CoreCivic (NYSE:CXW) reported third-quarter financial results on Thursday. The transcript from the company’s third-quarter earnings call has been provided below.

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Summary

CoreCivic sold four facilities to the Department of Homeland Security for $1.6 billion, strengthening its balance sheet and providing flexibility for shareholder returns and strategic investments.

The company reported a significant increase in federal revenue, particularly from ICE, with adjusted EPS up 104% year-over-year, driven by higher occupancy and facility activations.

CoreCivic is focusing on share repurchases, with a $500 million ASR executed and an increase in share repurchase authorization to $755.8 million, highlighting its commitment to shareholder value.

The company’s updated 2026 guidance reflects increased adjusted EPS and EBITDA, with expectations of stable residential populations and continued facility activations.

Management emphasized ongoing discussions with ICE for potential additional facility sales and remains confident in the demand for its detention capacity solutions.

Full Transcript

OPERATOR

Good day and thank you for standing by. Welcome to CoreCivic’s third quarter 2026 earnings conference call. At this time, all participants are in a listen-only mode. After the speaker’s presentation, there will be a question-and-answer session. To ask a question during the session, you’ll need to press star 11 on your telephone. You’ll then hear an automated message advising your hand is raised. To withdraw your question, please press star 11 again. In the interest of time, please limit yourself to one question and one follow-up.

Please be advised that today’s conference is being recorded. I would now like to hand the conference over to your first speaker today, Jeff Baughman, Managing Director of Investor Relations. Please go ahead.

Jeff Baughman (Managing Director of Investor Relations)

Thank you, operator. Good morning, everyone, and welcome to CoreCivic’s third quarter 2026 earnings call. Participating on today’s call are Lucibeth Mayberry, CoreCivic’s President and Chief Executive Officer, and David Garfinkle, our Chief Financial Officer. We are also joined here in the room by our Vice President of Finance, Brian Hammons. On this call, we will discuss financial results for the third quarter of 2026 as well as updated financial guidance for the 2026 year. We will also discuss developments with our government partners and provide you with other general business updates.

During today’s call, our remarks, including our answers to your questions, will include forward-looking statements pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act. Our actual results or trends may differ materially as a result of a variety of factors, including those identified in our third quarter 2026 earnings release issued after market yesterday, as well as in our Securities and Exchange Commission’s filings, including Forms 10-K, 10-Q, and 8-K reports.

You are cautioned that any forward-looking statements reflect management’s current views only and that the company undertakes no obligation to revise or update such statements in the future. Management will discuss certain non-GAAP metrics. A reconciliation of the most comparable GAAP measurement is provided in the corresponding earnings release and included in the company’s quarterly Supplemental Financial Data Report posted on the Investors page of the company’s website at corecivic.com.

With that, it is my pleasure to turn the call over to our CEO, Lucibeth Mayberry.

Damon Hininger (President and CEO)

Thank you, Jeff. Good morning, and thank you for joining us for CoreCivic’s third quarter 2026 earnings call. Before we turn to our results, I’d like to take a moment to address the leadership transition we announced on September 25. As we shared at that time, Patrick Swindle made the decision to step down due to health reasons. This was a difficult development for all of us at CoreCivic, and it’s certainly not how we expected this chapter to unfold.

Patrick approached that decision with characteristic grace and with CoreCivic’s best interest at heart. During his time with the company, Patrick made numerous contributions, most recently serving as our Chief Executive Officer since the beginning of this year. In that time, he helped lead CoreCivic through a significant period of development and change, including the facility sales that have strengthened our balance sheet and given us meaningful flexibility to create long term value for our shareholders through solutions for our partners that provide better outcomes for those in our care.

