Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 22, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
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 (shares) | 58,875,668 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 45,026 | $ 11,539 |
Accounts receivable—net | 71,898 | 97,295 |
Prepaid expenses and other current assets | 33,639 | 43,879 |
Total current assets | 150,563 | 152,713 |
Fixed assets—net | 420,441 | 429,736 |
Goodwill | 1,135,748 | 1,147,809 |
Other intangibles—net | 373,376 | 389,331 |
Other assets | 27,707 | 30,952 |
Total assets | 2,107,835 | 2,150,541 |
Current liabilities: | ||
Current portion of long-term debt | 9,550 | 9,550 |
Borrowings on revolving line of credit | 29,600 | 24,000 |
Accounts payable and accrued expenses | 117,912 | 114,776 |
Deferred revenue | 137,145 | 137,283 |
Other current liabilities | 26,127 | 19,734 |
Total current liabilities | 320,334 | 305,343 |
Long-term debt—net | 901,787 | 905,661 |
Deferred rent and related obligations | 51,052 | 50,039 |
Other long-term liabilities | 41,616 | 44,182 |
Deferred revenue | 5,310 | 4,608 |
Deferred income taxes | 109,751 | 113,100 |
Total liabilities | 1,429,850 | 1,422,933 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 25,000,000 shares authorized and no shares issued or outstanding at June 30, 2016 and December 31, 2015 | 0 | 0 |
Common stock, $0.001 par value; 475,000,000 shares authorized; 58,841,579 and 60,008,136 shares issued and outstanding at June 30, 2016 and December 31, 2015, respectively | 59 | 60 |
Additional paid-in capital | 903,486 | 983,398 |
Accumulated other comprehensive loss | (64,110) | (39,270) |
Accumulated deficit | (161,450) | (216,580) |
Total stockholders’ equity | 677,985 | 727,608 |
Total liabilities and stockholders’ equity | $ 2,107,835 | $ 2,150,541 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
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) | 58,841,579 | 60,008,136 |
Common stock, outstanding (shares) | 58,841,579 | 60,008,136 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenue | $ 402,053 | $ 370,465 | $ 787,375 | $ 720,905 |
Cost of services | 297,670 | 274,605 | 587,216 | 538,437 |
Gross profit | 104,383 | 95,860 | 200,159 | 182,468 |
Selling, general and administrative expenses | 40,756 | 36,890 | 80,787 | 73,735 |
Amortization of intangible assets | 7,049 | 6,832 | 14,197 | 13,754 |
Income from operations | 56,578 | 52,138 | 105,175 | 94,979 |
Interest income | 25 | 47 | 44 | 85 |
Interest expense | (10,329) | (10,400) | (21,032) | (20,469) |
Income before income taxes | 46,274 | 41,785 | 84,187 | 74,595 |
Income tax expense | (15,871) | (14,866) | (29,057) | (25,144) |
Net income | $ 30,403 | $ 26,919 | $ 55,130 | $ 49,451 |
Earnings per common share: | ||||
Common stock-basic (usd per share) | $ 0.51 | $ 0.44 | $ 0.92 | $ 0.80 |
Common stock-diluted (usd per share) | $ 0.50 | $ 0.43 | $ 0.90 | $ 0.78 |
Weighted average number of common shares outstanding: | ||||
Common stock-diluted (shares) | 60,635,241 | 62,858,237 | 60,967,825 | 63,023,803 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 30,403 | $ 26,919 | $ 55,130 | $ 49,451 |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustments | (19,900) | 15,611 | (24,840) | (1,272) |
Total other comprehensive (loss) income | (19,900) | 15,611 | (24,840) | (1,272) |
Comprehensive income | $ 10,503 | $ 42,530 | $ 30,290 | $ 48,179 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 55,130 | $ 49,451 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 41,091 | 38,666 |
Amortization of original issue discount and deferred financing costs | 1,903 | 1,761 |
(Gain) loss on foreign currency transactions | (122) | 124 |
Non-cash revenue and other | (29) | (108) |
(Gain) loss on disposal of fixed assets | (143) | 127 |
Stock-based compensation | 5,646 | 4,600 |
Deferred rent | 630 | 1,654 |
Deferred income taxes | (3,078) | 4,173 |
Changes in assets and liabilities: | ||
Accounts receivable | 25,131 | 15,955 |
Prepaid expenses and other current assets | 9,695 | (7,264) |
Accounts payable and accrued expenses | 5,347 | 15,632 |
Deferred revenue | 1,182 | (9,253) |
Accrued rent and related obligations | 1,271 | 1,596 |
Other assets | 2,998 | (1,101) |
Other current and long-term liabilities | 230 | (994) |
Net cash provided by operating activities | 146,882 | 115,019 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of fixed assets, net | (27,293) | (41,800) |
Payments for acquisitions, net of cash acquired | (2,359) | (22,410) |
Net cash used in investing activities | (29,652) | (64,210) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Borrowings under revolving line of credit | 156,700 | 0 |
Repayments under revolving line of credit | (151,100) | 0 |
Principal payments of long-term debt | (4,775) | (4,775) |
Payments for debt issuance costs | (1,002) | 0 |
Purchase of treasury stock | (94,896) | (72,644) |
Proceeds from issuance of common stock upon exercise of options | 4,478 | 6,199 |
Proceeds from issuance of restricted stock | 3,682 | 3,864 |
Payments of contingent consideration for acquisitions | (750) | 0 |
Tax benefit from stock-based compensation | 5,103 | 4,945 |
Net cash used in financing activities | (82,560) | (62,411) |
Effect of exchange rates on cash and cash equivalents | (1,183) | 636 |
Net increase (decrease) in cash and cash equivalents | 33,487 | (10,966) |
Cash and cash equivalents—beginning of period | 11,539 | 87,886 |
Cash and cash equivalents—end of period | 45,026 | 76,920 |
NON-CASH TRANSACTION: | ||
Fixed asset purchases recorded in accounts payable and accrued expenses | 3,000 | 4,500 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash payments of interest | 19,214 | 18,939 |
Cash payments of taxes | $ 18,849 | $ 26,901 |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
