AMN HEALTHCARE SERVICES INC
For the period ended Dec 31, 2025. Filed Feb 20, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 20, 2026
AMN$36.19-23.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-02-21.
0001142750-25-000011
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsPageCurrent report: 10-K
Period ended 2025-12-31; filed 2026-02-20.
0001628280-26-009918
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsPageThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 126 previous paragraphs and 141 current paragraphs.
77 unchanged; 38 reworded; 20 added; 11 removed; 0 previous and 6 current paragraphs rearranged.
Tables are not compared: 7 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (20)
Current report
On July 1, 2025, we completed the sale of our Smart Square healthcare scheduling software. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (3), Sale of Disposal Group.”
Current report
In states where healthcare professionals have union representation, clients value the Company’s ability to support them through labor disruption events. Strategic clients expect the Company to support them as part of the building long-term, mutually beneficial partnerships. Even if somewhat recurrent over the long term, labor disruption events are unpredictable and have driven spikes in demand and related financial outcomes when they happen.
Current report
Demand across most of our businesses in the first quarter of 2025 was healthy with travel nurse showing a strong year-over-year increase. During the second quarter, uncertainty about government policy impacts appeared to place the healthcare sector in a more conservative stance with demand declining compared to the first quarter. In the third quarter, demand increased over the second quarter with our nurse business benefitting from strong winter orders but remained below prior year. In the fourth quarter, demand continued to increase throughout most of the quarter and ended above prior year. Full year demand for travel nurse was higher than prior year with favorable demand levels as we exited 2025. In allied staffing, demand in the fourth quarter increased sequentially, growing throughout the quarter, and was in line with prior year. Full year demand for allied staffing was also higher than prior year with favorable demand levels as we exited 2025. We experienced an increase in client requests for support with potential labor disruption events during 2025, primarily for nurse and allied staffing, and expect this trend to continue into next year.
Current report
In our technology and workforce solutions segment, our language services business experienced a seasonal drop in minutes sequentially in the fourth quarter, but minutes for the full year were higher than prior year. Ongoing pricing pressure for language services is expected due to increased market competition. Volumes and bill rates in our VMS business were both lower compared to the prior year and prior quarter.
Current report
Technology and workforce solutions segment revenue decreased 12% to $386.7 million for 2025 from $439.5 million for 2024. The $52.7 million decrease was attributable to lower revenue across all businesses within the segment. Revenue for our VMS business declined $32.6 million (or 31%) due to lower staffing utilization on the platforms along with several client losses, and our outsourced solutions business declined $6.8 million (or 44%) primarily due to lower demand. Other technology business declined $9.8 million (or 53%) primarily due to the sale of our Smart Square healthcare scheduling software.
Current report
Gain on Sale of Disposal Group. A gain on sale of disposal group of $(39.1) million was recognized during the year ended December 31, 2025. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (3), “Sale of Disposal Group.”
Current report
Long-Lived Assets Impairment Loss. An impairment loss of $18.3 million was recognized for intangible assets during the year ended December 31, 2025. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (5), Goodwill and Identifiable Intangible Assets.”
Current report
$9.7 million loss related to the change in fair value of an equity investment during 2024. The decrease was partially offset by (1) the issuance of our 2031 Notes (as defined below in this Item 7) in October 2025. The proceeds from the issuance of the higher interest bearing senior notes were used to repay our 2027 Notes (as defined below in this Item 7) in the fourth quarter of 2025.
Current report
Net cash provided by operating activities for 2025, 2024 and 2023 was $269.5 million, $320.4 million and $372.2 million, respectively. In the 2025 and 2024 periods, changes in accounts receivable and subcontractor receivables provided cash from operations of $71.6 million and $223.4 million, respectively, representing a reduction between periods of $151.9 million. The reduction in receivables was more significant in the prior year due to larger declines in revenue and associate vendor usage, as well as the timing of collections. In addition, net income (loss) excluding non-cash expenses decreased year over year by $66.1 million primarily due to a lower segment operating income across our business.
Current report
On October 6, 2025, the Company entered into the fifth amendment to the New Credit Agreement (the “Fifth Amendment”). The Fifth Amendment (together with the New Credit Agreement, the First Amendment, the Second
Current report
At any time and from time to time prior to October 15, 2027 we may also redeem the 2031 Notes with the net cash proceeds of certain equity offerings in an aggregate principal amount not to exceed 40% of the aggregate principal amount of the 2031 Notes issued, at a redemption price (expressed as a percentage of principal amount) of 106.500% of the principal amount thereof plus accrued and unpaid interest, if any, to (but excluding) the applicable redemption date.
Current report
In addition, we may redeem some or all of the 2031 Notes at any time and from time to time prior to October 15, 2027 at a redemption price equal to 100% of the principal amount of the 2031 Notes redeemed, plus accrued and unpaid interest thereon, if any, to (but excluding) the applicable redemption date, plus a “make-whole” premium based on the applicable treasury rate plus 50 basis points.
Current report
We used the proceeds from the 2031 Notes, together with borrowings under the Senior Credit Facility and cash generated from operations, (1) to redeem all of our outstanding $500.0 million aggregate principal amount of our 2027 Notes on October 22, 2025, including all accrued and unpaid interest on the 2027 Notes and (2) paid fees and expenses related to the transactions.
Current report
During the second quarter of 2025, we performed a quantitative impairment test of our goodwill as of May 31, 2025 and determined that the estimated fair value of the physician and leadership solutions reporting unit was below its respective carrying amount. As a result, we recognized a goodwill impairment loss of $109.5 million in the consolidated financial statements during the second quarter of 2025. In addition, a quantitative test was performed for our technology and workforce solutions reporting unit to allocate a portion of the goodwill fair value balance to the disposal group that was held for sale during the second quarter of 2025. There was no impairment required for the technology and workforce solutions reporting unit as the estimated fair value of the reporting unit exceeded its carrying amount. A quantitative impairment test for our nurse and allied solutions reporting unit was not performed during the second quarter of 2025.
Current report
In addition, we performed our annual impairment test of goodwill as of October 31, 2025, using a quantitative assessment for each of our three reporting units. The quantitative assessment concluded that no goodwill impairment existed for the three reporting units as the estimated fair values of the reporting units exceeded their respective carrying amounts.
Current report
Similarly, we considered revenue growth rates and WACC to be significant assumptions used in the income approach in estimating the fair value of our reporting units. Keeping all other assumptions constant, a change in the projected revenue growth over the forecast period of 50 basis points would have increased or reduced the excess fair value over the carrying value by approximately 2% for the nurse and allied solutions reporting unit, approximately 1% for the physician and leadership solutions reporting unit, and approximately 8% for the technology and workforce solutions reporting unit. The Company engaged a third-party valuation specialist to assist in the determination of the WACC, which ranged from 11.0% to 14.0% for our reporting units in the most recent impairment test. Keeping all other assumptions constant, a change in WACC of 50 basis points would have increased or reduced the excess fair value over the carrying value by approximately 15% for the nurse and allied solutions reporting unit, approximately 14% for the physician and leadership solutions reporting unit, and approximately 23% for the technology and workforce solutions reporting unit.
