AirSculpt (AIRS) 10-Q 3 Dec 21 2021 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2021	Dec. 02, 2021
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2021
Entity File Number	001-40973
Entity Registrant Name	Airsculpt Technologies, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	87-1471855
Entity Address, Address Line One	400 Alton Road, Unit TH-103M
Entity Address, City or Town	Miami Beach
Entity Address State Or Province	FL
Entity Address, Postal Zip Code	33139
City Area Code	786
Local Phone Number	709-9690
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	AIRS
Security Exchange Name	NASDAQ
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		55,640,154
Entity Central Index Key	0001870940
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Amendment Flag	false

Balance Sheets

Balance Sheets - USD ($)	Sep. 30, 2021	Jun. 30, 2021
Current assets
Cash and cash equivalents	$ 10
Total current assets	10
Total assets	10
Stockholder's Equity
Accumulated paid in capital	10	$ 10
Stockholder receivable		$ (10)
Total stockholder's equity	$ 10

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical)	Sep. 30, 2021$ / sharesshares
Condensed Consolidated Balance Sheets (unaudited)
Common stock, par value | $ / shares	$ 0.0001
Number of common shares authorized	1,000,000
Number of common shares outstanding	100

Statement of Cash Flows (Unaudi

Statement of Cash Flows (Unaudited)	3 Months Ended
	Sep. 30, 2021USD ($)
Cash flows from financing activities
Proceeds from stockholder receivable	$ 10
Net cash provided by (used in) financing activities	10
Net increase (decrease) in cash and cash equivalents	10
Cash and cash equivalents
End of period	$ 10

ORGANIZATION

ORGANIZATION	9 Months Ended
	Sep. 30, 2021
ORGANIZATION
ORGANIZATION	NOTE 1—ORGANIZATION ​ AirSculpt Technologies, Inc. (“AirSculpt”) was incorporated in the state of Delaware on June 30, 2021, with the issuance of 100 shares of common stock to its sole stockholder in exchange for $10 due from that stockholder. The receivable from the stockholder is presented in the accompanying balance sheet as a deduction from stockholder’s equity. AirSculpt collected this stockholder receivable during the three months ended September 30, 2021. The Company had no operations through September 30, 2021.

BASIS OF PRESENTATION

BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2021
BASIS OF PRESENTATION
BASIS OF PRESENTATION	NOTE 2—BASIS OF PRESENTATION ​ The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Separate statements of income, comprehensive income, and changes in stockholder’s equity have not been presented because there have been no activities in this entity

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2021
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 3—SUBSEQUENT EVENTS ​ On October 28, 2021, AirSculpt completed an initial public offering (“IPO”) of 8,050,000 shares of common stock at an initial public offering price of $11.00 per share. Of the 8,050,000 shares, AirSculpt offered 2,173,913, while 5,876,087 shares were offered by AirSculpt stockholders. The 8,050,000 shares, includes 1,050,000 shares purchased from AirSculpt stockholders upon the full execution of the underwriter’s option to purchase additional shares. Pursuant to a reorganization (the “Reorganization”) among entities under common control immediately prior to the IPO, AirSculpt became a holding company with its principal asset being 100% of the ownership interests in EBS Intermediate Parent LLC (the “Company”). Immediately following the IPO, AirSculpt's total outstanding shares were 55,640,154. ​ As part of the IPO, AirSculpt received proceeds of $13.5 million, net of underwriting and other offering related expenses, from their portion of the offering and did not receive any proceeds from the sale of shares of common stock by the selling stockholders in the IPO. ​ In conjunction with the IPO and Reorganization, AirSculpt filed an Amended and Restated Certificate of Incorporation authorizing 450,000,000 shares of $0.001 par value common stock and 50,000,000 shares of $0.001 par value preferred stock. ​ On October 27, 2021, AirSculpt established the 2021 Equity Incentive Plan. Under the 2021 Equity Incentive Plan, 3,950,450 stock units were awarded to the AirSculpt’s executive officers and directors and 728,886 stock units were awarded to employees on November 4, 2021 and November 10, 2021, respectively. ​

