BRIGHT HORIZONS FAMILY SOLUTIONS INC
8-K, 1999-07-22
CHILD DAY CARE SERVICES
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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): July 22, 1999 (July 20, 1999)

                     BRIGHT HORIZONS FAMILY SOLUTIONS, INC.
- -------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                         <C>                               <C>
                      Delaware                                       0-24699                       62-1742957
- ----------------------------------------------------        ------------------------          ---------------------
   (State or other jurisdiction of incorporation)           (Commission File Number)            (I.R.S. Employer
                                                                                               Identification No.)
</TABLE>
<TABLE>

<S>                                                                                 <C>
                 One Kendall Square, Building 200

                     Cambridge, Massachusetts                                                    02139

                               AND
                209 Tenth Avenue South, Suite 300

                       Nashville, Tennessee                                                   37203-4173

- ------------------------------------------------------------------                  -------------------------------
             (Address of principal executive offices)                                         (Zip Code)
</TABLE>

Registrant's telephone number, including area code: (617) 577-8020 and (615)
256-9915



                                 Not Applicable
- -------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)





<PAGE>   2





Item 5.           Other Events

- -------------------------------------------------------------------------------


         A copy of the press release, dated July 21, 1999, announcing the
approval of a stock repurchase program by the board of directors of Bright
Horizons Family Solutions, Inc. on July 20, 1999 is attached hereto as Exhibit
99.1.


                                       2






<PAGE>   3





                                   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: July 22, 1999                   By: /s/ Elizabeth Boland
                                         --------------------------------------
                                             Elizabeth Boland
                                             Chief Financial Officer






                                       3
<PAGE>   4




                                  EXHIBIT INDEX

99.1     Press Release, dated July 21, 1999, announcing the approval of the
         stock repurchase program.






                                       4

<PAGE>   1
                                                                   Exhibit 99.1

Company Press Release

BRIGHT HORIZONS FAMILY SOLUTIONS REPORTS
37% GROWTH IN NET INCOME

Company authorizes share repurchase

CAMBRIDGE, Mass - (BUSINESS WIRE) - July 21, 1999 - Bright Horizons Family
Solutions, Inc. (Nasdaq: BFAM - news today announced financial results for the
quarter and six months ended June 30, 1999.

Revenues for the second quarter increased 17% to $61.0 million from $52.3
million for the quarter ended June 30, 1998. Net income for the second quarter
of 1999 increased 37% to $2.1 million, or $0.16 per diluted share, from $1.5
million, or $0.12 per diluted share, for the same prior year period.

Revenues for the six months ended June 30, 1999 increased 18% to $119.4 million
from $101.2 million for the six months ended June 30, 1998. Net income for the
current six-month period increased 38% to $4.0 million, or $0.31 per diluted
share, from $2.9 million, or $0.23 per diluted share, for the six months ended
June 30, 1998.

Chief Executive Officer Roger Brown commented, " We are pleased with the
performance achieved in the quarter. Our revenue expanded as a result of the 36
new centers added over the past twelve months, including five new centers opened
in the quarter for both new and existing clients and expansions at two of our
existing centers. As part of the effort announced at the merger to exit centers
that cannot meet both our quality educational requirements and our threshold
economic returns, we closed four centers in the quarter.

"We realized continued growth in our gross margins which increased $1.5 million,
or 21% to $8.9 million in the quarter ended June 30, 1999. We have focused on
improving our operating efficiency at the center level, which has translated
into gross margin expansion in both of our contract model types. In our profit
and loss contract model, these efficiencies translate into both absolute dollar
and gross margin percentage increases. In contrast, for our management contract
models, the efficiencies result in lower client reimbursements and, therefore,
lower gross revenue. Since our profitability in the management contracts is
generally a fixed dollar amount, we generate an increased margin percentage due
to the lower reimbursement included in revenue. The net result in both models is
positive for our clients in terms of lower costs and good for BFAM in terms of
improved client relationships, improved profitability and more efficient
operations.

Mr. Brown continued, "We are very enthusiastic about the strength of our
pipeline of centers under



<PAGE>   2

development, which includes new clients like Warner Lambert, Subaru/SIA and the
International Monetary Fund as well as additional centers for Bristol-Myers
Squibb, Motorola and SAS Institute. The range of services we can offer,
including full-time on-site child care centers, back-up centers, and other
creative solutions such as round-the-clock child care during the Y2K rollover
period, parent's night out, soccer camp and ski school, has enabled us to add
such diverse clients as Kimball International, HSBC, Staples and Pizza Hut to
our growing list of partners."

The Company also announced that the Board of Directors has approved the
repurchase of up to 500,000 shares of the Company's common stock, which
represents approximately 4% of the 12.2 million shares outstanding.

Share repurchases under the stock repurchase program will be made 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. The company manages 285 family centers for more than 220 clients in 35
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 44 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.



                        BRIGHT HORIZONS FAMILY SOLUTIONS
                         SELECTED FINANCIAL INFORMATION
                                   (Unaudited)
                      (in thousands except per share data)
<TABLE>
<CAPTION>

                                      Three months ended
                                6/30/99                 6/30/98
                              -------------          -------------
<S>                          <C>             <C>     <C>            <C>
Revenues                      $ 60,960       100.0%  $ 52,307       100.0%

Cost of services                52,096        85.5%    44,983        86.0%
                              --------------------------------------------
Gross profit                     8,864        14.5%     7,324        14.0%
Selling, general and
  administrative expenses        5,267         8.6%     4,802         9.2%
Amortization                       217         0.3%       296         0.5%
                              --------------------------------------------

Income from operations           3,380         5.6%     2,226         4.3%

Net interest income                145         0.2%       338         0.6%
                              --------------------------------------------
Income before income taxes       3,525         5.8%     2,564         4.9%

</TABLE>




<PAGE>   3


<TABLE>
<S>                          <C>             <C>     <C>             <C>
Income tax provision            (1,446)       -2.4%    (1,047)       -2.0%
                              --------------------------------------------

Net income                    $  2,079         3.4%  $  1,517         2.9%
                              ============================================
</TABLE>

<TABLE>
<CAPTION>

               PER SHARE DATA:
               ---------------

<S>                                                <C>                    <C>
Net income per share - basic                          $ 0.17                 $ 0.14
                                                   ==========             ==========
Weighted average number of common
 shares outstanding                                   12,095                 11,148
                                                   ==========             ==========

Net income per share - diluted                        $ 0.16                 $ 0.12
                                                   ==========             ==========
Weighted average number of common and
  common equivalent shares                            12,753                 12,512
                                                   ==========             ==========
</TABLE>

<TABLE>
<CAPTION>

                                                              Six months ended
                                                     6/30/99                   6/30/98
                                                   -------------             -------------
<S>                                               <C>           <C>       <C>           <C>
Revenues                                             $119,421   100.0%       $101,175   100.0%

Cost of services                                      102,183    85.6%         87,003    86.0%
                                                   --------------------------------------------
Gross profit                                           17,238    14.4%         14,172    14.0%
Selling, general and
  administrative expenses                              10,394     8.7%          9,352     9.2%
Amortization                                              446     0.4%            534     0.5%
                                                   --------------------------------------------

Income from operations                                  6,398     5.3%          4,286     4.3%

Net interest income                                       356     0.3%            618     0.6%
                                                   --------------------------------------------

Income before income taxes                              6,754     5.6%          4,904     4.9%

Income tax provision                                   (2,770)   -2.3%         (2,012)   -2.0%
                                                   --------------------    --------------------

Net income                                             $3,984     3.3%         $2,892     2.9%
                                                   ============================================
</TABLE>

<TABLE>
<CAPTION>

               PER SHARE DATA:
               ---------------
<S>                                                <C>                    <C>
Net income per share - basic                          $ 0.33                 $ 0.26
                                                   ==========             ==========
Weighted average number of common
  shares outstanding                                  11,942                 11,044
                                                   ==========             ==========

Net income per share - diluted                        $ 0.31                 $ 0.23
                                                   ==========             ==========

</TABLE>





<PAGE>   4

<TABLE>
<S>                                               <C>                    <C>
Weighted average number
 of common and
  common equivalent shares                           12,745                 12,422
                                                    =======                =======
</TABLE>
- ----------------------------
Contact:


Bright Horizons Family Solutions
INVESTOR CONTACT: Elizabeth Boland:      617-577-8020
or
MEDIA CONTACT: Nancy Rosenzweig:  617-577-8020

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MORE QUOTES AND NEWS: Bright Horizons Family Solutions Inc (Nasdaq:BFAM - news)
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