On a personal level, I’ve been honored to work closely with Patrick for almost 20 years, and I’m particularly pleased that he will continue to lend his guidance to the company as a Special Advisor. On behalf of our board, our leadership team, and our employees across the country, we extend our gratitude and continued support to Patrick and his family. As we look ahead to the fourth quarter and beyond, I would like to stress that our mission and strategy are unchanged. We remain fully committed to strategic and timely capital allocations, to operational excellence, and to being a dependable partner for government, all in service of our mission to build safer, healthier, and more productive communities one person at a time. We are focused on maintaining the company’s forward momentum by delivering on this mission.

On this morning’s call, we will discuss our third quarter operational results and provide updates on the latest developments with our government partners. Following my opening remarks, I will hand the call over to our CFO, Dave Garfinkel, who will provide greater detail on our third quarter 2026 financial results, as well as our updated 2026 financial guidance. Dave will also provide an update on our capital structure, including recent actions to reduce our outstanding indebtedness and planned uses for remaining proceeds from our recent asset sale activities.

Before we discuss this quarter’s financial performance, I want to re-emphasize the value creation events that occurred during the quarter. In the third quarter of 2026, we announced the sale of four facilities to the Department of Homeland Security for after-tax net proceeds of approximately $1.6 billion. These sales were undertaken at an average price of $307,000 per bed, ranging from $371,000 per bed at the Otay Mesa facility in California to $231,000 per bed at the Midwest facility in Kansas.

The federal government determined the fair market value of these properties by engaging independent appraisers who follow the government-mandated Yellow Book standards as required by federal statute. These rigorous standards direct appraisers to base value on replacement costs under provisions specifically designed to determine a fair market value for special-purpose, highly improved properties. This methodology incorporates a variety of relevant factors including design, condition, age, location, size, available land, and expansion capacity.

Under this federal statutory framework, the sales price rests on the appraisers’ independent conclusions and the government’s review of them, not a price set by either party. These transactions provided the federal government with immediate control of strategic capacity that would otherwise take years to deliver. We believe these transactions also demonstrate the underlying value of the company’s real estate portfolio. The sales further strengthen our already solid financial position and create meaningful balance sheet flexibility, enabling us to return capital to shareholders while also evaluating opportunities to reinvest in and grow complementary businesses both organically and through disciplined strategic investments.

As we have previously disclosed in the press releases for the facilities that we have sold, we continue operating these four facilities under terms of the existing management contracts. However, contract terms may ultimately be modified due to the transfer of ownership to the federal government, and we continue to reflect the expectation of modified terms in our FY2026 guidance. While we cannot predict when those modifications will happen, Dave will discuss the impact of our assumptions to both third quarter results and updated guidance.

In addition to the asset sales completed to date, we continue to have discussions with ICE about the potential acquisition of additional CoreCivic detention facilities. These discussions remain in preliminary stages, and we can provide no assurance as to the certainty or timing of any additional sales. However, we do believe additional facility acquisitions continue to be a key element of ICE’s detention strategy, as such acquisitions offer a unique opportunity for immediate government-owned detention capacity.

As previously announced, during the third quarter of 2026 and prior to closing on the sale of the Appleton Detention Facility, we announced a new contract award to manage the 1,600-bed facility that had been idled since 2010. We continue to expect this facility to have a minimal contribution to earnings in 2026 and expect to begin receiving detainees at this facility in the fourth quarter, with activation estimated to be complete in the second quarter of 2027.

On the heels of the cash-generating events that occurred during the quarter, we moved quickly to reduce our outstanding indebtedness and to increase the pace of our share repurchases. A portion of the net sale proceeds was used to repay in full the outstanding balance under our $575 million revolving credit facility, our incremental term loan, our initial term loan, and our senior notes that were scheduled to mature in 2027. Our $575 million revolving credit facility remains available to be Additionally, we launched a $500 million accelerated share repurchase agreement that enabled us to take immediate delivery of and retire 12.4 million shares of common stock, contributing to a 13.8% reduction to weighted average diluted shares outstanding versus the prior year quarter. As a percentage of market capitalization, the ASR is among the largest ever executed. At the end of the quarter, we had $255.8 million of availability remaining under the company’s existing share repurchase program.

