Item 7.01 Regulation FD Disclosure.
As previously reported, beginning in
As of
Negotiations concerning a Potential Transaction continued after the First
Refinancing Status Disclosure. On
Despite achieving consensus on various material terms of a Potential
Transaction, the Company and these creditor groups did not reach a final
definitive agreement by
As evidenced by the Potential Transaction Information, the Company believes it
has made meaningful progress with the creditor groups since the First
Refinancing Status Disclosure. While there can be no assurances that a Potential
Transaction will be completed, and subject to the risk that market and/or credit
conditions can change at any time, the Company believes a Potential Transaction
can be completed on terms satisfactory to the Company. The Company thus plans to
actively continue negotiations with the creditor groups concerning a Potential
Transaction and, to facilitate such ongoing discussions, expects to enter into
new non-disclosure agreements with certain members of the
In addition, the Company plans to continue to actively examine other options to address its funded recourse debt and its nearer term maturities, including, but not limited to, capital markets transactions, repurchases, redemptions exchanges, refinancings, repayments of existing indebtedness, and/or potential sales of Company-owned assets, if opportunities to do so are available on acceptable terms.
For information concerning the
The information furnished in this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. The filing of this Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by reason of Regulation FD.
--------------------------------------------------------------------------------
Forward-looking statements
This Current Report on Form 8-K (including Exhibit 99.1 hereto) contains
forward-looking statements regarding future events and future performance of GEO
that involve risks and uncertainties that could materially and adversely affect
actual results, including statements regarding GEO's proposed steps and
potential alternatives to address its future debt maturities. Forward-looking
statements generally can be identified by the use of forward-looking terminology
such as "may," "will," "expect," "anticipate," "intend," "plan," "believe,"
"seek," "estimate," or "continue" or the negative of such words and similar
expressions. Risks and uncertainties that could cause actual results to vary
from current expectations and forward-looking statements contained in this
Current Report include, but are not limited to: (i) GEO's ability to meet its
financial guidance for 2022 given the various risks to which its business is
exposed; (ii) GEO's ability to reach agreement concerning a Potential
Transaction on advantageous terms, or at all, or otherwise deleverage and repay,
refinance, or otherwise address its debt maturities in an amount or on the
timeline it expects, or at all; (iii) GEO's ability to obtain financing or
access the capital markets in the future on acceptable terms, or at all;
(iv) GEO's ability to identify and successfully complete any potential sales of
additional Company-owned assets on commercially advantageous terms on a timely
basis, or at all; (v) general economic and market conditions, including changes
to governmental budgets and its impact on new contract terms, contract renewals,
renegotiations, per diem rates, fixed payment provisions, and occupancy levels;
(vi) GEO's ability to successfully pursue growth and continue to create
shareholder value; and (vii) a variety of other factors contained in GEO's other
filings with the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Number Description of Exhibit 99.1 Potential Transaction Information 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
--------------------------------------------------------------------------------
© Edgar Online, source