Damon Hininger
Analyst · Deutsche Bank
Thank you, Cameron and good morning and thank you to everyone for joining our call today. We're also joined here in our room by our Vice President of Finance, Brian Hammonds. Similar to prior quarters in 2017, our fourth quarter financial performance exceeded our most recent guidance and allowed us to close out the year on a positive note. Our normalized FFO of $0.60 per share was $0.03 ahead of the high end of our fourth quarter guidance, bringing our full year normalized FFO per share to $2.38 or $0.22 per share higher than the midpoint of our initial 2017 full year guidance. Our fourth quarter results were ahead of our expectations, principally due to improving utilization trends across the portfolio for United States Marshals and Immigrations and Customs Enforcement facilities, supported by stability in the balance of our portfolio. Dave will provide a more detailed summary of our fourth quarter financial performance at the conclusion of my remarks. Also included in yesterday's earnings release was our initial 2018 financial guidance. We currently expect to generate normalized FFO per share of $2.23 to $2.31 and AFFO per share of $2.16 to $2.24. Dave will cover in detail the primary drivers of our guidance, including an assumed reduction in California offenders housed out of state, a full year impact of additional interest expense resulting from our bond issuance last October and start-up expenses associated with the activation of a previously idle facility in Kentucky. However, it is important to note our 2018 guidance does not include the potential impact of new contracts, acquisitions or contractual pricing increases. These are important items to keep in mind, given we are seeing more opportunities to serve new and existing partners in the market then we have ever seen before since the recession of 2008. Over the last two years, we have continued to see tightening labor markets in pockets across the country and we have responded by increasing wages and incentives in order to retain current staff and attract quality new staff throughout the company. We have budgeted for continued increases in salary costs of 2018, but our guidance does not assume meaningful per diem increases because in many cases, particularly in state and local contracts, our pricing is subject to a legislative appropriation process. This approach to our guidance is not intended to suggest we don't anticipate additional revenues to offset some of these added costs. In fact, most of our government partners are feeling the effects of the improving economy and tight labor markets in their own correctional systems and as a result are requesting additional funding for similar salary increases to assist in their hiring and retention efforts. The appropriations process is always challenging for corrections budgets, but the country’s stronger economic growth is having a positive impact on state tax revenues and creating opportunities for increased funding. This is the time of the year when budgets are being formalized and debated in state legislatures ahead of the new fiscal year, beginning on July 1 and we will be working hard to educate key stakeholders about the scope and value of our services to ensure our contracts receive their appropriate funding levels. We're also seeing the most significant amount of new opportunities to provide our unique services and solutions to government partners than we have seen in over a decade. These opportunities could lead to meaningful upside to our cash flows because we have approximately 10,000 beds available in idle facilities and more than 4000 beds in partially utilized facilities that could effectively provide solutions for these opportunities without the need of additional capital deployment. Now, it's not lost on me that we have not been above 90% in system utilization since late 2010 and I think for the first time in quite some time, we have a path to reach that mark. So let me first touch on state level opportunities. Late last year, Idaho issued an RFP to house and manage up to 1000 adult male meme security offenders outside the state. Proposals were due last week and we have responded with several potential locations that provide a compelling cost effective solution. In October, we entered into a contract with Nevada to house up to 200 offenders at our Saguaro correctional facility in Arizona and received offender populations in November. Given our existing contract with the state and a quality operation provided at our Saguaro facility, we believe we are uniquely positioned to serve as a solution for the state should additional capacity be needed in the future. We have a similar situation in Kentucky where we are in the process of activating our 816 bed Lee adjustment Center under a new contract with the state we announced back in November. The state prison and county jail systems are severely overcrowded and our two additional idle facilities in the state could help them address some of their challenges. We expect the Lee adjustment center to begin receiving offender populations within the next month and we currently expect to reach normalized operations by the end of the second quarter. In Colorado, last month, it was announced that the Department of Corrections selected our 752-bed Huerfano County Correctional Center as the facility of the state would like to lease in order to add immediate capacity to their correctional system to alleviate the backup of offenders sentenced to the state prison term that are temporarily being held in county jails due to lack of available prison beds. This facility has been vacant since 2010 and it once again shows the enduring value of our assets. We are actively engaged in discussions with Department of Corrections regarding a new lease agreement. Staying with opportunities to lease our idle facilities to government partners, we have been engaged in discussions with the Department of Corrections in Oklahoma for a potential lease of our 2160-bed Diamondback correctional facility. This opportunity has been slow to develop as the state faces significant budget challenges and the legislature has struggled to reach consensus on how to fill various state budget gaps. Provided the state's budgetary issues can be resolved, we know the lease arrangement we have proposed for our Diamondback facility presents a compelling solution to a critical need for Oklahoma. There are also indications from the Commonwealth of Puerto Rico that the Governor’s fiscal plan to address the territory’s debt crisis includes potentially moving up to 3200 offenders off the island in order to reduce the annual budget for the Department of