Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 23, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | BRIGHT HORIZONS FAMILY SOLUTIONS INC. | |
Entity Central Index Key | 1,437,578 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 60,042,113 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 21,393 | $ 87,886 |
Accounts receivable—net | 73,331 | 83,066 |
Prepaid expenses and other current assets | 59,370 | 39,147 |
Current deferred income taxes | 13,047 | 13,059 |
Total current assets | 167,141 | 223,158 |
Fixed assets—net | 430,380 | 398,947 |
Goodwill | 1,141,285 | 1,095,738 |
Other intangibles—net | 394,545 | 406,249 |
Deferred income taxes | 0 | 580 |
Other assets | 20,590 | 16,404 |
Total assets | 2,153,941 | 2,141,076 |
Current liabilities: | ||
Current portion of long-term debt | 9,550 | 9,550 |
Borrowings on revolving line of credit | 26,500 | 0 |
Accounts payable and accrued expenses | 139,456 | 116,425 |
Deferred revenue | 121,111 | 133,048 |
Other current liabilities | 18,995 | 20,400 |
Total current liabilities | 315,612 | 279,423 |
Long-term debt—net | 907,137 | 911,627 |
Deferred rent and related obligations | 47,113 | 43,105 |
Other long-term liabilities | 32,784 | 23,401 |
Deferred revenue | 4,909 | 5,525 |
Deferred income taxes | 131,563 | 127,036 |
Total liabilities | 1,439,118 | 1,390,117 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 25,000,000 shares authorized and no shares issued or outstanding at September 30, 2015 and December 31, 2014 | 0 | 0 |
Common stock, $0.001 par value; 475,000,000 shares authorized; 60,005,293 and 61,534,802 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | 60 | 62 |
Additional paid-in capital | 986,285 | 1,083,091 |
Accumulated other comprehensive loss | (31,024) | (21,687) |
Accumulated deficit | (240,498) | (310,507) |
Total stockholders’ equity | 714,823 | 750,959 |
Total liabilities and stockholders’ equity | $ 2,153,941 | $ 2,141,076 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (shares) | 25,000,000 | 25,000,000 |
Preferred stock, issued (shares) | 0 | 0 |
Preferred stock, outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (shares) | 475,000,000 | 475,000,000 |
Common stock, issued (shares) | 60,005,293 | 61,534,802 |
Common stock, outstanding (shares) | 60,005,293 | 61,534,802 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||||
Income Statement [Abstract] | |||||||
Revenue | $ 365,944 | $ 334,976 | $ 1,086,849 | $ 1,015,231 | |||
Cost of services | 280,560 | 262,115 | 818,997 | 782,107 | |||
Gross profit | 85,384 | 72,861 | 267,852 | 233,124 | |||
Selling, general and administrative expenses | 36,419 | 32,856 | 110,154 | 101,464 | |||
Amortization of intangible assets | 7,224 | 6,959 | 20,978 | 22,068 | |||
Income from operations | 41,741 | [1] | 33,046 | 136,720 | [2] | 109,592 | [3] |
Interest income | 32 | 48 | 117 | 74 | |||
Interest expense | (10,362) | (8,443) | (30,831) | (25,810) | |||
Income before income taxes | 31,411 | 24,651 | 106,006 | 83,856 | |||
Income tax expense | (10,853) | (9,272) | (35,997) | (30,715) | |||
Net income | $ 20,558 | $ 15,379 | $ 70,009 | $ 53,141 | |||
Earnings per common share: | |||||||
Common stock-basic (usd per share) | $ 0.34 | $ 0.23 | $ 1.14 | $ 0.81 | |||
Common stock-diluted (usd per share) | $ 0.33 | $ 0.23 | $ 1.11 | $ 0.79 | |||
Weighted average number of common shares outstanding: | |||||||
Common stock-diluted (shares) | 61,846,725 | 67,635,657 | 62,631,444 | 67,433,972 | |||
[1] | For the three months ended September 30, 2015, income from operations includes secondary offering and completed acquisition expenses of $0.2 million which has been allocated to full service center-based care. | ||||||
[2] | For the nine months ended September 30, 2015, income from operations includes secondary offering and completed acquisition expenses of $0.5 million which has been allocated to full service center-based care. | ||||||
[3] | For the nine months ended September 30, 2014, income from operations includes secondary offering and completed acquisition expenses of $0.6 million which has been allocated to full service center-based care. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 20,558 | $ 15,379 | $ 70,009 | $ 53,141 |
Foreign currency translation adjustments | (8,065) | (16,562) | (9,337) | (9,548) |
Total other comprehensive loss | (8,065) | (16,562) | (9,337) | (9,548) |
Comprehensive income (loss) | $ 12,493 | $ (1,183) | $ 60,672 | $ 43,593 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 70,009 | $ 53,141 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 58,539 | 58,332 |
Amortization of original issue discount and deferred financing costs | 2,672 | 2,259 |
Loss on foreign currency transactions | 273 | 70 |
Non-cash revenue and other | (137) | (239) |
Loss on disposal of fixed assets | 280 | 376 |
Stock-based compensation | 6,900 | 6,462 |
Deferred rent | 2,304 | 2,132 |
Deferred income taxes | 5,263 | (59) |
Changes in assets and liabilities: | ||
Accounts receivable | 11,388 | 13,938 |
Prepaid expenses and other current assets | (19,267) | (1,121) |
Accounts payable and accrued expenses | 16,380 | (3,617) |
Deferred revenue | (12,732) | (4,502) |
Accrued rent and related obligations | 1,917 | 1,687 |
Other assets | (3,919) | 675 |
Other current and long-term liabilities | 2,393 | (8,223) |
Net cash provided by operating activities | 142,263 | 121,311 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of fixed assets | (61,415) | (47,953) |
Payments for acquisitions, net of cash acquired | (66,659) | (6,522) |
Settlement of purchase price for prior year acquisitions | 23 | 1,030 |
Net cash used in investing activities | (128,051) | (53,445) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Borrowings under revolving line of credit | 118,100 | 0 |
Repayments under revolving line of credit | (91,600) | 0 |
Principal payments of long-term debt | (7,163) | (5,925) |
Purchase of treasury stock | (117,538) | (7,233) |
Proceeds from issuance of common stock upon exercise of options | 7,452 | 13,656 |
Proceeds from issuance of restricted stock | 3,864 | 4,709 |
Tax benefit from stock-based compensation | 6,379 | 6,856 |
Net cash (used in) provided by financing activities | (80,506) | 12,063 |
Effect of exchange rates on cash and cash equivalents | (199) | (506) |
Net (decrease) increase in cash and cash equivalents | (66,493) | 79,423 |
Cash and cash equivalents—beginning of period | 87,886 | 29,585 |
Cash and cash equivalents—end of period | 21,393 | 109,008 |
NON-CASH TRANSACTION: | ||
Fixed asset purchases recorded in accounts payable and accrued expenses | 3,500 | 2,000 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash payments of interest | 28,429 | 24,259 |
