Cornell Companies Reports First-Quarter 2005 Results

Focusing on Core Operations and Corporate Structure Streamlining


HOUSTON, May 9, 2005 (PRIMEZONE) -- Cornell Companies, Inc. (NYSE:CRN) today reported results for the period ended March 31, 2005. The Company reported a net loss of $2.3 million, or $0.17 per diluted share, compared with net income of $0.7 million, or $0.05 per diluted share, in same period last year. This year's first-quarter results included $1.0 million of start-up costs (net of start-up revenues) for new facilities, $0.8 million of losses from discontinued operations, and $0.5 million of losses associated with New Morgan Academy. Cornell had previously announced an anticipated restructuring charge in the first quarter 2005 of $1.5 million, or $0.07 per diluted share. Due to more aggressive action with respect to management streamlining, Cornell took an actual charge of $2.1 million, or $0.10 per diluted share. The 2004 first quarter results included a total of approximately $1.1 million for start-up costs for new facilities and losses associated with New Morgan Academy.

First-quarter 2005 pro forma loss was $0.7 million, or $0.05 per diluted share, versus earnings of $1.8 million, or $0.14 per diluted share, in the comparable 2004 quarter. Pro forma numbers exclude the effects of start-up costs (net of start-up revenues) for new facilities and losses associated with New Morgan Academy. Cornell calculates pro forma numbers for comparative purposes to help investors better understand the operating results attributable to the Company's core continuing business operations. Reconciliations of these non-Generally Accepted Accounting Principles (GAAP) measures to the comparable GAAP measures are included in the attachments hereto.

James E. Hyman, Cornell's chairman and chief executive officer, said, "We took numerous actions in the first quarter to restructure ourselves and focus on improving our risk-adjusted returns on our investments in financial and management resources. In the first quarter, our core operations performed well. We're now focusing on lean operations, filling underutilized capacity, reducing overhead and redesigning our business development processes. We're on track to deliver against the financial commitments that we've made for the year."

First-Quarter Summary (Amounts in thousands, except per share data)


 ---------------------------------------------------------------------
                                     First Quarter Ended

 ---------------------------------------------------------------------
 As Reported                   3/31/2005            3/31/2004
 ---------------------------------------------------------------------
 Revenue  from operations       $ 74,693             $ 66,386
 ---------------------------------------------------------------------
 Income from operations            3,435                5,655
 ---------------------------------------------------------------------
 Net income (loss) from 
  discontinued operations           (840)                 113
 ---------------------------------------------------------------------
 Net income (loss)                (2,271)                 706
 ---------------------------------------------------------------------
 EPS -- diluted                 $  (0.17)            $   0.05
 ---------------------------------------------------------------------
 Shares outstanding used in
  diluted per share
  computation                     13,428               13,312
 ---------------------------------------------------------------------

 Pro Forma, excluding New
  Morgan Academy and
  pre-opening and start-up
  costs and related
  revenue (a)
 ---------------------------------------------------------------------
 Revenue                        $ 71,706             $ 65,793
 ---------------------------------------------------------------------
 Income from operations            5,507                7,142
 ---------------------------------------------------------------------
 Net income (loss)                  (736)               1,822
 ---------------------------------------------------------------------
 EPS -- diluted                 $  (0.05)            $   0.14
 ---------------------------------------------------------------------

 (a) See reconciliation of historical GAAP and non-GAAP information
     attached.

First-Quarter Results

Revenues increased 12.5 percent to $74.7 million for the first quarter of 2005 from $66.4 million in the 2004 period. Strong contributions from existing facilities including Big Spring Correctional Center, as well as new facilities/programs initiated in 2004 including Walnut Grove Youth Correctional Facility, Southern Peaks Regional Treatment Center, Regional Correctional Center and the Las Vegas Correctional Center accounted for the revenue increase. Pro forma first-quarter 2005 revenues, which exclude the impact of start-up revenues, were $71.7 million compared with $65.8 million in the prior year's quarter. Average contract occupancy levels were 93.6 percent in residential facilities compared with 100.8 percent in last year's first quarter. Excluding start-up operations, average contract occupancy was 100.7 percent in the Company's residential facilities in the 2005 quarter and 101.4 percent in the 2004 period.

The Company reported income from operations of $3.4 million for the first quarter of 2005 compared with $5.7 million in the same quarter of 2004. As a result of Cornell's plan to streamline management and close several underperforming programs, the Company took a charge of $2.1 million in the first quarter of 2005. The decrease in 2005 first quarter results was also due to increased professional fees associated with items including Sarbanes-Oxley compliance, executive recruitment services and business development, and depreciation from assets acquired and placed in service in 2004. Additionally, comparisons of income from operations were affected by $1.7 million in net start-up costs in 2005 and $1.1 million in 2004, and on-going costs related to New Morgan Academy of $0.4 million in 2005 and 2004.