Current report
In July 2025, the FASB issued ASU 2025-05, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets”. The guidance provides a practical expedient and an accounting policy election when estimating credit losses on current accounts receivable and current contract assets arising from transactions under ASC 606. An entity is allowed to assume the remaining life of an asset unchanged at the balance sheet date. This standard is effective on a prospective basis for fiscal years beginning after December 15, 2025, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our consolidated financial statements and disclosures.
Current report
In September 2025, the FASB issued ASU 2025-06, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software”. The new guidance removed prescriptive and sequential software development stages, requires public entities to capitalize internal-use software costs with management authorization and allows the probability that the software will be completed and used for its intended function. This standard is effective on a prospective basis for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our consolidated financial statements and disclosures.
Current report
In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270): Narrow-Scope Improvements”. The ASU clarifies interim disclosure requirements and the applicability of Topic 270. The amendment of current guidance provides further clarity about the current interim disclosure requirements. This standard is effective on either a prospective or retrospective basis for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our consolidated financial statements and disclosures.
Removed paragraphs (11)
Previous report
Since the COVID-19 pandemic subsided, healthcare organizations have aggressively hired permanent staff and focused on cost containment and alternative staffing models that enabled them to reduce utilization of contingent labor. As a result, overall demand for our nurse and allied solutions segment declined significantly and remains below pre-pandemic levels. Within the segment, travel nurse demand has experienced the most significant decline, but has seen an increase in demand as measured by open orders from the second quarter through the fourth quarter. Demand for our allied staffing business has remained steady and continues to be above pre-pandemic levels with high demand in therapy and imaging.
Previous report
In our technology and workforce solutions segment, our language services business continued to experience an increase in minutes from our existing clients and growth from new clients. Volumes in our VMS business followed similar trends as our travel nurse business as compared to the prior year and prior quarter. VMS bill rates in the fourth quarter were down sequentially and year over year.
Previous report
Technology and workforce solutions segment revenue decreased 11% to $439.5 million for 2024 from $495.0 million for 2023. The $55.6 million decrease was primarily attributable to declines within our VMS business and outsourced solutions businesses, partially offset by growth within our language services business. Revenue for our VMS business declined $65.1 million (or 38%) for similar reasons as nurse and allied solutions segment revenue and our outsourced solutions business declined $25.5 million (or 62%) primarily due to a decline in demand, while our language services business grew $38.1 million (or 15%) primarily due to growth of $43.2 million as a result of a 17% increase in minutes during 2024.
Previous report
On August 13, 2020, AMN Healthcare, Inc., a wholly owned subsidiary of the Company, completed the issuance of an additional $200.0 million aggregate principal amount of 4.625% senior notes due 2027 (the “New 2027 Notes”), which were issued at a price of 101.000% of the aggregate principal amount. The New 2027 Notes were issued pursuant to the existing indenture, dated as of October 1, 2019, under which we previously issued $300.0 million aggregate principal amount of 4.625% senior notes due 2027 (the “Existing 2027 Notes” and together with the New 2027 Notes, the “2027 Notes”). The New 2027 Notes will be treated as a single series with the Existing 2027 Notes and will have the same terms (other than issue price, issue date and the date from which interest accrues) as those of the Existing 2027 Notes. The 2027 Notes will mature on October 1, 2027. Interest on the 2027 Notes is payable semi-annually in arrears on April 1 and October 1 of each year, commencing October 1, 2020 with respect to the New 2027 Notes. The 2027 Notes are fully and unconditionally and jointly guaranteed on a senior unsecured basis by us and all of our subsidiaries that guarantee the Amended Credit Agreement.
Previous report
We performed a quantitative impairment test of our goodwill as of October 31, 2024 and determined that the estimated fair values of the nurse and allied solutions and physician and leadership solutions reporting units were below their respective carrying amounts. The estimated fair value of the technology and workforce solutions reporting unit exceeded its carrying amount by more than 100 percent. As a result, we recognized goodwill impairment losses of $222.5 million in the consolidated financial statements as of and for the year ended December 31, 2024.
Previous report
A long-term growth rate is used to calculate the terminal value of our reporting units in the discounted cash flow method and is based on estimated economic and industry growth. According to the U.S. Inflation Calculator, healthcare inflation has ranged from 0.5% to 5.2% (average of 3.3%) over the last 25 years. And according to the U.S. Census Bureau, the number of adults age 65 or older is projected to grow an estimated 31% between 2022 and 2035. Based on the expectations of an increasingly aging population requiring additional healthcare services and the historical levels of inflation in the healthcare industry, we used an estimated long-term growth rate of 4.0% in the annual impairment test as of October 31, 2024. Keeping all other assumptions constant and excluding the effect of deferred income taxes, a change in the estimated long-term growth rates of 25 basis points would have increased or reduced the goodwill impairment losses by approximately $7.0 million.
Previous report
Under the market approach, we utilize the guideline company method, which involves the selection of valuation multiples based on the market capitalization of similar publicly traded companies. Multiples derived from these companies provide an indication of how much a market participant would be willing to pay for a company. These multiples are applied to the forecasted financial metrics for our reporting units to arrive at an indication of value. The market multiples used are revenue and earnings before interest, taxes, depreciation, and amortization (EBITDA). Keeping all other assumptions constant and excluding the effect of deferred income taxes, a change in the market multiples of 10% would have increased or reduced the goodwill impairment losses by approximately $53.0 million.
Previous report
In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which is intended to enhance the transparency and decision-usefulness of income tax disclosures. The new guidance addresses investor requests for enhanced income tax information primarily through requiring disclosure of additional information about and further disaggregation of the rate reconciliation and income taxes paid. This standard is effective on a prospective basis for fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our disclosures.
Reworded paragraphs (38)
Previous wording
We provide technology-enabled healthcare workforce solutions and staffing services to healthcare organizations across the nation. The Company provides access to a comprehensive network of healthcare professionals through its recruitment strategies and breadth of career opportunities. We help providers optimize their workforce to reduce complexity and increase efficiency. Our total talent solutions include vendor neutral and managed services programs (“MSP”), clinical and interim healthcare leaders, temporary staffing, permanent placement, executive search, vendor management systems (“VMS”), recruitment process outsourcing, predictive modeling, language services, revenue cycle solutions, and other services. Clients include acute-care hospitals, community health centers and clinics, physician practice groups, retail and urgent care centers, home health facilities, schools and many other healthcare settings.
Current wording
We provide technology-enabled healthcare workforce solutions and staffing services to healthcare organizations across the nation. The Company provides access to a comprehensive network of healthcare professionals through its recruitment strategies and breadth of career opportunities. We help providers optimize their workforce to reduce complexity and increase efficiency. Our total talent solutions include vendor neutral and managed services programs (“MSP”), clinical and interim healthcare leaders, temporary staffing, permanent placement, executive search, vendor management systems (“VMS”), recruitment process outsourcing, language services, revenue cycle solutions, labor disruption and other services. Clients include acute-care hospitals, community health centers and clinics, physician practice groups, retail and urgent care centers, home health facilities, schools and many other healthcare settings.