Cash payments of taxes | $ 43,153 | $ 30,597 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentation | 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. Basis of Presentation —The accompanying unaudited condensed consolidated balance sheet as of September 30, 2015 and the condensed consolidated statements of operations, comprehensive income and cash flows for the interim periods ended September 30, 2015 and 2014 have been prepared by the Company in accordance with accounting principles generally accepted in the U.S. for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required in accordance with generally accepted accounting principles for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 . In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of September 30, 2015 and the condensed consolidated statements of operations, comprehensive income and cash flows for the interim periods ended September 30, 2015 and 2014 , 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. Stock Offerings —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. Subsequent to the Offering, on June 19, 2013, March 25, 2014, December 10, 2014, May 27, 2015, and August 10, 2015, certain of the Company’s shareholders commenced the sale of 9.8 million , 7.9 million , 8.0 million , 3.0 million , and 3.0 million shares, respectively, of the Company’s common stock in secondary offerings ("secondary offerings”). The Company did not receive proceeds from the sale of shares in the secondary offerings. The Company incurred $0.5 million and $0.6 million in expenses during the nine months ended September 30, 2015 and September 30, 2014 , respectively, in relation to the secondary offerings in 2015 and 2014, which are included in selling, general and administrative expenses. The Company purchased 0.7 million , 1.25 million and 4.5 million of the shares sold in the August 2015, May 2015 and December 2014 secondary offerings, respectively, from investment funds affiliated with Bain Capital Partners, LLC at the same price per share paid by the underwriter to the selling shareholders. As of September 30, 2015 , investment funds affiliated with Bain Capital Partners, LLC held approximately 33.5% of our common stock. New Accounting Pronouncements —In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers , which provides guidance for revenue recognition. The standard's core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under current guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration included in the transaction price and allocating the transaction price to each separate performance obligation. On July 9, 2015, the FASB voted to defer the effective date by one year. The guidance is effective for interim and annual reporting periods beginning on or after December 15, 2017. Early adoption is permitted, but not for periods beginning on or before December 15, 2016. The Company is currently in the process of evaluating the impact of adoption of this ASU on the Company's consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This standard amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability. This ASU is effective for fiscal years beginning after December 15, 2015, with early adoption permitted. The Company does not expect this standard to have a significant effect on the Company's consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. This standard amends existing guidance to simplify the accounting for adjustments made to provisional amounts recognized in a business combination, and the amendments in this update eliminate the requirement to retrospectively account for those adjustments. This ASU is effective for fiscal years beginning after December 15, 2015. The Company does not expect this standard to have a significant effect on the Company's consolidated financial statements. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill for the nine months ended September 30, 2015 are as follows (in thousands): Full service center-based care Back-up dependent care Other educational advisory services Total Beginning balance at December 31, 2014 $ 913,043 $ 158,894 $ 23,801 $ 1,095,738 Additions from acquisitions 51,393 — — 51,393 Adjustments to prior year acquisitions (15 ) — — (15 ) Effect of foreign currency translation (5,831 ) — — (5,831 ) Balance at September 30, 2015 $ 958,590 $ 158,894 $ 23,801 $ 1,141,285 The Company also has intangible assets, which consist of the following at September 30, 2015 and December 31, 2014 (in thousands): Weighted average amortization period Cost Accumulated amortization Net carrying amount September 30, 2015 Definite-lived intangibles: Customer relationships 14 years $ 408,413 $ (200,886 ) $ 207,527 Trade names 8 years 6,371 (2,649 ) 3,722 Non-compete agreements 5 years 53 (47 ) 6 414,837 (203,582 ) 211,255 Indefinite-lived intangibles: Trade names N/A 183,290 — 183,290 $ 598,127 $ (203,582 ) $ 394,545 Weighted average amortization period Cost Accumulated amortization Net carrying amount December 31, 2014 Definite-lived intangibles: Customer relationships 15 years $ 400,097 $ (180,900 ) $ 219,197 Trade names 8 years 5,772 (2,177 ) 3,595 Non-compete agreements 5 years 54 (44 ) 10 405,923 (183,121 ) 222,802 Indefinite-lived intangibles: Trade names N/A 183,447 — 183,447 $ 589,370 $ (183,121 ) $ 406,249 The Company estimates that it will record amortization expense related to intangible assets existing as of September 30, 2015 as follows over the next five years (in thousands): Estimated amortization expense Remainder of 2015 $ 6,797 2016 $ 27,017 2017 $ 25,787 2018 $ 24,698 2019 $ 23,770 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS As part of the Company’s growth strategy to expand through strategic and synergistic acquisitions, the Company has made the following acquisitions in the nine months ended September 30, 2015 and year ended December 31, 2014 . The goodwill resulting from these acquisitions arises largely from synergies expected from combining the operations of the businesses acquired with our existing operations, as well as from benefits derived from the assembled workforce acquired. 2015 Acquisitions On May 19, 2015 , the Company acquired Hildebrandt Learning Centers, LLC, an operator of 40 centers in the United States, for cash consideration of $19.3 million and contingent consideration of $0.5 million , which was accounted for as a business combination. The Company recorded goodwill of $13.2 million related to the full service center-based care segment, which will be deductible for tax purposes, and intangible assets of $5.7 million , consisting of customer relationships that will be amortized over 12 years . The Company also acquired working capital of $0.4 million , including cash of $1.5 million , and fixed assets of $0.5 million . On July 15, 2015 , the Company acquired Active Learning Childcare Limited, an operator of nine centers in the United Kingdom, for cash consideration of $42.3 million , which was accounted for as a business combination. The Company recorded goodwill of $30.0 million related to the full service center-based care segment, which will not be deductible for tax purposes, and intangible assets of $3.4 million , consisting primarily of customer relationships that will be amortized over six years . The Company also acquired a working capital deficit of $1.1 million , including cash of $1.7 million , fixed assets of $10.7 million , and deferred tax liabilities of $0.7 million . Our acquisitions of Hildebrandt Learning Centers, LLC and Active Learning Childcare Limited contributed approximately $16.7 million of incremental revenue in the nine months ended September 30, 2015 . During the nine months ended September 30, 2015 , the Company also acquired four centers in the United States and one in the United Kingdom, in five separate business acquisitions which were each accounted for as business combinations. The centers were acquired for cash consideration of $8.3 million , net of cash acquired of $0.3 million , and contingent consideration of $0.9 million . The Company recorded goodwill of $8.2 million related to the full service center-based care segment, a portion of which will be deductible for tax purposes. Intangible assets of $0.8 million , consisting of customer relationships that will be amortized over five years were also recorded in relation to these acquisitions. The allocation of purchase price consideration is based on preliminary estimates of fair value; such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date) as the Company gathers additional information regarding the assets acquired and the liabilities assumed. The operating results for the acquired businesses are included in the consolidated results of operations from the dates of acquisition, which were not material to the Company's financial results. 