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Condensed Consolidating Financial Information | 12 Months Ended
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Dec. 31, 2013
Condensed Consolidating Financial Information Disclosure [Abstract] |
Condensed Consolidating Financial Information | Condensed Consolidating Financial Information As discussed in Note 14 - Debt, during 2013 the Company completed two private placement offerings as follows: (i) on March 19, 2013, the Company completed an offering of $300.0 million aggregate principal amount of 5.125% senior notes due 2023, and (ii) on October 3, 2013, the Company completed an offering of $250.0 million aggregate principal amount of 5 ⅞% senior notes due 2022. The 5.125% Senior Notes due 2023, the 5 ⅞% Senior Notes due 2022, and the Company’s previously existing 6.625% Senior Notes due 2021 are collectively referred to as the “Notes”. The Notes are fully and unconditionally guaranteed on a joint and several senior unsecured basis by the Company and certain of its wholly-owned domestic subsidiaries (the “Subsidiary Guarantors”). On February 10, 2011, the 6.625% Senior Notes were sold to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States only to non-U.S. persons in accordance with Regulation S promulgated under the Securities Act. In connection with the sale of the 6.625% Senior Notes, the Company entered into a Registration Rights Agreement with the initial purchasers of the 6.625% Senior Notes party thereto, pursuant to which the Company and its Subsidiary Guarantors (as defined below) agreed to file a registration statement with respect to an offer to exchange the 6.625% Senior Notes for a new issue of substantially identical notes registered under the Securities Act. The Company filed a registration statement with respect to this offer to exchange the 6.625% Senior Notes which became effective on July 22, 2011. The Company launched the exchange offer on July 25, 2011 and the exchange offer expired August 22, 2011. On March 13, 2013, the 5.125% Senior Notes were sold to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and outside the United States only to non-U.S. persons in accordance with Regulation S promulgated under the Securities Act. In connection with the sale of the 5.125% Senior Notes, the Company entered into a Registration Rights Agreement with the initial purchasers of the 5.125% Senior Notes party thereto, pursuant to which the Company and its Subsidiary Guarantors (as defined below) agreed to file a registration statement with respect to an offer to exchange the 5.125% Senior Notes for a new issue of substantially identical notes registered under the Securities Act. The Company filed a registration statement with respect to this offer to exchange the 5.125% Senior Notes which became effective on September 12, 2013. GEO launched the exchange offer on September 13, 2013 and the exchange offer expired on October 11, 2013. On October 3, 2013, the 5 ⅞% Senior Notes were sold to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and outside the United States only to non-U.S. persons in accordance with Regulation S promulgated under the Securities Act. In connection with the sale of the 5 ⅞% Senior Notes, the Company entered into a Registration Rights Agreement with the initial purchasers of the 5 ⅞% Senior Notes party thereto, pursuant to which the Company and its Subsidiary Guarantors (as defined below) agreed to file a registration statement with respect to an offer to exchange the 5 ⅞% Senior Notes for a new issue of substantially identical notes registered under the Securities Act. The Company filed a