were outstanding.
Secure Services segment, as of December 31, 2023, we were marketing 9,732 vacant beds with a net book value of approximately $251.2 million at seven of our idle facilities to potential customers.
Secure Services segment, as of December 31, 2024, we were marketing 10,486 vacant beds with a net book value of approximately $260.6 million at seven of our idle facilities to potential customers.
Investors that purchase shares of our common stock during a short squeeze may lose a significant portion of their investment. Item 1B. Unresolv ed Staff Comments None.
Investors that purchase shares of our common stock during a short squeeze may lose a significant portion of their investment.
March, our Acting Chief Financial Officer, Wayne Calabrese, our President and Chief Operating Officer, James H. Black, our Senior Vice President and President, Secure Services, Matthew Albence, our Senior Vice President, Client Relations and also our other executive officers. The unexpected loss of Dr. Zoley, Mr. Evans, Mr.
Suchinski, our Chief Financial Officer, Wayne Calabrese, our 33 President and Chief Operating Officer, Paul Laird, our Senior Vice President and President, Secure Services, Matthew Albence, our Senior Vice President, Client Relations and also our other executive officers. The unexpected loss of Dr. Zoley, Mr. Donahue, Mr.
Risks Related to Real Estate and Construction Matters • Various risks associated with the ownership of real estate may adversely affect our results of operations. • Risks related to facility construction and development activities may increase our costs.
Risks Related to Taxes • Federal, state and local tax rules can adversely impact our results of operations and financial position. Risks Related to Real Estate and Construction Matters • Various risks associated with the ownership of real estate may adversely affect our results of operations. • Risks related to facility construction and development activities may increase our costs.
Our profitability may be materially adversely affected by inflation. 35 Many of our facility management contracts provide for fixed management fees or fees that increase by only small amounts during their terms.
Many of our facility management contracts provide for fixed management fees or fees that increase by only small amounts during their terms.
Risks Related to Information Technology and Cybersecurity • The interruption, delay or failure of the provision of our services or information systems could adversely affect our business. Risks Related to Acquisitions and Dispositions • We may not be able to successfully identify or consummate acquisitions or dispositions. • Our goodwill or other intangible assets may become impaired.
Risks Related to Information Technology and Cybersecurity • The interruption, delay or failure of the provision of our services or information systems could adversely affect our business. • The failure to comply with data privacy, security and exchange legal requirements could have a material adverse impact on our business. 23 Risks Related to Acquisitions and Dispositions • We may not be able to successfully identify or consummate acquisitions or dispositions. • Our goodwill or other intangible assets may become impaired.
Any delays in payment, or the termination of a contract, could have a material adverse effect on our cash flow and financial condition, which may make it difficult to satisfy our payment obligations on our indebtedness, including the 10.500% Public Second Lien Notes, 9.500% Private Second Lien Notes, 6.50% Exchangeable Senior Notes, and the 6.00% Senior Notes and the Exchange Credit Agreement, in a timely manner.
Any delays in payment, or the termination of a contract, could have a material adverse effect on our cash flow and financial condition, which may make it difficult to satisfy our payment obligations on our indebtedness, including the Secured Notes, Unsecured Notes and the Credit Agreement, in a timely manner.
As of December 31, 2023, we had $906.7 million of indebtedness outstanding under our Exchange Credit Agreement, and a one percent increase in the interest rate applicable to our Exchange Credit Agreement would increase our annual interest expense by approximately $9 million. 28 We depend on distributions from our subsidiaries to make payments on our indebtedness.
As of December 31, 2024, we had $430.8 million of indebtedness outstanding under our Credit Agreement, and a one percent increase in the interest rate applicable to our Credit Agreement would increase our annual interest expense by approximately $4 million. We depend on distributions from our subsidiaries to make payments on our indebtedness. These distributions may not be made.
Risks Related to Our High Level of Indebtedness • Our level of indebtedness could adversely affect our financial condition and prevent us from fulfilling our debt service obligations. • We may still incur more indebtedness which could further exacerbate the risks we face. • Our borrowing costs and access to capital and credit markets could be adversely affected by a downgrade or potential downgrade of our credit ratings. • The covenants in the indentures governing our outstanding second lien notes, senior notes and our exchange credit agreement impose significant operating and financial restrictions. • Servicing our indebtedness will require a significant amount of cash. • An increase in interest rates would adversely affect cash flows. • We depend on distributions from our subsidiaries to make payments on our indebtedness.
Risks Related to Our High Level of Indebtedness • Our level of indebtedness could adversely affect our financial condition and prevent us from fulfilling our debt service obligations. • We are incurring significant indebtedness in connection with substantial ongoing capital expenditures. • We may still incur more indebtedness which could further exacerbate the risks we face. • Our borrowing costs and access to capital and credit markets could be adversely affected by a downgrade or potential downgrade of our credit ratings. • The covenants in the indentures governing our outstanding Secured and Unsecured Notes and our Credit Agreement impose significant operating and financial restrictions. • Servicing our indebtedness will require a significant amount of cash. • An increase in interest rates would adversely affect cash flows. • We depend on distributions from our subsidiaries to make payments on our indebtedness. • We may not be able to satisfy our repurchase obligations in the event of a change of control. • The Unsecured Notes and the guarantees on the Unsecured Notes will be effectively subordinated to our and the guarantors' senior secured indebtedness and structurally subordinated to the indebtedness of our subsidiaries that do not guarantee the Unsecured Notes • The value of collateral may not be sufficient to satisfy our obligations under the Secured Notes.
Our business may not be able to generate sufficient cash flow from operations or future borrowings may not be available to us under our Exchange Credit Agreement or senior credit facility or otherwise in an amount sufficient to enable us to pay our indebtedness or debt securities, including the 10.500% Public Second Lien Notes, 9.500% Private Second Lien Notes, 6.50% Exchangeable Senior Notes and the 6.00% Senior Notes, or to fund our other liquidity needs.
Our business may not be able to generate sufficient cash flow from operations or future borrowings may not be available to us under our Credit Agreement or otherwise in an amount sufficient to enable us to pay our indebtedness or debt securities, including the Secured Notes and the Unsecured Notes, or to fund our other liquidity needs.
Any claim for the difference between the amount, if any, realized by holders of first-priority liens or holders of the second lien notes from the sale of the collateral and the obligations of the Company and guarantors under the second lien notes will rank equally in right of payment with all of our other unsecured unsubordinated indebtedness and other obligations, including trade payables, the 5.875% Senior Notes and the 6.00% Senior Notes.
Any claim for the difference between the amount, if any, realized by holders of the Secured Notes from the sale of the collateral securing the Secured Notes and the obligations under the Secured Notes will rank equally in right of payment with all of our other unsecured unsubordinated indebtedness and other obligations, including trade payables.
Upon a change of control as specified in the indentures governing the terms of our second lien notes and senior notes, each holder of the 10.500% Public Second Lien Notes, 9.500% Private Second Lien Notes, 6.50% Exchangeable Senior Notes and the 6.00% Senior Notes will have the right to require us to repurchase their notes at 101% of their principal amount, plus accrued and unpaid interest, and liquidated damages, if any, to the date of repurchase.
Upon a change of control as specified in the indentures governing the terms of our Secured Notes and Unsecured Notes, each holder of the Secured Notes and Unsecured Notes will have the right to require us to repurchase their notes at 101% of their principal amount, plus accrued and unpaid interest, if any, to the date of repurchase.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

5 edited+1 added−2 removed8 unchanged
Biggest changeIdentified cybersecurity related risks are included in the risk universe that the ERM function evaluates to assess top risks to the enterprise on an annual basis. To the extent the ERM process identifies a heightened cybersecurity related risk, risk owners are assigned to develop risk mitigation plans, which are then tracked to completion.
Biggest changeTo the extent the ERM process identifies a heightened cybersecurity related risk, risk owners are assigned to develop risk mitigation plans, which are then tracked to completion. The ERM process’s annual risk assessment is presented to the Board.
There have been no risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect GEO, including its business strategy, results of operations, or financial condition.
“Risk Factors” for a discussion of cybersecurity risks. There have been no risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect GEO , including its business strategy, results of operations, or financial condition .
In addition, GEO has robust policies and procedures related to cybersecurity and general IT practices that include but are not limited to encryption standards, antivirus protection, remote access, multifactor authentication, confidential 47 information and the use of the internet, social media, email, and wireless devices.
In addition, GEO has robust policies and procedures related to cybersecurity and general IT practices that include but are not limited to encryption standards, antivirus protection, remote access, multifactor authentication, confidential information and the use of the internet, social media, email, and wireless devices. These policies go through an internal review process and are approved by appropriate members of management.
The ERM process’s annual risk assessment is presented to the Board. Notwithstanding the extensive approach we take to prevent cybersecurity breaches, we may not be successful in preventing or mitigating a cybersecurity incident that could have a material adverse financial impact to our business.
Notwithstanding the extensive approach we take to prevent cybersecurity breaches, we may not be successful in preventing or mitigating a cybersecurity incident that could have a material adverse financial impact to our business. While GEO maintains cybersecurity insurance, the costs related to cybersecurity threats or disruptions may not be fully insured. See Item 1A.
These initiatives are supported by a Managed Security Service Provider ("MSSP") that provides continuous intelligence and threat assessments, including such risks from cybersecurity threats associated with our use of any third-party service provider. Also, as part of the program, GEO engages third party cybersecurity organizations to perform bi-annual assessments of the environment.
Assessing, identifying, and managing cybersecurity related risks are integrated into our overall enterprise risk management (ERM) process. These initiatives are supported by a Managed Security Service Provider ("MSSP") that provides continuous intelligence and threat assessments, including such risks from cybersecurity threats associated with our use of any third-party service provider.
Removed
These policies go through an internal review process and are approved by appropriate members of management. Assessing, identifying, and managing cybersecurity related risks are integrated into our overall enterprise risk management (ERM) process.
Added
Also, as part of the program, GEO engages third party cybersecurity organizations to perform bi-annual assessments of the environment. Identified cybersecurity related risks are included in the risk universe that the ERM function evaluates to assess top risks to the enterprise on an annual basis.
Removed
While GEO maintains cybersecurity insurance, the costs related to cybersecurity threats or disruptions may not be fully insured. See Item 1A. “Risk Factors” for a discussion of cybersecurity risks.

Item 2. Properties

Properties — owned and leased real estate

1 edited+0 added−0 removed4 unchanged
Biggest changeWe consider our office space adequate for our current operations. See the Facilities and Day Reporting Centers listed under Item 1 for a list of the correctional, detention and reentry properties we own or lease in connection with our operations and specifically our U.S. Secure Services segment, our Reentry Services segment and our International Services segment.
Biggest changeWe consider our office space adequate for our current operations. See the Facilities and Day Reporting Centers listed under Item 1 for a list of the correctional, detention and reentry properties we own or lease in connection with our operations and specifically our U.S. Secure Services segment, our Reentry Services segment and our International Services segment. 45

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

28 edited+21 added−9 removed16 unchanged
Biggest changeIn February 2024, the Company received notice that the New Mexico Court of Appeals had ruled against its appeal. The Company plans to appeal this ruling to the State Supreme Court by timely filing a Petition for Writ of Certiorari. The Company disagrees with the assessment and intends to take all necessary steps to vigorously defend its position.
Biggest changeThe Company appealed this ruling to the New Mexico Supreme Court by timely filing a Petition for Writ of Certiorari on April 19, 2024. On July 8, 2024, the New Mexico Supreme Court denied the Company's Petition for Writ of Certiorari.
Post judgment interest is accruing on these judgments in accordance with Washington law. The trial court has waived the necessity to post a supersedeas bond for the combined judgments and has stayed enforcement of the verdict and judgments while GEO’s appeal to the U.S. Court of Appeals for the Ninth Circuit is pending.
Post-judgment interest is accruing on these judgments in accordance with Washington law. The trial court waived the necessity to post a supersedeas bond for the combined judgments and has stayed enforcement of the verdict and judgments while GEO’s appeal to the U.S. Court of Appeals for the Ninth Circuit is pending.