2014 Acquisitions During the year ended December 31, 2014 , the Company acquired two businesses that operate five centers in the United States for cash consideration of $13.2 million , which were each accounted for as business combinations. The Company recorded goodwill of $11.1 million related to the full service center-based care segment, which will be deductible for tax purposes. Intangible assets of $2.1 million , consisting primarily of customer relationships, fixed assets of $0.9 million , and a working capital deficit of $0.9 million , were also recorded in relation to these acquisitions. The allocation of purchase price consideration is based on estimates of fair value, such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). As of September 30, 2015 , the purchase price allocation for one of these two acquisitions remains open as the Company gathers additional information regarding the assets acquired and the liabilities assumed. |
Credit Arrangements and Debt Ob
Credit Arrangements and Debt Obligations | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Credit Arrangements and Debt Obligations | CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS Outstanding term loan borrowings were as follows at September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, Term loans $ 932,038 $ 939,200 Deferred financing costs and original issue discount (15,351 ) (18,023 ) Total debt 916,687 921,177 Less current maturities 9,550 9,550 Long-term debt $ 907,137 $ 911,627 The Company's $1.1 billion senior credit facilities consist of $955.0 million in secured term loan facilities and a $100.0 million revolving credit facility. In conjunction with a debt refinancing in January 2013, $790.0 million in senior secured term loans were issued, with the subsequent issuance of $165.0 million in additional term loans in December 2014. The term loans and revolving credit facility mature on January 30, 2020 and 2018, respectively. The effective interest rate for the term loans was 3.84% at September 30, 2015 and the weighted average interest rate was 3.92% for the nine months ended September 30, 2015 . There were borrowings of $26.5 million outstanding on the $100.0 million revolving credit facility at September 30, 2015 , and $73.5 million of the revolving credit facility was available for borrowings. The weighted average interest rate for the revolving credit facility was 3.8% for the nine months ended September 30, 2015 . The Company incurred financing fees of $12.7 million and original issue discount costs of $7.9 million in connection with the 2013 debt refinancing and $1.6 million and $1.7 million in connection with the 2014 financing. These fees are being amortized over the terms of the related debt instruments. Amortization expense of deferred financing costs and original issue discount costs in the nine months ended September 30, 2015 were $1.6 million and $1.1 million , respectively, which are included in interest expense. The future principal payments under the term loans at September 30, 2015 are as follows (in thousands): Remainder of 2015 $ 2,388 2016 9,550 2017 9,550 2018 9,550 2019 9,550 Thereafter 891,450 $ 932,038 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE Basic earnings per share is calculated by dividing net income by the weighted-average common shares outstanding. Diluted earnings per share is calculated by dividing net income by the weighted-average common shares and potentially dilutive securities outstanding during the period. Earnings per share is calculated using the two-class method, which requires the allocation of earnings to each class of common stock outstanding and to unvested stock-based payment awards that participate equally in dividends with common stock, also referred to herein as unvested participating shares. The Company’s unvested stock-based payment awards include unvested shares awarded as restricted stock awards at the discretion of the Company’s Board of Directors. The restricted stock awards generally vest at the end of three years . See Note 6 for a discussion of the unvested stock awards and issuances. Earnings per Share - Basic The following table sets forth the computation of earnings per share using the two-class method for unvested participating shares (in thousands, except share and per share amounts): Three months ended Nine months ended 2015 2014 2015 2014 Basic earnings per share: Net income $ 20,558 $ 15,379 $ 70,009 $ 53,141 Allocation of net income to common stockholders: Common stock $ 20,415 $ 15,319 $ 69,536 $ 52,936 Unvested participating shares 143 60 473 205 $ 20,558 $ 15,379 $ 70,009 $ 53,141 Weighted average number of common shares: Common stock 60,290,842 66,087,184 61,112,263 65,755,911 Unvested participating shares 422,725 259,525 415,472 254,719 Earnings per share: Common stock $ 0.34 $ 0.23 $ 1.14 $ 0.81 Earnings per Share - Diluted The Company calculates diluted earnings per share for common stock using the more dilutive of (1) the treasury stock method, or (2) the two-class method. The following table sets forth the computation of diluted earnings per share using the two-class method for unvested participating shares (in thousands, except share and per share amounts): Three months ended Nine months ended 2015 2014 2015 2014 Diluted earnings per share: Earnings allocated to common stock $ 20,415 $ 15,319 $ 69,536 $ 52,936 Plus earnings allocated to unvested participating shares 143 60 473 205 Less adjusted earnings allocated to unvested participating shares (139 ) (59 ) (460 ) (200 ) Earnings allocated to common stock $ 20,419 $ 15,320 $ 69,549 $ 52,941 Weighted average number of common shares: Common stock 60,290,842 66,087,184 61,112,263 65,755,911 Effect of dilutive securities 1,555,883 1,548,473 1,519,181 1,678,061 61,846,725 67,635,657 62,631,444 67,433,972 Earnings per share: Common stock $ 0.33 $ 0.23 $ 1.11 $ 0.79 Options outstanding to purchase 0.1 million and 0.3 million shares of common stock were excluded from diluted earnings per share for the three and nine months ended September 30, 2015 , respectively, and 0.9 million shares of common stock were excluded from diluted earnings per share for the three and nine months ended September 30, 2014 , respectively, since their effect was anti-dilutive, which may be dilutive in the future. |
Stockholders' Equity and Stock-
