CoreCivic (NYSE: CXW) secures $100M incremental term loan

Rhea-AI Filing Summary

CoreCivic, Inc. entered into a Second Amendment to its Fourth Amended and Restated Credit Agreement, adding a new $100 million Incremental Term Loan to its existing credit facility. The company plans to use this borrowing to pay down part of its revolving credit facility and for working capital and general corporate purposes.

Following the amendment, the total Amended Credit Facility is $800 million, consisting of a $125 million initial term loan, the new $100 million Incremental Term Loan, and a $575 million revolving credit facility with sublimits for swingline loans and standby letters of credit. The Incremental Term Loan matures 364 days after the amendment date and carries an interest margin 25 basis points higher than the margin on the initial term loan and revolver, which varies with CoreCivic’s consolidated total leverage ratio.

Insights

Credit & capital structure analyst

CoreCivic adds a short-dated $100M term loan, mainly to refinance revolver borrowings.

CoreCivic is expanding its bank financing by adding a $100 million Incremental Term Loan under its existing syndicated credit facility. This raises total committed lending to $800 million, split among the initial term loan, the new term loan, and a $575 million revolving line.

The new Incremental Term Loan matures 364 days after the amendment date, making it a short-term instrument. Its interest margin is 25 basis points above the margin on the initial term loan and revolver, which themselves float based on the company’s consolidated total leverage ratio. The structure keeps terms aligned with the rest of the facility.

The company intends to use proceeds primarily to pay down amounts outstanding under the revolver, with the balance available for working capital and general corporate purposes. This effectively shifts some revolving debt into a dated term loan while preserving overall liquidity, without altering existing terms on the initial term loan or revolver.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Incremental Term Loan size: $100 million Total Amended Credit Facility: $800 million Initial Term Loan: $125 million +5 more

8 metrics

Incremental Term Loan size $100 million New term loan added under Second Amendment

Total Amended Credit Facility $800 million Aggregate principal amount after Second Amendment

Initial Term Loan $125 million Existing term loan under Amended Credit Facility

Revolving credit facility $575 million Revolver component of Amended Credit Facility

Swingline loan sublimit $25 million Sublimit within the $575 million revolver

Standby letters of credit sublimit $100 million Sublimit within the $575 million revolver

Incremental Term Loan maturity 364 days Tenor from date of Second Amendment

Incremental margin increase 25 bps Above margin on initial term loan and revolver

Key Terms

Incremental Term Loan, Amended Credit Facility, Revolver, swingline loans, +2 more

6 terms

Incremental Term Loan financial

"Pursuant to the Second Amendment, the Company obtained an Incremental Term Loan in the amount of $100 million"

Amended Credit Facility financial

"the Amended Credit Facility is in the aggregate principal amount of $800 million"

Revolver financial

"a $575 million revolving credit facility (the “Revolver”), which has a $25 million sublimit"

A revolver is a revolving credit facility — a line of borrowing a company can draw, repay and draw again as needed, similar to a corporate credit card for short-term cash needs. It matters to investors because it provides liquidity and flexibility to cover expenses, smooth cash flow swings, or bridge financing gaps; the size, cost and covenants of the revolver affect a company’s interest costs, financial health and default risk.

swingline loans financial

"the “Revolver”), which has a $25 million sublimit for swingline loans"

A swingline loan is a very short-term, on-demand loan that sits inside a larger credit facility to cover immediate cash needs like payroll, small bills, or last-minute payments. Think of it as an emergency overdraft from a lender: it’s quick to draw, repaid fast, and usually carries faster fees, so investors watch it as a signal of a company’s liquidity pressure and potential cost or covenant stress.

standby letters of credit financial

"and a $100 million sublimit for the issuance of standby letters of credit"

A standby letter of credit is a bank’s written promise to pay a beneficiary if the customer fails to meet a contractual obligation, acting like a backup insurance policy that kicks in only if the borrower doesn’t pay or perform. Investors care because it reduces payment risk for counterparties and can create a potential obligation for the borrower’s finances, signaling how much external credit support or hidden risk a company has.

consolidated total leverage ratio financial

"which floats based upon the Company’s consolidated total leverage ratio"

Consolidated total leverage ratio measures how much a company owes compared with the profit it generates, calculated across all its units together. Think of it as the company’s total net debt divided by a measure of annual operating cash profit; like comparing how much mortgage you owe to your yearly take-home pay. Investors use it to judge risk: a higher ratio means more debt burden and greater vulnerability to shocks, while a lower ratio suggests a stronger ability to service debt and sustain operations.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 10, 2026

CoreCivic, Inc.