ORGANIZATION (Details)

ORGANIZATION (Details) - USD ($)	9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021
ORGANIZATION
Shares issued	100
Receivable from stockholder		$ 10

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions	Nov. 10, 2021	Nov. 04, 2021	Oct. 28, 2021	Oct. 31, 2021	Sep. 30, 2021
Subsequent Event [Line Items]
Shares issued					100
Number of common shares outstanding					100
Number of common shares authorized					1,000,000
Common stock, par value					$ 0.0001
EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Shares issued				5,876,087
Number of common shares authorized					450,000,000
Common stock, par value					$ 0.001
Number of preferred shares authorized					50,000,000
Preferred stock, par value					$ 0.001
Initial public offering ("IPO") | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Shares issued			8,050,000	8,050,000
Share issued by entity			2,173,913
Share issued by entity shareholders			5,876,087
Number of common shares outstanding			55,640,154
Initial public offering ("IPO") | EBS Intermediate Parent LLC | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Ownership interest (in percent)				100.00%
Underwriter's option | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Share issued by entity shareholders			1,050,000
Subsequent Event | 2021 Equity Incentive Plan
Subsequent Event [Line Items]
Stock units awarded	728,886	3,950,450
Subsequent Event | 2021 Equity Incentive Plan | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Stock units awarded	728,886	3,950,450
Subsequent Event | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Ownership interest (in percent)			100.00%
Subsequent Event | EBS Intermediate Parent LLC | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Ownership interest (in percent)			100.00%
Subsequent Event | Initial public offering ("IPO")
Subsequent Event [Line Items]
Shares issued			8,050,000
Share price			$ 11
Share issued by entity			2,173,913
Share issued by entity shareholders			5,876,087
Number of common shares outstanding			55,640,154
Proceeds from offering			$ 13.5
Number of common shares authorized			450,000,000
Common stock, par value			$ 0.001
Number of preferred shares authorized			50,000,000
Preferred stock, par value			$ 0.001
Subsequent Event | Initial public offering ("IPO") | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Shares issued			8,050,000
Share price			$ 11
Share issued by entity			2,173,913
Share issued by entity shareholders			5,876,087
Proceeds from offering			$ 13.5
Subsequent Event | Underwriter's option
Subsequent Event [Line Items]
Share issued by entity shareholders			1,050,000
Subsequent Event | Underwriter's option | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Share issued by entity shareholders			1,050,000

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (unaudited) - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Current assets
Cash and cash equivalents	$ 10
Total current assets	10
Total assets	10
EBS Intermediate Parent LLC
Current assets
Cash and cash equivalents	20,738,000	$ 10,379,000
Prepaid expenses and other current assets	825,000	1,184,000
Total current assets	21,563,000	11,563,000
Property and equipment, net	11,725,000	7,108,000
Other long-term assets	1,682,000	1,544,000
Right of use operating lease assets	18,500,000	17,053,000
Intangible assets, net	57,041,000	60,608,000
Goodwill	81,734,000	81,734,000
Total assets	192,245,000	179,610,000
Current liabilities
Accounts payable	1,386,000	1,095,000
Accrued payroll and benefits	1,752,000	1,258,000
Current portion of long-term debt	850,000	400,000
Deferred revenue and patient deposits	4,334,000	3,233,000
Accrued and other current liabilities	1,371,000	581,000
Current right of use operating lease liabilities	3,383,000	2,890,000
Total current liabilities	13,076,000	9,457,000
Long-term debt, net	82,118,000	32,119,000
Long-term right of use operating lease liabilities	15,037,000	14,358,000
Total liabilities	110,231,000	55,934,000
Commitments and contingent liabilities (Note 9)
Member's equity	82,014,000	123,676,000
Total liabilities and member's equity	$ 192,245,000	$ 179,610,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (unaudited) - EBS Intermediate Parent LLC - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Revenue	$ 34,651,000	$ 17,837,000	$ 95,759,000	$ 39,923,000
Operating expenses:
Cost of service (exclusive of depreciation and amortization shown below)	11,410,000	6,758,000	31,462,000	15,853,000
Selling, general and administrative	11,980,000	6,199,000	30,926,000	16,118,000
Loss on debt modification			682,000
Depreciation and amortization	1,641,000	1,432,000	4,664,000	4,165,000
Total operating expenses	25,031,000	14,389,000	67,734,000	36,136,000
Income from operations	9,620,000	3,448,000	28,025,000	3,787,000
Interest expense, net	1,566,000	529,000	3,323,000	1,776,000
Net income	8,054,000	2,919,000	24,702,000	2,011,000
Pro forma income tax expense	1,933,000	496,000	5,908,000	496,000
Pro forma net income	$ 6,121,000	$ 2,423,000	$ 18,794,000	$ 1,515,000

