Document
false0001437578 0001437578 2019-08-01 2019-08-01


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 1, 2019
 
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-35780
 
80-0188269
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)
200 Talcott Avenue
 
 
 
 
Watertown,
Massachusetts
 
 
 
02472
(Address of principal executive offices)
 
 
 
(Zip code)
Registrant’s telephone number, including area code: (617) 673-8000
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.001 par value per share
 
BFAM
 
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 





Item 2.02
Results of Operations and Financial Condition
On August 1, 2019, Bright Horizons Family Solutions Inc. issued a press release announcing its financial results for the fiscal quarter ended June 30, 2019 and updated certain financial guidance for the full year 2019. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information contained in this Item, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such filing.
Item 9.01
Financial Statements and Exhibits
(d)
Exhibits
99.1
101.INS
Inline XBRL Instance Document - the instance document does not appear in Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema Document
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101)





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
Date:
August 1, 2019
By:
/s/ Elizabeth Boland
 
 
 
Elizabeth Boland
 
 
 
Chief Financial Officer


Exhibit


Exhibit 99.1
Bright Horizons Family Solutions Reports Second Quarter of 2019 Financial Results
WATERTOWN, MA - (Business Wire - August 1, 2019) - Bright Horizons Family Solutions® Inc. (NYSE: BFAM), a leading provider of high-quality child care, early education and other services designed to help employers, families and adult learners better address the challenges of work and family life, today announced financial results for the second quarter of 2019 and updated certain financial guidance for the full year 2019.
Second Quarter 2019 Highlights (compared to second quarter 2018):
Revenue increased 8% to $528 million
Income from operations increased 16% to $75 million
Net income increased 22% to $49 million and diluted earnings per common share increased 22% to $0.83
Non-GAAP measures
Adjusted income from operations* increased 13% to $75 million
Adjusted EBITDA* increased 11% to $106 million
Adjusted net income* increased 15% to $58 million and diluted adjusted earnings per common share* increased 14% to $0.99
“We are pleased to report strong financial results for the second quarter of 2019,” said Stephen Kramer, Chief Executive Officer.  “Our performance continues to reflect the value that families and learners place on the high-quality services we provide, as well as our commitment to expanding the impact we have with our multi-national clients and their employees across life and career stages in key markets around the globe.”
“Our continued success is the direct result of the work of our 34,000 employees dedicated to our important mission and unique culture.” Kramer continued. “We remain focused on being an employer of choice and on recognizing the vital contributions of our people.”
Second Quarter 2019 Results
Revenue increased $38.4 million, or 8%, in the second quarter of 2019 from the second quarter of 2018 on contributions from new and ramping full service child care centers, average price increases of 3% to 4%, and expanded sales and utilization of our back-up care and educational advisory services.
Income from operations was $74.8 million for the second quarter of 2019, an increase from $64.6 million in the same 2018 period. Increases in revenue and gross profit reflect contributions from enrollment gains in mature and ramping centers, new child care centers, back-up care and educational advisory clients that have increased utilization levels or been added since the second quarter of 2018, efficiencies in service delivery across the expanding customer base, and strong cost management. These gains were partially offset by investments in marketing and technology to support our customer user experience, service delivery and operating efficiency, and costs incurred during the pre-opening and ramp-up phase of newer lease/consortium centers. Net income was $49.3 million for the second quarter of 2019 compared to net income of $40.4 million in the same 2018 period, an increase of $8.9 million, or 22%, attributable to the expanded income from operations. Diluted earnings per common share was $0.83 for the second quarter of 2019 compared to $0.68 in the same 2018 period.
In the second quarter of 2019, adjusted EBITDA increased $10.5 million, or 11%, to $105.9 million, and adjusted income from operations increased $8.6 million, or 13%, to $74.8 million from the second quarter of 2018 due primarily to the expanded gross profit. Adjusted net income increased by $7.6 million, or 15%, to $58.5 million on the expanded income from operations. Diluted adjusted earnings per common share was $0.99 compared to $0.87 in the second quarter of 2018.
As of June 30, 2019, the Company had more than 1,100 client relationships with employers across a diverse array of industries and operated 1,083 child care and early education centers with the capacity to serve approximately 120,000 children and their families.