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 June 30, 2016 and the condensed consolidated statements of income, comprehensive income and cash flows for the interim periods ended June 30, 2016 and 2015 have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required in accordance with U.S. GAAP for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 . In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of June 30, 2016 and the condensed consolidated statements of income, comprehensive income and cash flows for the interim periods ended June 30, 2016 and 2015 , 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, certain of the Company's shareholders sold shares of the Company's common stock in secondary offerings ("secondary offerings") totaling 2.12 million shares in the six months ended June 30, 2016 , and 9.65 million , 15.9 million , and 9.8 million shares in the years ended December 31, 2015 , 2014 and 2013 , respectively. The Company did not receive proceeds from the sale of shares in the secondary offerings. The Company purchased 1.0 million , 2.1 million and 4.5 million of the shares sold in the secondary offerings in 2016 , 2015 and 2014 , 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 June 30, 2016 , investment funds affiliated with Bain Capital Partners, LLC held approximately 24.7% of our common stock. On August 2, 2016, the Board of Directors of the Company authorized a share repurchase program of up to $300 million of the Company’s outstanding common stock, effective August 5, 2016. The share repurchase program, which has no expiration date, replaces the prior $250 million authorization announced in February 2015, of which $26.8 million remained available thereunder as of June 30, 2016. The shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions, under Rule 10b5-1 plans, or by other means in accordance with federal securities laws. New Accounting Pronouncements — In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-09: Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . The amendments in this update simplify several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods with early adoption permitted. This update can be applied either prospectively, retrospectively or using a modified retrospective transition method, depending on the area covered. The Company is currently evaluating the impact of this update on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This standard amends the existing guidance and requires lessees to recognize on the balance sheet assets and liabilities for the rights and obligations created by those leases with lease terms longer than twelve months. This update is effective for annual and interim reporting periods beginning after December 15, 2018, including interim periods within those fiscal years, and is to be applied using a modified retrospective approach. Early adoption is permitted. The Company is in the process of evaluating the impact this standard will have on the Company's consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides guidance for revenue recognition. The FASB has subsequently issued various ASUs which amend or clarify specific areas of the guidance. 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. This new guidance is effective for the Company beginning January 1, 2018 and can be adopted using either a full retrospective or modified approach. The Company is currently in the process of evaluating the impact of adoption of this ASU on the Company's consolidated financial statements. In 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments and ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. These standards were effective January 1, 2016, which did not have an impact on the Company's consolidated financial statements. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill for the year ended December 31, 2015 and the six months ended June 30, 2016 are as follows (in thousands): Full service center-based care Back-up dependent care Other educational advisory services Total Balance at January 1, 2015 $ 913,043 $ 158,894 $ 23,801 $ 1,095,738 Additions from acquisitions 62,838 — — 62,838 Adjustments to prior year acquisitions (15 ) — — (15 ) Effect of foreign currency translation (10,752 ) — — (10,752 ) Balance at December 31, 2015 965,114 158,894 23,801 1,147,809 Additions from acquisitions 1,944 — — 1,944 Adjustments to prior year acquisitions 69 — — 69 Effect of foreign currency translation (14,074 ) — — (14,074 ) Balance at June 30, 2016 $ 953,053 $ 158,894 $ 23,801 $ 1,135,748 The Company also has intangible assets, which consist of the following at June 30, 2016 and December 31, 2015 (in thousands): Weighted average amortization period Cost Accumulated amortization Net carrying amount June 30, 2016 Definite-lived intangibles: Customer relationships 14 years $ 407,815 $ (219,521 ) $ 188,294 Trade names 8 years 5,633 (2,897 ) 2,736 Non-compete agreements 5 years 50 (48 ) 2 413,498 (222,466 ) 191,032 Indefinite-lived intangibles: Trade names N/A 182,344 — 182,344 $ 595,842 $ (222,466 ) $ 373,376 Weighted average amortization period Cost Accumulated amortization Net carrying amount December 31, 2015 Definite-lived intangibles: Customer relationships 14 years $ 410,205 $ (207,257 ) $ 202,948 Trade names 8 years 6,046 (2,748 ) 3,298 Non-compete agreements 5 years 53 (48 ) 5 416,304 (210,053 ) 206,251 Indefinite-lived intangibles: Trade names N/A 183,080 — 183,080 $ 599,384 $ (210,053 ) $ 389,331 The Company estimates that it will record amortization expense related to intangible assets existing as of June 30, 2016 as follows over the next five years (in thousands): Estimated amortization expense Remainder of 2016 $ 13,673 2017 $ 26,065 2018 $ 24,806 2019 $ 23,879 2020 $ 23,481 |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2016 | |