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Changes in Member s Equity (unaudited)	EBS Intermediate Parent LLCUSD ($)
Balance at Beginning at Dec. 31, 2019	$ 120,391,000
Distributions	(4,330,000)
Net income (loss)	(882,000)
Unit-based compensation	82,000
Balance at Ending at Mar. 31, 2020	115,261,000
Balance at Beginning at Dec. 31, 2019	120,391,000
Distributions	4,627,000
Net income (loss)	2,011,000
Unit-based compensation	244,000
Balance at Ending at Sep. 30, 2020	118,019,000
Balance at Beginning at Mar. 31, 2020	115,261,000
Distributions	(4,000)
Net income (loss)	(26,000)
Unit-based compensation	81,000
Balance at Ending at Jun. 30, 2020	115,312,000
Distributions	(293,000)
Net income (loss)	2,919,000
Unit-based compensation	81,000
Balance at Ending at Sep. 30, 2020	118,019,000
Balance at Beginning at Dec. 31, 2020	123,676,000
Distributions	(3,658,000)
Net income (loss)	6,621,000
Unit-based compensation	86,000
Balance at Ending at Mar. 31, 2021	126,725,000
Balance at Beginning at Dec. 31, 2020	123,676,000
Distributions	66,622,000
Net income (loss)	24,702,000
Unit-based compensation	258,000
Balance at Ending at Sep. 30, 2021	82,014,000
Balance at Beginning at Mar. 31, 2021	126,725,000
Distributions	(60,120,000)
Net income (loss)	10,027,000
Unit-based compensation	86,000
Balance at Ending at Jun. 30, 2021	76,718,000
Distributions	(2,844,000)
Net income (loss)	8,054,000
Unit-based compensation	86,000
Balance at Ending at Sep. 30, 2021	$ 82,014,000

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Cash flows from financing activities
Net cash provided by (used in) financing activities	$ 10
Net increase in cash and cash equivalents	10
Cash and cash equivalents
End of period	10		$ 10
EBS Intermediate Parent LLC
Cash flows from operating activities
Net income	8,054,000	$ 2,919,000	24,702,000	$ 2,011,000
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			4,664,000	4,165,000
Unit-based compensation	86,000	81,000	258,000	244,000
Non-cash interest expense; amortization of debt costs	208,000	53,000	399,000	159,000
Loss on debt modification			682,000
Changes in assets and liabilities
Prepaid expense and other current assets			(604,000)	550,000
Other assets			(1,585,000)	(2,961,000)
Accounts payable			291,000	(1,080,000)
Deferred revenue and patient deposits			1,100,000	336,000
Accrued and other liabilities			2,432,000	3,333,000
Net cash provided by operating activities			32,339,000	6,757,000
Cash flows from investing activities
Purchases of property and equipment, net			(4,726,000)	(2,543,000)
Net cash used in investing activities			(4,726,000)	(2,543,000)
Cash flows from financing activities
Payment on term loan			(626,000)	(301,000)
Borrowings on term loan, net			49,994,000	2,500,000
Distribution to member	2,844,000	293,000	(66,622,000)	(4,627,000)
Net cash provided by (used in) financing activities			(17,254,000)	(2,428,000)
Net increase in cash and cash equivalents			10,359,000	1,786,000
Cash and cash equivalents
Beginning of period			10,379,000	5,128,000
End of period	$ 20,738,000	$ 6,914,000	20,738,000	6,914,000
Supplemental disclosure of cash flow information:
Cash paid for interest			$ 2,722,000	$ 1,712,000

