Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 24, 2020 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. | true | |
Document Period End Date | Mar. 31, 2020 | |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. | false | |
Entity Registrant Name | BRIGHT HORIZONS FAMILY SOLUTIONS INC. | |
(State or other jurisdiction of incorporation) | DE | |
(Commission File Number) | 001-35780 | |
(I.R.S. Employer Identification Number) | 80-0188269 | |
(Address of principal executive offices) | 200 Talcott Avenue | |
Entity Address, City or Town | Watertown, | |
Entity Address, State or Province | MA | |
(Zip code) | 02472 | |
City Area Code | (617) | |
Local Phone Number | 673-8000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Emerging growth company | false | |
Smaller reporting company | false | |
Title of each class | Common Stock, $0.001 par value per share | |
Trading Symbol(s) | BFAM | |
Name of each exchange on which registered | NYSE | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (shares) | 60,319,026 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001437578 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 49,230 | $ 27,872 |
Accounts receivable — net of allowance for credit losses of $1,836 and $1,226 at March 31, 2020 and December 31, 2019, respectively | 171,566 | 148,855 |
Prepaid expenses and other current assets | 63,369 | 52,161 |
Total current assets | 284,165 | 228,888 |
Fixed assets — net | 609,459 | 636,153 |
Goodwill | 1,389,649 | 1,412,873 |
Other intangible assets — net | 295,337 | 304,673 |
Operating lease right-of-use assets | 724,053 | 700,956 |
Other assets | 48,331 | 46,877 |
Total assets | 3,350,994 | 3,330,420 |
Current liabilities: | ||
Current portion of long-term debt | 10,750 | 10,750 |
Accounts payable and accrued expenses | 188,423 | 167,059 |
Current portion of operating lease liabilities | 86,252 | 83,123 |
Deferred revenue | 184,400 | 191,117 |
Other current liabilities | 27,356 | 31,241 |
Total current liabilities | 497,181 | 483,290 |
Long-term debt — net | 1,025,844 | 1,028,049 |
Operating lease liabilities | 722,602 | 685,910 |
Other long-term liabilities | 101,352 | 92,865 |
Deferred revenue | 10,484 | 10,098 |
Deferred income taxes | 56,003 | 58,940 |
Total liabilities | 2,413,466 | 2,359,152 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 25,000,000 shares authorized and no shares issued or outstanding at March 31, 2020 and December 31, 2019 | 0 | 0 |
Common stock, $0.001 par value; 475,000,000 shares authorized; 57,920,154 and 57,884,020 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 58 | 58 |
Additional paid-in capital | 627,337 | 648,031 |
Accumulated other comprehensive loss | (94,109) | (50,331) |
Retained earnings | 404,242 | 373,510 |
Total stockholders’ equity | 937,528 | 971,268 |
Total liabilities and stockholders’ equity | $ 3,350,994 | $ 3,330,420 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for credit loss | $ 1,836 | $ 1,226 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (shares) | 25,000,000 | 25,000,000 |
Preferred stock, issued (shares) | 0 | 0 |
Preferred stock, outstanding (shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 475,000,000 | 475,000,000 |
Common stock, issued (in shares) | 57,920,154 | 57,884,020 |
Common stock, outstanding (in shares) | 57,920,154 | 57,884,020 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 506,323 | $ 501,758 |
Cost of services | 397,464 | 374,811 |
Gross profit | 108,859 | 126,947 |
Selling, general and administrative expenses | 57,369 | 55,875 |
Amortization of intangible assets | 8,209 | 8,162 |
Income from operations | 43,281 | 62,910 |
Interest expense — net | (10,206) | (11,948) |
Income before income tax | 33,075 | 50,962 |
Income tax expense | (2,343) | (8,920) |
Net income | $ 30,732 | $ 42,042 |
Earnings per common share: | ||
Common stock — diluted (in dollars per share) | $ 0.52 | $ 0.71 |
Weighted average common shares outstanding: | ||
Common stock — diluted (in shares) | 58,878,784 | 58,752,384 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | $ (4,270) | $ (2,867) |
Net income | 30,732 | 42,042 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | (39,508) | 6,978 |
Total other comprehensive income (loss) | (43,778) | 4,111 |
Comprehensive income (loss) | $ (13,046) | $ 46,153 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements Of Changes In Stockholders' Equity (Unaudited) Condensed Consolidated Statements Of Changes In Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock, at Cost | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
Beginning balance (in shares) at Dec. 31, 2018 | 57,494,468 | |||||
Beginning balance at Dec. 31, 2018 | $ 779,477 | $ 57 | $ 648,651 | $ 0 | $ (62,355) | $ 193,124 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation expense | 3,106 | 3,106 | ||||
Issuance of common stock under the Equity Incentive Plan (in shares) | 303,929 | |||||
Issuance of common stock under the Equity Incentive Plan | 11,055 | $ 1 | 11,054 | |||
Shares received in net share settlement of stock option exercises and vesting of restricted stock (in shares) | (24,718) | |||||
Shares received in net share settlement of stock option exercises and vesting of restricted stock | (2,779) | (2,779) | ||||
Other comprehensive loss | 4,111 | 4,111 | ||||
Net income | 42,042 | 42,042 | ||||
Ending balance (in shares) at Mar. 31, 2019 | 57,773,679 | |||||
Ending balance at Mar. 31, 2019 | 837,012 | $ 58 | 660,032 | 0 | (58,244) | 235,166 |
Beginning balance (in shares) at Dec. 31, 2019 | 57,884,020 | |||||
Beginning balance at Dec. 31, 2019 | 971,268 | $ 58 | 648,031 | 0 | (50,331) | 373,510 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation expense | 4,283 | 4,283 | ||||
Issuance of common stock under the Equity Incentive Plan (in shares) | 298,876 | |||||
Issuance of common stock under the Equity Incentive Plan | 12,462 | $ 1 | 12,461 | |||
Shares received in net share settlement of stock option exercises and vesting of restricted stock (in shares) | (31,429) | |||||
Shares received in net share settlement of stock option exercises and vesting of restricted stock | (5,231) | (5,231) | ||||
Purchase of treasury stock | (32,208) | (32,208) | ||||
Retirement of treasury stock (in shares) | (231,313) | |||||
Retirement of treasury stock | 0 | $ (1) | (32,207) | (32,208) | ||
Other comprehensive loss | (43,778) | (43,778) | ||||
Net income | 30,732 | 30,732 | ||||
Ending balance (in shares) at Mar. 31, 2020 | 57,920,154 | |||||
Ending balance at Mar. 31, 2020 | $ 937,528 | $ 58 | $ 627,337 | $ 0 | $ (94,109) | $ 404,242 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | $ 30,732 | $ 42,042 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
Depreciation and amortization | 28,221 | 26,462 | ||||
Impairment losses on long-lived assets | 4,970 | 0 | ||||
Stock-based compensation expense | 4,283 | 3,106 | ||||
Deferred income taxes | (5,048) | 3,796 | ||||
Other non-cash adjustments — net | (691) | 1,460 | ||||
Changes in assets and liabilities: | ||||||
Accounts receivable | (23,421) | 2,587 | ||||
Prepaid expenses and other current assets | (11,422) | 565 | ||||
Accounts payable and accrued expenses | 24,529 | (1,099) | ||||
Income taxes | 1,367 | 2,073 | ||||
Deferred revenue | (5,299) | 23,927 | ||||
Leases | 16,839 | 2,551 | ||||
Other assets | 1,894 | (1,307) | ||||
Other current and long-term liabilities | (2,871) | 850 | ||||
Net cash provided by operating activities | 64,083 | 107,013 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Purchases of fixed assets | (17,094) | (24,195) | ||||
Proceeds from the disposal of fixed assets | 4,454 | 3,134 | ||||
Proceeds from the maturity of debt securities and sale of other investments | 3,247 | 0 | ||||
Purchases of other investments and debt securities | (42) | (20,011) | ||||
Payments and settlements for acquisitions — net of cash acquired | (3,529) | (19,490) | ||||
Net cash used in investing activities | (12,964) | (60,562) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Borrowings under revolving credit facility | 10,500 | 110,500 | ||||
Payments under revolving credit facility | (10,500) | (178,650) | ||||
Principal payments of long-term debt | (2,688) | (2,688) | ||||
Purchase of treasury stock | (32,658) | (60) | ||||
Taxes paid related to the net share settlement of stock options and restricted stock | (5,231) | (2,779) | ||||
Proceeds from issuance of common stock upon exercise of options and restricted stock upon purchase | 15,962 | 11,414 | ||||
Payments of contingent consideration for acquisitions | (1,088) | 0 | ||||
Net cash used in financing activities | (25,703) | (62,263) | ||||
Effect of exchange rates on cash, cash equivalents and restricted cash | (1,203) | 548 | ||||
Net increase (decrease) in cash, cash equivalents and restricted cash | 24,213 | (15,264) | ||||
Cash, cash equivalents and restricted cash — beginning of period | 31,192 | 38,478 | $ 38,478 | |||
Cash, cash equivalents and restricted cash — end of period | 55,405 | 23,214 | 31,192 | |||
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO THE CONSOLIDATED BALANCE SHEETS: | ||||||
Cash and cash equivalents | $ 49,230 | $ 27,872 | $ 20,129 | |||
Restricted cash and cash equivalents, included in prepaid expenses and other current assets | 6,175 | 3,085 | ||||
Total cash, cash equivalents and restricted cash — end of period | 55,405 | 23,214 | $ 38,478 | 55,405 | $ 31,192 | 23,214 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||||||
Cash payments of interest | 9,535 | 11,383 | ||||
Cash payments of income taxes | 6,026 | 3,094 | ||||
Cash paid for amounts included in the measurement of lease liabilities | 29,130 | 30,034 | ||||
NON-CASH TRANSACTIONS: | ||||||
Fixed asset purchases recorded in accounts payable and accrued expenses | 3,514 | 4,869 | ||||
Contingent consideration issued for acquisitions | $ 0 | $ 16,375 | ||||
Operating right-of-use assets obtained in exchange for operating lease liabilities — net | $ 56,825 | $ 24,496 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentation | 1. ORGANIZATION AND BASIS OF PRESENTATION Organization — Bright Horizons Family Solutions Inc. (“Bright Horizons” or the “Company”) provides center-based child care and early education, back-up child and adult/elder dependent care, tuition assistance and student loan repayment program administration, educational advisory services, and other support services for employers and families in the United States, the United Kingdom, the Netherlands, Puerto Rico, Canada, and India. The Company provides services designed to help families, employers and their employees better integrate work and family life, primarily under multi-year contracts with employers who offer child care, dependent care, and workforce education services, as part of their employee benefits packages in an effort to support employees across life and career stages and improve employee engagement. Basis of Presentation — The accompanying unaudited condensed consolidated balance sheet as of March 31, 2020 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2020 and 2019 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required in accordance with U.S. GAAP for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . Certain reclassifications have been made to prior period amounts within the operating section of the condensed consolidated statements of cash flows to conform to the current period presentation. In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of March 31, 2020 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2020 and 2019 , reflect all adjustments (consisting only of normal and recurring adjustments) necessary to present fairly the results of the interim periods presented. The operating