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 six months ended June 30, 2016 and year ended December 31, 2015 . The goodwill resulting from these acquisitions arises largely from synergies expected from combining the operations of the businesses acquired with our existing operations, as well as from benefits derived from gaining the related assembled workforce. 2016 Acquisitions During the six months ended June 30, 2016 , the Company acquired three centers in the United Kingdom, which were accounted for as a business combination. The centers were acquired for cash consideration of $2.2 million . The Company recorded goodwill of $1.9 million related to the full service center-based care segment, a portion of which will be deductible for tax purposes. Intangible assets of $0.6 million , consisting primarily of customer relationships that will be amortized over five years, and a working capital deficit of $0.3 million were also recorded in relation to this acquisition. The allocation of purchase price consideration is based on preliminary estimates of fair value; such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). As of June 30, 2016 , the purchase price allocation for this acquisition remains open as the Company gathers additional information regarding the assets acquired and the liabilities assumed. The operating results for the acquired business are included in the consolidated results of operations from the date of acquisition, which were not material to the Company's financial results. 2015 Acquisitions On May 19, 2015 , the Company acquired Hildebrandt Learning Centers, LLC ("HLC"), an operator of 40 centers in the United States, for cash consideration of $19.2 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 $0.3 million , including cash of $1.5 million , and fixed assets of $0.5 million . HLC contributed approximately $4.0 million of revenue in the six months ended June 30, 2015 . On July 15, 2015 , the Company acquired Active Learning Childcare Limited, an operator of nine centers in the United Kingdom, for cash consideration of $42.2 million , which was accounted for as a business combination. The Company recorded goodwill of $31.1 million related to the full service center-based care segment, which will not be deductible for tax purposes, and intangible assets of $3.8 million , consisting primarily of customer relationships that will be amortized over five years . The Company also acquired a working capital deficit of $1.8 million , including cash of $2.8 million , fixed assets of $9.8 million , and deferred tax liabilities of $0.7 million . During the year ended December 31, 2015 , the Company also acquired four additional centers in the United States and four additional centers in the United Kingdom, in six separate business acquisitions which were each accounted for as business combinations. The centers were acquired for cash consideration of $20.5 million and contingent consideration of $0.8 million net of cash acquired of $0.3 million . The Company recorded goodwill of $18.5 million related to the full service center-based care segment, a portion of which will be deductible for tax purposes. Intangible assets of $2.7 million , consisting primarily of customer relationships that will be amortized over five years , were also recorded in relation to these acquisitions. Contingent consideration of $0.8 million related to one of these acquisitions was paid during the six months ended June 30, 2016 . The allocation of purchase price consideration is based on preliminary estimates of fair value; such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). As of June 30, 2016 , the purchase price allocation for four of these eight acquisitions remains open 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. |
Credit Arrangements and Debt Ob
Credit Arrangements and Debt Obligations | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Credit Arrangements and Debt Obligations | CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS The Company's $1.2 billion senior credit facilities consist of $955.0 million in secured term loan facilities and a $225.0 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 mature on January 30, 2020. Outstanding term loan borrowings were as follows at June 30, 2016 and December 31, 2015 (in thousands): June 30, December 31, Term loans $ 924,875 $ 929,650 Deferred financing costs and original issue discount (13,538 ) (14,439 ) Total debt 911,337 915,211 Less current maturities 9,550 9,550 Long-term debt $ 901,787 $ 905,661 On January 26, 2016, the Company amended its existing credit agreement to increase the revolving credit facility from $100.0 million to $225.0 million , to extend the maturity date on the revolving credit facility from January 30, 2018 to July 31, 2019 , and to modify the interest rate applicable to borrowings under the revolving credit facility to a range of 1.25% to 1.75% over the base rate and 2.25% to 2.75% over the Eurocurrency rate. Borrowings outstanding on the revolving credit facility were $29.6 million at June 30, 2016 and $24.0 million at December 31, 2015 . The effective interest rate for the term loans was 3.84% at June 30, 2016 and 2015 , and the weighted average interest rate was 3.97% and 3.98% for the six months ended June 30, 2016 and 2015 , respectively. The weighted average interest rate for the revolving credit facility was 4.8% and 5.0% for the six months ended June 30, 2016 and 2015 , respectively. The Company incurred financing fees of $15.4 million and original issue discount costs of $9.6 million in connection with debt refinancings. 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 three and six months ended June 30, 2016 were $0.6 million and $0.4 million , and $1.2 million and $0.7 million , respectively, which are included in interest expense. Amortization expense of deferred financing costs and original issue discount costs in the three and six months ended June 30, 2015 were $0.5 million and $0.4 million , and $1.1 million and $0.7 million , respectively. The future principal payments under the term loans at June 30, 2016 are as follows (in thousands): Remainder of 2016 $ 4,775 2017 9,550 2018 9,550 2019 9,550 2020 891,450 $ 924,875 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2016 | |