The California court has certified a class of individuals who have been civilly detained at the Company's Adelanto Facility from December 19, 2014, until the date of final judgment. On March 31, 2022, the court entered a stay until the Ninth Circuit rules on the Washington State lawsuits.
The California court has certified a class of individuals who have been civilly detained at the Company's Adelanto Facility from December 19, 2014, until the date of final judgment. On March 31, 2022, the court entered a stay until the Ninth Circuit rules on the State of Washington lawsuits.
The plaintiffs claimed that Washington minimum wage laws should be enforced with respect to detainees who volunteer to participate in a VWP administered by GEO at the Northwest ICE Processing Center (the "Center") as required by the U.S. Department of Homeland Security under the terms of GEO’s contract.
The plaintiffs claimed that State of Washington minimum wage laws should be enforced with respect to detainees who volunteer to participate in a VWP administered by GEO at the Northwest ICE Processing Center (the "Center") as required by the U.S. Department of Homeland Security under the terms of GEO’s contract.
GEO filed both a motion to stay the action pending the Ninth Circuit's decision in the Washington State lawsuits and a motion to dismiss the action in its entirety. On July 10, 2023, the court entered a stay until the Ninth Circuit rules on the Washington State lawsuits.
GEO filed both a motion to stay the action pending the Ninth Circuit's decision in the State of Washington lawsuits and a motion to dismiss the action in its entirety. On July 10, 2023, the court entered a stay until the Ninth Circuit rules on the State of Washington lawsuits.
At the completion of the audit fieldwork, the Company received a notice of audit findings disallowing deductions that were previously claimed by the Company, approved by the state tax authority and served as the basis for the approved refund claim.
At the completion of the audit fieldwork, the Company received a notice of audit findings disallowing deductions that were previously claimed by the Company that was approved by the state tax authority and served as the basis for the approved refund claim.
The state-court complaint alleges breach of fiduciary duty and unjust enrichment claims against the State Court Defendants relating to purported healthcare and quality of care deficiencies, an allegedly inadequate response to the COVID-19 pandemic, alleged forced labor by detainees, and alleged exposure to pending litigation, which purportedly led to damage to GEO.
The state-court Fang complaint alleged breach of fiduciary duty and unjust enrichment claims against the State-Court Defendants relating to purported healthcare and quality of care deficiencies, an allegedly inadequate response to the COVID-19 pandemic, alleged forced labor by detainees, and alleged exposure to pending litigation, which purportedly led to damage to GEO.
Item 3. Legal Proceedings Shareholder and Derivative Litigation On July 7, 2020, a putative shareholder class action lawsuit was filed against the Company and its officers George C. Zoley and Brian R. Evans in the U.S. District Court for the Southern District of Florida.
Item 3. Legal Proceedings Shareholder and Derivative Litigation On July 7, 2020, a putative shareholder class action lawsuit was filed against the Company and its current and former officers George C. Zoley and Brian R. Evans in the U.S. District Court for the Southern District of Florida.
On December 21, 2023, the Washington Supreme Court issued an opinion answering the questions certified by the Ninth Circuit. Under the Ninth Circuit’s March 7, 2023 order certifying the above questions to the Washington Supreme Court, the Ninth Circuit has resumed control and jurisdiction over the Washington State lawsuits.
On December 21, 2023, the Washington Supreme Court issued an opinion answering the questions certified by the Ninth Circuit. Under the Ninth Circuit’s March 7, 2023 order certifying the above questions to the Washington Supreme Court, the Ninth Circuit resumed control and jurisdiction over the State of Washington lawsuits.
On February 21, 2024, the United States Department of Justice filed its Amicus Curiae in Support of GEO, arguing that the Washington judgments should be reversed because the Supremacy Clause precludes application of the Washington Minimum Wage Statute to work programs for federal detainees.
On February 21, 2024, the United States Department of Justice filed its Brief for the United States as Amicus Curiae in Support of GEO, arguing that the State of Washington judgments should be reversed because the Supremacy Clause precludes application of the Washington Minimum Wage Statute to work programs for federal detainees.
In its Brief, the Department of Justice asserts that application of the Washington law independently contravenes intergovernmental immunity because it would make federal detainees subject to provisions that do not apply, and never have applied, to persons in state custody, singling out a contractor with the federal government for obligations Washington does not itself bear.
In its Brief, the Department of Justice asserted that application of the Washington law independently contravened intergovernmental immunity because it would make federal detainees subject to provisions that do not apply, and never have applied, to persons in state custody, singling out a contractor with the federal government for obligations Washington does not itself bear.
District Court for the Southern District of Florida against the Company, the State Court Defendants, as well as then current and former Company officers David Venturella and J. David Donahue (collectively, the “Derivative Defendants”). Third, on August 24, 2022, a putative stockholder derivative complaint was filed in the U.S.
District Court for the Southern District of Florida against the Company, the State-Court Defendants, as well as then current and former Company officers David Venturella and J. David Donahue (collectively, the “Derivative Defendants”). Third, on August 24, 2022, a putative stockholder derivative complaint was filed by Gerardo Maldonado Jr., a purported stockholder, in the U.S.
Current and former detainees of the Mesa Verde ICE Processing Center and the Golden State Annex ICE Processing Center filed a class action lawsuit on July 13, 2022, against the Company in the U.S. District Court for the Eastern District of California, Fresno Division. This lawsuit is similar to the cases in Colorado, Washington and California discussed above.
Current and former detainees of the Mesa Verde ICE Processing Center and the Golden State Annex ICE Processing Center filed a class action lawsuit on July 13, 2022, against the Company in the U.S. District Court for the Eastern District of California, Fresno Division.
Accruals for Legal Proceedings The Company establishes accruals for specific legal proceedings when it is considered probable that a loss has been incurred and the amount of the loss can be reasonably estimated.
The managed audit is ongoing at this time. 48 Accruals for Legal Proceedings The Company establishes accruals for specific legal proceedings when it is considered probable that a loss has been incurred and the amount of the loss can be reasonably estimated.
The first of the two Washington State lawsuits was filed on September 26, 2017, by immigration detainees against the Company in the U.S. District Court for the Western District of Washington.
GEO Group, was filed on September 26, 2017, by immigration detainees against the Company in the U.S. District Court for the Western District of Washington.
House Bill 1470 also creates a statutory regime of civil penalties applicable to private detention facilities for violations of House Bill 1470 detention standards, and purports to create a private right of action for detainees aggrieved by violations of the statute. The Company is awaiting a ruling on its complaint from the U.S.
House Bill 1470 also creates a statutory regime of civil penalties applicable to private detention facilities for violations of House Bill 1470 detention standards, and purports to create a private right of action for detainees aggrieved by violations of the statute. On March 8, 2024, the U.S.
District Court for the Western District of Washington against the State of Washington for declaratory and injunctive relief challenging the State of Washington’s newly enacted law – House Bill 1090 – that purports to prohibit the operation of "private detention facilities" in the state, which would prevent the United States from using privately contracted detention facilities to house detainees in the custody of ICE.
District Court for the District of New Jersey against the State of New Jersey for declaratory and injunctive relief challenging the State of New Jersey’s Assembly Bill 5207 – that purports to prohibit the operation of "private detention facilities" in the state, which would prevent the United States from using privately contracted detention facilities to house detainees in the custody of ICE.
The Company's accruals for loss contingencies are reviewed quarterly and adjusted as 50 additional information becomes available. The Company generally does not accrue for anticipated legal fees and costs but expenses those items as incurred.
The Company's accruals for loss contingencies are reviewed quarterly and adjusted as additional information becomes available. The Company generally does not accrue for anticipated legal fees and costs but expenses those items as incurred. Item 4. Mine Saf ety Disclosures Not applicable. 49 PAR T II
On November 16, 2023, the court entered a Judgment and dismissed the case. On July 13, 2023, the Company filed a lawsuit in the U.S. District Court for the Western District of Washington against the State of Washington for declaratory and injunctive relief challenging the State of Washington’s newly enacted law – House Bill 1470.
Challenges to State Legislation that Conflict with Federal Contracts 47 On July 13, 2023, the Company filed a lawsuit in the U.S. District Court for the Western District of Washington against the State of Washington for declaratory and injunctive relief challenging the State of Washington’s newly enacted law – House Bill 1470.
Evans, Ann M. Schlarb, Richard H. Glanton, Anne N. Foreman, Christopher C. Wheeler, Julie M. Wood, Guido van Hauwermeiren, Scott M. Kernan, and Duane Helkowski (collectively, the “State Court Defendants”). Second, on November 12, 2021, a putative shareholder derivative complaint was filed in the U.S.
Wood, Guido van Hauwermeiren, Scott M. Kernan, and Duane Helkowski (collectively, the “State-Court Defendants”). Second, on November 12, 2021, a putative shareholder derivative complaint was filed by Rui Zhang, a purported stockholder, in the U.S.
The federal-court complaints make similar allegations of breach of fiduciary duty as to the Derivative Defendants, and also allege that the Derivative Defendants violated Section 10(b) of the Exchange Act, and Rule 10b-5 promulgated thereunder and that Mr. Zoley contributed to alleged violations of Sections 10(b) and 21D of the Exchange Act. These cases are currently stayed.
The Zhang and Maldonado federal-court complaints make similar allegations of breach of fiduciary duty as to the Derivative Defendants, asserted claims for unjust enrichment and waste of corporate assets, and also alleged that the Derivative Defendants violated Section 10(b) of the Exchange Act, and Rule 10b-5 promulgated thereunder and that Mr.
Legal proceedings with respect to our facilities are unpredictable and, where material, can cause adverse effects, such as prompting modification or even termination of the underlying facility management contracts.
Legal proceedings with respect to our facilities are unpredictable and, where material, can cause adverse effects, such as prompting modification or even termination of the underlying facility management contracts. Other Assessment A New Mexico non-income tax audit completed in 2016 included tax periods for which the state tax authority had previously processed a substantial tax refund.
The Company has established an estimated liability based on its estimate of the most probable loss based on the facts and circumstances known to date and the advice of outside counsel in connection with this matter. Item 4. Mine Saf ety Disclosures Not applicable. 51 PAR T II
The Company had established an estimated liability (inclusive of both the audit period and the post-audit period) based on its estimate of the most probable loss based on the facts and circumstances known and the advice of outside counsel in connection with this matter.
All trial dates are currently stayed by court order pending appeal of certain of GEO's defenses to the 10th Circuit Court of Appeal. Oral argument before the 10th Circuit was held on September 18, 2023. Since the Colorado suit was initially filed, four similar lawsuits have been filed - two in Washington State and two in California.
All trial dates were stayed by court order pending appeal of certain of GEO's defenses to the Tenth Circuit Court of Appeal. Oral argument before the Tenth Circuit was held on September 18, 2023.
In early January 2017, the Company received a formal Notice of Assessment of Taxes and Demand for Payment from the taxing authority disallowing the deductions. The total tax, penalty and interest related to the assessment is approximately $21.1 million. The Company appealed the administrative ruling.
In early January 2017, the Company received a formal Notice of Assessment of Taxes and Demand for Payment from the taxing authority disallowing the deductions. The Company appealed the administrative ruling. In February 2024, the Company received notice that the New Mexico Court of Appeals had ruled against its appeal.
These cases generally allege breaches of fiduciary duties related to the same underlying matters alleged in the class action above. First, on July 1, 2021, a putative shareholder derivative complaint was filed in Palm Beach County, Florida Circuit Court against the Company, as well as current and 48 former Company directors and officers George C. Zoley, Jose Gordo, Brian R.
First, on July 1, 2021, a putative shareholder derivative complaint was filed by Anning Fang, a purported stockholder, in Palm Beach County, Florida Circuit Court against the Company, as well as current and former Company directors and officers George C. Zoley, Jose Gordo, Brian R. Evans, Ann M. Schlarb, Richard H. Glanton, Anne N. Foreman, Christopher C. Wheeler, Julie M.
GEO believes it operates the VWP in full compliance with its contract with ICE and all applicable laws, regulations, and standards. GEO strongly disputes the claims made in these lawsuits, and intends to take all necessary steps to vigorously defend itself from these lawsuits.
