Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-35780 | |
Entity Registrant Name | BRIGHT HORIZONS FAMILY SOLUTIONS INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 80-0188269 | |
Entity Address, Address Line One | 2 Wells Avenue | |
Entity Address, City or Town | Newton | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02459 | |
City Area Code | (617) | |
Local Phone Number | 673-8000 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | BFAM | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 61,029,675 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001437578 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 442,124 | $ 384,344 |
Accounts receivable — net of allowance for credit losses of $2,168 and $2,357 at March 31, 2021 and December 31, 2020, respectively | 166,642 | 176,617 |
Prepaid expenses and other current assets | 72,608 | 62,902 |
Prepaid income taxes | 4,780 | 322 |
Total current assets | 686,154 | 624,185 |
Fixed assets — net | 622,716 | 628,757 |
Goodwill | 1,448,923 | 1,431,967 |
Other intangible assets — net | 268,939 | 274,620 |
Operating lease right-of-use assets | 713,811 | 717,821 |
Other assets | 49,122 | 49,298 |
Total assets | 3,789,665 | 3,726,648 |
Current liabilities: | ||
Current portion of long-term debt | 10,750 | 10,750 |
Accounts payable and accrued expenses | 188,028 | 194,551 |
Current portion of operating lease liabilities | 87,431 | 87,181 |
Deferred revenue | 235,336 | 197,939 |
Other current liabilities | 41,234 | 40,393 |
Total current liabilities | 562,779 | 530,814 |
Long-term debt — net | 1,017,784 | 1,020,137 |
Operating lease liabilities | 724,918 | 729,754 |
Other long-term liabilities | 115,768 | 105,980 |
Deferred revenue | 10,241 | 10,215 |
Deferred income taxes | 47,550 | 45,951 |
Total liabilities | 2,479,040 | 2,442,851 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 25,000,000 shares authorized; no shares issued or outstanding at March 31, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.001 par value; 475,000,000 shares authorized; 60,726,701 and 60,466,168 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 61 | 60 |
Additional paid-in capital | 928,761 | 910,304 |
Accumulated other comprehensive loss | (25,831) | (27,069) |
Retained earnings | 407,634 | 400,502 |
Total stockholders’ equity | 1,310,625 | 1,283,797 |
Total liabilities and stockholders’ equity | $ 3,789,665 | $ 3,726,648 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for credit loss, current | $ 2,168 | $ 2,357 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 475,000,000 | 475,000,000 |
Common stock, shares issued (in shares) | 60,726,701 | 60,466,168 |
Common stock, shares outstanding (in shares) | 60,726,701 | 60,466,168 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue | $ 390,840 | $ 506,323 |
Cost of services | $ 309,482 | $ 397,464 |
Cost of services, extensible list | us-gaap:ServiceMember | us-gaap:ServiceMember |
Gross profit | $ 81,358 | $ 108,859 |
Selling, general and administrative expenses | 60,110 | 57,369 |
Amortization of intangible assets | 7,540 | 8,209 |
Income from operations | 13,708 | 43,281 |
Interest expense — net | (9,016) | (10,206) |
Income before income tax | 4,692 | 33,075 |
Income tax benefit (expense) | 2,440 | (2,343) |
Net income | $ 7,132 | $ 30,732 |
Common Stock | ||
Earnings per common share: | ||
Common stock — basic (in dollars per share) | $ 0.12 | $ 0.53 |
Common stock — diluted (in dollars per share) | $ 0.12 | $ 0.52 |
Weighted average common shares outstanding: | ||
Common stock — basic (in shares) | 60,594,947 | 57,930,909 |
Common stock — diluted (in shares) | 61,325,973 | 58,878,784 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 7,132 | $ 30,732 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | (514) | (39,508) |
Unrealized gain (loss) on cash flow hedges and investments, net of tax | 1,752 | (4,270) |
Total other comprehensive income (loss) | 1,238 | (43,778) |
Comprehensive income (loss) | $ 8,370 | $ (13,046) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements Of Changes In Stockholders' Equity - 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, 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 income (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 |
Beginning balance (in shares) at Dec. 31, 2020 | 60,466,168 | |||||
Beginning balance at Dec. 31, 2020 | 1,283,797 | $ 60 | 910,304 | 0 | (27,069) | 400,502 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation expense | 5,306 | 5,306 | ||||
Issuance of common stock under the Equity Incentive Plan (in shares) | 296,392 | |||||
Issuance of common stock under the Equity Incentive Plan | 18,997 | $ 1 | 18,996 | |||
Shares received in net share settlement of stock option exercises and vesting of restricted stock (in shares) | (35,859) | |||||
Shares received in net share settlement of stock option exercises and vesting of restricted stock | (5,845) | (5,845) | ||||
Other comprehensive income (loss) | 1,238 | 1,238 | ||||
Net income | 7,132 | 7,132 | ||||
Ending balance (in shares) at Mar. 31, 2021 | 60,726,701 | |||||
Ending balance at Mar. 31, 2021 | $ 1,310,625 | $ 61 | $ 928,761 | $ 0 | $ (25,831) | $ 407,634 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | $ 7,132 | $ 30,732 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
Depreciation and amortization | 27,282 | 28,221 | ||||
Impairment losses on long-lived assets | 0 | 4,970 | ||||
Stock-based compensation expense | 5,306 | 4,283 | ||||
Deferred income taxes | 1,016 | (5,048) | ||||
Other non-cash adjustments — net | (964) | (691) | ||||
Changes in assets and liabilities: | ||||||
Accounts receivable | 10,006 | (23,421) | ||||
Prepaid expenses and other current assets | (11,192) | (11,422) | ||||
Accounts payable and accrued expenses | (3,889) | 24,529 | ||||
Income taxes | (5,262) | 1,367 | ||||
Deferred revenue | 37,706 | (5,299) | ||||
Leases | (819) | 16,839 | ||||
Other assets | 3,660 | 1,894 | ||||
Other current and long-term liabilities | (1,687) | (2,871) | ||||
Net cash provided by operating activities | 68,295 | 64,083 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Purchases of fixed assets | (17,912) | (17,094) | ||||
Proceeds from the disposal of fixed assets | 3,858 | 4,454 | ||||
Proceeds from the maturity of debt securities and sale of other investments | 6,000 | 3,247 | ||||
Purchases of debt securities and other investments | (5,269) | (42) | ||||
Payments and settlements for acquisitions — net of cash acquired | (8,961) | (3,529) | ||||
Net cash used in investing activities | (22,284) | (12,964) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Borrowings under revolving credit facility | 0 | 10,500 | ||||
Payments under revolving credit facility | 0 | (10,500) | ||||
Principal payments of long-term debt | (2,688) | (2,688) | ||||
Purchase of treasury stock | 0 | (32,658) | ||||
Proceeds from issuance of common stock upon exercise of options and restricted stock upon purchase | 22,432 | 15,962 | ||||
Taxes paid related to the net share settlement of stock options and restricted stock | (5,845) | (5,231) | ||||
Payments of contingent consideration for acquisitions | 0 | (1,088) | ||||
Net cash provided by (used in) financing activities | 13,899 | (25,703) | ||||
Effect of exchange rates on cash, cash equivalents and restricted cash | (539) | (1,203) | ||||
Net increase in cash, cash equivalents and restricted cash | 59,371 | 24,213 | ||||
Cash, cash equivalents and restricted cash — beginning of period | 388,465 | 31,192 | $ 31,192 | |||
Cash, cash equivalents and restricted cash — end of period | 447,836 | 55,405 | 388,465 | |||
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO THE CONSOLIDATED BALANCE SHEETS: | ||||||
Cash and cash equivalents | $ 442,124 | $ 384,344 | $ 49,230 | |||
Restricted cash and cash equivalents, included in prepaid expenses and other current assets | 5,712 | 6,175 | ||||
Total cash, cash equivalents and restricted cash — end of period | 447,836 | 55,405 | $ 31,192 | $ 447,836 | $ 388,465 | $ 55,405 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||||||
Cash payments of interest | 8,403 | 9,535 | ||||
Cash payments of income taxes | 1,980 | 6,026 | ||||
Cash paid for amounts included in the measurement of lease liabilities | 36,964 | 29,130 | ||||
NON-CASH TRANSACTIONS: | ||||||
Fixed asset purchases recorded in accounts payable and accrued expenses | 2,556 | 3,514 | ||||
Contingent consideration issued for acquisitions | 6,518 | 0 | ||||
Operating right-of-use assets obtained in exchange for operating lease liabilities — net | 18,412 | 56,825 | ||||
Restricted stock reclassified from other current liabilities to equity upon vesting | $ 4,178 | $ 4,366 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | 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 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 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, 2021 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2021 and 2020 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 (“SEC”). 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, 2020. The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications have been made to prior period amounts within the condensed consolidated balance sheet and supplemental statement of cash flows information 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, 2021 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2021 and 2020, 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. During the three months ended March 31, 2021, there were no share repurchases and at March 31, 2021, $194.9 million remained available under the repurchase program. On April 21, 2020, the Company completed the issuance and sale of 2,138,580 shares of common stock, par value $0.001 per share, to Durable Capital Master Fund LP at a price of $116.90 per share. The Company subsequently filed a registration statement to register the resale of these shares in accordance with the terms of the purchase agreement. The Company received net proceeds from the offering of $249.8 million. COVID-19 Pandemic — Since March 2020, the Company's global operations have been significantly impacted by the COVID-19 pandemic. As of March 31, 2021, the Company operated 1,015 child care and early education centers, of which approximately 900 child care and early education centers were open. The Company remains focused on the re-enrollment of its centers and the phased re-opening of the limited number of centers that remain temporarily closed, which the Company expects will continue throughout 2021. The broad and long-term effects of COVID-19, its duration and scope of the ongoing disruption, cannot be predicted. Given these factors, the Company currently expects the effects of COVID-19 to continue to adversely impact the results of its operations for the remainder of 2021. Government Support — The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted on March 27, 2020 in the United States, which is an economic aid package to help mitigate the impact of the pandemic. Additionally, other foreign governmental legislation that provides relief provisions has been enacted in response to the economic impact of COVID-19. The Company has participated in certain government support programs, including availing itself of certain tax deferrals and tax credits allowed pursuant to the CARES Act in the United States, as well as certain tax deferrals, tax credits, and employee wage support in the United Kingdom. On December 27, 2020, the employee retention tax credit, originally enacted under the CARES Act in the United States, was expanded and extended under the Consolidated Appropriations Act, 2021 (“CAA”) beginning January 1, 2021. The CAA extended the availability of the employee retention tax credit to wages paid through the first two quarters of 2021, among other changes. Governmental support received is recorded on the consolidated statement of income as a reduction to the related expenses that the assistance is intended to defray. During the three months ended March 31, 2021, $9.6 million was recorded as a reduction to cost of services in relation to these benefits. As of March 31, 2021 and December 31, 2020, $13.1 million and $8.4 million was recorded in prepaid expenses and other current assets on the consolidated balance sheet for amounts due from government support programs, respectively. Additionally, the Company had payroll tax deferrals totaling $20.4 million as of March 31, 2021 and December 31, 2020, of which $10.2 million was recorded in accounts payable and accrued expenses and $10.2 million was included in other long-term liabilities. Recently Adopted Pronouncement — In December 2019, the Financial Accounting Standards Board (“FASB”) 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. The Company adopted the new guidance on January 1, 2021. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements and related disclosures. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 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: Full service Back-up care Educational Total (In thousands) Three months ended March 31, 2021 North America $ 192,454 $ 71,182 $ 24,166 $ 287,802 Europe 97,865 5,173 — 103,038 $ 290,319 $ 76,355 $ 24,166 $ 390,840 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 The classification “North America” is comprised of the Company’s United States, Puerto Rico, and Canada operations and the classification “Europe” includes the United Kingdom, Netherlands, and India operations. During the third quarter of fiscal 2020, the Company divested its child care center business in Canada and ceased to operate its two centers in that geography. Deferred Revenue The Company records deferred revenue when payments are received in advance of the Company’s performance under the contract, which is recognized as revenue as the performance obligation is satisfied. During the three months ended March 31, 2021, $107.0 million was recognized as revenue related to the deferred revenue balance recorded at December 31, 2020. 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. Remaining Performance Obligations 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 transaction price allocated to the remaining performance obligations relates to services that are paid or invoiced in advance. The Company’s remaining performance obligations not subject to the practical expedients were not material. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | 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, and the Netherlands. 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, 2021. Lease Expense The components of lease expense were as follows: Three months ended March 31, 2021 2020 (In thousands) Operating lease expense (1) $ 33,625 $ 33,861 Variable lease expense (1) 6,942 9,233 Total lease expense $ 40,567 $ 43,094 (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, 2021 December 31, 2020 Weighted average remaining lease term (in years) 10 10 Weighted average discount rate 6.0% 6.0% Maturity of Lease Liabilities The following table summarizes the maturity of lease liabilities as of March 31, 2021: Operating Leases (In thousands) Remainder of 2021 $ 90,174 2022 132,517 2023 123,996 2024 113,079 2025 98,485 Thereafter 532,595 Total lease payments 1,090,846 Less imputed interest (278,497) Present value of lease liabilities 812,349 Less current portion of operating lease liabilities (87,431) Long-term operating lease liabilities $ 724,918 As of March 31, 2021, the Company had entered into additional operating leases that have not yet commenced with total fixed payment obligations of $24.5 million. The leases are expected to commence between the second quarter of fiscal 2021 and the fourth quarter of fiscal 2022 and have initial lease terms of approximately 10 to 15 years. Lease Modifications As of March 31, 2021, the Company had deferred lease payments of $3.5 million. The majority of these lease payments are payable over the next year. As of December 31, 2020, the Company had deferred lease payments of $7.7 million. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | 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 the Company's existing operations, including cost efficiencies and leveraging existing client relationships, as well as from benefits derived from gaining the related assembled workforce. 2021 Acquisitions During the three months ended March 31, 2021, the Company acquired two centers as well as a camp and back-up care provider in the United States, in two separate business acquisitions, which were each accounted for as a business combination. These businesses were acquired for an aggregate cash consideration of $8.6 million, net of cash acquired of $0.4 million, and consideration payable of $0.6 million. Additionally, the Company is subject to contingent consideration payments for these two acquisitions. Contingent consideration of up to $1.2 million may be payable within one year if certain performance targets are met for one of the acquisitions, and contingent consideration is payable in 2026 based on certain financial metrics for the other acquisition. The Company recorded a preliminary fair value estimate of $6.5 million in relation to these contingent consideration arrangements at acquisition. The Company recorded goodwill of $13.2 million related to the back-up care segment and of $3.7 million related to the full service center-based child care segment, all of which will be deductible for tax purposes. In addition, the Company recorded intangible assets of $1.8 million that will be amortized over five years, as well as fixed assets of $1.5 million in relation to these acquisitions. The determination and 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, 2021, the purchase price allocations for these acquisitions remain open as the Company gathers additional information regarding the assets acquired and the liabilities assumed, and finalizes its determination of the estimated fair value of the contingent consideration at the date of acquisition. The operating results for the acquired businesses are included in the consolidated results of operations from the date of acquisition, and were not material to the Company’s financial results. 2020 Acquisitions During the year ended December 31, 2020, the Company acquired two child care centers and the Sittercity business, an online marketplace for families and caregivers, in the United States, in three separate business acquisitions, which were each accounted for as a business combination. These businesses were acquired for cash consideration of $8.1 million, net of cash acquired of $1.3 million, and consideration payable of $0.1 million, and included fixed assets and technology of $4.1 million, as well as a trade name of $0.7 million that will be amortized over five years. The Company recorded goodwill of $2.0 million related to the educational advisory and other services segment and $2.1 million related to the full-service center-based child care segment, all of which will be deductible for tax purposes. The determination and 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, 2021, the purchase price allocations for two of the 2020 acquisitions remain open as the Company gathers additional information regarding the assets acquired and the liabilities assumed. During the year ended December 31, 2020, the Company paid $1.2 million for contingent consideration related to acquisitions completed in 2018 and 2019, which had been recorded as a liability at the date of acquisition. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill were as follows: Full service Back-up care Educational Total (In thousands) Balance at January 1, 2021 $ 1,197,658 $ 194,616 $ 39,693 $ 1,431,967 Additions from acquisitions 3,675 13,239 — 16,914 Adjustments to prior year acquisitions — — 150 150 Effect of foreign currency translation (302) 194 — (108) Balance at March 31, 2021 $ 1,201,031 $ 208,049 $ 39,843 $ 1,448,923 The Company also has intangible assets, which consisted of the following at March 31, 2021 and December 31, 2020: March 31, 2021 Weighted average Cost Accumulated Net carrying (In thousands) Definite-lived intangible assets: Customer relationships 14 years $ 402,872 $ (317,979) $ 84,893 Trade names 6 years 12,716 (9,823) 2,893 415,588 (327,802) 87,786 Indefinite-lived intangible assets: Trade names N/A 181,153 — 181,153 $ 596,741 $ (327,802) $ 268,939 December 31, 2020 Weighted average Cost Accumulated Net carrying (In thousands) Definite-lived intangible assets: Customer relationships 14 years $ 402,319 $ (310,587) $ 91,732 Trade names 6 years 11,219 (9,633) 1,586 413,538 (320,220) 93,318 Indefinite-lived intangible assets: Trade names N/A 181,302 — 181,302 $ 594,840 $ (320,220) $ 274,620 |
Credit Arrangements and Debt Ob
Credit Arrangements and Debt Obligations | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Credit Arrangements and Debt Obligations | CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS Senior Secured Credit Facilities The Company’s senior secured credit facilities consist of a secured term loan facility (“term loan facility”) and a $400 million multi-currency revolving credit facility (“revolving credit facility”). The term loan matures on November 7, 2023 and requires quarterly principal payments of $2.7 million, with the remaining principal balance due on November 7, 2023. Outstanding term loan borrowings were as follows: March 31, 2021 December 31, 2020 (In thousands) Term loan $ 1,032,000 $ 1,034,688 Deferred financing costs and original issue discount (3,466) (3,801) Total debt 1,028,534 1,030,887 Less current maturities (10,750) (10,750) Long-term debt $ 1,017,784 $ 1,020,137 In April and May 2020, the Company amended its existing senior credit facilities to, among other things, increase the borrowing capacity of the revolving credit facility from $225 million to $400 million, modify the interest rates applicable to borrowings outstanding on the revolving credit facility, and modify the terms of the applicable covenants. In conjunction with these credit amendments, the Company incurred $2.8 million in fees that have been capitalized in other assets on the consolidated balance sheet and will be amortized over the remaining life of the revolving credit facility. The revolving credit facility matures on July 31, 2022. There were no borrowings outstanding on the revolving credit facility at March 31, 2021 and December 31, 2020. All borrowings under the credit agreement are subject to variable interest. The effective interest rate for the term loan was 2.50% at March 31, 2021 and December 31, 2020, and the weighted average interest rate was 2.50% and 3.42% for the three months ended March 31, 2021 and 2020, respectively, prior to the effects of any interest rate hedge arrangements. The weighted average interest rate for the revolving credit facility was 4.50% and 5.41% for the three months ended March 31, 2021 and 2020, respectively. 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 the Company’s 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. Effective as of April 24, 2020, the revolving credit facility requires Bright Horizons Family Solutions LLC, the borrower, and its restricted subsidiaries, to comply with a maximum first lien gross leverage ratio for four fiscal quarters starting with the second quarter of 2020, followed by a maximum first lien net leverage ratio in the quarters thereafter. The maximum first lien gross leverage ratio was 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. A breach of the applicable covenant is subject to certain equity cure rights. Prior to the April 2020 credit amendment, the Company was required to comply with a maximum first lien net leverage ratio. Future principal payments of long-term debt are as follows for the years ending December 31: Term Loan (In thousands) Remainder of 2021 $ 8,062 2022 10,750 2023 1,013,188 Total future principal payments $ 1,032,000 Derivative Financial Instruments 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. Effective as of May 31, 2018, 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. In June 2020, the Company entered into interest rate cap agreements with a total notional value of $800 million, designated and accounted for as cash flow hedges from inception, to provide the Company with interest rate protection in the event the one-month LIBOR rate increases above 1%. Interest rate cap agreements for $300 million notional value have an effective date of June 30, 2020 and expire on October 31, 2023, while interest rate cap agreements for another $500 million notional amount have a forward starting effective date of October 29, 2021, which coincides with the maturity of the interest rate swap agreements, and expire on October 31, 2023. The interest rate swaps and interest rate caps are recorded on the Company’s consolidated balance sheet at fair value and classified based on the instruments’ maturity dates. The Company records gains and losses resulting from changes in the fair value of the interest rate swaps and interest rate caps to accumulated other comprehensive income or loss. These gains and 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. The premium paid for the interest rate cap was recorded as an asset and will be allocated to each of the individual hedged interest payments on the basis of their relative fair values. The change in each respective allocated fair value amount will be reclassified out of accumulated other comprehensive income when each of the hedged forecasted transactions impacts earnings and recognized to interest expense in the Company's consolidated statement of income. The fair value of the derivative financial instruments was as follows: Derivative financial instruments Consolidated balance sheet classification March 31, 2021 December 31, 2020 (In thousands) Interest rate swaps - liability Other current liabilities $ 3,353 $ 4,775 Interest rate caps - asset Other assets $ 1,270 $ 277 The effect of the derivative financial instruments on other comprehensive income (loss) was as follows: 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) (In thousands) (In thousands) Three months ended March 31, 2021 Cash flow hedges $ 978 Interest expense — net $ (1,450) $ 2,428 Income tax effect (261) Income tax expense 387 (648) Net of income taxes $ 717 $ (1,063) $ 1,780 Three months ended March 31, 2020 Cash flow hedges $ (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) During the next twelve months, the Company estimates that a net loss of $3.6 million, pre-tax, will be reclassified from accumulated other comprehensive income (loss) and recorded to interest expense related to these derivative financial instruments. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE The following tables set forth the computation of basic and diluted earnings per share using the two-class method: Three months ended March 31, 2021 2020 (In thousands, except share data) Basic earnings per share: Net income $ 7,132 $ 30,732 Allocation of net income to common stockholders: Common stock $ 7,105 $ 30,587 Unvested participating shares 27 145 Net income $ 7,132 $ 30,732 Weighted average common shares outstanding: Common stock 60,594,947 57,930,909 Unvested participating shares 235,184 274,801 Earnings per common share: Common stock $ 0.12 $ 0.53 Three months ended March 31, 2021 2020 (In thousands, except share data) Diluted earnings per share: Earnings allocated to common stock $ 7,105 $ 30,587 Plus: earnings allocated to unvested participating shares 27 145 Less: adjusted earnings allocated to unvested participating shares (27) (143) Earnings allocated to common stock $ 7,105 $ 30,589 Weighted average common shares outstanding: Common stock 60,594,947 57,930,909 Effect of dilutive securities 731,026 947,875 Weighted average common shares outstanding — diluted 61,325,973 58,878,784 Earnings per common share: Common stock $ 0.12 $ 0.52 Options outstanding to purchase 0.8 million and 0.5 million shares of common stock were excluded from diluted earnings per share for the three months ended March 31, 2021 and 2020, respectively, since their effect was anti-dilutive. These options may become dilutive in the future. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company’s effective income tax rates were (52.0)% and 7.1% for the three months ended March 31, 2021 and 2020, respectively. The effective income tax rate may fluctuate from quarter to quarter for various reasons, including changes to income (loss) before income tax, jurisdictional mix of income (loss) before income tax, valuation allowances, 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, 2021 and 2020, the excess tax benefit from stock-based compensation expense decreased tax expense by $3.9 million and $6.9 million, respectively. For the three months ended March 31, 2021 and 2020, prior to the inclusion of the excess tax benefit and other discrete items, the effective income tax rate approximated 28%. The Company’s unrecognized tax benefits were $4.1 million at March 31, 2021 and $4.0 million at December 31, 2020, 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 $2.8 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 2017 through 2020 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. As of March 31, 2021, there were three income tax audits in process and the tax years from 2016 to 2020 are subject to audit. The Company is also subject to corporate income tax at its subsidiaries located in the United Kingdom, the Netherlands, India, 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, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 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 instruments. 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, and accounts payable and accrued expenses approximates their fair value because of their short-term nature. Financial instruments that potentially expose the Company to concentrations of credit risk consisted mainly of cash and accounts receivable. The Company mitigates its exposure by maintaining its cash in financial institutions of high credit standing. The Company’s accounts receivable is derived primarily from the services it provides, and the related credit risk is dispersed across many clients in various industries with no single client accounting for more than 10% of the Company's net revenue or accounts receivable. No significant credit concentration risk existed at March 31, 2021. 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. The carrying value and estimated fair value of long-term debt were $1.03 billion and $1.02 billion, respectively, as of both March 31, 2021 and December 31, 2020. Derivative Financial Instruments — The Company’s interest rate swap agreements and interest rate cap 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 and interest rate caps 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 and interest rate caps, it was not considered a significant input. The fair value of the interest rate swaps and interest rate caps are classified as Level 2. As of March 31, 2021 and December 31, 2020, the fair value of the interest rate swap agreements was $3.4 million and $4.8 million, respectively, which were recorded in other current liabilities on the consolidated balance sheet. As of March 31, 2021 and December 31, 2020, the fair value of the interest rate cap agreements was $1.3 million and $0.3 million, respectively, which were recorded in other assets on the consolidated balance sheet. 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 and certificate of deposits. 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 and are classified as Level 1. As of March 31, 2021, the fair value of the available-for-sale debt securities was $26.0 million and was classified based on the instruments’ maturity dates, with $21.6 million included in prepaid expenses and other current assets and $4.4 million in other assets on the consolidated balance sheet. As of December 31, 2020, the fair value of the available-for-sale debt securities was $27.9 million, with $21.5 million included in prepaid expenses and other current assets and $6.4 million in other assets on the consolidated balance sheet. At March 31, 2021 and December 31, 2020, the amortized cost was $26.0 million and $27.9 million, respectively. The debt securities held at March 31, 2021 had remaining maturities ranging from less than one year to approximately 1.5 years. Unrealized gains and losses, net of tax, on available-for-sale debt securities were immaterial for the three months ended March 31, 2021 and 2020. The Company did not realize any gains or losses on its debt securities during the three months ended March 31, 2021 and 2020. Liabilities for Contingent Consideration — The Company is subject to contingent consideration arrangements in connection with certain business combinations. 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 on the Company’s consolidated statement of income. The fair value of contingent consideration was generally calculated using customary valuation models based on probability-weighted outcomes of meeting certain future performance targets and forecasted results. The key inputs to the valuations are the projections of future financial results in relation to the businesses and the company-specific discount rates. The Company classified the contingent consideration liabilities as a Level 3 fair value measurement due to the lack of observable inputs used in the model. The contingent consideration liabilities outstanding as of March 31, 2021 related to 2019 and 2021 acquisitions. See Note 4, Acquisitions, for additional information. The following table provides a roll forward of the recurring Level 3 fair value measurements : Three months ended March 31, 2021 (In thousands) Balance at January 1, 2021 $ 13,721 Issuance of contingent consideration in connection with acquisitions 6,518 Foreign currency translation 100 Balance at March 31, 2021 $ 20,339 Nonrecurring Fair Value Estimate s — During the three months ended March 31, 2020, the Company recognized impairment losses of $5.0 million on fixed assets for certain centers. The impairment losses were included in cost of services on the consolidated statement of income, which have 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 asset groups, calculated using a discounted cash flow model, with unobservable inputs. The fair value of the fixed assets was insignificant given the current and expected cash flows for these centers. 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, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 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 (losses) on cash flow hedges and investments, net of tax. The changes in accumulated other comprehensive income (loss) by component were as follows: Three months ended March 31, 2021 Foreign currency translation adjustments Unrealized gain (loss) on cash flow hedges Unrealized gain (loss) on investments Total (In thousands) Balance at January 1, 2021 $ (22,332) $ (4,785) $ 48 $ (27,069) Other comprehensive income (loss) before reclassifications — net of tax (127) 717 (28) 562 Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax 387 (1,063) — (676) Net other comprehensive income (loss) (514) 1,780 (28) 1,238 Balance at March 31, 2021 $ (22,846) $ (3,005) $ 20 $ (25,831) (1) Taxes are not provided for the currency translation adjustments related to the undistributed earnings of foreign subsidiaries that are intended to be indefinitely reinvested. Three months ended March 31, 2020 Foreign currency translation adjustments Unrealized gain (loss) on cash flow hedges Unrealized gain (loss) on investments Total (In thousands) 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) Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax — (208) — (208) Net other comprehensive income (loss) (39,508) (4,399) 129 (43,778) Balance at March 31, 2020 $ (87,343) $ (6,965) $ 199 $ (94,109) (1) Taxes are not provided for the currency translation adjustments related to the undistributed earnings of foreign subsidiaries that are intended to be indefinitely reinvested. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company’s reportable segments are comprised of (1) full service center-based child care, (2) back-up care, and (3) educational advisory and other services. 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, in-home child and adult/elder care, and self-sourced reimbursed care. The Company’s educational advisory and other services segment consists of tuition assistance and student loan repayment program administration, educational consulting services, and college admissions advisory services, and an online marketplace for families and caregivers, which have been aggregated as they do not meet the thresholds for separate disclosure. The Company and its chief operating decision maker evaluate performance based on revenues and income from operations. Intercompany activity is eliminated in the segment results. 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 were as follows: Full service Back-up care Educational Total (In thousands) Three months ended March 31, 2021 Revenue $ 290,319 $ 76,355 $ 24,166 $ 390,840 Income (loss) from operations (17,967) 27,190 4,485 13,708 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 (1) For the three months ended March 31, 2020, income from operations for the full service center-based child care segment included $5.0 million of impairment costs for long-lived assets due to the impact of COVID-19 on the Company’s operations. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | CONTINGENCIES Litigation The Company is a defendant in certain legal matters in the ordinary course of business. Management believes the resolution of such pending legal matters will not have a material adverse effect on the Company’s financial condition, results of operations or cash flows, although the Company cannot predict the ultimate outcome of any such actions. The Company is currently subject to a governmental investigation and may be subject to one or more potential health and safety charges in the United Kingdom related to an incident at a Company nursery in July 2019. The Company is unable to estimate a range of loss associated with this unasserted matter at this time, but does not expect that this matter will have a material adverse effect on the Company’s consolidated financial position. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [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 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 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, 2021 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2021 and 2020 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 (“SEC”). 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, 2020. The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications have been made to prior period amounts within the condensed consolidated balance sheet and supplemental statement of cash flows information 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, 2021 and the condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2021 and 2020, 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 Pronouncement | Recently Adopted Pronouncement — In December 2019, the Financial Accounting Standards Board (“FASB”) 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. The Company adopted the new guidance on January 1, 2021. The adoption of this standard did not 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 instruments. 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. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Revenue disaggregated by segment and geographical region was as follows: Full service Back-up care Educational Total (In thousands) Three months ended March 31, 2021 North America $ 192,454 $ 71,182 $ 24,166 $ 287,802 Europe 97,865 5,173 — 103,038 $ 290,319 $ 76,355 $ 24,166 $ 390,840 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 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows: Three months ended March 31, 2021 2020 (In thousands) Operating lease expense (1) $ 33,625 $ 33,861 Variable lease expense (1) 6,942 9,233 Total lease expense $ 40,567 $ 43,094 (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, 2021 December 31, 2020 Weighted average remaining lease term (in years) 10 10 Weighted average discount rate 6.0% 6.0% |
Maturities of Lease Liabilities | The following table summarizes the maturity of lease liabilities as of March 31, 2021: Operating Leases (In thousands) Remainder of 2021 $ 90,174 2022 132,517 2023 123,996 2024 113,079 2025 98,485 Thereafter 532,595 Total lease payments 1,090,846 Less imputed interest (278,497) Present value of lease liabilities 812,349 Less current portion of operating lease liabilities (87,431) Long-term operating lease liabilities $ 724,918 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill were as follows: Full service Back-up care Educational Total (In thousands) Balance at January 1, 2021 $ 1,197,658 $ 194,616 $ 39,693 $ 1,431,967 Additions from acquisitions 3,675 13,239 — 16,914 Adjustments to prior year acquisitions — — 150 150 Effect of foreign currency translation (302) 194 — (108) Balance at March 31, 2021 $ 1,201,031 $ 208,049 $ 39,843 $ 1,448,923 |
Schedule of Intangible Assets | The Company also has intangible assets, which consisted of the following at March 31, 2021 and December 31, 2020: March 31, 2021 Weighted average Cost Accumulated Net carrying (In thousands) Definite-lived intangible assets: Customer relationships 14 years $ 402,872 $ (317,979) $ 84,893 Trade names 6 years 12,716 (9,823) 2,893 415,588 (327,802) 87,786 Indefinite-lived intangible assets: Trade names N/A 181,153 — 181,153 $ 596,741 $ (327,802) $ 268,939 December 31, 2020 Weighted average Cost Accumulated Net carrying (In thousands) Definite-lived intangible assets: Customer relationships 14 years $ 402,319 $ (310,587) $ 91,732 Trade names 6 years 11,219 (9,633) 1,586 413,538 (320,220) 93,318 Indefinite-lived intangible assets: Trade names N/A 181,302 — 181,302 $ 594,840 $ (320,220) $ 274,620 |