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 . 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 Six months ended 2016 2015 2016 2015 Basic earnings per share: Net income $ 30,403 $ 26,919 $ 55,130 $ 49,451 Allocation of net income to common stockholders: Common stock $ 30,131 $ 26,735 $ 54,648 $ 49,121 Unvested participating shares 272 184 482 330 $ 30,403 $ 26,919 $ 55,130 $ 49,451 Weighted average number of common shares: Common stock 59,219,142 61,362,983 59,525,655 61,522,973 Unvested participating shares 535,388 422,725 523,933 411,845 Earnings per share: Common stock $ 0.51 $ 0.44 $ 0.92 $ 0.80 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 Six months ended 2016 2015 2016 2015 Diluted earnings per share: Earnings allocated to common stock $ 30,131 $ 26,735 $ 54,648 $ 49,121 Plus earnings allocated to unvested participating shares 272 184 482 330 Less adjusted earnings allocated to unvested participating shares (266 ) (180 ) (471 ) (321 ) Earnings allocated to common stock $ 30,137 $ 26,739 $ 54,659 $ 49,130 Weighted average number of common shares: Common stock 59,219,142 61,362,983 59,525,655 61,522,973 Effect of dilutive securities 1,416,099 1,495,254 1,442,170 1,500,830 60,635,241 62,858,237 60,967,825 63,023,803 Earnings per share: Common stock $ 0.50 $ 0.43 $ 0.90 $ 0.78 Options outstanding to purchase 0.5 million and 0.4 million shares of common stock were excluded from diluted earnings per share for the three and six months ended June 30, 2016 and 2015 respectively, since their effect was anti-dilutive, which may be dilutive in the future. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company's effective income tax rates were 34.3% and 35.6% for the three months ended June 30, 2016 and 2015 , respectively, and 34.5% and 33.7% for the six months ended June 30, 2016 and 2015 , 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 Company’s unrecognized tax benefits were $0.9 million and $0.7 million at June 30, 2016 and December 31, 2015 , respectively. There were no interest and penalties related to unrecognized tax benefits at June 30, 2016 and December 31, 2015 . 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 $0.9 million , exclusive of interest and penalties. The Company and its domestic subsidiaries are subject to audit for U.S. Federal income tax as well as multiple state jurisdictions. U.S. Federal income tax returns are typically subject to examination by the Internal Revenue Service ("IRS") and have a statute of limitations of three years , therefore, tax filings for 2012 through 2014 are subject to audit. An audit of a subsidiary's filing for 2013 began in the second quarter of 2015 and was settled in June 2016 with no changes. 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 were two state audits completed with no material adjustments during the first and second quarters of 2016. As of June 30, 2016 , there was one state income tax audit 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 | 6 Months Ended |
Jun. 30, 2016 | |
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 book value. The carrying value and estimated fair value of the Company's long-term debt as of June 30, 2016 and December 31, 2015 were as follows (in thousands): June 30, 2016 December 31, 2015 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Financial liabilities Long-term debt $ 924,875 $ 924,700 $ 929,650 $ 924,700 The estimated fair value of the Company's long-term debt is based on quoted market prices for similar instruments and a model that considers observable inputs. Judgment is required to develop these estimates. As such, our long-term debt is classified as Level 2, as defined by U.S. GAAP. 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 June 30, 2016 . |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2016 | |
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 June 30, 2016 Revenue $ 343,485 $ 47,649 $ 10,919 $ 402,053 Amortization of intangible assets 6,724 181 144 7,049 Income from operations (1) 40,586 14,352 1,640 56,578 Three months ended June 30, 2015 Revenue $ 317,181 $ 44,404 $ 8,880 $ 370,465 Amortization of intangible assets 6,507 181 144 6,832 Income from operations (1) 36,323 14,240 1,575 52,138 (1) Income from operations includes secondary offering expenses of $0.4 million and $0.3 million for the three months ended June 30, 2016 and 2015, respectively, which have been allocated to full service center-based care. Full service Back-up Other Total (In thousands) Six months ended June 30, 2016 Revenue $ 672,312 $ 92,780 $ 22,283 $ 787,375 Amortization of intangibles 13,547 362 288 14,197 Income from operations (1) 73,477 27,558 4,140 105,175 Six months ended June 30, 2015 Revenue $ 617,515 $ 86,005 $ 17,385 $ 720,905 Amortization of intangibles 13,104 362 288 13,754 Income from operations (2) 64,598 28,001 2,380 94,979 (1) For the six months ended June 30, 2016 , income from operations includes $0.6 million of expenses related to the January 2016 amendment to the Credit Agreement, completed acquisitions and a secondary offering, which have been allocated to full service center-based care. (2) For the six months ended June 30, 2015 , income from operations includes $0.3 million of secondary offering expenses, which have been allocated to full service center-based care. |
Organization and Basis of Pre15