results for the interim periods presented are not necessarily indicative of the results expected for the full year. Stockholders ’ Equity — The board of directors of the Company authorized a share repurchase program of up to $300 million of the Company’s outstanding common stock effective June 12, 2018. The share repurchase program has no expiration date. The shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions, under Rule 10b5-1 plans, or by other means in accordance with federal securities laws. At March 31, 2020 , $194.9 million remained available under the repurchase program. The Company has temporarily suspended share repurchases due to the impact of COVID-19 as the Company prioritizes investments to the most critical operating areas. COVID-19 Pandemic — In March 2020, the Company began to experience the impact of the COVID-19 pandemic on its global operations, as required business and school closures and shelter-in-place government mandates in response to the pandemic resulted in the temporary closure of a significant portion of the Company’s child care centers. The Company continues to operate critical health care client and “hub” centers to provide care and support services to the children and families of first responders, scientists, health care and medical professionals, and other essential workers, as well as the many support industries facilitating their work. As of March 31, 2020 , the Company operated 1,094 child care and early education centers with the capacity to serve approximately 120,000 children and their families, of which approximately 250 child care centers with the capacity to serve approximately 32,000 children remained open after the temporary center closures in response to the COVID-19 pandemic. These open centers are operating with special COVID-19 protocols in place in order to protect the health and safety of the children and staff, including social distancing procedures for pick-up and drop-off, daily health checks, the use of face masks by the Company’s staff, limited capacity, and enhanced hygiene and cleaning practices. The Company’s back-up care and educational advisory services remain operational and available to clients. As a result of the economic effects of the COVID-19 pandemic, including the Company’s temporary closure of a significant portion of its centers and the related negative financial impact to its results of operations, the Company considered whether these conditions indicated it was more likely than not that the Company’s $1.4 billion in goodwill and $180.6 million in indefinite-lived intangible assets were impaired. Based on the facts and circumstances as of March 31, 2020 , the Company determined it was more likely than not that the fair value of its reporting units and indefinite-lived intangible assets exceeded their carrying amount and therefore, interim impairment analysis was not required. In addition, the Company reviewed its long-lived assets, including amortizable intangible assets, to determine whether these conditions indicated that the carrying amount of such assets may not be recoverable. During the three months ended March 31, 2020 , the Company recognized a $5.0 million impairment loss on long-lived assets for certain centers that are unlikely to recover the carrying amount as a result of the operational disruption caused by recent closures and events. Given the current risks and uncertainties associated with the COVID-19 pandemic, additional impairment losses may occur. The broad effects of COVID-19, its duration and scope of the ongoing disruption, including the pace of re-opening temporarily closed centers, cannot be predicted and is affected by many interdependent variables and decisions by government authorities and the Company’s client partners. Based on the current guidance and directives of state and local health authorities, in conjunction with recommendations from medical experts and the Centers for Disease Control and Prevention, the temporary closure of the Company’s centers is expected to continue in the second quarter of 2020 and, potentially, in subsequent periods. The timing and cadence of re-opening the temporarily closed centers will vary by jurisdiction and other factors and the Company cannot anticipate when the majority of our centers will re-open. The Company will continue to evaluate the conditions and factors which would govern the re-opening of temporarily closed centers, including health and safety protocols. While the Company recently experienced increased demand for back-up care services, such as in-home care, and minimal disruption to providing educational advisory services, these conditions and trends may not continue in subsequent periods. Given these factors, the Company expects the effects of COVID-19 to its business to continue to adversely impact the results of its operations in the second quarter of 2020, and potentially in subsequent periods. In response to these developments, the Company has implemented measures in an effort to manage costs and improve liquidity and access to financial resources, and thereby mitigate the impact on the Company ’ s financial position and operations. These measures include, but are not limited to, the following: • furloughing a significant portion of the Company’s employees in proportion to the number of center closures, including center personnel for temporarily closed centers and related support functions in the Company’s corporate offices; • reducing discretionary spending and overhead costs, while prioritizing investments that support current operations and deferring to future periods nonessential and discretionary investments; • temporary voluntary reductions in compensation to certain executive officers and board members; • temporary suspension of share repurchases; • amending the Company’s credit agreement in April 2020 and May 2020 to increase the borrowing capacity of its revolving credit facility from $225 million to $400 million ; and, • raising $250 million in gross proceeds from the issuance and sale of common stock in April 2020. In light of these actions and based on the Company’s assumptions about the continued impact of COVID-19 on its operations, the Company believes it has sufficient liquidity to satisfy its obligations for at least the next twelve months. Refer to Note 12, Subsequent Events , for additional information on the issuance and sale of common stock and the amendments to the Company’s credit agreement. Recently Adopted Pronouncements — On January 1, 2020, the Company adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which amends the existing guidance on the accounting for credit losses of certain financial instruments. This guidance requires entities to recognize the expected credit loss over the lifetime of certain financial instruments and modifies the impairment model for available-for-sale debt securities. This standard is applied by recording a cumulative effect adjustment to retained earnings upon adoption. There was no impact to the Company’s consolidated financial statements from the adoption of this guidance. The Company generates accounts receivable from fees charged to parents and employer sponsors, which are generally billed monthly as services are rendered or in advance, and are classified as short term. The Company monitors collections and maintains a provision for expected credit losses based on historical trends, current conditions, and relevant forecasted information, in addition to provisions established for specific collection issues that have been identified. Activity in the allowance for credit losses is as follows (in thousands): Three months ended Beginning balance at January 1, 2020 $ 1,226 Provision 910 Write offs and recoveries (300 ) Ending balance at March 31, 2020 $ 1,836 The Company’s investments in debt securities, which were classified as available-for-sale, are further disclosed in Note 9, Fair Value Measurements . As of March 31, 2020 , the available-for-sale debt securities are not in an unrealized loss position, and therefore there is no allowance for credit losses. Recently Issued Pronouncements — In December 2019, the Financial Accounting Standards Board issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The standard removes certain exceptions to the general principles in Topic 740 and improves the consistent application of U.S. GAAP by clarifying and amending certain areas of the existing guidance. This ASU is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 2. REVENUE RECOGNITION Disaggregation of Revenue The Company disaggregates revenue from contracts with customers into segments and geographical regions. Revenue disaggregated by segment and geographical region was as follows (in thousands): Full service Back-up care Educational Total Three months ended March 31, 2020 North America $ 298,067 $ 70,557 $ 20,765 $ 389,389 Europe 113,324 3,610 — 116,934 $ 411,391 $ 74,167 $ 20,765 $ 506,323 Three months ended March 31, 2019 North America $ 304,312 $ 62,007 $ 18,744 $ 385,063 Europe 114,008 2,687 — 116,695 $ 418,320 $ 64,694 $ 18,744 $ 501,758 The classification “North America” is comprised of the Company’s United States, Canada, and Puerto Rico operations and the classification “Europe” includes the United Kingdom, Netherlands, and India operations. Deferred Revenue The Company records deferred revenue when payments are received in advance of the Company’s performance under the contract, which are recognized as revenue as the performance obligation is satisfied. During the three months ended March 31, 2020 , $123.8 million was recognized as revenue related to the deferred revenue balance recorded at December 31, 2019 . During the three months ended March 31, 2019 , $113.4 million was recognized as revenue related to the deferred revenue balance recorded at December 31, 2018 . Remaining Performance Obligations The transaction price allocated to the remaining performance obligations relates to services that are paid or invoiced in advance. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original contract term of one year or less, or for variable consideration allocated to the unsatisfied performance obligation of a series of services. The Company’s remaining performance obligations not subject to the practical expedients were not material. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | 3. LEASES The Company has operating leases for certain of its full service and back-up child care and early education centers, corporate offices, call centers, and to a lesser extent, various office equipment, in the United States, the United Kingdom, the Netherlands, and Canada. Most of the leases expire within 10 to 15 years and many contain renewal options and/or termination provisions. The Company does not have any finance leases as of March 31, 2020 . Lease Expense The components of lease expense were as follows (in thousands): Three months ended March 31, 2020 2019 Operating lease expense (1) $ 33,861 $ 30,960 Variable lease expense (1) 9,233 8,333 Total lease expense $ 43,094 $ 39,293 (1) Excludes short-term lease expense and sublease income, which were immaterial for the periods presented. Other Information The weighted average remaining lease term and the weighted average discount rate were as follows: March 31, 2020 December 31, 2019 Weighted average remaining lease term (in years) 10 10 Weighted average discount rate 6.1% 6.2% Maturity of Lease Liabilities The following table summarizes the maturity of lease liabilities as of March 31, 2020 (in thousands): Operating Leases Remainder of 2020 $ 90,468 2021 124,795 2022 120,283 2023 111,985 2024 101,015 Thereafter 555,120 Total lease payments 1,103,666 Less imputed interest (294,812 ) Present value of lease liabilities 808,854 Less current portion of operating lease liabilities (86,252 ) Long-term operating lease liabilities $ 722,602 As of March 31, 2020 , the Company had entered into additional operating leases that have not yet commenced with total fixed payment obligations of $52.0 million . The leases are expected to commence between the second quarter of fiscal 2020 and the fourth quarter of fiscal 2021 and have initial lease terms of approximately 15 years . |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | 4. ACQUISITIONS The Company’s growth strategy includes expansion through strategic and synergistic acquisitions. The goodwill resulting from these acquisitions arises largely from synergies expected from combining the operations of the businesses acquired with our existing operations, as well as from benefits derived from gaining the related assembled workforce. 