The GEO Group, Inc. Commences Tender Offer and Consent Solicitation for Outstanding 7¾% Senior Notes Due 2017

  The GEO Group, Inc. Commences Tender Offer and Consent Solicitation for
  Outstanding 7¾% Senior Notes Due 2017

Business Wire

BOCA RATON, Fla. -- September 19, 2013

The GEO Group, Inc. (NYSE:GEO) (“GEO”) announced today that it has commenced a
cash tender offer for any and all of its outstanding $250,000,000 aggregate
principal amount of 7¾% Senior Notes due 2017 (CUSIP No. 36159RAC7) (the
“Notes”) and consent solicitation from the holders of the Notes to authorize
the elimination of most of the covenants and certain of the events of default
contained in the indenture governing the Notes (the "Proposed Amendments").
Holders may not tender their Notes pursuant to the tender offer without
delivering consents or deliver consents without tendering their Notes. The
tender offer is scheduled to expire at 11:59 p.m., New York City time, on
October 17, 2013, unless extended or earlier terminated by GEO (the
“Expiration Date”). The tender offer and consent solicitation are being made
pursuant to the Offer to Purchase and Consent Solicitation Statement, dated
September 19, 2013, and the related Letter of Transmittal and Consent, dated
September 19, 2013 (together, the “Offer Documents”), which set forth a more
detailed description of the tender offer and consent solicitation. Holders of
the Notes are urged to carefully read the Offer Documents.

Subject to the terms of the tender offer and consent solicitation, holders who
validly tender their Notes and deliver their consents to the tender agent (as
identified below) (and do not validly withdraw their Notes or revoke their
consents) prior to 5:00 p.m., New York City time, on October 2, 2013, unless
extended or earlier terminated (the “Consent Payment Deadline”), will be
entitled to receive $1,043.45, payable in cash, for each $1,000 principal
amount of Notes accepted for payment (the "Total Consideration"), which amount
includes a consent payment of $30.00 per $1,000 principal amount (the "Consent
Payment"). In addition, holders whose Notes are purchased will receive accrued
and unpaid interest up to, but not including, the applicable payment date.
Holders may withdraw tenders and revoke consents at any time prior 5:00 p.m.,
New York City time, on October 2, 2013 (the "Withdrawal Deadline") unless
extended by GEO. GEO has reserved the right, at any time following the Consent
Payment Deadline but prior to the Expiration Date, to accept for purchase all
Notes validly tendered and not validly withdrawn on or before such date (the
"Early Acceptance Date"). If GEO elects to exercise this option, GEO will pay
the Total Consideration or Tender Offer Consideration (as defined below), as
applicable, for the Notes accepted for purchase promptly following the
acceptance of such Notes (the date of such payment being referred to as the
"Early Payment Date"). GEO expects that the Early Payment Date will be October
3, 2013, subject to the satisfaction or waiver of all the conditions to the
tender offer and consent solicitation.

Subject to the terms of the tender offer and consent solicitation, holders who
validly tender their Notes and deliver their consents after the Consent
Payment Deadline but on or prior to the Expiration Date will receive
$1,013.45, payable in cash, for each $1,000 principal amount of Notes accepted
for purchase (the "Tender Offer Consideration") plus accrued and unpaid
interest up to, but not including, the applicable payment date, but will not
receive the Consent Payment. Notes tendered after the Consent Payment Deadline
but before the Expiration Date are expected to receive payment promptly
following the expiration of the tender offer and consent solicitation. The
early acceptance and payment feature is at the option of GEO and the Early
Acceptance Date and final acceptance date could be the same date.

GEO's obligation to consummate the tender offer and consent solicitation is
subject to the satisfaction or waiver of certain conditions, which are more
fully described in the Offer Documents, including, among others, (i) receipt
by GEO of aggregate gross proceeds of at least $250.0 million on terms
satisfactory to GEO (the “New Financing”), (ii) receipt of consents to
authorize the Proposed Amendments by at least a majority of the outstanding
Notes and (iii) execution and delivery of a supplemental indenture giving
effect to the Proposed Amendments. There can be no assurance such conditions
will be satisfied.

GEO has retained D.F. King & Co., Inc., as the tender agent and information
agent for the tender offer and consent solicitation. GEO has retained Wells
Fargo Securities, LLC as the sole dealer manager and solicitation agent for
the tender offer and consent solicitation.

The Offer Documents will be distributed to holders of Notes promptly. Holders
who would like additional copies of the offer documents may call the
information agent, D.F. King & Co., Inc. at (212) 269-5550 (collect, for banks
or brokers) or (800) 829-6551 (toll-free, for all others). Questions regarding
the tender offer and consent solicitation may be directed to Wells Fargo
Securities, LLC at (704) 410-4760 (collect) or (866) 309-6316 (U.S.
toll-free).

This news release shall not constitute an offer to buy or a solicitation of an
offer to sell the Notes or an offer to sell or the solicitation of an offer to
purchase any new securities, including in connection with the New Financing.
Any such offer, solicitation, purchase or sale will be made only by means of
the Offer to Purchase and the related Letter of Transmittal and Consent that
GEO will be making available to holders.

The GEO Group, Inc. (NYSE: GEO) is the first fully integrated equity real
estate investment trust specializing in the design, financing, development,
and operation of correctional, detention, and community reentry facilities
around the globe. GEO is the world's leading provider of diversified
correctional, detention, and community reentry services to government agencies
worldwide with operations in the United States, Australia, South Africa, and
the United Kingdom. GEO's worldwide operations include the ownership and/or
management of 95 facilities totaling approximately 72,000 beds with a growing
workforce of approximately 18,000 professionals.

This press release contains forward-looking statements regarding future events
and future performance of GEO that involve risks and uncertainties that could
materially affect actual results, including statements regarding the tender
offer for the Notes and the related consent solicitation. Factors that could
cause actual results to vary from current expectations and forward-looking
statements contained in this press release include, but are not limited to:
(1) GEO's ability to successfully consummate the tender offer for the Notes,
the consent solicitation and the redemption of any untendered Notes; (2) GEO’s
ability to successfully pursue further growth and continue to enhance
shareholder value; (3) GEO’s ability to access the capital markets in the
future on satisfactory terms or at all; (4) risks associated with GEO’s
ability to control operating costs associated with contract start-ups; (5)
GEO’s ability to timely open facilities as planned, profitably manage such
facilities and successfully integrate such facilities into GEO’s operations
without substantial costs; (6) GEO’s ability to win management contracts for
which it has submitted proposals and to retain existing management contracts;
(7) GEO’s ability to obtain future financing on acceptable terms; (8) GEO’s
ability to sustain company-wide occupancy rates at its facilities; and (9)
other factors contained in GEO’s Securities and Exchange Commission filings,
including the forms 10-K, 10-Q and 8-K reports.

Contact:

The GEO Group, Inc.
Pablo E. Paez, 866-301-4436
Vice President, Corporate Relations
 
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