*Adjusted EBITDA, adjusted income from operations, adjusted net income and diluted adjusted earnings per common share are non-GAAP measures. Adjusted EBITDA represents earnings before interest, taxes, depreciation, amortization, the excess of lease expense over cash lease expense, stock-based compensation expense, and transaction costs. Adjusted income from operations represents income from operations before transaction costs. Adjusted net income represents net income determined in accordance with GAAP, adjusted for stock-based compensation expense, amortization expense, transaction costs, and the income tax provision (benefit) thereon. Diluted adjusted earnings per common share is a non-GAAP measure, calculated using adjusted net income. These non-GAAP measures are more fully described and are reconciled from the respective measures determined under GAAP in “Presentation of Non-GAAP Measures” and the attached table “Bright Horizons Family Solutions Inc. Non-GAAP Reconciliations.”
Balance Sheet and Cash Flow
For the six months ended June 30, 2019, the Company generated approximately $190.6 million of cash from operations compared to $188.8 million for the same period in 2018, and invested $90.9 million in fixed assets, acquisitions, and other investments compared to $89.8 million for the same period in 2018. Net cash used in financing activities totaled $112.4 million in the six months ended June 30, 2019 compared to $99.8 million for the same 2018 period. The Company reported a net increase in cash and cash equivalents of $7.2 million to $22.7 million as of June 30, 2019.
2019 Outlook
As described below, the Company is updating certain financial guidance. For the full year 2019, the Company currently expects:
Revenue growth in 2019 in the range of 8-10%
Net income in the range of $174 million to $176 million and diluted earnings per common share in the range of $2.95 to $2.98
Adjusted net income in the range of $211 million to $213 million and diluted adjusted earnings per common share in the range of $3.59 to $3.64
Diluted weighted average shares of approximately 59 million shares
For a reconciliation of the non-GAAP measures to their most directly comparable GAAP measure, refer to the attached table “Bright Horizons Family Solutions Inc. Non-GAAP Reconciliations.”
Conference Call
Bright Horizons Family Solutions will host an investor conference call today at 5:00 pm ET to discuss our results, expectations, business strategy and outlook.  Interested parties are invited to listen to the conference call by dialing 1-877-407-9039 or, for international callers, 1-201-689-8470, and asking for the Bright Horizons Family Solutions conference call moderated by Chief Executive Officer Stephen Kramer.  Replays of the entire call will be available through August 22, 2019 at 1-844-512-2921 or, for international callers, 1-412-317-6671, conference ID #13685054. A link to the audio webcast of the conference call and a copy of this press release are also available through the Investor Relations section of the Company’s web site, www.brighthorizons.com.




Forward-Looking Statements
This press release includes forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company’s actual results may vary significantly from the results anticipated in these forward-looking statements, which can generally be identified by the use of forward-looking terminology, including the terms “believes,” “expects,” “may,” “will,” “should,” “seeks,” “projects,” “approximately,” “intends,” “plans,” “estimates” or “anticipates,” or, in each case, their negatives or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts, including statements regarding the Company’s intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth plan, the impact of our business strategy, our culture, estimated effective tax rate and tax expense, estimates and impact of equity transactions and excess tax benefits, our investments, and our third quarter and full year 2019 financial guidance. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The Company believes that these risks and uncertainties include, but are not limited to, changes in the demand for child care and other dependent care services, including variation in enrollment trends and lower than expected demand from employer sponsor clients; the possibility that acquisitions may disrupt our operations and expose us to additional risk; our ability to pass on our increased costs; our indebtedness and the terms of such indebtedness; our ability to withstand seasonal fluctuations in the demand for our services; our ability to implement our growth strategies successfully; and other risks and uncertainties more fully described in the “Risk Factors” section of our Annual Report on Form 10-K filed February 27, 2019, and other factors disclosed from time to time in our other filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the time of this release and we do not undertake to publicly update or revise them, whether as a result of new information, future events or otherwise, except as required by law.
Presentation of Non-GAAP Measures
In addition to the results provided in accordance with U.S. generally accepted accounting principles (“GAAP”) throughout this press release, the Company has provided non-GAAP measurements - adjusted EBITDA, adjusted income from operations, adjusted net income and diluted adjusted earnings per common share - which present operating results on a basis adjusted for certain items.  The Company uses these non-GAAP measures as key performance indicators for the purpose of evaluating performance internally, and in connection with determining incentive compensation for Company management, including executive officers.  Adjusted EBITDA is also used in connection with the determination of certain ratio requirements under our credit agreement. We also believe these non-GAAP measures provide investors with useful information with respect to our historical operations. These non-GAAP measures are not intended to replace, and should not be considered superior to, the presentation of our financial results in accordance with GAAP. The use of the terms adjusted EBITDA, adjusted income from operations, adjusted net income and diluted adjusted earnings per common share may differ from similar measures reported by other companies and may not be comparable to other similarly titled measures.  Adjusted EBITDA, adjusted income from operations, adjusted net income and diluted adjusted earnings per common share are reconciled from the respective measures under GAAP in the attached table “Bright Horizons Family Solutions Inc. Non-GAAP Reconciliations.”
Guidance for non-GAAP financial measures excludes stock-based compensation, amortization of intangible assets, and transaction costs related to the completion of debt financing transactions and completed acquisitions, as well as tax effects associated with these items. These adjustments to net income and diluted earnings per common share in future periods are generally expected to be similar to the types of charges and costs excluded from adjusted net income and diluted adjusted earnings per common share in prior quarters, although we can provide no assurance as to the timing or magnitude of any such adjustments. The exclusion of these charges and costs in future periods will have an impact on the Company’s adjusted net income and diluted adjusted earnings per common share.
About Bright Horizons Family Solutions Inc.
Bright Horizons is trusted by families around the world to provide care and education for their children. Operating approximately 1,100 child care centers, Bright Horizons cares for approximately 120,000 children annually in the United States, the United Kingdom, the Netherlands, Canada and India. Used by more than 1,100 of the world's best employers across industries, Bright Horizons back-up child and elder care, tuition program management, education advising, and student loan repayment programs support employees through every life and career stage, and help people succeed at work and at home. For more information, go to www.brighthorizons.com.




