Shareholders' Equity

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Shareholders' Equity

6. SHAREHOLDERS’ EQUITY

The following tables present the changes in shareholders’ equity that are attributable to the Company’s shareholders and to noncontrolling interests for the three months ended March 31, 2022 and 2021 (in thousands):

	Common shares						Additional Paid-In			Distributions in Excess of			Accumulated Other Comprehensive			Treasury shares					Noncontrolling			Total Shareholders'
	Shares			Amount			Capital			Earnings			Loss			Shares		Amount			Interests			Equity
For the Three Months Ended    March 31, 2022
Balance, January 1, 2022		122,472		$	1,273		$	1,276,213		$	(175,960	)	$	(20,216	)		4,852	$	(105,099	)	$	(1,195	)	$	975,016
Stock-based compensation    expense		—			—			6,313			—			—			—		—			—			6,313
Restricted stock granted		1,784			18			(18	)		—			—			—		—			—			—
Restricted stock canceled		(26	)		—			—			—			—			—		—			—			—
Shares withheld for net    settlements of share-    based awards [1]		(226	)		(2	)		(1,283	)		—			—			—		—			—			(1,285	)
Issuance of common    stock - ESPP		7			—			43			—			—			—		—			—			43
Net income (loss)		—			—			—			38,219			—			—		—			(40	)		38,179
Other comprehensive income    (loss)		—			—			—			—			2,584			—		—			(15	)		2,569
Balance, March 31, 2022		124,011		$	1,289		$	1,281,268		$	(137,741	)	$	(17,632	)		4,852	$	(105,099	)	$	(1,250	)	$	1,020,835

	Common shares						Additional Paid-In			Distributions in Excess of			Accumulated Other Comprehensive			Treasury shares					Noncontrolling			Total Shareholders'
	Shares			Amount			Capital			Earnings			Loss			Shares		Amount			Interests			Equity
For the Three Months Ended    March 31 2021
Balance, January 1, 2021		121,318		$	1,262		$	1,262,267		$	(222,892	)	$	(22,589	)		4,835	$	(104,946	)	$	(1,020	)	$	912,082
Stock-based compensation    expense		—			—			7,402			—			—			—		—			—			7,402
Restricted stock granted		1,248			12			(12	)		—			—			—		—			—			-
Restricted stock canceled		(18	)		—			—			—			—			—		—			—			-
Dividends paid		—			—			—			(30,486	)		—			—		—			—			(30,486	)
Other adjustment to paid-in capital								153									—								153
Purchase of treasury shares		(17	)		—			—			—			—			17		(153	)					(153	)
Shares withheld for net    settlements of share-    based awards [1]		(243	)		(2	)		(1,899	)		—			—			—		—			—			(1,901	)
Issuance of common    stock - ESPP		15			—			116			—			—			—		—			—			116
Net income (loss)		—			—			—			50,544			—			—		—			(61	)		50,483
Other comprehensive income    (loss)		—			—			—			—			2,479			—		—			(2	)		2,477
Balance, March 31, 2021		122,303		$	1,272		$	1,268,027		$	(202,834	)	$	(20,110	)		4,852	$	(105,099	)	$	(1,083	)	$	940,173

[1] During the three months ended March 31, 2022 and 2021, the Company withheld shares through net share settlements to satisfy statutory tax withholding requirements upon vesting of shares of restricted stock held by employees.

Automatic Shelf Registration on Form S-3

On October 30, 2020, the Company filed an automatic shelf registration on Form S-3 with the Securities and Exchange Commission (the “SEC”) that enables the Company to offer for sale, from time to time and as the capital markets permit, an unspecified amount of common stock, preferred stock, debt securities, guarantees of debt securities, warrants and units. The shelf registration statement became automatically effective upon filing and is valid for three years.

Prospectus Supplement

On June 28, 2021, in connection with the shelf registration, the Company filed with the SEC a prospectus supplement related to the offer and sale from time to time of the Company’s common stock at an aggregate offering price of up to $300 million through sales agents. Sales of shares of the Company’s 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 were no shares of common stock sold under this prospectus supplement during the three months ended March 31, 2022 or the year ended December 31, 2021.

Comprehensive Income (Loss)

Comprehensive income (loss) represents the change in shareholders' equity from transactions and other events and circumstances arising from non-shareholder sources. The Company's total comprehensive income (loss) is comprised of net income attributable to GEO, net income attributable to noncontrolling interests, foreign currency translation adjustments that arise from consolidating foreign operations that do not impact cash flows, net unrealized gains and/or losses on derivative instruments, and pension liability adjustments within shareholders' equity and comprehensive income (loss).

The components of accumulated other comprehensive income (loss) attributable to GEO within shareholders' equity are as follows:

	Three Months Ended March 31, 2022
	(In thousands)
	Foreign currency translation adjustments, net of tax (1)			Change in fair value of derivatives, net of tax			Change in marketable securities, net of tax			Pension adjustments, net of tax			Total
Balance, January 1, 2022	$	(12,461	)	$	(2,524	)	7			$	(5,238	)	$	(20,216	)
Current-period other comprehensive income (loss)		440			2,464			(405	)		85			2,584
Balance, March 31, 2022	$	(12,021	)	$	(60	)	$	(398	)	$	(5,153	)	$	(17,632	)

	Three Months Ended March 31, 2021
	(In thousands)
	Foreign currency translation adjustments, net of tax (1)			Change in fair value of derivatives, net of tax			Pension adjustments, net of tax			Total
Balance, January 1, 2021	$	(9,207	)	$	(4,752	)	$	(8,630	)	$	(22,589	)
Current-period other comprehensive income (loss)		(626	)		2,949			156			2,479
Balance, March 31, 2021	$	(9,833	)	$	(1,803	)	$	(8,474	)	$	(20,110	)

(1) The foreign currency translation related to noncontrolling interests was not significant at March 31, 2022 or 2021.