0001437578-24-000017 | 10-Q | XBRL Viewer | Bright Horizons Family Solutions INC

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ORGANIZATION AND BASIS OF PRESENTATION (Details)	3 Months Ended
ORGANIZATION AND BASIS OF PRESENTATION (Details)	Mar. 31, 2024 USD ($) center shares	Mar. 31, 2023 USD ($)	Dec. 16, 2021 USD ($)
Organization And Basis Of Presentation [Line Items]
Number of childcare and early education centers operated \| center	1,044
Stock repurchase program, authorized amount			$ 400,000,000
Stock repurchased (in shares) \| shares	0
Stock repurchase program, remaining authorized repurchase amount	$ 198,300,000
Governmental assistance, reduction to cost of services		$ 21,600,000
Reduction of operating subsidies for the related child care centers		7,400,000
Revenue recognized	169,300,000	140,800,000
Value-Added Tax Incurred In Prior Periods
Organization And Basis Of Presentation [Line Items]
Occupancy costs	$ 6,000,000
Full service center-based child care \| Value-Added Tax Incurred In Prior Periods \| Cost of Sales
Organization And Basis Of Presentation [Line Items]
Occupancy costs		4,300,000
Full service center-based child care \| Value-Added Tax Incurred In Prior Periods \| Selling, General and Administrative Expenses
Organization And Basis Of Presentation [Line Items]
Occupancy costs		1,700,000
Tuition Support
Organization And Basis Of Presentation [Line Items]
Revenue recognized		$ 600,000

EARNINGS PER SHARE

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

EARNINGS PER SHARE

The following tables set forth the computation of basic and diluted earnings per share:


	Three months ended March 31,
	2024		2023

	(In thousands, except share data)
Basic earnings per share:
Net income	$	16,989	$	8,126
Allocation of net income to common stockholders:
Common stock	$	16,989	$	8,098
Unvested participating shares	—		28
Net income	$	16,989	$	8,126

Weighted average common shares outstanding:
Common stock	57,878,401		57,603,866
Unvested participating shares	94,158		202,749
Earnings per common share:
Common stock	$	0.29	$	0.14


	Three months ended March 31,
	2024		2023

	(In thousands, except share data)
Diluted earnings per share:
Earnings allocated to common stock	$	16,989	$	8,098
Plus: earnings allocated to unvested participating shares	—		28
Less: adjusted earnings allocated to unvested participating shares	—		(28)
Earnings allocated to common stock	$	16,989	$	8,098

Weighted average common shares outstanding:
Common stock	57,878,401		57,603,866
Effect of dilutive securities	432,004		106,043
Weighted average common shares outstanding — diluted	58,310,405		57,709,909
Earnings per common share:
Common stock	$	0.29	$	0.14

For the three months ended March 31, 2024 and 2023, basic and diluted earnings per share were calculated using the treasury method and the two-class method, respectively. Equity awards outstanding to purchase or receive 1.6 million and 2.0 million shares of common stock were excluded from diluted earnings per share for the three months ended March 31, 2024 and 2023, respectively, since their effect was anti-dilutive. These equity awards may become dilutive in the future.

ACQUISITIONS (Details) $ in Thousands	1 Months Ended	3 Months Ended		12 Months Ended
ACQUISITIONS (Details) $ in Thousands	Jan. 31, 2024 USD ($)	Mar. 31, 2024 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($) center transaction	Jul. 01, 2022 USD ($)
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired		$ 2,503	$ 121
Goodwill		1,771,412		$ 1,786,405
Contingent consideration paid		97,653	$ 225
Number of business acquisition transactions \| transaction				5
2024 Acquisitions
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired				$ 2,500
Finite-lived intangible assets acquired		$ 400
Finite-lived intangible assets amortization period		4 years
2024 Acquisitions \| Full service center-based child care
Business Acquisition [Line Items]
Goodwill		$ 2,300
2024 Acquisitions \| Australia
Business Acquisition [Line Items]
Number of centers acquired \| center				1
Only About Children
Business Acquisition [Line Items]
Contingent consideration paid	$ 106,500
Contingent consideration recorded					$ 97,700
2023 Acquisitions
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired				$ 39,500
Finite-lived intangible assets acquired				$ 4,000
Finite-lived intangible assets amortization period				4 years
Business combination acquisition term		1 year
2023 Acquisitions \| Full service center-based child care
Business Acquisition [Line Items]
Goodwill				$ 37,200
Amount of goodwill expected to be deductible for tax purposes				$ 25,500
2023 Acquisitions \| Australia
Business Acquisition [Line Items]
Number of centers acquired \| center				6
2023 Acquisitions \| United States
Business Acquisition [Line Items]
Number of centers acquired \| center				4
2021 Acquisitions
Business Acquisition [Line Items]
Contingent consideration paid				$ 200

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Mary Lou Burke Afonso [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	On March 11, 2024, Mary Lou Burke Afonso, Chief Operating Officer, North America Center Operations, adopted a stock trading plan for the sale of up to 22,300 shares of the Company's common stock until December 2, 2024. This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company's policies regarding transactions in our securities.
Name	Mary Lou Burke Afonso
Title	Chief Operating Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	March 11, 2024
Arrangement Duration	266 days
Aggregate Available	22,300

SEGMENT INFORMATION (Tables)

3 Months Ended

Mar. 31, 2024

Segment Reporting [Abstract]

Revenue and Income from Operations by Segment

Revenue and income from operations by reportable segment were as follows:


	Full service center-based child care		Back-up care		Educational advisory services		Total

	(In thousands)
Three months ended March 31, 2024
Revenue	$	483,640	$	114,672	$	24,397	$	622,709
Income from operations	21,444		15,983		2,510		39,937

Three months ended March 31, 2023
Revenue	$	430,191	$	99,130	$	24,285	$	553,606
Income from operations (1)	8,433		17,773		4,439		30,645

(1)For the three months ended March 31, 2023, income from operations included value-added-tax expense of $6.0 million related to prior periods, of which $4.3 million was associated with the back-up care segment and $1.7 million was associated with the full service center-based child care segment. Refer to Note 1, Organization and Basis of Presentation, for additional information.

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS - Senior Secured Credit Facilities (Details) - USD ($)	1 Months Ended	3 Months Ended
	Jan. 31, 2024	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Debt Instrument [Line Items]
Contingent consideration paid		$ 97,653,000	$ 225,000
Only About Children
Debt Instrument [Line Items]
Contingent consideration paid	$ 106,500,000
Line of Credit
Debt Instrument [Line Items]
Effective interest rate for the term loans		7.50%		7.52%
Weighted average interest rate		7.51%		6.67%
Line of Credit \| Term loan B
Debt Instrument [Line Items]
Credit facility, maximum borrowing capacity		$ 600,000,000
Debt instrument, term		7 years
Percentage of periodic payment		1.00%
Basis spread on variable rate		1.25%
Debt instrument, interest rate, stated percentage		2.25%
Line of Credit \| Term loan B \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		1.50%
Line of Credit \| Term loan B \| SOFR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		0.50%
Line of Credit \| Term loan A
Debt Instrument [Line Items]
Credit facility, maximum borrowing capacity		$ 400,000,000
Debt instrument, term		5 years
Line of Credit \| Term loan A \| Quarterly Payment Rate for First Three Years
Debt Instrument [Line Items]
Percentage of periodic payment		2.50%
Line of Credit \| Term loan A \| Payment Rate in Year Four
Debt Instrument [Line Items]
Percentage of periodic payment		5.00%
Line of Credit \| Term loan A \| Payment Rate in Year Five
Debt Instrument [Line Items]
Percentage of periodic payment		7.50%
Line of Credit \| Term loan A \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		0.50%
Line of Credit \| Term loan A \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate		0.75%
Line of Credit \| Term loan A \| SOFR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		1.50%
Line of Credit \| Term loan A \| SOFR \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate		1.75%
Line of Credit \| Term loan A \| Base Rate, Floor Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		1.00%
Line of Credit \| Term loan A \| SOFR Floor
Debt Instrument [Line Items]
Basis spread on variable rate		0.00%
Revolving Credit Facility
Debt Instrument [Line Items]
Credit facility, maximum borrowing capacity		$ 400,000,000
Weighted average interest rate		7.62%		6.76%
Borrowing outstanding under revolving credit facility		$ 0		$ 0
Letters of credit outstanding		10,200,000		19,300,000
Remaining borrowing capacity		$ 389,800,000		$ 380,700,000
Net leverage ratio		4.25
Revolving Credit Facility \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		0.50%
Revolving Credit Facility \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate		0.75%
Revolving Credit Facility \| SOFR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		1.50%
Revolving Credit Facility \| SOFR \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate		1.75%
Revolving Credit Facility \| Base Rate, Floor Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		1.00%
Revolving Credit Facility \| SOFR Floor
Debt Instrument [Line Items]
Basis spread on variable rate		0.00%