Corrections and Rehabilitation and this could start as early as July 1 of this year. We have successfully worked with Puerto Rico a few years ago when they housed a population at one of our Oklahoma facility and we would be pleased to do so once again should they choose to proceed with this plan. At the federal level, we also have multiple opportunities, starting first with the Federal Bureau of Prisons. The bureau has two outstanding procurements for which we are competing. CAR 18 is a rebid of the managed only 2355-bed TAF facility in California, which is currently operated by MTC. Responses were due to the BOP last year and an award announcement is expected in the first half of 2018. CAR 19 is a procurement for up to 9540 beds that was issued in 2017 and is intended to provide additional bed capacity for the private sector to alleviate overcrowded conditions in BOP operated facilities and to increased utilization of the bureau's most cost effective beds. We have submitted multiple facilities for the CAR 19 procurement and an award announcement is expected in the second half of 2018. As a reminder, today, we only have two contracts with the BOP for correctional facility capacity, representing 5% of our total revenue. Looking next at the United States Marshals Service, we continue to see prisoner populations increase during the fourth quarter and into 2018. This trend began in the summer of 2017 as the process of nominating and receiving Senate confirmations for new US attorneys has continued to progress. As more of these positions get filled, we expect average daily prison populations for the Marshals will continue to increase and we expect to see increased utilization of our existing capacity under contracts with United States Marshals Service. We also continue to see a trend towards increased utilization of existing contracts and new contracts with Immigration and Customs Enforcement. On last quarter's call, we reviewed the RFI issued b ICE for either new or existing detention capacity of up to 3000 beds to assist the agency's mission in four different regions; Chicago. Detroit. St. Paul and Salt Lake City. I indicated at the time that the agency would likely need to have Congress increase its annual appropriations for detention or removal operations in order to see movement of procuring additional capacity. Passing a full year funding bill for the federal government has continued to be a challenge and the government continues to be funded through continued resolutions. However, we continue to see increases in our facility utilization by ICE in the fourth quarter of 2017 and into the first month and a half of 2018, primarily due to southwest border apprehensions returning to historical norms and we know the agency is seeking a funding increase above the current level of 39,000 beds. It is important to note that the existing continued resolution which goes through March 23 provides sufficient funding for our existing federal contracts, even with the trend of increased utilization we are seeing from ICE and the United States Marshals Service. The federal government has operated for many years under continued resolutions, so we don't see this year's budget activity in Congress as a unique situation. Further, we believe our federal partners have the ability to respond to new or emerging capacity needs and their current funding environment. Finally, it is important for investors to know that over the last ten plus years, if ICE gets an increase in detention funding from one fiscal year to the next, that serves as the new base going forward. We have not seen a funding reduction enacted, only increases for the maintaining of prior year funding. In addition to opportunities to grow the company through new and expanded contracts for existing facility capacity, we are very excited about the growth potential of our expanded M&A pipeline and opportunities for new development projects. We continue to target expanding our CoreCivic community platform through additional M&A transactions. CoreCivic community’s goals of reducing recidivism and strengthening communities goes to the heart of our company's mission. So we're enthusiastic about the continued growth. In 2017, we closed on six acquisitions of community correction facilities, adding eight facilities and nearly 1200 beds to our portfolio. We continue to see attractive returns in this market and have a sufficient pipeline of targets to continue to close at least one acquisition per quarter. We will continue to expand the reach and capabilities of our CoreCivic community platform through our M&A strategy and maintain our goal of continued to diversify the company by growing this business line to represent at least 10% of our EBITDA by the end of 2019. At the onset of 2018, we acquired Rocky Mountain Offender Management Systems, a company that provides non-residential community based correctional alternatives to municipal, county and state governments in eight states. This is a big deal for us because now being able to provide nonresidential services such as electronic monitoring, case management and testing services, we know this is a natural complement to our broad network of residential reentry facilities. And this acquisition also helps us to ensure that we can be there to help the individuals we work with stay on course whether diverting individuals from prison on the front end or helping them stay out once released. CoreCivic community is driven to tackle America's recidivism crisis. To achieve that, we have to help the men and women we work with to effectively reintegrate with their communities, reconnect with family and regain their financial footing. We have also had exciting news out of CoreCivic properties early in 2018 on both the M&A front and the new development front. In the fall, we announced our first acquisition of government lease real estate assets outside our traditional correctional detention or residential reentry portfolios. These three facilities we acquired are leased by federal agencies through the General Services Administration or GSA. For quite some time, we have expressed our intention to expand our real estate portfolio into government leased assets with a bias towards those that are mission critical, which will allow us to leverage our extensive real estate management capabilities we presently employ at nearly 100 facilities totaling over 17 million square foot of real estate as well as our 35-year history of developing real estate solutions for federal, state and local governments. Between the real estate assets leased by the federal government through GSA and similar real estate lease by assets or by state excuse me and local government AMCs, the addressable market for potential acquisitions in this substantial and our M&A pipeline has expanded materially, as we continued to pursue opportunities in this market. In late January, we announced our first sizable transaction in this space through a $44 million acquisition of the Capital Commerce Center, a 261,000 square foot office building located in Tallahassee, Florida based primarily to the state's Department of Business and Professional Regulation. The Capital Commerce Center is a good example of the type of property we are targeting in this market. First, we are looking for high credit quality federal, state and local government tenants, our lease with DBPR is backed by the full faith and AAA credit of the state of Florida. Second, we are looking at properties with long term leases. At 261,000 square feet and over ten years remaining of primary lease, we believe this property hits these targets as well. Close proximity to the state capital and significant building improvements also made the property an attractive acquisition target. Following this acquisition, CoreCivic properties now comprises 13 lease properties, representing 1.4 million square feet of real estate and approximately 8% of the company’s adjusted EBITDA with nearly 100% of these properties least. Unlike the residential reentry M&A market, which is very fragmented with small operators, the government lease real estate market includes many public and privately held portfolios of assets that could be added to our CoreCivic property portfolio to create meaningful scale. We are building a very robust pipeline of individual asset and portfolio acquisition targets and we are excited by the progress we've made to date. As 2018 progresses, we expect to provide further guidance on our acquisition targets in this area. Now on to new development opportunities, a few weeks ago, we announced that the state of Kansas had awarded us a new development and a 20-year lease agreement to replace the state's 150-year old Lansing correctional facility. We will be designing and constructing a state-of-the-art 2432-bed 400,000 square foot correctional facility for the state on property adjacent to the existing 2405 bed Lansing Correctional Facility, the state's largest correctional complex for adult male inmates, which was originally constructed in 1860s. The new facility is expected to require 160 million to 165 million to construct over a period of approximate 24 months. Upon construction and completion, we will commence a 20-year non-accountable lease agreement with the Kansas Department of Corrections in which they will provide all operations personnel at the facility. We will receive a lease payment of 14.9 million annually, plus annual rent inflators of approximately 2% per year. CoreCivic will also be responsible for facility maintenance throughout the 20-year lease period. This is a significant milestone as it represents our industry’s first correctional facility to be developed through a public private partnership and leased and operated by a government agency. We know there are significant opportunities to replace this kind of project across the country based on the over 200,000 beds in operation today at facilities similar to the Lansing correctional facility. Well past their useful life, expensive to maintain, less safe for staff and for inmates and unnecessarily expensive to operate due to out of date facility design. The primary reason this pervasive issue of data correctional infrastructure continues is due to a lack of funding necessary to finance large scale expensive replacement projects. Collectively, we estimate $15 billion to $20 billion of required investments are desperately needed for these type of facilities. We believe public private partnerships similar to what we just entered into with Kansas are the key to solving this infrastructure challenge and we know that many governments were closely watching the developments out of Kansas throughout the RFP process and subsequent award announcement. In summary, we see a great deal of opportunity to continue to grow and diversify our company in 2018. With the overarching strategy is to be a government solutions company with the scale and experience needed to solve tough government challenges in flexible cost effective ways. While the number of new opportunities is certainly exciting, I am really happy of the progress of our reentry program and initiatives to reduce recidivism. Whenever I travel and visit our facilities, I love how our people view our company's purpose to make sure that those who come into our care leave with the best possible chance of never coming back. This is why we made unprecedented commitments in 2014 to strengthen our evidence based reentry programming and activities at our facilities. We are proud of the progress we've made, what we've learned along the way and how we're pressing ahead. Some of our highlights over the last year that I'm really proud of include launching a new initiative to advocate for federal and state policies aimed at reducing recidivism, including support for ban-the-box legislation and making reentry policies part of the company's political giving criteria. In 2017, the number of individuals in our facilities who passed GED exams increased by 3% over 2016 and two of our facilities led in two separate states, all public and private facilities in GED completions. We have now helped over 12,000 inmates in the last six years receive their GED or high set. At our Coffee Correctional Facility, we graduated that facility’s first class of inmates achieving technical certificates in gas metal arc welding and diesel truck maintenance. This program is an incredible partnership with the Georgia Partner Corrections and the Technical College System of Georgia. Our programs Department also achieved the first implementation across our facility to a threshold, a nationally recognized faith based program used by our partners at the Federal Bureau of Prisons. We will be building on our 2014 commitments in announcing a new goal with this program in the weeks ahead. I am proud of the difference we're making in the lives of inmates and residents entrusted in our care. We are fully committed to playing a bigger role in tackling America's recidivism crisis. And finally to our employees who are chaplains, nurses, mothers, veterans and many others, these are good people doing a great job and I'm sincerely honored to serve alongside all of you. With that, I'd like to turn the call over to Dave to review our fourth quarter 2017 financial results and provide additional details on our initial full year 2018 financial guidance. Dave?