Subsequent to the end of the third quarter 2026, our Board of Directors approved a $500 million increase to our share repurchase authorization, bringing the total availability to $755.8 million and giving us additional flexibility to deploy capital towards share buybacks and underscoring our commitment to driving shareholder value and returns. In sum, it was an exceptionally robust quarter for value-creating transactions. I’m proud of the work our teams do every day to support our government partners and their ability to move with velocity when the partner requires it. The timely execution of the facility sales and immediate thoughtful allocation of the proceeds showcases the intensity and professionalism the CoreCivic team is known for, and I’m appreciative of their efforts. I’ll now move on to a high-level overview of our third quarter operational performance.

Higher enforcement activity and increases in nationwide ICE detention populations contributed to our third quarter results, which exceeded average analyst estimates for adjusted EPS by $0.06 and adjusted EBITDA by $2.7 million. Total occupancy for our Residential segment for the quarter was 84%, up 7.3 points since the year-ago quarter and the highest rate since the onset of the pandemic. Across all of the facilities in the Residential segment, we cared for a daily average population of 60,352 individuals during the third quarter of 2026 compared with 55,236 individuals in the year-ago quarter.

That growth reflects increased demand from our government partners as they rely on our staff to provide safe, humane housing and services to those in their care. Federal partners, primarily ICE and the U.S. Marshals Service, comprised 53% of CoreCivic’s total revenue in the third quarter. Revenue from our federal partners increased 22.2% during the third quarter of 2026 compared with the prior-year quarter. Further breaking down our federal mix, revenue from ICE increased $75.2 million, or 34.8%, while revenue from the U.S. Marshals Service decreased by $5.2 million versus the prior-year quarter.

Some of this decline is simply a shift in mix where ICE and the Marshals share a contract. Revenue in the third quarter of 2026 also benefited from the contribution of Clinical Solutions Pharmacy, or CSP, which generated total revenue of $82.8 million during the quarter. We are particularly excited about the opportunities presented by CSP to better serve the pharmacy needs of our partners and believe their growing market reinforces our decision to purchase the company earlier this year.

Populations from ICE in our care increased by approximately 8,100 individuals, or 80.1%, from the beginning of 2025 through September 30, 2026, when we cared for 18,283 individuals. Our average daily population increased by 3,302 individuals in the third quarter of 2026 from the second quarter of 2026, including a 1,161-person increase that occurred at the five facilities we have activated since the beginning of 2025. Consistent with our internal forecast, ICE populations nationwide continued to rise in the second half of 2026, approaching the record level seen earlier this year after experiencing a decline in the second quarter of 2026.

Dave will review our population assumptions at a high level. As reflected in our financial guidance, populations at recently activated facilities have continued to increase driven by significant ICE demand. We continue to receive detainee populations at the 2,560-bed California City Detention Facility, where we signed a new contract effective September 1, 2025, and at our 2,160-bed Diamondback Correctional Facility, where we signed a new contract effective September 30, 2025.

As of September 30, 2026, we cared for 1,943 and 1,950 individuals, respectively, at these two facilities. At the 1,033-bed Midwest Regional Reception Center, we began accepting detainees as of September 30, and we care for 451 individuals at this facility. We continue to maintain four idled corrections and detention facilities containing 5,500 beds to meet federal or state needs. As a long-term provider of detention and corrections capacity to government agencies across the country, our available capacity was built to meet established detention standards and ensures that we can offer humane, secure capacity in strategic locations. While we do not control or influence the capacity needs of any government partner, we do ensure that the capacity in our system remains ready for activation should a need arise.

Specifically, we believe our immediately available capacity continues to offer the most viable solution to meet ICE’s anticipated continued needs. Their continued use of detention capacity is proactively supported by funding provided through the One Big Beautiful Bill Act and the Secure America Act. This multi-year funding framework provides visibility into resources available for detention operations throughout its statutory authorization period and can be supplemented by annual appropriations to support these contracts going forward.