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowance for credit loss, current	$ 2,738	$ 2,317
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	25,000,000	25,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	475,000,000	475,000,000
Common stock, shares issued (in shares)	57,953,066	57,817,593
Common stock, shares outstanding (in shares)	57,953,066	57,817,593

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS (Tables)

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Outstanding Borrowings

Long-term debt obligations were as follows:


	March 31, 2024		December 31, 2023

	(In thousands)
Term loan B	$	586,500	$	588,000
Term loan A	377,500		380,000
Deferred financing costs and original issue discount	(4,940)		(5,236)
Total debt	959,060		962,764
Less current maturities	(21,000)		(18,500)
Long-term debt	$	938,060	$	944,264

Schedule of Maturities of Long-term Debt

Future principal payments of long-term debt are as follows for the years ending December 31:


	Long-term debt

	(In thousands)
Remainder of 2024	$	14,500
2025	28,500
2026	351,000
2027	6,000
2028	564,000

Total future principal payments	$	964,000

Schedule of Fair Value of Derivative Financial Instruments

The fair value of the derivative financial instruments was as follows for the periods presented:

Derivative financial instruments

Consolidated balance sheet classification

March 31, 2024

December 31, 2023

(In thousands)

Interest rate caps - asset

Other assets

31,757

28,968

Schedule of the Effect of Derivatives Financial Instruments on Other Comprehensive Income (Loss)

The effect of the derivative financial instruments on other comprehensive income (loss) was as follows:


Derivatives designated as cash flow hedging instruments	Amount of gain (loss) recognized in other comprehensive income (loss)		Consolidated statement of income classification	Amount of net gain (loss) reclassified into earnings		Total effect on other comprehensive income (loss)

	(In thousands)			(In thousands)
Three months ended March 31, 2024
Cash flow hedges	$	9,008	Interest expense — net	$	5,751	$	3,257
Income tax effect	(2,405)		Income tax expense	(1,535)		(870)
Net of income taxes	$	6,603		$	4,216	$	2,387

Three months ended March 31, 2023
Cash flow hedges	$	(5,264)	Interest expense — net	$	6,976	$	(12,240)
Income tax effect	1,405		Income tax expense	(1,863)		3,268
Net of income taxes	$	(3,859)		$	5,113	$	(8,972)

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

GOODWILL AND INTANGIBLE ASSETS

3 Months Ended

Mar. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

The changes in the carrying amount of goodwill were as follows:


	Full service center-based child care		Back-up care		Educational advisory services		Total

	(In thousands)
Balance at January 1, 2024	$	1,539,264	$	209,465	$	37,676	$	1,786,405
Additions from acquisitions	2,342		—		—		2,342
Adjustments to prior year acquisitions	(25)		—		—		(25)
Effect of foreign currency translation	(17,103)		(207)		—		(17,310)
Balance at March 31, 2024	$	1,524,478	$	209,258	$	37,676	$	1,771,412

The Company also has intangible assets, which consisted of the following at March 31, 2024 and December 31, 2023:


March 31, 2024	Weighted average amortization period	Cost		Accumulated amortization		Net carrying amount

		(In thousands)
Definite-lived intangible assets:
Customer relationships	10 years	$	396,326	$	(375,686)	$	20,640
Trade names	10 years	19,245		(11,990)		7,255
		415,571		(387,676)		27,895
Indefinite-lived intangible assets:
Trade names	N/A	180,535		—		180,535
		$	596,106	$	(387,676)	$	208,430


December 31, 2023	Weighted average amortization period	Cost		Accumulated amortization		Net carrying amount

		(In thousands)
Definite-lived intangible assets:
Customer relationships	11 years	$	397,079	$	(368,963)	$	28,116
Trade names	10 years	19,664		(11,795)		7,869
		416,743		(380,758)		35,985
Indefinite-lived intangible assets:
Trade names	N/A	180,591		—		180,591
		$	597,334	$	(380,758)	$	216,576

The Company estimates that it will record amortization expense related to intangible assets existing as of March 31, 2024 as follows:


	Estimated amortization expense

	(In thousands)
Remainder of 2024	$	10,305
2025	5,863
2026	4,097
2027	2,937
2028	1,606
Thereafter	3,087
	$	27,895

REVENUE RECOGNITION (Tables)

3 Months Ended

Mar. 31, 2024

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

Revenue disaggregated by segment and geographical region was as follows:


	Full service center-based child care		Back-up care		Educational advisory services		Total

	(In thousands)
Three months ended March 31, 2024
North America	$	320,203	$	103,411	$	24,397	$	448,011
International	163,437		11,261		—		174,698
	$	483,640	$	114,672	$	24,397	$	622,709
Three months ended March 31, 2023
North America	$	284,584	$	91,620	$	24,285	$	400,489
International	145,607		7,510		—		153,117
	$	430,191	$	99,130	$	24,285	$	553,606

REVENUE RECOGNITION - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue [Line Items]
Revenue	$ 622,709	$ 553,606
North America
Disaggregation of Revenue [Line Items]
Revenue	448,011	400,489
International
Disaggregation of Revenue [Line Items]
Revenue	174,698	153,117
Full service center-based child care \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	483,640	430,191
Full service center-based child care \| North America \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	320,203	284,584
Full service center-based child care \| International \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	163,437	145,607
Back-up care \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	114,672	99,130
Back-up care \| North America \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	103,411	91,620
Back-up care \| International \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	11,261	7,510
Educational advisory services \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	24,397	24,285
Educational advisory services \| North America \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	24,397	24,285
Educational advisory services \| International \| Operating Segments
Disaggregation of Revenue [Line Items]
Revenue	$ 0	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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+ Details

LEASES

3 Months Ended

Mar. 31, 2024

Leases [Abstract]

LEASES

The Company has operating leases for certain of its full service and back-up early education and child care centers, corporate offices, call centers, and to a lesser extent, various office equipment, in the United States, the United Kingdom, the Netherlands, and Australia. Most of the leases expire within 10 to 15 years and many contain renewal options and/or termination provisions. As of March 31, 2024 and December 31, 2023, there were no material finance leases.

Lease Expense

The components of lease expense were as follows:


	Three months ended March 31,
	2024		2023

	(In thousands)
Operating lease expense (1)	$	37,731	$	37,968
Variable lease expense (1)	10,771		11,175
Total lease expense	$	48,502	$	49,143

(1) Excludes short-term lease expense and sublease income, which were immaterial for the periods presented.

Other Information

The weighted average remaining lease term and the weighted average discount rate were as follows:


	March 31, 2024	December 31, 2023

Weighted average remaining lease term (in years)	10	10
Weighted average discount rate	7.1%	7.1%

Maturity of Lease Liabilities

The following table summarizes the maturity of lease liabilities as of March 31, 2024:


	Operating Leases

	(In thousands)
Remainder of 2024	$	108,275
2025	151,673
2026	145,496
2027	136,311
2028	125,397
Thereafter	588,310
Total lease payments	1,255,462
Less imputed interest	(366,799)
Present value of lease liabilities	888,663
Less current portion of operating lease liabilities	(99,769)
Long-term operating lease liabilities	$	788,894

As of March 31, 2024, the Company had entered into additional operating leases with total fixed payment obligations of $14.8 million that have not yet commenced. The leases are expected to commence between the second and third quarter of fiscal 2024 and have initial lease terms of approximately 15 years.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 16,989	$ 8,126
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	27,633	27,310
Stock-based compensation expense	7,411	5,850
Deferred income taxes	(1,707)	(597)
Non-cash interest and other — net	5,447	2,478
Changes in assets and liabilities:
Accounts receivable	61,648	(13,271)
Prepaid expenses and other current assets	5,765	(8,136)
Accounts payable and accrued expenses	(19,921)	(20,266)
Income taxes	7,082	5,444
Deferred revenue	8,109	40,249
Leases	(1,659)	1,521
Other assets	(2,544)	2,836
Other current and long-term liabilities	2,048	15,769
Net cash provided by operating activities	116,301	67,313
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of fixed assets - net	(19,371)	(19,333)
Purchases of debt securities and other investments	(27,076)	(6,225)
Proceeds from the maturity of debt securities and sale of other investments	10,900	7,450
Payments and settlements for acquisitions — net of cash acquired	(2,503)	(121)
Net cash used in investing activities	(38,050)	(18,229)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving credit facility	140,000	120,000
Payments under revolving credit facility	(140,000)	(159,500)
Principal payments of long-term debt	(4,000)	(4,000)
Proceeds from issuance of common stock upon exercise of options	5,509	4,287
Taxes paid related to the net share settlement of stock options and restricted stock	(1,488)	(1,525)
Payments of deferred and contingent consideration for acquisitions	(97,653)	(225)
Net cash used in financing activities	(97,632)	(40,963)
Effect of exchange rates on cash, cash equivalents and restricted cash	(670)	(114)
Net increase (decrease) in cash, cash equivalents and restricted cash	(20,051)	8,007
Cash, cash equivalents and restricted cash — beginning of period	89,451	51,894	$ 51,894
Cash, cash equivalents and restricted cash — end of period	69,400	59,901	89,451
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO THE CONSOLIDATED BALANCE SHEETS:
Cash and cash equivalents	63,683	44,629	71,568
Restricted cash, included in prepaid expenses and other current assets	3,576	12,740
Restricted cash, included in other assets	2,141	2,532
Total cash, cash equivalents and restricted cash — end of period	69,400	59,901	$ 89,451
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash payments of interest	19,624	17,848
Cash received from cash flow hedges of interest rate risk	6,221	7,730
Cash payments of income taxes	3,857	4,903
Cash paid for amounts included in the measurement of lease liabilities	37,960	39,379
NON-CASH TRANSACTIONS:
Fixed asset purchases recorded in accounts payable and accrued expenses	1,528	2,167
Operating right-of-use assets obtained in exchange for operating lease liabilities — net	23,725	16,375
Restricted stock reclassified from other current liabilities to equity upon vesting	$ 6,080	$ 8,192

