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Section 1: 8-K (8-K)













Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):     June 12, 2019




(Exact Name of Registrant as Specified in Charter)


Florida    1-14260    65-0043078

(State or Other Jurisdiction

of Incorporation

   (Commission File Number)   

(IRS Employer

Identification No.)

4955 Technology Way, Boca Raton, Florida    33431
(Address of Principal Executive Offices)    (Zip Code)

Registrant’s telephone number, including area code    (561) 893-0101


(Former Name or Former Address, if Changed Since Last Report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):



Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-(b))



Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class


Trading Symbol


Name of each exchange

on which registered

Common Stock, $0.01 par

value per share

  GEO   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐        

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Section 1    Registrant’s Business and Operations


Item 1.01.

Entry into a Material Definitive Agreement.

On June 12, 2019, The GEO Group, Inc. (“GEO” or the “Company”) entered into that certain Amendment No. 2 to Third Amended and Restated Credit Agreement (the “Amendment”) by and among each of GEO and GEO Corrections Holdings, Inc., as the Borrowers, GEO Australasia Holdings PTY LTD, GEO Australasia Finance Holdings PTY LTD, as trustee of the GEO Australasia Finance Holding Trust, BNP Paribas, as administrative agent, and the lenders party thereto. The Amendment extends the maturity date of the revolving credit facility from May 19, 2021 to May 17, 2024 and makes certain additional non-material modifications to GEO’s senior secured credit agreement. The foregoing summary is qualified in its entirety by reference to the Amendment, a copy of which will be filed with the quarterly report on Form 10-Q for the quarter ending June 30, 2019.

Section 2    Financial Information


Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information contained in Item 1.01 above is incorporated herein by reference.


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.


June 18, 2019     By:   /s/ Brian R. Evans

Brian R. Evans

Senior Vice President and Chief Financial Officer

(Principal Financial Officer)

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