CCA Announces Proposed Offering of Senior Notes

Thu Mar 21, 2013 8:52am EDT

* Reuters is not responsible for the content in this press release.

  NASHVILLE, TN, Mar 21 (Marketwire) -- 
CCA (NYSE: CXW) (the "Company" or "Corrections Corporation of America"),
today announced its intention to offer up to an aggregate of $675 million
in aggregate principal amount of senior notes, comprised of senior notes
due 2020 and senior notes due 2023 (collectively, the "New Notes"). The
New Notes will be senior unsecured obligations of the Company and will
initially be guaranteed by all of the Company's subsidiaries that
guarantee its senior secured credit facility. 

    The New Notes will be offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of
1933, as amended (the "Securities Act"), and outside the United States
pursuant to Regulation S under the Securities Act. The New Notes have not
been registered under the Securities Act and may not be offered or sold
in the United States without registration or an applicable exemption from
the registration requirements. 

    The Company intends to use its net proceeds from the sale of the New
Notes to purchase, redeem or otherwise acquire all of the Company's
outstanding 7 3/4% Senior Notes due 2017 either pursuant to its
concurrent tender offer for such notes or otherwise, to fund the payment
in cash of up to 20% of its required distribution of C-corporation
accumulated earnings and profits in connection with its REIT conversion,
to pay other REIT conversion costs and for general corporate purposes.

    This press release is neither an offer to sell nor a solicitation of an
offer to buy any securities, nor shall there be any offer, solicitation
or sale in any jurisdiction in which such offer, solicitation or sale
would be unlawful. 

    About CCA 

    CCA is the nation's largest owner of partnership correction and detention
facilities and one of the largest prison operators in the United States,
behind only the federal government and three states. We currently operate
67 facilities, including 51 facilities that we own or control, with a
total design capacity of approximately 92,500 beds in 20 states and the
District of Columbia. CCA specializes in owning, operating and managing
prisons and other correctional facilities and providing inmate
residential services for governmental agencies. In addition to providing
the fundamental residential services relating to inmates, our facilities
offer a variety of rehabilitation and educational programs, including
basic education, religious services, life skills and employment training
and substance abuse treatment. 

    Forward-Looking Statements 

    This press release contains statements as to the Company's beliefs and
expectations of the outcome of future events that are forward-looking
statements as defined within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements are
subject to risks and uncertainties that could cause actual results to
differ materially from the statements made. These include, but are not
limited to, the risks and uncertainties associated with: (i) our ability
to meet and maintain REIT qualification tests; (ii) general economic and
market conditions, including the impact governmental budgets can have on
our per diem rates, occupancy and overall utilization; (iii) the
availability of debt and equity financing on terms that are favorable to
us; (iv) fluctuations in our operating results because of, among other
things, changes in occupancy levels, competition, increases in cost of
operations, fluctuations in interest rates and risks of operations; (v)
our ability to obtain and maintain correctional facility management
contracts, including as a result of sufficient governmental
appropriations and as a result of inmate disturbances; (vi) changes in
the privatization of the corrections and detention industry, the public
acceptance of our services, the timing of the opening of and demand for
new prison facilities and the commencement of new management contracts;
(vii) the outcome of California's realignment program and utilization of
out of state private correctional capacity; and (viii) increases in costs
to construct or expand correctional facilities that exceed original
estimates, or the inability to complete such projects on schedule as a
result of various factors, many of which are beyond our control, such as
weather, labor conditions and material shortages, resulting in increased
construction costs. 


Investors and Analysts:
Karin Demler
(615) 263-3005

Financial Media:
David Gutierrez
Dresner Corporate Services
(312) 780-7204 

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