Stockholders' Equity and Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity and Stock-Based Compensation | STOCKHOLDERS' EQUITY AND STOCK-BASED COMPENSATION Treasury Stock On March 28, 2014 , the Board of Directors of the Company authorized the repurchase of up to $225.0 million of its common stock. Under this authorization, the Company repurchased a total of 5.0 million shares for $221.6 million in the year ended December 31, 2014 , including 4.5 million shares that were repurchased on December 16, 2014, from investment funds affiliated with Bain Capital Partners, LLC in connection with the sale of 8.0 million shares through an underwritten secondary offering to the public that commenced on December 10, 2014. On February 4, 2015 , the Board of Directors of the Company authorized the repurchase of up to $250.0 million of its common stock. The repurchase program has no expiration date and replaced the prior 2014 authorization. During the nine months ended September 30, 2015 , 2.1 million shares were repurchased for $117.5 million , including 1.25 million and 0.7 million shares that were repurchased on June 1, 2015 and August 14, 2015, respectively, from investment funds affiliated with Bain Capital Partners, LLC, each in connection with the sale of 3.0 million shares through underwritten secondary offerings to the public that commenced on May 27, 2015 and August 10, 2015, respectively. At September 30, 2015 , $132.5 million is available for repurchase under this program. All repurchased shares have been retired. Equity Incentive Plan The Company has the 2012 Omnibus Long-Term Incentive Plan (the "Plan"), which became effective on January 24, 2013 , and allows for the issuance of equity awards of up to 5.0 million shares of common stock. As of September 30, 2015 , there were approximately 2.9 million shares of common stock available for grant. During the nine months ended September 30, 2015 , the Company granted options to purchase 436,200 shares of common stock at a weighted average price of $49.94 per share and a requisite service period of five years , with 60% of the options vesting on the third anniversary of the date of grant and 20% vesting on each of the fourth and fifth anniversaries. The weighted average fair value of options granted during the nine months ended September 30, 2015 was $14.96 per share. The fair value of each 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 30.0% ; risk free interest rate of 1.49% ; and expected life of options of 5.3 years . Restricted stock awards are also granted at the discretion of the Board of Directors as allowed under the Plan. During the nine months ended September 30, 2015 , 163,200 shares of restricted stock were granted to certain senior managers and key employees, which vest on the earliest of the third anniversary of the grant date, a change of control of the Company, and the termination of employment by reason of death or disability, and are accounted for as nonvested stock. The restricted stock was sold for a price equal to 50% of the fair value of the stock at the date of grant, or $23.68 . Proceeds from the issuance of restricted stock are recorded as other liabilities in the consolidated balance sheet until the earlier of vesting or forfeiture of the awards. Stock-based compensation expense for restricted stock awards is calculated based on the fair value of the award on the date of grant, which will be recognized on a straight line basis over the requisite service period. The unvested shares of restricted stock participate equally in dividends with common stock. At September 30, 2015 , there were 422,725 unvested shares of restricted stock outstanding, which were legally issued at the date of grant but are not considered common stock issued and outstanding in accordance with accounting guidance until the requisite service period is fulfilled. All outstanding shares of restricted stock are expected to vest. Restricted stock units are awarded to members of the Board of Directors as allowed under the Plan. The awards allow for the issuance of a share of the Company's common stock for each vested unit upon the earliest of termination of service as a member of the Board of Directors or five years after the date of the award. During the nine months ended September 30, 2015 , 9,000 restricted stock units were awarded at a weighted average fair value of $53.18 for a total value of $0.5 million . At September 30, 2015 , there were 15,066 restricted stock units outstanding, which vested upon award. The Company recorded stock-based compensation expense of $6.4 million in selling, general and administrative expenses and $0.5 million in cost of services during the nine months ended September 30, 2015 . At September 30, 2015 , there was $15.3 million of total unrecognized compensation expense related to unvested stock-based compensation arrangements granted under the Plan, which is expected to be recognized over the remaining requisite service periods of approximately two years . |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company's effective income tax rates were 34.6% and 37.6% for the three months ended September 30, 2015 and 2014 , respectively. The Company's effective income tax rates were 34.0% and 36.6% for the nine months ended September 30, 2015 and 2014 , respectively. The effective income tax rate is based upon estimated income before income taxes for the year, by jurisdiction, and estimated permanent tax adjustments. The effective income tax rate may fluctuate from quarter to quarter for various reasons, including discrete items such as settlement of foreign, Federal and State tax issues. The difference between the effective income tax rates is primarily attributable to a $1.3 million benefit recorded in the first quarter of 2015 related to the adjustment of certain permanent and temporary items. The Company’s unrecognized tax benefits were $0.7 million at September 30, 2015 and December 31, 2014 . Interest and penalties related to unrecognized tax benefits were $0.9 million at September 30, 2015 and December 31, 2014 . The Company expects the unrecognized tax benefits to change over the next twelve months if certain tax matters settle with the applicable taxing jurisdiction during this time frame, or, if the applicable statutes of limitations lapse. The impact of the amount of such changes to previously recorded uncertain tax positions could range from zero to $0.7 million , exclusive of interest and penalties. The Company and its domestic subsidiaries are subject to U.S. Federal income tax as well as multiple state jurisdictions. U.S. Federal income tax returns are typically subject to examination by the Internal Revenue Service ("IRS") and the statute of limitations for Federal income tax returns is three years . The Company's filings for 2012 through 2014 are subject to audit based upon the Federal statute of limitations. An audit of a subsidiary's filing for 2013 began in the second quarter of 2015. State income tax returns are generally subject to examination for a period of three to five years after filing of the respective return. The state impact of any Federal changes remains subject to examination by various states for a period of up to one year after formal notification to the states. There was one state audit completed with no material adjustment during the first quarter of 2015. As of September 30, 2015 , there was one state income tax audit still in process and the tax years from 2010 to 2014 are subject to audit. The Company is also subject to corporate income tax at its subsidiaries located in the United Kingdom, the Netherlands, India, Canada, Ireland, and Puerto Rico. The tax returns for the Company's subsidiaries located in foreign jurisdictions are subject to examination for periods ranging from one to seven years . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 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, revolving line of credit, and long-term debt. The fair value of the Company’s financial instruments, other than long-term debt, approximates their carrying value. As of September 30, 2015 , the Company’s long-term debt had a book value of $932.0 million and a fair value of $933.6 million based on quoted market prices for similar instruments and a model that considers observable inputs (Level 2 inputs). As of December 31, 2014 , the Company's long-term debt had a book value of $939.2 million and a fair value of $921.6 million based on quoted market prices for similar instruments and a model that considers observable inputs (Level 2 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, 2015 . |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION Bright Horizons' workplace 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, tuition reimbursement program administration, and related consulting 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 and, as a result, no additional information is produced or included herein. Full service center-based care Back-up dependent care Other educational advisory services Total (In thousands) Three months ended September 30, 2015 Revenue $ 307,512 $ 47,935 $ 10,497 $ 365,944 Amortization of intangible assets 6,899 181 144 7,224 Income from operations (1) 24,414 14,082 3,245 41,741 Three months ended September 30, 2014 Revenue $ 282,798 $ 43,493 $ 8,685 $ 334,976 Amortization of intangible assets 6,634 181 144 6,959 Income from operations 19,079 12,356 1,611 33,046 (1) For the three months ended September 30, 2015 , income from operations includes secondary offering and completed acquisition expenses of $0.2 million which has been allocated to full service center-based care. Full service Back-up Other Total (In thousands) Nine months ended September 30, 2015 Revenue $ 925,027 $ 133,940 $ 27,882 $ 1,086,849 Amortization of intangibles 20,003 543 432 20,978 Income from operations (1) 89,012 42,083 5,625 136,720 Nine months ended September 30, 2014 Revenue $ 870,546 $ 120,689 $ 23,996 $ 1,015,231 Amortization of intangibles 21,090 543 435 22,068 Income from operations (2) 70,587 36,229 2,776 109,592 (1) For the nine months ended September 30, 2015 , income from operations includes secondary offering and completed acquisition expenses of $0.5 million which has been allocated to full service center-based care. (2) For the nine months ended September 30, 2014 , income from operations includes secondary offering and completed acquisition expenses of $0.6 million which has been allocated to full service center-based care. |
Organization and Basis of Pre16
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation —The accompanying unaudited condensed consolidated balance sheet as of September 30, 2015 and the condensed consolidated statements of operations, comprehensive income and cash flows for the interim periods ended September 30, 2015 and 2014 have been prepared by the Company in accordance with accounting principles generally accepted in the U.S. for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required in accordance with generally accepted accounting principles for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 . In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of September 30, 2015 and the condensed consolidated statements of operations, comprehensive income and cash flows for the interim periods ended September 30, 2015 and 2014 , 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. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
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, 2015 are as follows (in thousands): Full service center-based care Back-up dependent care Other educational advisory services Total Beginning balance at December 31, 2014 $ 913,043 $ 158,894 $ 23,801 $ 1,095,738 Additions from acquisitions 51,393 — — 51,393 Adjustments to prior year acquisitions (15 ) — — (15 ) Effect of foreign currency translation (5,831 ) — — (5,831 ) Balance at September 30, 2015 $ 958,590 $ 158,894 $ 23,801 $ 1,141,285 |
Schedule of Finite-Lived Intangible Assets | The Company also has intangible assets, which consist of the following at September 30, 2015 and December 31, 2014 (in thousands): Weighted average amortization period Cost Accumulated amortization Net carrying amount September 30, 2015 Definite-lived intangibles: Customer relationships 14 years $ 408,413 $ (200,886 ) $ 207,527 Trade names 8 years 6,371 (2,649 ) 3,722 Non-compete agreements 5 years 53 (47 ) 6 414,837 (203,582 ) 211,255 Indefinite-lived intangibles: Trade names N/A 183,290 — 183,290 $ 598,127 $ (203,582 ) $ 394,545 Weighted average amortization period Cost Accumulated amortization Net carrying amount December 31, 2014 Definite-lived intangibles: Customer relationships 15 years $ 400,097 $ (180,900 ) $ 219,197 Trade names 8 years 5,772 (2,177 ) 3,595 Non-compete agreements 5 years 54 (44 ) 10 405,923 (183,121 ) 222,802 Indefinite-lived intangibles: Trade names N/A 183,447 — 183,447 $ 589,370 $ (183,121 ) $ 406,249 |
Schedule of Indefinite Lived Intangible Assets | The Company also has intangible assets, which consist of the following at September 30, 2015 and December 31, 2014 (in thousands): Weighted average amortization period Cost Accumulated amortization Net carrying amount September 30, 2015 Definite-lived intangibles: Customer relationships 14 years $ 408,413 $ (200,886 ) $ 207,527 Trade names 8 years 6,371 (2,649 ) 3,722 Non-compete agreements 5 years 53 (47 ) 6 414,837 (203,582 ) 211,255 Indefinite-lived intangibles: Trade names N/A 183,290 — 183,290 $ 598,127 $ (203,582 ) $ 394,545 Weighted average amortization period Cost Accumulated amortization Net carrying amount December 31, 2014 Definite-lived intangibles: Customer relationships 15 years $ 400,097 $ (180,900 ) $ 219,197 Trade names 8 years 5,772 (2,177 ) 3,595 Non-compete agreements 5 years 54 (44 ) 10 405,923 (183,121 ) 222,802 Indefinite-lived intangibles: Trade names N/A 183,447 — 183,447 $ 589,370 $ (183,121 ) $ 406,249 |
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, 2015 as follows over the next five years (in thousands): Estimated amortization expense Remainder of 2015 $ 6,797 2016 $ 27,017 2017 $ 25,787 2018 $ 24,698 2019 $ 23,770 |
Credit Arrangements and Debt 18
Credit Arrangements and Debt Obligations (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Outstanding Borrowings | Outstanding term loan borrowings were as follows at September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, Term loans $ 932,038 $ 939,200 Deferred financing costs and original issue discount (15,351 ) (18,023 ) Total debt 916,687 921,177 Less current maturities 9,550 9,550 Long-term debt $ 907,137 $ 911,627 |
