Current Report Filing (8-k)
December 01 2017 - 4:32PM
Edgar (US Regulatory)
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): November 30, 2017
BRIGHT HORIZONS FAMILY SOLUTIONS INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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001-35780
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80-0188269
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number)
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200 Talcott Avenue South
Watertown, MA
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02472
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(Address of principal executive offices)
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(Zip code)
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Registrants 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):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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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. ☐
On November 30, 2017, Bright Horizons Family Solutions LLC (the
Borrower) and Bright Horizons Capital Corp. (Holdings), both wholly-owned subsidiaries of Bright Horizons Family Solutions Inc. (the Company), together with JPMorgan Chase Bank, N.A. (JPM), as
administrative agent, L/C issuer and assignee Lender (as defined therein) under Sections 2(b) and 3(b) thereof, each other Loan Party (as defined therein) party thereto, and the Lenders party thereto amended the Companys existing senior
secured credit facilities by entering into an Amendment to Credit Agreement (the Amendment), which amended that certain Credit Agreement, dated as of January 30, 2013, among the Borrower, Holdings, JPM, as administrative agent and
L/C issuer, the lenders and the other parties party thereto from time to time (as amended and restated by the Incremental and Amendment and Restatement Agreement, dated as of November 7, 2016, as amended by the Amendment Agreement, dated as of
May 8, 2017, the Existing Credit Agreement and as further amended by the Amendment, the Credit Agreement).
Pursuant to the Amendment, among other changes, the Borrower reduced the applicable rates per annum for the term loan facility and the
revolving credit facility by 25 basis points to, in the case of the term loans, the Eurocurrency Rate (as defined in the Credit Agreement) plus 2.00% or the Base Rate (as defined in the Credit Agreement) plus 1.00%, and, in the case of the revolving
credit loans, the Eurocurrency Rate plus a range of 1.50% to 2.00% or the Base Rate plus a range of 0.50% to 1.00%, depending on the consolidated first lien net leverage ratio. The Eurocurrency Rate for the term loan facility continues to be subject
to an interest rate floor of 0.75% and the Base Rate for the term loan facility continues to be subject to an interest rate floor of 1.75%. The term loan facility continues to have a maturity date of November 7, 2023 and the revolving credit
facility continues to have a maturity date of July 31, 2022. The obligations under the Credit Agreement are secured by the same collateral and guaranteed by the same guarantors as under the Existing Credit Agreement.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of
the Amendment, which is filed as Exhibit 99.1 to this current report on Form
8-K
and is incorporated by reference into this Item 8.01.
Item 9.01
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Financial Statements and Exhibits.
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Exhibit
No.
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Description
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99.1
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Amendment to Credit Agreement, dated as of November
30, 2017, by and among Bright Horizons Family Solutions LLC, Bright Horizons Capital Corp, JPMorgan Chase Bank, N.A., as Administrative Agent, L/C Issuer and assignee Lender under Sections 2(b) and 3(b) thereof, each other Loan Party, and the Lenders as
parties thereto.
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SIGNATURE
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.
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BRIGHT HORIZONS FAMILY SOLUTIONS INC.
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By:
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/s/ Elizabeth Boland
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Name:
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Elizabeth Boland
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Title:
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Chief Financial Officer
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Date: December 1, 2017
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