Credit Arrangements and Debt _2
Credit Arrangements and Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Outstanding Borrowings | Outstanding term loan borrowings were as follows: March 31, 2021 December 31, 2020 (In thousands) Term loan $ 1,032,000 $ 1,034,688 Deferred financing costs and original issue discount (3,466) (3,801) Total debt 1,028,534 1,030,887 Less current maturities (10,750) (10,750) Long-term debt $ 1,017,784 $ 1,020,137 |
Schedule of Maturities of Long-term Debt | Future principal payments of long-term debt are as follows for the years ending December 31: Term Loan (In thousands) Remainder of 2021 $ 8,062 2022 10,750 2023 1,013,188 Total future principal payments $ 1,032,000 |
Schedule of Fair Value of Derivative Financial Instruments | The fair value of the derivative financial instruments was as follows: Derivative financial instruments Consolidated balance sheet classification March 31, 2021 December 31, 2020 (In thousands) Interest rate swaps - liability Other current liabilities $ 3,353 $ 4,775 Interest rate caps - asset Other assets $ 1,270 $ 277 |
Schedule of the Effect of Derivatives Financial Instruments on Other Comprehensive Income (Loss) | The effect of the derivative financial instruments on other comprehensive income (loss) was as follows: 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) (In thousands) (In thousands) Three months ended March 31, 2021 Cash flow hedges $ 978 Interest expense — net $ (1,450) $ 2,428 Income tax effect (261) Income tax expense 387 (648) Net of income taxes $ 717 $ (1,063) $ 1,780 Three months ended March 31, 2020 Cash flow hedges $ (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) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings (Loss) Per Share, Basic | The following tables set forth the computation of basic and diluted earnings per share using the two-class method: Three months ended March 31, 2021 2020 (In thousands, except share data) Basic earnings per share: Net income $ 7,132 $ 30,732 Allocation of net income to common stockholders: Common stock $ 7,105 $ 30,587 Unvested participating shares 27 145 Net income $ 7,132 $ 30,732 Weighted average common shares outstanding: Common stock 60,594,947 57,930,909 Unvested participating shares 235,184 274,801 Earnings per common share: Common stock $ 0.12 $ 0.53 |
Schedule of Earnings (Loss) Per Share, Diluted | Three months ended March 31, 2021 2020 (In thousands, except share data) Diluted earnings per share: Earnings allocated to common stock $ 7,105 $ 30,587 Plus: earnings allocated to unvested participating shares 27 145 Less: adjusted earnings allocated to unvested participating shares (27) (143) Earnings allocated to common stock $ 7,105 $ 30,589 Weighted average common shares outstanding: Common stock 60,594,947 57,930,909 Effect of dilutive securities 731,026 947,875 Weighted average common shares outstanding — diluted 61,325,973 58,878,784 Earnings per common share: Common stock $ 0.12 $ 0.52 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Roll Forward of the Fair Value of Recurring Level 3 Fair Value Measurements | The following table provides a roll forward of the recurring Level 3 fair value measurements : Three months ended March 31, 2021 (In thousands) Balance at January 1, 2021 $ 13,721 Issuance of contingent consideration in connection with acquisitions 6,518 Foreign currency translation 100 Balance at March 31, 2021 $ 20,339 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive income (loss) by component were as follows: Three months ended March 31, 2021 Foreign currency translation adjustments Unrealized gain (loss) on cash flow hedges Unrealized gain (loss) on investments Total (In thousands) Balance at January 1, 2021 $ (22,332) $ (4,785) $ 48 $ (27,069) Other comprehensive income (loss) before reclassifications — net of tax (127) 717 (28) 562 Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax 387 (1,063) — (676) Net other comprehensive income (loss) (514) 1,780 (28) 1,238 Balance at March 31, 2021 $ (22,846) $ (3,005) $ 20 $ (25,831) (1) Taxes are not provided for the currency translation adjustments related to the undistributed earnings of foreign subsidiaries that are intended to be indefinitely reinvested. Three months ended March 31, 2020 Foreign currency translation adjustments Unrealized gain (loss) on cash flow hedges Unrealized gain (loss) on investments Total (In thousands) 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) Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax — (208) — (208) Net other comprehensive income (loss) (39,508) (4,399) 129 (43,778) Balance at March 31, 2020 $ (87,343) $ (6,965) $ 199 $ (94,109) (1) Taxes are not provided for the currency translation adjustments related to the undistributed earnings of foreign subsidiaries that are intended to be indefinitely reinvested. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Revenue and Income from Operations by Segment | Revenue and income from operations by reportable segment were as follows: Full service Back-up care Educational Total (In thousands) Three months ended March 31, 2021 Revenue $ 290,319 $ 76,355 $ 24,166 $ 390,840 Income (loss) from operations (17,967) 27,190 4,485 13,708 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 (1) For the three months ended March 31, 2020, income from operations for the full service center-based child care segment included $5.0 million of impairment costs for long-lived assets due to the impact of COVID-19 on the Company’s operations. |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Details) | Apr. 21, 2020USD ($)$ / sharesshares | Mar. 31, 2021USD ($)Center$ / shares | Dec. 31, 2020USD ($)$ / shares | Jun. 12, 2018USD ($) |
Line of Credit Facility [Line Items] | ||||
Stock repurchase program, authorized amount | $ 300,000,000 | |||
Stock repurchase program, remaining authorized repurchase amount | $ 194,900,000 | |||
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 | $ 0.001 | $ 0.001 | |
Sale of stock, price per share (in dollars per share) | $ / shares | $ 116.90 | |||
Gross proceeds from offering | $ 249,800,000 | |||
Number of childcare and early education centers operated | Center | 1,015 | |||
Number of childcare and early education centers open | Center | 900 | |||
Governmental assistance, reduction to cost of services | $ 9,600,000 | |||
Payroll tax deferrals | 20,400,000 | $ 20,400,000 | ||
Prepaid expenses and other current assets | ||||
Line of Credit Facility [Line Items] | ||||
Due from government assistance programs | 13,100,000 | 8,400,000 | ||
Accounts payable and accrued expenses | ||||
Line of Credit Facility [Line Items] | ||||
Payroll tax deferrals | 10,200,000 | 10,200,000 | ||
Other long-term liabilities | ||||
Line of Credit Facility [Line Items] | ||||
Payroll tax deferrals | $ 10,200,000 | $ 10,200,000 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation Of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 390,840 | $ 506,323 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 287,802 | 389,389 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 103,038 | 116,934 |
Full service center-based child care | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 290,319 | 411,391 |
Full service center-based child care | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 192,454 | 298,067 |
Full service center-based child care | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 97,865 | 113,324 |
Back-up care | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 76,355 | 74,167 |
Back-up care | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 71,182 | 70,557 |
Back-up care | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 5,173 | 3,610 |
Educational advisory and other services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 24,166 | 20,765 |
Educational advisory and other services | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 24,166 | 20,765 |
Educational advisory and other services | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 0 | $ 0 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021USD ($) | Sep. 30, 2020Center | Mar. 31, 2020USD ($) | |
Disaggregation of Revenue [Line Items] | |||
Deferred revenue, revenue recognized | $ | $ 107 | $ 123.8 | |
Canada | |||
Disaggregation of Revenue [Line Items] | |||
Number of centers divested | Center | 2 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Lessee, Lease, Description [Line Items] | ||
Total fixed payment obligations for operating lease not yet commenced | $ 24.5 | |
Deferred current lease payments | $ 3.5 | $ 7.7 |
Deferred current lease payments, deferral term | 1 year | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease term | 10 years | |
Operating lease not yet commenced 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, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease expense | $ 33,625 | $ 33,861 |
Variable lease expense | 6,942 | 9,233 |
Total lease expense | $ 40,567 | $ 43,094 |
Leases - Weighted Average Remai
Leases - Weighted Average Remaining Lease Term and Discount Rate (Details) | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Weighted average remaining lease term (in years) | 10 years | 10 years |
Weighted average discount rate (percent) | 6.00% | 6.00% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Remainder of 2021 | $ 90,174 | |
2022 | 132,517 | |
2023 | 123,996 | |
2024 | 113,079 | |
2025 | 98,485 | |
Thereafter | 532,595 | |
Total lease payments | 1,090,846 | |
Less imputed interest | (278,497) | |
Present value of lease liabilities | 812,349 | |
Less current portion of operating lease liabilities | (87,431) | $ (87,181) |
Long-term operating lease liabilities | $ 724,918 | $ 729,754 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021USD ($)BusinessBusiness_AcquisitionCenter | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)CenterBusiness | |
Business Acquisition [Line Items] | |||
Payments to acquire business, net of cash acquired | $ 8,961 | $ 3,529 | |
Goodwill recorded | 1,448,923 | $ 1,431,967 | |
Payment for contingent consideration | $ 0 | $ 1,088 | |
Trade names | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets amortization period | 6 years | 6 years | |
Series of Individually Immaterial Business Acquisitions | |||
Business Acquisition [Line Items] | |||
Number of businesses acquired | Business | 2 | 3 | |
Payments to acquire business, net of cash acquired | $ 8,600 | $ 8,100 | |
Cash acquired from acquisition | 400 | 1,300 | |
Consideration payable | 600 | 100 | |
Contingent consideration recorded | 6,500 | ||
Finite-lived intangible assets acquired | $ 1,800 | ||
Finite-lived intangible assets amortization period | 5 years | ||
Fixed assets and technology acquired | $ 1,500 | 4,100 | |
Number of business acquisitions open | Business_Acquisition | 2 | ||
Payment for contingent consideration | 1,200 | ||
Series of Individually Immaterial Business Acquisitions | Trade names | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets acquired | $ 700 | ||
Finite-lived intangible assets amortization period | 5 years | ||
Series of Individually Immaterial Business Acquisitions | Back-Up Care Services | |||
Business Acquisition [Line Items] | |||
Goodwill recorded | $ 13,200 | ||
Amount of goodwill expected to be deductible for tax purposes | 13,200 | ||
Series of Individually Immaterial Business Acquisitions | Full service center-based child care | |||
Business Acquisition [Line Items] | |||
Goodwill recorded | 3,700 | $ 2,100 | |
Amount of goodwill expected to be deductible for tax purposes | $ 3,700 | 2,100 | |
Series of Individually Immaterial Business Acquisitions | Educational advisory and other services | |||
Business Acquisition [Line Items] | |||
Goodwill recorded | 2,000 | ||
Amount of goodwill expected to be deductible for tax purposes | $ 2,000 | ||
Series of Individually Immaterial Business Acquisitions | United States | |||
Business Acquisition [Line Items] | |||
Number of centers acquired | Center | 2 | 2 | |
Series of Individually Immaterial Business Acquisitions | Performance targets | |||
Business Acquisition [Line Items] | |||
Contingent consideration (up to) | $ 1,200 | ||
Contingent consideration, term | 1 year |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 1,431,967 |
Additions from acquisitions | 16,914 |
Adjustments to prior year acquisitions | 150 |
Effect of foreign currency translation | (108) |
Ending balance | 1,448,923 |
Full service center-based child care | |
Goodwill [Roll Forward] | |
Beginning balance | 1,197,658 |
Additions from acquisitions | 3,675 |
Adjustments to prior year acquisitions | 0 |
Effect of foreign currency translation | (302) |
Ending balance | 1,201,031 |
Back-up care | |
Goodwill [Roll Forward] | |
Beginning balance | 194,616 |
Additions from acquisitions | 13,239 |
Adjustments to prior year acquisitions | 0 |
Effect of foreign currency translation | 194 |
Ending balance | 208,049 |
Educational advisory and other services | |
Goodwill [Roll Forward] | |
Beginning balance | 39,693 |
Additions from acquisitions | 0 |
Adjustments to prior year acquisitions | 150 |
Effect of foreign currency translation | 0 |
Ending balance | $ 39,843 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Definite-lived intangible assets: | ||
Cost | $ 415,588 | $ 413,538 |
Accumulated amortization | (327,802) | (320,220) |
Net carrying amount | 87,786 | 93,318 |
Intangible Assets: | ||
Cost | 596,741 | 594,840 |
Accumulated amortization | (327,802) | (320,220) |
Net carrying amount | 268,939 | 274,620 |
Trade names | ||
Indefinite-lived intangible assets: | ||
Indefinite-lived intangible assets: | $ 181,153 | $ 181,302 |
Customer relationships | ||
Definite-lived intangible assets: | ||
Weighted average amortization period | 14 years | 14 years |
Cost | $ 402,872 | $ 402,319 |
Accumulated amortization | (317,979) | (310,587) |
Net carrying amount | 84,893 | 91,732 |
Intangible Assets: | ||
Accumulated amortization | $ (317,979) | $ (310,587) |
Trade names | ||
Definite-lived intangible assets: | ||
Weighted average amortization period | 6 years | 6 years |
Cost | $ 12,716 | $ 11,219 |
Accumulated amortization | (9,823) | (9,633) |
Net carrying amount | 2,893 | 1,586 |
Intangible Assets: | ||
Accumulated amortization | $ (9,823) | $ (9,633) |
Credit Arrangements and Debt _3
Credit Arrangements and Debt Obligations - Additional Information (Details) | May 31, 2018 | Jun. 30, 2021 | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) | May 31, 2020USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2017USD ($) |
Debt Instrument [Line Items] | ||||||||
Debt issuance costs | $ 2,800,000 | |||||||
Borrowing outstanding under revolving credit facility | $ 0 | $ 0 | ||||||
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 | 3,600,000 | |||||||
Interest rate swaps | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | $ 500,000,000 | |||||||
Interest rate caps | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | $ 800,000,000 | |||||||
Interest rate cap agreement, threshold for interest rate protection (percent) | 1.00% | |||||||
Interest rate caps | June 30, 2020 | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | $ 300,000,000 | |||||||
Interest rate caps | October 29, 2021 | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | $ 500,000,000 | |||||||
Revolving Credit Facility | Senior Credit Facilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Credit facility, maximum borrowing capacity | $ 400,000,000 | $ 400,000,000 | $ 225,000,000 | |||||
Weighted average interest rate (percent) | 4.50% | 5.41% | ||||||
Gross leverage ratio | 7.50 | |||||||
Revolving Credit Facility | Senior Credit Facilities | Forecast | ||||||||
Debt Instrument [Line Items] | ||||||||
Net leverage ratio | 4.25 | |||||||
Secured Debt | Senior Credit Facilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Quarterly principal payments | $ 2,700,000 | |||||||
Term Loan | Senior Credit Facilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Effective interest rate for the term loans (percent) | 2.50% | 2.50% | ||||||
Weighted average interest rate (percent) | 2.50% | 3.42% | ||||||
Term Loan | Senior Credit Facilities | Eurocurrency | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (percent) | 0.75% |
Credit Arrangements and Debt _4
Credit Arrangements and Debt Obligations - Outstanding Borrowing (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Schedule Of Borrowings [Line Items] | ||
Term loan | $ 1,030,000 | $ 1,030,000 |
Less current maturities | (10,750) | (10,750) |
Long-term debt | 1,017,784 | 1,020,137 |
Term Loan | ||
Schedule Of Borrowings [Line Items] | ||
Term loan | 1,032,000 | 1,034,688 |
Deferred financing costs and original issue discount | (3,466) | (3,801) |
Total debt | 1,028,534 | 1,030,887 |
Less current maturities | (10,750) | (10,750) |
Long-term debt | $ 1,017,784 | $ 1,020,137 |
Credit Arrangements and Debt _5