2020 Acquisitions During the three months ended March 31, 2020 , the Company acquired one center in the United States, which was accounted for as a business combination. The center was acquired for cash consideration of $3.5 million , including fixed assets of $2.3 million in relation to the real estate acquired. The Company recorded goodwill of $1.2 million to the full service center-based child care segment, all of which will be deductible for tax purposes. The allocation of purchase price consideration is based on preliminary estimates of fair value; such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). As of March 31, 2020 , the purchase price allocation for this acquisition remains open as the Company gathers additional information regarding the assets acquired and the liabilities assumed. The operating results for the acquired business are included in the consolidated results of operations from the date of acquisition, and were not material to the Company’s financial results. During the three months ended March 31, 2020 , the Company paid $1.1 million for contingent consideration related to an acquisition completed in 2018, which had been recorded as a liability at the date of acquisition. 2019 Acquisitions During the year ended December 31, 2019 , the Company acquired three centers and the tuition program management division of another company in the United States, four centers in the Netherlands, and one back-up care provider in the United Kingdom, in eight separate business acquisitions, which were each accounted for as business combinations. These businesses were acquired for cash consideration of $53.3 million , net of cash acquired of $1.2 million , and consideration payable of $0.7 million . Additionally, contingent consideration of up to $20.0 million may be payable over the next three years if certain future performance targets are met. The Company recorded a fair value estimate of the contingent consideration of $13.9 million . The Company recorded goodwill of $25.4 million related to the back-up care segment, which will not be deductible for tax purposes, $14.0 million related to the educational advisory services segment, which will be deductible for tax purposes, and $15.2 million related to the full service center-based child care segment, of which $3.9 million will be deductible for tax purposes. In addition, the Company recorded intangible assets of $14.6 million primarily consisting of customer relationships that will be amortized over five years , as well as fixed assets and technology of $3.1 million , and deferred tax liabilities of $1.9 million in relation to these acquisitions. The allocation of purchase price consideration is based on preliminary estimates of fair value; such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). As of March 31, 2020 , the purchase price allocations for six of the 2019 acquisitions remain open as the Company gathers additional information regarding the assets acquired and the liabilities assumed. During the year ended December 31, 2019 , the Company paid $4.2 million for deferred and contingent consideration, which were accrued at the date of acquisition. Of this settlement, $3.5 million was for deferred consideration payable related to an acquisition completed in 2018, and $0.7 million was the final installment for contingent consideration related to an acquisition completed in 2016. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 5. GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill were as follows (in thousands): Full service center-based child care Back-up care Educational advisory services Total Balance at January 1, 2019 $ 1,155,705 $ 168,105 $ 23,801 $ 1,347,611 Additions from acquisitions 15,228 25,350 14,000 54,578 Adjustments to prior year acquisitions (83 ) — — (83 ) Effect of foreign currency translation 10,380 387 — 10,767 Balance at December 31, 2019 1,181,230 193,842 37,801 1,412,873 Additions from acquisitions 1,167 — — 1,167 Adjustments to prior year acquisitions (328 ) — (125 ) (453 ) Effect of foreign currency translation (22,196 ) (1,742 ) — (23,938 ) Balance at March 31, 2020 $ 1,159,873 $ 192,100 $ 37,676 $ 1,389,649 The Company also has intangible assets, which consisted of the following at March 31, 2020 and December 31, 2019 (in thousands): March 31, 2020 Weighted average amortization period Cost Accumulated amortization Net carrying amount Definite-lived intangibles: Customer relationships 14 years $ 402,504 $ (289,824 ) $ 112,680 Trade names 6 years 10,138 (8,099 ) 2,039 412,642 (297,923 ) 114,719 Indefinite-lived intangibles: Trade names N/A 180,618 — 180,618 $ 593,260 $ (297,923 ) $ 295,337 December 31, 2019 Weighted average amortization period Cost Accumulated amortization Net carrying amount Definite-lived intangibles: Customer relationships 14 years $ 404,667 $ (283,597 ) $ 121,070 Trade names 6 years 10,656 (8,144 ) 2,512 415,323 (291,741 ) 123,582 Indefinite-lived intangibles: Trade names N/A 181,091 — 181,091 $ 596,414 $ (291,741 ) $ 304,673 The Company estimates that it will record amortization expense related to intangible assets existing as of March 31, 2020 as follows (in thousands): Estimated amortization expense Remainder of 2020 $ 23,200 2021 $ 28,077 2022 $ 25,774 2023 $ 24,905 2024 $ 11,051 |
Credit Arrangements and Debt Ob
Credit Arrangements and Debt Obligations | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Credit Arrangements and Debt Obligations | 6. CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS Senior Secured Credit Facilities The Company’s $1.3 billion senior secured credit facilities consist of a $1.1 billion secured term loan facility (“term loan facility”) and a $225 million multi-currency revolving credit facility (“revolving credit facility”). The term loans mature on November 7, 2023 and require quarterly principal payments of $2.7 million , with the remaining principal balance due on November 7, 2023 . Refer to Note 12, Subsequent Events , for changes to the Company’s senior secured credit facilities. Outstanding term loan borrowings were as follows (in thousands): March 31, 2020 December 31, 2019 Term loans $ 1,042,750 $ 1,045,438 Deferred financing costs and original issue discount (6,156 ) (6,639 ) Total debt 1,036,594 1,038,799 Less current maturities 10,750 10,750 Long-term debt $ 1,025,844 $ 1,028,049 The revolving credit facility matures on July 31, 2022 . There were no borrowings outstanding on the revolving credit facility at March 31, 2020 and December 31, 2019 . All borrowings under the credit agreement are subject to variable interest. Borrowings under the term loan facility bear interest at a rate per annum of 0.75% over the base rate, or 1.75% over the eurocurrency rate, which is the one, two, three or six month LIBOR rate or, with applicable lender approval, the twelve month or less than one month LIBOR rate. With respect to the term loan facility, the base rate is subject to an interest rate floor of 1.75% and the eurocurrency rate is subject to an interest rate floor of 0.75% . Borrowings under the revolving credit facility bear interest at a rate per annum ranging from 0.50% to 0.75% over the base rate, or 1.50% to 1.75% over the eurocurrency rate. Refer to Note 12, Subsequent Events , for changes to interest rates applicable to the Company’s revolving credit facility. The effective interest rate for the term loans was 2.74% and 3.55% at March 31, 2020 and December 31, 2019 , respectively, and the weighted average interest rate was 3.42% and 4.25% for the three months ended March 31, 2020 and 2019 , respectively, prior to the effects of any interest rate swap arrangements. The weighted average interest rate for the revolving credit facility was 5.41% and 4.10% for the three months ended March 31, 2020 and 2019 , respectively. Certain financing fees and original issue discount costs are capitalized and are being amortized over the terms of the related debt instruments and amortization expense is included in interest expense. Amortization expense of deferred financing costs was $0.4 million for the three months ended March 31, 2020 and 2019 . Amortization expense of original issue discount costs was $0.1 million for the three months ended March 31, 2020 and 2019 . All obligations under the senior secured credit facilities are secured by substantially all the assets of the Company’s U.S. subsidiaries. The senior secured credit facilities contain a number of covenants that, among other things and subject to certain exceptions, may restrict the ability of Bright Horizons Family Solutions LLC, the Company’s wholly-owned subsidiary, and its restricted subsidiaries, to: incur certain liens; make investments, loans, advances and acquisitions; incur additional indebtedness or guarantees; pay dividends on capital stock or redeem, repurchase or retire capital stock or subordinated indebtedness; engage in transactions with affiliates; sell assets, including capital stock of our subsidiaries; alter the business conducted; enter into agreements restricting the Company’s subsidiaries’ ability to pay dividends; and consolidate or merge. In addition, the credit agreement governing the senior secured credit facilities requires Bright Horizons Capital Corp., the Company’s direct subsidiary, to be a passive holding company, subject to certain exceptions. The revolving credit facility requires Bright Horizons Family Solutions LLC, the borrower, and its restricted subsidiaries, to comply with a maximum consolidated first lien net leverage ratio that is a quarterly maintenance based financial covenant. A breach of this covenant is subject to certain equity cure rights. Refer to Note 12, Subsequent Events , for changes to the financial covenant applicable to the Company’s revolving credit facility. Future principal payments of long-term debt are as follows for the years ending December 31 (in thousands): Term Loans Remainder of 2020 $ 8,062 2021 10,750 2022 10,750 2023 1,013,188 Total future principal payments $ 1,042,750 Interest Rate Swap Agreements The Company is subject to interest rate risk as all borrowings under the senior secured credit facilities are subject to variable interest rates. In October 2017, the Company entered into variable-to-fixed interest rate swap agreements to mitigate the exposure to variable interest arrangements on $500 million notional amount of the outstanding term loan borrowings. These swap agreements, designated and accounted for as cash flow hedges from inception, are scheduled to mature on October 31, 2021 . The Company is required to make monthly payments on the notional amount at a fixed average interest rate, plus the applicable rate for eurocurrency loans. The notional amount is subject to a total interest rate of approximately 3.65% . In exchange, the Company receives interest on the notional amount at a variable rate based on the one-month LIBOR rate, subject to a 0.75% floor. The