GEO strongly disputes the claims made in these lawsuits, and intends to take all necessary steps to vigorously defend itself from these lawsuits. GEO has not recorded any accruals relating to these lawsuits at this time as losses are not considered probable.
The Department of Justice also contends that the immigration statutory structure approved by Congress does not contemplate a role for states or state law in governing the Voluntary Work Program for federal detainees. 49 In California, a class-action lawsuit was filed on December 19, 2017, by immigration detainees against the Company in the U.S.
The Department of Justice also contended that the immigration statutory structure approved by Congress does not contemplate a role for states or state law in governing the VWP for federal detainees. On January 16, 2025, the Ninth Circuit Court of Appeals issued an Opinion by a 2-1 vote affirming the lower court’s decision. That Opinion includes a 24-page dissenting opinion.
Removed
On November 18, 2020, the lead plaintiffs, James Michael DeLoach and Edward Oketola, filed a consolidated class action amended complaint against Messrs. Zoley and Evans––as well as then current and former Company officers J. David Donahue and Ann M. Schlarb. On September 23, 2021, the court dismissed all claims against Messrs. Evans and Donahue, and Ms.
Added
These cases generally alleged breaches of fiduciary duties premised on alleged materially false and misleading statements and/or omissions related to pending litigation, as alleged in the shareholder class action.
Removed
Schlarb, and dismissed all claims against GEO and Mr. Zoley other than claims related to GEO's disclosures about pending litigation. On October 4, 2021, plaintiffs filed a consolidated class action second amended complaint. The second amended complaint alleged that GEO and Mr.
Added
Zoley contributed to alleged violations of Sections 10(b) and 21D of the Exchange Act. Following mediation, the Zhang parties reached an agreement to resolve all derivative claims with the Company agreeing to adopt certain corporate governance policies. On September 6, 2024, the Zhang court entered an Order Approving Final Settlement and Final Judgment.
Removed
Zoley violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), and Rule 10b-5 promulgated thereunder, and alleged that Mr.
Added
The approval of the settlement by the Zhang court released all of the claims asserted in the Fang and Maldonado complaints as well. Thus, the Fang parties and the Maldonado parties agreed to dismissals with prejudice of those respective derivative actions.
Removed
Zoley violated Section 20(a) of the Exchange Act, by making materially false and misleading statements and/or omissions related to pending litigation, and sought relief individually and on behalf of a putative class consisting of all persons and entities––other than the defendants, the officers and directors of the Company, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which the defendants have or had a controlling interest––who purchased or otherwise acquired the Company’s securities during the alleged class period from November 9, 2018 to August 5, 2020, inclusive.
Added
On November 7, 2024, following a Joint Stipulation of Dismissal with Prejudice, the Fang court entered a Final Order of Dismissal with Prejudice. Similarly, on November 21, 2024, following a Stipulation and Proposed Order Voluntarily Dismissing Action, the Maldonado court entered an Order Closing Case and Dismissing with Prejudice.
Removed
The second amended complaint sought damages, interest, attorneys’ fees, expert fees, other costs, and such other relief as the court deemed proper. On June 21, 2022, the court dismissed all claims in the second amended complaint other than those related to the Company’s statements about pending lawsuits made prior to July 17, 2019.
Added
On October 22, 2024, the Tenth Circuit Court of Appeals issued an Order finding appellate review of GEO’s claim of immunity was premature and, therefore, the Tenth Circuit Court of Appeals was currently without jurisdiction to consider the merits of GEO’s claimed immunity.
Removed
GEO has not recorded any accruals relating to these lawsuits at this time as losses are not considered probable. Challenges to State Legislation that Conflict with Federal Contracts On April 29, 2021, the Company filed a lawsuit in the U.S.
Added
On January 13, 2025, GEO filed a Petition for Writ of Certiorari with the United States Supreme Court seeking review of the Tenth Circuit Court of Appeals’ decision. All trial dates remain stayed. 46 The first of two State of Washington lawsuits, Nwauzor et al. v.
Removed
The court entered a stay of this action pending the final resolution of the AB-32 appeal. On June 22, 2023, the State of Washington filed a stipulation indicating, among other things, that it will not enforce House Bill 1090 against GEO for its operation of the Northwest ICE Processing Center.
Added
The Center houses persons in the custody of federal immigration authorities while the federal government is determining their immigration status. In October 2021, an unfavorable jury verdict and court judgment resulting in a combined $23.2 mil was filed on September 26, 2017, by immigration detainees against the Company in the U.S. District Court for the Western District of Washington.
Removed
District Court for the Western District of Washington.
Added
The second lawsuit was filed on September 20, 2017, by the State Attorney General against the Company in the Superior Court of the State of Washington for Pierce County, which the Company removed to the U.S. District Court for the Western District of Washington on October 9, 2017.
Removed
Other Assessment A state non-income tax audit completed in 2016 included tax periods for which the state tax authority had previously processed a substantial tax refund.
Added
The plaintiffs claimed that State of Washington minimum wage laws should be enforced with respect to detainees who volunteer to participate in a VWP administered by GEO at the Northwest ICE Processing Center (the "Center") as required by the U.S. Department of Homeland Security under the terms of GEO’s contract.
Added
On February 6, 2025, GEO timely filed its Petition for Rehearing En Banc. A final mandate has not been issued by the Ninth Circuit and the appeal remains pending until resolution of the Petition for Rehearing.
Added
On February 12, 2025, the United States Department of Justice filed a Motion for 30-day extension of time to file an Amicus Brief supporting GEO’s Petition for Rehearing En Banc. In California, a class action lawsuit was filed on December 19, 2017, by immigration detainees against the Company in the U.S.
Added
On February 10, 2025, the Court denied plaintiffs’ request to lift the stay until the Ninth Circuit rules on GEO’s Petition for Rehearing En Banc. GEO believes it operates the VWP in full compliance with its contract with ICE and all applicable laws, regulations, and standards.
Added
District Court for the Western District of Washington entered an order preliminarily enjoining the enforcement of House Bill 1470 against GEO as the operator of the Northwest ICE Processing Center. On April 29, 2024, the State of Washington filed a Notice of Appeal of the order preliminarily enjoining the enforcement of House Bill 1470. On February 14, 2025, the U.S.
Added
Court of Appeals for the Ninth Circuit heard arguments on the State of Washington’s appeal. On April 15, 2024, the Company filed a lawsuit in the U.S.
Added
On April 25, 2024, the U.S. District Court for the District of New Jersey entered an order preliminarily enjoining the State of New Jersey from enforcing Assembly Bill 5207 against a private detention facility-including any owned by Plaintiff GEO until a further Order of the Court. On October 22, 2024, the Company filed a lawsuit in the U.S.
Added
District Court for the Eastern District of California against the State of California and the Kern County Public Health Department for declaratory and injunctive relief challenging the State of California’s newly enacted law – Senate Bill 1132. Senate Bill 1132 purports to empower state agencies with new inspection and investigation powers over GEO’s California facilities providing contracted services to ICE.
Added
Senate Bill 1132 also purports to impose standards prescribed by the Board of State and Community Corrections on GEO’s provision of contracted services to ICE in California. The State of California and Kern County filed a motion to dismiss on December 20, 2024. The U.S.
Added
District Court is scheduled to hear arguments on GEO’s motion for declaratory and injunctive relief and the defendants’ motion to dismiss on March 3, 2025.
Added
In July 2024, the Company made a payment of approximately $18.9 million towards the estimated liability related to the assessment for the audited period.
Added
Following the submission of an application in September 2024, the Company was accepted to participate in the State's managed audit program and entered into a Managed Audit Agreement (the "Agreement") with the New Mexico Taxation and Revenue Department for the post-audit period.
Added
The Agreement provides for a waiver of penalties and interest and as such, the Company recorded a favorable adjustment for penalties and interest related to the post-audit period of approximately $6.3 million in the third quarter of 2024.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

1 edited+0 added−0 removed0 unchanged
Biggest changeItem 4. Mine Safety Disclosures 51 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 52 Item 6. [ Reserved] 53 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 54 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 75 Item 8.
Biggest changeItem 4. Mine Safety Disclosures 49 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 50 Item 6. [ Reserved] 51 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 52 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 71 Item 8.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

4 edited+1 added−1 removed2 unchanged
Biggest changeREIT Index December 31, 2018 $ 100.00 $ 100.00 $ 100.00 $ 100.00 December 31, 2019 $ 93.20 $ 123.72 $ 137.19 $ 120.94 December 31, 2020 $ 48.28 $ 146.44 $ 167.32 $ 107.50 December 31, 2021 $ 43.48 $ 166.50 $ 216.00 $ 149.18 December 31, 2022 $ 61.44 $ 130.60 $ 193.17 $ 108.40 December 31, 2023 $ 62.07 $ 150.31 $ 230.11 $ 118.12 Assumes $100 invested on December 31, 2018 in our common stock and the respective Index. * Total return assumes reinvestment of dividends. 52
Biggest changeREIT Index December 31, 2019 $ 100.00 $ 100.00 $ 100.00 $ 100.00 December 31, 2020 $ 51.80 $ 118.36 $ 121.96 $ 88.89 December 31, 2021 $ 46.66 $ 134.57 $ 157.44 $ 123.35 December 31, 2022 $ 65.92 $ 105.56 $ 140.80 $ 89.63 December 31, 2023 $ 65.20 $ 121.49 $ 167.73 $ 97.67 December 31, 2024 $ 168.45 $ 133.52 $ 195.97 $ 102.15 Assumes $100 invested on December 31, 2019 in our common stock and the respective Index. 50 * Total return assumes reinvestment of dividends.
Comparison of Five-Year Cumulative Total Return* The GEO Group, Inc., Russell 2000, S&P 500 Commercial Services and Supplies Index and MSCI U.S. REIT Index (Performance through December 31, 2023) The GEO Group, Inc. Russell 2000 S&P 500 Commercial Services & Supplies MSCI U.S.
Comparison of Five-Year Cumulative Total Return* The GEO Group, Inc., Russell 2000, S&P 500 Commercial Services and Supplies Index and MSCI U.S. REIT Index (Performance through December 31, 2024) The GEO Group, Inc. Russell 2000 S&P 500 Commercial Services & Supplies MSCI U.S.
Item 5. Market for Registrant’s Common Equity, Related Sto ckholder Matters and Issuer Purchases of Equity Securities Our common stock trades on the New York Stock Exchange under the symbol “GEO.” As of February 21, 2024, we had 492 shareholders of record.
Item 5. Market for Registrant’s Common Equity, Related Sto ckholder Matters and Issuer Purchases of Equity Securities Our common stock trades on the New York Stock Exchange under the symbol “GEO.” As of February 24, 2025, we had 510 shareholders of record.
In connection with terminating GEO’s REIT status, the Board also voted unanimously to discontinue our quarterly dividend payments and prioritize allocating GEO’s free cash flow to reduce debt.
Shareholders of record does not include shareholders who own shares held in "street name." In connection with terminating GEO's REIT status in 2021, the Board also voted unanimously to discontinue our quarterly dividend payments and prioritize allocating GEO's free cash flow to reduce debt.
Removed
Shareholders of record does not include shareholders who own shares held in "street name." As discussed above, on December 2, 2021, GEO’s Board unanimously approved a plan to terminate our REIT status and become a taxable C Corporation, effective for the year ended December 31, 2021.
Added
Any future determination to pay dividends will be made at the discretion of our Board, subject to applicable laws and will depend upon, among other factors, our results of operations, financial condition, contractual restrictions and capital requirements.