Organization and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation —The accompanying unaudited condensed consolidated balance sheet as of June 30, 2016 and the condensed consolidated statements of income, comprehensive income and cash flows for the interim periods ended June 30, 2016 and 2015 have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required in accordance with U.S. GAAP for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 . In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of June 30, 2016 and the condensed consolidated statements of income, comprehensive income and cash flows for the interim periods ended June 30, 2016 and 2015 , 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. |
New Accounting Pronouncements | New Accounting Pronouncements — In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-09: Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . The amendments in this update simplify several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods with early adoption permitted. This update can be applied either prospectively, retrospectively or using a modified retrospective transition method, depending on the area covered. The Company is currently evaluating the impact of this update on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This standard amends the existing guidance and requires lessees to recognize on the balance sheet assets and liabilities for the rights and obligations created by those leases with lease terms longer than twelve months. This update is effective for annual and interim reporting periods beginning after December 15, 2018, including interim periods within those fiscal years, and is to be applied using a modified retrospective approach. Early adoption is permitted. The Company is in the process of evaluating the impact this standard will have on the Company's consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides guidance for revenue recognition. The FASB has subsequently issued various ASUs which amend or clarify specific areas of the guidance. 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. This new guidance is effective for the Company beginning January 1, 2018 and can be adopted using either a full retrospective or modified approach. The Company is currently in the process of evaluating the impact of adoption of this ASU on the Company's consolidated financial statements. In 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments and ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. These standards were effective January 1, 2016, which did not have an impact on the Company's consolidated financial statements. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the year ended December 31, 2015 and the six months ended June 30, 2016 are as follows (in thousands): Full service center-based care Back-up dependent care Other educational advisory services Total Balance at January 1, 2015 $ 913,043 $ 158,894 $ 23,801 $ 1,095,738 Additions from acquisitions 62,838 — — 62,838 Adjustments to prior year acquisitions (15 ) — — (15 ) Effect of foreign currency translation (10,752 ) — — (10,752 ) Balance at December 31, 2015 965,114 158,894 23,801 1,147,809 Additions from acquisitions 1,944 — — 1,944 Adjustments to prior year acquisitions 69 — — 69 Effect of foreign currency translation (14,074 ) — — (14,074 ) Balance at June 30, 2016 $ 953,053 $ 158,894 $ 23,801 $ 1,135,748 |
Schedule of Finite-Lived Intangible Assets | The Company also has intangible assets, which consist of the following at June 30, 2016 and December 31, 2015 (in thousands): Weighted average amortization period Cost Accumulated amortization Net carrying amount June 30, 2016 Definite-lived intangibles: Customer relationships 14 years $ 407,815 $ (219,521 ) $ 188,294 Trade names 8 years 5,633 (2,897 ) 2,736 Non-compete agreements 5 years 50 (48 ) 2 413,498 (222,466 ) 191,032 Indefinite-lived intangibles: Trade names N/A 182,344 — 182,344 $ 595,842 $ (222,466 ) $ 373,376 Weighted average amortization period Cost Accumulated amortization Net carrying amount December 31, 2015 Definite-lived intangibles: Customer relationships 14 years $ 410,205 $ (207,257 ) $ 202,948 Trade names 8 years 6,046 (2,748 ) 3,298 Non-compete agreements 5 years 53 (48 ) 5 416,304 (210,053 ) 206,251 Indefinite-lived intangibles: Trade names N/A 183,080 — 183,080 $ 599,384 $ (210,053 ) $ 389,331 |
Schedule of Indefinite Lived Intangible Assets | The Company also has intangible assets, which consist of the following at June 30, 2016 and December 31, 2015 (in thousands): Weighted average amortization period Cost Accumulated amortization Net carrying amount June 30, 2016 Definite-lived intangibles: Customer relationships 14 years $ 407,815 $ (219,521 ) $ 188,294 Trade names 8 years 5,633 (2,897 ) 2,736 Non-compete agreements 5 years 50 (48 ) 2 413,498 (222,466 ) 191,032 Indefinite-lived intangibles: Trade names N/A 182,344 — 182,344 $ 595,842 $ (222,466 ) $ 373,376 Weighted average amortization period Cost Accumulated amortization Net carrying amount December 31, 2015 Definite-lived intangibles: Customer relationships 14 years $ 410,205 $ (207,257 ) $ 202,948 Trade names 8 years 6,046 (2,748 ) 3,298 Non-compete agreements 5 years 53 (48 ) 5 416,304 (210,053 ) 206,251 Indefinite-lived intangibles: Trade names N/A 183,080 — 183,080 $ 599,384 $ (210,053 ) $ 389,331 |
Estimated Amortization Expense Related to Intangible Assets | The Company estimates that it will record amortization expense related to intangible assets existing as of June 30, 2016 as follows over the next five years (in thousands): Estimated amortization expense Remainder of 2016 $ 13,673 2017 $ 26,065 2018 $ 24,806 2019 $ 23,879 2020 $ 23,481 |
Credit Arrangements and Debt 17
Credit Arrangements and Debt Obligations (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Outstanding Borrowings | Outstanding term loan borrowings were as follows at June 30, 2016 and December 31, 2015 (in thousands): June 30, December 31, Term loans $ 924,875 $ 929,650 Deferred financing costs and original issue discount (13,538 ) (14,439 ) Total debt 911,337 915,211 Less current maturities 9,550 9,550 Long-term debt $ 901,787 $ 905,661 |
