UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): October 5, 2009
THE GEO GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Florida
(State or Other Jurisdiction of Incorporation)
| 1-14260 | 65-0043078 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
| 621 NW 53rd Street, Suite 700, Boca Raton, Florida | 33487 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(561) 893-0101
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01
— Regulation FD Disclosure.
On
August 4, 2009, The GEO Group, Inc. (“GEO”) reported results for the thirteen weeks ended June
28, 2009, including total revenues of $276.4 million, Adjusted
EBITDA of $42.3 million, GAAP earnings per share of $0.32, and pro forma earnings per share of $0.33, representing increases of 2.4%,
8.7%, 18.5% and 10.0%, respectively, over the prior year thirteen weeks ended June 29, 2008. Subsequently, on August 31, 2009, GEO
provided guidance for the thirteen weeks ended September 27, 2009 projecting total revenues of
approximately $275 million to $280 million, GAAP earnings per share of $0.34 to $0.35, and pro forma earnings per share of $0.35 to $0.36,
which represents an increase of approximately 8.5% and 7.6% over June 28, 2009 reported GAAP earnings per share and pro forma earnings
per share, respectively. A reconciliation from Adjusted EBITDA to
GAAP income from continuing operations and from pro forma earnings per share
to GAAP earnings per share is available on GEO’s investor relations website at www.geogroup.com.
Although GEO has not completed its financial close for the thirteen weeks ended September 27, 2009,
based upon a preliminary review of results of operations, to the extent available, GEO expects its
revenues and earnings per share to be consistent with its previously issued guidance for the
thirteen weeks ended September 27, 2009, and its Adjusted EBITDA for the thirteen weeks ended
September 27, 2009 to meet or exceed Adjusted EBITDA for the thirteen weeks ended June
28, 2009. The foregoing estimates are preliminary, are based on a number of assumptions
(including, but not limited to, the continued operation of GEO’s facilities under current contracts
at expected occupancy levels through the month of September), and are subject to a number of risks
and uncertainties and, as a result, could change.
The foregoing information is being furnished pursuant to Regulation FD under the Securities
Exchange Act of 1934, as amended. GEO undertakes no duty or obligation to publicly update or
revise the foregoing information, although it may do so from time to time as its management
believes is warranted. Any such updating may be made through the filing of other reports or
documents with the Securities and Exchange Commission, through press releases or through other
public disclosure. By furnishing the information in this Item 7.01, GEO makes no admission as to
the materiality thereof.
Item 9.01
— Exhibits and Financial Statements.
(c) Exhibits
99.1
|
Press Release of GEO dated October 5, 2009 |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
| THE GEO GROUP, INC. |
||||
| October 5, 2009 | By: | /s/ Brian R. Evans | ||
| Date | Brian R. Evans | |||
| Senior Vice President and Chief Financial Officer
(Principal Financial Officer and duly authorized signatory) |
||||
3
Exhibit 99.1
CR-09-26
THE GEO GROUP CONFIRMS THIRD QUARTER GUIDANCE
Boca Raton, Fla. — October 5, 2009 — The GEO Group (NYSE: GEO) (“GEO”) confirmed today its
previously issued third quarter financial guidance. On August 4, 2009, GEO reported results for the
thirteen weeks ended June 28, 2009, including total revenues of $276.4 million, Adjusted EBITDA of
$42.3 million, GAAP earnings per share of $0.32, and pro forma earnings per share of $0.33,
representing increases of 2.4%, 8.7%, 18.5% and 10.0%, respectively, over the prior year thirteen
weeks ended June 29, 2008. Subsequently, on August 31, 2009, GEO provided guidance for the
thirteen weeks ended September 27, 2009 projecting total revenues of approximately $275.0 million
to $280.0 million, GAAP earnings per share of $0.34 to $0.35, and pro forma earnings per share of
$0.35 to $0.36, which represents an increase of approximately 7.8% and 7.6% over June 28, 2009
reported GAAP earnings per share and pro forma earnings per share, respectively. A reconciliation
from Adjusted EBITDA to GAAP Income from Continuing Operations and from pro forma earnings per
share to GAAP earnings per share is available on GEO’s investor relations website at
www.geogroup.com.
Although GEO has not completed its financial close for the thirteen weeks ended September 27, 2009,
based upon a preliminary review of its results of operations, to the extent available, GEO expects
its revenues and earnings per share to be consistent with its previously issued guidance for the
thirteen weeks ended September 27, 2009, and its Adjusted EBITDA for the thirteen weeks ended
September 27, 2009 to meet or exceed Adjusted EBITDA for the thirteen weeks ended June 28, 2009.
The foregoing estimates are preliminary, are based on a number of assumptions (including, but not
limited to, the continued operation of GEO’s facilities under current contracts at expected
occupancy levels through the month of September), and are subject to a number of risks and
uncertainties and, as a result, could change.
The GEO Group, Inc. (“GEO”) is a world leader in the delivery of correctional, detention, and
residential treatment services to federal, state, and local government agencies around the globe.
GEO offers a turnkey approach that includes design, construction, financing, and operations. GEO
represents government clients in the United States, Australia, South Africa, and the United
Kingdom. GEO’s worldwide operations include the management and/or ownership of 62 correctional and
residential treatment facilities with a total design capacity of approximately 60,000 beds,
including projects under development.
—More—
N E W S R E L E A S E
This press release contains forward-looking statements regarding future events and future
performance of GEO that involve risks and uncertainties that could materially affect actual
results, including statements regarding estimated earnings, revenues and costs and our ability to
maintain growth and strengthen contract relationships. Factors that could cause actual results to
vary from current expectations and forward-looking statements contained in this press release
include, but are not limited to: (1) GEO’s ability to successfully pursue further growth and
continue to enhance shareholder value; (2) GEO’s ability to access the capital markets in the
future on satisfactory terms or at all; (3) risks associated with GEO’s ability to control
operating costs associated with contract start-ups; (4) GEO’s ability to timely open facilities as
planned, profitably manage such facilities and successfully integrate such facilities into GEO’s
operations without substantial costs; (5) GEO’s ability to win management contracts for which it
has submitted proposals and to retain existing management contracts; (6) GEO’s ability to obtain
future financing on acceptable terms; (7) GEO’s ability to sustain company-wide occupancy rates at
its facilities; and (8) other factors contained in GEO’s Securities and Exchange Commission
filings, including the forms 10-K, 10-Q and 8-K reports.
-End-