LEASES - Additional Information (Details) $ in Millions	Mar. 31, 2024 USD ($)
Lessee, Lease, Description [Line Items]
Total fixed payment obligations for operating lease not yet commenced	$ 14.8
Minimum
Lessee, Lease, Description [Line Items]
Operating lease term	10 years
Maximum
Lessee, Lease, Description [Line Items]
Operating lease term	15 years
Operating lease not yet commenced term	15 years

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 63,683	$ 71,568
Accounts receivable — net of allowance for credit losses of $2,738 and $2,317 at March 31, 2024 and December 31, 2023, respectively	219,761	281,710
Prepaid expenses and other current assets	64,774	93,621
Total current assets	348,218	446,899
Fixed assets — net	574,446	579,296
Goodwill	1,771,412	1,786,405
Other intangible assets — net	208,430	216,576
Operating lease right-of-use assets	767,470	774,703
Other assets	121,427	92,265
Total assets	3,791,403	3,896,144
Current liabilities:
Current portion of long-term debt	21,000	18,500
Accounts payable and accrued expenses	237,966	259,077
Current portion of operating lease liabilities	99,769	100,387
Deferred revenue	278,592	272,891
Other current liabilities	49,097	148,578
Total current liabilities	686,424	799,433
Long-term debt — net	938,060	944,264
Operating lease liabilities	788,894	796,701
Other long-term liabilities	105,784	101,259
Deferred revenue	10,554	8,656
Deferred income taxes	32,418	33,155
Total liabilities	2,562,134	2,683,468
Stockholders’ equity:
Preferred stock, $0.001 par value; 25,000,000 shares authorized; no shares issued or outstanding at March 31, 2024 and December 31, 2023	0	0
Common stock, $0.001 par value; 475,000,000 shares authorized; 57,953,066 and 57,817,593 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively	58	58
Additional paid-in capital	663,406	645,894
Accumulated other comprehensive loss	(77,009)	(59,101)
Retained earnings	642,814	625,825
Total stockholders’ equity	1,229,269	1,212,676
Total liabilities and stockholders’ equity	$ 3,791,403	$ 3,896,144

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Revenue	$ 622,709	$ 553,606
Cost of services	487,581	431,992
Gross profit	135,128	121,614
Selling, general and administrative expenses	87,546	82,771
Amortization of intangible assets	7,645	8,198
Income from operations	39,937	30,645
Interest expense — net	(13,681)	(12,916)
Income before income tax	26,256	17,729
Income tax expense	(9,267)	(9,603)
Net income	$ 16,989	$ 8,126
Earnings per common share:
Common stock — basic (in dollars per share)	$ 0.29	$ 0.14
Common stock — diluted (in dollars per share)	$ 0.29	$ 0.14
Weighted average common shares outstanding:
Common stock — basic (in shares)	57,878,401	57,603,866
Common stock — diluted (in shares)	58,310,405	57,709,909
Cost, Product and Service [Extensible Enumeration]	Service [Member]	Service [Member]

FAIR VALUE MEASUREMENTS - Roll Forward of Recurring Level 3 Fair Value Measurements (Details) - Contingent consideration - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Business Combination, Contingent Consideration, Liability [Roll Forward]
Beginning balance	$ 11,516
Settlement of contingent consideration liabilities		$ (200)
Changes in fair value	2,820
Ending balance	$ 14,336

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net income	$ 16,989	$ 8,126

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 1,212,676	$ 1,080,453
Other comprehensive income (loss) before reclassifications — net of tax	(13,697)	3,080
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	4,211	5,099
Total other comprehensive loss	(17,908)	(2,019)
Ending balance	1,229,269	1,103,443
Accumulated Other Comprehensive Loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(59,101)	(70,629)
Total other comprehensive loss	(17,908)	(2,019)
Ending balance	(77,009)	(72,648)
Foreign currency translation adjustments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(76,130)	(105,138)
Other comprehensive income (loss) before reclassifications — net of tax	(20,319)	6,880
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	0	0
Total other comprehensive loss	(20,319)	6,880
Ending balance	(96,449)	(98,258)
Unrealized gain (loss) on cash flow hedges
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	17,100	34,738
Other comprehensive income (loss) before reclassifications — net of tax	6,603	(3,859)
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	4,216	5,113
Total other comprehensive loss	2,387	(8,972)
Ending balance	19,487	25,766
Unrealized gain (loss) on investments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(71)	(229)
Other comprehensive income (loss) before reclassifications — net of tax	19	59
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	(5)	(14)
Total other comprehensive loss	24	73
Ending balance	$ (47)	$ (156)

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

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-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
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-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

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-Topic 825
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-Topic 210
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-Topic 310
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-Paragraph 2
-Subparagraph (SAB Topic 4.E)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480418/310-10-S99-2

+ Details

REVENUE RECOGNITION

3 Months Ended

Mar. 31, 2024

Revenue from Contract with Customer [Abstract]

REVENUE RECOGNITION

Disaggregation of Revenue

The Company disaggregates revenue from contracts with customers into segments and geographical regions. Revenue disaggregated by segment and geographical region was as follows:


	Full service center-based child care		Back-up care		Educational advisory services		Total

	(In thousands)
Three months ended March 31, 2024
North America	$	320,203	$	103,411	$	24,397	$	448,011
International	163,437		11,261		—		174,698
	$	483,640	$	114,672	$	24,397	$	622,709
Three months ended March 31, 2023
North America	$	284,584	$	91,620	$	24,285	$	400,489
International	145,607		7,510		—		153,117
	$	430,191	$	99,130	$	24,285	$	553,606

The classification “North America” is comprised of the Company’s operations in the United States (including Puerto Rico) and the classification “International” includes the Company’s operations in the United Kingdom, the Netherlands, Australia and India.

Effective January 1, 2024, the Company realigned its organizational structure to better reflect synergies across certain business lines resulting in a change in reportable segments. The Company’s Back-up Care segment now includes the Sittercity operations, which were previously reported in the Educational Advisory and Other Services segment. Segment information for 2023 has been recast to conform to the current year presentation.

Deferred Revenue

The Company records deferred revenue when payments are received in advance of the Company’s performance under the contract, which is recognized as revenue as the performance obligation is satisfied. The Company recognized $169.3 million and $140.8 million as revenue during the three months ended March 31, 2024 and 2023, respectively, which was included in the deferred revenue balance at the beginning of each respective period.

Remaining Performance Obligations

The Company does not disclose the value of unsatisfied performance obligations for contracts with an original contract term of one year or less, or for variable consideration allocated to the unsatisfied performance obligation of a series of services. The transaction price allocated to the remaining performance obligations relates to services that are paid or invoiced in advance. The Company’s remaining performance obligations not subject to the practical expedients were not material.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 15
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
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-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Schedule of Changes in Accumulated Other Comprehensive Income (Loss)

The changes in accumulated other comprehensive income (loss) by component were as follows:


	Three months ended March 31, 2024
	Foreign currency translation adjustments (1)		Unrealized gain (loss) on cash flow hedges		Unrealized gain (loss) on investments		Total

	(In thousands)
Balance at January 1, 2024	$	(76,130)	$	17,100	$	(71)	$	(59,101)
Other comprehensive income (loss) before reclassifications — net of tax	(20,319)		6,603		19		(13,697)
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	—		4,216		(5)		4,211
Net other comprehensive income (loss)	(20,319)		2,387		24		(17,908)
Balance at March 31, 2024	$	(96,449)	$	19,487	$	(47)	$	(77,009)


	Three months ended March 31, 2023
	Foreign currency translation adjustments (1)		Unrealized gain (loss) on cash flow hedges		Unrealized gain (loss) on investments		Total

	(In thousands)
Balance at January 1, 2023	$	(105,138)	$	34,738	$	(229)	$	(70,629)
Other comprehensive income (loss) before reclassifications — net of tax	6,880		(3,859)		59		3,080
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	—		5,113		(14)		5,099
Net other comprehensive income (loss)	6,880		(8,972)		73		(2,019)
Balance at March 31, 2023	$	(98,258)	$	25,766	$	(156)	$	(72,648)

(1)Taxes are not provided for the currency translation adjustments related to the undistributed earnings of foreign subsidiaries that are intended to be indefinitely reinvested.