Item 7. Management's Discussion & Analysis

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

120 edited+30 added−66 removed85 unchanged
Biggest changeImportant factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements, or “cautionary statements,” include, but are not limited to: • our ability to timely build and/or open facilities as planned, successfully manage such facilities and successfully integrate such facilities into our operations without substantial additional costs; • our ability to estimate the government’s level of utilization of public-private partnerships for secure services and the impact of any modifications or reductions by our government customers of their utilization of public-private partnerships; • our ability to accurately project the size and growth of public-private partnerships for secure services in the U.S. and internationally and our ability to capitalize on opportunities for public-private partnerships; • our ability to successfully respond to any challenges or concerns that our government customers may raise regarding their use of public-private partnerships for secure services, including finding other government customers or alternative uses for facilities where a government customer has discontinued or announced that a contract with us will be discontinued; • the impact of adopted or proposed executive action or legislation aimed at limiting public-private partnerships for secure facilities, processing centers and community reentry centers or limiting or restricting the business and operations of financial institutions or others who do business with us; • our ability to successfully respond to delays encountered by states pursuing public-private partnerships for secure services and cost savings initiatives implemented by a number of states; • our ability to activate the inactive beds at our idle facilities; • our ability to maintain or increase occupancy rates at our facilities and the impact of fluctuations in occupancy levels on our revenues and profitability; • the impact of our termination of our REIT election and the discontinuation of quarterly dividend payments and our ability to maximize the use of cash flows to repay debt, deleverage and internally fund growth; • we may fail to realize the anticipated benefits of terminating our REIT election or those benefits may take longer to realize than expected, if at all, or may not offset the costs of terminating our REIT election and becoming a taxable C Corporation; • if we failed to remain qualified as a REIT for those years we elected REIT status, we would be subject to additional corporate income taxes and would not be able to deduct distributions to shareholders when computing our taxable income for those years; • our ability to expand, diversify and grow our secure services, reentry, community-based services, monitoring services, evidence-based supervision and treatment programs and secure transportation services businesses; • our ability to win management contracts for which we have submitted proposals, retain existing management contracts, prevail in any challenge or protest involving the award of a management contract and meet any performance standards required by such management contracts; 71 • our ability to raise new project development capital given the often short-term nature of the customers’ commitment to use newly developed facilities; • our ability to develop long-term earnings visibility; • our ability to successfully conduct our operations in the United Kingdom and South Africa through joint ventures; • the impact of the LIBOR transition; • the instability of foreign exchange rates, exposing us to currency risks in Australia, the United Kingdom, and South Africa, or other countries in which we may choose to conduct our business; • an increase in unreimbursed labor rates; • our exposure to rising medical costs; • our ability to manage costs and expenses relating to ongoing litigation arising from our operations; • our ability to successfully pursue an appeal to reverse the recent unfavorable verdict and judgments in the retrial of the lawsuits in the State of Washington, our company being required to record an accrual for the judgments in the future, and our ability to defend similar other pending litigation and the effect such litigation may have on our company; • our ability to accurately estimate on an annual basis, loss reserves related to general liability, workers’ compensation and automobile liability claims; • our ability to fulfill our debt service obligations and its impact on our liquidity; • our ability to deleverage and repay, refinance or otherwise address our debt maturities in an amount or on the timeline we expect, or at all; • despite current indebtedness levels, we may still incur more indebtedness, which could further exacerbate the risks relating to our indebtedness; • the covenants in the indentures governing the Convertible Notes, the 6.00% Senior Notes due 2026 and the covenants in the indentures governing the 2028 Registered Notes, the 2028 Private Exchange Notes and the Exchange Credit Agreement impose significant operating and financial restrictions which may adversely affect our ability to operate our business; • servicing our indebtedness will require a significant amount of cash and our ability to generate cash depends on many factors beyond our control and we may not be able to generate the cash required to service our indebtedness; • because portions of our senior indebtedness have floating interest rates, an increase in interest rates would adversely affect cash flows; • we depend on distributions from our subsidiaries to make payments on our indebtedness and these distributions may not be made; • we may not be able to satisfy our repurchase obligations in the event of a change of control because the terms of our indebtedness or lack of funds may prevent us from doing so; • the conditional exchange feature of the 6.5% Exchangeable Senior Notes, if triggered, may adversely affect our financial condition; • the second lien notes and the related guarantees are effectively subordinated to our and our subsidiary guarantors' current senior secured indebtedness and structurally subordinated to the indebtedness of our subsidiaries that do not guarantee the second lien notes; • it may be difficult to realize the value of the collateral securing the second lien notes and related guarantees; • our ability to identify and successfully complete any potential sales of additional Company-owned assets and businesses on commercially advantageous terms on a timely basis, or at all; • from time to time, we may not have a management contract with a client to operate existing beds at a facility or new beds at a facility that we are expanding, and we cannot assure you that such a contract will be obtained.
Biggest changeImportant factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements, or “cautionary statements,” include, but are not limited to: • our ability to timely build and/or open facilities as planned, successfully manage such facilities and successfully integrate such facilities into our operations without substantial additional costs; 67 • our ability to estimate the government’s level of utilization of public-private partnerships for secure services and the impact of any modifications or reductions by our government customers of their utilization of public-private partnerships; • our ability to accurately project the size and growth of public-private partnerships for secure services in the U.S. and internationally and our ability to capitalize on opportunities for public-private partnerships; • our ability to successfully respond to any challenges or concerns that our government customers may raise regarding their use of public-private partnerships for secure services, including finding other government customers or alternative uses for facilities where a government customer has discontinued or announced that a contract with us will be discontinued; • the impact of adopted or proposed executive action or legislation aimed at limiting public-private partnerships for secure facilities, processing centers and community reentry centers or limiting or restricting the business and operations of financial institutions or others who do business with us; • our ability to successfully respond to delays encountered by states pursuing public-private partnerships for secure services and cost savings initiatives implemented by a number of states; • our ability to activate the inactive beds at our idle facilities; • our ability to maintain or increase occupancy rates at our facilities and the impact of fluctuations in occupancy levels or participants in ISAP on our revenues and profitability; • our ability to expand, diversify and grow our secure services, reentry, community-based services, monitoring services, evidence-based supervision and treatment programs and secure transportation services businesses; • our ability to win management contracts for which we have submitted proposals, retain existing management contracts, prevail in any challenge or protest involving the award of a management contract and meet any performance standards required by such management contracts; • our ability to raise new project development capital given the often short-term nature of the customers’ commitment to use newly developed facilities; • our ability to develop long-term earnings visibility; • our ability to successfully conduct our operations in the United Kingdom and South Africa through joint ventures; • the instability of foreign exchange rates, exposing us to currency risks in Australia, the United Kingdom, and South Africa, or other countries in which we may choose to conduct our business; • an increase in unreimbursed labor rates; • our exposure to rising medical costs; • our ability to manage costs and expenses relating to ongoing litigation arising from our operations; • our ability to successfully pursue an appeal to reverse the recent unfavorable verdict and judgments in the retrial of the lawsuits in the State of Washington, our company being required to record an accrual for the judgments in the future, and our ability to defend similar other pending litigation and the effect such litigation may have on our company; • our ability to accurately estimate on an annual basis, loss reserves related to general liability, workers’ compensation and automobile liability claims; • our ability to fulfill our debt service obligations and its impact on our liquidity; • our ability to deleverage and repay, refinance or otherwise address our debt maturities in an amount or on the timeline we expect, or at all; • despite current indebtedness levels, we may still incur more indebtedness, which could further exacerbate the risks relating to our indebtedness; • the covenants in the indentures governing the Secured Notes and the Unsecured Notes and the Credit Agreement impose significant operating and financial restrictions which may adversely affect our ability to operate our business; • servicing our indebtedness will require a significant amount of cash and our ability to generate cash depends on many factors beyond our control and we may not be able to generate the cash required to service our indebtedness; 68 • because portions of our senior indebtedness have floating interest rates, an increase in interest rates would adversely affect cash flows; • we depend on distributions from our subsidiaries to make payments on our indebtedness and these distributions may not be made; • we may not be able to satisfy our repurchase obligations in the event of a change of control because the terms of our indebtedness or lack of funds may prevent us from doing so; • the Unsecured Notes and the guarantees on the Unsecured Notes will be effectively subordinated to our and the guarantors' senior secured indebtedness and structurally subordinated to the indebtedness of our subsidiaries that do not guarantee the Unsecured Notes; • the value of the collateral may not be sufficient to satisfy our obligations under the Secured Notes; • our ability to identify and successfully complete any potential sales of additional Company-owned assets and businesses on commercially advantageous terms on a timely basis, or at all; • from time to time, we may not have a management contract with a client to operate existing beds at a facility or new beds at a facility that we are expanding, and we cannot assure you that such a contract will be obtained.
A summary of our significant accounting policies is described in Note 1 – Summary of Business Organization, Operations and Significant Accounting Policies of the notes to the audited consolidated financial statements contained Part II, Item 8 of this Annual Report on Form 10-K.
A summary of our significant accounting policies is described in Note 1 – Summary of Business Organization, Operations and Significant Accounting Policies of the notes to the audited consolidated financial statements contained in Part II, Item 8 of this Annual Report on Form 10-K.
Failure to obtain a management contract for these beds will subject us to carrying costs with no corresponding management revenue; • negative conditions in the capital markets could prevent us from obtaining future financing on desirable terms, which could materially harm our business; 72 • we are subject to the loss of our facility management contracts, due to executive orders, terminations, non-renewals or competitive re-bids, which could adversely affect our results of operations and liquidity, including our ability to secure new facility management contracts from other government customers; • our growth depends on our ability to secure contracts to develop and manage new secure facilities, processing centers and community-based facilities and to secure contracts to provide electronic monitoring services, community-based reentry services and monitoring and supervision services, the demand for which is outside our control; • we may not be able to meet state requirements for capital investment or locate land for the development of new facilities, which could adversely affect our results of operations and future growth; • we partner with a limited number of governmental customers who account for a significant portion of our revenues.
Failure to obtain a management contract for these beds will subject us to carrying costs with no corresponding management revenue; • negative conditions in the capital markets could prevent us from obtaining future financing on desirable terms, which could materially harm our business; • we are subject to the loss of our facility management contracts, due to executive orders, terminations, non-renewals or competitive re-bids, which could adversely affect our results of operations and liquidity, including our ability to secure new facility management contracts from other government customers; • our growth depends on our ability to secure contracts to develop and manage new secure facilities, processing centers and community-based facilities and to secure contracts to provide electronic monitoring services, community-based reentry services and monitoring and supervision services, the demand for which is outside our control; • we may not be able to meet state requirements for capital investment or locate land for the development of new facilities, which could adversely affect our results of operations and future growth; • we partner with a limited number of governmental customers who account for a significant portion of our revenues.
Reserves for Insurance Losses The nature of our business exposes us to various types of third-party legal claims, including, but not limited to, civil rights claims relating to conditions of confinement and/or mistreatment, sexual misconduct claims brought by individuals within our care, medical malpractice 55 claims, product liability claims, intellectual property infringement claims, claims relating to employment matters (including, but not limited to, employment discrimination claims, union grievances and wage and hour claims), property loss claims, environmental claims, automobile liability claims, contractual claims and claims for personal injury or other damages resulting from contact with our facilities, programs, electronic monitoring products, personnel or individuals within our care, including damages arising from the escape of an individual in our care or from a disturbance or riot at a facility.
Reserves for Insurance Losses The nature of our business exposes us to various types of third-party legal claims, including, but not limited to, civil rights claims relating to conditions of confinement and/or mistreatment, sexual misconduct claims brought by individuals within our care, medical malpractice claims, product liability claims, intellectual property infringement claims, claims relating to employment matters (including, but not limited to, employment discrimination claims, union grievances and wage and hour claims), property loss claims, environmental claims, automobile liability claims, contractual claims and claims for personal injury or other damages resulting from contact with our facilities, programs, electronic monitoring products, personnel or individuals within our care, including damages arising from the escape of an individual in our care or from a disturbance or riot at a facility.
We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by the cautionary statements included in this report. 74
We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by the cautionary statements included in this report.
With the exception of a contract yet to be activated for one of our secure facilities, we currently do not have any firm commitments or agreements in place to activate these facilities but have ongoing contact with several potential customers. Historically, some facilities have been idle for multiple years before they received a 70 new contract award.
With the exception of a contract yet to be activated for one of our secure facilities, we currently do not have any firm commitments or agreements in place to activate these facilities but have ongoing contact with several potential customers. Historically, some facilities have been idle for multiple years before they received a new contract award.
