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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 25, 1999 (October 20, 1999)
BRIGHT HORIZONS FAMILY SOLUTIONS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-24699 62-1742957
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
One Kendall Square, Building 200
Cambridge, Massachusetts 02139
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 577-8020
Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events
A copy of the press release, dated October 21, 1999, announcing the
approval of a stock repurchase program by the board of directors of Bright
Horizons Family Solutions, Inc. on October 20, 1999 is attached hereto as
Exhibit 99.1.
2
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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 hereunto duly authorized.
BRIGHT HORIZONS FAMILY
SOLUTIONS, INC.
Date: October 22, 1999 By: /s/ Elizabeth Boland
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Elizabeth Boland
Chief Financial Officer
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EXHIBIT INDEX
99.1 Press Release, dated October 21, 1999, announcing the approval of the
stock repurchase program.
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EXHIBIT 99.1
[BRIGHT HORIZONS LOGO]
FOR IMMEDIATE RELEASE
INVESTOR CONTACT:
Elizabeth Boland: 617-577-8020
MEDIA CONTACT:
Ilene Hoffer: 617-577-8020
BRIGHT HORIZONS FAMILY SOLUTIONS REPORTS
39% GROWTH IN NET INCOME
Technology companies embrace Y2K child care initiative
CAMBRIDGE, MA - (October 21, 1999) - Bright Horizons Family Solutions, Inc.
(Nasdaq: BFAM) today announced financial results for the quarter and nine months
ended September 30, 1999.
Revenues for the third quarter increased 15% to $61.1 million from $53.2 million
for the quarter ended September 30, 1998. Net income for the third quarter of
1999 increased 39% to $1.9 million, or $0.15 per diluted share, from $1.3
million, or $0.11 per diluted share, excluding merger costs of $5.4 million net
of tax, or $0.48 per diluted share recorded in the quarter ended September 30,
1998.
Revenues for the nine months ended September 30, 1999 increased 17% to $180.6
million from $154.3 million for the nine months ended September 30, 1998. Net
income for the current nine-month period increased 38% to $5.9 million, or $0.46
per diluted share, from $4.2 million, or $0.34 per diluted share, for the nine
months ended September 30, 1998, excluding the effects of non-recurring merger
costs in 1998.
"We are very pleased with the strong net income growth and the addition of 37
new centers over the past twelve months, including ten family centers opened
this quarter," said Chief Executive Officer Roger Brown. "We closed four centers
in the quarter in accordance with our plan to exit centers that cannot meet our
threshold economic returns while sustaining our high quality standards."
"We are excited to add America On-Line, Cisco Systems and Microsoft to our list
of companies that will be using our "Y2Kids" program. "Y2Kids" provides
round-the-clock child care during the changeover to the year 2000," Brown
stated. "New family center commitments from Charles Schwab, Cisco Systems, the
International Monetary Fund, GE Medical Systems and Synovus join new centers
which opened this quarter for Warner Lambert, Lotus Development Corp. and
Motorola.
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Commented Brown, "We are now the dominant partner of the nations' leading
technology companies who we believe will continue to rapidly embrace work-site
child care as a way to find and keep the best and the brightest people despite
fierce competition for talent.
"I am also very enthusiastic about the creation of our new division, Bright
Horizons Backup Solutions, the nation's largest provider of back-up child care
at the work-site. Backup Solutions is headed up by Divisional Vice President
Susan Brenner, Ed.D., a well-respected leader in the early childhood education
field with over twenty years of experience in the field. Susan developed the
first dedicated back-up center in the nation to be accredited, our first center
for Chase Manhattan Bank in 1992, and has created programs for clients including
Lands' End, Solomon Smith Barney, SEI, First Union and First USA. Backup
Solutions operates 37 backup programs nationwide. With another 14 backup centers
in our pipeline, we see terrific growth prospects for this division in the years
to come," said Brown.
During the quarter ended September 30, 1999, the Company repurchased a total of
325,000 shares, at an average price of $14.41 per share, under the stock
repurchase program announced in July 1999. In October 1999, the Board of
Directors authorized an additional 750,000 shares for repurchase, and the
Company will continue to be active in the stock repurchase program from time to
time in accordance with applicable securities regulations in open market or
privately negotiated transactions. The actual number of shares purchased, the
timing of purchases and the prices paid will depend on future market conditions.
The shares repurchased will be available for use under the Company's Stock
Option Plan to minimize dilution to existing shareholders.
