Exhibit 10.1
Execution Version
REFINANCING REVOLVING CREDIT COMMITMENTS AMENDMENT
This REFINANCING REVOLVING CREDIT COMMITMENTS AMENDMENT, dated as of December 14, 2023 (this Amendment), among THE GEO
GROUP, INC., a Florida corporation (GEO), GEO CORRECTIONS HOLDINGS, INC., a Florida corporation (Corrections and, together with GEO, each, a Borrower and collectively, the
Borrowers), the other Loan Parties party hereto, and ALTER DOMUS PRODUCTS CORP., as administrative agent (in such capacity, the Administrative Agent), each lender party hereto pursuant to an authorization and
consent in the form attached hereto as Exhibit A (each such authorization, a Lender Authorization and Consent, and each such lender, a Refinancing Revolving Credit Lender and collectively, the
Refinancing Revolving Credit Lenders).
PRELIMINARY STATEMENTS
WHEREAS, reference is made to that certain Credit Agreement, dated as of August 19, 2022, among the Borrowers, the Administrative
Agent and the lenders party thereto from time to time (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the Credit Agreement); and
WHEREAS, pursuant to Section 2.22(b) of the Credit Agreement, the Borrowers have requested to refinance all
of the Revolving Credit Commitments under the Credit Agreement as in effect immediately prior to the effectiveness of this Amendment and the revolving credit commitments under the Existing Credit Agreement with a new revovling credit facility under
the Credit Agreement in the aggregate principal amount of $264,998,130 (the Refinancing Revolving Credit Facility, and the revolving credit commitmments thereunder, the Refinancing Revolving Credit Commitments),
and the Refinancing Revolving Credit Lenders have agreed to provide the Refinancing Revolving Credit Facility, in each case, subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the undertakings set forth herein and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:
1. Defined Terms; Interpretation; Etc.
Capitalized terms used and not defined herein shall have the meanings assigned to such terms in the Credit Agreement. This Amendment is a Refinancing Revolving Credit Commitments Amendment and a Loan Document (each as defined
in the Credit Agreement).
2. Refinancing Revolving Credit Facility. Pursuant to Section 2.22(b) of the
Credit Agreement and subject to the satisfaction of the conditions precedent set forth in Section 3 hereof, on and as of the Amendment Effective Date:
(a) Each Refinancing Revolving Credit Lender hereby agrees, subject to the terms and conditions set forth herein and in the Credit Agreement,
to make Refinancing Revolving Credit Loans (as defined below), in Dollars, to the Borrowers, from time to time from and after the Amendment Effective Date and otherwise during the Revolving Credit Availability Period, in an aggregate principal
amount that will result in neither (x) such Lenders Revolving Credit Exposure exceeding such Lenders Refinancing Revolving Credit Commitment nor (y) the total