SEGMENT INFORMATION

3 Months Ended

Mar. 31, 2024

Segment Reporting [Abstract]

SEGMENT INFORMATION

The Company’s reportable segments are comprised of (1) full service center-based child care, (2) back-up care, and (3) educational advisory services. The full service center-based child care segment includes the traditional center-based early education and child care, preschool, and elementary education. The Company’s back-up care segment consists of center-based back-up child care, in-home care for children and adult/elder dependents, school-age camps, tutoring, pet care, self-sourced reimbursed care, and Sittercity, an online marketplace for families and caregivers. The Company’s educational advisory services segment consists of tuition assistance and student loan repayment program management, workforce education, related educational advising, and college advisory services. The Company and its chief operating decision maker evaluate performance based on revenue and income from operations. Intercompany activity is eliminated in the segment results. The assets and liabilities of the Company are managed centrally and are reported internally in the same manner as the consolidated financial statements; therefore, no segment asset information is produced or included herein.

Effective January 1, 2024, the Company realigned its organizational structure to better reflect synergies across certain business lines resulting in a change in reportable segments. As a result, the back-up care reportable segment now includes the Sittercity operations. Segment information for 2023 has been recast to conform to the current year presentation.

Revenue and income from operations by reportable segment were as follows:


	Full service center-based child care		Back-up care		Educational advisory services		Total

	(In thousands)
Three months ended March 31, 2024
Revenue	$	483,640	$	114,672	$	24,397	$	622,709
Income from operations	21,444		15,983		2,510		39,937

Three months ended March 31, 2023
Revenue	$	430,191	$	99,130	$	24,285	$	553,606
Income from operations (1)	8,433		17,773		4,439		30,645

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

GOODWILL AND INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 1,786,405
Additions from acquisitions	2,342
Adjustments to prior year acquisitions	(25)
Effect of foreign currency translation	(17,310)
Ending balance	1,771,412
Full service center-based child care
Goodwill [Roll Forward]
Beginning balance	1,539,264
Additions from acquisitions	2,342
Adjustments to prior year acquisitions	(25)
Effect of foreign currency translation	(17,103)
Ending balance	1,524,478
Back-up care
Goodwill [Roll Forward]
Beginning balance	209,465
Additions from acquisitions	0
Adjustments to prior year acquisitions	0
Effect of foreign currency translation	(207)
Ending balance	209,258
Educational advisory services
Goodwill [Roll Forward]
Beginning balance	37,676
Additions from acquisitions	0
Adjustments to prior year acquisitions	0
Effect of foreign currency translation	0
Ending balance	$ 37,676

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

EARNINGS PER SHARE - Computation of Diluted Earnings per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Earnings Per Share [Abstract]
Earnings allocated to common stock	$ 16,989	$ 8,098
Plus: earnings allocated to unvested participating shares	0	28
Less: adjusted earnings allocated to unvested participating shares	0	(28)
Earnings allocated to common stock	$ 16,989	$ 8,098
Weighted average common shares outstanding:
Common stock (in shares)	57,878,401	57,603,866
Effect of dilutive securities (in shares)	432,004	106,043
Weighted average common shares outstanding — diluted (in shares)	58,310,405	57,709,909
Earnings per common share:
Common stock (in dollars per share)	$ 0.29	$ 0.14

GOODWILL AND INTANGIBLE ASSETS - Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Definite-lived intangible assets:
Cost	$ 415,571	$ 416,743
Accumulated amortization	(387,676)	(380,758)
Net carrying amount	27,895	35,985
Intangible Assets:
Cost	596,106	597,334
Accumulated amortization	(387,676)	(380,758)
Net carrying amount	208,430	216,576
Trade names
Indefinite-lived intangible assets:
Indefinite-lived intangible assets:	$ 180,535	$ 180,591
Customer relationships
Definite-lived intangible assets:
Weighted average amortization period	10 years	11 years
Cost	$ 396,326	$ 397,079
Accumulated amortization	(375,686)	(368,963)
Net carrying amount	20,640	28,116
Intangible Assets:
Accumulated amortization	$ (375,686)	$ (368,963)
Trade names
Definite-lived intangible assets:
Weighted average amortization period	10 years	10 years
Cost	$ 19,245	$ 19,664
Accumulated amortization	(11,990)	(11,795)
Net carrying amount	7,255	7,869
Intangible Assets:
Accumulated amortization	$ (11,990)	$ (11,795)

REVENUE RECOGNITION - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Revenue recognized	$ 169.3	$ 140.8

EARNINGS PER SHARE (Tables)

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

Schedule of Earnings (Loss) Per Share, Basic

The following tables set forth the computation of basic and diluted earnings per share:


	Three months ended March 31,
	2024		2023

	(In thousands, except share data)
Basic earnings per share:
Net income	$	16,989	$	8,126
Allocation of net income to common stockholders:
Common stock	$	16,989	$	8,098
Unvested participating shares	—		28
Net income	$	16,989	$	8,126

Weighted average common shares outstanding:
Common stock	57,878,401		57,603,866
Unvested participating shares	94,158		202,749
Earnings per common share:
Common stock	$	0.29	$	0.14

Schedule of Earnings (Loss) Per Share, Diluted


	Three months ended March 31,
	2024		2023

	(In thousands, except share data)
Diluted earnings per share:
Earnings allocated to common stock	$	16,989	$	8,098
Plus: earnings allocated to unvested participating shares	—		28
Less: adjusted earnings allocated to unvested participating shares	—		(28)
Earnings allocated to common stock	$	16,989	$	8,098

Weighted average common shares outstanding:
Common stock	57,878,401		57,603,866
Effect of dilutive securities	432,004		106,043
Weighted average common shares outstanding — diluted	58,310,405		57,709,909
Earnings per common share:
Common stock	$	0.29	$	0.14

EARNINGS PER SHARE - Computation of Basic Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income	$ 16,989	$ 8,126
Allocation of net income to common stockholders:
Common stock	16,989	8,098
Unvested participating shares	0	28
Net income	$ 16,989	$ 8,126
Weighted average common shares outstanding:
Weighted average number of common shares (in shares)	57,878,401	57,603,866
Earnings per common share:
Common stock (in dollars per share)	$ 0.29	$ 0.14
Unvested participating shares
Weighted average common shares outstanding:
Weighted average number of common shares (in shares)	94,158	202,749

GOODWILL AND INTANGIBLE ASSETS - Estimated Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2024	$ 10,305
2025	5,863
2026	4,097
2027	2,937
2028	1,606
Thereafter	3,087
Net carrying amount	$ 27,895	$ 35,985

INCOME TAXES	3 Months Ended
INCOME TAXES	Mar. 31, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company’s effective income tax rates were 35.3% and 54.2% for the three months ended March 31, 2024 and 2023, respectively. The effective income tax rate may fluctuate from quarter to quarter for various reasons, including changes to income before income tax, jurisdictional mix of income before income tax, unbenefited losses, valuation allowances, jurisdictional income tax rate changes, as well as discrete items such as non-deductible transaction costs, the settlement of foreign, federal and state tax issues and the effects of excess (shortfall) tax benefit (expense) associated with the exercise or expiration of stock options and vesting of restricted stock, which is included in tax expense. During the three months ended March 31, 2024 and 2023, the net shortfall tax expense from stock-based compensation expense increased tax expense by $0.7 million and $2.1 million, respectively. For the three months ended March 31, 2024 and 2023, prior to the inclusion of the shortfall tax expense, other discrete items and unbenefited losses in certain foreign jurisdictions, the effective income tax rate approximated 28% and 30%, respectively. The Company’s unrecognized tax benefits were $4.7 million and $4.6 million at March 31, 2024 and December 31, 2023, respectively, inclusive of interest. The unrecognized tax benefits may change over the next 12 months by up to $4.3 million. The Company and its domestic subsidiaries are subject to U.S. federal income tax as well as tax in multiple state jurisdictions. U.S. federal income tax returns are typically subject to examination by the Internal Revenue Service and the statute of limitations for federal tax returns is three years. The Company’s filings for the tax years 2020 through 2022 are subject to audit based upon the federal statute of limitations. State income tax returns are generally subject to examination for a period of three to four years after filing of the respective return. The state impact of any federal changes remains subject to examination by various states for a period of up to one year after formal notification to the states. The Company's filings for the tax years 2019 through 2022 are subject to audit based upon the statute of limitations. The Company is also subject to corporate income tax for its subsidiaries located in the United Kingdom, the Netherlands, Australia, India, 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 six years.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Paragraph 1
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-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Subparagraph (SAB TOPIC 6.I.5.Q1)
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-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

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-Topic 740
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-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

LEASES - Weighted Average Remaining Lease Term and Discount Rate (Details)	Mar. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Weighted average remaining lease term (in years)	10 years	10 years
Weighted average discount rate	7.10%	7.10%

LEASES (Tables)

3 Months Ended

Mar. 31, 2024

Leases [Abstract]

Components of Lease Expense

The components of lease expense were as follows:


	Three months ended March 31,
	2024		2023

	(In thousands)
Operating lease expense (1)	$	37,731	$	37,968
Variable lease expense (1)	10,771		11,175
Total lease expense	$	48,502	$	49,143

(1) Excludes short-term lease expense and sublease income, which were immaterial for the periods presented.

