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REAL ESTATE AND OTHER TRANSACTIONS
6 Months Ended
Jun. 30, 2024
Text Block [Abstract]  
REAL ESTATE AND OTHER TRANSACTIONS
3.
REAL ESTATE AND OTHER TRANSACTIONS

Assets Held For Sale and Dispositions

As of June 30, 2024, CoreCivic had an idled 390-bed facility in Oklahoma reported in its CoreCivic Community segment and classified as held for sale. The aggregate carrying value of the property and equipment of this facility, amounting to $2.2 million, was reflected as assets held for sale on the Company's consolidated balance sheet as of June 30, 2024. The Company closed on the sale of this facility in July 2024 for a gross sales price of $3.7 million, resulting in a gain on sale that will be reported in the third quarter of 2024.

In January 2024, CoreCivic completed the sale of a facility in Colorado and reported in its CoreCivic Community segment. The sale generated net sales proceeds of $8.0 million, resulting in a gain on sale of $0.5 million reported in the first quarter of 2024. The facility was classified as held for sale as of December 31, 2023. CoreCivic continued to operate the facility through the expiration of the management contract in June 2024. In addition, in March 2024, CoreCivic completed the sale of an unused parcel of land in Texas. The sale generated net sales proceeds of $0.2 million, resulting in a gain on sale of $0.1 million also reported in the first quarter of 2024.

During the full year 2023, CoreCivic completed the sales of three community corrections facilities leased to government agencies and reported in CoreCivic's Properties segment and one vacant parcel of land. The sales of these four assets generated aggregate net sales proceeds of $10.8 million, resulting in an aggregate net gain on sale of $0.8 million after transaction costs.

Idle Facilities

As of June 30, 2024, CoreCivic had nine idle correctional facilities that are currently available and being actively marketed as solutions to meet the needs of potential customers. The following table summarizes each of the idled facilities and their respective design capacities, carrying values, excluding equipment and other assets that could generally be transferred and used at other facilities CoreCivic owns without significant cost (dollars in thousands):

 

 

 

 

 

 

Net Carrying Values

 

 

 

Design

 

 

June 30,

 

 

December 31,

 

Facility

 

Capacity

 

 

2024

 

 

2023

 

Prairie Correctional Facility

 

 

1,600

 

 

$

12,808

 

 

$

13,230

 

Huerfano County Correctional Center

 

 

752

 

 

 

13,975

 

 

 

14,058

 

Diamondback Correctional Facility

 

 

2,160

 

 

 

32,859

 

 

 

33,764

 

Marion Adjustment Center

 

 

826

 

 

 

9,949

 

 

 

9,968

 

Kit Carson Correctional Center

 

 

1,488

 

 

 

47,191

 

 

 

47,638

 

West Tennessee Detention Facility

 

 

600

 

 

 

18,096

 

 

 

18,568

 

Midwest Regional Reception Center

 

 

1,033

 

 

 

48,927

 

 

 

49,736

 

North Fork Correctional Facility

 

 

2,400

 

 

 

58,643

 

 

 

60,044

 

California City Correctional Center

 

 

2,560

 

 

 

74,966

 

 

 

75,430

 

 

 

 

13,419

 

 

$

317,414

 

 

$

322,436

 

 

As of June 30, 2024, CoreCivic also had one idled non-core facility in its Safety segment containing 240 beds with a net book value of $2.8 million, and two idled facilities in its Community segment, one of which was classified as held for sale (as disclosed above, the Company closed on the sale of this facility in July 2024), containing an aggregate of 450 beds with an aggregate net book value of $3.3 million. CoreCivic incurred operating expenses at these idled facilities of approximately $5.8 million and $2.4 million during the period they were idle during the three months ended June 30, 2024 and 2023, respectively, and $9.4 million and $5.3 million during the six months ended June 30, 2024 and 2023, respectively.

The Company estimated undiscounted cash flows for each facility with an impairment indicator. The Company's estimated undiscounted cash flows reflect the Company’s most recent expectations around potential utilization and/or sale of the facilities and projected cash flows based on historical cash flows, cash flows of comparable facilities, and recent contract negotiations for utilization, as applicable.

CoreCivic evaluates, on a quarterly basis, market developments for the potential utilization of each of its idle properties in order to identify events that may cause CoreCivic to reconsider its assumptions with respect to the recoverability of book values as compared to undiscounted cash flows. CoreCivic considers the cancellation of a contract in its Safety or Community segment or an expiration and non-renewal of a lease agreement in its CoreCivic Properties segment as indicators of impairment and tests each of the idled properties for impairment when it is notified by the respective customers or tenants that they would no longer be utilizing such property.

Termination of Contract at the South Texas Family Residential Center

On June 10, 2024, the Company received notification from ICE of its intent to terminate an inter-governmental service agreement ("IGSA") for services at the 2,400-bed South Texas Family Residential Center ("STFRC") effective August 9, 2024. The IGSA originated in 2014, was extended in 2016, and was extended again in 2020 from September 2021 through September 2026. ICE's termination rights, which permit ICE to terminate the agreement for convenience or non-appropriation of funds, without penalty, by providing CoreCivic with at least a 60-day notice, were unchanged under the previous IGSA.

Under the fixed monthly payment schedule of the original IGSA, ICE agreed to pay CoreCivic $70.0 million in two $35.0 million installments during the fourth quarter of 2014, and graduated fixed monthly payments over the remaining months of the contract. During the six months ended June 30, 2024 and the twelve months ended December 31, 2023, CoreCivic recognized $78.1 million and $156.1 million, respectively, in revenue under the amended IGSA, with the unrecognized balance of the fixed monthly payments reported in deferred revenue. The current portion of deferred revenue is reflected within accounts payable and accrued expenses while the long-term portion at December 31, 2023 is reflected as deferred revenue on the accompanying consolidated balance sheets. As of June 30, 2024 and December 31, 2023, total deferred revenue associated with this agreement amounted to $6.0 million and $7.3 million, respectively. As a result of the notification of the intent to terminate the IGSA, the Company reported the total deferred revenue balance as a current liability within accounts payable and accrued expenses as of June 30, 2024. Upon termination of the IGSA in the third quarter of 2024, when no further service obligation exists, CoreCivic will recognize the remaining balance of the deferred revenue amount.

CoreCivic leases the STFRC and the site upon which it was constructed from a third-party lessor. CoreCivic's lease agreement with the third-party lessor is over a base period concurrent with the IGSA with ICE which was amended in September 2020 to extend the term of the agreement through September 2026. The extended lease agreement provides CoreCivic with the ability to terminate the lease with a notification period of at least 60 days if ICE terminates the extended IGSA. Upon being notified by ICE of its intent to terminate the IGSA at the STFRC, CoreCivic provided notice to the third-party lessor of its intent to terminate the lease agreement effective August 9, 2024. In accordance with ASC 842, "Leases", CoreCivic remeasured the lease liability and recorded a corresponding adjustment of $57.0 million to the associated right of use asset to reflect the reduction to the lease term. In addition, CoreCivic estimates a non-cash asset impairment charge of approximately $3.0 million to $3.6 million during the third quarter of 2024 associated with property and equipment at the STFRC, in the event we are unable to transfer the assets to other CoreCivic facilities.