While future administration priorities, congressional policy decisions, and funding levels may evolve, we believe this funding framework positions ICE to sustain detention capacity at or near current contracted levels for the foreseeable future. As such, we continue to believe that our current share price implies a significant discount to the fair value. Based on updated guidance, our enterprise value to EBITDA multiple remains contracted, and we trade at a meaningful discount to our long-term average. Accordingly, we view share repurchases as an attractive use of capital. The facility sales have also given us substantial financial flexibility, and we will continue to evaluate opportunities to grow our business, including disciplined strategic acquisitions.

While any potential transaction would need to be a strategic fit and compare favorably with purchasing our own shares, we believe the continued prudent pursuit of high-quality companies with growing markets, like our acquisition of CSP earlier this year, allows us to offer value to our shareholders for the long term. With that, I’ll turn the call over to Dave to discuss our third quarter financial results in more detail, our capital allocation activities, and the assumptions underlying our updated 2026 financial guidance. Dave.

David Garfinkle (Chief Financial Officer)

Thank you, Lucibeth, and good morning, everyone. In the third quarter of 2026 we generated GAAP EPS of $14.49 per diluted share, and FFO per share of $0.84. Our GAAP results for the third quarter of 2026 were significantly impacted by five discrete special items, each as detailed in our earnings press release, that favorably impacted GAAP net income by a net amount of $1.3 billion, or $14 per diluted share, including most notably an after-tax $1.3 billion gain on the sale of four detention facilities.

Excluding special items, adjusted EPS was $0.49 in the third quarter of 2026, compared with $0.24 in the prior-year quarter, an increase of 104%. Normalized FFO per share was $0.75 per share, compared with $0.48 per share in the prior-year quarter, an increase of 56%, and adjusted EBITDA was $117.8 million, compared with $88.8 million in the third quarter of 2025, an increase of 33%. The increase in adjusted EBITDA from the prior quarter resulted from the activation of five previously idled facilities under new management contracts with ICE and the acquisition of Clinical Solutions Pharmacy, or CSP, on April 1, 2026.

Our per share results were also favorably impacted by a 13.8% decrease in weighted average diluted shares outstanding as a result of our share repurchase program, including an accelerated share repurchase agreement, or ASR, implemented August 10, 2026. Our Residential segment, which consists of the 64 correctional, detention and reentry facilities we manage, generated 92.4% of our segment net operating income. Occupancy in the Residential segment increased from 76.7% to 84%, the highest occupancy level since the onset of the pandemic. Operating margin in the Residential segment was relatively flat at 22.3% versus 22.5% in the prior-year quarter despite the increase in occupancy, as the increase in occupancy was substantially attributable to the five previously idle facilities.

Operating margins at four facilities we were still activating during the third quarter were not yet contributing at fully activated margin percentages. These facilities, which were 72.7% occupied during the quarter, generated total EBITDA of $19.9 million. The operating margin in our Services segment was 8.7% in the third quarter of 2026, up from 5.3% in the prior-year quarter. As a reminder, the Services segment consists of the delivery of complementary services to the corrections industry, including pharmaceutical supplies and services through CSP, transportation through our subsidiary TransCor, and electronic monitoring and case management services as alternatives to incarceration through our subsidiary Recovery Monitoring Solutions. Net operating income in this segment increased $8.5 million from the prior-year quarter, primarily due to the acquisition of CSP.

The Services segment generated 6.1% of our segment net operating income in the third quarter of 2026, up from 0.9% in the prior-year quarter due to the acquisition of CSP. Turning next to the balance sheet, as previously disclosed, during the third quarter we completed the sales of four detention facilities containing 7,187 beds to the Department of Homeland Security for a total gross sales price of $2.2 billion while retaining management of these facilities. Net proceeds were $1.6 billion after transaction costs and approximately $0.5 billion in estimated federal and state income taxes, including approximately $55 million still due in December.