Future Principal Payments Under New Term Loan | The future principal payments under the term loans at June 30, 2016 are as follows (in thousands): Remainder of 2016 $ 4,775 2017 9,550 2018 9,550 2019 9,550 2020 891,450 $ 924,875 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Common Share | 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 Six months ended 2016 2015 2016 2015 Diluted earnings per share: Earnings allocated to common stock $ 30,131 $ 26,735 $ 54,648 $ 49,121 Plus earnings allocated to unvested participating shares 272 184 482 330 Less adjusted earnings allocated to unvested participating shares (266 ) (180 ) (471 ) (321 ) Earnings allocated to common stock $ 30,137 $ 26,739 $ 54,659 $ 49,130 Weighted average number of common shares: Common stock 59,219,142 61,362,983 59,525,655 61,522,973 Effect of dilutive securities 1,416,099 1,495,254 1,442,170 1,500,830 60,635,241 62,858,237 60,967,825 63,023,803 Earnings per share: Common stock $ 0.50 $ 0.43 $ 0.90 $ 0.78 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 Six months ended 2016 2015 2016 2015 Basic earnings per share: Net income $ 30,403 $ 26,919 $ 55,130 $ 49,451 Allocation of net income to common stockholders: Common stock $ 30,131 $ 26,735 $ 54,648 $ 49,121 Unvested participating shares 272 184 482 330 $ 30,403 $ 26,919 $ 55,130 $ 49,451 Weighted average number of common shares: Common stock 59,219,142 61,362,983 59,525,655 61,522,973 Unvested participating shares 535,388 422,725 523,933 411,845 Earnings per share: Common stock $ 0.51 $ 0.44 $ 0.92 $ 0.80 |
Fair Value of Financial Instr19
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair value of long-term debt | The carrying value and estimated fair value of the Company's long-term debt as of June 30, 2016 and December 31, 2015 were as follows (in thousands): June 30, 2016 December 31, 2015 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Financial liabilities Long-term debt $ 924,875 $ 924,700 $ 929,650 $ 924,700 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
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 June 30, 2016 Revenue $ 343,485 $ 47,649 $ 10,919 $ 402,053 Amortization of intangible assets 6,724 181 144 7,049 Income from operations (1) 40,586 14,352 1,640 56,578 Three months ended June 30, 2015 Revenue $ 317,181 $ 44,404 $ 8,880 $ 370,465 Amortization of intangible assets 6,507 181 144 6,832 Income from operations (1) 36,323 14,240 1,575 52,138 (1) Income from operations includes secondary offering expenses of $0.4 million and $0.3 million for the three months ended June 30, 2016 and 2015, respectively, which have been allocated to full service center-based care. Full service Back-up Other Total (In thousands) Six months ended June 30, 2016 Revenue $ 672,312 $ 92,780 $ 22,283 $ 787,375 Amortization of intangibles 13,547 362 288 14,197 Income from operations (1) 73,477 27,558 4,140 105,175 Six months ended June 30, 2015 Revenue $ 617,515 $ 86,005 $ 17,385 $ 720,905 Amortization of intangibles 13,104 362 288 13,754 Income from operations (2) 64,598 28,001 2,380 94,979 (1) For the six months ended June 30, 2016 , income from operations includes $0.6 million of expenses related to the January 2016 amendment to the Credit Agreement, completed acquisitions and a secondary offering, which have been allocated to full service center-based care. (2) For the six months ended June 30, 2015 , income from operations includes $0.3 million of secondary offering expenses, which have been allocated to full service center-based care. |
Organization and Significant Ac
Organization and Significant Accounting Policies - Additional Information (Detail) - USD ($) shares in Millions | Jan. 30, 2013 | Jun. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2016 | Aug. 02, 2016 | Feb. 28, 2015 |
Accounting Policies [Line Items] | ||||||||
Number of shares issued (shares) | 11.6 | |||||||
Proceeds from issuance of secondary offering | $ 2,120,000 | $ 9,650,000 | $ 15,900,000 | $ 9,800,000 | ||||
Number of shares repurchased (shares) | 1 | 2.1 | 4.5 | |||||
Stock repurchase program, authorized amount | $ 250,000,000 | |||||||
Stock repurchase program, remaining authorized repurchase amount | $ 26,800,000 | $ 26,800,000 | ||||||
Secondary Offering [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
Proceeds from issuance of secondary offering | $ 0 | |||||||
Affiliated Entity [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
Percentage of common stock held by investment funds affiliated with sponsor | 24.70% | 24.70% | ||||||
Subsequent Event [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
Stock repurchase program, authorized amount | $ 300,000,000 |
Goodwill and Intangible Asset22
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 1,147,809 | $ 1,095,738 |
Additions from acquisitions | 1,944 | 62,838 |
Adjustments to prior year acquisitions | 69 | (15) |
Effect of foreign currency translation | (14,074) | (10,752) |
Ending balance | 1,135,748 | 1,147,809 |
Full Service Center-based Care [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 965,114 | 913,043 |
Additions from acquisitions | 1,944 | 62,838 |
Adjustments to prior year acquisitions | 69 | (15) |
Effect of foreign currency translation | (14,074) | (10,752) |
Ending balance | 953,053 | 965,114 |
Back-up Dependent Care [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 158,894 | 158,894 |
Additions from acquisitions | 0 | 0 |
Adjustments to prior year acquisitions | 0 | 0 |
Effect of foreign currency translation | 0 | 0 |
Ending balance | 158,894 | 158,894 |
Other Educational Advisory Services [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 23,801 | 23,801 |
Additions from acquisitions | 0 | 0 |
Adjustments to prior year acquisitions | 0 | 0 |
Effect of foreign currency translation | 0 | 0 |
