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Payment Deadline but prior to the Expiration Date, to accept for purchase all Notes validly tendered and not validly withdrawn on or before such date (the "Early Acceptance Date").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.
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