We used a portion of the net proceeds to promptly repay over $700 million of debt during the third quarter, including the then outstanding balance of $270 million on our $575 million revolving credit facility that remains undrawn, $207.8 million of term loans under our bank credit facility, and $238.5 million of principal amount of unsecured notes. As a result of these debt repayments, we expect to save over $40 million of annual interest expense.

As mentioned, in August 2026 we entered into an ASR to purchase $500 million of our common stock. We paid $500 million and received an initial delivery of 12.4 million shares, representing 80% of the payment based on the August 7th closing price of $32.27 per share. The final number of shares we will repurchase through the ASR will be based on the average of the daily volume-weighted average price of our stock during the term of the ASR, less a discount, with settlement expected to occur prior to the end of the second quarter of 2027.

If we were to settle the ASR based on the average daily volume-weighted average price through October 31, 2026, we would retire an additional 3.1 million shares at no additional cost. We believe the ASR is the second largest ASR to be executed in the last five years, underscoring our commitment to returning capital to shareholders through share repurchases. As of September 30, excluding a non-recourse mortgage, we now have more cash than debt with $1.1 billion of total liquidity available, consisting of $547 million of cash on hand and $551 million of undrawn borrowing under our revolving credit facility.

This liquidity provides us with significant flexibility to execute our capital allocation strategy and growth plans. We have a track record of prudently allocating capital to create shareholder value. Since we began the share repurchase program through the end of the second quarter of 2026, we had repurchased 28.1 million shares of our stock at an aggregate cost of $444.2 million, or $15.82 per share, amounting to 23% of the outstanding shares at the time of the authorization in May 2022. On July 1, 2025, we completed the acquisition of the Farmville Detention Center for a purchase price of $71.3 million, and on April 1, 2026, we completed the acquisition of CSP for an initial purchase price of $148 million.

These acquisitions were completed at a blended multiple of under six times. As previously mentioned, we reacted quickly to an opportunity to create additional shareholder value through the sales of four detention facilities in separate transactions generating gross proceeds of $2.2 billion during the third quarter of 2026 and, as mentioned, we rapidly deployed a portion of the net proceeds to repay over $700 million of debt within the same quarter and entered into the $500 million ASR agreement.

Earlier this week, the Board of Directors authorized an increase to our existing share repurchase program under which we may purchase up to an additional $500 million in shares of our common stock, increasing the total repurchase authorization to $1.7 billion. Including the additional authorization, we have $755.8 million of repurchase authorization available under the share repurchase program. Given our substantial liquidity and our belief that our shares remain undervalued, we expect share repurchases to remain a priority for capital deployment.

We expect to repurchase shares using the most expedient available methods, subject to applicable legal requirements, restrictions under our existing ASR agreement, and trading window limitations. We will also continue to evaluate strategic acquisitions in attractive growth markets where we can have a competitive advantage in the market, but any acquisition would need to be strategically compelling, financially attractive, and compare favorably with repurchasing our own shares and other capital allocation alternatives.

Moving lastly to a discussion of our updated 2026 financial guidance, we expect to generate diluted EPS of $15.42 to $15.48, which includes the impact of the special items, and adjusted diluted EPS, which excludes the special items, of $1.74 to $1.80, up from $1.64 to $1.73 in our August 10 guidance. We expect to generate normalized FFO per share of $2.78 to $2.85, up from $2.68 to $2.77. We expect adjusted EBITDA of $442.5 million to $445.5 million, compared with $434.5 to $439.5 million.

Our updated guidance reflects stable residential populations for the rest of the year, except at facilities we are activating where we expect populations to continue to increase. Our updated guidance contemplates additional G&A expenses in Q4 associated with the executive leadership change and incremental technology expenses to assess opportunities to streamline operations and improve outcomes for residents in our care. Our updated guidance carries forward the Q3 beat on facility margins against our forecast, a substantial portion of which was attributable to modifications contemplated to our contracts at the four facilities we sold during the third quarter, which has not yet occurred. The range of our updated guidance incorporates our best estimate of the financial impact of the change in ownership. Finally, we expect our annual effective tax rate to be 27% to 28%, slightly higher related to the asset sales during the third quarter as well as higher non-deductible expenses.

