UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 26, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||||||||
| | |||||||||||||||||
| (Address of principal executive offices) | (Zip code) | ||||||||||||||||
Registrant’s telephone number, including area code: (617 ) 673-8000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | Results of Operations and Financial Condition | ||||
On October 29, 2026, Bright Horizons Family Solutions Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended September 30, 2026 and revised financial guidance for the year 2026. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information contained in this Item, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in any such filing.
Any website addresses included herein are inactive textual references only. The information contained on any such website referenced herein is not incorporated into this Current Report on Form 8-K. Important information may be disseminated initially or exclusively via the Company’s Investor Relations website; investors should consult the site to access this information.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | ||||
(b) On October 26, 2026, Mary Ann Tocio, a member of the Company’s Board of Directors (the “Board”), informed the Board of her intent to retire from the Board, effective December 1, 2026. Ms. Tocio currently serves as a member of the Board's Audit Committee. Ms. Tocio’s retirement is not due to any disagreement with the Company.
(d) On October 28, 2026, the Board appointed Seth Siegel to serve as a member of the Board effective December 1, 2026. Mr. Siegel will fill the vacancy left by Ms. Tocio’s retirement and will serve as a member of the Board’s Audit Committee. Mr. Siegel will stand for reelection at the 2027 annual meeting of shareholders.
Mr. Siegel, age 53, served as Chief Executive Officer (CEO) of Grant Thornton, a leading global audit, tax and advisory firm, from August 2022 through January 2025 and subsequently served as Senior Advisor until April 2025. Prior to his tenure as CEO, Mr. Siegel served in various leadership roles at Grant Thornton including Managing Partner, Practice Leader and Audit Partner. During his 30 years with the firm, Mr. Siegel audited and advised Fortune 1000 and other large, complex private companies on financial reporting, M&A, capital markets transactions, governance and business matters across the financial services, real estate, hospitality, technology and consumer sectors. Mr. Siegel served on the board of directors of Grant Thornton from 2017 to 2025 and has served on the board of directors of numerous non-profit organizations, including the Joe DiMaggio Children’s Hospital Foundation and The Center for Audit Quality. Mr. Siegel holds a B.S. in Accounting from Florida Atlantic University and is a licensed C.P.A.
There are no arrangements or understandings between Mr. Siegel and any other person pursuant to which Mr. Siegel was appointed as a director and there are no transactions between Mr. Siegel and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
In connection with his service on the Board, Mr. Siegel will participate in the Company’s non-employee director compensation program as set forth in the Company’s 2026 Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on April 20, 2026, including receiving an approximate pro-rata equity award. In addition, Mr. Siegel and the Company have entered into an indemnification agreement on the same terms as the Company has previously entered into with its other directors, a form of which has been previously filed as Exhibit 10.8 to the Company’s Annual Report on Form 10-K filed with the SEC on February 26, 2026.
| Item 9.01 | Financial Statements and Exhibits | ||||
(d) Exhibits
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| BRIGHT HORIZONS FAMILY SOLUTIONS INC. | |||||||||||
| Date: | October 29, 2026 | By: | /s/ Elizabeth Boland | ||||||||
| Elizabeth Boland | |||||||||||
| Chief Financial Officer | |||||||||||
Exhibit 99.1
Bright Horizons Family Solutions Reports Financial Results for the Third Quarter of 2026
NEWTON, MA - (BUSINESS WIRE) - October 29, 2026 - Bright Horizons Family Solutions® Inc. (NYSE: BFAM) today announced financial results for the third quarter of 2026 and provided revised financial guidance for 2026. Bright Horizons is a leading provider of high-quality early education and child care, comprehensive back-up care solutions, and educational advisory services. Our offerings support both working families and employers’ workforce strategies by supporting their employees across life and career stages, and improving employee recruitment, engagement, productivity, retention, and career advancement.