If we are successful in our pursuit of any new projects, our cash on hand, cash flows from operations and borrowings under the new Exchange Credit Agreement may not provide sufficient liquidity to meet our capital needs and we could be forced to seek additional financing or refinance our existing indebtedness.
If we are successful in our pursuit of any new projects, our cash on hand, cash flows from operations and borrowings under the new Credit Agreement may not provide sufficient liquidity to meet our capital needs and we could be forced to seek additional financing or refinance our existing indebtedness.
Sales of shares of our common stock under the prospectus supplement and equity distribution agreements entered into with the sales agents, if any, will be made in negotiated transactions or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act of 1933.
Sales of shares of our 62 common stock under the prospectus supplement and equity distribution agreements entered into with the sales agents, if any, will be made in negotiated transactions or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act of 1933.
There was no material ineffectiveness for the period presented. We do not expect to enter into any transactions during the next twelve months which would result in reclassification into earnings or losses associated with these swaps currently reported in accumulated other comprehensive income (loss).
There was no material ineffectiveness for the period presented. We do not expect to enter into any transactions during the next twelve months which would result in reclassification into earnings or losses 64 associated with these swaps currently reported in accumulated other comprehensive income (loss).
Because we have high deductible insurance policies, the amount of our insurance expense is dependent on our ability to control our claims experience. If actual losses related to insurance claims significantly differ from our estimates, our financial condition, results of operations and cash flows could be materially adversely impacted.
Because we have high deductible insurance policies, the amount of our insurance expense is dependent on our ability to control our claims experience. If actual losses 54 related to insurance claims significantly differ from our estimates, our financial condition, results of operations and cash flows could be materially adversely impacted.
Prospectus Supplement 64 On December 28, 2023, in connection with the shelf registration, we filed with the SEC a prospectus supplement related to the offer and sale from time to time of our common stock at an aggregate offering price of up to $300 million through sales agents.
Prospectus Supplement On December 28, 2023, in connection with the shelf registration, we filed with the SEC a prospectus supplement related to the offer and sale from time to time of our common stock at an aggregate offering price of up to $300 million through sales agents.
These reviews resulted in no significant impairment to the carrying value of the indefinite lived intangible assets for all periods presented. We record the costs associated with renewal and extension of facility management contracts as expenses in the period they are incurred.
These reviews resulted in no significant impairment to the carrying value of the indefinite lived intangible assets for all periods 55 presented. We record the costs associated with renewal and extension of facility management contracts as expenses in the period they are incurred.
The level in the fair value hierarchy within which the respective fair value measurement falls is 57 determined based on the lowest level input that is significant to the measurement in its entirety. Level 1 inputs are quoted market prices in active markets for identical assets or liabilities.
The level in the fair value hierarchy within which the respective fair value measurement falls is determined based on the lowest level input that is significant to the measurement in its entirety. Level 1 inputs are quoted market prices in active markets for identical assets or liabilities.
For most casualty insurance policies, we carry substantial deductibles or self-insured retentions of $4.0 million per occurrence for general liability and $5.0 million per occurrence for medical professional liability, $2.0 million per occurrence for workers’ compensation, $2.5 million per occurrence for directors' and officers’ liability and $1.0 million per occurrence for automobile liability.
For most casualty insurance policies, we carry substantial deductibles or self-insured retentions of $4.0 million per occurrence for general liability and $5.0 million per occurrence for medical professional liability, $2.0 million per occurrence for workers’ compensation, $2.3 million per occurrence for directors' and officers’ liability and $1.0 million per occurrence for automobile liability.
Discussions of 2021 items and year-to-year comparisons between 2022 and 2021 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and are incorporated herein by reference.
Discussions of 2022 items and year-to-year comparisons between 2023 and 2022 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and are incorporated herein by reference.
Our actual results may differ materially from those anticipated in the forward-looking statements as a result of certain factors, including, but not limited to, those described under “Item 1A. Risk Factors” and those included in other portions of this report. 2023 versus 2022 Revenues 2023 % of Revenue 2022 % of Revenue $ Change % Change (Dollars in thousands) U.S.
Our actual results may differ materially from those anticipated in the forward-looking statements as a result of certain factors, including, but not limited to, those described under “Item 1A. Risk Factors” and those included in other portions of this report. 2024 versus 2023 Revenues 2024 % of Revenue 2023 % of Revenue $ Change % Change (Dollars in thousands) U.S.
Our goodwill is 56 not amortized and is tested for impairment annually on the first day of the fourth quarter, and whenever events or circumstances arise that indicate impairment may have occurred. Impairment testing is performed for all reporting units that contain goodwill. The reporting units are the same as the reportable segments for U.S.
Our goodwill is not amortized and is tested for impairment annually on the first day of the fourth quarter, and whenever events or circumstances arise that indicate impairment may have occurred. Impairment testing is performed for all reporting units that contain goodwill that is significant. The reporting units are the same as the reportable segments for U.S.
Included in the balance at December 31, 2023 is $0.5 million of deferred loan costs incurred in the transaction. Refer to Note 6 – Derivative Financial Instruments in the notes to our consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
Included in the balance at December 31, 2024 is $0.5 million of deferred loan costs incurred in the transaction. Refer to Note 6 – Derivative Financial Instruments in the notes to our consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
The qualitative factors used by GEO’s management to determine the likelihood that the fair value of the reporting unit is less than the carrying amount include, among other things, a review of overall economic conditions and their current and future impact on our existing business, our financial performance and stock price, industry outlook and market competition.
The qualitative factors used by management to determine the likelihood that the fair value of the reporting unit is less than the carrying amount include, among other things, a review of overall economic conditions and their current and future impact on the Company’s existing business, the Company’s financial performance and stock price, industry outlook and market competition.
However, we can provide no assurance that we will be able to secure management contracts to utilize our idle facilities, or that we will not incur impairment charges in the future. In all cases, the undiscounted cash flows in our analysis as of December 31, 2023, exceeded the carrying amounts of each facility, therefore no impairment charges were recorded.
However, we can provide no assurance that we will be able to secure management contracts to utilize our idle facilities, or that 53 we will not incur impairment charges in the future. In all cases, the undiscounted cash flows in our analysis as of December 31, 2024, exceeded the carrying amounts of each facility, therefore no impairment charges were recorded.
While we were in compliance with our debt covenants as of December 31, 2023, and we expect to continue to be in compliance with our debt covenants, if these constraints were to intensify, our liquidity could be materially adversely impacted as could our ability to remain in compliance with these debt covenants.
While we were in compliance with our debt covenants as of December 31, 2024, and we expect to continue to be in compliance with our debt covenants, if these constraints were to intensify, our liquidity could be materially adversely impacted as could our ability to remain in compliance with these debt covenants.
(b) Includes amounts due to non-guarantor subsidiaries of $31.5 million and $8.9 million as of December 31, 2023 and 2022, respectively. Off-Balance Sheet Arrangements Except as discussed above, and in the notes to our consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K, we do not have any off-balance sheet arrangements.
(b) Includes amounts due to non-guarantor subsidiaries of $46.8 million and $31.5 million as of December 31, 2024 and 2023, respectively. Off-Balance Sheet Arrangements Except as discussed above, and in the notes to our consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K, we do not have any off-balance sheet arrangements.
The loss of, or a significant decrease in revenues from, these customers could seriously harm our financial condition and results of operations; • State budgetary constraints may have a material adverse impact on us; • competition for contracts may adversely affect the profitability of our business; • we are dependent on government appropriations, which may not be made on a timely basis or at all and may be adversely impacted by budgetary constraints at the federal, state, local and foreign government levels; • public and political resistance to the use of public-private partnerships for secure facilities, electronic monitoring and supervision as alternatives to detention, processing centers and community reentry centers could result in our inability to obtain new contracts or the loss of existing contracts, impact our ability to obtain or refinance debt financing or enter into commercial arrangements, which could have a material adverse effect on our business, financial condition, results of operations and the market price of our securities; • adverse publicity may negatively impact our ability to retain existing contracts and obtain new contracts; • we may incur significant start-up and operating costs on new contracts before receiving related revenues, which may impact our cash flows and may not be recouped; • failure to comply with extensive government regulation and applicable contractual requirements could have a material adverse effect on our business, financial condition or results of operations; • we may face community opposition to facility locations, which may adversely affect our ability to obtain new contracts; • our business operations expose us to various liabilities for which we may not have adequate insurance, including legal claims and proceedings, and may have a material adverse effect on our business, financial condition or results of operations; • we may not be able to obtain or maintain the insurance levels required by our government contracts; • our exposure to rising general insurance costs; • natural disasters, pandemic outbreaks, global political events and other serious catastrophic events could disrupt operations and otherwise materially adversely affect our business and financial condition; • our international operations expose us to risks that could materially adversely affect our financial condition and results of operations; • we conduct certain of our operations through joint ventures or consortiums, which may lead to disagreements with our joint venture partners or business partners and adversely affect our interest in the joint ventures or consortiums; • we are dependent upon our senior management and our ability to attract and retain sufficient qualified personnel; • our profitability may be materially adversely affected by inflation; • various risks associated with the ownership of real estate may increase costs, expose us to uninsured losses and adversely affect our financial condition and results of operations; • risks related to facility construction and development activities may increase our costs related to such activities; • the rising cost and increasing difficulty of obtaining adequate levels of surety credit on favorable terms could adversely affect our operating results; • adverse developments in our relationship with our employees could adversely affect our business, financial condition or results of operations; 73 • technological changes could cause our electronic monitoring products and technology, including our recently launched BI VeriWatch™ wrist-worn device, to become obsolete or require the redesign of our electronic monitoring products, which could have a material adverse effect on our business; • any negative changes in the level of acceptance of or resistance to the use of electronic monitoring products, including our recently launched BI VeriWatch™ wrist-worn device, and services by governmental customers could have a material adverse effect on our business, financial condition and results of operations; • we depend on a limited number of third parties to manufacture and supply quality infrastructure components for our electronic monitoring products.
The loss of, or a significant decrease in revenues from, these customers could seriously harm our financial condition and results of operations; • efforts to reduce the U.S. federal deficit could adversely affect our liquidity, results of operations and financial condition; • State budgetary constraints may have a material adverse impact on us; • competition for contracts may adversely affect the profitability of our business; • we are dependent on government appropriations, which may not be made on a timely basis or at all and may be adversely impacted by budgetary constraints at the federal, state, local and foreign government levels; • public and political resistance to the use of public-private partnerships for secure facilities, electronic monitoring and supervision as alternatives to detention, processing centers and community reentry centers could result in our inability to obtain new contracts or the loss of existing contracts, impact our ability to obtain or refinance debt financing or enter into commercial arrangements, which could have a material adverse effect on our business, financial condition, results of operations and the market price of our securities; • adverse publicity may negatively impact our ability to retain existing contracts and obtain new contracts; • we may incur significant start-up and operating costs on new contracts before receiving related revenues, which may impact our cash flows and may not be recouped; • failure to comply with extensive government regulation and applicable contractual requirements could have a material adverse effect on our business, financial condition or results of operations; • we may face community opposition to facility locations, which may adversely affect our ability to obtain new contracts; • our business operations expose us to various liabilities for which we may not have adequate insurance, including legal claims and proceedings, and may have a material adverse effect on our business, financial condition or results of operations; • we may not be able to obtain or maintain the insurance levels required by our government contracts; 69 • our exposure to rising general insurance costs; • natural disasters, pandemic outbreaks, global political events and other serious catastrophic events could disrupt operations and otherwise materially adversely affect our business and financial condition; • our international operations expose us to risks that could materially adversely affect our financial condition and results of operations; • we conduct certain of our operations through joint ventures or consortiums, which may lead to disagreements with our joint venture partners or business partners and adversely affect our interest in the joint ventures or consortiums; • we are dependent upon our senior management and our ability to attract and retain sufficient qualified personnel; • our profitability may be materially adversely affected by inflation; • various risks associated with the ownership of real estate may increase costs, expose us to uninsured losses and adversely affect our financial condition and results of operations; • risks related to facility construction and development activities may increase our costs related to such activities; • the rising cost and increasing difficulty of obtaining adequate levels of surety credit on favorable terms could adversely affect our operating results; • adverse developments in our relationship with our employees could adversely affect our business, financial condition or results of operations; • the interruption, delay or failure of the provision of our services or information systems could adversely affect our business; • the failure to comply with data privacy, security and exchange legal requirements could have a material adverse impact on our business, financial position, results of operations, cash flows and reputation; • technological changes could cause our electronic monitoring products and technology, including our recently launched BI VeriWatch™ wrist-worn device, to become obsolete or require the redesign of our electronic monitoring products, which could have a material adverse effect on our business; • any negative changes in the level of acceptance of or resistance to the use of electronic monitoring products, including our recently launched BI VeriWatch™ wrist-worn device, and services by governmental customers could have a material adverse effect on our business, financial condition and results of operations; • we depend on a limited number of third parties to manufacture and supply quality infrastructure components for our electronic monitoring products.
