CCA Announces Proposed Offering of Senior Notes

CCA Announces Proposed Offering of Senior Notes 
NASHVILLE, TN -- (Marketwire) -- 03/21/13 --   CCA (NYSE: CXW) (the
"Company" or "Corrections Corporation of America"), today announced
its intention to offer up to an aggregate of $675 million in
aggregate principal amount of senior notes, comprised of senior notes
due 2020 and senior notes due 2023 (collectively, the "New Notes").
The New Notes will be senior unsecured obligations of the Company and
will initially be guaranteed by all of the Company's subsidiaries
that guarantee its senior secured credit facility.  
The New Notes will be offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended (the "Securities Act"), and outside the United
States pursuant to Regulation S under the Securities Act. The New
Notes have not been registered under the Securities Act and may not
be offered or sold in the United States without registration or an
applicable exemption from the registration requirements.  
The Company intends to use its net proceeds from the sale of the New
Notes to purchase, redeem or otherwise acquire all of the Company's
outstanding 7 3/4% Senior Notes due 2017 either pursuant to its
concurrent tender offer for such notes or otherwise, to fund the
payment in cash of up to 20% of its required distribution of
C-corporation accumulated earnings and profits in connection with its
REIT conversion, to pay other REIT conversion costs and for general
corporate purposes. 
This press release is neither an offer to sell nor a solicitation of
an offer to buy any securities, nor shall there be any offer,
solicitation or sale in any jurisdiction in which such offer,
solicitation or sale would be unlawful.  
About CCA  
CCA is the nation's largest owner of partnership correction 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 67 facilities, including 51 facilities that we
own or control, with a total design capacity of approximately 92,500
beds in 20 states and the District of Columbia. CCA specializes in
owning, operating and managing prisons and other correctional
facilities and providing inmate residential 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.  
Forward-Looking Statements  
This press release contains statements as to the Company's 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) our ability to meet and maintain
REIT qualification tests; (ii) general economic and market
conditions, including the impact governmental budgets can have on our
per diem rates, occupancy and overall utilization; (iii) the
availability of debt and equity financing on terms that are favorable
to us; (iv) 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; (v) 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;
(vi) changes in the privatization of the corrections and detention
industry, the public acceptance of our services, the timing of the
opening of and demand for new prison facilities and the commencement
of new management contracts; (vii) the outcome of California's
realignment program and utilization of out of state private
correctional capacity; and (viii) 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.  
Investors and Analysts:
Karin Demler
(615) 263-3005 
Financial Media:
David Gutierrez
Dresner Corporate Services
(312) 780-7204 
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