Previous wording
Through our physician and leadership solutions segment, we place physicians of all specialties, as well as dentists and advanced practice providers, with clients on a temporary basis, generally as independent contractors. We also recruit physicians and healthcare leaders for permanent placement and place interim leaders and executives across all healthcare settings. The interim healthcare leaders and executives we place are typically placed on contracts with assignment lengths ranging from a few days to one year.
Current wording
Through our physician and leadership solutions segment, we place physicians of all specialties, as well as dentists and advanced practice providers, with clients on a temporary basis, generally as independent contractors. We also recruit physicians and healthcare leaders and executives for permanent placement and place interim leaders and executives across all healthcare settings. The interim healthcare leaders and executives we place are typically placed on contracts with assignment lengths ranging from a few days to one year.
Previous wording
Through our technology and workforce solutions segment, we provide hospitals and other healthcare facilities with a range of workforce solutions, including: (1) language services, (2) software-as-a-service (“SaaS”)-based VMS technologies through which our clients can self-manage the procurement of contingent clinical labor and their internal float pool, (3) workforce optimization services that include consulting, data analytics, predictive modeling, and SaaS-based scheduling technology, and (4) recruitment process outsourcing services in which we recruit, hire and/or onboard permanent clinical and nonclinical positions on behalf of our clients.
Current wording
Through our technology and workforce solutions segment, we provide hospitals and other healthcare facilities with a range of workforce solutions, including: (1) language services, (2) software-as-a-service (“SaaS”)-based VMS technologies through which our clients can self-manage the procurement of contingent clinical labor and their internal float pool, (3) workforce optimization services that include advisory, planning, and analytics, and (4) recruitment process outsourcing services in which we recruit, hire and/or onboard permanent clinical and nonclinical positions on behalf of our clients.
Previous wording
For the year ended December 31, 2024, we recorded revenue of $2,983.8 million, as compared to $3,789.3 million for 2023. We recorded net income (loss) of $(147.0) million for 2024, as compared to $210.7 million for 2023. Nurse and allied solutions segment revenue comprised 61% and 69% of total consolidated revenue for the years ended December 31, 2024 and 2023, respectively. Physician and leadership solutions segment revenue comprised 24% and 18% of total consolidated revenue for the years ended December 31, 2024 and 2023, respectively. Technology and workforce solutions segment revenue comprised 15% and 13% of total consolidated revenue for the years ended December 31, 2024 and 2023, respectively. For a description of the services we provide under each of our business segments, please see, “Item 1. Business—Our Services.”
Current wording
For the year ended December 31, 2025, we recorded revenue of $2,730.4 million, as compared to $2,983.8 million for 2024. We recorded net loss of $(95.7) million for 2025, as compared to $(147.0) million for 2024. Nurse and allied solutions segment revenue comprised 60% and 61% of total consolidated revenue for the years ended December 31, 2025 and 2024, respectively. Physician and leadership solutions segment revenue comprised 26% and 24% of total consolidated revenue for the years ended December 31, 2025 and 2024, respectively. Technology and workforce solutions segment revenue comprised 14% and 15% of total consolidated revenue for the years ended December 31, 2025 and 2024, respectively. For a description of the services we provide under each of our business segments, please see, “Item 1. Business—Our Services.”
Previous wording
Over the last several years, we have worked to execute on our management strategies and intend to continue to do so in the future. As part of our long-term growth strategy to add value for our clients, healthcare professionals, and stockholders, we acquired MSI Systems Corp. and DrWanted.com LLC (together “MSDR”) on November 30, 2023 and Connetics on May 13, 2022. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (2), Acquisitions.”
Current wording
Over the last several years, we have worked to execute on our management strategies and intend to continue to do so in the future. As part of our long-term growth strategy to add value for our clients, healthcare professionals, and stockholders, we acquired MSI Systems Corp. and DrWanted.com LLC (together “MSDR”) on November 30, 2023. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (2), Acquisitions.”
Previous wording
Staffing volumes for our nurse and allied solutions segment during the fourth quarter were flat to the prior quarter after sequential declines throughout 2023 and 2024. Visa retrogression has negatively impacted international nurse volumes, which we expect to continue into next year. Additionally, we supported a significant labor disruption event in the fourth quarter, which favorably impacted the segment’s revenue. Bill rates in the fourth quarter were flat to the prior quarter after a modest sequential decline, which we believe indicates stabilization of market rates.
Current wording
Staffing volumes for our nurse and allied solutions segment in the fourth quarter were higher than prior quarter after sequential declines in the second and third quarters. The increase in staffing volume was due to strong winter orders and volume in travel nursing, seasonal growth in allied staffing for schools, and a return to modest growth of the international nurse business after nine quarters of decline. Additionally, we supported a significant labor disruption event in the fourth quarter which favorably impacted the segment’s revenue. Bill rates for the nurse and allied solutions segment in the fourth quarter were slightly higher than prior quarter and flat compared to prior year, indicating stabilization of market rates.
Previous wording
In our physician and leadership solutions segment, demand for our locum tenens staffing business in the fourth quarter declined from the prior year though it was higher compared with the prior quarter. Certified registered nurse anesthetists (CRNAs) continue to be the largest specialty for our locum tenens staffing business. Revenue per day filled increased in the fourth quarter as compared to both the prior year and prior quarter. Demand for our interim leadership and search businesses in the fourth quarter was below prior year, but demand in our interim leadership business was up sequentially. Demand for these businesses has been impacted by healthcare organizations deferring hiring decisions or increasing insourcing.
Current wording
In our physician and leadership solutions segment, demand for our locum tenens staffing business in the fourth quarter increased from the prior quarter and was in line with the prior year. Certified registered nurse anesthetists (CRNAs) continue to be the largest specialty for our locum tenens staffing business. Revenue per day filled increased in the fourth quarter as compared to both the prior year and prior quarter while days filled were lower compared to prior quarter and prior year. Demand in the fourth quarter for interim leadership was higher compared to prior year but lower sequentially. Demand for our search business was lower as compared to prior year and prior quarter. Both businesses have been impacted by healthcare organizations deferring hiring decisions or increasing insourcing.
Previous wording
The following table sets forth, for the periods indicated, certain statements of operations data as a percentage of revenue. Our results of operations include three reportable segments: (1) nurse and allied solutions, (2) physician and leadership solutions, and (3) technology and workforce solutions. The acquisitions during the three years ended December 31, 2024 impact the comparability of the results between the years presented. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (2), Acquisitions.” Our historical results are not necessarily indicative of our results of operations to be expected in the future.
Current wording
The following table sets forth, for the periods indicated, certain statements of operations data as a percentage of revenue. Our results of operations include three reportable segments: (1) nurse and allied solutions, (2) physician and leadership solutions, and (3) technology and workforce solutions. The acquisition and sale of disposal group during the three years ended December 31, 2025 impact the comparability of the results between the years presented. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (2), Acquisitions and Note (3), Sale of Disposal Group.” Our historical results are not necessarily indicative of our results of operations to be expected in the future.
Previous wording
Revenue. Revenue decreased 21% to $2,983.8 million for 2024 from $3,789.3 million for 2023, attributable to a decline in organic revenue across our segments with the greatest decline in our nurse and allied solutions segment.
Current wording
Revenue. Revenue decreased 8% to $2,730.4 million for 2025 from $2,983.8 million for 2024, attributable to a decline in organic revenue across our segments with the greatest decline in our nurse and allied solutions segment. Revenue broken down among the reportable segments is as follows:
Previous wording
Nurse and allied solutions segment revenue decreased 31% to $1,815.7 million for 2024 from $2,624.5 million for 2023. The $808.8 million decrease was primarily attributable to a $592.1 million decline driven by a 24% decrease in the average number of travelers on assignment, a $257.0 million decline driven by an approximately 10% decrease in the average bill rate, and a $41.1 million decline driven by a 2% decrease in average billable hours during the year ended December 31, 2024. The overall decrease was partially offset by a $50.0 million increase in labor disruption revenue.
Current wording
Nurse and allied solutions segment revenue decreased 9% to $1,647.3 million for 2025 from $1,815.7 million for 2024. The $168.4 million decrease was primarily attributable to a $240.1 million decline driven by a 14% decrease in the average number of travelers on assignment, a $32.0 million decline driven by a 2% decrease in the average bill rate, and a $14.4 million decline driven by a 1% decrease in average billable hours during the year ended December 31, 2025. The overall decrease was partially offset by a $127.9 million increase in labor disruption revenue.
Previous wording
Physician and leadership solutions segment revenue increased 9% to $728.6 million for 2024 from $669.7 million for 2023. The $58.9 million increase was attributable to higher revenue in our locum tenens business, which was partially offset by lower revenue in our interim leadership, physician permanent placement and executive search businesses. Revenue in our locum tenens business grew $101.6 million (or 22%) during 2024 primarily due to the favorable impact of $23.9 million as a result of a 6% increase in the revenue per day filled on an organic basis and additional revenue of $121.2 million in connection with the MSDR acquisition, partially offset by a $43.5 million decline driven by a 10% decrease in the number of days filled on an organic basis. As a result of a decline in demand, revenue in our interim leadership business experienced a decline of $21.3 million (or 16%), while our physician permanent placement and executive search businesses declined $21.4 million (or 31%) during 2024.
Current wording
Physician and leadership solutions segment revenue decreased 4% to $696.4 million for 2025 from $728.6 million for 2024. The $32.2 million decrease was attributable to lower revenue across all businesses within the segment. Revenue in our locum tenens business declined slightly during 2025 primarily due to a $42.9 million decline driven by an 8% decrease in the number of days filled, partially offset by a $41.7 million increase driven by an 8% increase in the revenue per day filled. Our interim leadership business experienced a decline of $21.8 million (or 19%) and our physician permanent placement and executive search businesses declined $9.3 million (or 20%) during 2025.
Previous wording
For 2024 and 2023, revenue under our MSP arrangements comprised approximately 45% and 54% of our consolidated revenue, 67% and 72% for nurse and allied solutions segment revenue, 15% and 20% for physician and leadership solutions segment revenue, and 3% and 2% of our technology and workforce solutions segment revenue, respectively.
Current wording
For 2025 and 2024, revenue under our MSP arrangements comprised approximately 48% and 45% of our consolidated revenue, 71% and 67% for nurse and allied solutions segment revenue, 18% and 15% for physician and leadership solutions segment revenue, and 3% and 3% of our technology and workforce solutions segment revenue, respectively.
Previous wording
Cost of Revenue. Cost of revenue, which consists predominantly of compensation, benefits, housing, travel and allowance costs for healthcare professionals and medically qualified interpreters, decreased 19% to $2,064.4 million for 2024 from $2,539.7 million for 2023. The $475.3 million decrease was attributable to a decline in our nurse and allied solutions segment, partially offset by increases in our physician and leadership solutions and technology and workforce solutions segments. The decrease in our nurse and allied solutions segment was primarily attributable to a $555.1 million decrease in provider pay package costs, including housing, travel and allowances, primarily due to the aforementioned decrease in the average number of travelers on assignment. The increase in our physician and leadership solutions segment was driven by a $71.8 million increase in provider pay package costs, primarily due to the MSDR acquisition. The increase in our technology and workforce solutions segment was primarily attributable to $13.1 million of higher compensation and benefits mainly from the aforementioned increase in minutes in our language services business. Cost of revenue broken down among the reportable segments is as follows:
Current wording
The decrease in our nurse and allied solutions segment was primarily attributable to a $97.8 million decrease in provider pay package costs, including housing, travel and allowances, primarily due to the aforementioned decrease in the average number of travelers on assignment. The decrease in our physician and leadership solutions segment was primarily driven by a $14.5 million decrease in provider pay package costs in our interim leadership business, primarily due to aforementioned decline in demand, partially offset by a $7.3 million increase in provider pay package costs in our locum tenens business. The increase in our technology and workforce solutions segment was primarily due to higher interpreter minutes for our language services business partially offset by the sale of our Smart Square healthcare scheduling software.
Previous wording
Gross Profit. Gross profit decreased 26% to $919.4 million for 2024 from $1,249.6 million for 2023, representing gross margins of 30.8% and 33.0%, respectively. The decline in consolidated gross margin for the year ended December 31, 2024 was primarily due to (1) lower margins in our nurse and allied solutions and physician and leadership solutions segments driven by higher provider pay packages, including housing, travel and allowances and (2) a lower margin in our technology and workforce solution segment primarily due to a change in sales mix resulting from lower revenue in our higher-margin VMS business and higher revenue in our lower-margin language services business. The overall decline was partially offset by a change in sales mix resulting from lower revenue in our nurse and allied solutions segment. Gross margin by reportable segment for 2024 and 2023 was 24.5% and 26.4% for nurse and allied solutions, 29.7% and 34.3% for physician and leadership solutions, and 58.9% and 66.2% for technology and workforce solutions, respectively.
Current wording
Gross Profit. Gross profit decreased 16% to $774.1 million for 2025 from $919.4 million for 2024, representing gross margins of 28.3% and 30.8%, respectively. The decline in consolidated gross margin for the year ended December 31, 2025 was primarily due to (1) lower margins in our nurse and allied solutions and physician and leadership solutions segments driven by compression in clinician pay packages, including housing, travel and allowances and (2) a lower margin in our technology and workforce solutions segment primarily due to pricing pressure for our language services business due to increased market competition and a shift in sales mix resulting from reduced revenue in our higher-margin VMS business and the sale of our Smart Square healthcare scheduling software. The overall decline was partially offset by a change in sales mix resulting from lower revenue in our nurse and allied solutions segment. Gross margin by reportable segment for 2025 and 2024 was 23.0% and 24.5% for nurse and allied solutions, 27.6% and 29.7% for physician and leadership solutions, and 52.7% and 58.9% for technology and workforce solutions, respectively. Gross profit broken down among the reportable segments is as follows:
Previous wording
Selling, General and Administrative Expenses. Selling, general and administrative (“SG&A”) expenses consist predominantly of compensation and benefits costs for corporate employees, in addition to professional service fees, legal matter accruals and other overhead costs. SG&A expenses were $632.5 million, representing 21.2% of revenue, for 2024, as compared to $756.2 million, representing 20.0% of revenue, for 2023. The decrease in SG&A expenses was primarily due to $60.4 million of lower employee compensation and benefits (inclusive of share-based compensation) in response to the lower revenue, a $34.1 million decrease in professional services, legal and other expenses driven by a $21.0 million increase in the legal settlement accrual for the Clarke matter recognized in the prior year and prudent expense management, an approximately $22.1 million decrease in other expenses associated with our revenue decline, and a $2.4 million decrease related to changes in the fair value of contingent consideration liabilities from acquisitions recognized in the prior year. The year-over-year increase in SG&A expenses in our physician and leadership solutions segment was driven by $22.9 million of additional SG&A expenses from the MSDR acquisition, partially offset by $18.6 million of lower segment expenses amid the decline in organic revenue. SG&A expenses broken down among the reportable segments, unallocated corporate overhead, and share-based compensation are as follows:
Current wording
Selling, General and Administrative Expenses. Selling, general and administrative (“SG&A”) expenses consist predominantly of compensation and benefits costs for corporate employees, in addition to professional service fees, legal matter accruals and other overhead costs. SG&A expenses were $593.0 million, representing 21.7% of revenue, for 2025, as compared to $632.5 million, representing 21.2% of revenue, for 2024. The decrease in SG&A expenses was primarily due to $37.2 million of lower employee compensation and benefits (inclusive of share-based compensation) in response to the lower revenue. The year-over-year decrease was partially offset by a $12.3 million year-over-year increase due to a $10.5 million unfavorable actuarial-based increase in our professional liability reserves as compared to a $1.8 million favorable actuarial-based decrease in the same period in 2024. SG&A expenses broken down among the reportable segments, unallocated corporate overhead, and share-based compensation are as follows:
Previous wording
Depreciation and Amortization Expenses. Amortization expense increased 3% to $92.8 million for 2024 from $89.8 million for 2023, primarily attributable to additional amortization expense related to the intangible assets acquired in the MSDR acquisition, partially offset by having more intangible assets fully amortized during the year ended December 31, 2024. Depreciation expense (exclusive of depreciation included in cost of revenue) increased 14% to $74.3 million for 2024 from $65.2 million for 2023, primarily attributable to an increase in purchased and developed hardware and software placed in service for our ongoing technology investments to support our tech-centric total talent solutions initiatives and to optimize our internal front and back-office systems. Additionally, $6.7 million and $6.0 million of depreciation expense for our language services business is included in cost of revenue for 2024 and 2023, respectively.
Current wording
Depreciation and Amortization Expenses. Amortization expense decreased 16% to $78.0 million for 2025 from $92.8 million for 2024, primarily attributable to having more intangible assets fully amortized during the year ended December 31, 2025. Depreciation expense (exclusive of depreciation included in cost of revenue) decreased 6% to $69.8 million for 2025 from $74.3 million for 2024, primarily attributable to the mix of depreciable assets. Additionally, $8.7 million and $6.7 million of depreciation expense for our language services business is included in cost of revenue for 2025 and 2024, respectively.
Previous wording
Goodwill Impairment Losses. Goodwill impairment losses of $123.3 million and $99.2 million were recognized in the nurse and allied solutions segment and physician and leadership solutions segment, respectively, during the year ended December 31, 2024. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (4), Goodwill and Identifiable Intangible Assets.”
Current wording
Goodwill Impairment Losses. A goodwill impairment loss of $109.5 million was recognized in the physician and leadership solutions segment during the year ended December 31, 2025 as compared to $123.3 million and $99.2 million in the nurse and allied solutions segment and physician and leadership solutions segment, respectively, during the year ended December 31, 2024. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (5), Goodwill and Identifiable Intangible Assets.”
Previous wording
Interest Expense, Net, and Other. Interest expense, net, and other, was $69.9 million for 2024 as compared to $54.1 million for 2023. The increase was primarily due to a higher average debt outstanding balance during 2024.
Current wording
Interest Expense, Net, and Other. Interest expense, net, and other, was $45.6 million for 2025 as compared to $69.9 million for 2024. The decrease was primarily due to (1) a lower average debt outstanding balance during 2025 and (2) a
Previous wording
Income Tax Expense. Income tax benefit was $25.6 million for 2024 as compared to income tax expense of $73.6 million for 2023, reflecting effective income tax rates of 15% and 26% for these periods, respectively. Although the amount of annual non discrete items has remained relatively similar year over year, income (loss) before income taxes has declined year over year mostly related to impairment losses. This resulted in an $18.0 million tax expense which, due to loss before income taxes, contributed to the decline in the year over year effective income tax rates. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (7), Income Taxes, and Note (4), Goodwill and Identifiable Assets.”
Current wording
Income Tax Benefit. Income tax benefit was $(5.4) million for 2025 as compared to income tax benefit of $(25.6) million for 2024, reflecting effective income tax rates of 5% and 15% for these periods, respectively. The decrease in the effective income tax rate in 2025 was primarily attributable to tax expense of$4.2 million due to the goodwill disposal from the sale of our Smart Square healthcare scheduling software. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (8), Income Taxes, and Note (3), Sale of Disposal Group.”
Previous wording
Historically, our primary liquidity requirements have been for acquisitions, working capital requirements, and debt service under our credit facilities and senior notes. We have funded these requirements through internally generated cash flow and funds borrowed under our credit facilities and senior notes.
Current wording
Historically, our primary liquidity requirements have been for acquisitions, working capital requirements, and debt service under our credit facilities and senior notes. We have funded these requirements through internally generated cash flow and funds borrowed under our credit facilities and senior notes. During the fourth quarter of 2025, we redeemed the entire outstanding $500.0 million aggregate principal amount of our 4.625% senior notes due 2027 (“the 2027 Notes”).
Previous wording
As of December 31, 2024, (1) $210.0 million was drawn with $519.6 million of available credit under the Senior Credit Facility (as defined below), (2) the aggregate principal amount of our 2027 Notes (as defined below) outstanding was $500.0 million, and (3) the aggregate principal amount of our 2029 Notes (as defined below) outstanding was $350.0 million. As of December 31, 2024, we were in compliance with the various covenants under our debt instruments. We describe in further detail our Amended Credit Agreement (as defined below), under which our Senior Credit Facility is governed, the 2027 Notes, and the 2029 Notes in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (8), Notes Payable and Credit Agreement.”
Current wording
As of December 31, 2025, (1) $25.0 million was drawn with $404.8 million of available credit under the Senior Credit Facility (as defined below), (2) the aggregate principal amount of our 2029 Notes (as defined below) outstanding was $350.0 million, and (3) the aggregate principal amount of our 2031 Notes (as defined below) outstanding was $400.0 million. As of December 31, 2025, we were in compliance with the various covenants under our debt instruments. We describe in further detail our Amended Credit Agreement (as defined below), under which our Senior Credit Facility is governed, the 2029 Notes and the 2031 Notes in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (9), Notes Payable and Credit Agreement.”