registration statement with respect to this offer to exchange the 5 ⅞% Senior Notes which became effective on January 6, 2014. GEO launched the exchange offer on January 6, 2014 and the exchange offer expired on February 4, 2014. As a result of the REIT conversion, effective January 1, 2013, GEO reorganized its operations and moved non-real estate components into taxable REIT subsidiaries. Refer to Note 1 - Summary of Business Organization, Operations and Significant Accounting Policies. In addition, the 2013 presentation includes REIT/TRS activity between Parent and Guarantors which was not present during 2012 or 2011. As a result of the restructuring, certain balances reflected in the 2013 condensed consolidating financial information may not be comparable to the 2012 and 2011 condensed consolidating financial information. The following condensed consolidating financial information, which has been prepared in accordance with the requirements for presentation of Rule 3-10(d) of Regulation S-X promulgated under the Securities Act, presents the condensed consolidating financial information separately for: (i) The GEO Group, Inc., as the issuer of the Notes; (ii) The Subsidiary Guarantors, on a combined basis, which are 100% owned by The Geo Group, Inc., and which are guarantors of the Notes; (iii) The Company’s other subsidiaries, on a combined basis, which are not guarantors of the Notes (the “Subsidiary Non-Guarantors”); (iv) Consolidating entries and eliminations representing adjustments to: (a) eliminate intercompany transactions between or among the Company, the Subsidiary Guarantors and the Subsidiary Non-Guarantors and (b) eliminate the investments in the Company’s subsidiaries; and (v) The Company and its subsidiaries on a consolidated basis. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME
| For the Year Ended December 31, 2013
| The GEO Group, Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Revenues | $ | 494,631 |  |  | $ | 1,218,835 |  |  | $ | 219,871 |  |  | $ | (411,263 | ) |  | $ | 1,522,074 |
Operating expenses | 410,270 |  |  | 950,605 |  |  | 175,253 |  |  | (411,263 | ) |  | 1,124,865 |
Depreciation and amortization | 24,355 |  |  | 65,524 |  |  | 4,785 |  |  | — |  |  | 94,664 |
General and administrative expenses | 36,336 |  |  | 64,573 |  |  | 16,152 |  |  | — |  |  | 117,061 |
Operating income | 23,670 |  |  | 138,133 |  |  | 23,681 |  |  | — |  |  | 185,484 |
Interest income | 25,275 |  |  | 1,960 |  |  | 2,566 |  |  | (26,477 | ) |  | 3,324 |
Interest expense | (41,121 | ) |  | (59,518 | ) |  | (8,842 | ) |  | 26,477 |  |  | (83,004 | )
Loss on extinguishment of debt | (2,601 | ) |  | (18,056 | ) |  | — |  |  | — |  |  | (20,657 | )
Income before income taxes, equity in earnings of affiliates, and discontinued operations | 5,223 |  |  | 62,519 |  |  | 17,405 |  |  | — |  |  | 85,147 |
Provision (benefit) for Income Taxes | (34,835 | ) |  | 4,454 |  |  | 4,331 |  |  | — |  |  | (26,050 | )
Equity in earnings of affiliates, net of income tax provision | — |  |  | — |  |  | 6,265 |  |  | — |  |  | 6,265 |
Income from continuing operations before equity in income of consolidated subsidiaries | 40,058 |  |  | 58,065 |  |  | 19,339 |  |  | — |  |  | 117,462 |
Income from consolidated subsidiaries, net of income tax provision | 77,404 |  |  | — |  |  | — |  |  | (77,404 | ) |  | — |
Income from continuing operations | 117,462 |  |  | 58,065 |  |  | 19,339 |  |  | (77,404 | ) |  | 117,462 |
Net loss from discontinued operations | (2,265 | ) |  | — |  |  |  |  |  | — |  |  | (2,265 | )
Net income | 115,197 |  |  | 58,065 |  |  | 19,339 |  |  | (77,404 | ) |  | 115,197 |