In addition to the facility sales completed to date, we have been in discussions with ICE about the potential acquisition of additional detention facilities from us. These discussions are in preliminary stages and we can provide no assurance that any additional sales will occur. Our updated guidance does not include the impact of any potential additional facility sales. We plan to spend $65 to $75 million on maintenance capital expenditures during 2026 and $12 million for other capital expenditures, down $3 million from our prior guidance.

Our 2026 forecast also includes $35 to $40 million for capital expenditures associated with previously idled facilities we are activating and for additional potential facility activations. Unchanged from our prior guidance, we expect adjusted funds from operations, or AFFO, which we consider a proxy for our cash flow available for capital allocation decisions such as share repurchases and growth capex such as acquisitions and facility activations, to range from $260.3 million to $272.3 million for 2026.

Although we do not expect to need any meaningful capital expenditures to activate additional idle facilities in 2027, we currently expect some incremental capital expenditures in 2027 to expand the distribution capability of CSP to meet growing market demands for our pharmaceutical services and incremental technology investments to implement opportunities to streamline operations and improve outcomes for residents in our care. The earn-out payment for CSP will also be due next year, which we currently estimate to be $29.5 million.

We are currently preparing our 2027 budget and expect to provide full-year 2027 guidance in connection with our fourth quarter earnings release in February, including further detail on our capital expenditures in 2027. That guidance will also reflect the estimated financial impact of the change in ownership of the facilities we have sold, which may be known by then. I will now turn the call back to the operator to open up the lines for questions.

OPERATOR

Thank you. As mentioned, at this time we’ll conduct the question-and-answer session. As a reminder, to ask a question you’ll need to press star-1-1 on your telephone and wait for your name to be announced. To withdraw your question, please press star-1-1 again. Also, please limit yourself to one question and one follow-up. Stand by, please, while we compile our Q&A roster. Your first question comes to the line of Greg Gabas with Northland Securities.

Your line is now open.

Greg Gabas (Analyst)

Good morning, Lucibeth and Dave, thanks for taking the questions. Wondering what you believe ICE behavior or activity will look like post-election, maybe based on what you’re hearing from officials or elsewhere, and then perhaps, you know, maybe their capacity to ramp activity from existing levels.

Damon Hininger (President and CEO)

Thank you for the question. You know, I think it’s a stable environment for them as far as their needs and their abilities to ramp. They have a system in place to continue to utilize the beds. You’ve seen them continue to enter into contracts to utilize beds, and they also have again began increasing enforcement activities and growing the number. We currently believe their population is around 69,000, based on public reports. And that seems to indicate that they’re continuing to grow.

And I would expect that they would be stable in that amount while continuing to utilize the beds that they’ve contracted for. There’s nothing that would cause us to think otherwise. They have the secure funding to do so, and that goes through ’29. And they can continue to enter contracts and utilize bed capacity through that funding up until then. So we believe that they’ll continue to do so. Haven’t seen signals that they would not. And so we continue to offer our beds to them and operate with them in the way that we always have.

Greg Gabas (Analyst)

Got it. That’s helpful. And maybe one for Dave. As we think about 2027 expectations, I realize you’re not providing an official outlook, but what adjustments would you make to the implied Q4 run rate as it relates to, you know, your Q4 expectations or assumptions and the ongoing ramping of your Appleton facility?

David Garfinkle (Chief Financial Officer)

Yeah, thanks for that question, Greg. Q4 is a pretty clean quarter, I would say. You know, it does reflect the anticipated reduction in the per diems at the four ICE contracts for the facilities we sold. So if you extrapolated that for a full year, you’d end up around $426 million in guidance in a run rate EBITDA—not our guidance, but that’s taking basically our full-year 2026 EBITDA guidance, backing out year-to-date EBITDA through September, and multiplying that by four, you end up with 426, $427 million, something like that.