Excluding the effects of start-up costs (net of start-up revenues) for new facilities, and losses associated with New Morgan Academy, pro forma income from operations was $5.5 million in the first quarter of 2005 compared with $7.1 million in the 2004 first quarter. The decrease in 2005 first quarter pro forma results was principally attributed to the previously noted management streamlining.

CSI Integration Proceeding as Planned

The integration of the Company's April 1, 2005 acquisition of Correctional Systems, Inc. (CSI) is proceeding smoothly. The acquisition added nearly 1,000 new beds to Cornell's service capacity, expanded its national footprint and increased the Company's reach in California, New Mexico and Texas. The acquisition was immediately accretive to earnings.

IGSA Guarantees Population of 500 at RCC

On March 20, 2005, Cornell announced that Bernalillo County, New Mexico, and the U.S. Office of the Detention Trustee signed an Intergovernmental Service Agreement (IGSA) that guarantees a population of 500 federal detainees at the Company's Regional Correctional Center (RCC) in Albuquerque. The population's ramp up is progressing. The facility has a total service capacity of 970 beds.

Project Updates

The Company provided the following update on projects and new business awards:


 -- In Phillipsburg, Pa., construction of the Moshannon Valley 
    Correctional Center remains on schedule.  Cornell currently 
    anticipates that the 1,300-bed facility will open on March 26, 
    2006 under the terms of a contract with the Federal Bureau of 
    Prisons.

 -- At Southern Peaks Regional Treatment Center in Colorado, ramp-up 
    continues with the current population at 90, at close of 
    business, Friday, May 6, 2005.  Cornell expects this facility 
    to reach a population of 156 by the end of the year. 

Outlook for 2005

As part of previously announced program closures, Cornell anticipates it will incur a charge of approximately $0.3 million, or $0.01 per share, in the second quarter. The Company expects second-quarter results to range from loss per share of $0.02 to income per share of $0.02 on an as-reported basis, and income per share of $0.08 to $0.12 on a pro forma basis, which excludes pre-opening and start-up costs for new facilities, and losses associated with New Morgan Academy. Reconciliations of these forward-looking non-GAAP measures to the comparable GAAP measures are included in the attachments hereto.

For the full year, the Company expects earnings per share to range from $0.11 to $0.18 on an as-reported basis, and from $0.42 to $0.49 on a pro forma basis, which excludes pre-opening and start-up costs for new facilities, and losses associated with New Morgan Academy.

The 2005 guidance reflects an annual estimated effective tax rate of approximately 49.0 percent. It represents a blended annual effective tax rate of approximately 35.0 percent on discontinued operations and 41.1 percent on continuing operations. It also includes contributions from CSI, as well as the anticipated closure of certain programs.

Quarterly Webcast

Cornell's management will host a conference call and simultaneous webcast at 11:00 a.m. Eastern today. The webcast may be accessed through Cornell's home page, www.cornellcompanies.com. A replay will also be available on the above web site and by dialing 800-405-2236 or 303-590-3000 and providing confirmation code 11029914. The replay will be available through May 16, 2005 by phone and for 30 days on the web site. This earnings release can be found on Cornell's website at www.cornellcompanies.com under "Investor Relations -- Press Releases."

The company logo can be found at: http://www.primezone.com/newsroom/prs/?pkgid=1468

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current plans and actual future activities and results of operations may be materially different from those set forth in the forward-looking statements. Important factors that could cause actual results to differ include, among others, (1) the outcomes of pending putative class action shareholder and derivative lawsuits, and related insurance coverage, (2) Cornell's ability to win new contracts and to execute its growth strategy, (3) risks associated with acquisitions and the integration thereof (including the ability to achieve administrative and operating cost savings and anticipated synergies), (4) the timing and costs of the opening of new programs and facilities or the expansions of existing facilities, (5) Cornell's ability to negotiate contracts at those facilities for which it currently does not have an operating contract, (6) significant charges to expense of deferred costs associated with financing and other projects in development if management determines that one or more of such projects is unlikely to be successfully concluded, (7) results from alternative deployment or sale of facilities such as New Morgan Academy or the inability to do so, (8) Cornell's ability to complete the construction of the Moshannon Valley Correctional Center as anticipated, (9) changes in governmental policy and/or funding to discontinue or not renew existing arrangements, to eliminate or discourage the privatization of correctional, detention and pre-release services in the United States, or to eliminate rate increase, (10) the availability of financing on terms that are favorable to Cornell, and (11) fluctuations in operating results because of occupancy levels and/or mix, competition (including competition from two competitors that are substantially larger than Cornell), increases in cost of operations, fluctuations in interest rates and risks of operations.