Contacts:
Investors:
 
Elizabeth Boland
 
Chief Financial Officer - Bright Horizons
 
eboland@brighthorizons.com
 
617-673-8125
 
 
 
Kevin Doherty
 
Managing Director - Solebury Trout
 
kdoherty@soleburytrout.com
 
203-428-3233
 
 
Media:
 
Ilene Serpa
 
Vice President - Communications - Bright Horizons
 
iserpa@brighthorizons.com
 
617-673-8044




BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
(Unaudited)

 
Three Months Ended June 30,
 
2019
 
%
 
2018
 
%
Revenue
$
528,060

 
100.0
 %
 
$
489,699

 
100.0
 %
Cost of services
388,439

 
73.6
 %
 
363,662

 
74.3
 %
Gross profit
139,621

 
26.4
 %
 
126,037

 
25.7
 %
Selling, general and administrative expenses
56,491

 
10.7
 %
 
53,137

 
10.9
 %
Amortization of intangible assets
8,297

 
1.6
 %
 
8,276

 
1.6
 %
Income from operations
74,833

 
14.1
 %
 
64,624

 
13.2
 %
Interest expense — net
(11,723
)
 
(2.2
)%
 
(12,161
)
 
(2.5
)%
Income before income tax
63,110

 
11.9
 %
 
52,463

 
10.7
 %
Income tax expense
(13,783
)
 
(2.6
)%
 
(12,037
)
 
(2.4
)%
Net income
$
49,327

 
9.3
 %
 
$
40,426

 
8.3
 %
 
 
 
 
 
 
 
 
Earnings per common share:
 
 
 
 
 
 
 
Common stock — basic
$
0.85

 
 
 
$
0.70

 
 
Common stock — diluted
$
0.83

 
 
 
$
0.68

 
 
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding:
 
 
 
 
 
 
 
Common stock — basic
57,847,630

 
 
 
57,613,596

 
 
Common stock — diluted
58,939,763

 
 
 
58,761,229

 
 






BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
(Unaudited)

 
Six Months Ended June 30,
 
2019
 
%
 
2018
 
%
Revenue
$
1,029,818

 
100.0
 %
 
$
953,356

 
100.0
 %
Cost of services
763,250

 
74.1
 %
 
713,775

 
74.9
 %
Gross profit
266,568

 
25.9
 %
 
239,581

 
25.1
 %
Selling, general and administrative expenses
112,366

 
10.9
 %
 
103,349

 
10.8
 %
Amortization of intangible assets
16,459

 
1.6
 %
 
16,324

 
1.7
 %
Income from operations
137,743

 
13.4
 %
 
119,908

 
12.6
 %
Interest expense — net
(23,671
)
 