interest rate swaps are recorded on the Company’s consolidated balance sheet at fair value and classified based on the instruments’ maturity dates. The Company records gains or losses resulting from changes in the fair value of the interest rate swaps to other comprehensive income or loss. These gains or losses are subsequently reclassified into earnings and recognized to interest expense in the Company’s consolidated statement of income in the period that the hedged interest expense on the term loan facility is recognized. As of March 31, 2020 and December 31, 2019 , the fair value of the interest rate swap agreements was a liability of $8.9 million and $2.9 million , respectively, which was recorded in other long-term liabilities on the consolidated balance sheet. For the three months ended March 31, 2020 , the effect of the interest rate swap agreements on other comprehensive income (loss) was as follows (in thousands): Derivatives designated as cash flow hedging instruments Amount of gain (loss) recognized in other comprehensive income (loss) Consolidated statement of income classification Amount of net gain (loss) reclassified into earnings Total effect on other comprehensive income (loss) Interest rate swaps $ (6,302 ) Interest expense — net $ (285 ) $ (6,017 ) Income tax effect 1,695 Income tax expense 77 1,618 Net of income taxes $ (4,607 ) $ (208 ) $ (4,399 ) For the three months ended March 31, 2019 , the effect of the interest rate swap agreements on other comprehensive income (loss) was as follows (in thousands): Derivatives designated as cash flow hedging instruments Amount of gain (loss) recognized in other comprehensive income (loss) Consolidated statement of income classification Amount of net gain (loss) reclassified into earnings Total effect on other comprehensive income (loss) Interest rate swaps $ (3,189 ) Interest expense — net $ 757 $ (3,946 ) Income tax effect 858 Income tax expense (203 ) 1,061 Net of income taxes $ (2,331 ) $ 554 $ (2,885 ) During the next twelve months, the Company estimates that a net loss of $5.7 million , pre-tax, will be reclassified from accumulated other comprehensive income (loss) and recorded to interest expense, related to these interest rate swap agreements. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 7. EARNINGS PER SHARE The following tables set forth the computation of basic and diluted earnings per share using the two-class method (in thousands, except share and per share amounts): Basic earnings per share: Three months ended March 31, 2020 2019 Net income $ 30,732 $ 42,042 Allocation of net income to common stockholders: Common stock $ 30,587 $ 41,845 Unvested participating shares 145 197 $ 30,732 $ 42,042 Weighted average number of common shares: Common stock 57,930,909 57,679,041 Unvested participating shares 274,801 271,153 Earnings per common share: Common stock $ 0.53 $ 0.73 Diluted earnings per share: Three months ended March 31, 2020 2019 Earnings allocated to common stock $ 30,587 $ 41,845 Earnings allocated to unvested participating shares 145 197 Adjusted earnings allocated to unvested participating shares (143 ) (193 ) Earnings allocated to common stock $ 30,589 $ 41,849 Weighted average number of common shares: Common stock 57,930,909 57,679,041 Effect of dilutive securities 947,875 1,073,343 58,878,784 58,752,384 Earnings per common share: Common stock $ 0.52 $ 0.71 Options outstanding to purchase 0.5 million and 0.8 million shares of common stock were excluded from diluted earnings per share for the three months ended March 31, 2020 and 2019 , respectively, since their effect was anti-dilutive. These options may become dilutive in the future. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. INCOME TAXES The Company’s effective income tax rates were 7.1% and 17.5% for the three months ended March 31, 2020 and 2019 , respectively. For the three months ended March 31, 2020 , the Company’s annual effective tax rate is highly sensitive to change in estimates of total ordinary income (or loss), and therefore a reliable estimate cannot be made. Accordingly, the actual effective tax rate for the year-to-date period has been used. The effective income tax rate may fluctuate from quarter to quarter for various reasons, including changes to estimated income before income tax, jurisdictional mix of estimated income before income tax, jurisdictional income tax rate changes, as well as discrete items such as the settlement of foreign, federal and state tax issues and the effects of excess tax benefits associated with the exercise of stock options and vesting of restricted stock, which is included as a reduction of tax expense. During the three months ended March 31, 2020 and 2019 , the excess tax benefit from stock-based compensation expense decreased tax expense by $6.9 million and $4.6 million , respectively. For the three months ended March 31, 2020 and 2019 , prior to the inclusion of the excess tax benefit, the effective income tax rate approximated 28% and 26% , respectively. The Company’s unrecognized tax benefits were $4.5 million at March 31, 2020 and $4.3 million at December 31, 2019 , inclusive of interest. The Company expects the unrecognized tax benefits to change over the next twelve months if certain tax matters settle with the applicable taxing jurisdiction during this time frame, or, if the applicable statute of limitations lapses. The impact of the amount of such changes to previously recorded uncertain tax positions could range from zero to $0.8 million . The Company and its domestic subsidiaries are subject to audit for U.S. federal income tax as well as multiple state jurisdictions. U.S. federal income tax returns are typically subject to examination by the Internal Revenue Service (“IRS”) and the statute of limitations for federal tax returns is three years . The Company’s filings for the tax years 2016 through 2019 are subject to audit based upon the federal statute of limitations. State income tax returns are generally subject to examination for a period of three to four years after filing of the respective return. The state impact of any federal changes remains subject to examination by various states for a period of up to one year after formal notification to the states. The Company’s filings for the tax years from 2015 to 2019 are subject to audit and, as of March 31, 2020 , there was one state audit in process. The Company is also subject to corporate income tax at its subsidiaries located in the United Kingdom, the Netherlands, India, Canada, Ireland, and Puerto Rico. The tax returns for the Company’s subsidiaries located in foreign jurisdictions are subject to examination for periods ranging from one to five years . |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 9. FAIR VALUE MEASUREMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are classified using a three-level hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The Company uses observable inputs where relevant and whenever possible. The three levels of the hierarchy are defined as follows: Level 1 — Fair value is derived using quoted prices from active markets for identical investments. Level 2 — Fair value is derived using quoted prices for similar instruments from active markets or for identical or similar instruments in markets that are not active; or, fair value is based on model-derived valuations in which all significant inputs and significant value drivers are observable from active markets. Level 3 — Fair value is derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The carrying value of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses, and borrowings under the revolving credit facility approximates their fair value because of their short-term nature. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents and accounts receivable. There were no significant changes to the Company’s exposure to credit risk during the three months ended March 31, 2020 . Long-term Debt — The Company’s long-term debt is recorded at adjusted cost, net of original issue discounts and deferred financing costs. The fair value of the Company’s long-term debt is based on current bid prices, which approximates carrying value. As such, the Company’s long-term debt was classified as Level 1, as defined under U.S. GAAP. As of March 31, 2020 , the carrying value and estimated fair value of long-term debt was $1.04 billion and $1.0 billion , respectively. As of December 31, 2019 , the carrying value and estimated fair value of long-term debt was $1.05 billion . Interest Rate Swap Agreements — The Company’s interest rate swap agreements are recorded at fair value, which were estimated using market-standard valuation models. Such models project future cash flows and discount the future amounts to a present value using market-based observable inputs. Additionally, the fair value of the interest rate swaps included consideration of credit risk. The Company used a potential future exposure model to estimate this credit valuation adjustment (“CVA”). The inputs to the CVA were largely based on observable market data, with the exception of certain assumptions regarding credit worthiness. As the magnitude of the CVA was not a significant component of the fair value of the interest rate swaps, it was not considered a significant input. The fair value of the interest rate swaps is classified as Level 2, as defined under U.S. GAAP. As of March 31, 2020 and December 31, 2019 , the fair value of the interest rate swap agreements was a liability of $8.9 million and $2.9 million , respectively, which were recorded in other long-term liabilities on the consolidated balance sheets. Debt Securities — The Company’s investments in debt securities, which are classified as available-for-sale, consist of U.S. Treasury and U.S. government agency securities. These securities are held in escrow by the Company’s wholly-owned captive insurance company and were purchased with restricted cash. As such, these securities are not available to fund the Company’s operations. These securities are recorded at fair value using quoted prices available in active markets. As such, the Company’s debt securities are classified as Level 1, as defined under U.S. GAAP. As of March 31, 2020 , the fair value of the available-for-sale debt securities was $22.1 million and was classified based on the instruments’ maturity dates, with $16.2 million included in prepaid expenses and other current assets and $5.9 million in other assets on the consolidated balance sheet. As of December 31, 2019 , the fair value of the available-for-sale debt securities was $24.9 million , with $17.0 million included in prepaid expenses and other current assets and $7.9 million in other assets on the consolidated balance sheet. At March 31, 2020 and December 31, 2019 , the amortized cost was $21.9 million and $24.9 million , respectively. The debt securities held at March 31, 2020 had remaining maturities ranging from less than one to approximately 1.75 years . Unrealized gains and losses, net of tax, on available-for-sale debt securities are included in accumulated other comprehensive income (loss), and were immaterial for the three months ended March 31, 2020 and 2019 . During the three months ended March 31, 2020 , the Company received proceeds from the maturity of debt securities of $3.0 million , which are included in prepaid expenses and other current assets on the consolidated balance sheet at March 31, 2020 as restricted cash. The Company did not realize any gains or losses on its debt securities during the three months ended March 31, 2020 and 2019 . Liabilities for Contingent Consideration — The Company is subject to contingent consideration arrangements in connection with certain business combinations as