Subject to certain restrictions on share ownership and transfer, holders may exchange the notes at their option prior to the close of business on the business day immediately preceding November 25, 2025, but only under the following circumstances: (1) during the five consecutive business day period after any five consecutive trading day period, or the measurement period, in which the trading price per $1,000 principal amount of notes for each trading day of such measurement period was less than 98% of the product of the last reported sale price of our common stock and the exchange rate for the notes on each such trading day; or (2) upon the occurrence of certain specified corporate events.
Subject to certain restrictions on share ownership and transfer, holders were able to exchange the Convertible Notes at their option prior to the close of business on the business day immediately preceding November 25, 2025, but only under the following circumstances: (1) during the five consecutive business day period after any five consecutive trading day period, or the measurement period, in which the trading price per $1,000 principal amount of Convertible Notes for each trading day of such measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the exchange rate for the Convertible Notes on each such trading day; or (2) upon the occurrence of certain specified corporate events.
We currently maintain a general liability policy and excess liability policies with total limits of $75.0 million per occurrence and $95.0 million total general liability annual aggregate limits covering the operations of U.S. Secure Services, Reentry Services and Electronic Monitoring and Supervision Services.
We currently maintain a general liability policy and excess liability policies with total limits of $75.0 million per occurrence and $95.0 million total general liability annual aggregate limits covering the operations of U.S. Secure Services, Reentry Services and Electronic Monitoring and Supervision Services through commercial and captive policies.
GEO began procuring insurance policies to cover deductibles for workers’ compensation, general liability, automobile liability, medical professional liability and directors' and officers’ liability as well as procuring insurance policies for its excess liability and excess medical professional liability through Florina effective October 1, 2021.
GEO began procuring insurance policies to cover deductibles for workers’ compensation, general liability, automobile liability, medical professional liability and directors' and officers’ liability as well as the option of procuring insurance policies for its excess liability and excess medical professional liability through Florina effective October 1, 2021.
In 2023 and 2022, operating expenses totaled approximately 72% and 70% of our consolidated revenues, respectively. Our operating expenses as a percentage of revenue in 2024 will be impacted by the opening of any new or existing facilities as a result of the cost of transitioning and/or start-up operations related to a facility opening.
In 2024 and 2023, operating expenses totaled approximately 73% and 72% of our consolidated revenues, respectively. Our operating expenses as a percentage of revenue in 2025 will be impacted by the opening of any new or existing facilities as a result of the cost of transitioning and/or start-up operations related to a facility opening.
We have an occurrence based liability insurance program with a specific loss limit of $40.0 million per occurrence and in the aggregate related to medical professional liability claims arising out of correctional healthcare services. We are uninsured for any claims in excess of these limits.
We have a professional liability insurance program with a specific loss limit of $45.0 million per occurrence and in the aggregate related to medical professional liability claims arising out of correctional healthcare services. We are uninsured for any claims in excess of these limits.
Net cash used in financing activities in 2023 reflects payments of $208.4 million on long term debt offset by $5.8 million of proceeds from the sale of treasury shares. We also paid $2.4 million of debt issuance costs in connection with our revolver refinancing and paid $3.4 million for taxes related to net share settlements of equity awards.
Net cash used in financing activities in 2023 reflects payments of $208.4 million on long term debt offset by $5.8 million of proceeds from the sale of treasury shares. We also paid $2.4 million of debt issuance costs and paid $3.4 million for taxes related to net share settlements of equity awards.
In 2023 and 2022, there was a $3.8 million and $1.4 million net discrete tax benefit, respectively. Included in the provision for income taxes in 2023 and 2022 were a $1.0 million and $2.1 million discrete tax expense related to stock compensation that vested during the respective periods.
In 2024 and 2023, there was a $4.8 million and $3.8 million net discrete tax benefit, respectively. Included in the provision for income taxes in 2024 and 2023 was a $1.1 million discrete tax benefit and a $1.0 million discrete tax expense related to stock compensation that vested during the respective periods.
Operating Expenses Operating expenses consist of those expenses incurred in the operation and management of our contracts to provide services to our governmental clients. Labor and related costs represented approximately 66% and 63% of our operating expenses in 2023 and 2022, respectively. Additional significant operating expenses include food, utilities and inmate medical costs.
Operating Expenses Operating expenses consist of those expenses incurred in the operation and management of our contracts to provide services to our governmental clients. Labor and related costs represented approximately 69% and 66% of our operating expenses in 2024 and 2023, respectively. Additional significant operating expenses include food, utilities and inmate medical costs.
If our suppliers cannot provide the components or services we require in a timely manner and/or with such quality as we expect, our ability to market and sell our electronic monitoring products and services could be harmed; • the interruption, delay or failure of the provision of our services or information systems could adversely affect our business; • an inability to acquire, protect or maintain our intellectual property and patents in the electronic monitoring space could harm our ability to compete or grow; • our electronic monitoring products could infringe on the intellectual property rights of others, which may lead to litigation that could itself be costly, could result in the payment of substantial damages or royalties, and/or prevent us from using technology that is essential to our products; • we license intellectual property rights in the electronic monitoring space, including patents, from third party owners.
If our suppliers cannot provide the components or services we require in a timely manner and/or with such quality as we expect, our ability to market and sell our electronic monitoring products and services could be harmed; • an inability to acquire, protect or maintain our intellectual property and patents in the electronic monitoring space could harm our ability to compete or grow; • our electronic monitoring products could infringe on the intellectual property rights of others, which may lead to litigation that could itself be costly, could result in the payment of substantial damages or royalties, and/or prevent us from using technology that is essential to our products; • we license intellectual property rights in the electronic monitoring space, including patents, from third party owners.
This section of this Form 10-K generally discusses 2023 and 2022 items and year-to-year comparisons between 2023 and 2022.
This section of this Form 10-K generally discusses 2024 and 2023 items and year-to-year comparisons between 2024 and 2023.
Equity in earnings of affiliates in 2023 compared to 2022 decreased primarily due to unfavorable performance at SACS.
Equity in earnings of affiliates in 2024 compared to 2023 decreased primarily due to unfavorable performance at SACS.
As of December 31, 2023, our worldwide operations included the management and/or ownership of approximately 81,000 beds at 100 correctional, detention and reentry facilities, including idle facilities, and also included the provision of servicing individuals in a community-based environment on behalf of federal, state and local correctional agencies located throughout the country.
As of December 31, 2024, our worldwide operations included the management and/or ownership of approximately 79,000 beds at 99 correctional, detention and reentry facilities, including idle facilities, and also included the provision of servicing individuals in a community-based environment on behalf of federal, state and local correctional agencies located throughout the country.
Adjusted EBITDA is defined as EBITDA adjusted for gain on asset divestitures, pre-tax, net loss attributable to non-controlling interests, stock-based compensation expenses, pre-tax, litigation costs and settlements, pre-tax, one-time employee restructuring expenses, pre-tax, transaction related expenses, pre-tax, other non-cash revenue and expenses, pre-tax, and certain other adjustments as defined from time to time.
Adjusted EBITDA is defined as EBITDA adjusted for net loss (gain) on asset divestitures, pre-tax, net loss attributable to non-controlling interests, stock-based compensation expenses, pre-tax, litigation costs and settlements, pre-tax, employee restructuring expenses, pre-tax, close-out expenses, pre-tax, litigation and cost settlements, pre-tax, start-up expenses, pre-tax, transaction related expenses, pre-tax, other non-cash revenue and expenses, pre-tax, and certain other adjustments as defined from time to time.
On or after November 25, 2025, until the close of business on the second scheduled trading day immediately preceding the maturity date of the notes, holders may exchange their notes at any time, regardless of the foregoing circumstances.
On or after November 25, 2025, until the close of business on the second scheduled trading day immediately preceding the maturity date of the Convertible Notes, holders were able to exchange their Convertible Notes at any time, regardless of the foregoing circumstances.
These reserves, which include Florina’s reserves and GEO’s legacy reserves and administrative costs for the plans, are undiscounted and were $65.6 million and $79.0 million as of December 31, 2023 and 2022, respectively, and are included in Accrued Expenses in the accompanying Consolidated Balance Sheets.
These reserves, which include Florina’s reserves and GEO’s legacy reserves and administrative costs for the plans, are undiscounted and were $56.9 million and $65.6 million as of December 31, 2024 and 2023, respectively, and are included in Accrued Expenses in the accompanying Consolidated Balance Sheets.
Net cash provided by operating activities in 2022 was positively impacted by non-cash expenses such as depreciation and amortization, amortization of debt issuance costs, discount and/or premium and other non-cash interest, stock-based compensation expense, loss on extinguishment of debt and dividends received from our unconsolidated joint venture.
Net cash provided by operating activities in 2024 was positively impacted by non-cash expenses such as depreciation and amortization, deferred tax provision (benefit), amortization of debt issuance costs, discount and/or premium and other non-cash interest, stock-based compensation expense, net loss on asset divestiture/impairment, loss on extinguishment of debt and dividends received from our unconsolidated joint venture.
Electronic Monitoring and Supervision Services Revenues for Electronic Monitoring and Supervision Services decreased by $70.4 million in 2023 compared to 2022 primarily due to decreases in average participant counts under the Intensive Supervision and Appearance Program ("ISAP").
Electronic Monitoring and Supervision Services Revenues for Electronic Monitoring and Supervision Services decreased by $93.1 million in 2024 compared to 2023 primarily due to decreases in average participant counts under the Intensive Supervision and Appearance Program ("ISAP").
Partially offsetting this increase was a decrease due to foreign exchange rate fluctuations of $10.1 million. Operating Expenses 2023 % of Segment Revenues 2022 % of Segment Revenues $ Change % Change (Dollars in thousands) U.S.
Partially offsetting this increase was a decrease due to foreign exchange rate fluctuations of $12.0 million. Operating Expenses 2024 % of Segment Revenues 2023 % of Segment Revenues $ Change % Change (Dollars in thousands) U.S.
However, if the ten idle facilities in our Secure Services and Reentry Services segments were to be activated using our Secure Services and Reentry Services average per diem rate in 2023 (calculated as revenue divided by the number of mandays) and based on the average occupancy rate in our facilities for 2023, we would expect to receive annual incremental revenue of approximately $350 million and an increase in annual earnings per share of approximately $.28 to $.33 per share based on our average operating margin.
However, if the eleven idle facilities in our Secure Services and Reentry Services segments were to be activated using our Secure Services and Reentry Services average per diem rate in 2024 (calculated as revenue divided by the number of mandays) and based on the average occupancy rate in our facilities for 2024, we would expect to receive annual incremental revenue of approximately $377 million and an increase in annual earnings per share of approximately $0.36 to $0.40 per share based on our average operating margin.
We expect general and administrative expenses as a percentage of revenue in 2024 to remain consistent or decrease as a result of cost savings initiatives. Idle Facilities In our Secure Services segment, we are currently marketing 9,732 vacant beds with a net book value of approximately $251.2 million at seven of our idle facilities to potential customers.