(2.3
)%
 
(23,664
)
 
(2.5
)%
Income before income tax
114,072

 
11.1
 %
 
96,244

 
10.1
 %
Income tax expense
(22,703
)
 
(2.2
)%
 
(18,520
)
 
(1.9
)%
Net income
$
91,369

 
8.9
 %
 
$
77,724

 
8.2
 %
 
 
 
 
 
 
 
 
Earnings per common share:
 
 
 
 
 
 
 
Common stock — basic
$
1.57

 
 
 
$
1.33

 
 
Common stock — diluted
$
1.55

 
 
 
$
1.31

 
 
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding:
 
 
 
 
 
 
 
Common stock — basic
57,763,335

 
 
 
57,902,208

 
 
Common stock — diluted
58,846,073

 
 
 
59,104,631

 
 






BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

 
June 30, 2019
 
December 31, 2018
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
22,656

 
$
15,450

Accounts receivable — net
111,529

 
131,178

Prepaid expenses and other current assets
52,955

 
47,263

Total current assets
187,140

 
193,891

Fixed assets — net
601,271

 
597,141

Goodwill
1,380,211

 
1,347,611

Other intangibles — net
314,351

 
323,035

Operating lease right-of-use assets (1)
666,399

 

Other assets
44,107

 
62,628

Total assets
$
3,193,479

 
$
2,524,306

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
Current portion of long-term debt
$
10,750

 
$
10,750

Borrowings under revolving credit facility

 
118,200

Accounts payable and accrued expenses
155,036

 
154,195

Current portion of operating lease liabilities (1)
80,723

 

Deferred revenue and other current liabilities
206,816

 
200,640

Total current liabilities
453,325

 
483,785

Long-term debt — net
1,032,459

 
1,036,870

Operating lease liabilities (1)
653,971

 
71,817

Deferred income taxes
73,818

 
71,306

Other long-term liabilities
101,544

 
81,051

Total liabilities
2,315,117

 
1,744,829

Total stockholders’ equity
878,362

 
779,477

Total liabilities and stockholders’ equity
$
3,193,479

 
$
2,524,306

(1)
The Company adopted Accounting Standards Codification No. 842, Leases (ASC 842), effective January 1, 2019. Upon adoption, the Company recognized operating lease right-of-use assets and liabilities for the rights and obligations created by lease arrangements. Lease obligations associated with deferred rent and lease incentives recorded under previous guidance were reclassified from other current liabilities and operating lease liabilities to the operating lease right-of-use assets. The Company adopted the new lease guidance using the modified retrospective approach and the transition method available in accordance with Accounting Standards Update 2018-11, Leases (Topic 842): Targeted Improvements, which provides the option to use the effective date as the date of initial application of the guidance. As a result, the comparative information for prior periods has not been adjusted and continues to be reported in accordance with the accounting standards in effect for those periods under the previously applicable guidance.






BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)

 
Six Months Ended June 30,
 
2019
 
2018
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
Net income
$
91,369

 
$
77,724

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
53,347

 
49,933

Stock-based compensation expense
7,618

 
6,589

Deferred income taxes
3,641

 
(2,347
)
Other non-cash adjustments — net
(294
)
 
1,754

Changes in assets and liabilities
34,930

 
55,126

  Net cash provided by operating activities
190,611

 
188,779

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
Purchases of fixed assets — net
(45,015
)
 
(39,155
)
Purchases of investments
(20,024
)
 

Payments and settlements for acquisitions — net of cash acquired
(25,860
)
 
(50,624
)
  Net cash used in investing activities
(90,899
)
 
(89,779
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
Revolving credit facility — net
(117,858
)
 
(14,800
)
Principal payments of long-term debt
(5,375
)
 
(5,375
)
Payments for debt issuance costs

 
(292
)
Purchase of treasury stock
(690
)
 
(85,725
)
Taxes paid related to the net share settlement of stock options and restricted stock
(5,540
)
 
(7,074
)
Proceeds from issuance of common stock upon exercise of options and restricted stock upon purchase
17,085

 
16,118

Payments of contingent consideration for acquisitions

 
(2,615
)
  Net cash used in financing activities
(112,378
)
 