Ending balance | $ 23,801 | $ 23,801 |
Goodwill and Intangible Asset23
Goodwill and Intangible Assets - Intangible Assets Subject to Amortization (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Cost | $ 413,498 | $ 416,304 |
Accumulated amortization | (222,466) | (210,053) |
Net carrying amount | 191,032 | 206,251 |
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Cost | 595,842 | 599,384 |
Net carrying amount | $ 373,376 | $ 389,331 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Weighted average amortization period | 14 years | 14 years |
Cost | $ 407,815 | $ 410,205 |
Accumulated amortization | (219,521) | (207,257) |
Net carrying amount | $ 188,294 | $ 202,948 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Weighted average amortization period | 8 years | 8 years |
Cost | $ 5,633 | $ 6,046 |
Accumulated amortization | (2,897) | (2,748) |
Net carrying amount | $ 2,736 | $ 3,298 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Weighted average amortization period | 5 years | 5 years |
Cost | $ 50 | $ 53 |
Accumulated amortization | (48) | (48) |
Net carrying amount | 2 | 5 |
Trade Names [Member] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Cost | 182,344 | 183,080 |
Net carrying amount | $ 182,344 | $ 183,080 |
Goodwill and Intangible Asset24
Goodwill and Intangible Assets - Estimated Amortization Expense Related to Intangible Assets (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2016 | $ 13,673 |
2,017 | 26,065 |
2,018 | 24,806 |
2,019 | 23,879 |
2,020 | $ 23,481 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | Jul. 15, 2015USD ($)Center | May 19, 2015USD ($)Center | Jun. 30, 2016USD ($)Center | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($)CenterBusiness | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 1,135,748 | $ 1,147,809 | $ 1,095,738 | |||
Hildebrandt Learning Centers, LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash consideration | $ 19,200 | |||||
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) | $ 300 | |||||
Cash acquired from acquisition | 1,500 | |||||
Fixed assets acquired | $ 500 | |||||
Revenue of acquiree since acquisition date | $ 4,000 | |||||
Active Learning Childcare Limited [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of centers acquired | Center | 9 | |||||
Cash consideration | $ 42,200 | |||||
Goodwill | 31,100 | |||||
Intangible assets including customer relationship | $ 3,800 | |||||
Amortization period of intangible assets | 5 years | |||||
Working capital acquired (deficit) | $ (1,800) | |||||
Cash acquired from acquisition | 2,800 | |||||
Fixed assets acquired | 9,800 | |||||
Deferred tax assets | $ (700) | |||||
Series of Individually Immaterial Business Acquisitions [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of businesses acquired | Business | 6 | |||||
Cash consideration | 2,200 | $ 20,500 | ||||
Contingent consideration acquired | 800 | |||||
Goodwill | 1,900 | 18,500 | ||||
Intangible assets including customer relationship | $ 600 | $ 2,700 | ||||
Amortization period of intangible assets | 5 years | 5 years | ||||
Working capital acquired (deficit) | $ (300) | |||||
Cash acquired from acquisition | $ 300 | |||||
Proceeds from contingent consideration | $ 800 | |||||
UNITED STATES | Hildebrandt Learning Centers, LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of centers acquired | Center | 40 | |||||
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 | 3 | 4 |
Credit Arrangements and Debt 26
Credit Arrangements and Debt Obligations - Outstanding Borrowing (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Schedule Of Borrowings [Line Items] | ||
Borrowings on revolving line of credit | $ 29,600 | $ 24,000 |
Deferred financing costs and original issue discount | (13,538) | (14,439) |
Total debt | 911,337 | 915,211 |
Less current maturities | 9,550 | 9,550 |
Long-term debt—net | 901,787 | 905,661 |
Term Loan [Member] | ||
Schedule Of Borrowings [Line Items] | ||
Outstanding borrowings | $ 924,875 | $ 929,650 |
Credit Arrangements and Debt 27
Credit Arrangements and Debt Obligations - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jan. 25, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 31, 2013 | |
Debt Instrument [Line Items] | ||||||||
Effective interest rate for the term loans | 3.84% | 3.84% | ||||||
Amount outstanding | $ 29,600,000 | $ 29,600,000 | ||||||
Borrowings on revolving line of credit | 29,600,000 | 29,600,000 | $ 24,000,000 | |||||
Financing fees | 15,400,000 | |||||||
Discount and issuance cost | 9,600,000 | |||||||
Amortization of deferred financing costs | 600,000 | $ 500,000 | 1,200,000 | $ 1,100,000 | ||||
Amortization expense of original issuance discount costs | 400,000 | $ 400,000 | 700,000 | $ 700,000 | ||||
Senior Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, principal amount | $ 1,200,000,000 | $ 1,200,000,000 | ||||||
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 | 3.97% | 3.98% | 3.97% | 3.98% | ||||
Secured Debt [Member] | Senior Credit Facilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, principal amount | $ 955,000,000 | $ 955,000,000 | ||||||
Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Weighted average interest rate | 4.80% | 5.00% | 4.80% | 5.00% | ||||
Revolving Credit Facility [Member] | Senior Credit Facilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, principal amount | $ 225,000,000 | $ 225,000,000 | $ 100,000,000 | |||||
Senior Subordinated Notes [Member] | Senior Credit Facilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, principal amount | $ 165,000,000 | |||||||
Base Rate [Member] | Minimum [Member] | Revolving Credit Facility [Member] | Senior Credit Facilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |||||||
Base Rate [Member] | Maximum [Member] | Revolving Credit Facility [Member] | Senior Credit Facilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||||
