CROSS COUNTRY HEALTHCARE INCCCRN
CROSS COUNTRY HEALTHCARE INC Goodwill & Intangibles Disclosure
Goodwill, Trade Names, and Other Intangible Assets
The Company had the following acquired intangible assets:
| December 31, 2025 | December 31, 2024 | ||||||||||||||||||||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||||||||||||||
| (amounts in thousands) | |||||||||||||||||||||||||||||||||||
| Intangible assets subject to amortization: | |||||||||||||||||||||||||||||||||||
| Databases | $ | 27,730 | $ | 17,333 | $ | 10,397 | $ | 36,530 | $ | 21,945 | $ | 14,585 | |||||||||||||||||||||||
| Customer relationships | 47,338 | 30,100 | 17,238 | 52,538 | 30,837 | 21,701 | |||||||||||||||||||||||||||||
| Other intangible assets, net | $ | 75,068 | $ | 47,433 | $ | 27,635 | $ | 89,068 | $ | 52,782 | $ | 36,286 | |||||||||||||||||||||||
| Intangible assets not subject to amortization: | |||||||||||||||||||||||||||||||||||
| Trade names, indefinite-lived | $ | — | $ | 5,900 | |||||||||||||||||||||||||||||||
During 2025, fully amortized intangible assets of $8.8 million related to databases and $5.2 million related to customer relationships, along with the related accumulated amortization, were removed from the table above.
As of December 31, 2025, estimated annual amortization expense was as follows:
| Years Ending December 31: | (amounts in thousands) | ||||
| 2026 | $ | 7,481 | |||
| 2027 | 6,191 | ||||
| 2028 | 4,791 | ||||
| 2029 | 4,107 | ||||
| 2030 | 1,701 | ||||
| Thereafter | 3,364 | ||||
| $ | 27,635 | ||||
The changes in the carrying amount of goodwill by reportable segment are as follows:
| Nurse And Allied Staffing | Physician Staffing | Total | |||||||||||||||
| (amounts in thousands) | |||||||||||||||||
| Balances as of December 31, 2024 | |||||||||||||||||
| Aggregate goodwill acquired | $ | 382,381 | $ | 63,521 | $ | 445,902 | |||||||||||
| Accumulated impairment loss | (270,244) | (40,598) | (310,842) | ||||||||||||||
| Goodwill, net of impairment loss | 112,137 | 22,923 | 135,060 | ||||||||||||||
| Changes to aggregate goodwill in 2025 | |||||||||||||||||
Impairment charges (a) | (64,214) | (7,043) | (71,257) | ||||||||||||||
| Balances as of December 31, 2025 | |||||||||||||||||
| Aggregate goodwill acquired | 382,381 | 63,521 | 445,902 | ||||||||||||||
| Accumulated impairment loss | (334,458) | (47,641) | (382,099) | ||||||||||||||
| Goodwill, net of impairment loss | $ | 47,923 | $ | 15,880 | $ | 63,803 | |||||||||||
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(a) Represents the write-off of the relative fair value of the goodwill across all reporting units.
Goodwill, Trade Names, and Other Intangible Assets Impairment
The Company tests reporting units’ goodwill and intangible assets with indefinite lives for impairment annually during the fourth quarter and more frequently if impairment indicators exist. The Company performs quarterly qualitative assessments of significant events and circumstances, such as reporting units’ historical and current results, assumptions regarding future performance, strategic initiatives and overall economic factors, and macro-economic developments, to determine the existence of potential indicators of impairment and assess if it is more likely than not that the fair value of reporting units or intangible assets is less than their carrying value. If indicators of impairments are identified a quantitative impairment test is performed.
The Company performed its annual quantitative impairment test of goodwill and its indefinite-lived trade name as of October 1, 2025, and determined that the fair value of each reporting unit was below its carrying amount, resulting in goodwill impairment for all goodwill‑carrying reporting units.
For this test, the Company compared the estimated fair value of each reporting unit to its carrying value. Triggered by the fourth quarter decline in the Company’s equity market capitalization following the termination of the Aya Merger Agreement, the Company recorded non‑cash goodwill impairment charges of approximately $64.2 million and $7.1 million related to its Nurse and Allied and Physician Staffing segments, respectively. Following these charges, the remaining goodwill balances for each reporting unit reflect management’s best estimate of fair value based on current market conditions and expectations for future performance.
The Company also assessed the Medical Staffing Network (MSN) trade name, an indefinite‑lived intangible asset, and determined that its carrying amount exceeded its estimated fair value. As a result, the Company recorded a non‑cash impairment charge of $4.3 million. As part of its go-to-market strategy, in the fourth quarter of 2025, the Company decided to rebrand MSN to Cross Country Local, which resulted in a $1.6 million write-off of the remaining MSN's trade name. These are presented as impairment charges in the consolidated statements of operations and comprehensive (loss) income.
At the end of December 2024, the Company discontinued use of the Selected software and the associated business. Selected was an asset acquisition completed in December of 2021. As a result, at the end of the fourth quarter of 2024, the Company wrote off the associated goodwill of $0.4 million.
Although management believes that the Company’s current estimates and assumptions utilized in its quantitative testing are reasonable and supportable, there can be no assurance that the estimates and assumptions management used for purposes of its assessment as of December 31, 2025 will prove to be accurate predictions of future performance.
For its long-lived assets and definite-lived intangible assets, the Company reviews for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. During the year ended December 31, 2025, the Company wrote off two abandoned construction in progress projects, and recorded impairment charges of $0.7 million. During the year ended December 31, 2024, the Company wrote off the database and software intangible assets associated with Selected, and recorded of $1.8 million.
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Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 9, 2026 | Showing above |
| 2024 | Mar 5, 2025 | |
| 2023 | Feb 23, 2024 | |
| 2022 | Feb 23, 2023 | |
| 2021 | Feb 28, 2022 | |
| 2020 | Feb 25, 2021 | |
| 2019 | Mar 5, 2020 | |
| 2018 | Mar 1, 2019 | |
| 2017 | Mar 2, 2018 | |
| 2016 | Mar 3, 2017 | |
| 2015 | Mar 11, 2016 | |
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.