(99,763
)
Effect of exchange rates on cash, cash equivalents and restricted cash
414

 
530

  Net decrease in cash, cash equivalents and restricted cash
(12,252
)
 
(233
)
Cash, cash equivalents and restricted cash — beginning of period
38,478

 
36,570

Cash, cash equivalents and restricted cash — end of period
$
26,226

 
$
36,337







BRIGHT HORIZONS FAMILY SOLUTIONS INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)


 
Full service
center-based
child care
 
Back-up
care
 
Educational
advisory
services
 
Total
Three Months Ended June 30, 2019
 
 
 
 
 
 
 
Revenue
$
438,580

 
$
70,049

 
$
19,431

 
$
528,060

Income from operations
51,827

 
18,434

 
4,572

 
74,833

Adjusted income from operations
51,827

 
18,434

 
4,572

 
74,833

 
 
 
 
 
 
 
 
Three Months Ended June 30, 2018
 
 
 
 
 
 
 
Revenue
$
414,121

 
$
58,822

 
$
16,756

 
$
489,699

Income from operations
44,940

 
16,141

 
3,543

 
64,624

Adjusted income from operations (1)
46,527

 
16,141

 
3,543

 
66,211

(1)
Adjusted income from operations represents income from operations excluding expenses incurred in connection with the May 2018 amendment to the credit agreement and completed acquisitions, which have been allocated to the full service center-based child care segment.
 
Full service
center-based
child care
 
Back-up
care
 
Educational
advisory
services
 
Total
Six Months Ended June 30, 2019
 
 
 
 
 
 
 
Revenue
$
856,900

 
$
134,743

 
$
38,175

 
$
1,029,818

Income from operations
93,357

 
35,551

 
8,835

 
137,743

Adjusted income from operations (1)
93,357

 
35,984

 
8,835

 
138,176

 
 
 
 
 
 
 
 
Six Months Ended June 30, 2018
 
 
 
 
 
 
 
Revenue
$
806,746

 
$
113,501

 
$
33,109

 
$
953,356

Income from operations
81,851

 
30,266

 
7,791

 
119,908

Adjusted income from operations (2)
83,766

 
30,266

 
7,791

 
121,823

(1)
Adjusted income from operations represents income from operations excluding expenses incurred in connection with completed acquisitions, which have been allocated to the back-up care segment.
(2)
Adjusted income from operations represents income from operations excluding expenses incurred in connection with the May 2018 amendment to the credit agreement, the March 2018 secondary offering, and completed acquisitions, which have been allocated to the full service center-based child care segment.





BRIGHT HORIZONS FAMILY SOLUTIONS INC.
NON-GAAP RECONCILIATIONS
(In thousands, except share data)
(Unaudited)


 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
Net income
$
49,327

 
$
40,426

 
$
91,369

 
$
77,724

Interest expense — net
11,723

 
12,161

 
23,671

 
23,664

Income tax expense
13,783

 
12,037

 
22,703

 
18,520

Depreciation
18,588

 
16,974

 
36,888

 
33,609

Amortization of intangible assets (a)
8,297

 
8,276

 
16,459

 
16,324

EBITDA
101,718

 
89,874

 
191,090

 
169,841

Additional Adjustments:
 
 
 
 
 
 
 
Non-cash operating lease expense (b)
(345
)
 
218

 
582

 
226

Stock-based compensation expense (c)
4,512

 
3,698

 
7,618

 
6,589

Transaction costs (d)


1,587

 
433

 
1,915

Total adjustments
4,167

 
5,503

 
8,633

 
8,730

Adjusted EBITDA
$
105,885

 
$
95,377

 
$
199,723

 
$
178,571

 
 
 
 
 
 
 
 
Income from operations
$
74,833

 
$
64,624

 
$
137,743

 
$
119,908

Transaction costs (d)

 
1,587

 
433

 
1,915

Adjusted income from operations
$
74,833

 
$
66,211

 
$
138,176

 
$
121,823

 
 
 
 
 
 
 
 
Net income
$
49,327

 
$
40,426

 
$
91,369

 
$
77,724

Income tax expense
13,783

 
12,037

 
22,703

 
18,520

Income before income tax
63,110

 
52,463

 
114,072

 
96,244

Stock-based compensation expense (c)
4,512

 
3,698

 
7,618

 
6,589

Amortization of intangible assets (a)
8,297

 
8,276

 
16,459

 
16,324

Transaction costs (d)