Schedule of Weighted Average Remaining Lease Term and Discount Rate

The weighted average remaining lease term and the weighted average discount rate were as follows:


	March 31, 2024	December 31, 2023

Weighted average remaining lease term (in years)	10	10
Weighted average discount rate	7.1%	7.1%

Maturities of Lease Liabilities

The following table summarizes the maturity of lease liabilities as of March 31, 2024:


	Operating Leases

	(In thousands)
Remainder of 2024	$	108,275
2025	151,673
2026	145,496
2027	136,311
2028	125,397
Thereafter	588,310
Total lease payments	1,255,462
Less imputed interest	(366,799)
Present value of lease liabilities	888,663
Less current portion of operating lease liabilities	(99,769)
Long-term operating lease liabilities	$	788,894

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS - Outstanding Borrowing (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Schedule Of Borrowings [Line Items]
Less current maturities	$ (21,000)	$ (18,500)
Long-term debt	938,060	944,264
Line of Credit
Schedule Of Borrowings [Line Items]
Deferred financing costs and original issue discount	(4,940)	(5,236)
Total debt	959,060	962,764
Less current maturities	(21,000)	(18,500)
Long-term debt	938,060	944,264
Term loan B \| Line of Credit
Schedule Of Borrowings [Line Items]
Term loan	586,500	588,000
Term loan A \| Line of Credit
Schedule Of Borrowings [Line Items]
Term loan	$ 377,500	$ 380,000

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

LEASES - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Remainder of 2024	$ 108,275
2025	151,673
2026	145,496
2027	136,311
2028	125,397
Thereafter	588,310
Total lease payments	1,255,462
Less imputed interest	(366,799)
Present value of lease liabilities	888,663
Less current portion of operating lease liabilities	(99,769)	$ (100,387)
Long-term operating lease liabilities	$ 788,894	$ 796,701

ORGANIZATION AND BASIS OF PRESENTATION	3 Months Ended
ORGANIZATION AND BASIS OF PRESENTATION	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	ORGANIZATION AND BASIS OF PRESENTATION Organization — Bright Horizons Family Solutions Inc. (“Bright Horizons” or the “Company”) provides center-based early education and child care, back-up child and adult/elder care, tuition assistance and student loan repayment program management, and educational advisory services for employers and families in the United States, the United Kingdom, the Netherlands, Australia and India. The Company provides services designed to help families, employers and their employees better integrate work and family life, primarily under multi-year contracts with employers who offer early education and child care, back-up and family care, and workforce education services as part of their employee benefits packages in an effort to support employees across life and career stages and improve employee engagement. As of March 31, 2024, we operated 1,044 early education and child care centers. Basis of Presentation — The accompanying unaudited condensed consolidated balance sheet as of March 31, 2024 and the unaudited condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2024 and 2023 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required in accordance with U.S. GAAP for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of March 31, 2024 and the unaudited condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2024 and 2023, 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. Effective January 1, 2024, the Company realigned its organizational structure to better reflect synergies across certain business lines resulting in a change in reportable segments. The Company’s Back-up Care segment now includes the Sittercity operations, which were previously reported in the Educational Advisory and Other Services segment. Segment information for 2023 has been recast to conform to the current year presentation. During the three months ended March 31, 2023, the Company recorded expense of $6.0 million for an immaterial correction of an error related to value-added tax incurred in prior periods, of which $4.3 million is included in cost of services and $1.7 million is included in selling, general and administrative expenses. Refer to Note 11, Segment Information, for additional information. Stockholders’ Equity — The board of directors of the Company authorized a share repurchase program of up to $400 million of the Company’s outstanding common stock effective December 16, 2021. The share repurchase program has no expiration date. The shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions, under Rule 10b5-1 plans, or by other means in accordance with federal securities laws. During the three months ended March 31, 2024 and the three months ended March 31, 2023, there were no share repurchases under the repurchase program. All repurchased shares have been retired and, at March 31, 2024, $198.3 million remained available under the Board-approved repurchase program. Government Support — During the three months ended March 31, 2023, the Company participated in certain government support programs that were enacted in response to the economic impact of the COVID-19 pandemic. With the expiration of the child care stabilization grants on September 30, 2023, most of the pandemic-related government support programs for which the Company was eligible ended in 2023. During the three months ended March 31, 2023, $21.6 million was recorded as a reduction to cost of services in relation to these benefits, of which $7.4 million reduced the operating subsidies paid by employers for the related child care centers. Additionally, during the three months ended March 31, 2023, $0.6 million was recorded to revenue related to amounts received for tuition support.

INCOME TAXES (Details) - USD ($) $ in Millions	3 Months Ended
INCOME TAXES (Details) - USD ($) $ in Millions	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Effective income tax rates	35.30%	54.20%
Increase (decrease) tax, share-based compensation expense	$ 0.7	$ 2.1
Effective income tax rate prior to the inclusion of excess tax benefit and other discrete items (percent)	28.00%	30.00%
Unrecognized tax benefits, including interest	$ 4.7		$ 4.6
Change in uncertain tax positions	$ 4.3

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Treasury Stock, at Cost	Accumulated Other Comprehensive Loss	Retained Earnings
Beginning balance (in shares) at Dec. 31, 2022		57,531,130
Beginning balance at Dec. 31, 2022	$ 1,080,453	$ 58	$ 599,422	$ 0	$ (70,629)	$ 551,602
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	5,850		5,850
Issuance of common stock under the Equity Incentive Plan (in shares)		169,798
Issuance of common stock under the Equity Incentive Plan	12,558		12,558
Shares received in net share settlement of stock option exercises and vesting of restricted stock (in shares)		(21,252)
Shares received in net share settlement of stock option exercises and vesting of restricted stock	(1,525)		(1,525)
Other comprehensive loss	(2,019)				(2,019)
Net income	8,126					8,126
Ending balance (in shares) at Mar. 31, 2023		57,679,676
Ending balance at Mar. 31, 2023	$ 1,103,443	$ 58	616,305	0	(72,648)	559,728
Beginning balance (in shares) at Dec. 31, 2023	57,817,593	57,817,593
Beginning balance at Dec. 31, 2023	$ 1,212,676	$ 58	645,894	0	(59,101)	625,825
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	7,411		7,411
Issuance of common stock under the Equity Incentive Plan (in shares)		151,051
Issuance of common stock under the Equity Incentive Plan	11,589		11,589
Shares received in net share settlement of stock option exercises and vesting of restricted stock (in shares)		(15,578)
Shares received in net share settlement of stock option exercises and vesting of restricted stock	(1,488)		(1,488)
Other comprehensive loss	(17,908)				(17,908)
Net income	$ 16,989					16,989
Ending balance (in shares) at Mar. 31, 2024	57,953,066	57,953,066
Ending balance at Mar. 31, 2024	$ 1,229,269	$ 58	$ 663,406	$ 0	$ (77,009)	$ 642,814

EARNINGS PER SHARE - Additional Information (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Common Stock \| Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Options outstanding to purchase shares of common stock excluded from diluted earnings per share (in shares)	1.6	2.0

GOODWILL AND INTANGIBLE ASSETS (Tables)

3 Months Ended

Mar. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in Carrying Amount of Goodwill

The changes in the carrying amount of goodwill were as follows:


	Full service center-based child care		Back-up care		Educational advisory services		Total

	(In thousands)
Balance at January 1, 2024	$	1,539,264	$	209,465	$	37,676	$	1,786,405
Additions from acquisitions	2,342		—		—		2,342
Adjustments to prior year acquisitions	(25)		—		—		(25)
Effect of foreign currency translation	(17,103)		(207)		—		(17,310)
Balance at March 31, 2024	$	1,524,478	$	209,258	$	37,676	$	1,771,412