We expect general and administrative expenses as a percentage of revenue in 2025 to remain consistent or decrease as a result of cost savings initiatives. Idle Facilities In our Secure Services segment, we are currently marketing 10,486 vacant beds with a net book value of approximately $260.6 million at seven of our idle facilities to potential customers.
The number of compensated mandays in U.S. Secure Services facilities was approximately 16.7 million in 2023 and 17.5 million in 2022. We experienced an aggregate net decrease of approximately 800,000 mandays as a result of contract terminations, partially offset by contract activations and increases in occupancies discussed above.
The number of compensated mandays in U.S. Secure Services facilities was approximately 16.6 million in 2024 and 16.8 million in 2023. We experienced an aggregate net decrease of approximately 200,000 mandays as a result of contract terminations, partially offset by contract activations and increases in occupancies discussed above.
We look at the average occupancy in our facilities to determine how we are managing our available beds. The average occupancy is calculated by taking compensated mandays as a percentage of capacity. The average occupancy in our U.S. Secure Services facilities was 85.9% and 87.8% of capacity in 2023 and 2022, respectively, excluding idle facilities.
We look at the average occupancy in our facilities to determine how we are managing our available beds. The average occupancy is calculated by taking compensated mandays as a percentage of capacity. The average occupancy in our U.S. Secure Services facilities was 86.6% and 86.2% of capacity in 2024 and 2023, respectively, excluding idle facilities.
Reentry Services Revenues for Reentry Services increased by $19.7 million in 2023 compared to 2022 primarily due to increases of $8.2 million due to new day reporting center contracts. We also experienced a net aggregate increase of $17.8 million primarily related to increased census levels at certain of our community-based and reentry centers due to increased programming needs and referrals.
Reentry Services Revenues for Reentry Services increased by $2.5 million in 2024 compared to 2023 primarily due to increases of $4.5 million due to new day reporting center contracts. We also experienced a net aggregate increase of $12.1 million primarily related to increased census levels at certain of our community-based and reentry centers due to increased programming needs and referrals.
Secure Services Revenues for U.S. Secure Services increased by $80.5 million in 2023 compared to 2022 primarily due to aggregate increases of $23.1 million due to the activation of new transportation contracts as well as our lease with the Oklahoma Department of Corrections for our previously idled company-owned Great Plains Correctional Facility which commenced May 1, 2023.
Secure Services Revenues for U.S. Secure Services increased by $86.1 million in 2024 compared to 2023 due to aggregate increases of $15.8 million primarily due to the activation of new transportation contracts as well as our lease with the Oklahoma Department of Corrections for our company-owned Great Plains Correctional Facility which commenced on May 1, 2023.
During 2024, we will incur carrying costs for facilities that were vacant in 2023. General and Administrative Expenses General and administrative expenses consist primarily of corporate management salaries and benefits, professional fees and other administrative expenses. In both 2023 and 2022, general and administrative expenses totaled approximately 8% of our consolidated revenues.
During 2025, we will incur carrying costs for facilities that were vacant in 2024. General and Administrative Expenses General and administrative expenses consist primarily of corporate management salaries and benefits, professional fees and other administrative expenses. For the years ended December 31, 2024 and 2023, general and administrative expenses totaled approximately 9% and 8% of our consolidated revenues, respectively.
Equity in earnings of affiliates negatively impacted cash along with a net gain on disposition of assets and deferred tax benefit. Changes in accounts receivable, prepaid expenses and other assets increased in total by a net of $53.0 million, representing a negative impact on cash. The increase was primarily driven by the timing of billings and collections.
Equity in earnings of affiliates negatively impacted cash along with realized/unrealized gain on investments. Changes in accounts receivable, prepaid expenses and other assets increased in total by a net of $7.6 million, representing a negative impact on cash. The increase was primarily driven by the timing of billings and collections.
In our Reentry Services segment, we are currently marketing 1,689 vacant beds with a net book value of approximately $37.2 million at three of our idle facilities to potential customers. The combined annual carrying cost of these idle facilities in 2024 is estimated to be $26.2 million, including depreciation expense of $17.9 million.
In our Reentry Services segment, we are currently marketing 1,189 vacant beds with a net book value of approximately $26.8 million at four of our idle facilities to potential customers. The combined annual carrying cost of these idle facilities in 2024 is estimated to be $33.0 million, including depreciation expense of $16.8 million.
As of December 31, 2023, we were developing a number of contractually committed projects that we estimate will cost approximately $61.3 million, of which $49.0 million was spent through December 31, 2023. We estimate our remaining contractually committed capital requirements to be approximately $12.3 million. These projects are expected to be completed through 2024.
As of December 31, 2024, we were developing a number of contractually committed projects that we estimate will cost approximately $76.3 million, of which $51.8 million was spent through December 31, 2024. We estimate our remaining contractually committed capital requirements to be approximately $24.5 million. These projects are expected to be completed through 2025.
If GEO or GEOCH undergoes a fundamental change, holders may require GEOCH to purchase the notes in whole or in part for cash at a fundamental change purchase price equal to 100% of the principal amount of the notes to be purchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change purchase date.
If we had undergone a fundamental change, holders could have required GEOCH to purchase the Convertible Notes in whole or in part for cash at a fundamental change purchase price equal to 100% of the principal amount of the Convertible Notes to be purchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change purchase date.
The Convertible Notes bear interest at the 63 rate of 6.50% per year plus an additional amount based on the dividends paid by GEO on its common stock. Interest on the notes is payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2021.
The Convertible Notes bore interest at the rate of 6.50% per year plus an additional amount based on the dividends paid by the Company on its common stock, $0.01 par value per share. Interest on the Convertible Notes was payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2021.
We plan to fund all of our capital needs, including capital expenditures, from cash on hand, cash from operations, borrowings under our 62 Exchange Credit Agreement and any other financings which our management and Board, in their discretion, may consummate.
We plan to fund all of our capital needs, including capital expenditures, from cash on hand, cash from operations, borrowings under our Credit Agreement and any other financings which our management and Board, in their discretion, may consummate. Currently, our primary source of liquidity to meet these requirements is cash flow from operations and borrowings under our Credit Agreement.
Electronic Monitoring and Supervision Services Depreciation and amortization expense decreased in 2023 compared to 2022 primarily due to certain assets becoming fully depreciated and/or amortized as well as the closing of certain ISAP locations. Reentry Services Reentry Services depreciation and amortization expense decreased in 2023 compared to 2022 primarily due to certain asset dispositions at our company-owned centers.
Electronic Monitoring and Supervision Services Depreciation and amortization expense decreased in 2024 compared to 2023 primarily due to certain assets becoming fully depreciated and/or amortized as well as the closing of certain ISAP locations.
For each of the years ended December 31, 2023 and 2022, we had consolidated revenues of $2.4 billion and we maintained an average company-wide facility occupancy rate of 85.5% including 69,834 active beds and excluding 11,421 idle beds for the year ended December 31, 2023, and 84.6% including 69,418 active beds and excluding 13,061 idle beds for the year ended December 31, 2022.
For each of the years ended December 31, 2024 and 2023, we had consolidated revenues of $2.4 billion and we maintained an average company-wide facility occupancy rate of 87.2% including 67,604 active beds and excluding 11,675 idle beds for the year ended December 31, 2024, and 85.8% including 69,834 active beds and excluding 11,421 idle beds for the year ended December 31, 2023.
The significant accounting policies and estimates which we believe are the most critical to aid in fully understanding and evaluating our reported financial results include the following: 54 Asset Impairments The following table summarizes the Company’s idled facilities as of December 31, 2023 and their respective carrying values, excluding equipment and other assets that can be easily transferred to other facilities.
The significant accounting policies and estimates which we believe are the most critical to aid in fully understanding and evaluating our reported financial results include the following: Asset Impairments The following table summarizes our idled facilities as of December 31, 2024 and their respective carrying values, excluding equipment and other assets that can be easily transferred to other facilities. 52 Secure Services Reentry Services Total Secure Services Reentry Services Net Carrying Value Net Carrying Value Net Carrying Value Facility Year Idled Design Capacity (beds) Design Capacity (beds) December 31, 2024 December 31, 2024 December 31, 2024 D.
International Services Operating expenses for International Services increased by $14.0 million in 2023 compared to 2022 primarily due to a net increase of approximately $23.6 million primarily due to increases in populations at our Australian subsidiary and expenses associated with our new health care contract in Australia.
International Services Operating expenses for International Services increased by $12.0 million in 2024 compared to 2023 primarily due to a net increase of approximately $9.9 million primarily due to expenses associated with increased populations and our new health care contract in Australia.
Cash Flow Cash, cash equivalents, restricted cash and cash equivalents as of December 31, 2023 was $159.9 million, compared to $143.8 million as of December 31, 2022 and was impacted by the following: Net cash provided by operating activities in 2023 and 2022 was $284.9 million and $296.4 million, respectively.
Cash Flow Cash, cash equivalents, restricted cash and cash equivalents as of December 31, 2024 was $125.9 million, compared to $159.9 million as of December 31, 2023 and was impacted by the following: Net cash provided by operating activities in 2024 and 2023 was $242.2 million and $277.8 million, respectively.
Partially offsetting these increases were decreases of $6.3 million due to contract terminations. International Services Revenues for International Services increased by $6.7 million in 2023 compared to 2022 primarily due to a net increase of $16.8 million due to increased populations at our Australian subsidiary and our new health care contract in Australia.
Partially offsetting these increases were decreases of $14.1 million due to contract terminations. 57 International Services Revenues for International Services increased by $15.0 million in 2024 compared to 2023 primarily due to a net increase of $27.0 million due to increased populations at our Australian subsidiary and our new health care contract in Australia.
Summarized financial information is provided for The GEO Group, Inc. (“Parent”) and the Subsidiary Guarantors on a combined basis in accordance with SEC Regulation S-X Rules 3-10 and 13-01.
(“Parent”) and the Subsidiary Guarantors on a combined basis in accordance with SEC Regulation S-X Rules 3-10 and 13-01.
Limited commercial availability of certain types of insurance relating to windstorm exposure in coastal areas and earthquake exposure mainly in California and the Pacific Northwest may prevent us from insuring some of our facilities to full replacement value.
Limited commercial availability of certain types of insurance relating to windstorm exposure in coastal areas and earthquake exposure mainly in California and the Pacific Northwest may prevent us from insuring some of our facilities to full replacement value. With respect to operations in South Africa and Australia, we utilize locally-procured insurance to meet contractual insurance requirements and protect us.
The following table presents the balance due to the Executive Chairman at the end of each of the next two and a half years under the Amended and Restated Executive Retirement Agreement provided that the Executive Chairman is still providing services to GEO under his Executive Chairman Employment Agreement: Period End Retirement Obligation (In thousands) 12/31/2024 $ 12,617 12/31/2025 $ 16,336 6/30/2026 $ 18,010 We have established several trusts for the purpose of paying the retirement benefit pursuant to the Amended and Restated Executive Retirement Agreement.
The following table presents the balance due to the Executive Chairman at the end of each of the next five years under the Amended and Restated Executive Retirement Agreement provided that the Executive Chairman is still providing services to GEO under his Executive Chairman Employment Agreement: Period End Retirement Obligation (In thousands) 12/31/2025 $ 16,336 12/31/2026 $ 20,856 12/31/2027 $ 26,351 12/31/2028 $ 33,029 12/31/2029 $ 41,147 63 We have established several trusts for the purpose of paying the retirement benefit pursuant to the Amended and Restated Executive Retirement Agreement.
With respect to the Electronic Monitoring and Supervision Services reporting unit that was assessed quantitatively, management determined that the fair value exceeded its carrying amount by a significant amount. A change in one or combination of the assumptions discussed above could have impacted the estimated fair value of the reporting unit.
Secure Services and Reentry Services reporting units that were assessed quantitatively, management determined that the fair values exceeded their carrying values by a significant amount. A significant change in one or combination of the assumptions discussed above could have impacted the estimated fair value of the reporting unit.