disclosed in Note 4, Acquisitions . Liabilities for contingent consideration are measured at fair value each reporting period, with the acquisition-date fair value included as part of the consideration payable for the related business combination and subsequent changes in fair value recorded to selling, general and administrative expenses in the Company’s consolidated statement of income. The fair value of the contingent consideration was calculated using a real options model based on probability-weighted outcomes of meeting certain future performance targets. The key inputs to the valuation are the projections of future financial results in relation to the business. The Com pany classified the contingent consideration liability as a Level 3 fair value measurement due to the lack of observable inputs used in the model. The following table provides a roll forward of the fair value of recurring Level 3 fair value measurements (in thousands): Three months ended Balance at January 1, 2020 $ 15,987 Settlement of contingent consideration liabilities (1,088 ) Changes in fair value 422 Foreign currency translation (1,044 ) Balance at March 31, 2020 $ 14,277 Nonrecurring fair value estimates — During the three months ended March 31, 2020 , the Company recognized a $5.0 million impairment loss on long-lived assets for certain centers. The impairment loss was included in cost of services on the consolidated statement of income, which has been allocated to the full service center-based child care segment. The estimated fair value of the applicable center long-lived assets was based on the fair value of the assets, calculated using a discounted cash flow model, with unobservable inputs. The fair value of such assets was insignificant. The Company classified the center long-lived assets as a Level 3 fair value measurement due to the lack of observable inputs used in the model. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 10. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Accumulated other comprehensive income (loss), which is included as a component of stockholders’ equity, is comprised of foreign currency translation adjustments and unrealized gains or losses from interest rate swaps and investments, net of tax. The changes in accumulated other comprehensive income (loss) by component were as follows (in thousands): Three months ended March 31, 2020 Foreign currency translation adjustments Unrealized gain (loss) on interest rate swaps Unrealized gain (loss) on investments Total Balance at January 1, 2020 $ (47,835 ) $ (2,566 ) $ 70 $ (50,331 ) Other comprehensive income (loss) before reclassifications, net of tax (39,508 ) (4,607 ) 129 (43,986 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax — 208 — 208 Net current period other comprehensive income (loss) (39,508 ) (4,399 ) 129 (43,778 ) Balance at March 31, 2020 $ (87,343 ) $ (6,965 ) $ 199 $ (94,109 ) Three months ended March 31, 2019 Foreign currency translation adjustments Unrealized gain (loss) on interest rate swaps Unrealized gain (loss) on investments Total Balance at January 1, 2019 $ (67,648 ) $ 5,293 $ — $ (62,355 ) Other comprehensive income (loss) before reclassifications, net of tax 6,978 (2,331 ) 18 4,665 Amounts reclassified from accumulated other comprehensive income (loss), net of tax — (554 ) — (554 ) Net current period other comprehensive income (loss) 6,978 (2,885 ) 18 4,111 Balance at March 31, 2019 $ (60,670 ) $ 2,408 $ 18 $ (58,244 ) |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | 11. SEGMENT INFORMATION The Company’s services are comprised of full service center-based child care, back-up care, and educational advisory services, which also represent the Company’s three operating and reportable segments. The full service center-based child care segment includes the traditional center-based child care and early education, preschool, and elementary education. The Company’s back-up care segment consists of center-based back-up child care, and in-home child and adult/elder dependent care. The Company’s educational advisory services segment consists of tuition assistance and student loan repayment program administration, educational consulting services, and college admissions advisory services. The Company and its chief operating decision maker evaluate performance based on revenues and income from operations. The assets and liabilities of the Company are managed centrally and are reported internally in the same manner as the consolidated financial statements; therefore, no segment asset information is produced or included herein. Revenue and income from operations by reportable segment was as follows (in thousands): Full service center-based child care Back-up care Educational advisory services Total Three months ended March 31, 2020 Revenue $ 411,391 $ 74,167 $ 20,765 $ 506,323 Income from operations (1) 16,747 22,239 4,295 43,281 Three months ended March 31, 2019 Revenue $ 418,320 $ 64,694 $ 18,744 $ 501,758 Income from operations (2) 41,530 17,117 4,263 62,910 (1) For the three months ended March 31, 2020 , income from operations included $5.0 million of impairment costs for long-lived assets due to the impact of COVID-19 on the Company’s operations, and $0.7 million related to occupancy costs incurred for its new corporate headquarters during the construction period, which represent duplicative corporate office costs in 2020 while the Company also continues to carry the costs for its existing corporate headquarters. These costs have been allocated to the full service center-based child care segment. (2) For the three months ended March 31, 2019 , income from operations included $0.4 million of expenses related to completed acquisitions, which have been allocated to the back-up care segment. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. SUBSEQUENT EVENTS On April 21, 2020, the Company issued and sold 2,138,580 shares of unregistered common stock, par value $0.001 per share, to Durable Capital Master Fund LP at a price of $116.90 per share. The Company is required to file a registration statement to register the resale of these shares within 90 days or is subject to liquidated damages. The Company received gross proceeds from the offering of $250 million . The proceeds may be used for working capital and general corporate purposes. On April 24, 2020, the Company amended its existing senior credit facilities to, among other things, increase the borrowing capacity of its revolving credit facility from $225 million to $385 million , modify the interest rates applicable to borrowings under the revolving credit facility from a range of 50 to 75 basis points over the base rate (as defined in the Credit Agreement) or a range of 150 to 175 basis points over the eurocurrency rate (as defined in the Credit Agreement) to a range of 50 to 125 basis points over the base rate or 150 to 225 basis points over the eurocurrency rate, and modify the unused commitment fee applicable to the revolving credit commitments from a range of 30 to 32.5 basis points to a range of 30 to 50 basis points. In addition, the amendment modifies the financial covenant applicable to the revolving credit facility for the following four fiscal quarters by requiring the Company, in lieu of complying with a maximum first lien net leverage ratio of 4.50 to 1.00 , to comply with a maximum first lien gross leverage ratio of 6.00 to 1.00 for the fiscal quarter ending June 30, 2020, 7.50 to 1.00 for the fiscal quarter ending September 30, 2020, 8.00 to 1.00 for the fiscal quarter ending December 31, 2020 and 7.50 to 1.00 for the fiscal quarter ending March 31, 2021. Beginning with the fiscal quarter ending June 30, 2021, the Company will be required to comply with its previous maximum first lien net leverage ratio of 4.25 to 1.00 . On May 7, 2020, the Company amended its existing senior credit facilities to increase the borrowing capacity of its revolving credit facility from $385 million to $400 million . Refer to Item 5 of this Quarterly Report on Form 10-Q for additional information on this amendment. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization | Organization — Bright Horizons Family Solutions Inc. (“Bright Horizons” or the “Company”) provides center-based child care and early education, back-up child and adult/elder dependent care, tuition assistance and student loan repayment program administration, educational advisory services, and other support services for employers and families in the United States, the United Kingdom, the Netherlands, Puerto Rico, Canada, and India. The Company provides services designed to help families, employers and their employees better integrate work and family life, primarily under multi-year contracts with employers who offer child care, dependent care, and workforce education services, as part of their employee benefits packages in an effort to support employees across life and career stages and improve employee engagement. |
Basis of Presentation | Basis of Presentation — The accompanying unaudited condensed consolidated balance sheet as of March 31, 2020 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2020 and 2019 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required in accordance with U.S. GAAP for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . Certain reclassifications have been made to prior period amounts within the operating section of the condensed consolidated statements of cash flows to conform to the current period presentation. In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of March 31, 2020 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2020 and 2019 , reflect all adjustments (consisting only of normal and recurring adjustments) necessary to present fairly the results of the interim periods presented. The operating results for the interim periods presented are not necessarily indicative of the results expected for the full year. |
Recently Adopted Pronouncements and Recently Issued Pronouncements | Recently Adopted Pronouncements — On January 1, 2020, the Company adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which amends the existing guidance on the accounting for credit losses of certain financial instruments. This guidance requires entities to recognize the expected credit loss over the lifetime of certain financial instruments and modifies the impairment model for available-for-sale debt securities. This standard is applied by recording a cumulative effect adjustment to retained earnings upon adoption. There was no impact to the Company’s consolidated financial statements from the adoption of this guidance. The Company generates accounts receivable from fees charged to parents and employer sponsors, which are generally billed monthly as services are rendered or in advance, and are classified as short term. The Company monitors collections and maintains a provision for expected credit losses based on historical trends, current conditions, and relevant forecasted information, in addition to provisions established for specific collection issues that have been identified. Activity in the allowance for credit losses is as follows (in thousands): Three months ended Beginning balance at January 1, 2020 $ 1,226 Provision 910 Write offs and recoveries (300 ) Ending balance at March 31, 2020 $ 1,836 The Company’s investments in debt securities, which were classified as available-for-sale, are further disclosed in Note 9, Fair Value Measurements . As of March 31, 2020 , the available-for-sale debt securities are not in an unrealized loss position, and therefore there is no allowance for credit losses. Recently Issued Pronouncements — In December 2019, the Financial Accounting Standards Board issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The standard removes certain exceptions to the general principles in Topic 740 and improves the consistent application of U.S. GAAP by clarifying and amending certain areas of the existing guidance. This ASU is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures. |
