CCA Announces Early Results of Tender Offer and Related Consent Solicitation

CCA Announces Early Results of Tender Offer and Related Consent Solicitation 
NASHVILLE, TN -- (Marketwired) -- 04/04/13 --   CCA (NYSE: CXW) (the
"Company" or "Corrections Corporation of America"), announced today
that it has accepted for purchase $315.4 million aggregate principal
amount, or 67.8%, of its 7 3/4% Senior Notes due 2017 (the "2017
Notes"), which were validly tendered by the April 3, 2013 consent
date pursuant to the Company's previously announced cash tender offer
for any and all of its outstanding 2017 Notes (the "Offer"). Based on
such tenders, consents have been validly delivered and not validly
revoked in respect of a majority of the outstanding aggregate
principal amount of the 2017 Notes, which is sufficient to approve
the proposed amendments to the indenture governing the 2017 Notes
(the "Indenture"). As a result, the Company, the guarantors of the
2017 Notes and the trustee under the Indenture have executed a
supplemental indenture to effect the proposed amendments.  
Holders of 2017 Notes that have been accepted for payment today will
receive $1,050.00 per $1,000 principal amount of purchased 2017
Notes, which includes a consent payment of $30.00 per $1,000
principal amount of 2017 Notes, plus accrued and unpaid interest up
to, but not including, the initial settlement date. The Offer is
scheduled to expire at 11:59 p.m., New York City time, on April 17,
2013, unless extended or earlier terminated (the "Expiration Time").
Holders of 2017 Notes who validly tender their 2017 Notes after the
consent date but prior to the Expiration Time will receive $1,020.00
per $1,000 principal amount of 2017 Notes. The Company also announced
today that it is redeeming all of its 2017 Notes that remain
outstanding after the Expiration Time on June 1, 2013 at a price of
103.875% of par plus accrued interest. 
The Company has engaged BofA Merrill Lynch, J.P. Morgan, SunTrust
Robinson Humphrey, Inc., Wells Fargo Securities and PNC Capital
Markets LLC to act as dealer managers and solicitation agents for the
Offer and D.F. King & Co., Inc. to act as information agent and
tender agent for the Offer. Requests for documents may be directed to
D.F. King & Co., Inc. at (800) 488-8095 (U.S. toll free), or in
writing to 48 Wall Street, New York, New York 10005. Questions
regarding the Offer may be directed to BofA Merrill Lynch at (888)
292-0070 (toll-free) or (980) 387-3907 (collect). 
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 Consent and Letter of Transmittal, each dated as of March 21,
2013. 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 managers, the information agent, the tender agent or their
respective affiliates is making any recommendation as to whether or
not holders should tender all or any portion of their 2017 Notes in
the Offer. 
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.  
Contact:
Investors and Analysts: 
Karin Demler
CCA 
(615) 263-3005  
Financial Media: 
David Gutierrez
Dresner Corporate Services 
(312) 780-7204