CoreCivic Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On April 10, 2026, CoreCivic, Inc., a Maryland corporation (the “Company”), entered into a Second Amendment to Fourth Amended and Restated Credit Agreement dated as of April 10, 2026 (the “Second Amendment”), by and among the Company, as Borrower, certain subsidiaries of the Company party thereto, the lenders party thereto and Alter Domus Products Corp., as Administrative Agent (the “Administrative Agent”), which amends that certain Fourth Amended and Restated Credit Agreement dated October 11, 2023, by and among the Company, the lenders from time to time party thereto, and the Administrative Agent, as agent for the lenders (as amended from time to time, the “Credit Facility”). Pursuant to the Second Amendment, the Company obtained an Incremental Term Loan in the amount of $100 million (the “Incremental Term Loan”) from existing lenders under the Credit Facility (the “Amended Credit Facility”). The Incremental Term Loan is prepayable without penalty. The Company expects to use the Incremental Term Loan to pay down a portion of the amounts outstanding under the Revolver (as defined below) and for working capital and general corporate purposes. Following the entry into the Second Amendment, the Amended Credit Facility is in the aggregate principal amount of $800 million, consisting of a $125 million initial term loan (“Initial Term Loan”), the Incremental Term Loan and a $575 million revolving credit facility (the “Revolver”), which has a $25 million sublimit for swingline loans and a $100 million sublimit for the issuance of standby letters of credit.
The Incremental Term Loan matures 364 days after the date of the Second Amendment and bears interest at an applicable margin that is 25 bps in excess of the applicable margin in effect for the Initial Term Loan and the Revolver under the Amended Credit Facility, which floats based upon the Company’s consolidated total leverage ratio. Except as set forth in the preceding sentence, the Incremental Term Loan is subject to the same terms and conditions as those applicable to the Initial Term Loan. The Second Amendment did not change any terms and conditions of the Credit Facility applicable to the Initial Term Loan or the Revolver.
Certain lenders under the Amended Credit Facility or their affiliates have provided, and may in the future provide, certain commercial banking, financial advisory, and investment banking services in the ordinary course of business of the Company, its subsidiaries and certain of its affiliates, for which they receive customary fees and commissions.
The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the Second Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| 10.1 | Second Amendment to Fourth Amended and Restated Credit Agreement, dated April 10, 2026. | |
| 104 | Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: April 10, 2026 | CORECIVIC, INC. | |||||
| By: | /s/ David M. Garfinkle | |||||
| David M. Garfinkle | ||||||
| Executive Vice President and Chief Financial Officer | ||||||