BrightSpring Health Services, Inc. Goodwill & Intangibles Disclosure
5. Goodwill and Intangible Assets
In 2025, 2024, and 2023, the Company performed a quantitative assessment of all reporting units as of October 1. We utilized a combination of the discounted cash flow analysis or “income approach” (50%) and the “market approach” (50%).
Our 2025, 2024, and 2023 goodwill impairment analyses concluded that the fair values of all reporting units were in excess of their carrying amounts. Subsequent to completing our goodwill impairment tests, no further indicators of impairment were identified. Based on these analyses, we recorded no goodwill impairment for the years ended December 31, 2025, 2024, and 2023.
The determination of whether the carrying value of the reporting unit exceeds its fair value involves a high degree of estimation and can be affected by a number of industry and company-specific risk factors that are subject to change over time. If actual performance does not achieve the projections, or if the assumptions used change in the future, we may be required to recognize additional impairment charges in future periods.
A summary of changes to goodwill is as follows (in thousands):
|
|
Goodwill |
|
|||||||||
|
|
Pharmacy Solutions |
|
|
Provider Services |
|
|
Total |
|
|||
Goodwill at January 1, 2024* |
|
$ |
833,989 |
|
|
$ |
1,466,783 |
|
|
$ |
2,300,772 |
|
Goodwill added through acquisitions |
|
|
7,063 |
|
|
|
56,144 |
|
|
|
63,207 |
|
Measurement period adjustments |
|
|
— |
|
|
|
237 |
|
|
|
237 |
|
Foreign currency adjustments |
|
|
— |
|
|
|
(332 |
) |
|
|
(332 |
) |
Goodwill at December 31, 2024* |
|
$ |
841,052 |
|
|
$ |
1,522,832 |
|
|
$ |
2,363,884 |
|
Goodwill added through acquisitions |
|
|
— |
|
|
|
181,472 |
|
|
|
181,472 |
|
Measurement period adjustments |
|
|
— |
|
|
|
128 |
|
|
|
128 |
|
Foreign currency adjustments |
|
|
— |
|
|
|
189 |
|
|
|
189 |
|
Goodwill at December 31, 2025* |
|
$ |
841,052 |
|
|
$ |
1,704,621 |
|
|
$ |
2,545,673 |
|
|
|
|
|
|
|
|
|
|
|
|||
* For the periods presented, the carrying amount of goodwill is presented net of accumulated impairment losses of $40.9 million, which were incurred in fiscal year 2022. |
|
|||||||||||
Intangible assets are as follows (in thousands):
|
|
December 31, 2025 |
|
|
December 31, 2024 |
|
|
|
||||||||||||||||||
|
|
Gross |
|
|
Accumulated |
|
|
Net Carrying |
|
|
Gross |
|
|
Accumulated |
|
|
Net Carrying |
|
|
Life |
||||||
Customer relationships |
|
$ |
502,160 |
|
|
$ |
356,146 |
|
|
$ |
146,014 |
|
|
$ |
542,137 |
|
|
$ |
335,647 |
|
|
$ |
206,490 |
|
|
5-20 |
Trade names |
|
|
318,768 |
|
|
|
154,601 |
|
|
|
164,167 |
|
|
|
332,977 |
|
|
|
140,020 |
|
|
|
192,957 |
|
|
2-20 |
Licenses |
|
|
67,395 |
|
|
|
18,886 |
|
|
|
48,509 |
|
|
|
68,425 |
|
|
|
17,528 |
|
|
|
50,897 |
|
|
10-20 |
Doctor/payor network |
|
|
5,650 |
|
|
|
4,987 |
|
|
|
663 |
|
|
|
12,730 |
|
|
|
10,965 |
|
|
|
1,765 |
|
|
5-8 |
Covenants not to compete |
|
|
6,654 |
|
|
|
4,717 |
|
|
|
1,937 |
|
|
|
8,790 |
|
|
|
5,886 |
|
|
|
2,904 |
|
|
2-7 |
Other intangible assets |
|
|
10,940 |
|
|
|
7,925 |
|
|
|
3,015 |
|
|
|
10,940 |
|
|
|
6,362 |
|
|
|
4,578 |
|
|
5-7 |
Total definite-lived assets |
|
$ |
911,567 |
|
|
$ |
547,262 |
|
|
$ |
364,305 |
|
|
$ |
975,999 |
|
|
$ |
516,408 |
|
|
$ |
459,591 |
|
|
|
Licenses |
|
|
193,250 |
|
|
|
— |
|
|
|
193,250 |
|
|
|
135,633 |
|
|
|
— |
|
|
|
135,633 |
|
|
Indefinite |
Total intangible assets |
|
$ |
1,104,817 |
|
|
$ |
547,262 |
|
|
$ |
557,555 |
|
|
$ |
1,111,632 |
|
|
$ |
516,408 |
|
|
$ |
595,224 |
|
|
|
Amortization expense for the years ended December 31, 2025, 2024, and 2023 was $91.1 million, $95.3 million, and $103.3 million, respectively.
As of December 31, 2025, total estimated amortization expense for the Company’s definite-lived intangible assets for the next five years and thereafter is as follows (in thousands):
2026 |
|
$ |
79,888 |
|
2027 |
|
|
46,935 |
|
2028 |
|
|
39,876 |
|
2029 |
|
|
34,000 |
|
2030 |
|
|
33,108 |
|
Thereafter |
|
|
130,498 |
|
|
|
$ |
364,305 |
|
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 27, 2026 | Showing above |
| 2024 | Mar 6, 2025 | |
About Goodwill & Intangibles Disclosures
Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.
Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.