 
1,587

 
433

 
1,915

Adjusted income before income tax
75,919

 
66,024

 
138,582

 
121,072

Adjusted income tax expense (e)
(17,461
)
 
(15,119
)
 
(32,312
)
 
(27,587
)
Adjusted net income
$
58,458

 
$
50,905

 
$
106,270

 
$
93,485

 
 
 
 
 
 
 
 
Weighted average number of common shares — diluted
58,939,763

 
58,761,229

 
58,846,073

 
59,104,631

Diluted adjusted earnings per common share
$
0.99

 
$
0.87

 
$
1.81

 
$
1.58






BRIGHT HORIZONS FAMILY SOLUTIONS INC.
NON-GAAP RECONCILIATIONS
(In thousands, except share data)
(Unaudited)


 
Forward Guidance (h)
 
Three Months Ended 
September 30, 2019
 
Year Ended 
December 31, 2019
 
Low
 
High
 
Low
 
High
Net income
$
39,000

 
$
39,750

 
$
174,400

 
$
176,000

Net income allocated to unvested participating shares
(200
)
 
(200
)
 
(800
)
 
(800
)
Income tax expense (f)
13,100

 
13,400

 
50,300

 
51,000

Income before income tax
51,900

 
52,950

 
223,900

 
226,200

Stock-based compensation expense (c)
4,800

 
5,200

 
17,250

 
17,750

Amortization of intangible assets (a)
8,200

 
8,500

 
32,800

 
33,300

Transaction costs (d)

 

 
400

 
400

Adjusted income before income tax
64,900

 
66,650

 
274,350

 
277,650

Tax impact on adjusted income before income tax (g)
(15,000
)
 
(15,400
)
 
(63,200
)
 
(64,200
)
Adjusted net income attributable to common stockholders
$
49,900

 
$
51,250

 
$
211,150

 
$
213,450

 
 
 
 
 
 
 
 
Per common share information:
 
 
 
 
 
 
 
Diluted earnings per common share
$
0.66

 
$
0.67

 
$
2.95

 
$
2.98

Income tax expense (f)
0.22

 
0.23

 
0.85

 
0.87

Income before income tax
0.88

 
0.90

 
3.80

 
3.85

Stock-based compensation expense (c)
0.08

 
0.09

 
0.29

 
0.30

Amortization of intangible assets (a)
0.14

 
0.14

 
0.56

 
0.57

Transaction costs (d)

 

 
0.01

 
0.01

Tax impact on adjusted income before income tax (g)
(0.25
)
 
(0.26
)
 
(1.07
)
 
(1.09
)
Diluted adjusted earnings per common share
$
0.85

 
$
0.87

 
$
3.59

 
$
3.64

(a)
Represents amortization of intangible assets, including $4.7 million each quarter associated with intangible assets recorded in connection with our going private transaction in May 2008.
(b)
Represents the excess of lease expense over cash lease expense.
(c)
Represents non-cash stock-based compensation expense in accordance with Accounting Standards Codification Topic 718, Compensation-Stock Compensation.
(d)
Represents transaction costs incurred in connection with completed acquisitions, the March 2018 secondary offering, and the May 2018 amendment to the credit agreement.
(e)
Represents income tax expense calculated on adjusted income before income tax at an effective tax rate of approximately 23% for both 2019 and 2018. The tax rate for 2019 represents a tax rate of approximately 26% applied to the expected adjusted income before income tax for the full year, less the estimated effect of excess tax benefits related to equity transactions for the full year 2019, which the Company estimates will be in the range of $8 million to $10 million. However, the timing and volume of the tax benefits associated with such future equity activity will affect these estimates and the estimated effective tax rate for the year.
(f)
Represents estimated income tax expense calculated using an effective tax rate of approximately 23% for the year ended December 31, 2019, based on projected income before income tax, less the estimated impact of excess tax benefits related to equity transactions, which the Company estimates in the range of $8 million to $10 million for the full year in 2019. However, the timing and volume of the tax benefits associated with such future equity activity will affect these estimates and the estimated effective tax rate for the year.
(g)
Represents estimated tax on adjusted income before income tax using an effective tax rate of approximately 23%.
(h)
Forward guidance amounts are estimated based on a number of assumptions and actual results could differ materially from the estimates provided herein.