Previous wording
As of December 31, 2024, the total of our contractual obligations under operating leases with initial terms in excess of one year was $50.2 million. We describe in further detail our operating lease arrangements in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (5), Leases.” We also have various obligations and working capital requirements, such as certain tax and legal matters, contingent consideration and other liabilities, that are recorded on our consolidated balance sheets. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (3), Fair Value Measurement, Note (6), Balance Sheet Details, Note (7), Income Taxes, and Note (12), Commitments and Contingencies.”
Current wording
As of December 31, 2025, the total of our contractual obligations under operating leases with initial terms in excess of one year was $42.3 million. We describe in further detail our operating lease arrangements in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (6), Leases.” We also have various obligations and working capital requirements, such as certain tax and legal matters, contingent consideration and other liabilities, that are recorded on our consolidated balance sheets. See additional information in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (4), Fair Value Measurement, Note (7), Balance Sheet Details, Note (8), Income Taxes, and Note (13), Commitments and Contingencies.”
Previous wording
Net cash provided by operating activities for 2024, 2023 and 2022 was $320.4 million, $372.2 million and $653.7 million, respectively. The decrease in net cash provided by operating activities for 2024 from 2023 was primarily attributable to (1) a decrease in net income (loss) excluding non-cash expenses of $187.8 million primarily due to a decline in segment operating income in each of our segments, (2) an increase in other current assets between periods of $12.7 million primarily due to subcontractor deposits related to labor disruption services in the current year, and (3) an increase in income taxes receivable between periods of $7.8 million primarily due to a larger overpayment of estimated taxes during the current year as compared to 2023. The overall decrease in net cash provided by operating activities was partially offset by (1) an increase in accrued compensation and benefits between periods of $68.8 million primarily due to bonuses and commissions that were paid during the first quarter of 2023, (2) an increase in other liabilities between periods of $54.7 million primarily due to client deposits related to labor disruption services in the current year, and (3) an increase in accounts payable and accrued expenses between periods of $28.6 million primarily due to (a) a larger decrease in the subcontractor payable balance in the prior year as compared to the current year primarily attributable to declines in associate vendor usage and (b) a decrease in the accrued expenses balance in the current year as a result of a decrease in operating expenses associated with our revenue decline and timing of payments, partially offset by a payment of the legal settlement amount for the Clarke matter in the current year. Our Days Sales Outstanding (“DSO”) was 55 and 70 days at December 31, 2024 and December 31, 2023, respectively. Our consolidated results for the year ended December 31, 2023 included only one month of MSDR’s revenue, but our consolidated balance sheet included the full amount of MSDR’s accounts receivable. Excluding the acquisition of MSDR, our DSO was 66 days at December 31, 2023.
Current wording
The overall decrease in net cash provided by operating activities was partially offset by (1) an increase in accounts payable and accrued expenses between periods of $134.3 million primarily due to payment of the legal settlement amount for the Clarke matter in the prior year and a smaller reduction in subcontractor payables in the current year as a result of a larger decline in associate vendor usage in the prior year and timing of payments, (2) an increase in deferred revenue between periods of $7.4 million primarily related to upfront consideration for labor disruption services, and (3) a decrease in income taxes receivable between periods of $7.2 million primarily due to a larger overpayment of estimated taxes in the prior year compared to the current year.
Previous wording
Net cash used in investing activities for 2024, 2023 and 2022 was $79.9 million, $412.5 million and $170.7 million, respectively. The year-over-year decrease from 2023 to 2024 in net cash used in investing activities was primarily attributable to (1) no cash paid for acquisitions in 2024 as compared to $292.2 million in 2023 and (2) $8.4 million of payments to fund the deferred compensation plan in 2024 as compared to $24.9 million in 2023. In addition, capital expenditures were $80.9 million, $103.7 million and $75.8 million for the years ended December 31, 2024, 2023 and 2022, respectively. Our capital expenditures in recent years were primarily related to ongoing technology investments to support our tech-centric total talent solutions initiatives and to optimize our internal front and back-office systems.
Current wording
Net cash provided by (used in) investing activities for 2025, 2024 and 2023 was $4.3 million, $(79.9) million and $(412.5) million, respectively. The year-over-year change from 2024 to 2025 in net cash provided by (used in) investing activities was primarily attributable to (1) proceeds from the sale of disposal group of $65.3 million in 2025, (2) a net purchase of investments of $25.4 million in 2025 as compared to net proceeds of investments of $7.7 million in 2024, and (3) $6.4 million of payments to fund the deferred compensation plan that were offset with $6.4 million of proceeds from settlements of company-owned life insurance policies in 2025 as compared to $8.4 million of payments in 2024. In addition, capital expenditures were $35.6 million, $80.9 million and $103.7 million for the years ended December 31, 2025, 2024 and 2023, respectively. Our capital expenditures in recent years were primarily related to ongoing technology investments to support our tech-centric total talent solutions initiatives and to optimize our internal front and back-office systems.
Previous wording
Net cash provided by (used in) financing activities for 2024, 2023 and 2022 was $(259.4) million, $10.7 million and $(591.9) million, respectively. Net cash used in financing activities for 2024 was primarily due to (1) repayments of $375.0 million under the Senior Credit Facility (as defined below), (2) $4.8 million in cash paid for shares withheld for payroll taxes resulting from the vesting of employee equity awards, and (3) $3.7 million in cash paid for excise tax on prior year share repurchases, partially offset by borrowings of $125.0 million under the Senior Credit Facility. Net cash provided by financing activities for 2023 was primarily due to borrowings of $815.0 million under the Senior Credit Facility, partially offset by (1) $424.7 million paid in connection with the repurchase of our common stock, (2) repayments of $355.0 million under the Senior Credit Facility, and (3) $13.1 million in cash paid for shares withheld for payroll taxes resulting from the vesting of employee equity awards.
Current wording
Net cash provided by (used in) financing activities for 2025, 2024 and 2023 was $(295.9) million, $(259.4) million and $10.7 million, respectively. Net cash used in financing activities for 2025 was primarily due to (1) the repayment of $500.0 million related to the redemption of the 2027 Notes, (2) repayments of $315.0 million under the Senior Credit Facility (as defined below), (3) $8.8 million of financing costs paid in connection with the Amended Credit Agreement (as defined below) and the issuance of the 2031 Notes (as defined below), and (4) $2.1 million in cash paid for shares withheld for payroll taxes resulting from the vesting of employee equity awards, partially offset by (1) proceeds received in connection with the issuance of the 2031 Notes of $400.0 million and (2) borrowings of $130.0 million under the Senior Credit Facility. Net cash used in financing activities for 2024 was primarily due to (1) repayments of $375.0 million under the Senior Credit Facility, (2) $4.8 million in cash paid for shares withheld for payroll taxes resulting from the vesting of employee equity awards, and (3) $3.7 million in cash paid for excise tax on prior year share repurchases, partially offset by borrowings of $125.0 million under the Senior Credit Facility.