Schedule of Intangible Assets

The Company also has intangible assets, which consisted of the following at March 31, 2024 and December 31, 2023:


March 31, 2024	Weighted average amortization period	Cost		Accumulated amortization		Net carrying amount

		(In thousands)
Definite-lived intangible assets:
Customer relationships	10 years	$	396,326	$	(375,686)	$	20,640
Trade names	10 years	19,245		(11,990)		7,255
		415,571		(387,676)		27,895
Indefinite-lived intangible assets:
Trade names	N/A	180,535		—		180,535
		$	596,106	$	(387,676)	$	208,430


December 31, 2023	Weighted average amortization period	Cost		Accumulated amortization		Net carrying amount

		(In thousands)
Definite-lived intangible assets:
Customer relationships	11 years	$	397,079	$	(368,963)	$	28,116
Trade names	10 years	19,664		(11,795)		7,869
		416,743		(380,758)		35,985
Indefinite-lived intangible assets:
Trade names	N/A	180,591		—		180,591
		$	597,334	$	(380,758)	$	216,576

Estimated Amortization Expense Related to Intangible Assets

The Company estimates that it will record amortization expense related to intangible assets existing as of March 31, 2024 as follows:


	Estimated amortization expense

	(In thousands)
Remainder of 2024	$	10,305
2025	5,863
2026	4,097
2027	2,937
2028	1,606
Thereafter	3,087
	$	27,895

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Comprehensive Income [Abstract]
Net income	$ 16,989	$ 8,126
Other comprehensive income (loss):
Foreign currency translation adjustments	(20,319)	6,880
Unrealized gain (loss) on cash flow hedges and investments, net of tax	2,411	(8,899)
Total other comprehensive loss	(17,908)	(2,019)
Comprehensive income (loss)	$ (919)	$ 6,107

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS - Future Principal Payments Under New Term Loan (Details) - Secured Debt $ in Thousands	Mar. 31, 2024 USD ($)
Debt Instrument [Line Items]
Remainder of 2024	$ 14,500
2025	28,500
2026	351,000
2027	6,000
2028	564,000
Total future principal payments	$ 964,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

ACQUISITIONS	3 Months Ended
ACQUISITIONS	Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]
ACQUISITIONS	ACQUISITIONS The Company’s growth strategy includes expansion through strategic and synergistic acquisitions. The goodwill resulting from these acquisitions arises largely from synergies expected from combining the operations of the businesses acquired with the Company’s existing operations, including cost efficiencies and leveraging existing client relationships, as well as from benefits derived from gaining the related assembled workforce. 2024 Acquisitions During the three months ended March 31, 2024, the Company acquired one center in Australia, which was accounted for as a business combination. This business was acquired for aggregate cash consideration of $2.5 million. The Company recorded goodwill of $2.3 million related to the full service center-based child care segment, which will not be deductible for tax purposes. In addition, the Company recorded intangible assets of $0.4 million that will be amortized over four years. The determination and allocation of purchase price consideration is based on preliminary estimates of fair value; such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). As of March 31, 2024, 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 is included in the consolidated results of operations from the date of acquisition and were not material to the Company’s financial results. In January 2024, the Company paid deferred consideration of $106.5 million related to the 2022 acquisition of Only About Children, a child care operator in Australia. The acquisition date fair value of the deferred consideration of $97.7 million is presented as cash used in financing activities in the consolidated statement of cash flows while the accrued interest is presented as cash used in operating activities. 2023 Acquisitions During the year ended December 31, 2023, the Company acquired four centers in the United States and six centers in Australia, in five separate business acquisitions, which were each accounted for as a business combination. The businesses were acquired for aggregate cash consideration of $39.5 million, which is subject to adjustments from the settlement of the final working capital and acquired enrollment. The Company recorded goodwill of $37.2 million related to the full service center-based child care segment in relation to these acquisitions, of which $25.5 million will be deductible for tax purposes. In addition, the Company recorded intangible assets of $4.0 million that will be amortized over four years. The determination and allocation of purchase price consideration is based on preliminary estimates of fair value; such estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). As of March 31, 2024, the purchase price allocation for these 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 date of acquisition and were not material to the Company’s financial results. During the year ended December 31, 2023, the Company paid contingent consideration of $0.2 million related to an acquisition completed in 2021, which had been recorded as a liability at the date of acquisition and is presented as cash used in financing activities in the consolidated statement of cash flows.

FAIR VALUE MEASUREMENTS

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are classified using a three-level hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The Company uses observable inputs where relevant and whenever possible. The three levels of the hierarchy are defined as follows:

Level 1 — Fair value is derived using quoted prices from active markets for identical instruments.

Level 2 — Fair value is derived using quoted prices for similar instruments from active markets or for identical or similar instruments in markets that are not active; or, fair value is based on model-derived valuations in which all significant inputs and significant value drivers are observable from active markets.

Level 3 — Fair value is derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The carrying value of cash and cash equivalents, restricted cash, accounts receivable, and accounts payable and accrued expenses approximates their fair value because of their short-term nature.

Financial instruments that potentially expose the Company to concentrations of credit risk consisted mainly of cash and accounts receivable. The Company mitigates its exposure by maintaining its cash in financial institutions of high credit standing. The Company’s accounts receivable are derived primarily from the services it provides, and the related credit risk is dispersed across many clients in various industries with no single client accounting for more than 10% of the Company’s net revenue or accounts receivable. No significant credit concentration risk existed at March 31, 2024.

Long-term Debt — The Company’s long-term debt is recorded at adjusted cost, net of original issue discounts and deferred financing costs. The fair value of the Company’s long-term debt is based on current bid prices or prices for similar instruments from active markets. As such, the Company’s long-term debt was classified as Level 2. As of March 31, 2024 and December 31, 2023, the estimated fair value approximated the carrying value of long-term debt.

Derivative Financial Instruments — The Company’s interest rate cap agreements are recorded at fair value and estimated using market-standard valuation models. Such models project future cash flows and discount the future amounts to a present value using market-based observable inputs. Additionally, the fair value of the interest rate caps included consideration of credit risk. The Company used a potential future exposure model to estimate this credit valuation adjustment (“CVA”). The inputs to the CVA were largely based on observable market data, with the exception of certain assumptions regarding credit worthiness. As the magnitude of the CVA was not a significant component of the fair value of the interest rate caps, it was not considered a significant input. The fair value of the interest rate caps is classified as Level 2. As of March 31, 2024 and December 31, 2023, the fair value of the interest rate cap agreements was $31.8 million and $29.0 million, respectively, and was recorded in other assets on the consolidated balance sheet.

Debt Securities — The Company’s investments in debt securities, which are classified as available-for-sale, consist of U.S. Treasury and U.S. government agency securities, asset-backed securities, certificates of deposit and corporate bonds. These securities are held in escrow by the Company’s wholly-owned captive insurance company and were purchased with restricted cash. As such, these securities are not available to fund the Company’s operations. These securities are recorded at fair value using quoted prices available in active markets and are classified as Level 1. As of March 31, 2024, the fair value of the available-for-sale debt securities was $34.9 million and was classified based on the instruments’ maturity dates, with $13.7 million included in prepaid expenses and other current assets and $21.2 million in other assets on the consolidated balance sheet. As of December 31, 2023, the fair value of the available-for-sale debt securities was $23.9 million, with $22.0 million included in prepaid expenses and other current assets and $1.9 million in other assets on the consolidated balance sheet. At March 31, 2024 and December 31, 2023, the amortized cost was $34.4 million and $24.0 million, respectively. The debt securities held at March 31, 2024 had remaining maturities ranging from less than one year to approximately ten years. Unrealized gains and losses, net of tax, on available-for-sale debt securities were immaterial for the three months ended March 31, 2024 and 2023.

Liabilities for Contingent Consideration — The Company is subject to contingent consideration arrangements in connection with certain business combinations. Liabilities for contingent consideration are measured at fair value each reporting period, with the acquisition-date fair value included as part of the consideration payable for the related business combination and subsequent changes in fair value recorded to selling, general and administrative expenses on the Company’s consolidated statement of income. The fair value of contingent consideration was generally calculated using customary valuation models based on probability-weighted outcomes of meeting certain future performance targets and forecasted results. The key inputs to the valuations are the projections of future financial results in relation to the businesses and the company-specific discount rates. The Company classified the contingent consideration liabilities as a Level 3 fair value measurement due to the lack of observable inputs used in the model.