In the future, our access to capital and ability to compete for future capital-intensive projects will also be dependent upon, among other things, our ability to meet certain financial covenants in the indentures governing the second lien notes, the indenture governing the 5.875% Senior Notes due 2024, the indenture governing the 6.00% Senior Notes due 2026, the indenture governing our Convertible Notes and our Exchange Credit Agreement.
In the future, our access to capital and ability to compete for future capital-intensive projects will also be dependent upon, among other things, our ability to meet certain financial covenants in the indenture governing the Secured Notes, the indenture governing the Unsecured Notes and our Credit Agreement.
Our reconciliation of net income to EBITDA and Adjusted EBITDA for the years ended December 31, 2023 and 2022 is as follows (in thousands): 68 December 31, 2023 December 31, 2022 Net income $ 107,183 $ 171,692 Add: Income tax provision * 36,267 63,639 Interest expense, net of interest income ** 219,032 186,457 Depreciation and amortization 125,784 132,925 EBITDA 488,266 554,713 Add (Subtract): Gain on asset divestitures, pre-tax (4,691 ) (32,332 ) Net loss attributable to noncontrolling interests 142 121 Stock based compensation, pre-tax 15,065 16,204 Litigation costs and settlements, pre-tax 8,900 — One-time employee expenses, pre-tax 814 — Transaction related expenses, pre-tax — 1,322 Other non-cash revenue & expenses, pre-tax (1,319 ) — Adjusted EBITDA $ 507,177 $ 540,028 * Includes income tax provision on equity in earnings of affiliates ** Includes loss on extinguishment of debt Outlook The following discussion of our future performance contains statements that are not historical statements and, therefore, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.
Our reconciliation of net income to EBITDA and Adjusted EBITDA for the years ended December 31, 2024 and 2023 is as follows (in thousands): December 31, 2024 December 31, 2023 Net income $ 31,896 $ 107,183 Add: Income tax provision * 10,203 36,267 Interest expense, net of interest income ** 268,474 219,032 Depreciation and amortization 126,220 125,784 EBITDA 436,793 488,266 Add (Subtract): Loss (gain) on asset divestitures, pre-tax 2,907 (4,691 ) Net loss attributable to noncontrolling interests 70 142 Stock based compensation, pre-tax 18,107 15,065 Litigation costs and settlements, pre-tax — 8,900 Employee restructuring expenses, pre-tax 2,060 814 Start-up expenses, pre-tax 507 — ATM equity program expenses, pre-tax 264 — Close-out expenses, pre-tax 2,345 — Transaction related expenses, pre-tax 3,632 — Other non-cash revenue & expenses, pre-tax (3,196 ) (1,319 ) Adjusted EBITDA $ 463,489 $ 507,177 * Includes income tax provision on equity in earnings of affiliates ** Includes loss on extinguishment of debt Outlook The following discussion of our future performance contains statements that are not historical statements and, therefore, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.
Other We have entered into two identical Notes (as defined below) in the aggregate amount of $44.3 million which are secured by loan agreements and mortgage and security agreements on certain real property and improvements.
There were no shares of common stock sold under this prospectus supplement during the year ended December 31, 2024. Other We have entered into two identical Notes (as defined below) in the aggregate amount of $44.3 million which are secured by loan agreements and mortgage and security agreements on certain real property and improvements.
Refer to Note 9 - Fair Value of Assets and Liabilities and Note 11 - Debt of the notes to the audited consolidated financial statements contained Part II, Item 8 of this Annual Report on Form 10-K.
Refer to Note 14 - Business Segments and Geographic Information of the notes to the audited consolidated financial statements contained Part II, Item 8 of this Annual Report on Form 10-K.
We believe that by removing the impact of our asset base (primarily depreciation and amortization) and excluding certain non-cash charges, amounts spent on interest and taxes, and certain other charges that are highly variable from year to year, EBITDA and Adjusted EBITDA provide our investors with performance measures that reflect the impact to operations from trends in occupancy rates, per diem rates and operating costs, providing a perspective not immediately apparent from net income.
Given the nature of our business as a real estate owner and operator, we believe that EBITDA and Adjusted EBITDA are helpful to investors as measures of our operational performance because they provide an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures, and to fund other cash needs or reinvest cash into our business. 65 We believe that by removing the impact of our asset base (primarily depreciation and amortization) and excluding certain non-cash charges, amounts spent on interest and taxes, and certain other charges that are highly variable from year to year, EBITDA and Adjusted EBITDA provide our investors with performance measures that reflect the impact to operations from trends in occupancy rates, per diem rates and operating costs, providing a perspective not immediately apparent from net income.
We also made a mandatory quarterly prepayments in 2023 on our Tranche 1 and Tranche 2 loans under our exchange credit agreement. In connection with the prepayments, we wrote off a proportionate amount of related deferred loan costs and discount/premium of approximately $4.3 million.
We wrote-off approximately $4.2 million in existing deferred loan costs to loss on extinguishment of debt as a result of the transaction. We also made a mandatory quarterly prepayments in 2023 on our Tranche 1 and Tranche 2 loans under our exchange credit agreement.
As of December 31, 2023, our Executive Chairman had reached age 55 and was eligible to receive the payment upon retirement. 65 GEO and our Executive Chairman and former CEO, entered into on May 27, 2021, and effective July 1, 2021, an Amended and Restated Executive Retirement Agreement which replaced the prior February 26, 2020 agreement discussed below.
GEO and our Executive Chairman and former CEO, entered into on May 27, 2021, and effective July 1, 2021, an Amended and Restated Executive Retirement Agreement which replaced the prior February 26, 2020 agreement discussed below.
Electronic Monitoring and Supervision Services Operating expenses for Electronic Monitoring and Supervision Services decreased by $41.3 million in 2023 compared to 2022 primarily due to decreases in variable costs related to decreases in average participant counts under ISAP. Operating expenses as a percentage of revenues decreased due to favorable cost trends.
Electronic Monitoring and Supervision Services Operating expenses for Electronic Monitoring and Supervision Services decreased by $24.0 million in 2024 compared to 2023 primarily due to decreases in variable costs related to decreases in average participant counts under ISAP.
Net cash used in investing activities of $60.6 million in 2023 was primarily the result of capital expenditures of $73.0 million and changes in restricted investments of $7.2 million, offset by proceeds from sale of real estate and other assets of $19.6 million.
Net cash used in investing activities of $53.4 million in 2023 was primarily the result of capital expenditures of $73.0 million offset by proceeds from sale of real estate and other assets of $19.6 million. Net cash used in financing activities in 2024 was $163.8 million compared to net cash used in financing activities of $208.1 million in 2023.
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants and the SEC did not, or are not expected to, have a material effect on our results of operations or financial position.
We will adopt this ASU prospectively for the period ending December 31, 2025, and it will impact only our disclosures with no impacts to our financial condition and results of operations. 56 Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants and the SEC did not, or are not expected to, have a material effect on our results of operations or financial position.
Provision for Income Taxes 2023 Effective Rate 2022 Effective Rate $ Change % Change (Dollars in thousands) Provision for Income Taxes $ 35,399 25.6 % $ 62,899 27.4 % $ (27,500 ) (43.7 )% The provision for income taxes in 2023 decreased compared to 2022 along with the effective tax rate.
Provision for Income Taxes 2024 Effective Rate 2023 Effective Rate $ Change % Change (Dollars in thousands) Provision for Income Taxes $ 9,401 24.4 % $ 35,399 25.6 % $ (25,998 ) (73.4 )% The provision for income taxes in 2024 decreased compared to 2023 along with the effective tax rate.
Summarized statement of operations (in thousands): Year Ended December 31, 2023 Year Ended December 31, 2022 Net operating revenues $ 2,207,117 $ 2,176,556 Income from operations 330,684 378,691 Net income 81,646 139,570 Net income attributable to The GEO Group, Inc. 81,646 139,570 66 Summarized balance sheets (in thousands): December 31, 2023 December 31, 2022 Current assets $ 455,746 $ 492,080 Noncurrent assets (a) 3,028,140 3,059,195 Current liabilities 354,503 370,177 Noncurrent liabilities (b) 1,997,130 2,163,004 (a) Includes amounts due from non-guarantor subsidiaries of $50.0 million and $32.6 million as of December 31, 2023 and 2022, respectively.
Summarized statement of operations (in thousands): Year Ended December 31, 2024 Year Ended December 31, 2023 Net operating revenues $ 2,202,285 $ 2,207,117 Income from operations 274,752 330,684 Net income 1,673 81,646 Net income attributable to The GEO Group, Inc. 1,673 81,646 Summarized balance sheets (in thousands): December 31, 2024 December 31, 2023 Current assets $ 438,433 $ 455,746 Noncurrent assets (a) 2,999,305 3,028,140 Current liabilities 255,851 354,503 Noncurrent liabilities (b) 2,002,284 1,997,130 (a) Includes amounts due from non-guarantor subsidiaries of $55.9 million and $50.0 million as of December 31, 2024 and 2023, respectively.
Growth rates for sales and profits were determined using inputs from our long-term planning process. We also made estimates for discount rates and other factors based on market conditions, historical experience and other economic factors. Changes in these factors could significantly impact the fair value of the reporting unit.
We also made estimates for discount rates and other factors based on market conditions, historical experience and other economic factors. Changes in these factors could significantly impact the fair value of the reporting unit. With respect to the U.S.
Secure Services U.S. Secure Services depreciation and amortization expense decreased in 2023 compared to 2022 primarily due to decreases related to certain assets becoming fully depreciated and/or amortized as well as certain asset dispositions at our company-owned facilities.
Reentry Services Reentry Services depreciation and amortization expense decreased in 2024 compared to 2023 primarily due to certain assets becoming fully depreciated and/or amortized as well as certain asset dispositions at our company-owned centers. International Services Depreciation and amortization expense increased slightly in 2024 compared to 2023 primarily due to foreign exchange rate fluctuations.
Changes in accounts payable, accrued expenses and other liabilities increased by $21.8 million which positively impacted cash. The increase was primarily due to the timing of payments. 67 Additionally, cash provided by operating activities in 2022 was positively impacted by a decrease in contract receivable of $5.3 million.
Changes in accounts payable, accrued expenses and other liabilities decreased by $21.8 million which negatively impacted cash. The decrease was primarily due to the timing of payments.
Additionally, we may from time to time pursue transactions for the potential sale of additional assets and businesses and/or other strategic transactions. Our management believes that cash on hand, cash flows from operations and availability under our Exchange Credit Agreement will be adequate to support our capital requirements for 2024 as disclosed under “Capital Requirements” above.
Our management believes that cash on hand, cash flows from operations and availability under our Credit Agreement will be adequate to support our capital requirements for 2025 as disclosed under “Capital Requirements” above.

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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 changeBased on borrowings outstanding as of December 31, 2023 under the Exchange Credit Agreement of $906.7 million, for every one percent increase in the interest rate applicable to the Exchange Credit Agreement, our total annual interest expense would increase by approximately $9.1 million.
Biggest changeBased on borrowings outstanding as of December 31, 2024 under the Credit Agreement of $430.8 million, for every one percent increase in the interest rate applicable to the Credit Agreement, our total annual interest expense would increase by approximately $4.3 million.
Item 7A. Quantitative and Qualitat ive Disclosures About Market Risk Interest Rate Risk We are exposed to market risks related to changes in interest rates with respect to our senior credit facility. Payments under the Senior Credit Facility are indexed to a variable interest rate.
Item 7A. Quantitative and Qualitat ive Disclosures About Market Risk Interest Rate Risk We are exposed to market risks related to changes in interest rates with respect to our Credit Agreement. Payments under the Credit Agreement are indexed to a variable interest rate.
Based upon our foreign currency exchange rate exposure as of December 31, 2023 with respect to our international operations, every 10 percent change in historical currency rates would have a $8.4 million effect on our financial position and a $1.3 million impact on our results of operations over the next fiscal year.
Based upon our foreign currency exchange rate exposure as of December 31, 2024 with respect to our international operations, every 10 percent change in historical currency rates would have a $8.0 million effect on our financial position and a $1.0 million impact on our results of operations over the next fiscal year.

Other GEO 10-K year-over-year comparisons