And that does not include Prairie. So Prairie will begin taking its first detainees toward the end of this year. So I’d probably add, oh, say $10 million, round numbers, for 2027 for Prairie. It will not be a full year in 2027 either. It’ll be ramping up probably into the second quarter of 2027. So I’m taking really probably a $10 million real rough number to add onto that annualized Q4 EBITDA. And then maybe I’d probably G&A expenses are probably a little bit elevated in Q4.

So if I annualize that number, that’s probably too high relative to the full year of 2027. So you can probably get somewhere 436 to 445, 450 million maybe. Again, we’ll provide that full-year guidance in February, but I think that’s probably a good rough estimate for where we’re thinking about things now as we’re preparing our 2027 budgets and aren’t yet quite complete.

Greg Gabas (Analyst)

Yes. Appreciate your thoughts there. I’ll pass it on.

David Garfinkle (Chief Financial Officer)

Sure. Thanks, Greg.

OPERATOR

Thank you. Your next question comes in line of Joe Gomes with Noble Capital. Your line is now.

Joe Gomes (Analyst)

Good morning. Thanks for taking my questions.

Damon Hininger (President and CEO)

Morning, Joe.

Joe Gomes (Analyst)

Wanted to start out looking at the supplemental, pardon me. You have a fair number of facilities that are running today at over 100% capacity. How long is that a tenable position for a facility to be running over 100%? And does that cause additional expenses on your side to run something at over 100% capacity?

Damon Hininger (President and CEO)

I’ll take that one. Maybe we can tag team. I’d say facilities that are operating over 100% are typically facilities where it’s a very transient population, so they’re there for a very short period of stay. But I would not think that it would require additional expenses. There could be some overtime if they’re managing that level of population. But I don’t think it would require an additional staffing component. So we actually do get some leverage of those higher occupancy levels.

So I don’t think it would negatively impact our expense structure, but, like I said, could maintain those levels for a transient population for some brief periods of time as those populations tread out 30, 60 days, something like that. Anything to add to that, Lucibeth?

Lucibeth Mayberry (Chief Innovation Officer)

I would say from a real estate perspective, our facilities are designed with ample square footage, so there aren’t beds that are permanently affixed in every place that they could be, which is how you would determine their rated capacity. But the capacity that they’re running at now is still a safe and operable capacity. And we do have a limit at which we would not take additional population in the facilities. So running over rated capacity does not imply overcrowding.

It just means that we’re using the flexible space to actually house the population everywhere that we can. There’s no reason to put permanent beds in because then you reduce your flexibility on being able to utilize those areas at the facility for other purposes. So it’s one of the great things about having the actual purpose-built detention capacity and not using some sort of other temporary capacity is that those facilities are built to be able to go up and down as population demands, allowing the government to take advantage of the in-place seasoned staff that we have there and the fact that our facilities are built to actually accommodate that population. So it’s actually a great option for our ICE partner to be able to utilize those beds because that’s exactly what they were built for.

We have had this happen many times over the years where we fluctuated up and down and we’re really glad that we’re able to offer that service to our partner in a safe, secure way so they can continue the humane housing that we’re known for.

Joe Gomes (Analyst)

Thanks for that. And then in the quarter you typically do your per diem increases on the state side, and just wondering if there’s been any pushback on per diem increases by any of your state and or federal partners here recently.

Damon Hininger (President and CEO)

No, I think on the federal side most of our per diem increases are built into the contracts. So they’re just kind of a matter of course. On the state side, you’re right. They typically do go into effect July 1, which coincides with the beginning of the state fiscal year. I think we’ve had years where during the pandemic, for example, it was really difficult to get per diem increases, and now we’re through that, we’re able to catch up some of those per diem increases that were not given.

