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8-K2026-07-06· deepseek-v4-flash

CXW · CoreCivic, Inc.

0001193125-26-295590

SEC filing

Summary

CoreCivic completed the sale of two detention facilities to the Department of Homeland Security for an aggregate $1.5 billion, significantly bolstering its balance sheet.

Key takeaways

Full analysis

CoreCivic executed two asset sales on July 2, 2026, to the Department of Homeland Security (DHS) for an aggregate gross purchase price of $1.5 billion. The California City Detention Facility (2,560 beds) sold for approximately $732.6 million, and the Otay Mesa Detention Center (1,994 beds) for approximately $739.2 million. After federal and state income taxes of roughly $0.4 billion and transaction costs, net proceeds are expected to be about $1.1 billion. The sales align with CoreCivic's strategy to monetize assets at attractive valuations while maintaining operational relationships. The company plans to use net proceeds to repay outstanding amounts under its bank credit facility (including $270 million revolving, $107.8 million term loan, and $100 million incremental term loan) and the remaining $238.5 million of its 4.75% senior notes due October 2027. Remaining proceeds will be allocated to general corporate purposes, potentially including share repurchases, subject to leverage ratio covenants. CoreCivic expects to continue managing both facilities under existing ICE management contracts, although those contracts can be terminated for convenience or non-appropriation. The California City contract expires in August 2027, and the Otay Mesa contract expires in December 2029 with a five-year extension option. The company also disclosed ongoing discussions with ICE about potential additional facility sales, though no assurance of further transactions is given. This disposition provides CoreCivic with significant balance sheet flexibility to pursue growth opportunities and return capital to shareholders.