Previous wording
On February 10, 2023, we entered into the third amendment to our credit agreement (the “Third Amendment”). The Third Amendment (together with the credit agreement, the first amendment and the second amendment, collectively, the “Amended Credit Agreement”) provides for, among other things, an increase to the secured revolving credit facility (the “Senior Credit Facility”) from $400.0 million to $750.0 million. The Senior Credit Facility includes a $125.0 million sublimit for the issuance of letters of credit and a $75.0 million sublimit for swingline loans. On November 5, 2024, we entered into the fourth amendment to our credit agreement (the “Fourth Amendment”) which increased our consolidated net leverage ratio covenant for the year ending December 31, 2025. Our obligations under the Amended Credit Agreement are secured by substantially all of our assets. The terms of the Amended Credit Agreement, including maturity dates, payment and interest terms, are described in further detail in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (8), Notes Payable and Credit Agreement.”
Current wording
On February 10, 2023, we entered into the third amendment to our credit agreement (the “Third Amendment”). The Third Amendment (together with the credit agreement, the first amendment and the second amendment, collectively, the “Amended Credit Agreement”) provides for, among other things, an increase to the secured revolving credit facility (the “Senior Credit Facility”) from $400.0 million to $750.0 million. The Senior Credit Facility includes a $125.0 million sublimit for the issuance of letters of credit and a $75.0 million sublimit for swingline loans. On November 5, 2024, we entered into the fourth amendment to our credit agreement (the “Fourth Amendment”) which increased our consolidated net leverage ratio covenant for the year ending December 31, 2025.
Previous wording
On and after October 1, 2022, we may redeem all or a portion of the 2027 Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed in percentages of principal amount on the redemption date) set forth below, plus accrued and unpaid interest, if any, to (but excluding) the redemption date, if redeemed during the twelve month period commencing on October 1 of the years set forth below:
Current wording
At any time and from time to time on and after October 15, 2027, we will be entitled at our option to redeem all or a portion of the 2031 Notes upon not less than 10 nor more than 60 days’ notice, at the redemption prices (expressed in percentages of principal amount on the redemption date) set forth below, plus accrued and unpaid interest, if any, to (but excluding) the redemption date (subject to the right of holders of record of the 2031 Notes on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelve month period commencing on October 15, of the years set forth below:
Previous wording
•enter into agreements that restrict dividends or other payments from our restricted subsidiaries,
Current wording
•enter into agreements that restrict dividends or other payments to us;
Previous wording
•consolidate, merge or transfer all or substantially all of our assets,
Current wording
•consolidate, merge or transfer all or substantially all of their assets;
Previous wording
These covenants are subject to a number of important exceptions and qualifications. The indenture governing the 2029 Notes contains affirmative covenants and events of default that are customary for indentures governing high yield securities. The 2029 Notes and the guarantees are not subject to any registration rights agreement.
Current wording
These covenants are subject to a number of important exceptions and qualifications. The indenture governing the 2031 Notes contains affirmative covenants and events of default that are customary for indentures governing high yield securities.
Previous wording
As of December 31, 2024, we maintained outstanding standby letters of credit totaling $20.9 million as collateral in relation to our workers’ compensation insurance agreements and a corporate office lease agreement. Of the $20.9 million of outstanding letters of credit, we have collateralized approximately $0.6 million in cash and cash equivalents and the remaining approximately $20.4 million is collateralized by the Senior Credit Facility. Outstanding standby letters of credit at December 31, 2023 totaled $21.3 million.
Current wording
As of December 31, 2025, we maintained outstanding standby letters of credit totaling $20.8 million as collateral in relation to our workers’ compensation insurance agreements and a corporate office lease agreement. Of the $20.8 million of outstanding letters of credit, we have collateralized approximately $0.7 million in cash and cash equivalents and the remaining approximately $20.2 million is collateralized by the Senior Credit Facility. Outstanding standby letters of credit at December 31, 2024 totaled $20.9 million.
Previous wording
In accordance with accounting guidance on goodwill and other intangible assets, we perform annual impairment analysis to assess the recoverability of goodwill and indefinite-lived intangible assets. We assess the impairment of goodwill of our reporting units and indefinite-lived intangible assets annually, or more often if events or changes in circumstances indicate that the carrying amount may not be recoverable. We may first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events and circumstances, we determine that it is more likely than not that the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary. If the reporting unit does not pass the qualitative assessment, then the reporting unit’s carrying amount is compared to its fair value. The fair values of the reporting units are estimated using market and income approaches. Goodwill is considered impaired if the carrying amount of the reporting unit exceeds its fair value. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. Valuation techniques consistent with the market approach and income approach are used to measure the fair value of each reporting unit. Significant judgments are required to estimate the fair value of reporting units including estimating future cash flows, and determining appropriate discount rates, growth rates, and other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit. We perform our annual impairment test on October 31 of each year. As of December 31, 2024, we do not have any indefinite-lived intangible assets.
Current wording
In accordance with accounting guidance on goodwill and other intangible assets, we perform an annual impairment analysis to assess the recoverability of goodwill and indefinite-lived intangible assets. We assess the impairment of goodwill of our reporting units and indefinite-lived intangible assets annually, or more often if events or changes in circumstances indicate that the carrying amount may not be recoverable. We may first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events and circumstances, we determine that it is more likely than not that the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary. If the reporting unit does not pass the qualitative assessment, then the reporting unit’s carrying amount is compared to its fair value. The fair values of the reporting units are estimated using market and income approaches. Goodwill is considered impaired if the carrying amount of the reporting unit exceeds its fair value. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. Valuation techniques consistent with the market approach and income approach are used to measure the fair value of each reporting unit. Significant judgments are required to estimate the fair value of reporting units including estimating future cash flows, and determining appropriate discount rates, growth rates, and other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit. We perform our annual impairment test on October 31 of each year. As of December 31, 2025, we do not have any indefinite-lived intangible assets.
Previous wording
We consider the following assumptions used in the income and market approaches to be significant assumptions in estimating the fair value of our reporting units: revenue growth rates, long-term growth rates, weighted average cost of capital, and selection of market multiples.
Current wording
We consider the following assumptions used in the income approach to be significant assumptions in estimating the fair value of our reporting units: revenue growth rates and weighted-average cost of capital.
Previous wording
Under the income approach, the discounted cash flow method uses estimated future cash flows, including revenue growth rates, based on our internal forecasts, which are estimated considering our historical experience, expectations of future business performance, and assessment of current and future market conditions. Keeping all other assumptions constant and excluding the effect of deferred income taxes, a change in the revenue growth rates over the entire forecast period of 25 basis points would have increased or reduced the goodwill impairment losses by approximately $37.0 million.