Fair Value Of Financial Instruments | Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are classified using a three-level hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The Company uses observable inputs where relevant and whenever possible. The three levels of the hierarchy are defined as follows: Level 1 — Fair value is derived using quoted prices from active markets for identical investments. Level 2 — Fair value is derived using quoted prices for similar instruments from active markets or for identical or similar instruments in markets that are not active; or, fair value is based on model-derived valuations in which all significant inputs and significant value drivers are observable from active markets. Level 3 — Fair value is derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. |
Organization and Basis of Pre_3
Organization and Basis of Presentation Organization and Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Allowance for Credit Loss | Activity in the allowance for credit losses is as follows (in thousands): Three months ended Beginning balance at January 1, 2020 $ 1,226 Provision 910 Write offs and recoveries (300 ) Ending balance at March 31, 2020 $ 1,836 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The Company disaggregates revenue from contracts with customers into segments and geographical regions. Revenue disaggregated by segment and geographical region was as follows (in thousands): Full service Back-up care Educational Total Three months ended March 31, 2020 North America $ 298,067 $ 70,557 $ 20,765 $ 389,389 Europe 113,324 3,610 — 116,934 $ 411,391 $ 74,167 $ 20,765 $ 506,323 Three months ended March 31, 2019 North America $ 304,312 $ 62,007 $ 18,744 $ 385,063 Europe 114,008 2,687 — 116,695 $ 418,320 $ 64,694 $ 18,744 $ 501,758 The classification “North America” is comprised of the Company’s United States, Canada, and Puerto Rico operations and the classification “Europe” includes the United Kingdom, Netherlands, and India operations. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Components of lease expense | The components of lease expense were as follows (in thousands): Three months ended March 31, 2020 2019 Operating lease expense (1) $ 33,861 $ 30,960 Variable lease expense (1) 9,233 8,333 Total lease expense $ 43,094 $ 39,293 (1) Excludes short-term lease expense and sublease income, which were immaterial for the periods presented. |
Schedule of weighted average remaining lease term and discount rate | The weighted average remaining lease term and the weighted average discount rate were as follows: March 31, 2020 December 31, 2019 Weighted average remaining lease term (in years) 10 10 Weighted average discount rate 6.1% 6.2% |
Maturities of lease liabilities | The following table summarizes the maturity of lease liabilities as of March 31, 2020 (in thousands): Operating Leases Remainder of 2020 $ 90,468 2021 124,795 2022 120,283 2023 111,985 2024 101,015 Thereafter 555,120 Total lease payments 1,103,666 Less imputed interest (294,812 ) Present value of lease liabilities 808,854 Less current portion of operating lease liabilities (86,252 ) Long-term operating lease liabilities $ 722,602 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill were as follows (in thousands): Full service center-based child care Back-up care Educational advisory services Total Balance at January 1, 2019 $ 1,155,705 $ 168,105 $ 23,801 $ 1,347,611 Additions from acquisitions 15,228 25,350 14,000 54,578 Adjustments to prior year acquisitions (83 ) — — (83 ) Effect of foreign currency translation 10,380 387 — 10,767 Balance at December 31, 2019 1,181,230 193,842 37,801 1,412,873 Additions from acquisitions 1,167 — — 1,167 Adjustments to prior year acquisitions (328 ) — (125 ) (453 ) Effect of foreign currency translation (22,196 ) (1,742 ) — (23,938 ) Balance at March 31, 2020 $ 1,159,873 $ 192,100 $ 37,676 $ 1,389,649 |
Schedule of Finite-Lived Intangible Assets | The Company also has intangible assets, which consisted of the following at March 31, 2020 and December 31, 2019 (in thousands): March 31, 2020 Weighted average amortization period Cost Accumulated amortization Net carrying amount Definite-lived intangibles: Customer relationships 14 years $ 402,504 $ (289,824 ) $ 112,680 Trade names 6 years 10,138 (8,099 ) 2,039 412,642 (297,923 ) 114,719 Indefinite-lived intangibles: Trade names N/A 180,618 — 180,618 $ 593,260 $ (297,923 ) $ 295,337 December 31, 2019 Weighted average amortization period Cost Accumulated amortization Net carrying amount Definite-lived intangibles: Customer relationships 14 years $ 404,667 $ (283,597 ) $ 121,070 Trade names 6 years 10,656 (8,144 ) 2,512 415,323 (291,741 ) 123,582 Indefinite-lived intangibles: Trade names N/A 181,091 — 181,091 $ 596,414 $ (291,741 ) $ 304,673 |
Estimated Amortization Expense Related to Intangible Assets | The Company estimates that it will record amortization expense related to intangible assets existing as of March 31, 2020 as follows (in thousands): Estimated amortization expense Remainder of 2020 $ 23,200 2021 $ 28,077 2022 $ 25,774 2023 $ 24,905 2024 $ 11,051 |
Credit Arrangements and Debt _2
Credit Arrangements and Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Outstanding Borrowings | Outstanding term loan borrowings were as follows (in thousands): March 31, 2020 December 31, 2019 Term loans $ 1,042,750 $ 1,045,438 Deferred financing costs and original issue discount (6,156 ) (6,639 ) Total debt 1,036,594 1,038,799 Less current maturities 10,750 10,750 Long-term debt $ 1,025,844 $ 1,028,049 |
Schedule of Maturities of Long-term Debt | Future principal payments of long-term debt are as follows for the years ending December 31 (in thousands): Term Loans Remainder of 2020 $ 8,062 2021 10,750 2022 10,750 2023 1,013,188 Total future principal payments $ 1,042,750 |
Schedule of Interest Rate Derivatives | For the three months ended March 31, 2020 , the effect of the interest rate swap agreements on other comprehensive income (loss) was as follows (in thousands): Derivatives designated as cash flow hedging instruments Amount of gain (loss) recognized in other comprehensive income (loss) Consolidated statement of income classification Amount of net gain (loss) reclassified into earnings Total effect on other comprehensive income (loss) Interest rate swaps $ (6,302 ) Interest expense — net $ (285 ) $ (6,017 ) Income tax effect 1,695 Income tax expense 77 1,618 Net of income taxes $ (4,607 ) $ (208 ) $ (4,399 ) For the three months ended March 31, 2019 , the effect of the interest rate swap agreements on other comprehensive income (loss) was as follows (in thousands): Derivatives designated as cash flow hedging instruments Amount of gain (loss) recognized in other comprehensive income (loss) Consolidated statement of income classification Amount of net gain (loss) reclassified into earnings Total effect on other comprehensive income (loss) Interest rate swaps $ (3,189 ) Interest expense — net $ 757 $ (3,946 ) Income tax effect 858 Income tax expense (203 ) 1,061 Net of income taxes $ (2,331 ) $ 554 $ (2,885 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic | The following tables set forth the computation of basic and diluted earnings per share using the two-class method (in thousands, except share and per share amounts): Basic earnings per share: Three months ended March 31, 2020 2019 Net income $ 30,732 $ 42,042 Allocation of net income to common stockholders: Common stock $ 30,587 $ 41,845 Unvested participating shares 145 197 $ 30,732 $ 42,042 Weighted average number of common shares: Common stock 57,930,909 57,679,041 Unvested participating shares 274,801 271,153 Earnings per common share: Common stock $ 0.53 $ 0.73 |
Schedule of Earnings Per Share, Diluted | Diluted earnings per share: Three months ended March 31, 2020 2019 Earnings allocated to common stock $ 30,587 $ 41,845 Earnings allocated to unvested participating shares 145 197 Adjusted earnings allocated to unvested participating shares (143 ) (193 ) Earnings allocated to common stock $ 30,589 $ 41,849 Weighted average number of common shares: Common stock 57,930,909 57,679,041 Effect of dilutive securities 947,875 1,073,343 58,878,784 58,752,384 Earnings per common share: Common stock $ 0.52 $ 0.71 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Roll Forward of Contingent Consideration | The following table provides a roll forward of the fair value of recurring Level 3 fair value measurements (in thousands): Three months ended Balance at January 1, 2020 $ 15,987 Settlement of contingent consideration liabilities (1,088 ) Changes in fair value 422 Foreign currency translation (1,044 ) Balance at March 31, 2020 $ 14,277 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive income (loss) by component were as follows (in thousands): Three months ended March 31, 2020 Foreign currency translation adjustments Unrealized gain (loss) on interest rate swaps Unrealized gain (loss) on investments Total Balance at January 1, 2020 $ (47,835 ) $ (2,566 ) $ 70 $ (50,331 ) Other comprehensive income (loss) before reclassifications, net of tax (39,508 ) (4,607 ) 129 (43,986 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax — 208 — 208 Net current period other comprehensive income (loss) (39,508 ) (4,399 ) 129 (43,778 ) Balance at March 31, 2020 $ (87,343 ) $ (6,965 ) $ 199 $ (94,109 ) Three months ended March 31, 2019 Foreign currency translation adjustments Unrealized gain (loss) on interest rate swaps Unrealized gain (loss) on investments Total Balance at January 1, 2019 $ (67,648 ) $ 5,293 $ — $ (62,355 ) Other comprehensive income (loss) before reclassifications, net of tax 6,978 (2,331 ) 18 4,665 Amounts reclassified from accumulated other comprehensive income (loss), net of tax — (554 ) — (554 ) Net current period other comprehensive income (loss) 6,978 (2,885 ) 18 4,111 Balance at March 31, 2019 $ (60,670 ) $ 2,408 $ 18 $ (58,244 ) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Income from Operations by Segment | Revenue and income from operations by reportable segment was as follows (in thousands): Full service center-based child care Back-up care Educational advisory services Total Three months ended March 31, 2020 Revenue $ 411,391 $ 74,167 $ 20,765 $ 506,323 Income from operations (1) 16,747 22,239 4,295 43,281 Three months ended March 31, 2019 Revenue $ 418,320 $ 64,694 $ 18,744 $ 501,758 Income from operations (2) 41,530 17,117 4,263 62,910 (1) For the three months ended March 31, 2020 , income from operations included $5.0 million of impairment costs for long-lived assets due to the impact of COVID-19 on the Company’s operations, and $0.7 million related to occupancy costs incurred for its new corporate headquarters during the construction period, which represent duplicative corporate office costs in 2020 while the Company also continues to carry the costs for its existing corporate headquarters. These costs have been allocated to the full service center-based child care segment. (2) For the three months ended March 31, 2019 , income from operations included $0.4 million of expenses related to completed acquisitions, which have been allocated to the back-up care segment. |
Organization and Basis of Pre_4
Organization and Basis of Presentation - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | |||
Apr. 30, 2020USD ($) | Mar. 31, 2020USD ($)Centerpeople | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 12, 2018USD ($) | |
Subsequent Event [Line Items] | |||||
Stock repurchase program, authorized amount | $ 300,000,000 | ||||
Stock repurchase program, remaining authorized repurchase amount | $ 194,900,000 | ||||
Number of childcare and early education centers operated | Center | 1,094 | ||||
Operated facilities, number of children and families served at capacity | people | 120,000 | ||||
Number of childcare and early education centers open | Center | 250 | ||||
Open facilities, number of children and families served at capacity | people | 32,000 | ||||
Goodwill | $ 1,389,649,000 | $ 1,412,873,000 | $ 1,347,611,000 | ||
Impairment loss on long-lived assets | 5,000,000 | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Proceeds from issuance | $ 250,000,000 | ||||
Trade names | |||||
Subsequent Event [Line Items] | |||||
Indefinite-lived intangible assets | $ 180,618,000 | $ 181,091,000 |
Organization and Basis of Pre_5
Organization and Basis of Presentation - Schedule of Allowance For Credit Loss (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |
Beginning balance | $ 1,226 |
Provision | 910 |
Write offs and recoveries | (300) |
Ending balance | $ 1,836 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation Of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 506,323 | $ 501,758 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 389,389 | 385,063 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 116,934 | 116,695 |
Full service center-based child care | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 411,391 | 418,320 |
Full service center-based child care | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 298,067 | 304,312 |
Full service center-based child care | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 113,324 | 114,008 |
Back-up care | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 74,167 | 64,694 |
Back-up care | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 70,557 | 62,007 |
Back-up care | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 3,610 | 2,687 |
Educational advisory services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 20,765 | 18,744 |
Educational advisory services | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 20,765 | 18,744 |
Educational advisory services | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 0 | $ 0 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue, revenue recognized | $ 123.8 | $ 113.4 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | Mar. 31, 2020USD ($) |
Lessee, Lease, Description [Line Items] | |
Operating lease not yet commenced | $ 52 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Operating lease term | 10 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Operating lease term | 15 years |
Operating lease not yet commenced term | 15 years |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Operating lease expense | $ 33,861 | $ 30,960 |
Variable lease expense | 9,233 | 8,333 |
Total lease expense | $ 43,094 | $ 39,293 |
Leases - Weighted Average Remai
Leases - Weighted Average Remaining Lease Term and Discount Rate (Details) | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Weighted average remaining lease term (in years) | 10 years | 10 years |
Weighted average discount rate (percent) | 6.10% | 6.20% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Remainder of 2020 | $ 90,468 | |
2021 | 124,795 | |
2022 | 120,283 | |
2023 | 111,985 | |
2024 | 101,015 | |
Thereafter | 555,120 | |
Total lease payments | 1,103,666 | |
Less imputed interest | (294,812) | |
Present value of lease liabilities | 808,854 | |
Less current portion of operating lease liabilities | (86,252) | $ (83,123) |
Long-term operating lease liabilities | $ 722,602 | $ 685,910 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020USD ($)Business_AcquisitionCenter | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($)CenterBusiness | Dec. 31, 2018USD ($) | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,389,649 | $ 1,412,873 | $ 1,347,611 | |
Payment for contingent consideration | 1,088 | $ 0 | ||
Consideration payable | 0 | $ 16,375 | ||
Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Payments to acquire business | 3,500 | 53,300 | ||
Fixed assets acquired | 2,300 | |||
Payment for contingent consideration | $ 1,100 | $ 4,200 | ||
Number of businesses acquired | Business | 8 | |||
Cash | $ 1,200 | |||
Consideration payable | 700 | |||
Contingent consideration (up to) | $ 20,000 | |||
Contingent consideration, term | 3 years | |||
Preliminary fair value estimate of contingent consideration | $ 13,900 | |||
Intangible assets | 14,600 | |||
Fixed assets and technology acquired | 3,100 | |||
Deferred tax liability | $ (1,900) | |||
Number of business acquisitions open | Business_Acquisition | 6 | |||
UNITED STATES | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Number of centers acquired | Center | 1 | 3 | ||
NETHERLANDS | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Number of centers acquired | Center | 4 | |||
UNITED KINGDOM | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Number of centers acquired | Center | 1 | |||
Customer relationships | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Amortization period of intangible assets | 5 years | |||
Back-Up Care Services | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 25,400 | |||
Full service center-based child care | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,200 | 15,200 | ||
Amount of goodwill expected to be deductible for tax purposes | 3,900 | |||
Educational advisory services | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Goodwill | 14,000 | |||
Prior Year Series of Individually Immaterial Business Acquisitions | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Payment for contingent consideration | 3,500 | |||
Prior Periods Series of Individually Immaterial Business Acquisitions | Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Payment for contingent consideration | $ 700 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 1,412,873 | $ 1,347,611 |
Additions from acquisitions | 1,167 | 54,578 |
Adjustments to prior year acquisitions | (453) | (83) |
Effect of foreign currency translation | (23,938) | 10,767 |
Ending balance | 1,389,649 | 1,412,873 |
Full service center-based child care | ||
Goodwill [Roll Forward] | ||
Beginning balance | 1,181,230 | 1,155,705 |
Additions from acquisitions | 1,167 | 15,228 |
Adjustments to prior year acquisitions | (328) | (83) |
Effect of foreign currency translation | (22,196) | 10,380 |
Ending balance | 1,159,873 | 1,181,230 |
Back-up care | ||
Goodwill [Roll Forward] | ||
Beginning balance | 193,842 | 168,105 |
Additions from acquisitions | 0 | 25,350 |
Adjustments to prior year acquisitions | 0 | 0 |
Effect of foreign currency translation | (1,742) | 387 |
Ending balance | 192,100 | 193,842 |
Educational advisory services | ||
Goodwill [Roll Forward] | ||
Beginning balance | 37,801 | 23,801 |
Additions from acquisitions | 0 | 14,000 |
Adjustments to prior year acquisitions | (125) | 0 |
Effect of foreign currency translation | 0 | 0 |
Ending balance | $ 37,676 | $ 37,801 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets Subject to Amortization (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Definite-lived intangibles: | ||
Cost | $ 412,642 | $ 415,323 |
Accumulated amortization | (297,923) | (291,741) |
Net carrying amount | 114,719 | 123,582 |
Indefinite-lived intangibles: | ||
Cost | 593,260 | 596,414 |
Net carrying amount | $ 295,337 | $ 304,673 |
Customer relationships | ||
Definite-lived intangibles: | ||
Weighted average amortization period | 14 years | 14 years |
Cost | $ 402,504 | $ 404,667 |
Accumulated amortization | (289,824) | (283,597) |
Net carrying amount | $ 112,680 | $ 121,070 |
Trade names | ||
Definite-lived intangibles: | ||
Weighted average amortization period | 6 years | 6 years |
Cost | $ 10,138 | $ 10,656 |
Accumulated amortization | (8,099) | (8,144) |
Net carrying amount | 2,039 | 2,512 |
Trade names | ||
Indefinite-lived intangibles: | ||
Net carrying amount | 181,091 | |
Indefinite-lived intangible assets | $ 180,618 | $ 181,091 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Estimated Amortization Expense Related to Intangible Assets (Detail) $ in Thousands | Mar. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2020 | $ 23,200 |
2021 | 28,077 |
2022 | 25,774 |
2023 | 24,905 |
2024 | $ 11,051 |
Credit Arrangements and Debt _3
Credit Arrangements and Debt Obligations - Additional Information (Detail) - USD ($) | Oct. 31, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||
Borrowing outstanding under revolving credit facility | $ 0 | |||
Amortization of deferred financing costs | 400,000 | $ 400,000 | ||
Amortization of debt issuance cost | 100,000 | $ 100,000 | ||
Derivative, interest rate (percent) | 3.65% | |||
Net loss to be reclassified from accumulated other comprehensive loss and recorded to interest expense during the next twelve months | (5,700,000) | |||
Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 1,300,000,000 | |||
Term Loan | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $ 1,100,000,000 | |||
Effective interest rate for the term loans (percent) | 2.74% | 3.55% | ||
Weighted average interest rate (percent) | 3.42% | 4.25% | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Weighted average interest rate (percent) | 5.41% | 4.10% | ||
Revolving Credit Facility | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $ 225,000,000 | |||
Secured Debt | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Quarterly principal payments | $ 2,700,000 | |||
Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 0.75% | |||
Base Rate | Minimum | Term Loan | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 1.75% | |||
Base Rate | Minimum | Revolving Credit Facility | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 0.50% | |||
Base Rate | Maximum | Revolving Credit Facility | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 0.75% | |||
Eurodollar | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 1.75% | |||
Eurodollar | Minimum | Term Loan | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 0.75% | 0.75% | ||
Eurodollar | Minimum | Revolving Credit Facility | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 1.50% | |||
Eurodollar | Maximum | Revolving Credit Facility | Senior Credit Facilities | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (percent) | 1.75% | |||
Interest Rate Swap | ||||
Debt Instrument [Line Items] | ||||
Derivative, notional amount | $ 500,000,000 | |||
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 2 | Interest Rate Swap | ||||
Debt Instrument [Line Items] | ||||
Derivative liability | $ (8,900,000) | $ (2,900,000) |
Credit Arrangements and Debt _4
Credit Arrangements and Debt Obligations - Outstanding Borrowing (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Schedule Of Borrowings [Line Items] | ||
Less current maturities | $ 10,750 | $ 10,750 |
Long-term debt | 1,025,844 | 1,028,049 |
Term Loan | ||
Schedule Of Borrowings [Line Items] | ||
Term loans | 1,042,750 | 1,045,438 |
Deferred financing costs and original issue discount | (6,156) | (6,639) |
Total debt | 1,036,594 | 1,038,799 |
Less current maturities | 10,750 | 10,750 |
Long-term debt | $ 1,025,844 | $ 1,028,049 |
Credit Arrangements and Debt _5
Credit Arrangements and Debt Obligations - Future Principal Payments Under New Term Loan (Detail) - Term Loan $ in Thousands | Mar. 31, 2020USD ($) |
Debt Instrument [Line Items] | |
Remainder of 2020 | $ 8,062 |
2021 | 10,750 |
2022 | 10,750 |
2023 | 1,013,188 |
Total debt | $ 1,042,750 |
Credit Arrangements and Debt _6
Credit Arrangements and Debt Obligations - Effect of Derivatives on Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Amount of gain (loss) recognized in other comprehensive income (loss) | ||