It is state by state and different states have different fiscal situations. But I think 2026 was a pretty good year as far as per diem increases went. We were able to work with legislatures, work with our government partners. You have to remember they do what we do, so they see the same inflationary pressures on staffing, wages, and so forth. So that always helps when we go to the legislatures looking for per diem increases.

Joe Gomes (Analyst)

Okay, great. Thanks. I’ll pass it on.

Damon Hininger (President and CEO)

Great, thanks Joe.

OPERATOR

Thank you. Your next question, come to the line of M. Marin with Zacks. Your line is now open.

M. Marin (Analyst)

Thank you. So I’m continuing on a line of thought here that you had mentioned in your prepared remarks, and I think you also got a follow-on question. You characterized the nature of the conversations you’re having with ICE about additional asset sales and potential management contracts as preliminary. But do you think that there’s any way the election results might affect the timing of those, or, you know, if those discussions were to come to some sort of a transaction, do you think that the elections could affect the timing?

Damon Hininger (President and CEO)

Thank you for that question. It’s a good one. You know, while discussions are preliminary and we can’t predict what will happen, you know, one way or the other on timing or really on whether they will happen at all, you know, we would urge the ICE administration to move quickly. I think they have a need for capacity. We have the capacity. There’s no reason to wait. So I would urge them to do that and hope that they would. As far as the impact of the midterm elections, we’re as ready as we were prior to the elections and continue to offer really valuable options for ICE.

So I would say we would urge them to go ahead and take advantage of that, but we can’t predict if they’ll do so.

M. Marin (Analyst)

Okay, thank you. One follow-up. You know, for a period of time there in the press, there was a lot of talk about the alternative solutions for ICE. I think you possibly even alluded to that a few moments ago. Alligator Alcatraz, Fort Bliss. Is it your sense that ICE has sort of retreated from those alternatives now as a potential solution also?

Damon Hininger (President and CEO)

Very good question. I think that what we see at the moment is while they seem to have a few of the warehouse solutions that they are focused on, we have seen them pull back from a broader usage of any of the less traditional capacity. And I think that’s something that we think is a prudent move. I think that with the availability of first-rate, humane, safe detention capacity nationwide, it’s really a great option for them, and we would hope that they would continue to use that rather than trying some of the untested methodologies that haven’t been as easy for them to execute.

M. Marin (Analyst)

Okay, thanks so much.

Damon Hininger (President and CEO)

Thanks, Em.

OPERATOR

Thank you. I’m showing no further questions at this time and would now like to turn it back to Lucibeth Mayberry for closing remarks.

Lucibeth Mayberry (Chief Innovation Officer)

Thank you. Before we conclude this morning’s call, I would like to thank our investors, CoreCivic team members, government partners, and fellow board members for joining us this morning and supporting our mission of building safer, healthier, more productive communities one person at a time. I firmly believe that while private companies make up a small percentage of the corrections system nationwide, we play a critical role in bringing innovation and solutions to help corrections professionals deliver better outcomes to justice-involved individuals.

I wake up each morning grateful for the work of our more than 14,000 team members that they do each and every day. The corrections profession is not an easy one, but it is a worthy one, and I’m excited about the investments we are making across our system to assist our corrections professionals as we look to improve their ability to perform their critical duties. I am also proud to be a 20-plus-year member of the corrections profession because I see the work our government partners deliver in often difficult environments to overcome challenges and address the needs of those in their care. Thank you for allowing us to support you for more than 40 years. We look forward to working alongside you to deliver new solutions to our teams and are grateful to be part of your missions. In closing, thank you to the Board of Directors.

We have called on you this year to convene many times and we have relied on your guidance and input as we delivered on value-creating events for our company. On a personal note, thank you for the support you have given to me and to Patrick during the transition. Your support allows us to continue delivering on our strategy without interruption. Thank you all again for joining us this morning, and we look forward to sharing our progress in our next call in the new year.

OPERATOR

Yes, thank you for your participation in today’s conference. This does conclude the program and you may now disconnect.

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