Future Principal Payments Under New Term Loan | The future principal payments under the term loans at September 30, 2015 are as follows (in thousands): Remainder of 2015 $ 2,388 2016 9,550 2017 9,550 2018 9,550 2019 9,550 Thereafter 891,450 $ 932,038 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Common Share | The following table sets forth the computation of earnings per share using the two-class method for unvested participating shares (in thousands, except share and per share amounts): Three months ended Nine months ended 2015 2014 2015 2014 Basic earnings per share: Net income $ 20,558 $ 15,379 $ 70,009 $ 53,141 Allocation of net income to common stockholders: Common stock $ 20,415 $ 15,319 $ 69,536 $ 52,936 Unvested participating shares 143 60 473 205 $ 20,558 $ 15,379 $ 70,009 $ 53,141 Weighted average number of common shares: Common stock 60,290,842 66,087,184 61,112,263 65,755,911 Unvested participating shares 422,725 259,525 415,472 254,719 Earnings per share: Common stock $ 0.34 $ 0.23 $ 1.14 $ 0.81 The following table sets forth the computation of diluted earnings per share using the two-class method for unvested participating shares (in thousands, except share and per share amounts): Three months ended Nine months ended 2015 2014 2015 2014 Diluted earnings per share: Earnings allocated to common stock $ 20,415 $ 15,319 $ 69,536 $ 52,936 Plus earnings allocated to unvested participating shares 143 60 473 205 Less adjusted earnings allocated to unvested participating shares (139 ) (59 ) (460 ) (200 ) Earnings allocated to common stock $ 20,419 $ 15,320 $ 69,549 $ 52,941 Weighted average number of common shares: Common stock 60,290,842 66,087,184 61,112,263 65,755,911 Effect of dilutive securities 1,555,883 1,548,473 1,519,181 1,678,061 61,846,725 67,635,657 62,631,444 67,433,972 Earnings per share: Common stock $ 0.33 $ 0.23 $ 1.11 $ 0.79 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
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 and, as a result, no additional information is produced or included herein. Full service center-based care Back-up dependent care Other educational advisory services Total (In thousands) Three months ended September 30, 2015 Revenue $ 307,512 $ 47,935 $ 10,497 $ 365,944 Amortization of intangible assets 6,899 181 144 7,224 Income from operations (1) 24,414 14,082 3,245 41,741 Three months ended September 30, 2014 Revenue $ 282,798 $ 43,493 $ 8,685 $ 334,976 Amortization of intangible assets 6,634 181 144 6,959 Income from operations 19,079 12,356 1,611 33,046 (1) For the three months ended September 30, 2015 , income from operations includes secondary offering and completed acquisition expenses of $0.2 million which has been allocated to full service center-based care. Full service Back-up Other Total (In thousands) Nine months ended September 30, 2015 Revenue $ 925,027 $ 133,940 $ 27,882 $ 1,086,849 Amortization of intangibles 20,003 543 432 20,978 Income from operations (1) 89,012 42,083 5,625 136,720 Nine months ended September 30, 2014 Revenue $ 870,546 $ 120,689 $ 23,996 $ 1,015,231 Amortization of intangibles 21,090 543 435 22,068 Income from operations (2) 70,587 36,229 2,776 109,592 (1) For the nine months ended September 30, 2015 , income from operations includes secondary offering and completed acquisition expenses of $0.5 million which has been allocated to full service center-based care. (2) For the nine months ended September 30, 2014 , income from operations includes secondary offering and completed acquisition expenses of $0.6 million which has been allocated to full service center-based care. |
Organization and Significant Ac
Organization and Significant Accounting Policies - Additional Information (Detail) - USD ($) | Aug. 10, 2015 | Jun. 01, 2015 | May. 27, 2015 | Dec. 16, 2014 | Dec. 10, 2014 | Mar. 25, 2014 | Jun. 19, 2013 | Aug. 31, 2015 | May. 31, 2015 | Dec. 31, 2014 | Jun. 19, 2013 | Jan. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Accounting Policies [Line Items] | |||||||||||||||
Number of shares issued | 11,600,000 | ||||||||||||||
Number of shares repurchased | 1,250,000 | 700,000 | 2,053,640 | 5,000,000 | |||||||||||
Secondary Offering [Member] | |||||||||||||||
Accounting Policies [Line Items] | |||||||||||||||
Number of shares issued | 3,000,000 | 3,000,000 | 8,000,000 | 7,900,000 | 9,800,000 | ||||||||||
Proceeds from issuance of secondary offering | $ 0 | ||||||||||||||
Offering cost incurred | $ 500,000 | $ 600,000 | |||||||||||||
Number of shares repurchased | 4,500,000 | 1,250,000 | 4,500,000 | ||||||||||||
Affiliated Entity [Member] | |||||||||||||||
Accounting Policies [Line Items] | |||||||||||||||
Percentage of common stock held by investment funds affiliated with sponsor | 33.50% |
Goodwill and Intangible Asset22
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 1,095,738 |
Additions from acquisitions | 51,393 |
Adjustments to prior year acquisitions | (15) |
Effect of foreign currency translation | (5,831) |
Ending balance | 1,141,285 |
Full Service Center-based Care [Member] | |
Goodwill [Roll Forward] | |
Beginning balance | 913,043 |
Additions from acquisitions | 51,393 |
Adjustments to prior year acquisitions | (15) |
Effect of foreign currency translation | (5,831) |
Ending balance | 958,590 |
Back-up Dependent Care [Member] | |
Goodwill [Roll Forward] | |
Beginning balance | 158,894 |
Additions from acquisitions | 0 |
Adjustments to prior year acquisitions | 0 |
Effect of foreign currency translation | 0 |
Ending balance | 158,894 |
Other Educational Advisory Services [Member] | |
Goodwill [Roll Forward] | |
Beginning balance | 23,801 |
Additions from acquisitions | 0 |
Adjustments to prior year acquisitions | 0 |
Effect of foreign currency translation | 0 |
Ending balance | $ 23,801 |
Goodwill and Intangible Asset23
Goodwill and Intangible Assets - Intangible Assets Subject to Amortization (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Cost | $ 414,837 | $ 405,923 |
Accumulated amortization | (203,582) | (183,121) |
Net carrying amount | 211,255 | 222,802 |
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Cost | 598,127 | 589,370 |
Net carrying amount | $ 394,545 | $ 406,249 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Weighted average amortization period | 14 years | 15 years |
Cost | $ 408,413 | $ 400,097 |
Accumulated amortization | (200,886) | (180,900) |
Net carrying amount | $ 207,527 | $ 219,197 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Weighted average amortization period | 8 years | 8 years |
Cost | $ 6,371 | $ 5,772 |
Accumulated amortization | (2,649) | (2,177) |
Net carrying amount | $ 3,722 | $ 3,595 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Weighted average amortization period | 5 years | 5 years |
Cost | $ 53 | $ 54 |
Accumulated amortization | (47) | (44) |
Net carrying amount | 6 | 10 |
Trade Names [Member] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Cost | 183,290 | 183,447 |
Net carrying amount | $ 183,290 | $ 183,447 |
Goodwill and Intangible Asset24
Goodwill and Intangible Assets - Estimated Amortization Expense Related to Intangible Assets (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2015 | $ 6,797 |
2,016 | 27,017 |
2,017 | 25,787 |
2,018 | 24,698 |
2,019 | $ 23,770 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | Jul. 15, 2015USD ($)Center | May. 19, 2015USD ($)Center | Sep. 30, 2015USD ($)Center | Sep. 30, 2015USD ($)Business | Dec. 31, 2014USD ($)CenterBusiness |
Business Acquisition [Line Items] | |||||
Goodwill | $ 1,141,285 | $ 1,141,285 | $ 1,095,738 | ||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | $ 16,700 | ||||
