AMN HEALTHCARE SERVICES INC

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

AMN Healthcare Services, Inc.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of AMN Healthcare Services, Inc. and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income (loss), stockholders’ equity, and cash flows for each of the years in the three‑year period ended December 31, 2024, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 20, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Professional liability reserve

As discussed in Notes 1(l) and 6 to the consolidated financial statements, the Company determines their professional liability accrual by evaluating historical experience, trends, loss reserves, and actuarial studies. As of December 31, 2024, the Company recorded professional liability reserves totaling $46,702 thousand.

We identified the evaluation of the professional liability reserve as a critical audit matter. A high degree of complex and subjective auditor judgement, including the involvement of actuarial professionals with specialized skills and knowledge, was required in evaluating the Company’s actuarial estimates and assumptions, specifically estimates for incurred but not reported claims. Changes in the actuarial estimates or assumptions could have a significant impact on the liability recognized.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the process to estimate the professional liability reserve. This included a control related to the selection of ultimate losses used in the estimates for incurred but not reported claims. We tested the key inputs to determine the incurred but not reported estimate. This included testing data used by the Company’s actuarial specialist to determine the expected loss rates, specifically claims history used in the actuarial models, for consistency with the actual claims incurred and paid by the Company. We also involved actuarial professionals with specialized skills and knowledge, who assisted in evaluating the Company’s actuarial estimates and assumptions, specifically loss rates, by comparing them to the Company’s historical data, and industry and regulatory trends.

Goodwill impairment assessment of the nurse and allied solutions and physician and leadership solutions reporting units

As discussed in Note 4 to the consolidated financial statements, the goodwill balance as of December 31, 2024 was $897,456 thousand. As discussed in Note 1(j) to the consolidated financial statements, the Company assesses the impairment of goodwill of its reporting units on an annual basis as of October 31, or more frequently if events or change in circumstances indicate that the carrying value may not be recoverable. If the carrying amount exceeds the fair value, an impairment loss is recorded. The Company sustained a decline in market capitalization and lower than expected financial performance. The Company performed its annual goodwill impairment test and estimated the fair value of its reporting units using the income and market approaches. The Company recorded a goodwill impairment of $123,283 thousand for the nurse and allied solutions reporting unit and $99,174 thousand for the physician and leadership solutions reporting unit for the year ended December 31, 2024.

We identified the assessment of the recoverability of the carrying value of goodwill for the Company’s nurse and allied solutions and physician and leadership solutions reporting units as a critical audit matter. A high degree of subjective auditor judgment was required to evaluate the assumptions used in the Company’s estimate of the fair value of the nurse and allied solutions and physician and leadership solutions reporting units. Specifically, the evaluation of the forecasted revenue growth rates and discount rate assumptions utilized in the income approach to determine the fair value of the nurse and allied solutions and physician and leadership solutions reporting units and the selection of the market multiples assumption utilized in the market approach to determine the fair value of the nurse and allied solutions and physician and leadership solutions reporting units required a high degree of subjective auditor judgement. Changes to these assumptions could have a significant effect on the Company’s assessment of the carrying value of the goodwill. Additionally, the audit effort associated with the evaluation of the discount rate and market multiples required specialized skills and knowledge.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the goodwill impairment process. This included controls related to the selection of forecasted revenue growth rates, the discount rate, and market multiples used to determine the fair value of the nurse and allied solutions and physician and leadership solutions reporting units. To assess the reasonableness of the forecasted revenue growth rates utilized in the income approach for the nurse and allied solutions and physician and leadership solutions reporting units, we evaluated the forecasted revenue growth rates against historical results of the reporting units and industry analyst projections. We involved valuation professionals with specialized skills and knowledge, who assisted in (1) evaluating the reasonableness of the Company’s discount rate by comparing management’s inputs to the discount rate to publicly available market data for comparable entities and assessed the resulting discount rate; and (2) assessing the appropriateness of the market multiples selected by management by comparing them to publicly available market data for comparable entities.

/s/ KPMG LLP

We have served as the Company’s auditor since 2000.

San Diego, California

February 20, 2025