(Exact name of registrant as specified in its charter)

Maryland		001-16109		62-1763875
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

5501 Virginia Way, Brentwood, Tennessee		37027
(Address of principal executive offices)		(Zip Code)

(615) 263-3000

(Registrant’s telephone number, including area code)

Not Applicable

(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:

☐ 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-2(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(s)		Name of each exchange on which registered
Common Stock		CXW		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. ☐

Item 1.01. Entry into a Material Definitive Agreement.

On April 10, 2026, CoreCivic, Inc., a Maryland corporation (the “Company”), entered into a Second Amendment to Fourth Amended and Restated Credit Agreement dated as of April 10, 2026 (the “Second Amendment”), by and among the Company, as Borrower, certain subsidiaries of the Company party thereto, the lenders party thereto and Alter Domus Products Corp., as Administrative Agent (the “Administrative Agent”), which amends that certain Fourth Amended and Restated Credit Agreement dated October 11, 2023, by and among the Company, the lenders from time to time party thereto, and the Administrative Agent, as agent for the lenders (as amended from time to time, the “Credit Facility”). Pursuant to the Second Amendment, the Company obtained an Incremental Term Loan in the amount of $100 million (the “Incremental Term Loan”) from existing lenders under the Credit Facility (the “Amended Credit Facility”). The Incremental Term Loan is prepayable without penalty. The Company expects to use the Incremental Term Loan to pay down a portion of the amounts outstanding under the Revolver (as defined below) and for working capital and general corporate purposes. Following the entry into the Second Amendment, the Amended Credit Facility is in the aggregate principal amount of $800 million, consisting of a $125 million initial term loan (“Initial Term Loan”), the Incremental Term Loan and a $575 million revolving credit facility (the “Revolver”), which has a $25 million sublimit for swingline loans and a $100 million sublimit for the issuance of standby letters of credit.

The Incremental Term Loan matures 364 days after the date of the Second Amendment and bears interest at an applicable margin that is 25 bps in excess of the applicable margin in effect for the Initial Term Loan and the Revolver under the Amended Credit Facility, which floats based upon the Company’s consolidated total leverage ratio. Except as set forth in the preceding sentence, the Incremental Term Loan is subject to the same terms and conditions as those applicable to the Initial Term Loan. The Second Amendment did not change any terms and conditions of the Credit Facility applicable to the Initial Term Loan or the Revolver.

Certain lenders under the Amended Credit Facility or their affiliates have provided, and may in the future provide, certain commercial banking, financial advisory, and investment banking services in the ordinary course of business of the Company, its subsidiaries and certain of its affiliates, for which they receive customary fees and commissions.

The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the Second Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1		Second Amendment to Fourth Amended and Restated Credit Agreement, dated April 10, 2026.
104		Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document.

SIGNATURE

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.

Date: April 10, 2026				CORECIVIC, INC.
				By:		/s/ David M. Garfinkle
						David M. Garfinkle
						Executive Vice President and Chief Financial Officer

FAQ

What did CoreCivic (CXW) change in its credit facility on April 10, 2026?

CoreCivic signed a Second Amendment to its Fourth Amended and Restated Credit Agreement. The amendment adds a $100 million Incremental Term Loan to the existing facility, while leaving terms for the initial term loan and revolver unchanged.

How large is CoreCivic’s total amended credit facility after the new loan?

After the Second Amendment, CoreCivic’s Amended Credit Facility totals $800 million. It includes a $125 million initial term loan, the new $100 million Incremental Term Loan, and a $575 million revolving credit facility with swingline and letter-of-credit sublimits.

How will CoreCivic (CXW) use the $100 million Incremental Term Loan?

CoreCivic expects to use the $100 million Incremental Term Loan mainly to pay down a portion of the amounts outstanding under its revolving credit facility. Remaining funds are earmarked for working capital needs and general corporate purposes, providing operational flexibility.

What are the key terms of CoreCivic’s new Incremental Term Loan?

The Incremental Term Loan matures 364 days after the April 10, 2026 amendment date and can be prepaid without penalty. It carries an interest margin 25 basis points above the margin on the initial term loan and revolver, which varies with CoreCivic’s consolidated total leverage ratio.

Did the Second Amendment affect CoreCivic’s existing revolver or initial term loan terms?

The Second Amendment did not change terms for the existing initial term loan or the revolving credit facility. Only the new $100 million Incremental Term Loan has distinct pricing, with a 25 basis point higher margin, while otherwise sharing the same terms as the initial term loan.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 53.3 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB