Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | 'BRIGHT HORIZONS FAMILY SOLUTIONS INC. | ' |
Entity Central Index Key | '0001437578 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 65,138,465 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $35,010 | $34,109 |
Accounts receivable-net | 55,418 | 62,714 |
Prepaid expenses and other current assets | 45,909 | 27,827 |
Current deferred income taxes | 11,335 | 11,367 |
Total current assets | 147,672 | 136,017 |
Fixed assets-net | 385,598 | 340,376 |
Goodwill | 1,097,447 | 997,344 |
Other intangibles-net | 444,841 | 432,580 |
Deferred income taxes | 128 | 132 |
Other assets | 12,081 | 9,659 |
Total assets | 2,087,767 | 1,916,108 |
Current liabilities: | ' | ' |
Current portion of long-term debt | 7,900 | 2,036 |
Borrowings on revolving line of credit | 20,600 | ' |
Accounts payable and accrued expenses | 109,034 | 97,207 |
Deferred revenue | 98,015 | 90,563 |
Other current liabilities | 24,882 | 12,087 |
Total current liabilities | 260,431 | 201,893 |
Long-term debt | 757,544 | 904,607 |
Accrued rent and related obligations | 35,255 | 24,944 |
Other long-term liabilities | 19,753 | 23,717 |
Deferred revenue | 4,309 | 3,727 |
Deferred income taxes | 152,432 | 148,880 |
Total liabilities | 1,229,724 | 1,307,768 |
Commitments and contingencies (Note 10) | ' | ' |
Redeemable non-controlling interest | 8,093 | 8,126 |
Common stock, Class L, $0.001 par value; 1,500,000 shares authorized, none in 2013 and 1,327,115 shares in 2012 issued and outstanding | ' | 854,101 |
Stockholders' equity (deficit); | ' | ' |
Preferred stock, $0.001 par value; 25,000,000 shares authorized in 2013; none issued and outstanding in 2013 | ' | ' |
Common stock, $0.001 par value; 475,000,000 shares in 2013 and 14,500,000 shares in 2012 authorized; 65,126,829 shares in 2013 and 6,062,653 shares in 2012 issued and outstanding | 65 | 6 |
Additional paid-in capital | 1,261,361 | 150,088 |
Accumulated other comprehensive loss | -5,191 | -8,816 |
Accumulated deficit | -406,285 | -395,165 |
Total stockholders' equity (deficit) | 849,950 | -253,887 |
Total liabilities, non-controlling interest, common stock and stockholders' equity (deficit) | $2,087,767 | $1,916,108 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Statement Of Financial Position [Abstract] | ' | ' |
Common stock, Class L, par value | $0.00 | ' |
Common stock, Class L, authorized | 1,500,000 | 1,500,000 |
Common stock, Class L, issued | ' | 1,327,115 |
Common stock, Class L, outstanding | ' | 1,327,115 |
Preferred stock, par value | $0.00 | ' |
Preferred stock, authorized | 25,000,000 | ' |
Preferred stock, issued | ' | ' |
Preferred stock, outstanding | ' | ' |
Common stock, par value | $0.00 | ' |
Common stock, authorized | 475,000,000 | 14,500,000 |
Common stock, issued | 65,126,829 | 6,062,653 |
Common stock, outstanding | 65,126,829 | 6,062,653 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Revenue | $308,663 | $267,927 | $899,599 | $797,512 | ||||
Cost of services | 240,158 | 207,835 | 689,879 | 614,847 | ||||
Gross profit | 68,505 | 60,092 | 209,720 | 182,665 | ||||
Selling, general and administrative expenses | 33,017 | 27,621 | 109,048 | 94,847 | ||||
Amortization | 7,699 | 7,116 | 22,049 | 20,298 | ||||
Income from operations | 27,789 | [1] | 25,355 | [2] | 78,623 | [3] | 67,520 | [4] |
Loss on extinguishment of debt | ' | ' | -63,682 | ' | ||||
Interest income | 16 | 44 | 76 | 106 | ||||
Interest expense | -9,211 | -21,376 | -31,463 | -61,808 | ||||
Income (loss) before income taxes | 18,594 | 4,023 | -16,446 | 5,818 | ||||
Income tax (expense) benefit | -3,652 | -1,417 | 5,114 | -1,536 | ||||
Net income (loss) | 14,942 | 2,606 | -11,332 | 4,282 | ||||
Net (loss) income attributable to noncontrolling interest | -102 | 160 | -212 | 294 | ||||
Allocation of net income (loss) to common stockholders-basic and diluted | 15,044 | 2,446 | -11,120 | 3,988 | ||||
Net income (loss) available to common shareholders | 15,044 | -18,521 | -11,120 | -59,073 | ||||
Earnings (loss) per common share: | ' | ' | ' | ' | ||||
Common stock-basic | $0.23 | ($3.05) | ($0.18) | ($9.75) | ||||
Common stock-diluted | $0.23 | ($3.05) | ($0.18) | ($9.75) | ||||
Weighted average number of common shares outstanding: | ' | ' | ' | ' | ||||
Common stock-basic | 64,916,558 | 6,062,664 | 61,815,607 | 6,057,128 | ||||
Common stock-diluted | 66,831,413 | 6,062,664 | 61,815,607 | 6,057,128 | ||||
Common Stock Class L [Member] | ' | ' | ' | ' | ||||
Allocation of net income (loss) to common stockholders-basic and diluted | ' | 20,299 | ' | 58,401 | ||||
Earnings (loss) per common share: | ' | ' | ' | ' | ||||
Basic and diluted | ' | $15.30 | ' | $44.05 | ||||
Weighted average number of common shares outstanding: | ' | ' | ' | ' | ||||
Basic and diluted | ' | 1,327,115 | ' | 1,325,903 | ||||
Common Stock Class A [Member] | ' | ' | ' | ' | ||||
Allocation of net income (loss) to common stockholders-basic and diluted | 15,044 | -18,521 | -11,120 | -59,073 | ||||
Nonvested [Member] | Common Stock Class L [Member] | ' | ' | ' | ' | ||||
Accretion of Class L preference | ' | 20,299 | ' | 58,401 | ||||
Vested [Member] | Common Stock Class L [Member] | ' | ' | ' | ' | ||||
Accretion of Class L preference | ' | $668 | ' | $4,660 | ||||
[1] | For the quarter ended September 30, 2013, income from operations includes acquisition-related expenses of $1.7 million related to full service center-based care. | |||||||
[2] | For the quarter ended September 30, 2012, income from operations includes expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.0 million, allocated on a proportionate basis to each segment ($0.7 million to full service center-based care, $0.2 million to back-up dependent care, and $0.1 million to other educational services). | |||||||
[3] | For the nine months ended September 30, 2013, income from operations includes expenses incurred in connection with the Offering completed in January 2013, including a $7.5 million fee for the termination of the management agreement with Bain Capital Partners LLC, and $5.0 million for certain stock options that vested upon completion of the Offering, allocated on a proportionate basis to each segment, and $3.5 million of acquisition-related expenses related to full-service center-based care ($13.3 million to full service center-based care, $1.9 million to back-up dependent care, and $0.8 million to other educational advisory services). | |||||||
[4] | For the nine months ended September 30, 2012, income from operations includes expenses incurred in connection with the modification of stock options in the amount of $15.1 million and expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.4 million, allocated on a proportionate basis to each segment ($12.2 million to full service center-based care, $3.0 million to back-up dependent care, and $1.3 million to other educational advisory services). |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Net income (loss) | $14,942 | $2,606 | ($11,332) | $4,282 |
Foreign currency translation adjustments | 15,768 | 7,307 | 3,804 | 5,168 |
Comprehensive income (loss) | 30,710 | 9,913 | -7,528 | 9,450 |
Comprehensive income (loss) attributable to non-controlling interest | 199 | 529 | -33 | 298 |
Comprehensive income (loss) attributable to Bright Horizons Family Solutions Inc. | 30,511 | 9,384 | -7,495 | 9,152 |
Comprehensive income (loss) attributable to common shareholders | 30,511 | -11,583 | -7,495 | -53,909 |
Common Stock Class L [Member] | Nonvested [Member] | ' | ' | ' | ' |
Accretion of Class L preference | ' | 20,299 | ' | 58,401 |
Common Stock Class L [Member] | Vested [Member] | ' | ' | ' | ' |
Accretion of Class L preference | ' | $668 | ' | $4,660 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement of Changes in Shareholders' Equity (Deficit) (USD $) | Total | Common Stock [Member] | Additional Paid In Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
In Thousands, except Share data | |||||
Beginning Balance at Dec. 31, 2012 | ($253,887) | $6 | $150,088 | ($8,816) | ($395,165) |
Beginning Balance (shares) at Dec. 31, 2012 | ' | 6,062,653 | ' | ' | ' |
Conversion of Class L common stock | 854,101 | 47 | 854,054 | ' | ' |
Conversion of Class L common stock (shares) | ' | 46,708,466 | ' | ' | ' |
Initial public offering | 234,944 | 12 | 234,932 | ' | ' |
Initial public offering (shares) | ' | 11,615,000 | ' | ' | ' |
Exercise of stock options | 8,671 | ' | 8,671 | ' | ' |
Exercise of stock options (shares) | ' | 740,710 | ' | ' | ' |
Stock-based compensation | 9,528 | ' | 9,528 | ' | ' |
Tax benefit from stock option exercises | 4,088 | ' | 4,088 | ' | ' |
Translation adjustments, net of ($179) attributable to non-controlling interest | 3,625 | ' | ' | 3,625 | ' |
Net loss attributable to Bright Horizons Family Solutions Inc. | -11,120 | ' | ' | ' | -11,120 |
Ending Balance at Sep. 30, 2013 | $849,950 | $65 | $1,261,361 | ($5,191) | ($406,285) |
Ending Balance (shares) at Sep. 30, 2013 | ' | 65,126,829 | ' | ' | ' |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statement of Changes in Shareholders' Equity (Deficit) (Parenthetical) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Translation adjustments, attributable to non-controlling interest | ($179) |
Accumulated Other Comprehensive Loss [Member] | ' |
Translation adjustments, attributable to non-controlling interest | ($179) |
Condensed_Consolidated_Stateme4
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net (loss) income | ($11,332) | $4,282 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 53,313 | 45,210 |
Amortization of original issue discount and deferred financing costs | 2,009 | 5,051 |
Loss on extinguishment of debt | 63,682 | ' |
Interest paid in kind | 2,143 | 17,528 |
Change in the fair value of the interest rate cap | ' | 67 |
Gain on foreign currency transactions | -11 | ' |
Non-cash revenue and other | -239 | -224 |
Impairment losses on long-lived assets | ' | 675 |
Loss on disposal of fixed assets | 721 | 375 |
Stock-based compensation | 9,528 | 16,700 |
Deferred income taxes | 367 | -14,913 |
Changes in assets and liabilities: | ' | ' |
Accounts receivable | 10,977 | 13,159 |
Prepaid expenses and other current assets | -21,123 | 3,383 |
Accounts payable and accrued expenses | -553 | 6,332 |
Deferred revenue | 2,479 | -8,369 |
Accrued rent and related obligations | 8,258 | 3,331 |
Other assets | -1,966 | -1,238 |
Other current and long-term liabilities | 3,212 | 1,300 |
Net cash provided by operating activities | 121,465 | 92,649 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Purchases of fixed assets | -55,244 | -47,791 |
Proceeds from disposal of fixed assets | 85 | ' |
Payments for acquisitions-net of cash acquired | -125,389 | -108,040 |
Net cash used in investing activities | -180,548 | -155,831 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Borrowings of long-term debt | 769,360 | 82,321 |
Extinguishment of long-term debt | -972,468 | ' |
Proceeds from initial public offering | 234,944 | ' |
Cumulative borrowings under revolving line of credit (2013) | 80,600 | ' |
Cumulative repayments under revolving line of credit (2013) | -60,000 | ' |
Principal payments of long-term debt | -5,925 | -5,260 |
Purchase of treasury stock | ' | -5,140 |
Proceeds from issuance of common stock upon exercise of options | 8,671 | 2,115 |
Tax benefit from stock-based compensation | 4,845 | 3,381 |
Net cash provided by financing activities | 60,027 | 77,417 |
Effect of exchange rates on cash and cash equivalents | -43 | 374 |
Net increase in cash and cash equivalents | 901 | 14,609 |
Cash and cash equivalents-beginning of period | 34,109 | 30,448 |
Cash and cash equivalents-end of period | 35,010 | 45,057 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ' | ' |
Cash payments of interest | 26,757 | 30,351 |
Cash payments of taxes | $9,911 | $7,972 |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 9 Months Ended | |
Sep. 30, 2013 | ||
Accounting Policies [Abstract] | ' | |
Organization and Basis of Presentation | ' | |
1 | ORGANIZATION AND BASIS OF PRESENTATION | |
Organization—Bright Horizons Family Solutions Inc. (“Bright Horizons” or the “Company”) provides workplace services for employers and families throughout the United States and the United Kingdom, and also in Puerto Rico, Canada, Ireland, the Netherlands, and India. Workplace services include center-based child care, education and enrichment programs, elementary school education, back-up dependent care (for children and elders), before and after school care, college preparation and admissions counseling, tuition reimbursement program management, and other family support services. | ||
The Company operates its child care and early education centers under various types of arrangements, which generally can be classified into two categories: (i) the management or cost plus (“Cost Plus”) model, where Bright Horizons manages a work-site child care and early education center under a cost-plus arrangement with an employer sponsor, and (ii) the profit and loss (“P&L”) model, where the Company assumes the financial risk of the child care and early education center’s operations. The P&L model may be operated under either (a) the sponsored model, where Bright Horizons provides child care and early educational services on a priority enrollment basis for employees of an employer sponsor, or (b) the lease/consortium model, where the Company provides priority child care and early education to the employees of multiple employers located within a real estate developer’s property or the community at large. Under each model type the Company retains responsibility for all aspects of operating the child care and early education center, including the hiring and paying of employees, contracting with vendors, purchasing supplies, and collecting tuition and related accounts receivable. | ||
Principles of Consolidation—The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. The functional currency of the Company’s foreign subsidiaries is their local currency. The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars at exchange rates in effect at the balance sheet date. Income and expense items are translated at the average exchange rates prevailing during the period. The cumulative translation effect for subsidiaries using a functional currency other than the U.S. dollar is included in accumulated other comprehensive income or loss as a separate component of stockholders’ equity. | ||
Initial Public Offering—On January 30, 2013, the Company completed an initial public offering (“the Offering”) and, after the exercise of the overallotment option on February 21, 2013, issued a total of 11.6 million shares of common stock in exchange for $233.3 million, net of offering costs including $1.6 million expensed in 2012. The Company used the proceeds of the Offering, as well as certain amounts from the 2013 refinancing discussed in Note 4, to repay the principal and accumulated interest under its senior notes outstanding on January 30, 2013. | ||
On June 19, 2013, certain of the Company’s shareholders completed the sale of 9.8 million shares of the Company’s stock in a secondary offering (“the Secondary”). The Company did not receive proceeds from the sale of shares in the Secondary. The Company incurred $0.6 million in offering costs related to the Secondary, which are included in selling, general and administrative expenses. | ||
Basis of Presentation—The accompanying unaudited condensed consolidated balance sheet as of September 30, 2013 and the condensed consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity (deficit) and cash flows for the interim periods ended September 30, 2013 and 2012 have been prepared by the Company, in accordance with U.S. generally accepted accounting principles for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required for complete financial statements by generally accepted accounting principles 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, 2012. | ||
Management’s Opinion—In the opinion of the Company’s management, the Company’s unaudited consolidated balance sheet as of September 30, 2013 and the results of its consolidated operations and consolidated cash flows for the interim periods ended September 30, 2013 and 2012, 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. | ||
Business Combinations—Business combinations are accounted for at fair value. Acquisition costs are expensed as incurred and recorded in selling, general and administrative expenses; restructuring costs associated with a business combination are expensed subsequent to the acquisition date; and changes in deferred tax asset valuation allowances and income tax uncertainties after the acquisition date affect income tax expense. The accounting for business combinations requires estimates and judgment as to expectations for future cash flows of the acquired business, and the allocation of those cash flows to identifiable intangible assets, in determining the estimated fair value for assets acquired and liabilities assumed. The fair values assigned to tangible and intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. If the actual results differ from the estimates and judgments used in these estimates, the amounts recorded in the financial statements could result in a possible impairment of the intangible assets and goodwill, or require acceleration of the amortization expense of finite-lived intangible assets. | ||
The Company adjusted the balance sheet amounts at December 31, 2012, where appropriate, to account for the measurement period adjustments related to the Huntyard Limited purchase price allocation discussed in Note 3 below. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||
2 | GOODWILL AND INTANGIBLE ASSETS | ||||||||||||||||
The changes in the carrying amount of goodwill for the nine months ended September 30, 2013 are as follows (in thousands): | |||||||||||||||||
Full service | Back-up | Other | Total | ||||||||||||||
center-based | dependent | educational | |||||||||||||||
care | care | advisory | |||||||||||||||
services | |||||||||||||||||
Beginning balance at December 31, 2012 | $ | 817,304 | $ | 159,215 | $ | 20,825 | $ | 997,344 | |||||||||
Additions from acquisitions | 93,747 | — | 3,854 | 97,601 | |||||||||||||
Tax benefit from the exercise of continuation options | (620 | ) | (121 | ) | (16 | ) | (757 | ) | |||||||||
Effect of foreign currency translation | 2,699 | 560 | — | 3,259 | |||||||||||||
Balance at September 30, 2013 | $ | 913,130 | $ | 159,654 | $ | 24,663 | $ | 1,097,447 | |||||||||
Goodwill as of December 31, 2012 has been retroactively adjusted in 2013 to reflect an adjustment made within the measurement period for the Huntyard Limited acquisition, which increased goodwill and deferred income taxes by $3.9 million. | |||||||||||||||||
The Company also has intangible assets, which consist of the following at September 30, 2013 and December 31, 2012 (in thousands): | |||||||||||||||||
Weighted average | Cost | Accumulated | Net carrying | ||||||||||||||
amortization period | amortization | amount | |||||||||||||||
September 30, 2013: | |||||||||||||||||
Definite-lived intangibles: | |||||||||||||||||
Contractual rights and customer relationships | 14.4 years | $ | 402,256 | $ | (145,834 | ) | $ | 256,422 | |||||||||
Trade names | 7.4 years | 5,939 | (1,299 | ) | 4,640 | ||||||||||||
Non-compete agreements | 5 years | 54 | (38 | ) | 16 | ||||||||||||
408,249 | (147,171 | ) | 261,078 | ||||||||||||||
Indefinite-lived intangibles: | |||||||||||||||||
Trade names | N/A | 183,763 | — | 183,763 | |||||||||||||
$ | 592,012 | $ | (147,171 | ) | $ | 444,841 | |||||||||||
December 31, 2012: | |||||||||||||||||
Definite-lived intangibles: | |||||||||||||||||
Contractual rights and customer relationships | 14.9 years | $ | 370,527 | $ | (124,048 | ) | $ | 246,479 | |||||||||
Trade names | 9.1 years | 3,147 | (883 | ) | 2,264 | ||||||||||||
Non-compete agreements | 5 years | 54 | (33 | ) | 21 | ||||||||||||
373,728 | (124,964 | ) | 248,764 | ||||||||||||||
Indefinite-lived intangibles: | |||||||||||||||||
Trade names | N/A | 183,816 | — | 183,816 | |||||||||||||
$ | 557,544 | $ | (124,964 | ) | $ | 432,580 | |||||||||||
The Company estimates that it will record amortization expense related to intangible assets existing as of September 30, 2013 as follows over the next five years (in millions): | |||||||||||||||||
Estimated | |||||||||||||||||
amortization | |||||||||||||||||
expense | |||||||||||||||||
Remainder of 2013 | $ | 8 | |||||||||||||||
2014 | $ | 29 | |||||||||||||||
2015 | $ | 26.5 | |||||||||||||||
2016 | $ | 25.6 | |||||||||||||||
2017 | $ | 24.9 |
Acquisitions
Acquisitions | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Acquisitions | ' | ||||||||
3 | ACQUISITIONS | ||||||||
2013 Acquisitions | |||||||||
Children’s Choice Learning Centers, Inc. | |||||||||
On July 22, 2013, the Company acquired the outstanding shares of Children’s Choice Learning Centers, Inc., an operator of 49 employer-sponsored child care centers throughout the United States, for cash consideration of $54.2 million, inclusive of certain adjustments. The purchase price was financed with available cash on hand and funds available under the Company’s revolving credit facility. The Company has incurred acquisition costs of approximately $1.7 million through September 30, 2013, which are included in selling, general and administrative expenses. | |||||||||
The purchase price for this acquisition has been allocated based on preliminary estimates of the fair values of the acquired assets and assumed liabilities at the date of acquisition as follows (in thousands): | |||||||||
Accounts receivable | $ | 981 | |||||||
Prepaids and other assets | 334 | ||||||||
Fixed assets | 5,637 | ||||||||
Intangible assets, primarily customer relationships | 12,800 | ||||||||
Goodwill | 38,818 | ||||||||
Total assets acquired | 58,570 | ||||||||
Accounts payable and accrued expenses | (3,441 | ) | |||||||
Deferred revenue and parent deposits | (885 | ) | |||||||
Total liabilities assumed | (4,326 | ) | |||||||
Purchase price | $ | 54,244 | |||||||
The allocation of the purchase price consideration was 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 the Company gathers additional information regarding the assets acquired and the liabilities assumed. | |||||||||
The Company recorded goodwill of $38.8 million, which will be deductible for tax purposes as permitted under federal tax rules. Goodwill related to this acquisition is reported within the full service center-based care segment. | |||||||||
Intangible assets of $12.8 million consist of customer relationships and trade names that will be amortized over approximately ten years. | |||||||||
Kidsunlimited Group Limited | |||||||||
On April 10, 2013, the Company entered into a share purchase agreement with Lloyds Development Capital (Holdings) Limited and Kidsunlimited Group Limited pursuant to which it acquired 100% of Kidsunlimited, an operator of 64 nurseries throughout the United Kingdom for cash consideration of $69.0 million, subject to certain adjustments. The purchase price was financed with available cash on hand. The Company has incurred acquisition costs of approximately $1.8 million through September 30, 2013, which are included in selling, general and administrative expenses. | |||||||||
The purchase price for this acquisition has been allocated based on preliminary estimates of the fair values of the acquired assets and assumed liabilities at the date of acquisition as follows (in thousands): | |||||||||
Cash | $ | 4,888 | |||||||
Accounts receivable | 1,809 | ||||||||
Prepaids and other assets | 2,509 | ||||||||
Fixed assets | 13,901 | ||||||||
Intangible assets, primarily customer relationships | 17,901 | ||||||||
Goodwill | 53,604 | ||||||||
Total assets acquired | 94,612 | ||||||||
Accounts payable and accrued expenses | (8,173 | ) | |||||||
Unfavorable leasehold interests | (1,759 | ) | |||||||
Deferred revenue | (4,475 | ) | |||||||
Other current liabilities | (8,378 | ) | |||||||
Deferred taxes | (2,840 | ) | |||||||
Total liabilities assumed | (25,625 | ) | |||||||
Purchase price | $ | 68,987 | |||||||
The allocation of the purchase price consideration was 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 the Company gathers additional information regarding the assets acquired and the liabilities assumed. | |||||||||
The Company recorded goodwill of $53.6 million, which will not be deductible for tax purposes. Goodwill related to this acquisition is reported within the full service center-based care segment. | |||||||||
Intangible assets of $17.9 million consist of customer relationships and trade names that will be amortized over approximately eight years. A deferred tax liability of $4.1 million was recorded related to the intangible assets for which the amortization is not deductible for tax purposes. | |||||||||
Other Acquisitions | |||||||||
During the three months ended September 30, 2013, the Company also acquired two businesses for aggregate cash consideration of $7.0 million, net of cash acquired of $2.6 million. The Company recorded goodwill of $5.2 million, intangible assets of $2.9 million consisting of customer relationships, and working capital of $1.5 million in relation to these acquisitions. | |||||||||
2012 Acquisition | |||||||||
Huntyard Limited | |||||||||
In May 2012, the Company acquired the outstanding shares of Huntyard Limited (“Huntyard”), a company that operated 27 child care and early education centers in the United Kingdom under the name Casterbridge Early Care and Education, for cash consideration of $110.8 million. The Company also incurred acquisition costs of $0.5 million during the second and third quarters of 2012. | |||||||||
The purchase price for this acquisition has been allocated based on the estimated fair values of the acquired assets and assumed liabilities at the date of acquisition as follows (in thousands): | |||||||||
Cash | $ | 2,872 | |||||||
Accounts receivable | 341 | ||||||||
Prepaids and other current assets | 2,880 | ||||||||
Fixed assets | 65,843 | ||||||||
Intangible assets, primarily customer relationships | 6,004 | ||||||||
Goodwill | 49,573 | ||||||||
Total assets acquired | 127,513 | ||||||||
Accounts payable and accrued expenses | (7,520 | ) | |||||||
Taxes payable | (656 | ) | |||||||
Deferred revenue and parent deposits | (3,006 | ) | |||||||
Deferred taxes | (5,570 | ) | |||||||
Total liabilities assumed | (16,752 | ) | |||||||
Purchase price | $ | 110,761 | |||||||
The Company recorded goodwill of $49.6 million, which will not be deductible for tax purposes. Goodwill related to this acquisition is reported within the full service center-based care segment. | |||||||||
Intangible assets of $6.0 million consist of customer relationships and trade names that will be amortized over five and seven years, respectively. A deferred tax liability of $1.5 million was recorded related to the intangible assets for which the amortization is not deductible for tax purposes. | |||||||||
During the second quarter of 2013, the Company obtained additional information to determine the fair values of certain assets acquired and liabilities assumed as of the acquisition date. Based on such information, the Company retrospectively adjusted the fiscal year 2012 comparative information resulting in an increase in goodwill of $3.9 million with a corresponding increase in deferred income taxes. There were no changes to the previously reported condensed consolidated statements of operations or condensed consolidated statements of cash flows. | |||||||||
Pro Forma Information | |||||||||
The operating results for each of the acquisitions are included in the consolidated results of operations from the date of acquisition. The following table presents consolidated pro forma information as if the acquisitions of Children’s Choice Learning Centers, Inc. and Kidsunlimited had occurred on January 1, 2012, and as if the acquisition of Huntyard had occurred on January 1, 2011 (in thousands): | |||||||||
Pro forma (Unaudited) | |||||||||
Nine Months Ended | Nine Months Ended | ||||||||
September 30, 2013 | September 30, 2012 | ||||||||
Revenue | $ | 943,745 | $ | 896,609 | |||||
Net (loss) income attributable to Bright Horizons Family Solutions Inc. | $ | (9,221 | ) | $ | 8,888 | ||||
These acquired businesses contributed total revenues of $74.7 million in the nine months ended September 30, 2013. The Company has also determined that the presentation of net income for each of those acquisitions, from the date of acquisition, is impracticable due to the integration of the operations upon acquisition. The goodwill resulting from the 2012 and 2013 acquisitions arises largely from the synergies expected from combining the operations of the acquisitions with our existing operations. |
Borrowing_Arrangements
Borrowing Arrangements | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Borrowing Arrangements | ' | ||||||||
4 | BORROWING ARRANGEMENTS | ||||||||
Outstanding borrowings were as follows at September 30, 2013 and December 31, 2012 (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Term loans | $ | 784,075 | $ | — | |||||
Tranche B and Series C new term loans | — | 430,474 | |||||||
Senior subordinated notes | — | 300,000 | |||||||
Senior notes | — | 197,810 | |||||||
Total | 784,075 | 928,284 | |||||||
Deferred financing costs and original issue discount | (18,631 | ) | (21,641 | ) | |||||
Total debt | 765,444 | 906,643 | |||||||
Less current maturities | 7,900 | 2,036 | |||||||
Long-term debt | $ | 757,544 | $ | 904,607 | |||||
On January 30, 2013, the Company entered into new $890.0 million senior secured credit facilities, which are secured by substantially all assets of the Company, to refinance all of the existing indebtedness under the senior credit facilities and the senior subordinated notes and to reflect modifications to certain provisions of the senior credit facilities. Significant terms of the refinancing are as follows: | |||||||||
• | $790.0 million term loan facility, with quarterly principal payments of $2.0 million, which commenced March 31, 2013, and a final payment due on January 30, 2020. | ||||||||
• | $100.0 million revolving credit facility with a maturity date in 2018, of which there was $20.6 million outstanding at September 30, 2013 with an effective interest rate of 5%. | ||||||||
• | The applicable margin percentages for the term loans are 2.0% per annum for base rate loans and 3.0% per annum for LIBOR rate loans provided that the base rate for the term loan may not be lower than 2.0% and LIBOR may not be lower than 1.0%. | ||||||||
The existing term loans (Tranche B and Series C term loans) were redeemed for an aggregate $431.0 million, including the redemption premium on the Series C term loans, and the $300.0 million senior subordinated notes were redeemed in full for an aggregate $328.2 million, including the redemption premium. The Company used the net proceeds of its initial public offering and certain proceeds from the issuance of the $790.0 million senior secured term loan to redeem the senior notes in full for $213.3 million, including the redemption premium. | |||||||||
The refinancing, which reduced the Company’s overall weighted average interest rate from approximately 8.5% as of December 31, 2012 to 4.2% as of September 30, 2013, resulted in a loss on extinguishment of debt of $63.7 million, which included the redemption premiums and the write-off of existing deferred financing costs. | |||||||||
The future principal payments under the new term loan at September 30, 2013 are as follows (in millions): | |||||||||
Remainder of 2013 | $ | 2 | |||||||
2014 | 7.9 | ||||||||
2015 | 7.9 | ||||||||
2016 | 7.9 | ||||||||
2017 | 7.9 | ||||||||
Thereafter | 750.5 | ||||||||
$ | 784.1 | ||||||||
The senior secured credit facilities contain certain customary affirmative covenants and other covenants that, among other things, may restrict the ability of Bright Horizons Family Solutions LLC, our indirect subsidiary, and its restricted subsidiaries, to incur certain liens, make investments, loans, advances and acquisitions, incur additional indebtedness or guarantees, pay dividends on capital stock or redeem, repurchase or retire capital stock or subordinated indebtedness, engage in transactions with affiliates, sell assets, including capital stock of our subsidiaries, alter the business we conduct, enter into agreements restricting our subsidiaries’ ability to pay dividends; and consolidate or merge. | |||||||||
The revolving credit facility requires Bright Horizons Family Solutions LLC, the borrower, and its restricted subsidiaries, to comply with a maximum senior secured first lien net leverage ratio financial maintenance covenant, to be tested only if, on the last day of each fiscal quarter, revolving loans and/or swingline loans in excess of a specified percentage of the revolving commitments on such date are outstanding under the revolving credit facility. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | |
Sep. 30, 2013 | ||
Equity [Abstract] | ' | |
Stockholders' Equity | ' | |
5 | STOCKHOLDERS’ EQUITY | |
On January 11, 2013, the Company effected a 1–for–1.9704 reverse split of its Class A common stock. All previously reported Class A per share and Class A share amounts in the accompanying condensed consolidated financial statements and related notes have been retroactively adjusted to reflect the reverse stock split. | ||
The Company’s Class L common stock was classified outside of permanent equity as the timing of the conversion or redemption event was outside of the control of the Company. In December 2012, the Company’s controlling shareholder effectively fixed the conversion ratio and the Class L common stock was re-measured to its final redemption amount using the fixed conversion ratio and the estimated fair value at that time. | ||
In connection with the 1–for–1.9704 reverse split of its Class A common stock and as determined by its holders, the Company converted each share of its Class L common stock into 35.1955 shares of Class A common stock, and, immediately following the conversion of its Class L common stock, reclassified those shares as well as all outstanding shares of Class A common stock, into common stock. As a result of the reclassification of Class A common stock to common stock, all references to “Class A common stock” have been changed to “common stock” for all periods presented. | ||
On January 30, 2013, the Company completed the Offering and, after the exercise of the overallotment option on February 21, 2013, issued a total of 11.6 million shares of common stock. | ||
The Company also authorized 25 million shares of undesignated preferred stock in 2013 for issuance, of which none was issued as of September 30, 2013. |
Earnings_Loss_Per_Share
Earnings (Loss) Per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Earnings (Loss) Per Share | ' | ||||||||||||||||
6 | EARNINGS (LOSS) PER SHARE | ||||||||||||||||
Net earnings (loss) per share is calculated using the two-class method, which is an earnings allocation formula that determines net income (loss) per share for the holders of the Company’s common stock and the holders of Class L common stock. Holders of Class L shares contained participation rights in any dividend paid by the Company or upon liquidation of the Company and were entitled to a minimum preferred return of 10% per annum, compounded quarterly. | |||||||||||||||||
Net income (loss) available to common shareholders includes the effects of any Class L preference amounts. Net income (loss) available to shareholders is allocated on a pro rata basis to each share as if all of the earnings for the period had been distributed. Diluted net income (loss) per share is calculated using the treasury stock method for all outstanding stock options and the as-converted method for the Class L shares. | |||||||||||||||||
The numerator in calculating Class L basic and diluted earnings per share represents changes in the redemption value of the Class L shares during each period. | |||||||||||||||||
The weighted average number of Class L shares in the Class L earnings per share calculation represents the weighted average from the beginning of the period up through the date of conversion of the Class L shares into common shares. | |||||||||||||||||
The weighted average number of common shares in the common diluted earnings (loss) per share calculation excludes all Class L shares and stock options outstanding during the respective periods, as they would not be dilutive. The weighted average number of Class L shares in the earnings per share calculation excludes all Class L stock options outstanding during the respective periods as they would not be dilutive. The computation of basic and diluted earnings per common share is as follows (in thousands, except share and per share amounts): | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income (loss)—basic and diluted | $ | 15,044 | $ | 2,446 | $ | (11,120 | ) | $ | 3,988 | ||||||||
Accretion of Class L preference | — | 20,299 | — | 58,401 | |||||||||||||
Accretion of Class L preference for vested options | — | 668 | — | 4,660 | |||||||||||||
Net income (loss) available to common shareholders | $ | 15,044 | $ | (18,521 | ) | $ | (11,120 | ) | $ | (59,073 | ) | ||||||
Allocation of net income (loss) to common stockholders—basic and diluted: | |||||||||||||||||
Class L | $ | — | $ | 20,299 | $ | — | $ | 58,401 | |||||||||
Common stock | $ | 15,044 | $ | (18,521 | ) | $ | (11,120 | ) | $ | (59,073 | ) | ||||||
Weighted average number of common shares: | |||||||||||||||||
Class L—basic and diluted | — | 1,327,115 | — | 1,325,903 | |||||||||||||
Common stock: | |||||||||||||||||
Basic | 64,916,558 | 6,062,664 | 61,815,607 | 6,057,128 | |||||||||||||
Diluted | 66,831,413 | 6,062,664 | 61,815,607 | 6,057,128 | |||||||||||||
Earnings (loss) per common share: | |||||||||||||||||
Class L—basic and diluted | $ | — | $ | 15.3 | $ | — | $ | 44.05 | |||||||||
Common stock: | |||||||||||||||||
Basic | $ | 0.23 | $ | (3.05 | ) | $ | (0.18 | ) | $ | (9.75 | ) | ||||||
Diluted | $ | 0.23 | $ | (3.05 | ) | $ | (0.18 | ) | $ | (9.75 | ) | ||||||
Options outstanding to purchase 0.7 million shares of common stock were excluded from diluted earnings per share for the three and nine months ended September 30, 2012, respectively, since their effect was anti-dilutive. Options outstanding to purchase 0.1 million and 4.7 million shares of common stock were excluded from diluted earnings per share for the three and nine months ended September 30, 2013, respectively, since their effect was anti-dilutive, which may be dilutive in varying amounts to future quarterly or year-to-date amounts. |
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | |
Sep. 30, 2013 | ||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | |
Stock-Based Compensation | ' | |
7 | STOCK-BASED COMPENSATION | |
The Company has the 2012 Omnibus Long-Term Incentive Plan, which became effective on January 24, 2013, and allows for the issuance of equity awards with respect to up to 5 million shares of common stock, which are fully reserved for. For the nine months ended September 30, 2013, the Company granted options to purchase 406,772 shares of common stock at a weighted average price of $23.39 per share that vest over three to five years. | ||
The weighted average fair value of options granted during the nine months ended September 30, 2013 was $9.41 per share. The fair value of each stock option to purchase common stock was estimated on the date of grant using the Black-Scholes option pricing model using the following weighted average assumptions: expected dividend yield of 0%; expected volatility of 44.2%; risk free interest rate of 0.93%; and expected life of options of 5.3 years. | ||
The Company also had an incentive compensation plan (the “2008 Equity Incentive Plan”) which, as amended in March 2012, was authorized to issue 150,000 shares of Class L common stock and 1.5 million shares of Class A common stock. As discussed in Note 5, the Company effected a 1–for–1.9704 reverse split of its Class A common stock and therefore all previously reported options to purchase Class A shares and Class A share exercise prices in the accompanying financial statements and related notes have been retroactively adjusted to reflect the reverse stock split. No additional options will be granted under the 2008 Equity Incentive Plan. However, all outstanding options continue to be governed by their existing terms. | ||
In addition, on January 11, 2013, the Company converted each share of its Class L common stock into 35.1955 shares of Class A common stock, and, immediately following the conversion of its Class L common stock, reclassified those shares as well as all outstanding shares of Class A common stock into common stock. All outstanding options to purchase Class L common stock have been converted into options to acquire common stock using the 35.1955 conversion ratio with the exercise price adjusted similarly for the conversion ratio. | ||
The Company recorded stock-based compensation expense of $9.5 million in selling, general and administrative expenses during the nine months ended September 30, 2013, which included approximately $5.0 million associated with options to purchase 1.3 million shares of common stock that had been issued under the 2008 Equity Incentive plan, which vested upon the effectiveness of the Offering on January 24, 2013. | ||
At September 30, 2013, there was $7.4 million of total unrecognized compensation expense related to unvested share-based compensation arrangements granted under the plans, which is expected to be recognized over the remaining requisite service period. |
Income_Taxes
Income Taxes | 9 Months Ended | |
Sep. 30, 2013 | ||
Income Tax Disclosure [Abstract] | ' | |
Income Taxes | ' | |
8 | INCOME TAXES | |
The Company’s unrecognized tax benefits were $2.2 million at September 30, 2013 and $7.4 million at December 31, 2012. Interest and penalties related to unrecognized tax benefits were $2.3 million and $2.6 million at September 30, 2013 and December 31, 2012, respectively. The decrease in unrecognized tax benefits was primarily due to the resolution of an income tax enquiry in the United Kingdom, in the second quarter, for the period from 2009 through 2011. | ||
The Company expects the unrecognized tax benefits to change over the next 12 months if certain tax matters settle with the applicable taxing jurisdiction during this time frame, or, if applicable, statutes of limitations lapse. The impact of the amount of such changes to previously recorded uncertain tax positions could amount to approximately $0.5 million, exclusive of interest and penalties. | ||
As of September 30, 2013, there were not any Federal or foreign income tax audits in process. The Company’s subsidiaries have income tax audits in certain States for periods that related to 2008 up to 2011. The Company is also subject to corporate income tax at its subsidiaries located in the United Kingdom, Netherlands, India, Canada, Ireland, and Puerto Rico. The tax returns for the Company’s subsidiaries located in foreign jurisdictions are subject to examination for periods ranging from one to seven years. |
Comprehensive_Loss_Income
Comprehensive (Loss) Income | 9 Months Ended | |
Sep. 30, 2013 | ||
Equity [Abstract] | ' | |
Comprehensive (Loss) Income | ' | |
9 | COMPREHENSIVE (LOSS) INCOME | |
Comprehensive (loss) income is comprised of net (loss) income and foreign currency translation adjustments, and is reported in the consolidated statements of comprehensive (loss) income net of taxes for all periods presented. The Company does not provide for U.S. income taxes on the portion of undistributed earnings of foreign subsidiaries that is intended to be permanently reinvested outside of the U.S. Therefore, taxes are not provided for the related currency translation adjustments. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | |
Sep. 30, 2013 | ||
Commitments And Contingencies Disclosure [Abstract] | ' | |
Commitments and Contingencies | ' | |
10 | COMMITMENTS AND CONTINGENCIES | |
Leases | ||
The Company leases various office equipment, child care and early education center facilities and office space under non-cancelable operating leases. Most of the leases expire within ten years and many contain renewal options for various periods. | ||
Litigation | ||
The Company is a defendant in certain legal matters in the ordinary course of business. Management believes the resolution of such legal matters will not have a material effect on the Company’s financial condition, results of operations or cash flows. | ||
Insurance and Regulatory | ||
The Company self-insures a portion of its medical insurance plans and has a high deductible workers’ compensation plan. While management believes that the amounts accrued for these obligations are sufficient, any significant increase in the number of claims or costs associated with claims made under these plans could have a material adverse effect on the Company’s financial position, results of operations or cash flows. | ||
The Company’s child care and early education centers are subject to numerous federal, state and local regulations and licensing requirements. Failure of a center to comply with applicable regulations can subject it to governmental sanctions, which could require expenditures by the Company to bring its child care and early education centers into compliance. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | |
Sep. 30, 2013 | ||
Fair Value Disclosures [Abstract] | ' | |
Fair Value of Financial Instruments | ' | |
11 | FAIR VALUE OF FINANCIAL INSTRUMENTS | |
The Company defines fair value as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date and applies the following fair value 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 (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The Company uses observable inputs where relevant and whenever possible. | ||
Level 1—Quoted prices are available in active markets for identical investments as of the reporting date. | ||
Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. | ||
Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. | ||
The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, and long-term debt. The fair value of the Company’s financial instruments approximates their carrying value. As of September 30, 2013, the Company’s long-term debt had a book value of $784.1 million and a fair value of $782.1 million using quoted market prices and a model that considers observable inputs (level two inputs). | ||
Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents and accounts receivable. The Company mitigates its exposure by maintaining its cash and cash equivalents in financial institutions of high credit standing. The Company’s accounts receivable, which are derived primarily from the services it provides, are 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. The Company believes that no significant credit risk exists at September 30, 2013. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Information | ' | ||||||||||||||||
12 | SEGMENT INFORMATION | ||||||||||||||||
Bright Horizons work/life services are primarily comprised of full service center-based child care, back-up dependent care, and other educational advisory services. Full service center-based care includes the traditional center-based child care, preschool, and elementary education, which have similar operating characteristics and meet the criteria for aggregation. Full service center-based care derives its revenues primarily from contractual arrangements with corporate clients and from tuition. The Company’s back-up dependent care services consist of center-based back-up child care, in-home care, mildly ill care, and adult/elder care. The Company’s other educational advisory services consists of the remaining services, including college preparation and admissions counseling and tuition assistance, counseling and management services, which do not meet the quantitative thresholds for separate disclosure and are not material for segment reporting individually or in the aggregate. The Company and its chief operating decision makers evaluate performance based on revenues and income from operations. | |||||||||||||||||
The assets and liabilities of the Company are managed centrally and are reported internally in the same manner as the consolidated financial statements; thus, no additional information is produced or included herein. | |||||||||||||||||
Full service | Back-up | Other | Total | ||||||||||||||
center-based | dependent | educational | |||||||||||||||
care | care | advisory | |||||||||||||||
services | |||||||||||||||||
(In thousands) | |||||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||
Revenue | $ | 263,198 | $ | 38,648 | $ | 6,817 | $ | 308,663 | |||||||||
Amortization of intangibles | 7,442 | 181 | 76 | 7,699 | |||||||||||||
Income from operations (1) | 16,392 | 10,215 | 1,182 | 27,789 | |||||||||||||
Three months ended September 30, 2012 | |||||||||||||||||
Revenue | $ | 230,046 | $ | 33,008 | $ | 4,873 | $ | 267,927 | |||||||||
Amortization of intangibles | 6,859 | 182 | 75 | 7,116 | |||||||||||||
Income from operations (2) | 16,201 | 8,382 | 772 | 25,355 | |||||||||||||
-1 | For the quarter ended September 30, 2013, income from operations includes acquisition-related expenses of $1.7 million related to full service center-based care. | ||||||||||||||||
-2 | For the quarter ended September 30, 2012, income from operations includes expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.0 million, allocated on a proportionate basis to each segment ($0.7 million to full service center-based care, $0.2 million to back-up dependent care, and $0.1 million to other educational services). | ||||||||||||||||
Full service | Back-up | Other | Total | ||||||||||||||
center-based | dependent | educational | |||||||||||||||
care | care | advisory | |||||||||||||||
services | |||||||||||||||||
(In thousands) | |||||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||
Revenue | $ | 775,358 | $ | 107,526 | $ | 16,715 | $ | 899,599 | |||||||||
Amortization of intangibles | 21,279 | 543 | 227 | 22,049 | |||||||||||||
Income from operations (1) | 49,326 | 28,609 | 688 | 78,623 | |||||||||||||
Nine months ended September 30, 2012 | |||||||||||||||||
Revenue | $ | 689,678 | $ | 94,755 | $ | 13,079 | $ | 797,512 | |||||||||
Amortization of intangibles | 19,528 | 544 | 226 | 20,298 | |||||||||||||
Income (loss) from operations (2) | 44,108 | 23,591 | (179 | ) | 67,520 | ||||||||||||
-1 | For the nine months ended September 30, 2013, income from operations includes expenses incurred in connection with the Offering completed in January 2013, including a $7.5 million fee for the termination of the management agreement with Bain Capital Partners LLC, and $5.0 million for certain stock options that vested upon completion of the Offering, allocated on a proportionate basis to each segment, and $3.5 million of acquisition-related expenses related to full-service center-based care ($13.3 million to full service center-based care, $1.9 million to back-up dependent care, and $0.8 million to other educational advisory services). | ||||||||||||||||
-2 | For the nine months ended September 30, 2012, income from operations includes expenses incurred in connection with the modification of stock options in the amount of $15.1 million and expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.4 million, allocated on a proportionate basis to each segment ($12.2 million to full service center-based care, $3.0 million to back-up dependent care, and $1.3 million to other educational advisory services). |
Transactions_with_Related_Part
Transactions with Related Parties | 9 Months Ended | |
Sep. 30, 2013 | ||
Related Party Transactions [Abstract] | ' | |
Transactions with Related Parties | ' | |
13 | TRANSACTIONS WITH RELATED PARTIES | |
The Company had a management agreement with Bain Capital Partners LLC (the “Sponsor”), which provided for annual payments of $2.5 million through May 2018. In connection with the Offering, the Company and the Sponsor terminated the management agreement in exchange for a $7.5 million payment from the Company to the Sponsor, which is included in selling, general and administrative expenses in the accompanying statement of operations for the nine months ended September 30, 2013. As of September 30, 2013, investment funds affiliated with the Sponsor hold approximately 64.3% of our common stock. |
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Organization | ' |
Organization—Bright Horizons Family Solutions Inc. (“Bright Horizons” or the “Company”) provides workplace services for employers and families throughout the United States and the United Kingdom, and also in Puerto Rico, Canada, Ireland, the Netherlands, and India. Workplace services include center-based child care, education and enrichment programs, elementary school education, back-up dependent care (for children and elders), before and after school care, college preparation and admissions counseling, tuition reimbursement program management, and other family support services. | |
The Company operates its child care and early education centers under various types of arrangements, which generally can be classified into two categories: (i) the management or cost plus (“Cost Plus”) model, where Bright Horizons manages a work-site child care and early education center under a cost-plus arrangement with an employer sponsor, and (ii) the profit and loss (“P&L”) model, where the Company assumes the financial risk of the child care and early education center’s operations. The P&L model may be operated under either (a) the sponsored model, where Bright Horizons provides child care and early educational services on a priority enrollment basis for employees of an employer sponsor, or (b) the lease/consortium model, where the Company provides priority child care and early education to the employees of multiple employers located within a real estate developer’s property or the community at large. Under each model type the Company retains responsibility for all aspects of operating the child care and early education center, including the hiring and paying of employees, contracting with vendors, purchasing supplies, and collecting tuition and related accounts receivable. | |
Principles of Consolidation | ' |
Principles of Consolidation—The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. The functional currency of the Company’s foreign subsidiaries is their local currency. The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars at exchange rates in effect at the balance sheet date. Income and expense items are translated at the average exchange rates prevailing during the period. The cumulative translation effect for subsidiaries using a functional currency other than the U.S. dollar is included in accumulated other comprehensive income or loss as a separate component of stockholders’ equity. | |
Initial Public Offering | ' |
Initial Public Offering—On January 30, 2013, the Company completed an initial public offering (“the Offering”) and, after the exercise of the overallotment option on February 21, 2013, issued a total of 11.6 million shares of common stock in exchange for $233.3 million, net of offering costs including $1.6 million expensed in 2012. The Company used the proceeds of the Offering, as well as certain amounts from the 2013 refinancing discussed in Note 4, to repay the principal and accumulated interest under its senior notes outstanding on January 30, 2013. | |
On June 19, 2013, certain of the Company’s shareholders completed the sale of 9.8 million shares of the Company’s stock in a secondary offering (“the Secondary”). The Company did not receive proceeds from the sale of shares in the Secondary. The Company incurred $0.6 million in offering costs related to the Secondary, which are included in selling, general and administrative expenses. | |
Basis of Presentation | ' |
Basis of Presentation—The accompanying unaudited condensed consolidated balance sheet as of September 30, 2013 and the condensed consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity (deficit) and cash flows for the interim periods ended September 30, 2013 and 2012 have been prepared by the Company, in accordance with U.S. generally accepted accounting principles for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required for complete financial statements by generally accepted accounting principles 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, 2012. | |
Management's Opinion | ' |
Management’s Opinion—In the opinion of the Company’s management, the Company’s unaudited consolidated balance sheet as of September 30, 2013 and the results of its consolidated operations and consolidated cash flows for the interim periods ended September 30, 2013 and 2012, 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. | |
Business Combinations | ' |
Business Combinations—Business combinations are accounted for at fair value. Acquisition costs are expensed as incurred and recorded in selling, general and administrative expenses; restructuring costs associated with a business combination are expensed subsequent to the acquisition date; and changes in deferred tax asset valuation allowances and income tax uncertainties after the acquisition date affect income tax expense. The accounting for business combinations requires estimates and judgment as to expectations for future cash flows of the acquired business, and the allocation of those cash flows to identifiable intangible assets, in determining the estimated fair value for assets acquired and liabilities assumed. The fair values assigned to tangible and intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. If the actual results differ from the estimates and judgments used in these estimates, the amounts recorded in the financial statements could result in a possible impairment of the intangible assets and goodwill, or require acceleration of the amortization expense of finite-lived intangible assets. |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Changes in Carrying Amount of Goodwill | ' | ||||||||||||||||
The changes in the carrying amount of goodwill for the nine months ended September 30, 2013 are as follows (in thousands): | |||||||||||||||||
Full service | Back-up | Other | Total | ||||||||||||||
center-based | dependent | educational | |||||||||||||||
care | care | advisory | |||||||||||||||
services | |||||||||||||||||
Beginning balance at December 31, 2012 | $ | 817,304 | $ | 159,215 | $ | 20,825 | $ | 997,344 | |||||||||
Additions from acquisitions | 93,747 | — | 3,854 | 97,601 | |||||||||||||
Tax benefit from the exercise of continuation options | (620 | ) | (121 | ) | (16 | ) | (757 | ) | |||||||||
Effect of foreign currency translation | 2,699 | 560 | — | 3,259 | |||||||||||||
Balance at September 30, 2013 | $ | 913,130 | $ | 159,654 | $ | 24,663 | $ | 1,097,447 | |||||||||
Intangible Assets Subject to Amortization | ' | ||||||||||||||||
The Company also has intangible assets, which consist of the following at September 30, 2013 and December 31, 2012 (in thousands): | |||||||||||||||||
Weighted average | Cost | Accumulated | Net carrying | ||||||||||||||
amortization period | amortization | amount | |||||||||||||||
September 30, 2013: | |||||||||||||||||
Definite-lived intangibles: | |||||||||||||||||
Contractual rights and customer relationships | 14.4 years | $ | 402,256 | $ | (145,834 | ) | $ | 256,422 | |||||||||
Trade names | 7.4 years | 5,939 | (1,299 | ) | 4,640 | ||||||||||||
Non-compete agreements | 5 years | 54 | (38 | ) | 16 | ||||||||||||
408,249 | (147,171 | ) | 261,078 | ||||||||||||||
Indefinite-lived intangibles: | |||||||||||||||||
Trade names | N/A | 183,763 | — | 183,763 | |||||||||||||
$ | 592,012 | $ | (147,171 | ) | $ | 444,841 | |||||||||||
December 31, 2012: | |||||||||||||||||
Definite-lived intangibles: | |||||||||||||||||
Contractual rights and customer relationships | 14.9 years | $ | 370,527 | $ | (124,048 | ) | $ | 246,479 | |||||||||
Trade names | 9.1 years | 3,147 | (883 | ) | 2,264 | ||||||||||||
Non-compete agreements | 5 years | 54 | (33 | ) | 21 | ||||||||||||
373,728 | (124,964 | ) | 248,764 | ||||||||||||||
Indefinite-lived intangibles: | |||||||||||||||||
Trade names | N/A | 183,816 | — | 183,816 | |||||||||||||
$ | 557,544 | $ | (124,964 | ) | $ | 432,580 | |||||||||||
Estimated Amortization Expense Related to Intangible Assets | ' | ||||||||||||||||
The Company estimates that it will record amortization expense related to intangible assets existing as of September 30, 2013 as follows over the next five years (in millions): | |||||||||||||||||
Estimated | |||||||||||||||||
amortization | |||||||||||||||||
expense | |||||||||||||||||
Remainder of 2013 | $ | 8 | |||||||||||||||
2014 | $ | 29 | |||||||||||||||
2015 | $ | 26.5 | |||||||||||||||
2016 | $ | 25.6 | |||||||||||||||
2017 | $ | 24.9 |
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Allocation of Purchased Assets and Liabilities | ' | ||||||||
The purchase price for this acquisition has been allocated based on preliminary estimates of the fair values of the acquired assets and assumed liabilities at the date of acquisition as follows (in thousands): | |||||||||
Accounts receivable | $ | 981 | |||||||
Prepaids and other assets | 334 | ||||||||
Fixed assets | 5,637 | ||||||||
Intangible assets, primarily customer relationships | 12,800 | ||||||||
Goodwill | 38,818 | ||||||||
Total assets acquired | 58,570 | ||||||||
Accounts payable and accrued expenses | (3,441 | ) | |||||||
Deferred revenue and parent deposits | (885 | ) | |||||||
Total liabilities assumed | (4,326 | ) | |||||||
Purchase price | $ | 54,244 | |||||||
Kidsunlimited Group Limited [Member] | ' | ||||||||
Allocation of Purchase Price | ' | ||||||||
The purchase price for this acquisition has been allocated based on preliminary estimates of the fair values of the acquired assets and assumed liabilities at the date of acquisition as follows (in thousands): | |||||||||
Cash | $ | 4,888 | |||||||
Accounts receivable | 1,809 | ||||||||
Prepaids and other assets | 2,509 | ||||||||
Fixed assets | 13,901 | ||||||||
Intangible assets, primarily customer relationships | 17,901 | ||||||||
Goodwill | 53,604 | ||||||||
Total assets acquired | 94,612 | ||||||||
Accounts payable and accrued expenses | (8,173 | ) | |||||||
Unfavorable leasehold interests | (1,759 | ) | |||||||
Deferred revenue | (4,475 | ) | |||||||
Other current liabilities | (8,378 | ) | |||||||
Deferred taxes | (2,840 | ) | |||||||
Total liabilities assumed | (25,625 | ) | |||||||
Purchase price | $ | 68,987 | |||||||
Summary of Operating Results | ' | ||||||||
The operating results for each of the acquisitions are included in the consolidated results of operations from the date of acquisition. The following table presents consolidated pro forma information as if the acquisitions of Children’s Choice Learning Centers, Inc. and Kidsunlimited had occurred on January 1, 2012, and as if the acquisition of Huntyard had occurred on January 1, 2011 (in thousands): | |||||||||
Pro forma (Unaudited) | |||||||||
Nine Months Ended | Nine Months Ended | ||||||||
September 30, 2013 | September 30, 2012 | ||||||||
Revenue | $ | 943,745 | $ | 896,609 | |||||
Net (loss) income attributable to Bright Horizons Family Solutions Inc. | $ | (9,221 | ) | $ | 8,888 | ||||
Huntyard Limited [Member] | ' | ||||||||
Allocation of Purchase Price | ' | ||||||||
The purchase price for this acquisition has been allocated based on the estimated fair values of the acquired assets and assumed liabilities at the date of acquisition as follows (in thousands): | |||||||||
Cash | $ | 2,872 | |||||||
Accounts receivable | 341 | ||||||||
Prepaids and other current assets | 2,880 | ||||||||
Fixed assets | 65,843 | ||||||||
Intangible assets, primarily customer relationships | 6,004 | ||||||||
Goodwill | 49,573 | ||||||||
Total assets acquired | 127,513 | ||||||||
Accounts payable and accrued expenses | (7,520 | ) | |||||||
Taxes payable | (656 | ) | |||||||
Deferred revenue and parent deposits | (3,006 | ) | |||||||
Deferred taxes | (5,570 | ) | |||||||
Total liabilities assumed | (16,752 | ) | |||||||
Purchase price | $ | 110,761 | |||||||
Borrowing_Arrangements_Tables
Borrowing Arrangements (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Outstanding Borrowings | ' | ||||||||
Outstanding borrowings were as follows at September 30, 2013 and December 31, 2012 (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Term loans | $ | 784,075 | $ | — | |||||
Tranche B and Series C new term loans | — | 430,474 | |||||||
Senior subordinated notes | — | 300,000 | |||||||
Senior notes | — | 197,810 | |||||||
Total | 784,075 | 928,284 | |||||||
Deferred financing costs and original issue discount | (18,631 | ) | (21,641 | ) | |||||
Total debt | 765,444 | 906,643 | |||||||
Less current maturities | 7,900 | 2,036 | |||||||
Long-term debt | $ | 757,544 | $ | 904,607 | |||||
Future Principal Payments Under New Term Loan | ' | ||||||||
The future principal payments under the new term loan at September 30, 2013 are as follows (in millions): | |||||||||
Remainder of 2013 | $ | 2 | |||||||
2014 | 7.9 | ||||||||
2015 | 7.9 | ||||||||
2016 | 7.9 | ||||||||
2017 | 7.9 | ||||||||
Thereafter | 750.5 | ||||||||
$ | 784.1 | ||||||||
Earnings_Loss_Per_Share_Tables
Earnings (Loss) Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Computation of Basic and Diluted Earnings Per Common Share | ' | ||||||||||||||||
The computation of basic and diluted earnings per common share is as follows (in thousands, except share and per share amounts): | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income (loss)—basic and diluted | $ | 15,044 | $ | 2,446 | $ | (11,120 | ) | $ | 3,988 | ||||||||
Accretion of Class L preference | — | 20,299 | — | 58,401 | |||||||||||||
Accretion of Class L preference for vested options | — | 668 | — | 4,660 | |||||||||||||
Net income (loss) available to common shareholders | $ | 15,044 | $ | (18,521 | ) | $ | (11,120 | ) | $ | (59,073 | ) | ||||||
Allocation of net income (loss) to common stockholders—basic and diluted: | |||||||||||||||||
Class L | $ | — | $ | 20,299 | $ | — | $ | 58,401 | |||||||||
Common stock | $ | 15,044 | $ | (18,521 | ) | $ | (11,120 | ) | $ | (59,073 | ) | ||||||
Weighted average number of common shares: | |||||||||||||||||
Class L—basic and diluted | — | 1,327,115 | — | 1,325,903 | |||||||||||||
Common stock: | |||||||||||||||||
Basic | 64,916,558 | 6,062,664 | 61,815,607 | 6,057,128 | |||||||||||||
Diluted | 66,831,413 | 6,062,664 | 61,815,607 | 6,057,128 | |||||||||||||
Earnings (loss) per common share: | |||||||||||||||||
Class L—basic and diluted | $ | — | $ | 15.3 | $ | — | $ | 44.05 | |||||||||
Common stock: | |||||||||||||||||
Basic | $ | 0.23 | $ | (3.05 | ) | $ | (0.18 | ) | $ | (9.75 | ) | ||||||
Diluted | $ | 0.23 | $ | (3.05 | ) | $ | (0.18 | ) | $ | (9.75 | ) |
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Income from Operations by Segment | ' | ||||||||||||||||
The assets and liabilities of the Company are managed centrally and are reported internally in the same manner as the consolidated financial statements; thus, no additional information is produced or included herein. | |||||||||||||||||
Full service | Back-up | Other | Total | ||||||||||||||
center-based | dependent | educational | |||||||||||||||
care | care | advisory | |||||||||||||||
services | |||||||||||||||||
(In thousands) | |||||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||
Revenue | $ | 263,198 | $ | 38,648 | $ | 6,817 | $ | 308,663 | |||||||||
Amortization of intangibles | 7,442 | 181 | 76 | 7,699 | |||||||||||||
Income from operations (1) | 16,392 | 10,215 | 1,182 | 27,789 | |||||||||||||
Three months ended September 30, 2012 | |||||||||||||||||
Revenue | $ | 230,046 | $ | 33,008 | $ | 4,873 | $ | 267,927 | |||||||||
Amortization of intangibles | 6,859 | 182 | 75 | 7,116 | |||||||||||||
Income from operations (2) | 16,201 | 8,382 | 772 | 25,355 | |||||||||||||
-1 | For the quarter ended September 30, 2013, income from operations includes acquisition-related expenses of $1.7 million related to full service center-based care. | ||||||||||||||||
-2 | For the quarter ended September 30, 2012, income from operations includes expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.0 million, allocated on a proportionate basis to each segment ($0.7 million to full service center-based care, $0.2 million to back-up dependent care, and $0.1 million to other educational services). | ||||||||||||||||
Full service | Back-up | Other | Total | ||||||||||||||
center-based | dependent | educational | |||||||||||||||
care | care | advisory | |||||||||||||||
services | |||||||||||||||||
(In thousands) | |||||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||
Revenue | $ | 775,358 | $ | 107,526 | $ | 16,715 | $ | 899,599 | |||||||||
Amortization of intangibles | 21,279 | 543 | 227 | 22,049 | |||||||||||||
Income from operations (1) | 49,326 | 28,609 | 688 | 78,623 | |||||||||||||
Nine months ended September 30, 2012 | |||||||||||||||||
Revenue | $ | 689,678 | $ | 94,755 | $ | 13,079 | $ | 797,512 | |||||||||
Amortization of intangibles | 19,528 | 544 | 226 | 20,298 | |||||||||||||
Income (loss) from operations (2) | 44,108 | 23,591 | (179 | ) | 67,520 | ||||||||||||
-1 | For the nine months ended September 30, 2013, income from operations includes expenses incurred in connection with the Offering completed in January 2013, including a $7.5 million fee for the termination of the management agreement with Bain Capital Partners LLC, and $5.0 million for certain stock options that vested upon completion of the Offering, allocated on a proportionate basis to each segment, and $3.5 million of acquisition-related expenses related to full-service center-based care ($13.3 million to full service center-based care, $1.9 million to back-up dependent care, and $0.8 million to other educational advisory services). | ||||||||||||||||
-2 | For the nine months ended September 30, 2012, income from operations includes expenses incurred in connection with the modification of stock options in the amount of $15.1 million and expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.4 million, allocated on a proportionate basis to each segment ($12.2 million to full service center-based care, $3.0 million to back-up dependent care, and $1.3 million to other educational advisory services). |