Third Quarter 2026 Highlights (compared to Third Quarter 2025):
•Revenue of $841 million (increase of 5%)
•Loss from operations of $187 million
•Net loss of $231 million and diluted loss per common share of $4.76
Non-GAAP financial measures
•Adjusted EBITDA* of $163 million (increase of 5%)
•Adjusted income from operations* of $130 million (increase of 5%)
•Adjusted net income* of $88 million and diluted adjusted earnings per common share* of $1.80 (decrease of 3% and increase of 15%, respectively)
“Our third quarter results reflect the strength of our diversified portfolio, with revenue up 5%, including 13% growth in back-up care,” said Stephen Kramer, Chief Executive Officer. “This fall, we were proud to celebrate 40 years of partnering with leading employers to support working families. Our commitment to providing safe, nurturing environments and high-quality care and education for the children and families we serve has guided us since our start in 1986, and I am grateful to our global team, whose dedication brings that commitment to life every day.”
Third Quarter 2026 Results
Revenue increased by $38.7 million, or 5%, to $841.5 million in the third quarter of 2026 from the third quarter of 2025, primarily due to growth in back-up care, partially offset by the reductions in revenue from full service centers that have closed over the last 12 months.
Loss from operations was $187.1 million for the third quarter of 2026 compared to income from operations of $120.8 million for the third quarter of 2025. The decrease in income from operations is primarily related to impairment losses of $294.0 million within the international full service operations, partially offset by increased service levels and contributions from our back-up care segment. We had a net loss of $230.7 million for the third quarter of 2026 compared to net income of $78.6 million for the third quarter of 2025 due to the decrease in income from operations noted above, a higher effective tax rate and higher interest expense. Diluted loss per common share was $4.76 for the third quarter of 2026 compared to earnings per common share of $1.37 for the third quarter of 2025.
In the third quarter of 2026, adjusted EBITDA* increased by $7.2 million, or 5%, to $163.3 million, and adjusted income from operations* increased by $5.7 million, or 5%, to $130.2 million from the third quarter of 2025, primarily due to increased service levels and contributions from the back-up care segment. Adjusted net income* was $87.5 million, a decrease from adjusted net income of $90.1 million in the same period in the prior year, as a result of higher interest expense and an increase to the adjusted effective tax rate, partially offset by the increase in adjusted income from operations noted above. Diluted adjusted earnings per common share* was $1.80 for the third quarter of 2026 compared to $1.57 for the third quarter of 2025.
As of September 30, 2026, the Company operated 979 early education and child care centers with the capacity to serve approximately 112,500 children and their families.
*Adjusted EBITDA, adjusted income from operations, adjusted net income and diluted adjusted earnings per common share are financial measures that are not calculated in accordance with generally accepted accounting principles in the United States (“GAAP”), which are commonly referred to as “non-GAAP financial measures.” Adjusted EBITDA represents EBITDA (which is net income (loss), as determined in accordance with GAAP, before interest expense, income tax expense, depreciation, and amortization) adjusted to exclude stock-based compensation expense, impairment losses, incremental general liability expense, debt refinancing costs, lease termination costs, and, at times, other non-recurring costs, such as transaction costs. Adjusted income from operations represents income (loss) from operations, as determined in accordance with GAAP, adjusted to exclude impairment losses, incremental general liability expense, debt refinancing costs, lease termination costs, and, at times, other non-recurring costs, such as transaction costs. Adjusted net income represents net income (loss), as determined in accordance with GAAP, adjusted to exclude amortization, stock-based compensation expense, impairment losses, incremental general liability expense, debt refinancing costs, lease termination costs, interest related to pre-acquisition obligations, and, at times, other non-recurring costs, such as transaction costs, and the income tax provision (benefit) thereon. Diluted adjusted earnings per common share is calculated using adjusted net income. These non-GAAP financial measures are more fully described and are reconciled from the respective measures determined under GAAP in “Presentation of Non-GAAP Financial Measures” and the attached table “Bright Horizons Family Solutions Inc. Non-GAAP Reconciliations,” respectively.
Balance Sheet and Liquidity
At September 30, 2026, the Company had $119.2 million of cash and cash equivalents and $436.0 million available for borrowing under its revolving credit facility. In the nine months ended September 30, 2026, we generated $208.1 million of cash from operations, compared to $202.8 million for the same period in 2025, repurchased approximately 7.7 million shares totaling $557.7 million compared to approximately 0.9 million shares totaling $106.0 million for the same period in the prior year, and made net investments totaling $71.8 million, compared to $63.5 million for the same period in the prior year.
2026 Outlook
Based on current trends and expectations, we currently expect fiscal year 2026 revenue to be approximately $3.07 billion and diluted adjusted earnings per common share to be in the range of $4.98 to $5.03. The Company will provide additional information on its outlook during its earnings conference call.
Conference Call
Bright Horizons Family Solutions will host an investor conference call today at 5:00 pm ET to discuss the results for the third quarter of 2026, as well as the Company’s updated business outlook and strategy. Interested parties are invited to listen to the conference call by dialing 1-844-539-3703, or for international callers, 1-412-652-1273, and asking for the Bright Horizons Family Solutions conference call moderated by Chief Executive Officer Stephen Kramer. Replays of the entire call will be available through November 12, 2026 at 1-844-512-2921, or for international callers, at 1-412-317-6671, conference ID #13758194. A link to the audio webcast of the conference call and a copy of this press release are also available through the Investor Relations section of the Company’s web site, investors.brighthorizons.com.
Forward-Looking Statements
This press release includes forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company’s actual results may vary significantly from the results anticipated in these forward-looking statements, which can generally be identified by the use of forward-looking terminology, including the terms “believes,” “expects,” “may,” “will,” “should,” “seeks,” “projects,” “approximately,” “intends,” “plans,” “estimates” or “anticipates,” or, in each case, their negatives or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts, including statements regarding the Company’s intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, operating expectations, execution and delivery of our services and solutions, our model, business trends, value and quality of our service offerings, our future growth opportunities, enrollment levels and trends in jurisdictions, utilization of services, margins, back-up care contributions, our investments, long-term growth strategy, cash flows, estimated effective tax rate, tax expense, our future business and financial performance, our client partners and relationships, use and impact of our services, our share repurchase activity and our 2026 financial guidance. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The Company believes that these risks and uncertainties include, but are not limited to, changes in the demand for child care, dependent care and other workplace solutions, including variations in enrollment trends and lower than expected demand from employer sponsor clients as well as variations in workforce demographics and work environments; the constrained labor market for teachers and staff and ability to hire and retain talent, including the impact of increased compensation and labor costs; the availability or lack of government support programs, and the impact of available government child care benefit programs; our ability to respond to changing client and customer needs; competition in our industry; the possibility that acquisitions may disrupt our operations and expose us to additional risk; our ability to pass on our increased costs; our ability to maintain applicable licenses and registrations in the jurisdictions in which we operate; our indebtedness and the terms of such indebtedness; our ability to withstand seasonal fluctuations in the demand for our services; our ability to implement our growth strategies successfully; our ability to close underperforming centers or exit lease arrangements; changes in general economic, political, business and financial market conditions and other macroeconomic events and uncertainty, including the impact of inflation and interest rate fluctuations; fluctuations in currency exchange rates; the effects of a cyber-attack, data breach or other security incident on our information technology system or software or those of our third party vendors; changes in tax rates or policies; damage or harm to our brand or reputation or negative public perception, including as a result of recent incidents and media coverage; outcome of legal matters, claims, allegations, actual or threatened litigation and regulatory investigations and reviews; insurance risks including self-insured risks and excess coverage; changes in laws and regulations; and other risks and uncertainties more fully described in the “Risk Factors” section of our Annual Report on Form 10-K filed on February 26, 2026, and other factors disclosed from time to time in our other filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the time of this release and we do not undertake to publicly update or revise them, whether as a result of new information, future events or otherwise, except as required by law.
Presentation of Non-GAAP Financial Measures
In addition to the results provided in accordance with GAAP throughout this press release, the Company has provided certain non-GAAP financial measures that present operating results on a basis adjusted for certain items. The Company uses these non-GAAP financial measures as key performance indicators for the purpose of evaluating performance internally, and in connection with determining incentive compensation for Company management, including executive officers. Adjusted EBITDA is also used in connection with the determination of certain ratio requirements under our credit agreement. We believe that these non-GAAP financial measures provide investors with useful information with respect to our historical operations. These non-GAAP financial measures are not intended to replace, and should not be considered superior to, the presentation of our financial results in accordance with GAAP. The use of the terms adjusted EBITDA, adjusted income from operations, adjusted net income and diluted adjusted earnings per common share may differ from similar measures reported by other companies and may not be comparable to other similarly titled measures.
With respect to our outlook for diluted adjusted earnings per common share, we do not provide the most directly comparable GAAP financial measure or corresponding reconciliation to such GAAP financial measure on a forward-looking basis. We are unable to predict with reasonable certainty and without unreasonable effort certain items such as the timing and amount of net excess income tax benefits or shortfalls, future impairments, lease termination costs, transaction costs, and other non-recurring costs, as well as gains or losses from the early retirement of debt and the outcome from legal proceedings. These items are uncertain, depend on various factors outside our management’s control, and could significantly impact, either individually or in the aggregate, our future period earnings per common share as calculated and presented in accordance with GAAP.
For more information regarding adjusted EBITDA, adjusted income from operations, adjusted net income and diluted adjusted earnings per common share, refer to the reconciliation of GAAP financial measures to the non-GAAP financial measures in the attached table “Bright Horizons Family Solutions Inc. Non-GAAP Reconciliations.”
About Bright Horizons Family Solutions Inc.
Bright Horizons® is a leading provider of high-quality early education and child care, back-up care, and workforce education services. For 40 years, we have partnered with employers to support workforces by providing services that help working families and employees thrive personally and professionally. Bright Horizons operates approximately 1,000 early education and child care centers in the United States, the United Kingdom, the Netherlands, Australia and India, and serves more than 1,450 of the world’s leading employers. Bright Horizons’ early education and child care centers, back-up child and elder care, and workforce education programs help employees succeed at each life and career stage. For more information, go to www.brighthorizons.com.
Contacts:
| Investors: | |||||
| Elizabeth Boland | |||||
| Chief Financial Officer - Bright Horizons | |||||
| eboland@brighthorizons.com | |||||
| 617-673-8125 | |||||
| Michael Flanagan | |||||
| Group Vice President - Strategic Finance - Bright Horizons | |||||
| michael.flanagan@brighthorizons.com | |||||
| 617-673-8720 | |||||
| Jordan Bertier | |||||
| Director - Investor Relations - Bright Horizons | |||||
| jordan.bertier@brighthorizons.com | |||||
| 617-673-8192 | |||||
| Media: | |||||
| Ilene Serpa | |||||
| Vice President - Communications - Bright Horizons | |||||
| iserpa@brighthorizons.com | |||||
| 617-673-8044 | |||||
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(In thousands, except share data)
(Unaudited)
| Three Months Ended September 30, | |||||||||||||||||||||||
| 2026 | % | 2025 | % | ||||||||||||||||||||
| Revenue | $ | 841,471 | 100.0 | % | $ | 802,812 | 100.0 | % | |||||||||||||||
| Cost of services | 636,645 | 75.7 | % | 585,763 | 73.0 | % | |||||||||||||||||
| Gross profit | 204,826 | 24.3 | % | 217,049 | 27.0 | % | |||||||||||||||||
| Selling, general and administrative expenses | 100,824 | 12.0 | % | 94,726 | 11.8 | % | |||||||||||||||||
| Goodwill impairment | 290,000 | 34.4 | % | — | — | % | |||||||||||||||||
| Amortization of intangible assets | 1,135 | 0.1 | % | 1,477 | 0.1 | % | |||||||||||||||||
| Income (loss) from operations | (187,133) | (22.2) | % | 120,846 | 15.1 | % | |||||||||||||||||
| Interest expense — net | (17,195) | (2.1) | % | (12,212) | (1.6) | % | |||||||||||||||||
| Income (loss) before income tax | (204,328) | (24.3) | % | 108,634 | 13.5 | % | |||||||||||||||||
| Income tax expense | (26,362) | (3.1) | % | (30,082) | (3.7) | % | |||||||||||||||||