Less: income attributable to noncontrolling interests | — |  |  | — |  |  | (62 | ) |  | $ | — |  |  | (62 | )
Net income attributable to The GEO Group, Inc. | $ | 115,197 |  |  | $ | 58,065 |  |  | $ | 19,277 |  |  | $ | (77,404 | ) |  | $ | 115,135 |
Net income | $ | 115,197 |  |  | $ | 58,065 |  |  | $ | 19,339 |  |  | $ | (77,404 | ) |  | $ | 115,197 |
Other comprehensive income (loss), net of tax | — |  |  | 914 |  |  | (8,113 | ) |  | — |  |  | (7,199 | )
Total comprehensive income | $ | 115,197 |  |  | $ | 58,979 |  |  | $ | 11,226 |  |  | $ | (77,404 | ) |  | $ | 107,998 |
Comprehensive loss attributable to noncontrolling interests | — |  |  | — |  |  | 38 |  |  | — |  |  | 38 |
Comprehensive income attributable to The GEO Group, Inc. | $ | 115,197 |  |  | $ | 58,979 |  |  | $ | 11,264 |  |  | $ | (77,404 | ) |  | $ | 108,036 |
CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
| For the Fiscal Year Ended December 31, 2012
| The GEO Group, Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Revenues | $ | 605,091 |  |  | $ | 721,949 |  |  | $ | 230,261 |  |  | $ | (78,239 | ) |  | $ | 1,479,062 |
Operating expenses | 529,318 |  |  | 451,564 |  |  | 186,589 |  |  | (78,239 | ) |  | 1,089,232 |
Depreciation and amortization | 29,521 |  |  | 54,719 |  |  | 7,445 |  |  | — |  |  | 91,685 |
General and administrative expenses | 44,214 |  |  | 52,753 |  |  | 16,825 |  |  | — |  |  | 113,792 |
Operating income | 2,038 |  |  | 162,913 |  |  | 19,402 |  |  | — |  |  | 184,353 |
Interest income | 32,580 |  |  | 1,713 |  |  | 6,122 |  |  | (33,699 | ) |  | 6,716 |
Interest expense | (68,737 | ) |  | (33,204 | ) |  | (13,947 | ) |  | 33,699 |  |  | (82,189 | )
Loss on extinguishment of debt | — |  |  | (8,462 | ) |  | — |  |  | — |  |  | (8,462 | )
Income before income taxes, equity in earnings of affiliates, and discontinued operations | (34,119 | ) |  | 122,960 |  |  | 11,577 |  |  | — |  |  | 100,418 |
Provision (benefit) for income taxes | (11,303 | ) |  | (31,352 | ) |  | 2,093 |  |  | — |  |  | (40,562 | )
Equity in earnings of affiliates, net of income tax provision | — |  |  | — |  |  | 3,578 |  |  | — |  |  | 3,578 |
Income (loss) from continuing operations before equity in income of consolidated subsidiaries | (22,816 | ) |  | 154,312 |  |  | 13,062 |  |  | — |  |  | 144,558 |
Income from consolidated subsidiaries, net of income tax provision | 167,374 |  |  | — |  |  | — |  |  | (167,374 | ) |  | — |
Income from continuing operations | 144,558 |  |  | 154,312 |  |  | 13,062 |  |  | (167,374 | ) |  | 144,558 |
Net income (loss) from discontinued operations | (10,660 | ) |  | (5,942 | ) |  | 447 |  |  | 5,495 |  |  | (10,660 | )
Net income | 133,898 |  |  | 148,370 |  |  | 13,509 |  |  | (161,879 | ) |  | 133,898 |
Less: loss attributable to noncontrolling interests | $ | — |  |  | $ | — |  |  | $ | 852 |  |  | $ | — |  |  | $ | 852 |
Net income attributable to The GEO Group, Inc. | $ | 133,898 |  |  | $ | 148,370 |  |  | $ | 14,361 |  |  | $ | (161,879 | ) |  | $ | 134,750 |
Net income | $ | 133,898 |  |  | $ | 148,370 |  |  | $ | 13,509 |  |  | $ | (161,879 | ) |  | $ | 133,898 |
Other comprehensive income (loss), net of tax | (461 | ) |  | — |  |  | 1,085 |  |  | — |  |  | 624 |
Total comprehensive income | $ | 133,437 |  |  | $ | 148,370 |  |  | $ | 14,594 |  |  | $ | (161,879 | ) |  | $ | 134,522 |
Comprehensive loss attributable to noncontrolling interests | — |  |  | — |  |  | 968 |  |  | — |  |  | 968 |
Comprehensive income attributable to The GEO Group, Inc. | $ | 133,437 |  |  | $ | 148,370 |  |  | $ | 15,562 |  |  | $ | (161,879 | ) |  | $ | 135,490 |
CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
| For the Fiscal Year ended January 1, 2012
| The GEO Group, Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Revenues | $ | 556,163 |  |  | $ | 717,926 |  |  | $ | 220,352 |  |  | $ | (87,269 | ) |  | $ | 1,407,172 |
Operating expenses | 503,355 |  |  | 448,057 |  |  | 171,867 |  |  | (87,269 | ) |  | 1,036,010 |
Depreciation and amortization | 20,615 |  |  | 53,458 |  |  | 7,475 |  |  | — |  |  | 81,548 |
General and administrative expenses | 39,445 |  |  | 55,698 |  |  | 14,872 |  |  | — |  |  | 110,015 |
Operating income | (7,252 | ) |  | 160,713 |  |  | 26,138 |  |  | — |  |  | 179,599 |
Interest income | 29,087 |  |  | 2,608 |  |  | 6,462 |  |  | (31,125 | ) |  | 7,032 |
Interest expense | (61,447 | ) |  | (30,720 | ) |  | (14,336 | ) |  | 31,125 |  |  | (75,378 | )
Income (loss) before income taxes, equity in earnings of affiliates, and discontinued operations | (39,612 | ) |  | 132,601 |  |  | 18,264 |  |  | — |  |  | 111,253 |
Provision (benefit) for income taxes | (15,158 | ) |  | 51,518 |  |  | 6,812 |  |  | — |  |  | 43,172 |
Equity in earnings of affiliates, net of income tax provision | — |  |  | — |  |  | 1,563 |  |  | — |  |  | 1,563 |
Income (loss) from continuing operations before equity in income of consolidated subsidiaries | (24,454 | ) |  | 81,083 |  |  | 13,015 |  |  | — |  |  | 69,644 |
Income from consolidated subsidiaries, net of income tax provision | 94,098 |  |  | — |  |  | — |  |  | (94,098 | ) |  | — |
Income from continuing operations | 69,644 |  |  | 81,083 |  |  | 13,015 |  |  | (94,098 | ) |  | 69,644 |
Net income from discontinued operations | 7,819 |  |  | 6,329 |  |  | 473 |  |  | (6,802 | ) |  | 7,819 |
Net income | 77,463 |  |  | 87,412 |  |  | 13,488 |  |  | (100,900 | ) |  | 77,463 |
Less: loss attributable to noncontrolling interests | $ | — |  |  | $ | — |  |  | $ | 1,162 |  |  | $ | — |  |  | $ | 1,162 |
Net income attributable to The GEO Group, Inc. | $ | 77,463 |  |  | $ | 87,412 |  |  | $ | 14,650 |  |  | $ | (100,900 | ) |  | $ | 78,625 |
Net income | $ | 77,463 |  |  | $ | 87,412 |  |  | $ | 13,488 |  |  | $ | (100,900 | ) |  | $ | 77,463 |
Other comprehensive loss, net of tax | (1,131 | ) |  | — |  |  | (7,122 | ) |  | — |  |  | (8,253 | )
Total comprehensive income | $ | 76,332 |  |  | $ | 87,412 |  |  | $ | 6,366 |  |  | $ | (100,900 | ) |  | $ | 69,210 |
Comprehensive loss attributable to noncontrolling interests | — |  |  | — |  |  | 1,274 |  |  | — |  |  | 1,274 |
Comprehensive income attributable to The GEO Group, Inc. | $ | 76,332 |  |  | $ | 87,412 |  |  | $ | 7,640 |  |  | $ | (100,900 | ) |  | $ | 70,484 |
CONDENSED CONSOLIDATING BALANCE SHEET
| As of December 31, 2013
| The GEO Group, Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Eliminations |  | Consolidated
| (Dollars in thousands)
ASSETS
Cash and cash equivalents | $ | 30,730 |  |  | $ | 985 |  |  | $ | 20,410 |  |  | $ | — |  |  | $ | 52,125 |
Restricted cash and investments | — |  |  | — |  |  | 11,518 |  |  | — |  |  | 11,518 |
Accounts receivable, less allowance for doubtful accounts | 84,087 |  |  | 149,239 |  |  | 17,204 |  |  | — |  |  | 250,530 |
Current deferred income tax assets, net | — |  |  | 19,236 |  |  | 1,700 |  |  | — |  |  | 20,936 |
Prepaid expenses and other current assets | 17,834 |  |  | 21,032 |  |  | 11,524 |  |  | (1,154 | ) |  | 49,236 |
Total current assets | 132,651 |  |  | 190,492 |  |  | 62,356 |  |  | (1,154 | ) |  | 384,345 |
Restricted Cash and Investments | 167 |  |  | 11,158 |  |  | 7,024 |  |  | — |  |  | 18,349 |
Property and Equipment, Net | 686,005 |  |  | 956,724 |  |  | 85,069 |  |  | — |  |  | 1,727,798 |