Organization_and_Significant_A
Organization and Significant Accounting Policies - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | 1 Months Ended |
Jan. 30, 2013 | Sep. 30, 2013 | Jun. 19, 2013 | |
Secondary Offering [Member] | |||
Accounting Policies [Line Items] | ' | ' | ' |
Number of shares issued under public offering | 11,600,000 | ' | 9,800,000 |
Proceed from issuance of initial public offering | $233,300,000 | $234,944,000 | ' |
Payment of initial public offering costs | 1,600,000 | ' | ' |
Proceeds from issuance of secondary offering | ' | ' | 0 |
Offering cost incurred | ' | ' | $600,000 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Goodwill [Line Items] | ' |
Beginning balance | $997,344 |
Additions from acquisitions | 97,601 |
Tax benefit from the exercise of continuation options | -757 |
Effect of foreign currency translation | 3,259 |
Ending balance | 1,097,447 |
Full Service Center-based Care [Member] | ' |
Goodwill [Line Items] | ' |
Beginning balance | 817,304 |
Additions from acquisitions | 93,747 |
Tax benefit from the exercise of continuation options | -620 |
Effect of foreign currency translation | 2,699 |
Ending balance | 913,130 |
Back-up Dependent Care [Member] | ' |
Goodwill [Line Items] | ' |
Beginning balance | 159,215 |
Tax benefit from the exercise of continuation options | -121 |
Effect of foreign currency translation | 560 |
Ending balance | 159,654 |
Other Educational Advisory Services [Member] | ' |
Goodwill [Line Items] | ' |
Beginning balance | 20,825 |
Additions from acquisitions | 3,854 |
Tax benefit from the exercise of continuation options | -16 |
Ending balance | $24,663 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Additional Information (Detail) (Huntyard Limited [Member], USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Huntyard Limited [Member] | ' |
Goodwill And Intangible Assets Disclosure [Line Items] | ' |
Increase in goodwill | $3.90 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets - Intangible Assets Subject to Amortization (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Intangible Assets [Line Items] | ' | ' |
Cost | $592,012 | $557,544 |
Accumulated amortization | -147,171 | -124,964 |
Net carrying amount | 444,841 | 432,580 |
Cost | 408,249 | 373,728 |
Accumulated amortization | -147,171 | -124,964 |
Net carrying amount | 261,078 | 248,764 |
Contractual Rights and Customer Relationships [Member] | ' | ' |
Intangible Assets [Line Items] | ' | ' |
Weighted average amortization period | '14 years 4 months 24 days | '14 years 10 months 24 days |
Cost | 402,256 | 370,527 |
Accumulated amortization | -145,834 | -124,048 |
Net carrying amount | 256,422 | 246,479 |
Trade Names [Member] | ' | ' |
Intangible Assets [Line Items] | ' | ' |
Weighted average amortization period | '7 years 4 months 24 days | '9 years 1 month 6 days |
Cost | 5,939 | 3,147 |
Accumulated amortization | -1,299 | -883 |
Net carrying amount | 4,640 | 2,264 |
Non-Compete Agreements [Member] | ' | ' |
Intangible Assets [Line Items] | ' | ' |
Weighted average amortization period | '5 years | '5 years |
Cost | 54 | 54 |
Accumulated amortization | -38 | -33 |
Net carrying amount | 16 | 21 |
Trade Names [Member] | ' | ' |
Intangible Assets [Line Items] | ' | ' |
Weighted average amortization period | ' | ' |
Cost | 183,763 | 183,816 |
Net carrying amount | $183,763 | $183,816 |
Goodwill_and_Intangible_Assets5
Goodwill and Intangible Assets - Estimated Amortization Expense Related to Intangible Assets (Detail) (USD $) | Sep. 30, 2013 |
In Millions, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
Remainder of 2013 | $8 |
2014 | 29 |
2015 | 26.5 |
2016 | 25.6 |
2017 | $24.90 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | ||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Jul. 22, 2013 | Jul. 22, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Apr. 10, 2013 | Apr. 10, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | 31-May-12 | 31-May-12 | Sep. 30, 2012 | Jun. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Children's Choice Learning Centers [Member] | Children's Choice Learning Centers [Member] | Children's Choice Learning Centers [Member] | Children's Choice Learning Centers [Member] | Kidsunlimited Group Limited [Member] | Kidsunlimited Group Limited [Member] | Kidsunlimited Group Limited [Member] | Kidsunlimited Group Limited [Member] | Huntyard Limited [Member] | Huntyard Limited [Member] | Huntyard Limited [Member] | Huntyard Limited [Member] | Huntyard Limited [Member] | Huntyard Limited [Member] | Huntyard Limited [Member] | Series of Individually Immaterial Business Acquisitions [Member] | ||||||
United States | United States | United Kingdom | United Kingdom | United Kingdom | United Kingdom | United Kingdom | Minimum [Member] | Maximum [Member] | Business | ||||||||||||
Center | Nursery | Center | |||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of centers acquired | ' | ' | ' | ' | ' | ' | ' | 49 | ' | ' | ' | 64 | ' | ' | ' | 27 | ' | ' | ' | ' | ' |
Cash consideration | ' | ' | ' | ' | ' | ' | ' | $54,200,000 | ' | ' | ' | $69,000,000 | ' | ' | ' | $110,800,000 | ' | ' | ' | ' | $7,000,000 |
Business Acquisition Cost | ' | ' | ' | ' | ' | ' | ' | ' | 1,700,000 | ' | ' | ' | 1,800,000 | ' | ' | ' | 500,000 | 500,000 | ' | ' | ' |
Goodwill | 1,097,447,000 | ' | 1,097,447,000 | ' | 997,344,000 | 38,800,000 | 38,818,000 | ' | ' | 53,600,000 | 53,604,000 | ' | ' | 49,600,000 | 49,573,000 | ' | ' | ' | ' | ' | 5,200,000 |
Amortization of Intangible assets | 7,699,000 | 7,116,000 | 22,049,000 | 20,298,000 | ' | 12,800,000 | ' | ' | ' | 17,900,000 | ' | ' | ' | 6,000,000 | ' | ' | ' | ' | ' | ' | ' |
Amortization period of Intangible assets | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | '8 years | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '7 years | ' |
Percentage of share purchase agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred tax liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,100,000 | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' |
Number of businesses acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 |
Cash through acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,600,000 |
Intangible assets including customer relationship | ' | ' | ' | ' | ' | ' | 12,800,000 | ' | ' | ' | 17,901,000 | ' | ' | ' | 6,004,000 | ' | ' | ' | ' | ' | 2,900,000 |
Working capital in relation to acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 |
Increase in goodwill | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,900,000 | ' | ' | ' | ' | ' | ' | ' |
Contribution of revenues by acquired business | $308,663,000 | $267,927,000 | $899,599,000 | $797,512,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $74,700,000 | ' | ' | ' | ' | ' | ' | ' |
Acquisition_Allocation_of_Purc
Acquisition - Allocation of Purchased Assets and Liabilities (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jul. 22, 2013 |
In Thousands, unless otherwise specified | Children's Choice Learning Centers [Member] | Children's Choice Learning Centers [Member] | ||
Loans At Acquisition Date [Line Items] | ' | ' | ' | ' |
Accounts receivable | ' | ' | ' | $981 |
Prepaids and other assets | ' | ' | ' | 334 |
Fixed assets | ' | ' | ' | 5,637 |
Intangible assets, primarily customer relationships | ' | ' | ' | 12,800 |
Goodwill | 1,097,447 | 997,344 | 38,800 | 38,818 |
Total assets acquired | ' | ' | ' | 58,570 |
Accounts payable and accrued expenses | ' | ' | ' | -3,441 |
Deferred revenue and parent deposits | ' | ' | ' | -885 |
Total liabilities assumed | ' | ' | ' | -4,326 |
Purchase price | ' | ' | ' | $54,244 |
Acquisitions_Allocation_of_Pur
Acquisitions - Allocation of Purchase Price (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Apr. 10, 2013 | Sep. 30, 2013 | 31-May-12 |
In Thousands, unless otherwise specified | Kidsunlimited Group Limited [Member] | Kidsunlimited Group Limited [Member] | Huntyard Limited [Member] | Huntyard Limited [Member] | ||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | $4,888 | ' | $2,872 |
Accounts receivable | ' | ' | ' | 1,809 | ' | 341 |
Prepaids and other assets | ' | ' | ' | 2,509 | ' | 2,880 |
Fixed assets | ' | ' | ' | 13,901 | ' | 65,843 |
Intangible assets, primarily customer relationships | ' | ' | ' | 17,901 | ' | 6,004 |
Goodwill | 1,097,447 | 997,344 | 53,600 | 53,604 | 49,600 | 49,573 |
Total assets acquired | ' | ' | ' | 94,612 | ' | 127,513 |
Accounts payable and accrued expenses | ' | ' | ' | -8,173 | ' | -7,520 |
Unfavorable leasehold interests | ' | ' | ' | -1,759 | ' | ' |
Taxes payable | ' | ' | ' | ' | ' | -656 |
Deferred revenue and parent deposits | ' | ' | ' | -4,475 | ' | -3,006 |
Other current liabilities | ' | ' | ' | -8,378 | ' | ' |
Deferred taxes | ' | ' | ' | -2,840 | ' | -5,570 |
Total liabilities assumed | ' | ' | ' | -25,625 | ' | -16,752 |
Purchase price | ' | ' | ' | $68,987 | ' | $110,761 |
Acquisitions_Summary_of_Operat
Acquisitions - Summary of Operating Results (Detail) (Kidsunlimited Group Limited [Member], USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Kidsunlimited Group Limited [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Revenue | $943,745 | $896,609 |
Net (loss) income attributable to Bright Horizons Family Solutions Inc. | ($9,221) | $8,888 |
Borrowing_Arrangements_Outstan
Borrowing Arrangements - Outstanding Borrowing (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule Of Borrowings [Line Items] | ' | ' |
Outstanding borrowings | $784,075 | $928,284 |
Deferred financing costs and original issue discount | -18,631 | -21,641 |
Total debt | 765,444 | 906,643 |
Less current maturities | 7,900 | 2,036 |
Long-term debt | 757,544 | 904,607 |
Term Loan [Member] | ' | ' |
Schedule Of Borrowings [Line Items] | ' | ' |
Outstanding borrowings | 784,075 | ' |
Tranche B and Series C New Term Loans [Member] | ' | ' |
Schedule Of Borrowings [Line Items] | ' | ' |
Outstanding borrowings | ' | 430,474 |
Senior Subordinated Notes [Member] | ' | ' |
Schedule Of Borrowings [Line Items] | ' | ' |
Outstanding borrowings | ' | 300,000 |
Senior Notes [Member] | ' | ' |
Schedule Of Borrowings [Line Items] | ' | ' |
Outstanding borrowings | ' | $197,810 |
Borrowing_Arrangements_Additio
Borrowing Arrangements - Additional Information (Detail) (USD $) | 9 Months Ended | 9 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Jan. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Senior Secured Credit Facilities [Member] | Revolving Credit Facility [Member] | Tranche B and Series C New Term Loans [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | Senior Notes [Member] | Term Loan Facility [Member] | Term Loans [Member] | Term Loans [Member] | Term Loans [Member] | Term Loans [Member] | |||
Base Rate Loans [Member] | Base Rate Loans [Member] | Prime Rate (the Base Rate) [Member] | Prime Rate (the Base Rate) [Member] | ||||||||||
Minimum [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, face amount | ' | ' | $890 | $100 | ' | ' | ' | ' | $790 | ' | ' | ' | ' |
Quarterly principal payments | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' |
Maturity date | ' | ' | ' | ' | ' | ' | ' | ' | 30-Jan-20 | ' | ' | ' | ' |
Debt, maturity year | ' | ' | ' | '2018 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding borrowings | ' | ' | ' | 20.6 | ' | ' | 300 | ' | ' | ' | ' | ' | ' |
Debt, interest rate | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, applicable margin rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | 2.00% | 3.00% | 1.00% |
Payments to redeem debt, including redemption premium | ' | ' | ' | ' | 431 | 328.2 | ' | 213.3 | ' | ' | ' | ' | ' |