Credit Arrangements and Debt Obligations - Future Principal Payments Under New Term Loan (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total debt | $ 1,030,000 | $ 1,030,000 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Remainder of 2021 | 8,062 | |
2022 | 10,750 | |
2023 | 1,013,188 | |
Total debt | $ 1,032,000 |
Credit Arrangements and Debt _6
Credit Arrangements and Debt Obligations - Schedule of Derivatives by Balance Sheet Location (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Interest rate swaps | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate swaps - liability | $ 3,353 | $ 4,775 |
Interest rate caps | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate caps - asset | $ 1,270 | $ 277 |
Credit Arrangements and Debt _7
Credit Arrangements and Debt Obligations - Effect of Derivatives on Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Amount of gain (loss) recognized in other comprehensive income (loss) | ||
Cash flow hedges | $ 978 | $ (6,302) |
Income tax effect | (261) | 1,695 |
Net of income taxes | 717 | (4,607) |
Amount of net gain (loss) reclassified into earnings | ||
Interest expense — net | (1,450) | (285) |
Income tax expense | 387 | 77 |
Net of income taxes | (1,063) | (208) |
Total effect on other comprehensive income (loss) | ||
Interest expense — net | 2,428 | (6,017) |
Income tax expense | (648) | 1,618 |
Net of income taxes | $ 1,780 | $ (4,399) |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Net income | $ 7,132 | $ 30,732 |
Allocation of net income to common stockholders: | ||
Common stock | 7,105 | 30,587 |
Unvested participating shares | 27 | 145 |
Net income (loss) available to common shareholders | $ 7,132 | $ 30,732 |
Common Stock | ||
Weighted average common shares outstanding: | ||
Weighted average number of common shares (in shares) | 60,594,947 | 57,930,909 |
Earnings per common share: | ||
Common stock (in dollars per share) | $ 0.12 | $ 0.53 |
Restricted Stock | Common Stock | ||
Weighted average common shares outstanding: | ||
Weighted average number of common shares (in shares) | 235,184 | 274,801 |
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, 2021 | Mar. 31, 2020 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Earnings allocated to common stock | $ 7,105 | $ 30,587 |
Plus: earnings allocated to unvested participating shares | 27 | 145 |
Less: adjusted earnings allocated to unvested participating shares | (27) | (143) |
Earnings allocated to common stock | $ 7,105 | $ 30,589 |
Common Stock | ||
Weighted average common shares outstanding: | ||
Weighted average number of common shares (in shares) | 60,594,947 | 57,930,909 |
Effect of dilutive securities (in shares) | 731,026 | 947,875 |
Common stock-diluted (in shares) | 61,325,973 | 58,878,784 |
Earnings per common share: | ||
Common stock (in dollars per share) | $ 0.12 | $ 0.52 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Common Stock | Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Options outstanding to purchase shares of common stock excluded from diluted earnings per share (in shares) | 0.8 | 0.5 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | ||
Mar. 31, 2021USD ($)tax_audit | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Income Tax Disclosure [Line Items] | |||
Effective income tax rates (percent) | (52.00%) | 7.10% | |
Decrease in tax expense due to excess tax benefit from stock-based compensation | $ 3,900,000 | $ 6,900,000 | |
Effective income tax rate prior to the inclusion of excess tax benefit and other discrete items (percent) | 28.00% | 28.00% | |
Unrecognized tax benefits, including interest | $ 4,100,000 | $ 4,000,000 | |
Minimum | |||
Income Tax Disclosure [Line Items] | |||
Change in uncertain tax positions | 0 | ||
Maximum | |||
Income Tax Disclosure [Line Items] | |||
Change in uncertain tax positions | $ 2,800,000 | ||
State | |||
Income Tax Disclosure [Line Items] | |||
Number of income tax audits in process | tax_audit | 3 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | |
Fair Value Measurements Disclosure [Line Items] | |||
Carrying value of long-term debt | $ 1,030 | $ 1,030 | |
Available-for-sale debt securities fair value | 26 | 27.9 | |
Available-for-sale debt securities amortized cost | $ 26 | 27.9 | |
Impairment loss | $ 5 | ||
Minimum | |||
Fair Value Measurements Disclosure [Line Items] | |||
Debt securities, remaining maturity term | 1 year | ||
Maximum | |||
Fair Value Measurements Disclosure [Line Items] | |||
Debt securities, remaining maturity term | 1 year 6 months | ||
Prepaid expenses and other current assets | |||
Fair Value Measurements Disclosure [Line Items] | |||
Available-for-sale debt securities fair value | $ 21.6 | 21.5 | |
Other assets | |||
Fair Value Measurements Disclosure [Line Items] | |||
Available-for-sale debt securities fair value | 4.4 | 6.4 | |
Fair Value, Inputs, Level 1 | Estimate of Fair Value Measurement | |||
Fair Value Measurements Disclosure [Line Items] | |||
Fair value of long-term debt | 1,020 | 1,020 | |
Fair Value, Inputs, Level 2 | Estimate of Fair Value Measurement | Interest Rate Swap | |||
Fair Value Measurements Disclosure [Line Items] | |||
Derivative liability | 3.4 | 4.8 | |
Fair Value, Inputs, Level 2 | Estimate of Fair Value Measurement | Interest rate caps | |||
Fair Value Measurements Disclosure [Line Items] | |||
Derivative asset | $ 1.3 | $ 0.3 |
Fair Value Measurements - Roll
Fair Value Measurements - Roll Forward of Recurring Level 3 Fair Value Measurements (Details) - Contingent consideration $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | |
Beginning balance | $ 13,721 |
Issuance of contingent consideration in connection with acquisitions | 6,518 |
Foreign currency translation | 100 |
Ending balance | $ 20,339 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 1,283,797 | $ 971,268 |
Other comprehensive income (loss) before reclassifications — net of tax | 562 | (43,986) |
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax | (676) | (208) |
Total other comprehensive income (loss) | 1,238 | (43,778) |
Ending balance | 1,310,625 | 937,528 |
Accumulated Other Comprehensive Income (Loss) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (27,069) | (50,331) |
Total other comprehensive income (loss) | 1,238 | (43,778) |
Ending balance | (25,831) | (94,109) |
Foreign currency translation adjustments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (22,332) | (47,835) |
Other comprehensive income (loss) before reclassifications — net of tax | (127) | (39,508) |
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax | 387 | 0 |
Total other comprehensive income (loss) | (514) | (39,508) |
Ending balance | (22,846) | (87,343) |
Unrealized gain (loss) on cash flow hedges | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (4,785) | (2,566) |
Other comprehensive income (loss) before reclassifications — net of tax | 717 | (4,607) |
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax | (1,063) | (208) |
Total other comprehensive income (loss) | 1,780 | (4,399) |
Ending balance | (3,005) | (6,965) |
Unrealized gain (loss) on investments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 48 | 70 |
Other comprehensive income (loss) before reclassifications — net of tax | (28) | 129 |
Total other comprehensive income (loss) | (28) | 129 |
Ending balance | $ 20 | $ 199 |
Segment Information - Income fr
Segment Information - Income from Operations by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 390,840 | $ 506,323 |
Income (loss) from operations | 13,708 | 43,281 |
Impairment losses on long-lived assets | 0 | 4,970 |
Full service center-based child care | ||
Segment Reporting Information [Line Items] | ||
Revenue | 290,319 | 411,391 |
Impairment losses on long-lived assets | 5,000 | |
Full service center-based child care | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 290,319 | 411,391 |
Income (loss) from operations | (17,967) | 16,747 |
Back-up care | ||
Segment Reporting Information [Line Items] | ||
Revenue | 76,355 | 74,167 |
Back-up care | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 76,355 | 74,167 |
Income (loss) from operations | 27,190 | 22,239 |
Educational advisory and other services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 24,166 | 20,765 |
Educational advisory and other services | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 24,166 | 20,765 |
Income (loss) from operations | $ 4,485 | $ 4,295 |