| Net income (loss) | $ | (230,690) | (27.4) | % | $ | 78,552 | 9.8 | % | |||||||||||||||
| Earnings (loss) per common share: | |||||||||||||||||||||||
| Common stock — basic | $ | (4.76) | $ | 1.38 | |||||||||||||||||||
| Common stock — diluted | $ | (4.76) | $ | 1.37 | |||||||||||||||||||
Weighted average common shares outstanding: | |||||||||||||||||||||||
| Common stock — basic | 48,425,768 | 56,927,187 | |||||||||||||||||||||
| Common stock — diluted | 48,425,768 | 57,377,773 | |||||||||||||||||||||
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(In thousands, except share data)
(Unaudited)
| Nine Months Ended September 30, | |||||||||||||||||||||||
| 2026 | % | 2025 | % | ||||||||||||||||||||
| Revenue | $ | 2,332,871 | 100.0 | % | $ | 2,199,909 | 100.0 | % | |||||||||||||||
| Cost of services | 1,775,592 | 76.1 | % | 1,644,573 | 74.8 | % | |||||||||||||||||
| Gross profit | 557,279 | 23.9 | % | 555,336 | 25.2 | % | |||||||||||||||||
| Selling, general and administrative expenses | 299,904 | 12.9 | % | 281,421 | 12.8 | % | |||||||||||||||||
| Goodwill impairment | 296,275 | 12.7 | % | — | — | % | |||||||||||||||||
| Amortization of intangible assets | 3,467 | 0.1 | % | 4,745 | 0.2 | % | |||||||||||||||||
| Income (loss) from operations | (42,367) | (1.8) | % | 269,170 | 12.2 | % | |||||||||||||||||
| Interest expense — net | (43,240) | (1.9) | % | (33,118) | (1.5) | % | |||||||||||||||||
| Income (loss) before income tax | (85,607) | (3.7) | % | 236,052 | 10.7 | % | |||||||||||||||||
| Income tax expense | (70,340) | (3.0) | % | (64,676) | (2.9) | % | |||||||||||||||||
| Net income (loss) | $ | (155,947) | (6.7) | % | $ | 171,376 | 7.8 | % | |||||||||||||||
| Earnings (loss) per common share: | |||||||||||||||||||||||
| Common stock — basic | $ | (3.03) | $ | 3.00 | |||||||||||||||||||
| Common stock — diluted | $ | (3.03) | $ | 2.97 | |||||||||||||||||||
| Weighted average common shares outstanding: | |||||||||||||||||||||||
| Common stock — basic | 51,434,157 | 57,188,938 | |||||||||||||||||||||
| Common stock — diluted | 51,434,157 | 57,680,543 | |||||||||||||||||||||
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
| September 30, 2026 | December 31, 2025 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 119,230 | $ | 140,091 | |||||||
| Accounts receivable — net | 244,603 | 293,983 | |||||||||
| Prepaid expenses and other current assets | 80,845 | 69,899 | |||||||||
| Total current assets | 444,678 | 503,973 | |||||||||
| Fixed assets — net | 566,030 | 574,200 | |||||||||
| Goodwill | 1,532,162 | 1,824,175 | |||||||||
| Other intangible assets — net | 186,479 | 193,452 | |||||||||
| Operating lease right-of-use assets | 620,508 | 682,069 | |||||||||
| Other assets | 129,689 | 111,734 | |||||||||
| Total assets | $ | 3,479,546 | $ | 3,889,603 | |||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt | $ | 9,375 | $ | — | |||||||
| Current portion of revolving credit facility | 283,087 | 199,552 | |||||||||
| Accounts payable and accrued expenses | 327,178 | 292,812 | |||||||||
| Current portion of operating lease liabilities | 111,291 | 110,229 | |||||||||
| Deferred revenue | 229,633 | 330,647 | |||||||||
| Other current liabilities | 31,592 | 32,925 | |||||||||
| Total current liabilities | 992,156 | 966,165 | |||||||||
| Long-term debt — net | 1,069,892 | 747,614 | |||||||||
| Operating lease liabilities | 635,735 | 702,845 | |||||||||
| Other long-term liabilities | 120,235 | 118,815 | |||||||||
| Deferred income taxes | 23,141 | 14,873 | |||||||||
| Total liabilities | 2,841,159 | 2,550,312 | |||||||||
| Total stockholders’ equity | 638,387 | 1,339,291 | |||||||||
| Total liabilities and stockholders’ equity | $ | 3,479,546 | $ | 3,889,603 | |||||||