Direct Finance Lease Receivable | — |  |  | — |  |  | 16,944 |  |  | — |  |  | 16,944 |
Intercompany Receivable | 947,916 |  |  | 123,237 |  |  | — |  |  | (1,071,153 | ) |  | — |
Non-Current Deferred Income Tax Assets | — |  |  | — |  |  | 4,821 |  |  | — |  |  | 4,821 |
Goodwill | 34 |  |  | 489,501 |  |  | 661 |  |  | — |  |  | 490,196 |
Intangible Assets, Net | — |  |  | 162,160 |  |  | 1,240 |  |  | — |  |  | 163,400 |
Investment in Subsidiaries | 898,333 |  |  | 421,218 |  |  | — |  |  | (1,319,551 | ) |  | — |
Other Non-Current Assets | 23,346 |  |  | 104,241 |  |  | 35,615 |  |  | (79,691 | ) |  | 83,511 |
Total Assets | $ | 2,688,452 |  |  | $ | 2,458,731 |  |  | $ | 213,730 |  |  | $ | (2,471,549 | ) |  | $ | 2,889,364 |
LIABILITIES AND SHAREHOLDERS’ EQUITY
Accounts payable | $ | 29,866 |  |  | $ | 13,895 |  |  | $ | 3,525 |  |  | $ | — |  |  | $ | 47,286 |
Accrued payroll and related taxes | 207 |  |  | 23,470 |  |  | 15,049 |  |  | — |  |  | 38,726 |
Accrued expenses | 26,963 |  |  | 74,645 |  |  | 14,496 |  |  | (1,154 | ) |  | 114,950 |
Current portion of capital lease obligations, long-term debt and non-recourse debt | 3,000 |  |  | 1,185 |  |  | 17,978 |  |  | — |  |  | 22,163 |
Total current liabilities | 60,036 |  |  | 113,195 |  |  | 51,048 |  |  | (1,154 | ) |  | 223,125 |
Non-Current Deferred Income Tax Liabilities | (120 | ) |  | 14,792 |  |  | 17 |  |  | — |  |  | 14,689 |
Intercompany Payable | 114,208 |  |  | 942,666 |  |  | 14,279 |  |  | (1,071,153 | ) |  | — |
Other Non-Current Liabilities | 5,270 |  |  | 138,743 |  |  | 639 |  |  | (79,691 | ) |  | 64,961 |
Capital Lease Obligations | — |  |  | 10,924 |  |  | — |  |  | — |  |  | 10,924 |
Long-Term Debt | 1,485,536 |  |  | — |  |  | — |  |  | — |  |  | 1,485,536 |
Non-Recourse Debt | — |  |  | — |  |  | 66,153 |  |  | — |  |  | 66,153 |
Commitments & Contingencies |  |  |  |  |  |  |  |  |
Shareholders' Equity: |  |  |  |  |  |  |  |  |
Total shareholders’ equity attributable to The GEO Group, Inc. | 1,023,522 |  |  | 1,238,411 |  |  | 81,140 |  |  | (1,319,551 | ) |  | 1,023,522 |
Noncontrolling Interests | — |  |  | — |  |  | 454 |  |  | — |  |  | 454 |
Total Shareholders’ Equity | 1,023,522 |  |  | 1,238,411 |  |  | 81,594 |  |  | (1,319,551 | ) |  | 1,023,976 |
Total Liabilities and Shareholders' Equity | $ | 2,688,452 |  |  | $ | 2,458,731 |  |  | $ | 213,730 |  |  | $ | (2,471,549 | ) |  | $ | 2,889,364 |
CONDENSED CONSOLIDATING BALANCE SHEET
| As of December 31, 2012
| The GEO Group, Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Eliminations |  | Consolidated
| (Dollars in thousands)
ASSETS
Cash and cash equivalents | $ | 4,764 |  |  | $ | 1,917 |  |  | $ | 25,074 |  |  | $ | — |  |  | $ | 31,755 |
Restricted cash and investments | — |  |  | — |  |  | 15,654 |  |  | — |  |  | 15,654 |
Accounts receivable, less allowance for doubtful accounts | 124,670 |  |  | 102,704 |  |  | 19,261 |  |  | — |  |  | 246,635 |
Current deferred income tax assets, net | 13,106 |  |  | 1,498 |  |  | 3,686 |  |  | — |  |  | 18,290 |
Prepaid expenses and other current assets | 8,657 |  |  | 5,890 |  |  | 11,456 |  |  | (1,154 | ) |  | 24,849 |
Total current assets | 151,197 |  |  | 112,009 |  |  | 75,131 |  |  | (1,154 | ) |  | 337,183 |
Restricted Cash and Investments | 7,953 |  |  | — |  |  | 24,803 |  |  | — |  |  | 32,756 |
Property and Equipment, Net | 633,458 |  |  | 939,995 |  |  | 113,706 |  |  | — |  |  | 1,687,159 |
Assets Held for Sale | — |  |  | 3,243 |  |  | — |  |  | — |  |  | 3,243 |
Direct Finance Lease Receivable | — |  |  | — |  |  | 26,757 |  |  | — |  |  | 26,757 |
