16 unchanged sentences
Based on the foregoing, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2021.
−Removed: T a ble of Contents
Attestation Report of the Independent Registered Public Accounting Firm
1 unchanged sentence
Changes in Internal Control Over Financial Reporting
−Removed: There have been no changes in the Company’s internal control over financial reporting that occurred during the three months ended December 31, 2020 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
−Removed: We have not experienced any material impact to our internal control over financial reporting due to the COVID-19 pandemic.
−Removed: We are continually monitoring and assessing its impact on the design, implementation and operating effectiveness of our internal control over financial reporting.
−Removed: T a ble of Contents
+Added: There have been no changes in our internal control over financial reporting that occurred during the three months ended December 31, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
4 unchanged sentences
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2020, of the Company and our report dated March 1, 2021, expressed an unqualified opinion on those financial statements.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2021, of the Company and our report dated February 25, 2022, expressed an unqualified opinion on those financial statements.
Basis for Opinion
16 unchanged sentences
Boston, Massachusetts
−Removed: March 1, 2021
−Removed: T a ble of Contents
+Added: February 25, 2022
Other Information
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
+Added: Not Applicable.
Directors, Executive Officers and Corporate Governance
23 unchanged sentences
001-35780, filed March 15, 2017)
−Removed: 4.1* Description of Registrant's Securities registered pursuant to the Securities Exchange Act of 1934
+Added: 4.1 Description of Registrant's Securities registered pursuant to the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K, File No.
+Added: 001-35780, filed March 1, 2021)
10.1† Bright Horizons Family Solutions Inc.
5 unchanged sentences
333-184579, filed on January 14, 2013)
+Added: Number Exhibit Title
10.3.1 Incremental and Amendment and Restatement Agreement, dated as of November 7, 2016, among Bright Horizons Family Solutions LLC, Bright Horizons Capital Corp., Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A.
and the Incremental Term Lenders as parties thereto (incorporated by reference to Exhibit 10.3(1) to the Company’s Annual Report on Form 10-K, filed March 1, 2017)
−Removed: T a ble of Contents
−Removed: Number Exhibit Title
10.3.2 Credit Agreement, as amended and restated as of November 7, 2016, by and among Bright Horizons Family Solutions LLC, Bright Horizons Capital Corp., JPMorgan Chase Bank, N.A., the Lenders and other parties thereto, as previously named (incorporated by reference to Exhibit 10.3(2) to the Company’s Annual Report on Form 10-K, filed March 1, 2017)
4 unchanged sentences
10.3.7 Fifth Amendment to Credit Agreement, dated as of May 7, 2020, by and among Bright Horizons Family Solutions LLC, Bright Horizons Capital Corp., the Loan Parties, the Fifth Amendment Incremental Revolving Credit Lender party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and L/C Issuer (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q, filed May 11, 2020).
+Added: 10.3.8 Sixth Amendment to Credit Agreement, dated as of May 26, 2021, by and among Bright Horizons Family Solutions LLC, Bright Horizons Capital Corp., the Loan Parties as parties thereto, JPMorgan Chase Bank, N.A., as administrative agent and L/C issuer, and each Refinancing Revolver Lender as parties thereto (inco rporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed May 26, 2021).
+Added: 10.3.9 Amendment Agreement, dated as of November 23, 2021, including the S econd Amended and Restated Credit Agreement, by and among Bright Horizons Family Solutions LLC, Bright Horizons Capital Corp., certain other subsidiaries of the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent and L/C Issuer, Bank of America, N.A., as the 2021 Term B Lender, and the other Lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed November 24, 2021).
10.4† Form of Non-Statutory Time-Based Stock Option Agreement under the 2008 Equity Incentive Plan (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-1, File No.
14 unchanged sentences
2012 Omnibus Long-Term Incentive Plan, as Amended and Restated Effective as of June 1, 2017 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed August 7, 2017)
+Added: Number Exhibit Title
10.11† Amended and Restated Severance Agreement between Bright Horizons Family Solutions LLC and Elizabeth Boland (incorporated by reference to Exhibit 10.10 to the Company’s Registration Statement on Form S-1, File No.
5 unchanged sentences
10.15† 2012 Omnibus Long-Term Incentive Plan, as Amended and Restated effective as of May 29, 2019 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed May 30, 2019)
−Removed: T a ble of Contents
−Removed: Number Exhibit Title
10.16† Sub-Plan for U.K.
20 unchanged sentences
31.1* Principal Executive Officer Certification Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Number Exhibit Title
31.2* Principal Financial Officer Certification Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
8 unchanged sentences
101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document
−Removed: T a ble of Contents
−Removed: Number Exhibit Title
101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document
4 unchanged sentences
Form 10-K Summary
−Removed: T a ble of Contents
Pursuant to the requirements of Section 13 or 15(d) 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.
−Removed: March 1, 2021
+Added: February 25, 2022
Bright Horizons Family Solutions Inc.
5 unchanged sentences
Kramer Director, Chief Executive Officer and President
−Removed: (Principal Executive Officer) March 1, 2021
+Added: (Principal Executive Officer) February 25, 2022
/s/ Elizabeth Boland Chief Financial Officer
−Removed: (Principal Financial and Accounting Officer) March 1, 2021
+Added: (Principal Financial Officer) February 25, 2022
Elizabeth Boland
−Removed: /s/ David Lissy Director, Chair March 1, 2021
−Removed: /s/ Lawrence Alleva Director March 1, 2021
+Added: /s/ Jason Janoff Chief Accounting Officer
+Added: (Principal Accounting Officer) February 25, 2022
+Added: /s/ David Lissy Director, Chair February 25, 2022
+Added: /s/ Lawrence Alleva Director February 25, 2022
Lawrence Alleva
−Removed: /s/ Julie Atkinson Director March 1, 2021
+Added: /s/ Julie Atkinson Director February 25, 2022
Julie Atkinson
−Removed: /s/ Joshua Bekenstein Director March 1, 2021
+Added: /s/ Joshua Bekenstein Director February 25, 2022
Joshua Bekenstein
−Removed: /s/ Roger Brown Director March 1, 2021
−Removed: /s/ Jordan Hitch Director March 1, 2021
−Removed: /s/ Marguerite Kondracke Director March 1, 2021
−Removed: Marguerite Kondracke
−Removed: /s/ Sara Lawrence-Lightfoot Director March 1, 2021
+Added: /s/ Jordan Hitch Director February 25, 2022
+Added: /s/ Sara Lawrence-Lightfoot Director February 25, 2022
Sara Lawrence-Lightfoot
−Removed: /s/ Linda Mason Director March 1, 2021
−Removed: Minehan Director March 1, 2021
−Removed: /s/ Laurel Richie Director March 1, 2021
+Added: Minehan Director February 25, 2022
+Added: /s/ Laurel Richie Director February 25, 2022
Laurel Richie
−Removed: /s/ Mary Ann Tocio Director March 1, 2021
+Added: /s/ Mary Ann Tocio Director February 25, 2022
Mary Ann Tocio
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.