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Item 5. Market for Registrant’s Common Equity

2022-02-25 compared with 2021-03-01 · 20 added, 72 removed, 37 unchanged (71% of the section changed)

1 unchanged sentence

Principal Market

Our common stock has been listed on the NYSE under the symbol “BFAM” since January 25, 2013.

Prior to that time, there was no public market for our common stock.

Our common stock is listed on the NYSE under the ticker symbol “BFAM”.

As of February 14, 2022, there were 22 holders of record of our common stock.

8 unchanged sentences

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)

Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs

(In thousands) (1)

October 1, 2020 to October 31, 2020 — $ — — $ 194,850

November 1, 2020 to November 30, 2020 — $ — — $ 194,850

December 1, 2020 to December 31, 2020 — $ — — $ 194,850

(1) The board of directors of the Company authorized a share repurchase program of up to $300 million of the Company’s outstanding common stock effective June 12, 2018.

Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (In thousands) (1)

October 1, 2021 - October 31, 2021 15,104 $ 146.35 15,104 $ 88,332

November 1, 2021 - November 30, 2021 (2) (3)

223,466 $ 125.86 214,392 $ 61,022

December 1, 2021 - December 31, 2021 658,746 $ 121.74 658,746 $ 380,593

897,316 888,242

(1) 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 December 2021 repurchase program replaced the prior share repurchase program of up to $300 million effective June 2018, of which approximately $0.2 million remained available thereunder.

The June 2018 repurchase program had no expiration date.

All repurchased shares have been retired.

(2) During the month of November 2021, we retired a total of 1,574 shares that had been issued pursuant to restricted stock award agreements in connection with the payment of tax withholding obligations arising as a result of the vesting of such restricted stock awards.

The shares were valued using the transaction date and closing stock price for purposes of such tax withholdings.

Shares retired in connection with the payment of tax withholding obligations are not included in, and are not counted against, our share repurchase authorization.

(3) During the month of November 2021, we repurchased 7,500 shares of unvested restricted stock awards that were subject to forfeiture resulting from the grantee’s termination of service with us for an aggregate $0.6 million pursuant to the restricted stock award agreement.

The purchase price was equal to the purchase price paid by the grantee on the date of grant as provided in the restricted stock award agreement.

Equity Compensation Plans

The following table provides information as of December 31, 2021 with respect to shares of our common stock that may be issued under existing equity compensation plans.

Plan Category Number of

Securities to be

Issued Upon Exercise of Outstanding Options, Warrants and Rights (1)

Weighted Average

Exercise Price

of Outstanding

Options, Warrants and Rights (1)

Plan Category Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights (1)

Weighted Average Exercise Price of Outstanding Options, Warrants and Rights (1)

Number of Securities Remaining Available For Future Issuance under Equity Compensation Plans (excluding securities reflected in column (a))

4 unchanged sentences

The restricted stock units and performance stock units are excluded from the weighted average exercise price calculation.

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Performance Graph

9 unchanged sentences

The stock price performance shown in the graph is not necessarily indicative of future performance.

December 31, 2015 December 31, 2016 December 31, 2017 December 31, 2018 December 31, 2019 December 31, 2020

Years ended December 31,

2016 2017 2018 2019 2020 2021

Bright Horizons Family Solutions Inc.

2 unchanged sentences

Russell Midcap Growth Index $ 100.00 $ 125.27 $ 119.32 $ 161.64 $ 219.16 $ 247.05

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Selected Financial Data

The following table sets forth our selected historical consolidated financial data for the periods indicated, and should be read in conjunction with “ Management’s Discussion and Analysis of Financial Condition and Results of Operations ” in Item 7 of this Annual Report on Form 10-K and the consolidated financial statements and the related notes thereto appearing in Item 8 of this Annual Report on Form 10-K.

The selected historical financial data has been derived from our audited consolidated financial statements.

Historical results are not necessarily indicative of the results to be expected for future periods.

Our operations were significantly impacted in 2020 due to the temporary closure of a significant portion of our child care centers, reduced enrollment at child care centers that re-opened during the year, and impairment costs and other costs primarily associated with the temporary and permanent closure of centers.