Cornell Companies, Inc. 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. The Company (http://www.cornellcompanies.com) has 83 facilities in 17 states and the District of Columbia, which includes two facilities under development or construction. Cornell has a total service capacity of 18,498, including capacity for 1,514 individuals that will be available upon completion of facilities under development or construction.


                            CORNELL COMPANIES, INC.
                             FINANCIAL HIGHLIGHTS
                       ($000's except per share amounts)


                                    Three Months Ended
                                         March 31,
                                  -----------------------
                                    2005           2004
                                  --------       --------

 Revenues                         $ 74,693       $ 66,386
 Operating expenses                 56,443         51,801
 Pre-opening and start-
  up expenses (A)                    4,694          1,646
 Depreciation and
  amortization                       3,793          3,135
 General and
  administrative
  expenses                           6,338          4,160
 Gain on sale of assets                (10)           (11)
                                  --------       --------
 Income from operations              3,435          5,655
 Interest expense, net               5,744          4,649
                                  --------       --------
 Income (loss) before
  provision (benefit)
  for income taxes
  and discontinued
  operations                        (2,309)         1,006

 Provision (benefit)
  for income taxes                    (878)           413
                                  --------       --------
 Income (loss) before
  discontinued
  operations                        (1,431)           593
 Discontinued
  operations, net of
  tax provision
  (benefit)                           (840)           113
                                  --------       --------
 Net income (loss)                $ (2,271)      $    706
                                  ========       ========

 Earnings (loss) per
  share: 
 -- Basic                         $   (.17)      $  (0.05)
 -- Diluted                       $   (.17)      $  (0.05)

 Number of shares used
  in per share
  computation:

   -- Basic                         13,428         13,081
   -- Diluted                       13,428         13,312

 Total service capacity
  (end of period) (B)               17,510         16,290
 Contracted beds in
  operation (end of
  period) (B)                       11,409          9,356
 Average contract
  occupancy (B) (C)                  93.6%         100.8%
 Average contract
  occupancy excluding
  start-up
  operations (B)                    100.7%         101.4%


 (A)  Revenues associated with reported start-up expenses were $3.0
      million and $0.6 million for the quarters March 31, 2005 and
      2004, respectively.

 (B)  Data presented excludes discontinued operating facilities.

 (C)  Average contract occupancy percentages are based on actual
      occupancy for the period as a percentage of the contracted
      capacity of residential facilities in operation. Since certain
      facilities have service capacities that exceed contracted
      capacities, average contract occupancy percentages can exceed
      100% if the average actual occupancy exceeded contracted
      capacity.

 Balance Sheet Data:
 ------------------
                                     March 31,        December 31,
                                       2005              2004
                                    ----------        ----------
 Cash and cash equivalents           $23,133           $ 9,895
 Investment securities                41,625            51,740
 Working capital                     103,643           107,597
 Property and equipment, net         284,463           282,255
 Total assets                        501,026           507,631
 Long-term debt                      276,893           279,528
 Total debt                          285,894           288,533
 Stockholders' equity                159,088           161,312

Non-GAAP Financial Measures

The Company uses non-GAAP financial measures to assess the operating results and effectiveness of the Company's core continuing business operations. Pro forma measures exclude the effect of pre-opening and start-up revenues and costs, and revenues and costs associated with New Morgan Academy. Earnings before interest, taxes, depreciation and amortization (EBITDA) measures operating income before depreciation and amortization, excluding the effect of pre-opening and start-up expenses, net of start-up revenue. These non-GAAP financial measures may not be comparable to similarly titled measurements used by other companies and should not be used as a substitute for net income, earnings per share or other GAAP operating measurements. Set forth below are reconciliations to GAAP measures of non-GAAP measures used herein.



 RECONCILIATION OF HISTORICAL GAAP BASIS 
 RESULTS TO HISTORICAL NON-GAAP BASIS 
 INFORMATION: ($000's except per share amounts)
 -------------------------------------------------

                                       Three Months Ended
                                           March 31,
                                     ----------------------
                                       2005          2004
                                     --------      --------

 GAAP revenues from
  operations                         $ 74,693      $ 66,386
 Less:  Start-up revenue                2,987           593
                                     --------      --------
 Pro forma revenues from
  operations                         $ 71,706      $ 65,793
                                     ========      ========


