Press Releases
The GEO Group And Cornell Companies Announce HSR Clearance To Merge
The GEO Group (NYSE: GEO) and Cornell Companies (NYSE: CRN) announced today that the waiting-period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to the previously announced proposed merger of GEO and Cornell Companies (NYSE:CRN) has expired as of 11:59 pm on Tuesday, June 1, 2010, effectively clearing the transaction by the United States Federal Trade Commission and the United States Department of Justice Antitrust Division. The closing of the transaction remains subject to GEO and Cornell stockholder approval, and other customary conditions to closing. GEO and Cornell continue to expect that the transaction will close in the third quarter of 2010.
About The GEO Group The GEO Group ( http://www.geogroup.com) is a world leader in the delivery of correctional, detention, and residential treatment services to federal, state, and local government agencies around the globe. GEO offers a turnkey approach that includes design, construction, financing, and operations. GEO represents government clients in the United States, Australia, South Africa, and the United Kingdom. GEO’s worldwide operations include the management and/or ownership of 62 correctional and residential treatment facilities with a total design capacity of approximately 60,000 beds, including projects under development. About Cornell Companies Cornell Companies, Inc. ( http://www.cornellcompanies.com) is a leading private provider of corrections, treatment and educational services outsourced by federal, state and local governmental agencies. Cornell provides a diversified portfolio of services for adults and juveniles, including incarceration and detention, transition from incarceration, drug and alcohol treatment programs, behavioral rehabilitation and treatment, and grades 3-12 alternative education in an environment of dignity and respect, emphasizing community safety and rehabilitation in support of public policy. At December 31, 2009, the Company had 68 facilities in 15 states and the District of Columbia and a total service capacity of 21,392. Important Additional Information About the Transaction This press release may be deemed to be solicitation material in respect of the proposed merger of GEO and Cornell. The proposed transaction will be submitted to the respective stockholders of GEO and Cornell for their consideration. In connection with the proposed transaction, GEO has filed with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 that includes a preliminary joint proxy statement of GEO and Cornell and that also constitutes a prospectus of GEO. The preliminary materials are subject to review by the SEC and a definitive joint proxy statement/prospectus will be filed following such review. The respective stockholders of the companies are urged to read the definitive Joint Proxy Statement/Prospectus when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. You will be able to obtain a free copy of the definitive Joint Proxy Statement/Prospectus, when available, as well as other filings containing information about the Company at the SEC’s Internet site ( http://www.sec.gov). Copies of the definitive Joint Proxy Statement/Prospectus and the SEC filings that will be incorporated by reference in the Joint Proxy Statement/Prospectus can be obtained, when available, free of charge, by directing a request to Pablo E. Paez, Director, Corporate Relations, (561) 999-7306, One Park Place, Suite 700, 621 Northwest 53rd Street, Boca Raton, Florida. Participants in the Solicitation GEO, Cornell and their respective directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding GEO’s directors and executive officers is available in its Annual Report on Form 10-K for the year ended January 3, 2010, which was filed with the SEC on February 22, 2010, and its proxy statement for its 2010 annual meeting of stockholders, which was filed with the SEC on March 24, 2010, and information regarding Cornell’s directors and executive officers is available in Cornell’s Annual Report on Form 10-K, for the year ended December 31, 2009, which was filed with the SEC on February 26, 2010 and its Form 10-K/A, which was filed with the SEC on April 30, 2010. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the definitive Joint Proxy Statement/Prospectus and other relevant materials to be filed with the SEC when they become available. You may obtain free copies of these documents as described in the preceding paragraph.TheStreet Premium Services
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