Exhibit 99.2
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Investors and Analysts: Karin Demler, CCA at (615) 263-3005
Financial Media: David Gutierrez, Dresner Corporate Services at (312) 780-7204 |
Corrections Corporation
of America Announces Tender Offer
For Any and All of Its 71/2% Senior Notes Due 2011
NASHVILLE, Tenn. May 19, 2009 Corrections Corporation of America (NYSE: CXW) (the Company or
CCA), announced today the commencement of a cash tender offer for any and all of its outstanding
71/2% Senior Notes due 2011 (the 2011 Notes). There is currently $450.0 million aggregate principal
amount of the 2011 Notes outstanding. In conjunction with the tender offer, the Company is
soliciting consents from holders of the 2011 Notes to effect certain proposed amendments to the
indenture governing the 2011 Notes. The tender offer and the consent solicitation (the Offer) are
being made pursuant to an Offer to Purchase and Consent Solicitation Statement and a related
Consent and Letter of Transmittal, each dated as of May 19, 2009. The Offer will expire at 11:59
p.m., New York City time, on June 16, 2009, unless extended or earlier terminated (the Expiration
Date).
Holders who validly tender their 2011 Notes and provide their consents to the proposed amendments
to the indenture governing the 2011 Notes prior to the consent payment deadline of 5:00 p.m., New
York City time, on June 2, 2009, unless extended (the Consent Date), shall receive the total
consideration equal to $1,001.25 per $1,000 principal amount of the 2011 Notes, which includes a
consent payment of $1.25 per $1,000 principal amount of the 2011 Notes, plus any accrued and unpaid
interest on the 2011 Notes up to, but not including, the payment date.
Holders who validly tender their 2011 Notes and provide their consents to the proposed amendments
to the indenture governing the 2011 Notes after the Consent Date but on or prior to the Expiration
Date shall receive the tender offer consideration equal to $1,000 per $1,000 principal amount of
the 2011 Notes, plus any accrued and unpaid interest on the 2011 Notes up to, but not including,
the payment date for such 2011 Notes. Holders of 2011 Notes who tender after the Consent Date will
not receive a consent payment.
Upon receipt of the consent of the holders of a majority in aggregate principal amount of the
outstanding 2011 Notes, the Company will execute a supplemental indenture effecting the proposed
amendments. Except in certain circumstances, 2011 Notes tendered and consents delivered may not be
withdrawn or revoked after execution of the supplemental indenture.
The Offer is subject to customary conditions, including, among other things, a requisite consent
condition and a financing condition.
This press release is for informational purposes only and is not an offer to buy or the
solicitation of an offer to sell with respect to any securities. The Offer is only being made
pursuant to the terms of the Offer to Purchase and Consent Solicitation Statement and the related
Letter of Transmittal. The Offer is not being made in any jurisdiction in which the making or
acceptance thereof would not be in compliance
with the securities, blue sky or other laws of such jurisdiction. None of CCA, the dealer manager,
the information agent, the depositary or their respective affiliates is making any recommendation
as to whether or not holders should tender all or any portion of their 2011 Notes in the Offer.
-more-
10 Burton Hills Boulevard, Nashville, Tennessee 37215, Phone: 615-263-3000
CCA Tenders for Its 7 1/2% Senior Notes Due 2011
Page 2
The Company has engaged J.P. Morgan Securities Inc. to act as dealer manager for the Offer, D.F.
King & Co., Inc. to act as information agent for the Offer and U.S. Bank National Association to
serve as depositary for the Offer. Requests for documents may be directed to D.F. King & Co., Inc.
at (800) 549-6746 (U.S. toll free), or in writing to 48 Wall Street, New York, New York 10005.
Questions regarding the offer may be directed to J.P. Morgan Securities Inc. at (212) 270-1477
(collect).
About CCA
CCA is the nations largest owner and operator of privatized correctional 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 64 facilities, including 44 company-owned facilities, with
a total design capacity of approximately 86,000 beds in 19 states and the District of Columbia. We
specialize in owning, operating and managing prisons and other correctional facilities and
providing inmate residential and prisoner transportation 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. These services are
intended to reduce recidivism and to prepare inmates for their successful re-entry into society
upon their release. We also provide health care (including medical, dental and psychiatric
services), food services and work and recreational programs.
Forward-Looking Statements
This press release contains statements as to our 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) general economic
and market conditions, including the impact governmental budgets can have on our per diem rates and
occupancy; (ii) 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; (iii) 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, the timing of the opening of and demand for new prison facilities and the
commencement of new management contracts; (iv) changes in the privatization of the corrections and
detention industry and the public acceptance of our services; (v) risks associated with judicial
challenges regarding the transfer of California inmates to out of state private correctional
facilities; (vi) 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 and (vii) the availability of debt and equity
financing on favorable terms. Other factors that could cause operating and financial results to
differ are described in the filings made from time to time by us with the Securities and Exchange
Commission.
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