Hildebrandt Learning Centers, LLC [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of centers acquired | Center | 40 | ||||
Cash consideration | $ 19,300 | ||||
Contingent consideration acquired | 500 | ||||
Goodwill | 13,200 | ||||
Intangible assets including customer relationship | $ 5,700 | ||||
Amortization period of intangible assets | 12 years | ||||
Working capital acquired (deficit) | $ 400 | ||||
Cash acquired from acquisition | 1,500 | ||||
Fixed assets acquired | $ 500 | ||||
Active Learning Childcare Limited [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of centers acquired | Center | 9 | ||||
Cash consideration | $ 42,300 | ||||
Goodwill | 30,000 | ||||
Intangible assets including customer relationship | $ 3,400 | ||||
Amortization period of intangible assets | 6 years | ||||
Working capital acquired (deficit) | $ (1,100) | ||||
Cash acquired from acquisition | 1,700 | ||||
Fixed assets acquired | 10,700 | ||||
Deferred tax assets | $ (700) | ||||
Series of Individually Immaterial Business Acquisitions [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of centers acquired | Center | 5 | ||||
Number of businesses acquired | Business | 5 | 2 | |||
Cash consideration | $ 8,300 | $ 13,200 | |||
Contingent consideration acquired | 900 | ||||
Goodwill | 8,200 | 8,200 | 11,100 | ||
Intangible assets including customer relationship | $ 800 | $ 800 | 2,100 | ||
Amortization period of intangible assets | 5 years | ||||
Cash acquired from acquisition | $ 300 | ||||
Fixed assets acquired | 900 | ||||
Working capital deficit acquired | $ (900) | ||||
UNITED STATES | Series of Individually Immaterial Business Acquisitions [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of centers acquired | Center | 4 | ||||
UNITED KINGDOM | Series of Individually Immaterial Business Acquisitions [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of centers acquired | Center | 1 |
Credit Arrangements and Debt 26
Credit Arrangements and Debt Obligations - Outstanding Borrowing (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule Of Borrowings [Line Items] | ||
Outstanding borrowings | $ 932,000 | $ 939,200 |
Deferred financing costs and original issue discount | (15,351) | (18,023) |
Total debt | 916,687 | 921,177 |
Less current maturities | 9,550 | 9,550 |
Long-term debt—net | 907,137 | 911,627 |
Term Loan [Member] | ||
Schedule Of Borrowings [Line Items] | ||
Outstanding borrowings | $ 932,038 | $ 939,200 |
Credit Arrangements and Debt 27
Credit Arrangements and Debt Obligations - Additional Information (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | |||
Effective interest rate for the term loans | 3.84% | ||
Financing fees | $ 1,600,000 | $ 12,700,000 | |
Discount and issuance cost | 1,700,000 | $ 7,900,000 | |
Amortization of deferred financing costs | $ 1,600,000 | ||
Amortization expense of original issuance discount costs | 1,100,000 | ||
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, principal amount | 1,100,000,000 | ||
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, principal amount | $ 955,000,000 | ||
Term Loan [Member] | Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, principal amount | 790,000,000 | ||
Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 3.92% | ||
Term Loan Facility [Member] | Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, principal amount | $ 165,000,000 | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, principal amount | $ 100,000,000 | ||
Weighted average interest rate | 3.80% | ||
Amount outstanding | $ 26,500,000 | ||
Remaining borrowing capacity | $ 73,500,000 |
Credit Arrangements and Debt 28
Credit Arrangements and Debt Obligations - Future Principal Payments Under New Term Loan (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Long Term Debt Maturities Estimated Repayments Of Principal [Line Items] | ||
Long Term Debt Maturities Repayments Of Principal, Total | $ 932,000 | $ 939,200 |
Term Loan Facility [Member] | ||
Long Term Debt Maturities Estimated Repayments Of Principal [Line Items] | ||
Future minimum payments in the remainder of 2015 | 2,388 | |
Future minimum payments in 2016 | 9,550 | |
Future minimum payments in 2017 | 9,550 | |
Future minimum payments in 2018 | 9,550 | |
Future minimum payments in 2019 | 9,550 | |
Future minimum payments due thereafter | 891,450 | |
Long Term Debt Maturities Repayments Of Principal, Total | $ 932,038 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Common Stock Class A [Member] | |||
Earnings Per Share [Line Items] | |||
Option outstanding to purchase (in shares) | 0.9 | 0.3 | 0.9 |
Restricted Stock [Member] | |||
Earnings Per Share [Line Items] | |||
Vesting period | 3 years |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic Earnings Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ||||
Allocation of net income (loss) to common stock | $ 20,558 | $ 15,379 | $ 70,009 | $ 53,141 |
Earnings (loss) per share: | ||||
Common stock-basic (usd per share) | $ 0.34 | $ 0.23 | $ 1.14 | $ 0.81 |
Common Stock [Member] | ||||
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ||||
Allocation of net income (loss) to common stock | $ 20,415 | $ 15,319 | $ 69,536 | $ 52,936 |
Weighted average number of common shares: | ||||
Weighted average number (shares) | 60,290,842 | 66,087,184 | 61,112,263 | 65,755,911 |
Unvested Participating Shares [Member] | ||||
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ||||
Allocation of net income (loss) to common stock | $ 143 | $ 60 | $ 473 | $ 205 |
Weighted average number of common shares: | ||||
Weighted average number (shares) | 422,725 | 259,525 | 415,472 | 254,719 |
Earnings Per Share - Computat31
Earnings Per Share - Computation of Diluted Earnings per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Diluted earnings per share: | ||||
Allocation of net income (loss) to common stock | $ 20,558 | $ 15,379 | $ 70,009 | $ 53,141 |
Earnings allocated to common stock | $ 20,419 | $ 15,320 | $ 69,549 | $ 52,941 |
Weighted average number of common shares: | ||||
Common stock-diluted (shares) | 61,846,725 | 67,635,657 | 62,631,444 | 67,433,972 |
Earnings (loss) per share: | ||||
Common stock-diluted (usd per share) | $ 0.33 | $ 0.23 | $ 1.11 | $ 0.79 |
Common Stock [Member] | ||||
Diluted earnings per share: | ||||
Allocation of net income (loss) to common stock | $ 20,415 | $ 15,319 | $ 69,536 | $ 52,936 |
Weighted average number of common shares: | ||||
Common stock-basic (shares) | 60,290,842 | 66,087,184 | 61,112,263 | 65,755,911 |
Unvested Participating Shares [Member] | ||||
Diluted earnings per share: | ||||
Allocation of net income (loss) to common stock | $ 143 | $ 60 | $ 473 | $ 205 |
Adjusted earnings | $ (139) | $ (59) | $ (460) | $ (200) |
Weighted average number of common shares: | ||||
Common stock-basic (shares) | 422,725 | 259,525 | 415,472 | 254,719 |
Stock Options [Member] | ||||
Weighted average number of common shares: | ||||
Dilutive effect (shares) | 1,555,883 | 1,548,473 | 1,519,181 | 1,678,061 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Aug. 10, 2015 | Jun. 01, 2015 | May. 27, 2015 | Dec. 16, 2014 | Dec. 10, 2014 | Mar. 25, 2014 | Jun. 19, 2013 | Aug. 31, 2015 | May. 31, 2015 | Dec. 31, 2014 | Jan. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Feb. 04, 2015 | Mar. 28, 2014 | Jan. 24, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Authorized stock repurchase amount | $ 250,000,000 | $ 225,000,000 | |||||||||||||||