Loss on extinguishment of debt | $63.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average interest rate | 4.20% | 8.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing_Arrangements_Future_
Borrowing Arrangements - Future Principal Payments Under New Term Loan (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Long Term Debt Maturities Estimated Repayments Of Principal [Line Items] | ' | ' |
Long Term Debt Maturities Repayments Of Principal, Total | $784,075,000 | $928,284,000 |
Term Loan Facility [Member] | ' | ' |
Long Term Debt Maturities Estimated Repayments Of Principal [Line Items] | ' | ' |
Future minimum payments remainder of 2013 | 2,000,000 | ' |
Future minimum payments in 2014 | 7,900,000 | ' |
Future minimum payments in 2015 | 7,900,000 | ' |
Future minimum payments in 2016 | 7,900,000 | ' |
Future minimum payments in 2017 | 7,900,000 | ' |
Future minimum payments due thereafter | 750,500,000 | ' |
Long Term Debt Maturities Repayments Of Principal, Total | $784,100,000 | ' |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) | 1 Months Ended | 1 Months Ended | 9 Months Ended | ||
Jan. 30, 2013 | Jan. 11, 2013 | Jan. 11, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Common Stock Class A [Member] | Common Stock Class A [Member] | Undesignated Preferred Stock [Member] | |||
Common And Preferred Stock [Line Items] | ' | ' | ' | ' | ' |
Reverse split ratio of class A common stock | ' | ' | 1.9704 | 1.9704 | ' |
Common stock conversion ratio, Class L common stock into Class A common stock | ' | 35.1955 | ' | ' | ' |
Number of shares issued under initial public offering | 11,600,000 | ' | ' | ' | ' |
Common stock reclassified, authorized | ' | ' | ' | ' | 25,000,000 |
Earnings_Loss_Per_Share_Additi
Earnings (Loss) Per Share - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Common Stock Class L [Member] | ' | ' | ' | ' |
Earnings Per Share [Line Items] | ' | ' | ' | ' |
Rate of return for stockholders | ' | ' | 10.00% | ' |
Common Stock Class A [Member] | ' | ' | ' | ' |
Earnings Per Share [Line Items] | ' | ' | ' | ' |
Options to Purchase Common Stock Shares Outstanding excluded from diluted earnings per share | 0.1 | 0.7 | 4.7 | 0.7 |
Earnings_Loss_Per_Share_Comput
Earnings (Loss) Per Share - Computation of Basic and Diluted Earnings Per Common Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ' | ' | ' | ' |
Allocation of net income (loss) to common stockholders-basic and diluted | $15,044 | $2,446 | ($11,120) | $3,988 |
Net income (loss) available to common shareholders | 15,044 | -18,521 | -11,120 | -59,073 |
Common stock: | ' | ' | ' | ' |
Basic | 64,916,558 | 6,062,664 | 61,815,607 | 6,057,128 |
Diluted | 66,831,413 | 6,062,664 | 61,815,607 | 6,057,128 |
Common stock: | ' | ' | ' | ' |
Basic | $0.23 | ($3.05) | ($0.18) | ($9.75) |
Diluted | $0.23 | ($3.05) | ($0.18) | ($9.75) |
Common Stock Class L [Member] | ' | ' | ' | ' |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ' | ' | ' | ' |
Allocation of net income (loss) to common stockholders-basic and diluted | ' | 20,299 | ' | 58,401 |
Weighted average number of common shares: | ' | ' | ' | ' |
Weighted average number of common shares: Class L-basic and diluted | ' | 1,327,115 | ' | 1,325,903 |
Earnings (loss) per common share: | ' | ' | ' | ' |
Earnings (loss) per common share-basic and diluted: Class L-basic and diluted | ' | $15.30 | ' | $44.05 |
Common Stock Class L [Member] | Nonvested [Member] | ' | ' | ' | ' |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ' | ' | ' | ' |
Accretion of Class L preference | ' | 20,299 | ' | 58,401 |
Common Stock Class L [Member] | Vested [Member] | ' | ' | ' | ' |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ' | ' | ' | ' |
Accretion of Class L preference | ' | 668 | ' | 4,660 |
Common Stock Class A [Member] | ' | ' | ' | ' |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ' | ' | ' | ' |
Allocation of net income (loss) to common stockholders-basic and diluted | $15,044 | ($18,521) | ($11,120) | ($59,073) |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended |
In Millions, except Share data, unless otherwise specified | Jan. 11, 2013 | Sep. 30, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Weighted average fair value, per share | ' | 9.41 |
Expected dividend yield | ' | 0.00% |
Expected stock price volatility | ' | 44.20% |
Risk free interest rate | ' | 0.93% |
Expected life of options | ' | '5 years 3 months 18 days |
Common stock conversion ratio, Class L common stock into Class A common stock | 35.1955 | ' |
Stock based compensation | ' | 9.5 |
Unrecognized compensation cost | ' | 7.4 |
Common Stock Class A [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Reverse split ratio of class A common stock | 1.9704 | 1.9704 |
2008 Equity Incentive Plan [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Options to purchase shares | ' | 1,300,000 |
2008 Equity Incentive Plan [Member] | Common Stock Class L [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares available for issuance | ' | 150,000 |
2008 Equity Incentive Plan [Member] | Common Stock Class A [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares available for issuance | ' | 1,500,000 |
2008 Equity Incentive Plan [Member] | Stock Option [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock based compensation | ' | 5 |
2012 Omnibus Long-Term Incentive Plan [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares available for issuance | ' | 5,000,000 |
Shares grant in period | ' | 406,772 |
Weighted average price of options granted | ' | 23.39 |
2012 Omnibus Long-Term Incentive Plan [Member] | Minimum [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock option vested | ' | '3 years |
2012 Omnibus Long-Term Incentive Plan [Member] | Maximum [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock option vested | ' | '5 years |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 |
In Millions, unless otherwise specified | Foreign [Member] | Foreign [Member] | ||
Minimum [Member] | Maximum [Member] | |||
Income Tax Disclosure [Line Items] | ' | ' | ' | ' |
Unrecognized income tax benefit | $2.20 | $7.40 | ' | ' |
Interest and penalties accrued for income tax | 2.3 | 2.6 | ' | ' |
Change in uncertain tax positions | $0.50 | ' | ' | ' |
Statute of limitations | ' | ' | '1 year | '7 years |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (Maximum [Member]) | 9 Months Ended |
Sep. 30, 2013 | |
Maximum [Member] | ' |
Contingencies And Commitments [Line Items] | ' |
Operating leases, years until expiration | '10 years |
Fair_Value_Measures_Additional
Fair Value Measures - Additional Information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Fair Value, Inputs, Level 2 [Member] | Revenue [Member] | Accounts Receivable [Member] | |||
Customer | Customer | ||||
Fair Value Measurements Disclosure [Line Items] | ' | ' | ' | ' | ' |
Long Term Debt, Carrying Value | $784,075,000 | $928,284,000 | ' | ' | ' |
Long Term Debt, Fair Value | ' | ' | $782,100,000 | ' | ' |
Concentration risk percentage | ' | ' | ' | 10.00% | 10.00% |
Number of Customer Generating more than 10% | ' | ' | ' | 0 | ' |
Clients accounting for more than benchmark | ' | ' | ' | ' | 0 |
Segment_Information_Income_fro
Segment Information - Income from Operations by Segment (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Revenue | $308,663 | $267,927 | $899,599 | $797,512 | ||||
Amortization of intangibles | 7,699 | 7,116 | 22,049 | 20,298 | ||||
Income (loss) from operations | 27,789 | [1] | 25,355 | [2] | 78,623 | [3] | 67,520 | [4] |
Operating Segments [Member] | Full Service Center-based Care [Member] | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Revenue | 263,198 | 230,046 | 775,358 | 689,678 | ||||
Amortization of intangibles | 7,442 | 6,859 | 21,279 | 19,528 | ||||
Income (loss) from operations | 16,392 | [1] | 16,201 | [2] | 49,326 | [3] | 44,108 | [4] |
Operating Segments [Member] | Back-up Dependent Care [Member] | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Revenue | 38,648 | 33,008 | 107,526 | 94,755 | ||||
Amortization of intangibles | 181 | 182 | 543 | 544 | ||||
Income (loss) from operations | 10,215 | [1] | 8,382 | [2] | 28,609 | [3] | 23,591 | [4] |
Operating Segments [Member] | Other Educational Advisory Services [Member] | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Revenue | 6,817 | 4,873 | 16,715 | 13,079 | ||||
Amortization of intangibles | 76 | 75 | 227 | 226 | ||||
Income (loss) from operations | $1,182 | [1] | $772 | [2] | $688 | [3] | ($179) | [4] |
[1] | For the quarter ended September 30, 2013, income from operations includes acquisition-related expenses of $1.7 million related to full service center-based care. | |||||||
[2] | For the quarter ended September 30, 2012, income from operations includes expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.0 million, allocated on a proportionate basis to each segment ($0.7 million to full service center-based care, $0.2 million to back-up dependent care, and $0.1 million to other educational services). | |||||||
[3] | For the nine months ended September 30, 2013, income from operations includes expenses incurred in connection with the Offering completed in January 2013, including a $7.5 million fee for the termination of the management agreement with Bain Capital Partners LLC, and $5.0 million for certain stock options that vested upon completion of the Offering, allocated on a proportionate basis to each segment, and $3.5 million of acquisition-related expenses related to full-service center-based care ($13.3 million to full service center-based care, $1.9 million to back-up dependent care, and $0.8 million to other educational advisory services). | |||||||
[4] | For the nine months ended September 30, 2012, income from operations includes expenses incurred in connection with the modification of stock options in the amount of $15.1 million and expenses incurred in connection with the Offering completed in January 2013 in the amount of $1.4 million, allocated on a proportionate basis to each segment ($12.2 million to full service center-based care, $3.0 million to back-up dependent care, and $1.3 million to other educational advisory services). |
Segment_Information_Income_fro1
Segment Information - Income from Operations by Segment (Parenthetical) (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Operating Income Loss | ' | $1 | $5 | $15.10 |
Expenses incurred in connection with the Offering | ' | ' | ' | 1.4 |
Sponsor [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Agreement termination fee | ' | ' | 7.5 | ' |
Full Service Center-based Care [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Acquisition related expenses | 1.7 | ' | 3.5 | ' |
Contract termination and stock option expenses | ' | ' | 13.3 | ' |
Expenses incurred in connection with the modification of stock options | ' | 0.7 | ' | 12.2 |
Back-up Dependent Care [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Contract termination and stock option expenses | ' | ' | 1.9 | ' |
Expenses incurred in connection with the modification of stock options | ' | 0.2 | ' | 3 |
Other Educational Advisory Services [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Contract termination and stock option expenses | ' | ' | 0.8 | ' |
Expenses incurred in connection with the modification of stock options | ' | $0.10 | ' | $1.30 |
Transactions_with_Related_Part1
Transactions with Related Parties - Additional Information (Detail) (Sponsor [Member], USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Sponsor [Member] | ' |
Related Party Transaction [Line Items] | ' |
Annual payment under the agreement | $2.50 |
Agreement expiration date | 31-May-18 |
Agreement termination fee | $7.50 |
Percentage of common stock held by investment funds affiliated with sponsor | 64.30% |