The following table provides a roll forward of the recurring Level 3 fair value measurements:


	Three months ended March 31, 2024

	(In thousands)
Balance at January 1, 2024	$	11,516



Changes in fair value	2,820

Balance at March 31, 2024	$	14,336

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS - Schedule of Derivatives by Balance Sheet Location (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Interest rate caps \| Other assets
Derivatives, Fair Value [Line Items]
Interest rate caps - asset	$ 31,757	$ 28,968

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS - Effect of Derivatives on Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Derivatives, Fair Value [Line Items]
Cash flow hedges	$ (13,681)	$ (12,916)
Income tax effect	9,267	9,603
Net of income taxes	16,989	8,126
Other comprehensive income (loss) before reclassifications — net of tax \| Amount of gain (loss) recognized in other comprehensive income (loss)
Derivatives, Fair Value [Line Items]
Net of income taxes	6,603	(3,859)
Other comprehensive income (loss) before reclassifications — net of tax \| Amount of net gain (loss) reclassified into earnings
Derivatives, Fair Value [Line Items]
Net of income taxes	4,216	5,113
Other comprehensive income (loss) before reclassifications — net of tax \| Total effect on other comprehensive income (loss)
Derivatives, Fair Value [Line Items]
Net of income taxes	2,387	(8,972)
Cash flow hedges \| Other comprehensive income (loss) before reclassifications — net of tax \| Amount of gain (loss) recognized in other comprehensive income (loss)
Derivatives, Fair Value [Line Items]
Cash flow hedges	9,008	(5,264)
Cash flow hedges \| Other comprehensive income (loss) before reclassifications — net of tax \| Amount of net gain (loss) reclassified into earnings
Derivatives, Fair Value [Line Items]
Cash flow hedges	5,751	6,976
Cash flow hedges \| Other comprehensive income (loss) before reclassifications — net of tax \| Total effect on other comprehensive income (loss)
Derivatives, Fair Value [Line Items]
Cash flow hedges	3,257	(12,240)
Income tax effect \| Other comprehensive income (loss) before reclassifications — net of tax \| Amount of gain (loss) recognized in other comprehensive income (loss)
Derivatives, Fair Value [Line Items]
Income tax effect	(2,405)	1,405
Income tax effect \| Other comprehensive income (loss) before reclassifications — net of tax \| Amount of net gain (loss) reclassified into earnings
Derivatives, Fair Value [Line Items]
Income tax effect	(1,535)	(1,863)
Income tax effect \| Other comprehensive income (loss) before reclassifications — net of tax \| Total effect on other comprehensive income (loss)
Derivatives, Fair Value [Line Items]
Income tax effect	$ (870)	$ 3,268

FAIR VALUE MEASUREMENTS (Tables)

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Roll Forward of the Fair Value of Recurring Level 3 Fair Value Measurements

The following table provides a roll forward of the recurring Level 3 fair value measurements:


	Three months ended March 31, 2024

	(In thousands)
Balance at January 1, 2024	$	11,516



Changes in fair value	2,820

Balance at March 31, 2024	$	14,336

FAIR VALUE MEASUREMENTS - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2024	Dec. 31, 2023
Fair Value Measurements Disclosure [Line Items]
Available-for-sale debt securities fair value		$ 34,900	$ 23,900
Available-for-sale debt securities amortized cost		34,400	24,000
Contingent consideration
Fair Value Measurements Disclosure [Line Items]
Contingent consideration liability		$ 14,336	11,516
Settlement of contingent consideration liabilities	$ 200
Minimum
Fair Value Measurements Disclosure [Line Items]
Debt securities, remaining maturity term		1 year
Maximum
Fair Value Measurements Disclosure [Line Items]
Debt securities, remaining maturity term		10 years
Prepaid and other current assets
Fair Value Measurements Disclosure [Line Items]
Available-for-sale debt securities fair value		$ 13,700	22,000
Other assets
Fair Value Measurements Disclosure [Line Items]
Available-for-sale debt securities fair value		21,200	1,900
Interest rate caps \| Fair Value, Inputs, Level 2 \| Estimate of Fair Value Measurement
Fair Value Measurements Disclosure [Line Items]
Derivative asset		$ 31,800	$ 29,000

ORGANIZATION AND BASIS OF PRESENTATION (Policies)	3 Months Ended
ORGANIZATION AND BASIS OF PRESENTATION (Policies)	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation — The accompanying unaudited condensed consolidated balance sheet as of March 31, 2024 and the unaudited condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2024 and 2023 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required in accordance with U.S. GAAP for complete financial statements and should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of March 31, 2024 and the unaudited condensed consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for the interim periods ended March 31, 2024 and 2023, 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. Effective January 1, 2024, the Company realigned its organizational structure to better reflect synergies across certain business lines resulting in a change in reportable segments. The Company’s Back-up Care segment now includes the Sittercity operations, which were previously reported in the Educational Advisory and Other Services segment. Segment information for 2023 has been recast to conform to the current year presentation.
Fair Value Measurement	Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are classified using a three-level hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The Company uses observable inputs where relevant and whenever possible. The three levels of the hierarchy are defined as follows: Level 1 — Fair value is derived using quoted prices from active markets for identical instruments. Level 2 — Fair value is derived using quoted prices for similar instruments from active markets or for identical or similar instruments in markets that are not active; or, fair value is based on model-derived valuations in which all significant inputs and significant value drivers are observable from active markets. Level 3 — Fair value is derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS - Derivative Financial Instruments Narrative (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2021	Jun. 30, 2020
Derivatives, Fair Value [Line Items]
Net gain to be reclassified from accumulated other comprehensive loss and recorded to interest expense during the next twelve months	$ 18,000,000
Interest rate caps
Derivatives, Fair Value [Line Items]
Derivative, notional amount		$ 900,000,000	$ 800,000,000
Interest rate caps \| SOFR
Derivatives, Fair Value [Line Items]
Interest rate cap agreement, threshold for interest rate protection			0.90%
Interest rate caps \| October 31, 2023
Derivatives, Fair Value [Line Items]
Derivative, notional amount			$ 300,000,000
Interest rate caps \| October 31, 2023
Derivatives, Fair Value [Line Items]
Derivative, notional amount			$ 500,000,000
Interest rate caps \| October 31, 2025
Derivatives, Fair Value [Line Items]
Derivative, notional amount		$ 600,000,000
Interest rate caps \| October 31, 2025 \| SOFR
Derivatives, Fair Value [Line Items]
Interest rate cap agreement, threshold for interest rate protection		2.40%
Interest rate caps \| October 31, 2026
Derivatives, Fair Value [Line Items]
Derivative, notional amount		$ 300,000,000
Interest rate caps \| October 31, 2026 \| SOFR
Derivatives, Fair Value [Line Items]
Interest rate cap agreement, threshold for interest rate protection		2.90%

ACCUMULATED OTHER COMPREHENSIVE LOSS

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss, which is included as a component of stockholders’ equity, is comprised of foreign currency translation adjustments and unrealized gains (losses) on cash flow hedges and investments, net of tax.

The changes in accumulated other comprehensive income (loss) by component were as follows:


	Three months ended March 31, 2024
	Foreign currency translation adjustments (1)		Unrealized gain (loss) on cash flow hedges		Unrealized gain (loss) on investments		Total

	(In thousands)
Balance at January 1, 2024	$	(76,130)	$	17,100	$	(71)	$	(59,101)
Other comprehensive income (loss) before reclassifications — net of tax	(20,319)		6,603		19		(13,697)
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	—		4,216		(5)		4,211
Net other comprehensive income (loss)	(20,319)		2,387		24		(17,908)
Balance at March 31, 2024	$	(96,449)	$	19,487	$	(47)	$	(77,009)


	Three months ended March 31, 2023
	Foreign currency translation adjustments (1)		Unrealized gain (loss) on cash flow hedges		Unrealized gain (loss) on investments		Total

	(In thousands)
Balance at January 1, 2023	$	(105,138)	$	34,738	$	(229)	$	(70,629)
Other comprehensive income (loss) before reclassifications — net of tax	6,880		(3,859)		59		3,080
Less: amounts reclassified from accumulated other comprehensive income (loss) — net of tax	—		5,113		(14)		5,099
Net other comprehensive income (loss)	6,880		(8,972)		73		(2,019)
Balance at March 31, 2023	$	(98,258)	$	25,766	$	(156)	$	(72,648)

(1)Taxes are not provided for the currency translation adjustments related to the undistributed earnings of foreign subsidiaries that are intended to be indefinitely reinvested.

LEASES - Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended
LEASES - Lease Expense (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023
Leases [Abstract]
Operating lease expense	$ 37,731	$ 37,968
Variable lease expense	10,771	11,175
Total lease expense	$ 48,502	$ 49,143

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

CREDIT ARRANGEMENTS AND DEBT OBLIGATIONS

Senior Secured Credit Facilities

The Company’s senior secured credit facilities consist of a $600 million term loan B facility (“term loan B”) and a $400 million term loan A facility (“term loan A” and, together with term loan B, the “term loan facilities” or “term loans”), as well as a $400 million multi-currency revolving credit facility (“revolving credit facility”).