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| Nine Months Ended September 30, | |||||||||||
| 2026 | 2025 | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||||||
| Net income (loss) | $ | (155,947) | $ | 171,376 | |||||||
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||||||
| Goodwill impairment | 296,275 | — | |||||||||
| Depreciation and amortization | 73,027 | 68,655 | |||||||||
| Stock-based compensation expense | 22,273 | 22,512 | |||||||||
| Long-lived asset impairment and other non-cash items | 22,091 | 5,190 | |||||||||
| Deferred income taxes | 7,362 | 8,491 | |||||||||
| Changes in assets and liabilities | (57,006) | (73,432) | |||||||||
| Net cash provided by operating activities | 208,075 | 202,792 | |||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||||||
| Purchases of fixed assets — net | (69,441) | (58,907) | |||||||||
| Proceeds from debt securities and other investments | 15,066 | 10,287 | |||||||||
| Purchases of debt securities and other investments | (17,425) | (9,760) | |||||||||
| Payments and settlements for acquisitions — net of cash acquired | — | (5,106) | |||||||||
| Net cash used in investing activities | (71,800) | (63,486) | |||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||||||
| Revolving credit facility — net | 46,006 | 469,282 | |||||||||
| Borrowings of long-term debt — net of issuance costs | 373,610 | — | |||||||||
| Principal payments of long-term debt | (2,344) | (501,000) | |||||||||
| Payments of revolving credit facility debt issuance costs | (371) | (3,046) | |||||||||
| Purchase of treasury stock | (559,578) | (104,671) | |||||||||
| Taxes paid related to the net share settlement of equity awards | (8,214) | (15,229) | |||||||||
| Proceeds from issuance of common stock upon exercise of options | — | 11,826 | |||||||||
| Net cash used in financing activities | (150,891) | (142,838) | |||||||||
| Effect of exchange rates on cash, cash equivalents and restricted cash | (1,537) | 5,786 | |||||||||
| Net (decrease) increase in cash, cash equivalents and restricted cash | (16,153) | 2,254 | |||||||||
| Cash, cash equivalents and restricted cash — beginning of period | 143,158 | 123,715 | |||||||||
| Cash, cash equivalents and restricted cash — end of period | $ | 127,005 | $ | 125,969 | |||||||
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)
| Full service center-based child care | Back-up care | Educational advisory services | Total | ||||||||||||||||||||
| Three Months Ended September 30, 2026 | |||||||||||||||||||||||
| Revenue | $ | 521,973 | $ | 286,364 | $ | 33,134 | $ | 841,471 | |||||||||||||||
| Income (loss) from operations | (298,128) | 101,234 | 9,761 | (187,133) | |||||||||||||||||||
Adjusted income from operations (1) | 19,231 | 101,234 | 9,761 | 130,226 | |||||||||||||||||||
| As a percentage of revenue | 4 | % | 35 | % | 29 | % | 15 | % | |||||||||||||||
| Three Months Ended September 30, 2025 | |||||||||||||||||||||||
| Revenue | $ | 515,507 | $ | 253,372 | $ | 33,933 | $ | 802,812 | |||||||||||||||
| Income from operations | 16,750 | 95,332 | 8,764 | 120,846 | |||||||||||||||||||
Adjusted income from operations (2) | 20,400 | 95,332 | 8,764 | 124,496 | |||||||||||||||||||
| As a percentage of revenue | 4 | % | 38 | % | 26 | % | 16 | % | |||||||||||||||
(1)For the three months ended September 30, 2026, adjusted income from operations for the full service center-based child care segment represents loss from operations excluding goodwill impairment of $290.0 million, impairment losses for long-lived assets of $4.0 million, and incremental expense of $23.4 million related to general liability reserves for certain safeguarding matters.