Current wording
Under the income approach, the discounted cash flow method uses estimated future cash flows, including revenue growth rates, based on our internal forecasts, which are estimated considering our historical experience, expectations of future business performance, and assessment of current and future market conditions. Keeping all other assumptions constant, a change in the projected revenue growth over the forecast period of 50 basis points would have increased or reduced the goodwill impairment loss recognized in the second quarter of 2025 by approximately 4%.
Previous wording
In the discounted cash flow method, each reporting unit’s estimated future cash flows are discounted at a rate that is consistent with a weighted-average cost of capital (WACC), which represents the after-tax rate of return required by a market participant, which is based on observed market return data and company-specific risk factors. The Company engaged a third-party valuation specialist to assist in the determination of the WACC, which ranged from 13.5% to 14.0% for our reporting units in the most recent impairment test. Keeping all other assumptions constant and excluding the effect of deferred income taxes, a change in the WACC of 50 basis points would have increased or reduced the goodwill impairment losses by approximately $30.0 million.
Current wording
In the discounted cash flow method, each reporting unit’s estimated future cash flows are discounted at a rate that is consistent with a weighted-average cost of capital (WACC), which represents the after-tax rate of return required by a market participant, which is based on observed market return data and company-specific risk factors. The Company engaged a third-party valuation specialist to assist in the determination of the WACC, which ranged from 12.5% to 13.0% for our reporting units in the second quarter impairment test. Keeping all other assumptions constant, a change in WACC of 50 basis points would have increased or reduced the goodwill impairment loss by approximately 9%.
Previous wording
Although the accounting guidance does not require impairment testing of long-lived assets in a reporting unit that is tested for goodwill impairment, we assess whether the related circumstances result in evidence that the carrying amounts of our long-lived assets may not be recoverable. As such, prior to the quantitative impairment test of our goodwill as of October 31, 2024, we evaluated the recoverability of the carrying amounts of asset groups within the nurse and allied solutions and physician and leadership solutions reporting units and determined that the undiscounted cash flows for all the asset groups tested were above their respective carrying amounts. Therefore, no impairment loss on our long-lived assets was recognized.
Current wording
Prior to the quantitative impairment test of our goodwill as of October 31, 2025, we evaluated the recoverability of the carrying amounts of asset groups within the nurse and allied solutions and physician and leadership solutions reporting units and determined that the undiscounted cash flows for all the asset groups tested were above their respective carrying amounts. Therefore, no impairment loss on our long-lived assets was recognized.
Previous wording
We determine the adequacy of our accrual for professional liability by evaluating our historical experience and trends, loss reserves established by our insurance carriers, management and third-party administrators, and our independent actuarial studies. We obtain actuarial studies on a semi-annual basis to assist us in determining the adequacy of our accrual. For periods between the actuarial studies, we record accruals based on loss rates provided in the most recent actuarial study and management’s review of loss history. Expense recognized for accruals (inclusive of actuarial-based adjustments) was $7.8 million, $5.5 million and $7.2 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Current wording
We determine the adequacy of our accrual for professional liability by evaluating our historical experience and trends, loss reserves established by our insurance carriers, management and third-party administrators, and our independent actuarial studies. We obtain actuarial studies on a semi-annual basis to assist us in determining the adequacy of our accrual. For periods between the actuarial studies, we record accruals based on loss rates provided in the most recent actuarial study and management’s review of loss history. Expense recognized for accruals (inclusive of actuarial-based adjustments) was $18.9 million, $7.8 million and $5.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Previous wording
In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,” which is intended to improve disclosures about the expenses of public entities. The new guidance requires more detailed information about the types of expenses in commonly presented expense captions (such as cost of sales and selling, general, and administrative expenses) and requires public entities to disclose, on an annual and interim basis, the amounts of expenses included in each relevant expense caption presented on the face of the income statement within continuing operations, in a tabular format. Additionally, public entities will be required to disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, the total amount of selling expenses and, in annual reporting periods, the definition of selling expenses. This standard is effective on either a prospective or retrospective basis for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our disclosures.
Current wording
In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”. The guidance requires public entities to disclose, in the notes to the financial statement, a disaggregation of certain expense categories that are included within the line items presented on the face of income statements, on an annual and interim basis. This standard is effective on either a prospective or retrospective basis for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our disclosures.
Rearranged current paragraphs (6)
Current report — wording carried from elsewhere
Cost of Revenue. Cost of revenue, which consists predominantly of compensation, benefits, housing, travel and allowance costs for healthcare professionals and medically qualified interpreters, decreased 5% to $1,956.4 million for 2025 from $2,064.4 million for 2024. The $108.0 million decrease was primarily attributable to a decrease in our nurse and allied solutions segment. Cost of revenue broken down among the reportable segments is as follows:
Current report — wording carried from elsewhere
Our Days Sales Outstanding (“DSO”) was 47 as of December 31, 2025, 55 days as of December 31, 2024, and 70 days as of December 31, 2023. Our consolidated results for the year ended December 31, 2023 included only one month of MSDR’s revenue, but our consolidated balance sheet included the full amount of MSDR’s accounts receivable. Excluding the acquisition of MSDR, our DSO was 66 days at December 31, 2023.
Current report — wording carried from elsewhere
Amendment, the Third Amendment, and the Fourth Amendment collectively, the “Amended Credit Agreement”) provides for, among other things, the following: (i) an extension of the maturity date of the Senior Credit Facility to October 6, 2030, (ii) a decrease to the revolving commitments under the Senior Credit Facility to $450.0 million, and (iii) the revision of the Consolidated Net Leverage Ratio (as calculated in accordance with the amended credit agreement) to be no greater than 5.25 to 1.00 through March 31, 2027. Our obligations under the Amended Credit Agreement are secured by substantially all of our assets. The terms of the Amended Credit Agreement, including maturity dates, payment and interest terms, are described in further detail in “Item 8. Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (9), Notes Payable and Credit Agreement.”
Current report — wording carried from elsewhere
On October 6, 2025, AMN Healthcare, Inc., a wholly owned subsidiary of AMN Healthcare Services, Inc. (the “Company”), completed the issuance of $400.0 million aggregate principal amount of 6.500% Senior Notes due 2031 (the “2031 Notes”). The 2031 Notes will mature on January 15, 2031. Interest on the 2031 Notes will be payable semi-annually in arrears on January 15 and July 15 of each year, commencing July 15, 2026.
Current report — wording carried from elsewhere
The 2031 Notes and the guarantees are not subject to any registration rights agreement.
Current report — wording carried from elsewhere
Although the accounting guidance does not require impairment testing of long-lived assets in a reporting unit that is tested for goodwill impairment, we assess whether the related circumstances result in evidence that the carrying amounts of our long-lived assets may not be recoverable. As such, prior to the quantitative impairment test of our goodwill as of May 31, 2025, we determined the carrying amounts of the customer relationships intangible assets of the revenue cycle solutions business (within the nurse and allied solutions segment) was not recoverable. As a result, we recognized an impairment loss on the customer relationships intangible assets of $18.3 million during the second quarter of 2025. Keeping all other assumptions constant, a change in WACC and projected revenue growth of 50 basis points would have increased or reduced the impairment loss by approximately 3% and 1%, respectively.