Long-term debt obligations were as follows:


	March 31, 2024		December 31, 2023

	(In thousands)
Term loan B	$	586,500	$	588,000
Term loan A	377,500		380,000
Deferred financing costs and original issue discount	(4,940)		(5,236)
Total debt	959,060		962,764
Less current maturities	(21,000)		(18,500)
Long-term debt	$	938,060	$	944,264

All borrowings under the credit facilities are subject to variable interest. The effective interest rate for the term loans was 7.50% and 7.52% at March 31, 2024 and December 31, 2023, respectively, and the weighted average interest rate was 7.51% and 6.67% for the three months ended March 31, 2024 and 2023, respectively, prior to the effects of any interest rate hedge arrangements. There were no borrowings outstanding under the revolving credit facility at March 31, 2024 and December 31, 2023. The weighted average interest rate for the revolving credit facility was 7.62% and 6.76% for the three months ended March 31, 2024 and 2023, respectively. The effective interest rate on the revolving credit facility may fluctuate from borrowing to borrowing for various reasons, including changes in the term benchmark or base interest rate, and the selected borrowing cycle as rates can vary between under-30 day and over-30 day borrowings.

Term Loan B Facility

The seven-year term loan B matures on November 23, 2028 and requires quarterly principal payments equal to 1% per annum of the original aggregate principal amount of the term loan B, with the remaining principal balance due at maturity. Borrowings under the term loan B facility bear interest at a rate per annum of 1.25% over the base rate, or 2.25% over the adjusted term SOFR rate. The base rate is subject to an interest rate floor of 1.50% and the adjusted term SOFR rate is subject to an interest rate floor of 0.50%.

Term Loan A Facility

The five-year term loan A matures on November 23, 2026 and requires quarterly principal payments equal to 2.5% per annum of the original aggregate principal amount of the term loan A in each of the first three years, 5.0% in the fourth year, and 7.5% in the fifth year. The remaining principal balance is due at maturity. Borrowings under the term loan A facility bear interest at a rate per annum ranging from 0.50% to 0.75% over the base rate, or 1.50% to 1.75% over the adjusted term SOFR rate. The base rate is subject to an interest rate floor of 1.00% and the adjusted term SOFR rate is subject to an interest rate floor of 0.00%.

Revolving Credit Facility

The $400 million multi-currency revolving credit facility matures on May 26, 2026. At March 31, 2024, there were no borrowings outstanding under the revolving credit facility and letters of credit outstanding were $10.2 million, with $389.8 million available for borrowing. At December 31, 2023, there were no borrowings outstanding under the revolving credit facility and letters of credit outstanding were $19.3 million, with $380.7 million available for borrowing.

In January 2024, the Company utilized the revolving credit facility, combined with available cash on hand, to pay deferred consideration of $106.5 million related to the 2022 acquisition of Only About Children. Borrowings on the revolving credit facility were subsequently repaid during the quarter ended March 31, 2024. Refer to Note 4, Acquisitions, for additional information.

Borrowings under the revolving credit facility bear interest at a rate per annum ranging from 0.50% to 0.75% over the base rate, or 1.50% to 1.75% over the adjusted term SOFR rate. The base rate is subject to an interest rate floor of 1.00% and the adjusted term SOFR rate is subject to an interest rate floor of 0.00%.

Debt Covenants

All obligations under the senior secured credit facilities are secured by substantially all the assets of the Company’s material U.S. subsidiaries. The senior secured credit facilities contain a number of covenants that, among other things and subject to certain exceptions, may restrict the ability of Bright Horizons Family Solutions LLC, the Company’s wholly-owned subsidiary, and its restricted subsidiaries, to: incur liens; make investments, loans, advances and acquisitions; incur additional indebtedness or guarantees; pay dividends on capital stock or redeem, repurchase or retire capital stock or subordinated indebtedness; engage in transactions with affiliates; sell assets, including capital stock of the Company’s subsidiaries; alter the business conducted; enter into agreements restricting the Company’s subsidiaries’ ability to pay dividends; and consolidate or merge.

In addition, the credit agreement governing the senior secured credit facilities requires Bright Horizons Capital Corp., the Company’s direct subsidiary, to be a passive holding company, subject to certain exceptions. The term loan A and the revolving credit facility require Bright Horizons Family Solutions LLC, the borrower, and its restricted subsidiaries, to comply with a maximum first lien net leverage ratio not to exceed 4.25 to 1.00. A breach of the applicable covenant is subject to certain equity cure rights.

Future principal payments of long-term debt are as follows for the years ending December 31:


	Long-term debt

	(In thousands)
Remainder of 2024	$	14,500
2025	28,500
2026	351,000
2027	6,000
2028	564,000

Total future principal payments	$	964,000

Derivative Financial Instruments

The Company is subject to interest rate risk, as all borrowings under the senior secured credit facilities are subject to variable interest rates. The Company’s risk management policy permits using derivative instruments to manage interest rate and other risks. The Company uses interest rate caps to manage a portion of the risk related to changes in cash flows from interest rate movements.

In June 2020, the Company entered into interest rate cap agreements with a total notional value of $800 million, designated and accounted for as cash flow hedges from inception, to provide the Company with interest rate protection in the event the one-month term SOFR rate increases above 0.9%. Interest rate cap agreements for $300 million notional value had an effective date of June 30, 2020 and expired on October 31, 2023, while interest rate cap agreements for another $500 million notional amount had an effective date of October 29, 2021 and expired on October 31, 2023.

In December 2021, the Company entered into additional interest rate cap agreements with a total notional value of $900 million designated and accounted for as cash flow hedges from inception. Interest rate cap agreements for $600 million, which had a forward starting effective date of October 31, 2023 and expire on October 31, 2025, provide the Company with interest rate protection in the event the one-month term SOFR rate increases above 2.4%. Interest rate cap agreements for $300 million, which had a forward starting effective date of October 31, 2023 and expire on October 31, 2026, provide the Company with interest rate protection in the event the one-month term SOFR rate increases above 2.9%.

The fair value of the derivative financial instruments was as follows for the periods presented:

Derivative financial instruments

Consolidated balance sheet classification

March 31, 2024

December 31, 2023

(In thousands)

Interest rate caps - asset

Other assets

31,757

28,968

The effect of the derivative financial instruments on other comprehensive income (loss) was as follows:


Derivatives designated as cash flow hedging instruments	Amount of gain (loss) recognized in other comprehensive income (loss)		Consolidated statement of income classification	Amount of net gain (loss) reclassified into earnings		Total effect on other comprehensive income (loss)

	(In thousands)			(In thousands)
Three months ended March 31, 2024
Cash flow hedges	$	9,008	Interest expense — net	$	5,751	$	3,257
Income tax effect	(2,405)		Income tax expense	(1,535)		(870)
Net of income taxes	$	6,603		$	4,216	$	2,387

Three months ended March 31, 2023
Cash flow hedges	$	(5,264)	Interest expense — net	$	6,976	$	(12,240)
Income tax effect	1,405		Income tax expense	(1,863)		3,268
Net of income taxes	$	(3,859)		$	5,113	$	(8,972)

During the next 12 months, the Company estimates that a net gain of $18.0 million, pre-tax, will be reclassified from accumulated other comprehensive loss and recorded as a reduction to interest expense related to these derivative financial instruments.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
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+ Details

Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2024	Apr. 25, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-35780
Entity Registrant Name	BRIGHT HORIZONS FAMILY SOLUTIONS INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0188269
Entity Address, Address Line One	2 Wells Avenue
Entity Address, City or Town	Newton
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02459
City Area Code	(617)
Local Phone Number	673-8000
Title of 12(b) Security	Common Stock, $0.001 par value per share
Trading Symbol	BFAM
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		58,004,156
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001437578
Current Fiscal Year End Date	--12-31

SEGMENT INFORMATION - Income from Operations by Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Segment Reporting Information [Line Items]
Revenue	$ 622,709	$ 553,606
Income (loss) from operations	39,937	30,645
Value-Added Tax Incurred In Prior Periods
Segment Reporting Information [Line Items]
Occupancy costs	6,000
Full service center-based child care
Segment Reporting Information [Line Items]
Acquisition related costs		6,000
Full service center-based child care \| Value-Added Tax Incurred In Prior Periods \| Cost of Sales
Segment Reporting Information [Line Items]
Occupancy costs		4,300
Full service center-based child care \| Value-Added Tax Incurred In Prior Periods \| Selling, General and Administrative Expenses
Segment Reporting Information [Line Items]
Occupancy costs		1,700
Full service center-based child care \| Operating Segments
Segment Reporting Information [Line Items]
Revenue	483,640	430,191
Income (loss) from operations	21,444	8,433
Back-up care \| Operating Segments
Segment Reporting Information [Line Items]
Revenue	114,672	99,130
Income (loss) from operations	15,983	17,773
Educational advisory services \| Operating Segments
Segment Reporting Information [Line Items]
Revenue	24,397	24,285
Income (loss) from operations	$ 2,510	$ 4,439