 GAAP income from operations         $  3,435      $  5,655
 Plus:
    New Morgan Academy loss 
     from operations                      365           434
    Pre-opening and start-up
     expenses, net of
     start-up revenue                   1,707         1,053
                                     --------      --------
 Pro forma income from
  operations                         $  5,507      $  7,142
                                     ========      ========


 GAAP net income (loss)              $ (2,271)     $    706
 Plus:
    New Morgan Academy net
     loss                                 528           494
    Pre-opening and start-up
     expenses, net of
     start-up revenue                   1,007           622
                                     --------      --------
 Pro forma net income (loss)         $   (736)     $  1,822
                                     ========      ========


 GAAP earnings (loss) per
  share -- diluted:                  $  (0.17)     $   0.05
 Plus:
    New Morgan Academy                   0.04          0.04
    Pre-opening and start-up
     expenses, net of
     start-up revenues                   0.08          0.05
                                     --------      --------
 Pro forma earnings (loss)
  per share -- diluted               $  (0.05)     $   0.14
                                     ========      ========


 RECONCILIATION OF HISTORICAL GAAP BASIS 
 RESULTS TO HISTORICAL NON-GAAP BASIS 
 INFORMATION: (000's)
 ----------------------------------------------

                                        Three Months Ended
                                             March 31,
                                       -------------------
                                         2005        2004
                                       -------     -------

 GAAP income from operations           $ 3,435     $ 5,655
 Plus:
    Depreciation and
     amortization                        3,793       3,135
    Pre-opening and start-up
     expenses, net of start-up
     revenue                             1,707       1,053

                                       -------     -------
 EBITDA                                $ 8,935     $ 9,843
                                       =======     =======





  RECONCILIATION OF FORWARD-LOOKING 
  INFORMATION: (000's except per share amounts)
  ----------------------------------------------------

                             Second Quarter    Twelve Months Ending
                             Ending June 30,    December 31, 2005
                                  2005
                            -----------------   -----------------

 GAAP earnings/(loss) per
  share -- diluted          $  (0.02) -- 0.02   $    0.11 -- 0.18
    New Morgan Academy                   0.04                0.15
    Pre-opening and
     start-up expenses,
     net of start up
     revenue                             0.06                0.16
                            -----------------   -----------------
 Pro forma earnings per
  share -- diluted          $   0.08 --  0.12   $    0.42 -- 0.49
                            =================   =================


                       Cornell Companies, Inc.
            Operating Statistics from Continuing Operations
           For the Three Months Ended March 31, 2005 and 2004

                              Three Months Ended March 31,
                      ----------------------------------------------
                              2005                    2004
                      ----------------------  ----------------------
                                       %                       %
                      ----------  ----------  ----------  ----------
 Contracted beds
  in operation:
 ---------------

 Secure
  Institutional (1)        7,553      66%          5,844      62%
 Adult Community-
  Based
  Corrections (1)          2,074      18%          1,854      20%
 Juvenile (1)              1,782      16%          1,658      18%

                      ----------  ----------  ----------  ----------
  Total                   11,409     100%          9,356     100%
                      ==========  ==========  ==========  ==========

 Number of billed
  mandays:
 ----------------

 Secure
  Institutional          636,578      48%        536,908      44%
 Adult Community-
  Based
  Corrections
  Residential            187,851      14%        182,540      15%
  Non-residential (2)    142,769      11%        146,825      12%
 Juvenile:
   Residential           143,819      11%        142,790      12%
   Non-residential (2)   207,381      16%        207,843      17%
                      ----------  ----------  ----------  ----------
      Total            1,318,398     100%      1,216,906     100%
                      ==========  ==========  ==========  ==========

 Revenues:
 ---------

 Secure Institutional $   30,858      41%     $   25,784      39%
 Adult Community-
  Based Corrections
  Residential             11,720      16%         11,185      17%
  Non-residential          1,255       2%          1,217       2%
 Juvenile:
  Residential             24,711      33%         22,885      34%
  Non-residential          6,149       8%          5,315       8%

                      ----------  ----------  ----------  ----------
       Total          $   74,693     100%     $   66,386     100%
                      ==========  ==========  ==========  ==========

 Average revenue per
  diem:
 -------------------

 Secure Institutional $    48.47              $    48.02
 Adult Community-
  Based Corrections

  Residential         $    62.39              $    61.27

  Non-residential (2) $     8.79              $     8.29
 Juvenile:

  Residential         $   171.82              $   160.27

  Non-residential (2) $    29.65              $    25.57

                      ----------              ----------
   Total              $    56.65              $    54.55
                      ==========              ========== 

 (1)  Residential Contract Capacity Only

 (2)  Non-residential "mandays" includes a mix of day units and 
      hourly units.  Mental health facilities are reported in hours.


            

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