Amount of gain (loss) recognized in other comprehensive income: Interest rate swaps | $ (6,302) | $ (3,189) |
Amount of gain (loss) recognized in other comprehensive income: Income tax effect | 1,695 | 858 |
Amount of gain (loss) recognized in other comprehensive income: Net of income taxes | (4,607) | (2,331) |
Amount of net gain (loss) reclassified into earnings | ||
Amount of net gain (loss) reclassified into earnings: Interest expense-net | (285) | 757 |
Amount of net gain (loss) reclassified into earnings: Income tax expense | 77 | (203) |
Amount of net gain (loss) reclassified into earnings: Net of income taxes | (208) | 554 |
Total effect on other comprehensive income (loss) | ||
Total effect on other comprehensive income (loss): Interest expense - net | (6,017) | (3,946) |
Total effect on other comprehensive income (loss): Income tax expense | 1,618 | 1,061 |
Total effect on other comprehensive income (loss): Net of income taxes | $ (4,399) | $ (2,885) |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Payment Arrangement, Option | Common Stock | ||
Earnings Per Share [Line Items] | ||
Options outstanding to purchase (in shares) | 0.5 | 0.8 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic Earnings Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ||
Net income | $ 30,732 | $ 42,042 |
Allocation of net income to common stockholders: | ||
Common stock | 30,587 | 41,845 |
Unvested participating shares | 145 | 197 |
Net income (loss) available to common shareholders | $ 30,732 | $ 42,042 |
Common Stock | ||
Weighted average number of common shares: | ||
Weighted average number of common shares (in shares) | 57,930,909 | 57,679,041 |
Earnings per common share: | ||
Common stock (in dollars per share) | $ 0.53 | $ 0.73 |
Restricted Stock | Common Stock | ||
Weighted average number of common shares: | ||
Weighted average number of common shares (in shares) | 274,801 | 271,153 |
Earnings Per Share - Computat_2
Earnings Per Share - Computation of Diluted Earnings per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Diluted earnings per share: | ||
Earnings allocated to common stock | $ 30,587 | $ 41,845 |
Earnings allocated to unvested participating shares | 145 | 197 |
Adjusted earnings allocated to unvested participating shares | (143) | (193) |
Earnings allocated to common stock | $ 30,589 | $ 41,849 |
Weighted average number of common shares: | ||
Common stock-diluted (in shares) | 58,878,784 | 58,752,384 |
Earnings per common share: | ||
Common stock (in dollars per share) | $ 0.52 | $ 0.71 |
Common Stock | ||
Weighted average number of common shares: | ||
Weighted average number of common shares (in shares) | 57,930,909 | 57,679,041 |
Effect of dilutive securities (in shares) | 947,875 | 1,073,343 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | ||
Mar. 31, 2020USD ($)tax_audit | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Income Tax Disclosure [Line Items] | |||
Effective income tax rates (percent) | 7.10% | 17.50% | |
Excess tax benefit amount | $ 6,900,000 | $ 4,600,000 | |
Effective income tax rate, percent prior to adoption of accounting standards update (percent) | 28.00% | 26.00% | |
Unrecognized income tax benefit | $ 4,500,000 | $ 4,300,000 | |
Minimum | |||
Income Tax Disclosure [Line Items] | |||
Change in uncertain tax positions | 0 | ||
Maximum | |||
Income Tax Disclosure [Line Items] | |||
Change in uncertain tax positions | $ 800,000 | ||
State | |||
Income Tax Disclosure [Line Items] | |||
Number of income tax audits in process | tax_audit | 1 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Fair Value Measurements Disclosure [Line Items] | |||
Impairment losses on long-lived assets | $ 4,970 | $ 0 | |
Available-for-sale debt securities | 22,100 | $ 24,900 | |
Amortized cost | 21,900 | 24,900 | |
Proceeds from maturity of debt securities | 3,000 | ||
Impairment loss on long-lived assets | $ 5,000 | ||
Maximum | |||
Fair Value Measurements Disclosure [Line Items] | |||
Debt securities, remaining maturity term | 1 year 9 months | ||
Minimum | |||
Fair Value Measurements Disclosure [Line Items] | |||
Debt securities, remaining maturity term | 1 year | ||
Term Loan | |||
Fair Value Measurements Disclosure [Line Items] | |||
Carrying value of long-term debt | $ 1,042,750 | 1,045,438 | |
Other Assets | |||
Fair Value Measurements Disclosure [Line Items] | |||
Available-for-sale debt securities | 5,900 | 7,900 | |
Prepaid Expenses and Other Current Assets [Member] | |||
Fair Value Measurements Disclosure [Line Items] | |||
Available-for-sale debt securities | 16,200 | 17,000 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 1 | |||
Fair Value Measurements Disclosure [Line Items] | |||
Fair value of long-term debt | 1,000,000 | 1,050,000 | |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 2 | Interest Rate Swap | |||
Fair Value Measurements Disclosure [Line Items] | |||
Derivative liability | $ (8,900) | $ (2,900) |
Fair Value Measurements - Conti
Fair Value Measurements - Contingent Consideration (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | |
Ending balance | $ 0 |
Fair Value, Inputs, Level 3 | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | |
Beginning balance | 15,987 |
Settlement of contingent consideration liabilities | (1,088) |
Changes in fair value | 422 |
Ending balance | 14,277 |
Foreign Currency Gain (Loss) | Fair Value, Inputs, Level 3 | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | |
Foreign currency translation | $ (1,044) |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 971,268 | $ 779,477 |
Other comprehensive income (loss) before reclassifications, net of tax | (43,986) | 4,665 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | 208 | (554) |
Net current period other comprehensive income (loss) | (43,778) | 4,111 |
Ending balance | 937,528 | 837,012 |
Foreign currency translation adjustments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (47,835) | (67,648) |
Net current period other comprehensive income (loss) | (39,508) | 6,978 |
Ending balance | (87,343) | (60,670) |
Unrealized gain (loss) on interest rate swaps | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (2,566) | 5,293 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | 208 | (554) |
Net current period other comprehensive income (loss) | (4,399) | (2,885) |
Ending balance | (6,965) | 2,408 |
Unrealized gain (loss) on investments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 70 | 0 |
Net current period other comprehensive income (loss) | 129 | 18 |
Ending balance | 199 | 18 |
Accumulated Other Comprehensive Income (Loss) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (50,331) | (62,355) |
Ending balance | (94,109) | (58,244) |
Other comprehensive income (loss) before reclassifications, net of tax | Foreign currency translation adjustments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss) before reclassifications, net of tax | (39,508) | 6,978 |
Other comprehensive income (loss) before reclassifications, net of tax | Unrealized gain (loss) on interest rate swaps | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss) before reclassifications, net of tax | (4,607) | (2,331) |
Other comprehensive income (loss) before reclassifications, net of tax | Unrealized gain (loss) on investments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss) before reclassifications, net of tax | $ 129 | $ 18 |
Segment Information - Income fr
Segment Information - Income from Operations by Segment (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)OperatingSegment | Mar. 31, 2019USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of operating segments | OperatingSegment | 3 | |
Revenue | $ 506,323 | $ 501,758 |
Income from operations | 43,281 | 62,910 |
Impairment losses on long-lived assets | 4,970 | 0 |
Full service center-based child care | ||
Segment Reporting Information [Line Items] | ||
Revenue | 411,391 | 418,320 |
Occupancy costs | 700 | |
Full service center-based child care | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 411,391 | 418,320 |
Income from operations | 16,747 | 41,530 |
Back-up care | ||
Segment Reporting Information [Line Items] | ||
Transaction costs | 400 | |
Back-up care | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 74,167 | 64,694 |
Income from operations | 22,239 | 17,117 |
Educational advisory services | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 20,765 | 18,744 |
Income from operations | $ 4,295 | $ 4,263 |
Subsequent Events (Details)
Subsequent Events (Details) | Apr. 24, 2020USD ($) | Apr. 23, 2020USD ($) | Apr. 21, 2020USD ($)$ / sharesshares | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020USD ($)$ / shares | May 07, 2020USD ($) | Dec. 31, 2019$ / shares |
Subsequent Event [Line Items] | |||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of shares of common stock issued and sold (in shares) | shares | 2,138,580 | ||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||||||||
Sale of stock, price per share | $ / shares | $ 116.90 | ||||||||||
Gross proceeds from offering | $ 250,000,000 | ||||||||||
Senior Credit Facilities | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Credit facility, maximum borrowing capacity | $ 1,300,000,000 | ||||||||||
Revolving Credit Facility | Senior Credit Facilities | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Credit facility, maximum borrowing capacity | $ 225,000,000 | ||||||||||
Revolving Credit Facility | Senior Credit Facilities | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Credit facility, maximum borrowing capacity | $ 385,000,000 | $ 225,000,000 | $ 400,000,000 | ||||||||
Suarterly periods amendment applies too | 4 | ||||||||||
Net leverage ratio | 4.50 | ||||||||||
Forecast | Revolving Credit Facility | Senior Credit Facilities | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Net leverage ratio | 4.25 | 7.50 | |||||||||
Gross leverage ratio | 8 | 7.50 | 6 | ||||||||
Minimum | Revolving Credit Facility | Senior Credit Facilities | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Commitment fee on unused capacity (percent) | 30.00% | 30.00% | |||||||||
Maximum | Revolving Credit Facility | Senior Credit Facilities | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Commitment fee on unused capacity (percent) | 50.00% | 32.50% | |||||||||
Base Rate | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 0.75% | ||||||||||
Base Rate | Minimum | Revolving Credit Facility | Senior Credit Facilities | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 0.50% | ||||||||||
Base Rate | Minimum | Revolving Credit Facility | Senior Credit Facilities | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 50.00% | 50.00% | |||||||||
Base Rate | Maximum | Revolving Credit Facility | Senior Credit Facilities | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 0.75% | ||||||||||
Base Rate | Maximum | Revolving Credit Facility | Senior Credit Facilities | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 125.00% | 75.00% | |||||||||
Eurodollar | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 1.75% | ||||||||||
Eurodollar | Minimum | Revolving Credit Facility | Senior Credit Facilities | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 1.50% | ||||||||||
Eurodollar | Minimum | Revolving Credit Facility | Senior Credit Facilities | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 150.00% | 150.00% | |||||||||
Eurodollar | Maximum | Revolving Credit Facility | Senior Credit Facilities | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 1.75% | ||||||||||
Eurodollar | Maximum | Revolving Credit Facility | Senior Credit Facilities | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Basis spread on variable rate (percent) | 225.00% | 175.00% |