Number of shares repurchased | 1,250,000 | 700,000 | 2,053,640 | 5,000,000 | |||||||||||||
Shares repurchased | $ 221,600,000 | ||||||||||||||||
Number of shares issued | 11,600,000 | ||||||||||||||||
Payments for repurchase of common stock | $ 117,538,000 | $ 7,233,000 | |||||||||||||||
Available for repurchase | 132,500,000 | ||||||||||||||||
Weighted average fair value of options granted (usd per share) | $ 14.96 | ||||||||||||||||
Expected dividend yield | 0.00% | ||||||||||||||||
Expected volatility | 30.00% | ||||||||||||||||
Risk free interest rate | 1.49% | ||||||||||||||||
Expected life of options | 5 years 3 months 18 days | ||||||||||||||||
Total unrecognized compensation expense | $ 15,300,000 | ||||||||||||||||
Remaining requisite service period | 2 years | ||||||||||||||||
2012 Omnibus Long-Term Incentive Plan [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Number of shares authorized for equity awards | 5,000,000 | ||||||||||||||||
Number of shares of common stock available for grant | 2,900,000 | ||||||||||||||||
Number of options granted | 436,200 | ||||||||||||||||
Weighted average price at time of grant (usd per share) | $ 49.94 | ||||||||||||||||
Restricted Stock [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Number of shares granted | 163,200 | ||||||||||||||||
Restricted stock price as percentage of fair value | 50.00% | ||||||||||||||||
Unvested shares of restricted stock outstanding | 422,725 | ||||||||||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Number of shares granted | 9,000 | ||||||||||||||||
Unvested shares of restricted stock outstanding | 15,066 | ||||||||||||||||
Grants in period, weighted average grant date fair value (usd per share) | $ 53.18 | ||||||||||||||||
Vested in period | $ 500,000 | ||||||||||||||||
Maximum [Member] | 2012 Omnibus Long-Term Incentive Plan [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Stock option vesting period | 5 years | ||||||||||||||||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Maximum period after which awards can be issued | 5 years | ||||||||||||||||
Selling, General and Administrative Expenses [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Total recorded stock-based compensation expense | $ 6,400,000 | ||||||||||||||||
Cost of Sales [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Total recorded stock-based compensation expense | $ 500,000 | ||||||||||||||||
Third Anniversary [Member] | 2012 Omnibus Long-Term Incentive Plan [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Vesting percentage | 60.00% | ||||||||||||||||
Fourth and Fifth Anniversary [Member] | 2012 Omnibus Long-Term Incentive Plan [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Vesting percentage | 20.00% | ||||||||||||||||
Secondary Offering [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Number of shares repurchased | 4,500,000 | 1,250,000 | 4,500,000 | ||||||||||||||
Number of shares issued | 3,000,000 | 3,000,000 | 8,000,000 | 7,900,000 | 9,800,000 | ||||||||||||
Restricted Stock [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share price (usd per share) | $ 23.68 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015USD ($) | Sep. 30, 2014 | Sep. 30, 2015USD ($)tax_audit | Sep. 30, 2014 | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Income Tax Disclosure [Line Items] | ||||||
Effective income tax rates | 34.60% | 37.60% | 34.00% | 36.60% | ||
Tax benefit | $ 1,300,000 | |||||
Unrecognized income tax benefit | $ 700,000 | $ 700,000 | $ 700,000 | |||
Interest and penalties accrued for income tax | 900,000 | 900,000 | $ 900,000 | |||
Minimum [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Change in uncertain tax positions | 0 | 0 | ||||
Maximum [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Change in uncertain tax positions | $ 700,000 | $ 700,000 | ||||
Federal [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Statute of limitations | 3 years | |||||
State [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Number of income tax audits in process | tax_audit | 1 | |||||
State [Member] | Minimum [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Statute of limitations | 3 years | |||||
State [Member] | Maximum [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Statute of limitations | 5 years | |||||
Foreign [Member] | Minimum [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Statute of limitations | 1 year | |||||
Foreign [Member] | Maximum [Member] | ||||||
Income Tax Disclosure [Line Items] | ||||||
Statute of limitations | 7 years |
Fair Value Measures - Additiona
Fair Value Measures - Additional Information (Detail) $ in Millions | 9 Months Ended | |
Sep. 30, 2015USD ($)Customer | Dec. 31, 2014USD ($) | |
Fair Value Measurements Disclosure [Line Items] | ||
Long Term Debt, Carrying Value | $ 932 | $ 939.2 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value Measurements Disclosure [Line Items] | ||
Long Term Debt, Fair Value | $ 933.6 | $ 921.6 |
Revenue [Member] | Customer Concentration Risk [Member] | ||
Fair Value Measurements Disclosure [Line Items] | ||
Concentration risk percentage | 10.00% | |
Number of Customer Generating more than 10% | Customer | 0 | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Fair Value Measurements Disclosure [Line Items] | ||
Clients accounting for more than benchmark | Customer | 0 |
Segment Information - Income fr
Segment Information - Income from Operations by Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||||
Segment Reporting Information [Line Items] | |||||||
Revenue | $ 365,944 | $ 334,976 | $ 1,086,849 | $ 1,015,231 | |||
Amortization of intangibles | 7,224 | 6,959 | 20,978 | 22,068 | |||
Income from operations | 41,741 | [1] | 33,046 | 136,720 | [2] | 109,592 | [3] |
Secondary offering costs | 200 | 500 | 600 | ||||
Operating Segments [Member] | Full Service Center-based Care [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 307,512 | 282,798 | 925,027 | 870,546 | |||
Amortization of intangibles | 6,899 | 6,634 | 20,003 | 21,090 | |||
Income from operations | 24,414 | [1] | 19,079 | 89,012 | [2] | 70,587 | [3] |
Operating Segments [Member] | Back-up Dependent Care [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 47,935 | 43,493 | 133,940 | 120,689 | |||
Amortization of intangibles | 181 | 181 | 543 | 543 | |||
Income from operations | 14,082 | [1] | 12,356 | 42,083 | [2] | 36,229 | [3] |
Operating Segments [Member] | Other Educational Advisory Services [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 10,497 | 8,685 | 27,882 | 23,996 | |||
Amortization of intangibles | 144 | 144 | 432 | 435 | |||
Income from operations | $ 3,245 | [1] | $ 1,611 | $ 5,625 | [2] | $ 2,776 | [3] |
[1] | For the three months ended September 30, 2015, income from operations includes secondary offering and completed acquisition expenses of $0.2 million which has been allocated to full service center-based care. | ||||||
[2] | For the nine months ended September 30, 2015, income from operations includes secondary offering and completed acquisition expenses of $0.5 million which has been allocated to full service center-based care. | ||||||
[3] | For the nine months ended September 30, 2014, income from operations includes secondary offering and completed acquisition expenses of $0.6 million which has been allocated to full service center-based care. |