Eurodollar [Member] | Minimum [Member] | Revolving Credit Facility [Member] | Senior Credit Facilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||||||
Eurodollar [Member] | Maximum [Member] | Revolving Credit Facility [Member] | Senior Credit Facilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% |
Credit Arrangements and Debt 28
Credit Arrangements and Debt Obligations - Future Principal Payments Under New Term Loan (Detail) - Term Loan Facility [Member] $ in Thousands | Jun. 30, 2016USD ($) |
Long Term Debt Maturities Estimated Repayments Of Principal [Line Items] | |
Future minimum payments in the remainder of 2016 | $ 4,775 |
Future minimum payments in 2017 | 9,550 |
Future minimum payments in 2018 | 9,550 |
Future minimum payments in 2019 | 9,550 |
Future minimum payments in 2020 | 891,450 |
Long Term Debt Maturities Repayments Of Principal, Total | $ 924,875 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Common Stock Class A [Member] | ||||
Earnings Per Share [Line Items] | ||||
Option outstanding to purchase (shares) | 0.6 | 0.4 | 0.5 | 0.4 |
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 | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ||||
Allocation of net income (loss) to common stock | $ 30,403 | $ 26,919 | $ 55,130 | $ 49,451 |
Earnings (loss) per share: | ||||
Common stock-basic (usd per share) | $ 0.51 | $ 0.44 | $ 0.92 | $ 0.80 |
Common Stock [Member] | ||||
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ||||
Allocation of net income (loss) to common stock | $ 30,131 | $ 26,735 | $ 54,648 | $ 49,121 |
Weighted average number of common shares: | ||||
Weighted average number (shares) | 59,219,142 | 61,362,983 | 59,525,655 | 61,522,973 |
Unvested Participating Shares [Member] | ||||
Calculation Of Numerator And Denominator In Earnings Per Share [Line Items] | ||||
Allocation of net income (loss) to common stock | $ 272 | $ 184 | $ 482 | $ 330 |
Weighted average number of common shares: | ||||
Weighted average number (shares) | 535,388 | 422,725 | 523,933 | 411,845 |
Earnings Per Share - Computat31
Earnings Per Share - Computation of Diluted Earnings per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Diluted earnings per share: | ||||
Allocation of net income (loss) to common stock | $ 30,403 | $ 26,919 | $ 55,130 | $ 49,451 |
Earnings allocated to common stock | $ 30,137 | $ 26,739 | $ 54,659 | $ 49,130 |
Weighted average number of common shares: | ||||
Common stock-diluted (shares) | 60,635,241 | 62,858,237 | 60,967,825 | 63,023,803 |
Earnings (loss) per share: | ||||
Common stock-diluted (usd per share) | $ 0.50 | $ 0.43 | $ 0.90 | $ 0.78 |
Common Stock [Member] | ||||
Diluted earnings per share: | ||||
Allocation of net income (loss) to common stock | $ 30,131 | $ 26,735 | $ 54,648 | $ 49,121 |
Weighted average number of common shares: | ||||
Common stock-basic (shares) | 59,219,142 | 61,362,983 | 59,525,655 | 61,522,973 |
Unvested Participating Shares [Member] | ||||
Diluted earnings per share: | ||||
Allocation of net income (loss) to common stock | $ 272 | $ 184 | $ 482 | $ 330 |
Adjusted earnings | $ (266) | $ (180) | $ (471) | $ (321) |
Weighted average number of common shares: | ||||
Common stock-basic (shares) | 535,388 | 422,725 | 523,933 | 411,845 |
Stock Options [Member] | ||||
Weighted average number of common shares: | ||||
Dilutive effect (shares) | 1,416,099 | 1,495,254 | 1,442,170 | 1,500,830 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016USD ($) | Jun. 30, 2015 | Jun. 30, 2016USD ($)tax_audit | Jun. 30, 2015 | Dec. 31, 2015USD ($) | |
Income Tax Disclosure [Line Items] | |||||
Effective income tax rates | 34.30% | 35.60% | 34.50% | 33.70% | |
Unrecognized income tax benefit | $ 900,000 | $ 900,000 | $ 700,000 | ||
Interest and penalties accrued for income tax | 0 | 0 | $ 0 | ||
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 | $ 900,000 | $ 900,000 | |||
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 Measurements - Debt
Fair Value Measurements - Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Estimate of Fair Value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt | $ 924,700 | $ 924,700 |
Carrying Value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt | $ 924,875 | $ 929,650 |
Fair Value Measures - Additiona
Fair Value Measures - Additional Information (Detail) - Customer Concentration Risk [Member] | 6 Months Ended |
Jun. 30, 2016Customer | |
Revenue [Member] | |
Fair Value Measurements Disclosure [Line Items] | |
Concentration risk percentage | 10.00% |
Number of Customer Generating more than 10% | 0 |
Accounts Receivable [Member] | |
Fair Value Measurements Disclosure [Line Items] | |
Clients accounting for more than benchmark | 0 |
Segment Information - Income fr
Segment Information - Income from Operations by Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 402,053 | $ 370,465 | $ 787,375 | $ 720,905 |
Amortization of intangibles | 7,049 | 6,832 | 14,197 | 13,754 |
Income from operations | 56,578 | 52,138 | 105,175 | 94,979 |
Secondary offering costs | 400 | 300 | 600 | 300 |
Operating Segments [Member] | Full Service Center-based Care [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 343,485 | 317,181 | 672,312 | 617,515 |
Amortization of intangibles | 6,724 | 6,507 | 13,547 | 13,104 |
Income from operations | 40,586 | 36,323 | 73,477 | 64,598 |
Operating Segments [Member] | Back-up Dependent Care [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 47,649 | 44,404 | 92,780 | 86,005 |
Amortization of intangibles | 181 | 181 | 362 | 362 |
Income from operations | 14,352 | 14,240 | 27,558 | 28,001 |
Operating Segments [Member] | Other Educational Advisory Services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 10,919 | 8,880 | 22,283 | 17,385 |
Amortization of intangibles | 144 | 144 | 288 | 288 |
Income from operations | $ 1,640 | $ 1,575 | $ 4,140 | $ 2,380 |