Intercompany Receivable | 591,273 |  |  | 14,305 |  |  | — |  |  | (605,578 | ) |  | — |
Non-Current Deferred Income Tax Assets | 16,230 |  |  | — |  |  | 2,532 |  |  | (16,230 | ) |  | 2,532 |
Goodwill | 34 |  |  | 489,502 |  |  | 772 |  |  | — |  |  | 490,308 |
Intangible Assets, Net | — |  |  | 176,666 |  |  | 1,652 |  |  | — |  |  | 178,318 |
Investment in Subsidiaries | 1,151,998 |  |  | 41,356 |  |  | — |  |  | (1,193,354 | ) |  | — |
Other Non-Current Assets | 38,574 |  |  | 84,931 |  |  | 36,584 |  |  | (79,151 | ) |  | 80,938 |
Total Assets | $ | 2,590,717 |  |  | $ | 1,862,007 |  |  | $ | 281,937 |  |  | $ | (1,895,467 | ) |  | $ | 2,839,194 |
LIABILITIES AND SHAREHOLDERS’ EQUITY
Accounts payable | $ | 29,889 |  |  | $ | 17,407 |  |  | $ | 2,814 |  |  | $ | — |  |  | $ | 50,110 |
Accrued payroll and related taxes | 4,774 |  |  | 16,264 |  |  | 18,284 |  |  | — |  |  | 39,322 |
Accrued expenses | 94,350 |  |  | 5,515 |  |  | 17,846 |  |  | (1,154 | ) |  | 116,557 |
Current portion of capital lease obligations, long-term debt and non-recourse debt | 33,925 |  |  | 1,311 |  |  | 18,646 |  |  | — |  |  | 53,882 |
Total current liabilities | 162,938 |  |  | 40,497 |  |  | 57,590 |  |  | (1,154 | ) |  | 259,871 |
Non-Current Deferred Income Tax Liabilities | — |  |  | 31,933 |  |  | — |  |  | (16,230 | ) |  | 15,703 |
Intercompany Payable | — |  |  | 586,428 |  |  | 19,150 |  |  | (605,578 | ) |  | — |
Other Non-Current Liabilities | 63,657 |  |  | 96,822 |  |  | 697 |  |  | (79,151 | ) |  | 82,025 |
Capital Lease Obligations | — |  |  | 11,926 |  |  | — |  |  | — |  |  | 11,926 |
Long-Term Debt | 1,317,310 |  |  | 219 |  |  | — |  |  | — |  |  | 1,317,529 |
Non-Recourse Debt | — |  |  | — |  |  | 104,836 |  |  | — |  |  | 104,836 |
Commitments & Contingencies |  |  |  |  |  |  |  |  |
Shareholders' Equity: |  |  |  |  |  |  |  |  |
Total shareholders’ equity attributable to The GEO Group, Inc. | 1,046,812 |  |  | 1,094,182 |  |  | 99,172 |  |  | (1,193,354 | ) |  | 1,046,812 |
Noncontrolling Interests | — |  |  | — |  |  | 492 |  |  | — |  |  | 492 |
Total Shareholders’ Equity | 1,046,812 |  |  | 1,094,182 |  |  | 99,664 |  |  | (1,193,354 | ) |  | 1,047,304 |
Total Liabilities and Shareholders' Equity | $ | 2,590,717 |  |  | $ | 1,862,007 |  |  | $ | 281,937 |  |  | $ | (1,895,467 | ) |  | $ | 2,839,194 |
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
| For the Year Ended December 31, 2013
| The GEO Group, Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Consolidated
Cash Flow from Operating Activities: |  |  |  |  |  |  |
Cash provided by operating activities - continuing operations | $ | 142,923 |  |  | $ | 34,067 |  |  | $ | 15,199 |  |  | $ | 192,189 |
Cash provided by operating activities - discontinued operations | — |  |  | — |  |  | — |  |  | — |
Net cash provided by operating activities | 142,923 |  |  | 34,067 |  |  | 15,199 |  |  | 192,189 |
Cash Flow from Investing Activities: |  |  |  |  |  |  |
Net working capital adjustment from RTS divestiture | (996 | ) |  | — |  |  | — |  |  | (996 | )
Proceeds from sale of property and equipment | — |  |  | 205 |  |  | — |  |  | 205 |
Proceeds from sale of assets held for sale | — |  |  | 1,969 |  |  | — |  |  | 1,969 |
Change in restricted cash and investments | (167 | ) |  | (3,205 | ) |  | 20,784 |  |  | 17,412 |
Capital expenditures | (79,150 | ) |  | (36,815 | ) |  | (1,601 | ) |  | (117,566 | )
Net cash provided by (used in) investing activities | (80,313 | ) |  | (37,846 | ) |  | 19,183 |  |  | (98,976 | )
Cash Flow from Financing Activities: |  |  |  |  |  |  |
Proceeds from long-term debt | 1,238,000 |  |  | — |  |  | — |  |  | 1,238,000 |
Tax benefit related to equity compensation | 2,197 |  |  | — |  |  | — |  |  | 2,197 |
Debt issuance costs - deferred | (23,834 | ) |  | — |  |  | — |  |  | (23,834 | )
Debt issuance fees | (13,421 | ) |  | — |  |  | — |  |  | (13,421 | )
Payments on long-term debt | (1,098,174 | ) |  | (1,127 | ) |  | (35,243 | ) |  | (1,134,544 | )
Proceeds from stock options exercised | 5,425 |  |  | — |  |  | — |  |  | 5,425 |
Cash dividends paid | (147,156 | ) |  | — |  |  | — |  |  | (147,156 | )
Proceeds from reissuance of treasury stock in connection with ESPP | 319 |  |  | — |  |  | — |  |  | 319 |
Termination of Interest rate swap agreements | — |  |  | 3,974 |  |  | — |  |  | 3,974 |
Net cash used in financing activities | (36,644 | ) |  | 2,847 |  |  | (35,243 | ) |  | (69,040 | )
Effect of Exchange Rate Changes on Cash and Cash Equivalents | — |  |  | — |  |  | (3,803 | ) |  | (3,803 | )
Net Increase (Decrease) in Cash and Cash Equivalents | 25,966 |  |  | (932 | ) |  | (4,664 | ) |  | 20,370 |
Cash and Cash Equivalents, beginning of period | 4,764 |  |  | 1,917 |  |  | 25,074 |  |  | 31,755 |
Cash and Cash Equivalents, end of period | $ | 30,730 |  |  | $ | 985 |  |  | $ | 20,410 |  |  | $ | 52,125 |
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
| For the Fiscal Year Ended December 31, 2012
| The GEO Group Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Consolidated
| (Dollars in thousands)
Cash Flow from Operating Activities: |  |  |  |  |  |  |
Cash provided by operating activities - continuing operations | $ | 105,402 |  |  | $ | 84,896 |  |  | $ | 64,889 |  |  | $ | 255,187 |
Cash (used in) provided by operating activities - discontinued operations | 5,810 |  |  | 3,864 |  |  | (621 | ) |  | 9,053 |
Net cash provided by operating activities | 111,212 |  |  | 88,760 |  |  | 64,268 |  |  | 264,240 |
Cash Flow from Investing Activities: |  |  |  |  |  |  |
Acquisition of ownership interests in MCF | — |  |  | (35,154 | ) |  | — |  |  | (35,154 | )
Proceeds from RTS divestiture | 29,653 |  |  | — |  |  | 3,600 |  |  | 33,253 |
Proceeds from sale of property and equipment | — |  |  | 65 |  |  | — |  |  | 65 |
Proceeds from sale of assets held for sale | — |  |  | 5,641 |  |  | — |  |  | 5,641 |
Change in restricted cash and investments | — |  |  | — |  |  | 51,189 |  |  | 51,189 |
Capital expenditures | (61,426 | ) |  | (42,406 | ) |  | (3,717 | ) |  | (107,549 | )
Cash (used in) provided by investing activities - continuing operations | (31,773 | ) |  | (71,854 | ) |  | 51,072 |  |  | (52,555 | )
Cash used in investing activities - discontinued operations | (634 | ) |  | (1,820 | ) |  | (307 | ) |  | (2,761 | )
Net cash (used in) provided by investing activities | (32,407 | ) |  | (73,674 | ) |  | 50,765 |  |  | (55,316 | )
Cash Flow from Financing Activities: |  |  |  |  |  |  |
Proceeds from long-term debt | 358,000 |  |  | — |  |  | — |  |  | 358,000 |
Tax benefit related to equity compensation | 621 |  |  | — |  |  | — |  |  | 621 |
Debt issuance fees | — |  |  | (14,861 | ) |  | — |  |  | (14,861 | )
Distribution to noncontrolling interests | — |  |  | — |  |  | (5,758 | ) |  | (5,758 | )
Payment for purchase of treasury shares | (8,666 | ) |  | — |  |  | — |  |  | (8,666 | )
Debt issuance costs - deferred | (1,360 | ) |  | — |  |  | (38 | ) |  | (1,398 | )
Payments on long-term debt | (343,987 | ) |  | (1,400 | ) |  | (111,098 | ) |  | (456,485 | )
Proceeds from stock options exercised | 9,276 |  |  | — |  |  | — |  |  | 9,276 |
Dividends paid | (102,435 | ) |  | — |  |  | — |  |  | (102,435 | )
Proceeds from reissuance of treasury stock in connection with ESPP | 460 |  |  | — |  |  | — |  |  | 460 |
Payment for retirement of treasury stock | (1,036 | ) |  | — |  |  | — |  |  | (1,036 | )
Net cash used in financing activities | (89,127 | ) |  | (16,261 | ) |  | (116,894 | ) |  | (222,282 | )
Effect of Exchange Rate Changes on Cash and Cash Equivalents | — |  |  | — |  |  | 1,735 |  |  | 1,735 |
Net Decrease in Cash and Cash Equivalents | (10,322 | ) |  | (1,175 | ) |  | (126 | ) |  | (11,623 | )
Cash and Cash Equivalents, beginning of period | 15,086 |  |  | 3,092 |  |  | 25,200 |  |  | 43,378 |
Cash and Cash Equivalents, end of period | $ | 4,764 |  |  | $ | 1,917 |  |  | $ | 25,074 |  |  | $ | 31,755 |
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
| For the Fiscal Year Ended January 1, 2012
| The GEO Group Inc. |  | Combined Subsidiary Guarantors |  | Combined Non-Guarantor Subsidiaries |  | Consolidated
| (Dollars in thousands)
Cash Flow from Operating Activities: |  |  |  |  |  |  |
Cash provided by operating activities - continuing operations | $ | 173,438 |  |  | $ | 18,834 |  |  | $ | (6,531 | ) |  | $ | 185,741 |
Cash provided by operating activities - discontinued operations | 3,475 |  |  | 7,026 |  |  | (7,130 | ) |  | 3,371 |
Net cash provided by operating activities | 176,913 |  |  | 25,860 |  |  | (13,661 | ) |  | 189,112 |
Cash Flow from Investing Activities: |  |  |  |  |  |  |
Acquisition of BI and Cornell, cash consideration, net of cash acquired | (409,607 | ) |  | — |  |  | — |  |  | (409,607 | )
Proceeds from sale of property and equipment | — |  |  | 1,450 |  |  | 33 |  |  | 1,483 |
Proceeds from sale of assets held for sale | — |  |  | 7,121 |  |  |  |  |  | 7,121 |
Change in restricted cash and investments | — |  |  | — |  |  | (9,503 | ) |  | (9,503 | )
Capital expenditures | (191,642 | ) |  | (28,266 | ) |  | (2,125 | ) |  | (222,033 | )
Cash used in investing activities - continuing operations | (601,249 | ) |  | (19,695 | ) |  | (11,595 | ) |  | (632,539 | )
Cash used in investing activities - discontinued operations | (696 | ) |  | (1,973 | ) |  | (333 | ) |  | (3,002 | )
Net cash (used in) provided by investing activities | (601,945 | ) |  | (21,668 | ) |  | (11,928 | ) |  | (635,541 | )
Cash Flow from Financing Activities: |  |  |  |  |  |  |
Proceeds from long-term debt | 782,247 |  |  | — |  |  | 53,148 |  |  | 835,395 |
Payments on long-term debt | (257,210 | ) |  | (1,275 | ) |  | (31,347 | ) |  | (289,832 | )
Income tax benefit of equity compensation | 465 |  |  | — |  |  | — |  |  | 465 |
Debt issuance costs - deferred | (15,462 | ) |  | — |  |  | — |  |  | (15,462 | )
Distribution to noncontrolling interests | — |  |  | — |  |  | (4,012 | ) |  | (4,012 | )
Payment for purchase of treasure shares | (74,982 | ) |  | — |  |  | — |  |  | (74,982 | )
Proceeds from stock options exercised | 2,446 |  |  | — |  |  | — |  |  | 2,446 |
Net cash provided by (used in) financing activities | 437,504 |  |  | (1,275 | ) |  | 17,789 |  |  | 454,018 |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | — |  |  | — |  |  | (2,299 | ) |  | (2,299 | )
Net Increase (Decrease) in Cash and Cash Equivalents | 12,472 |  |  | 2,917 |  |  | (10,099 | ) |  | 5,290 |
Cash and Cash Equivalents, beginning of period | 2,614 |  |  | 175 |  |  | 35,299 |  |  | 38,088 |
Cash and Cash Equivalents, end of period | $ | 15,086 |  |  | $ | 3,092 |  |  | $ | 25,200 |  |  | $ | 43,378 |

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- Definition The entire disclosure for condensed financial statements. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 10 -Paragraph f -Article 3 + Details
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