(2)For the three months ended September 30, 2025, adjusted income from operations for the full service center-based child care segment represents income from operations excluding $1.3 million of costs incurred in connection with the August 2025 debt refinancing and $2.4 million of net lease termination costs.
| Full service center-based child care | Back-up care | Educational advisory services | Total | ||||||||||||||||||||
| Nine Months Ended September 30, 2026 | |||||||||||||||||||||||
| Revenue | $ | 1,619,904 | $ | 624,619 | $ | 88,348 | $ | 2,332,871 | |||||||||||||||
| Income (loss) from operations | (236,163) | 177,084 | 16,712 | (42,367) | |||||||||||||||||||
Adjusted income from operations (1) | 100,334 | 177,084 | 16,712 | 294,130 | |||||||||||||||||||
| As a percentage of revenue | 6 | % | 28 | % | 19 | % | 13 | % | |||||||||||||||
| Nine Months Ended September 30, 2025 | |||||||||||||||||||||||
| Revenue | $ | 1,566,321 | $ | 544,654 | $ | 88,934 | $ | 2,199,909 | |||||||||||||||
| Income from operations | 90,284 | 162,639 | 16,247 | 269,170 | |||||||||||||||||||
Adjusted income from operations (2) | 93,934 | 162,639 | 16,247 | 272,820 | |||||||||||||||||||
| As a percentage of revenue | 6 | % | 30 | % | 18 | % | 12 | % | |||||||||||||||
(1)For the nine months ended September 30, 2026, adjusted income from operations for the full service center-based child care segment represents loss from operations excluding goodwill impairment of $296.3 million, impairment losses for long-lived assets of $16.8 million, and incremental expense of $23.4 million related to general liability reserves for certain safeguarding matters.
(2)For the nine months ended September 30, 2025, adjusted income from operations for the full service center-based child care segment represents income from operations excluding $1.3 million of costs incurred in connection with the August 2025 debt refinancing and $2.4 million of net lease termination costs.
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
NON-GAAP RECONCILIATIONS
(In thousands, except share data)
(Unaudited)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net income (loss) | $ | (230,690) | $ | 78,552 | $ | (155,947) | $ | 171,376 | |||||||||||||||
| Interest expense — net | 17,195 | 12,212 | 43,240 | 33,118 | |||||||||||||||||||
| Income tax expense | 26,362 | 30,082 | 70,340 | 64,676 | |||||||||||||||||||
| Depreciation | 24,090 | 22,569 | 69,560 | 63,910 | |||||||||||||||||||
| Amortization of intangible assets | 1,135 | 1,477 | 3,467 | 4,745 | |||||||||||||||||||
| EBITDA | (161,908) | 144,892 | 30,660 | 337,825 | |||||||||||||||||||
| As a percentage of revenue | (19)% | 18% | 1% | 15% | |||||||||||||||||||
| Additional adjustments: | |||||||||||||||||||||||
Goodwill impairment (a) | 290,000 | — | 296,275 | — | |||||||||||||||||||
Other costs (b) | 27,359 | 3,650 | 40,222 | 3,650 | |||||||||||||||||||
Stock-based compensation expense (c) | 7,817 | 7,526 | 22,273 | 22,512 | |||||||||||||||||||
| Total adjustments | 325,176 | 11,176 | 358,770 | 26,162 | |||||||||||||||||||
| Adjusted EBITDA | $ | 163,268 | $ | 156,068 | $ | 389,430 | $ | 363,987 | |||||||||||||||
| As a percentage of revenue | 19 | % | 19 | % | 17 | % | 17 | % | |||||||||||||||
| Income (loss) from operations | $ | (187,133) | $ | 120,846 | $ | (42,367) | $ | 269,170 | |||||||||||||||
Goodwill impairment (a) | 290,000 | — | 296,275 | — | |||||||||||||||||||
Other costs (b) | 27,359 | 3,650 | 40,222 | 3,650 | |||||||||||||||||||
| Adjusted income from operations | $ | 130,226 | $ | 124,496 | $ | 294,130 | $ | 272,820 | |||||||||||||||
| As a percentage of revenue | 15 | % | 16 | % | 13 | % | 12 | % | |||||||||||||||
| Net income (loss) | $ | (230,690) | $ | 78,552 | $ | (155,947) | $ | 171,376 | |||||||||||||||
| Income tax expense | 26,362 | 30,082 | 70,340 | 64,676 | |||||||||||||||||||
| Income (loss) before income tax | (204,328) | 108,634 | (85,607) | 236,052 | |||||||||||||||||||
| Amortization of intangible assets | 1,135 | 1,477 | 3,467 | 4,745 | |||||||||||||||||||
Goodwill impairment (a) | 290,000 | — | 296,275 | — | |||||||||||||||||||
Other costs (b) | 27,359 | 3,650 | 40,222 | 3,650 | |||||||||||||||||||
Stock-based compensation expense (c) | 7,817 | 7,526 | 22,273 | 22,512 | |||||||||||||||||||
Other interest costs (d) | — | 2,186 | — | 2,737 | |||||||||||||||||||
| Adjusted income before income tax | 121,983 | 123,473 | 276,630 | 269,696 | |||||||||||||||||||
Adjusted income tax expense (e) | (34,460) | (33,338) | (78,152) | (73,338) | |||||||||||||||||||
| Adjusted net income | $ | 87,523 | $ | 90,135 | $ | 198,478 | $ | 196,358 | |||||||||||||||
| As a percentage of revenue | 10 | % | 11 | % | 9 | % | 9 | % | |||||||||||||||
Weighted average common shares outstanding — diluted (f) | 48,709,897 | 57,377,773 | 51,723,713 | 57,680,543 | |||||||||||||||||||
Diluted adjusted earnings per common share (g) | $ | 1.80 | $ | 1.57 | $ | 3.84 | $ | 3.40 | |||||||||||||||
(a)Goodwill impairment consists of non-cash write-downs of goodwill within the full service center-based child care segment resulting from revised long-term cash flow projections primarily related to our operations in Australia. For the three and nine months ended September 30, 2026, goodwill impairment totaled $290.0 million and $296.3 million, respectively.
(b)Other costs consist of long-lived asset impairment charges related to operating lease right-of-use assets, fixed assets, and intangible assets arising from center closures, changes in market assumptions and reduced operating performance at certain centers, and incremental expense related to general liability reserves for certain safeguarding matters. For the three months ended September 30, 2026, a long-lived asset impairment charge of $4.0 million was recorded to selling, general and administrative expenses. For the nine months ended September 30, 2026, long-lived asset impairment charges totaled $16.8 million, of which $12.8 million was recorded to cost of services and $4.0 million was recorded to selling, general and administrative expenses. For the three and nine months ended September 30, 2026, incremental expense of $23.4 million related to general liability reserves for certain safeguarding matters was recorded to cost of services. Other costs in the three and nine months ended September 30, 2025 consist of $1.3 million related to the August 2025 debt refinancing recorded to selling, general and administrative expenses and net lease termination costs of $2.4 million recorded to cost of services.
(c)Stock-based compensation expense represents non-cash stock-based compensation expense in accordance with Accounting Standards Codification Topic 718, Compensation-Stock Compensation.
(d)Other interest costs in the three months ended September 30, 2025 consist of $1.6 million in interest incurred related to a pre-acquisition obligation, as well as $0.6 million related to the August 2025 debt refinancing, which were recorded to interest expense. Other interest costs in the nine months ended September 30, 2025 consist of $1.6 million in interest incurred related to a pre-acquisition obligation, as well as $1.1 million of debt refinancing costs related to the April 2025 and August 2025 debt refinancings, which were recorded to interest expense.
(e)Adjusted income tax expense represents income tax expense calculated on adjusted income before income tax at an effective tax rate of approximately 28% for both the three and nine months ended September 30, 2026, and of approximately 27% for both the three and nine months ended September 30, 2025. The jurisdictional mix of the expected adjusted income before income tax for the full year will affect the estimated effective tax rate for the year.
(f)For the three and nine months ended September 30, 2026, the diluted weighted average common shares outstanding included the effect of stock-based awards and other potentially dilutive securities, as adjusted net income was positive and the inclusion of such securities was dilutive.
(g)The sum of the quarterly earnings per share amounts does not equal the year-to-date earnings per share amounts due to the independent calculation of the weighted-average number of common shares outstanding for each discrete period, as well as rounding. This variance is primarily due to the seasonal fluctuations in our earnings and changes in the weighted-average shares outstanding, including the cumulating effect of treasury repurchases during individual quarters.