Years Ended December 31,

2020 2019 2018 2017 2016

(In thousands, except share data)

Consolidated Statement of Income Data:

Revenue $ 1,515,093 $ 2,062,017 $ 1,903,182 $ 1,740,905 $ 1,569,841

Cost of services 1,210,544 1,539,081 1,429,927 1,310,295 1,178,994

Gross profit 304,549 522,936 473,255 430,610 390,847

Selling, general and administrative expenses 219,563 221,496 201,591 188,939 163,967

Amortization of intangible assets 31,652 33,621 32,569 32,561 29,642

Other expenses (1)

— — — 3,671 —

Income from operations 53,334 267,819 239,095 205,439 197,238

Loss on extinguishment of debt (2)

— — — — (11,117)

Interest expense — net (37,682) (45,154) (47,508) (44,039) (42,924)

Income before income tax 15,652 222,665 191,587 161,400 143,197

Income tax benefit (expense) (3)

11,340 (42,279) (33,606) (4,437) (48,437)

$ 26,992 $ 180,386 $ 157,981 $ 156,963 $ 94,760

Allocation of net income to common stockholders:

Common stock—basic $ 26,876 $ 179,520 $ 157,096 $ 155,995 $ 93,919

Common stock—diluted $ 26,878 $ 179,536 $ 157,114 $ 156,016 $ 93,938

Earnings per common share:

Common stock—basic $ 0.45 $ 3.10 $ 2.72 $ 2.65 $ 1.59

Common stock—diluted $ 0.45 $ 3.05 $ 2.66 $ 2.59 $ 1.55

Weighted average common shares outstanding:

Common stock—basic 59,533,104 57,838,245 57,812,602 58,873,196 59,229,069

Common stock—diluted 60,309,985 58,947,240 59,000,669 60,253,691 60,594,895

Consolidated Balance Sheet Data (at period end):

Total cash and cash equivalents $ 384,344 $ 27,872 $ 15,450 $ 23,227 $ 14,633

Total assets (4)

3,726,648 3,330,420 2,524,306 2,468,644 2,359,017

Total liabilities, excluding debt (4)

1,411,964 1,320,353 579,009 535,723 530,391

Total debt, including current maturities (5)

1,030,887 1,038,799 1,165,820 1,183,861 1,140,759

Total stockholders’ equity 1,283,797 971,268 779,477 749,060 687,867

(1) The Company incurred losses of $3.7 million during the year ended December 31, 2017, associated with the disposition of our remaining assets in Ireland, which included three centers.

(2) The Company recognized a loss on the extinguishment of debt in the year ended December 31, 2016 in relation to its debt refinancing in November 2016.

(3) Income tax expense in 2020, 2019, 2018 and 2017 includes the impact of the Tax Cuts and Jobs Act (“Tax Act”) and the reduction in the federal corporate tax rates from 35% to 21%.

Additionally, income tax expense was reduced by $16.2 million, $13.9 million, $12.1 million and $26.5 million in 2020, 2019, 2018 and 2017, respectively, for the excess tax benefits associated with the exercise of stock options and vesting of restricted stock due to the adoption of Accounting Standards Update 2106-09:

Compensation-Stock Compensation (Topic 718) , which was adopted prospectively January 1, 2017.

The excess tax benefits from stock-based compensation were recorded to the balance sheet in the years prior to adoption.

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(4) The Balance Sheet Data table above reflects the adoption of Accounting Standards Update 2016-02, Leases (“ASC 842”) in 2019, which resulted in the recognition of lease assets and lease liabilities on the consolidated balance sheet.

As of December 31, 2020 and 2019, there were operating lease liabilities of $816.9 million and $769.0 million, respectively, and operating lease right-of-use assets (“ROUA” or “lease assets”) of $717.8 million and $701.0 million, respectively, on the consolidated balance sheet.

The comparative information for prior periods has not been adjusted and continues to be reported in accordance with the accounting standards in effect for those periods under the previously applicable guidance.

Refer to Note 4, Leases , to the consolidated financial statements in Item 8 of this Annual Report on Form 10-K for additional information.

(5) Total debt includes amounts outstanding under our senior secured credit facilities, including our term loans and revolving credit facility.

Underlying data provided by Zacks Investment Research, Inc.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity