Simpson Manufacturing Co., Inc.SSD
Simpson Manufacturing Co., Inc. Goodwill & Intangibles Disclosure
Goodwill and Intangible Assets
Goodwill
The annual changes in the carrying amount of goodwill by segment, as of December 31, 2025 and 2024, were as follows, respectively:
| (in thousands) | North America | Europe | Asia Pacific | Total | |||||||||||||||||||
| Balance as of December 31, 2023 | $ | 101,558 | $ | 399,693 | $ | 1,299 | $ | 502,550 | |||||||||||||||
| Goodwill acquired | 32,820 | — | — | 32,820 | |||||||||||||||||||
| Foreign exchange | (230) | (22,644) | (113) | (22,987) | |||||||||||||||||||
| Balance as of December 31, 2024 | 134,148 | 377,049 | 1,186 | 512,383 | |||||||||||||||||||
| Goodwill disposed | — | (33) | — | (33) | |||||||||||||||||||
Reclassifications 1 | (3,319) | — | — | (3,319) | |||||||||||||||||||
| Foreign exchange | 132 | 49,267 | 91 | 49,490 | |||||||||||||||||||
| Balance as of December 31, 2025 | $ | 130,961 | $ | 426,283 | $ | 1,277 | $ | 558,521 | |||||||||||||||
1 During the period ended December 31, 2025, the Company finalized the purchase price allocation for the acquisition of QuickFrames that resulted in $3.3 million decrease in goodwill with offsets primarily to trade names, developed technology, and customer relationships. The final amounts are measurement period adjustments for conditions that existed at the acquisition date.
Goodwill Impairment Testing
The Company tests goodwill for impairment at the reporting unit level on an annual basis (in the fourth quarter). The goodwill balance is not amortized to expense, and the Company may assess qualitative or quantitative factors to determine whether it is more likely than not that the fair value of each reporting unit is less than its carrying amount as a basis for determining whether it is necessary to complete quantitative impairment assessments.
The Company determined that the U.S. reporting unit includes four components: Northwest United States, Southwest United States, Northeast United States and Southeast United States. The Australia reporting unit includes two components: Australia and New Zealand. For each of these reporting units, the Company aggregated the components because management concluded that they are economically similar, and that the goodwill is recoverable from these components working in concert.
In 2025 and 2024, the Company applied the (“Step 0”) approach to assess qualitative factors related to the goodwill of the reporting units to determine whether it is necessary to perform an impairment test. For this qualitative assessment, the Company assessed various assumptions, events and circumstances that would have affected the estimated fair value of the reporting units. Based on the qualitative assessment performed, the Company concluded that there was no evidence of events or circumstances that would indicate a material change from the Company’s last quantitative assessment performed in 2023 by reporting unit and therefore, it was more likely than not that the estimated fair value of reporting units exceeded their respective carrying values.
The 2025 and 2024 annual testing of goodwill for impairment did not result in impairment charges. “See Item 7 - Critical Accounting Policies and Estimates - Goodwill and Other Intangible Assets”.
Amortizable Intangible Assets
Intangible assets from acquired businesses or asset purchases are recognized at their estimated fair values on the date of acquisition and consist of patents, unpatented technology, non-compete agreements, trademarks, customer relationships and other intangible assets. Finite-lived intangibles are amortized to expense over the applicable useful lives, ranging from to twenty-one years, based on the nature of the asset and the underlying pattern of economic benefit as reflected by future net cash inflows. The Company performs an impairment test of finite-lived intangibles whenever events or changes in circumstances indicate their carrying value may be impaired.
The total gross carrying amount and accumulated amortization of definite-lived intangible assets as of December 31, 2025, was $526.7 million and $139.0 million, respectively. The aggregate amount of amortization expense of intangible assets for the years ended December 31, 2025, 2024 and 2023 were $26.7 million, $24.8 million and $23.5 million, respectively. The weighted-average remaining amortization period for all amortizable intangibles on a combined basis is 6.3 years as of December 31, 2025.
The annual changes in the carrying amounts of patents, unpatented technologies, customer relationships and non-compete agreements and other intangible assets subject to amortization for the years ended December 31, 2025 and 2024 were as follows:
| (in thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||
| Patents | |||||||||||||||||
| Balance as of December 31, 2023 | $ | 38,598 | $ | (4,854) | $ | 33,744 | |||||||||||
| Purchases | 15,800 | — | 15,800 | ||||||||||||||
| Amortization | — | (3,468) | (3,468) | ||||||||||||||
| Foreign exchange | (926) | — | (926) | ||||||||||||||
| Balance as of December 31, 2024 | 53,472 | (8,322) | 45,150 | ||||||||||||||
| Disposals | (3,684) | — | (3,684) | ||||||||||||||
| Amortization | — | (3,567) | (3,567) | ||||||||||||||
Reclassifications | 95 | — | 95 | ||||||||||||||
| Foreign exchange | 5,572 | — | 5,572 | ||||||||||||||
| Balance as of December 31, 2025 | $ | 55,455 | $ | (11,889) | $ | 43,566 | |||||||||||
| (in thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||
| Unpatented Technology | |||||||||||||||||
| Balance as of December 31, 2023 | $ | 22,508 | $ | (20,279) | $ | 2,229 | |||||||||||
| Amortization | — | (991) | (991) | ||||||||||||||
| Foreign exchange | (49) | — | (49) | ||||||||||||||
| Balance as of December 31, 2024 | 22,459 | (21,270) | 1,189 | ||||||||||||||
| Acquisitions | 1,875 | — | 1,875 | ||||||||||||||
| Amortization | — | (726) | (726) | ||||||||||||||
| Reclassifications | (45) | 45 | — | ||||||||||||||
| Foreign exchange | 118 | — | 118 | ||||||||||||||
| Balance as of December 31, 2025 | $ | 24,407 | $ | (21,951) | $ | 2,456 | |||||||||||
| (in thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||
| Non-Compete Agreements, Trademarks and Other | |||||||||||||||||
| Balance as of December 31, 2023 | $ | 28,147 | $ | (15,745) | $ | 12,402 | |||||||||||
| Purchases | 14,100 | — | 14,100 | ||||||||||||||
| Amortization | — | (2,972) | (2,972) | ||||||||||||||
Reclassifications 1 | (1,673) | — | (1,673) | ||||||||||||||
| Foreign exchange | (7) | — | (7) | ||||||||||||||
| Balance as of December 31, 2024 | 40,567 | (18,717) | 21,850 | ||||||||||||||
| Amortization | — | (3,966) | (3,966) | ||||||||||||||
| Reclassifications | 1,688 | (291) | 1,397 | ||||||||||||||
| Foreign exchange | 66 | — | 66 | ||||||||||||||
| Balance as of December 31, 2025 | $ | 42,321 | $ | (22,974) | $ | 19,347 | |||||||||||
| (in thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||
| Customer Relationships | |||||||||||||||||
| Balance as of December 31, 2023 | $ | 269,166 | $ | (46,399) | $ | 222,767 | |||||||||||
| Purchases | 10,560 | — | 10,560 | ||||||||||||||
| Disposal | 331 | — | 331 | ||||||||||||||
| Amortization | — | (17,362) | (17,362) | ||||||||||||||
| Reclassifications | 1,673 | — | 1,673 | ||||||||||||||
| Foreign exchange | (16,745) | — | (16,745) | ||||||||||||||
| Balance as of December 31, 2024 | 264,985 | (63,761) | 201,224 | ||||||||||||||
| Amortization | — | (18,402) | (18,402) | ||||||||||||||
Reclassifications | (951) | — | (951) | ||||||||||||||
| Foreign exchange | 25,087 | — | 25,087 | ||||||||||||||
| Balance as of December 31, 2025 | $ | 289,121 | $ | (82,163) | $ | 206,958 | |||||||||||
As of December 31, 2025, estimated future amortization of intangible assets was as follows:
(in thousands)
| 2026 | $ | 25,754 | |||
| 2027 | 25,606 | ||||
| 2028 | 25,472 | ||||
| 2029 | 24,829 | ||||
| 2030 | 24,218 | ||||
| Thereafter | 146,448 | ||||
| Total | $ | 272,327 | |||
Indefinite-Lived Intangible Assets
Indefinite-lived intangible assets totaled $115.4 million as of December 31, 2025, mostly attributable to trade names. Indefinite-lived intangible assets totaled $105.7 million as of December 31, 2024.
Definite-lived and indefinite-lived assets, net, by segment as of December 31, 2025, and 2024 were as follows:
| As of December 31, 2024 | |||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | |||||||||||||||
| (in thousands) | |||||||||||||||||
| Total Intangible Assets | |||||||||||||||||
| North America | $ | 116,550 | $ | (39,061) | $ | 77,489 | |||||||||||
| Europe | 366,586 | (72,621) | 293,965 | ||||||||||||||
| Asia/Pacific | 4,240 | (643) | 3,597 | ||||||||||||||
| Total | $ | 487,376 | $ | (112,325) | $ | 375,051 | |||||||||||
| As of December 31, 2025 | |||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | |||||||||||||||
| (in thousands) | |||||||||||||||||
| Total Intangible Assets | |||||||||||||||||
| North America | $ | 117,890 | $ | (45,807) | $ | 72,083 | |||||||||||
| Europe | 404,674 | (92,192) | 312,482 | ||||||||||||||
| Asia/Pacific | 4,152 | (988) | 3,164 | ||||||||||||||
| Total | $ | 526,716 | $ | (138,987) | $ | 387,729 | |||||||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 27, 2026 | Showing above |
| 2024 | Mar 3, 2025 | |
| 2023 | Feb 28, 2024 | |
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.