Bright Horizons Family Solutions is the nation's leading provider of
employer-sponsored child care, early education and work/life consulting services
and was recently honored by the Child Care Action Campaign for its pioneering
role in improving the quality of child care in the nation. The company manages
291 family centers for more than 220 clients in 34 states and the District of
Columbia. Among Bright Horizons Family Solutions' clients are many of the
nation's leading companies, including 68 Fortune 500 companies and 42 of the
"100 Best Companies for Working Mothers," as recognized by Working Mother
magazine. Bright Horizons Family Solutions commenced operations on July 24,
1998, upon completion of the merger of Bright Horizons (formerly Nasdaq: BRHZ)
and CorporateFamily Solutions (formerly Nasdaq: CFAM). Visit the Bright Horizons
Family Solutions website at www.brighthorizons.com.
This press release contains forward-looking statements, which involve a number
of risks and uncertainties. Bright Horizons Family Solutions' actual results may
vary significantly from the results anticipated in these forward-looking
statements as a result of certain factors that are discussed in detail in the
Company's filings with the Securities and Exchange Commission, including the
"Risk Factors" section in the Company's Annual Report on Form 10-K for the year
ended December 31, 1998.
(table to follow)
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BRIGHT HORIZONS FAMILY SOLUTIONS
SELECTED FINANCIAL INFORMATION
(Unaudited)
(in thousands except per share data)
<TABLE>
<CAPTION>
Three months ended
9/30/99 9/30/98
-------- --------
<S> <C> <C> <C> <C>
Revenues $ 61,139 100.0% $ 53,181 100.0%
Cost of services 52,774 86.3% 46,272 87.0%
---------------------- -----------------------
Gross profit 8,365 13.7% 6,889 13.0%
Selling, general and
administrative expenses 5,172 8.5% 4,742 8.9%
Amortization 229 0.4% 172 0.4%
Other charges (1) 0 0.0% 7,500 14.1%
---------------------- -----------------------
Income (loss) from operations 2,964 4.8% (5,525) -10.4%
Net interest income 211 0.4% 317 0.6%
---------------------- -----------------------
Income (loss) before income taxes 3,175 5.2% (5,208) -9.8%
Income tax (provision) benefit (1,299) -2.1% 1,159 2.2%
---------------------- -----------------------
Net income (loss) $ 1,876 3.1% $ (4,049) -7.6%
====================== =======================
PER SHARE DATA:
Net income (loss) per share - basic $ 0.15 $ (0.36)
======== ========
Weighted average number of common
shares outstanding 12,104 11,207
======== ========
Net income (loss) per share - diluted $ 0.15 $ (0.36)
======== ========
Weighted average number of common and
common equivalent shares 12,608 11,207
======== ========
PRO FORMA INFORMATION:
Pro forma net income excluding non-recurring item $ 1,876 $ 1,345
======== ========
Pro forma net income per share - diluted $ 0.15 $ 0.11
======== ========
Weighted average number of common and
common equivalent shares 12,608 12,328
======== ========
</TABLE>
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BRIGHT HORIZONS FAMILY SOLUTIONS
SELECTED FINANCIAL INFORMATION
(Unaudited)
(in thousands except per share data)
<TABLE>
<CAPTION>
Nine months ended
9/30/99 9/30/98
-------- --------
<S> <C> <C> <C> <C>
Revenues $180,560 100.0% $154,336 100.0%
Cost of services 154,957 85.8% 133,275 86.4%
---------------------- -----------------------
Gross profit 25,603 14.2% 21,061 13.6%
Selling, general and
administrative expenses 15,566 8.6% 14,094 9.1%
Amortization 675 0.4% 706 0.5%
Other charges (1) -- 0.0% 7,500 4.8%
---------------------- -----------------------
Income (loss) from operations 9,362 5.2% (1,239) -0.8%
Net interest income 567 0.3% 935 -0.6%
---------------------- -----------------------
Income (loss) before income taxes 9,929 5.5% (304) -0.2%
Income tax provision (4,069) -2.3% (853) -0.5%
---------------------- -----------------------
Net income (loss) $ 5,860 3.2% $ (1,157) -0.7%
====================== =======================
PER SHARE DATA:
Net income (loss) per share - basic $ 0.49 $ (0.10)
======== ========
Weighted average number of common
shares outstanding 11,996 11,099
======== ========
Net income (loss) per share - diluted $ 0.46 $ (0.10)
======== ========
Weighted average number of common and
common equivalent shares 12,699 11,099
======== ========
PRO FORMA INFORMATION:
Pro forma net income excluding non-recurring item $ 5,860 $ 4,237
======== ========
Pro forma net income per share - diluted $ 0.46 $ 0.34
======== ========
Weighted average number of common and
common equivalent shares 12,699 12,391
======== ========
</TABLE>
(1) In July 1998, the Company completed its previously announced merger between
CFAM and BRHZ. Costs associated with the merger have been included as a
charge in the operating results of the third quarter of 1998.
