10. GOODWILL AND OTHER INTANGIBLE ASSETS

The carrying value of goodwill was $265.7 million and $258.0 million as of December 31, 2025 and 2024, respectively.

A reconciliation of the changes in the carrying value of goodwill during the years ended December 31, 2025 and 2024 is as follows (dollars in thousands):

 

 

CTU

 

 

AIUS

 

 

USAHS (1)

 

 

Total

 

Balance as of December 31, 2023

 

$

130,755

 

 

$

110,407

 

 

$

-

 

 

$

241,162

 

Business acquisition

 

 

-

 

 

 

-

 

 

 

16,850

 

 

 

16,850

 

Balance as of December 31, 2024

 

 

130,755

 

 

 

110,407

 

 

 

16,850

 

 

 

258,012

 

Business acquisition (1)

 

 

-

 

 

 

-

 

 

 

7,685

 

 

 

7,685

 

Balance as of December 31, 2025

 

$

130,755

 

 

$

110,407

 

 

$

24,535

 

 

$

265,697

 

___________________

(1) The positive adjustment for the year ended December 31, 2025 relates to purchase accounting adjustments for the USAHS acquisition finalized during the period.

In assessing the fair value for our reporting units, we performed a qualitative assessment as of October 1, 2025 to determine if we believe it is more likely than not that our reporting units’ carrying values exceed their respective fair values. When performing the qualitative assessment, management first considered events and circumstances that may affect the fair value of the reporting unit to determine whether it is necessary to perform the quantitative impairment test. Management focused on the significant inputs, including its projections of revenue growth, operating expense leverage and the discount rate used in the prior quantitative assessment, and any events or circumstances that could affect the significant inputs. These events and circumstances included, but were not limited to, financial performance, future expectations of financial performance, legal, regulatory, contractual, competitive, economic, political, business or other factors, and industry and market considerations, such as a deteriorating operating environment or increased competition. Management evaluated all events and circumstances, including positive or mitigating factors, that could affect the significant inputs used to determine fair value. In addition, management evaluated the results of its most recent quantitative impairment assessment to determine by how much the previous fair value exceeded the carrying value for each indefinite-lived intangible asset.

The determination of estimated fair value of each reporting unit requires significant estimates and assumptions, and as such, these fair value measurements are categorized as Level 3 per ASC Topic 820. These estimates and assumptions primarily include, but are not limited to, the discount rate, terminal growth rates, operating cash flow projections and capital expenditure forecasts. Due to the inherent uncertainty involved in deriving those estimates, actual results could differ from those estimates. We evaluate the merits of each significant assumption used, both individually and in the aggregate, to assess the fair value of each reporting unit for reasonableness.

As of December 31, 2025 and 2024, the net book value of intangible assets other than goodwill are as follows (dollars in thousands):

 

 

December 31, 2025

 

 

December 31, 2024

 

 

 

 

Cost

 

 

Accumulated Amortization

 

 

Accumulated Impairments

 

 

Net Book Value

 

 

Cost

 

 

Accumulated Amortization

 

 

Accumulated Impairments

 

 

Net Book Value

 

 

Amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Course curriculum

 

$

18,290

 

 

$

(6,571

)

 

$

-

 

 

$

11,719

 

 

$

18,290

 

 

$

(2,418

)

 

$

-

 

 

$

15,872

 

 

Customer relationships

 

 

52,090

 

 

 

(29,051

)

 

 

(111

)

 

 

22,928

 

 

 

52,090

 

 

 

(19,068

)

 

 

(111

)

 

 

32,911

 

 

Developed technology

 

 

8,820

 

 

 

(3,307

)

 

 

(5,513

)

 

 

-

 

 

 

8,820

 

 

 

(2,980

)

 

 

(5,513

)

 

 

327

 

 

Trade names

 

 

11,660

 

 

 

(3,600

)

 

 

(5,205

)

 

 

2,855

 

 

 

11,660

 

 

 

(3,085

)

 

 

(5,205

)

 

 

3,370

 

 

Accreditation rights

 

 

25,000

 

 

 

(2,257

)

 

 

-

 

 

 

22,743

 

 

 

25,000

 

 

 

(174

)

 

 

-

 

 

 

24,826

 

 

Net book value, amortizable intangible
   assets:

 

$

115,860

 

 

$

(44,786

)

 

$

(10,829

)

 

$

60,245

 

 

$

115,860

 

 

$

(27,725

)

 

$

(10,829

)

 

$

77,306

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accreditation rights

 

 

 

 

 

 

 

 

 

 

$

1,000

 

 

 

 

 

 

 

 

 

 

 

$

1,000

 

 

Trade names

 

 

 

 

 

 

 

 

 

 

 

16,700

 

 

 

 

 

 

 

 

 

 

 

 

16,700

 

 

Non-amortizable intangible assets

 

 

 

 

 

 

 

 

 

 

 

17,700

 

 

 

 

 

 

 

 

 

 

 

 

17,700

 

 

Intangible assets, net

 

 

 

 

 

 

 

 

 

 

$

77,945

 

 

 

 

 

 

 

 

 

 

 

$

95,006

 

 

 

Amortizable intangible assets are amortized on a straight-line basis over their remaining estimated useful lives, which range from less than one year to twelve years. Amortization expense for intangible assets was $17.1 million, $5.5 million and $7.6 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Future amortization associated with amortizable intangible assets as of December 31, 2025 are as follows (dollars in thousands):

 

 

For the Twelve Months Ended

 

December 31, 2026

$

16,118

 

December 31, 2027

 

9,562

 

December 31, 2028

 

8,429

 

December 31, 2029

 

3,534

 

December 31, 2030

 

3,534

 

December 31, 2031 and thereafter

 

19,068

 

        Total

$

60,245

 

As of December 31, 2025, net intangible assets include certain accreditation rights and trade names that are considered to have indefinite useful lives and, in accordance with FASB ASC Topic 350—Intangibles—Goodwill and Other, are not subject to amortization but rather reviewed for impairment on at least an annual basis by applying a fair-value-based test.

We performed our annual impairment testing of other indefinite-lived intangible asset balances as of October 1, 2025 utilizing the qualitative assessment approach and concluded that no indicators existed that would suggest that it is more likely than not that the assets would be impaired. We monitor the operating results and revenue projections related to our indefinite-lived trade names and accreditation rights on a quarterly basis for signs of possible declines in estimated fair value. When performing the qualitative assessment, management considered events and circumstances that may affect the fair value of the intangible assets to determine whether it is necessary to perform the quantitative impairment test. These events and circumstances included, but were not limited to, financial performance, future expectations of financial performance, legal, regulatory, contractual, competitive, economic, political, business, and industry and market considerations. Management evaluated these events and circumstances, including positive or mitigating factors, that could affect the significant inputs used to determine fair value.

Historical Timeline

Fiscal YearFiled
2025Feb 19, 2026Showing above
2024Feb 18, 2025
2023Feb 21, 2024
2022Feb 23, 2023
2021Feb 24, 2022
2020Feb 24, 2021
2019Feb 19, 2020
2018Feb 20, 2019
2017Feb 21, 2018
2016Feb 23, 2017
2015Feb 29, 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.