ORGANIZATION AND SUMMARY OF KEY

ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES	NOTE 1 – ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES AirSculpt Technologies, Inc. (“AirSculpt”), was formed as a Delaware corporation on June 30, 2021. On October 28, 2021, AirSculpt. completed an initial public offering (“IPO”) of 8,050,000 shares of common stock at an initial public offering price of $11.00 per share. Of the 8,050,000 shares, AirSculpt offered 2,173,913 , while 5,876,087 shares were offered by AirSculpt stockholders. The 8,050,000 shares, includes 1,050,000 shares purchased from AirSculpt stockholders upon the full execution of the underwriter's option to purchase additional shares. Immediately following the IPO, AirSculpt’s total outstanding shares were 55,640,154 . Pursuant to a reorganization (the “Reorganization”) among entities under common control immediately prior to the IPO, AirSculpt became a holding company with its principal asset being 100% of the ownership interests in EBS Intermediate Parent LLC (the “Company”). The operations of the Company represent the predecessor to AirSculpt prior to the IPO. The Company and its consolidated subsidiaries are referred to collectively in this Quarterly Report on Form 10-Q (“10-Q Report”) as “we,” “our,” and “us.” Solely for convenience, some of the copyrights, trade names and trademarks referred to in this 10-Q Report are listed without their © , ® and ™ symbols, but we will assert, to the fullest extent under applicable law, our rights to our copyrights, trade names and trademarks. The Company was formed as a limited liability company under the laws of the state of Delaware pursuant to an agreement effective October 2, 2018 to facilitate the acquisition of EBS Enterprises, LLC f/k/a Rollins Enterprises, LLC. Prior to the Reorganization, the Company was a wholly-owned subsidiary of EBS Parent, LLC (the “Parent”). Subsequent to the Reorganization, the Company became a wholly-owned subsidiary of AirSculpt. The Company’s revenues are concentrated in the specialty, minimally invasive liposuction market. The Company, through its wholly-owned subsidiaries, is a provider of practice management services to professional associations (“PAs”) located throughout the United States. The Company owns and operates non-clinical assets and provides its management services to the PAs through management services agreements (“MSAs”). Management services provide for the administration of the non-clinical aspects of the medical operations and include, but are not limited to, financial, administrative, technical, marketing, and personnel services. At September 30, 2021 and 2020, the Company is providing management services to sixteen and thirteen medical practices, respectively. Pursuant to the MSA, the PA is responsible for all clinical aspects of the medical operations of the practice. Impact of COVID-19 The COVID-19 global pandemic has significantly affected the Company’s facilities, employees, patients, business operations and financial performance, as well as the U.S. economy and financial markets. The COVID-19 pandemic materially impacted the Company’s financial performance for the nine months ended September 30, 2020. Beginning in March 2020, the COVID-19 pandemic began to negatively affect revenue and business operations. As a result of federal, state, and local guidelines, the Company cancelled or postponed most procedures scheduled at the facilities. As a result, case volumes across most of the Company’s centers were significantly impacted during the 2020 period. Although the length and severity of the impact of the COVID-19 pandemic cannot be predicted, the Company’s volumes improved in the second half of 2020 as states began to re-open and allow for non-emergent procedures. During the second half of 2020 the Company’s volumes and revenue recovered to pre-pandemic levels and for the three and nine months ended September 30, 2021 include minimal impact from the COVID-19 global pandemic. The length and severity of the pandemic continues to be difficult to predict and is dependent on factors beyond the Company’s control. Principles of Consolidation These consolidated financial statements present the financial position and results of operations of the Company, its wholly-owned subsidiaries, and the PAs, which are under the control of the Company and are considered variable interest entities in which the Company is the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation. Variable Interest Entities The Company has a variable interest in the managed PAs where it has a long-term and unilateral controlling financial interest over such PAs’ assets and operations. The Company has the ability to direct the activities that most significantly affect the PAs’ economic performance via the MSAs and related agreements. The Company is a practice management service organization and does not engage in the practice of medicine. These services are provided by licensed professionals at each of the PAs. Certain key features of the MSAs and related agreements enable the Company to assign the member interests of certain of the PAs to another member designated by the Company (i.e., “nominee shareholder”) for a nominal value in certain circumstances at the Company’s sole discretion. The MSA does not allow the Company to be involved in, or provide guidance on, the clinical operations of the PAs. The Company consolidates the PAs into the financial statements. All of the Company’s revenue is earned from services provided by the PAs. The only assets and liabilities held by the PAs included in the accompanying consolidated balance sheets are clinical related. The clinical assets and liabilities are not material to the Company as a whole. Basis of Presentation The condensed consolidated balance sheet as of September 30, 2021, and the condensed consolidated statements of income, member’s equity, and cash flows for the three and nine months ended September 30, 2020 and 2021 are unaudited. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair statement of the Company’s financial position as of September 30, 2021 and the results of operations and cash flows for the nine months ended September 30, 2021 and 2020. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The financial data and the other financial information disclosed in these notes to the condensed consolidated financial statements related to the three and nine months ended September 30, 2021 and 2020 are also unaudited. The consolidated results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021 or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2020 is derived from the Company’s annual audited consolidated financial statements for the year ended December 31, 2020, which should be read in conjunction with these condensed consolidated financial statements and which are included in the Company’s Prospectus dated October 28, 2021 filed with the Securities and Exchange Commission (“SEC”) pursuant to Rule 424(b) of the Securities Act of 1933, as amended, relating to the Company’s Registration Statement on Form S-1 (File No. 333-260067). The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, as well as interests in PAs controlled by the Company through rights granted to the Company by contract to manage and control the affiliate’s business (as described in “Variable Interest Entities” above). All significant intercompany balances and transactions are eliminated in consolidation. Revenue Recognition Revenue consists primarily of revenue earned for the provision of the Company’s patented AirSculpt® procedures. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s performance obligations are delivery of specialty, minimally invasive liposuction services. The Company assists patients, as needed, by providing third-party financing options to pay for procedures. The Company has arrangements with various financing companies to facilitate this option. There is a financing transaction fee based on a set percentage of the amount financed and the Company recognizes revenue based on the expected transaction price which is reduced for financing fees. Revenue for services is recognized when the service is performed. Payment is typically rendered in advance of the service. Customer contracts generally do not include more than one performance obligation. The Company’s policy is to require payment for services in advance. Payments received for services that have yet to be performed as of September 30, 2021 and December 31, 2020 are included in deferred revenue and patient deposits. Deferred Financing Costs, Net Loan costs and discounts are capitalized in the period in which they are incurred and amortized on the straight-line basis over the term of the respective financing agreement which approximates the effective interest method. These costs are included as a reduction of long-term debt on the condensed consolidated balance sheets. Total amortization of deferred financing costs was approximately $399,000 and $159,000 for the nine months ended September 30, 2021 and 2020, respectively, and $208,000 and $53,000 for the three months ended September 30, 2021 and 2020, respectively. Amortization of loan costs and discounts is included as a component of interest expense. Long-Lived Assets The Company accounts for impairment of long-lived assets in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350, Intangibles – Goodwill and Other Fair Value ASC Topic 820, Fair Value Measurements and Disclosure ASC Topic 820 defines three categories for the classification and measurement of assets and liabilities carried at fair value: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or observable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions. The fair value of financial instruments is generally estimated through the use of public market prices, quotes from financial institutions and other available information. Judgment is required in interpreting data to develop estimates of market value and, accordingly, amounts are not necessarily indicative of the amounts that could be realized in a current market exchange. Short-term financial instruments, including cash, prepaid expenses and other current assets, accounts payable, and other liabilities, consist primarily of instruments without extended maturities, for which the fair value, based on management’s estimates, approximates their carrying values. Borrowings bear interest at what is estimated to be current market rates of interest, accordingly, carrying value approximates fair value. Earnings Per Share Prior to the Reorganization, the Company was a wholly-owned subsidiary of EBS Parent, LLC. As a result, the Company does not believe earnings per share to be a meaningful presentation in the accompanying condensed consolidated financial statements. Advertising Costs Advertising costs are expensed in the period when the costs are incurred and are included as a component of selling, general and administrative costs. Advertising expenses were approximately $4.3 million and $1.8 million for the three months ended September 30, 2021 and 2020, respectively, and $9.4 million and $4.8 million for the nine months ended September 30, 2021 and 2020, respectively. Income Taxes The Company is organized as a limited liability company and has elected to be treated as a partnership for federal and state income tax purposes. Accordingly, the tax consequences of the Company’s profits and losses are passed through to the members of the Company and are reported in their respective income tax returns. Therefore, historically no provision for income taxes has been provided in the accompanying condensed consolidated financial statements. As a result of the Reorganization, the Company became subject to taxation as a C corporation for periods after October 28, 2021. The Company has included a pro forma tax expense in its condensed consolidated statements of income, as if it were taxed as a C corporation. The Company applies the provisions of ASC 740-10, Accounting for Uncertain Tax Positions ASC 740-10 provides guidance related to uncertain tax positions for pass-through entities and tax-exempt not-for profit entities. ASC 740-10 also modifies disclosure requirements related to uncertain tax positions for nonpublic entities and provides that all entities are subject to ASC 740-10 even if the only tax position in question is the entity’s status as a pass-through. As required by the uncertain tax position guidance, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the condensed consolidated financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company applied the uncertain tax position guidance to all tax positions for which the statute of limitations remained open and determined that there are no uncertain tax positions as of September 30, 2021 or December 31, 2020. The Company is not subject to U.S. federal tax examination prior to 2018, when it was formed. Pro Forma Income Taxes The Company has included a pro forma tax expense in its condensed consolidated statements of income, as if it were taxed as a C corporation. The Company has computed pro forma entity level income tax expense using an estimated effective tax rate of approximately 24.0% and 23.9% for the three and nine months ended September 30, 2021, respectively, and 17.0% and 24.7% for the three and nine months ended September 30, 2020, respectively, inclusive of all applicable U.S. federal and state income taxes.

GOODWILL AND INTANGIBLES, NET

GOODWILL AND INTANGIBLES, NET	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
GOODWILL AND INTANGIBLES, NET	NOTE 2 – GOODWILL AND INTANGIBLES, NET The annual review of goodwill impairment will be performed in October 2021. There were no triggering events during the three and nine months ended September 30, 2021 and 2020. The Company had goodwill of $81.7 million at September 30, 2021 and December 31, 2020. Intangible assets consisted of the following at September 30, 2021 and December 31, 2020 (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ ​ 2021 2020 Useful Life Technology and know-how ​ $ 53,600 ​ $ 53,600 15 years Trademarks and tradenames ​ 17,700 ​ 17,700 15 years ​ ​ 71,300 ​ 71,300 ​ ​ Accumulated amortization of technology and know-how ​ (10,719) ​ (8,038) Accumulated amortization of tradenames and trademarks ​ (3,540) ​ (2,654) Total intangible assets ​ $ 57,041 ​ $ 60,608 ​ Aggregate amortization expense on intangible assets was approximately $1.2 million for both of the three months ended September 30, 2021 and 2020, and $3.6 million for both of the nine months ended September 30, 2021 and 2020.

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
PROPERTY AND EQUIPMENT, NET	NOTE 3 - PROPERTY AND EQUIPMENT, NET As of September 30, 2021 and December 31, 2020 property and equipment consists of the following: (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 Medical equipment ​ $ 2,607 ​ $ 1,955 Office and computer equipment ​ 175 ​ 137 Furniture and fixtures ​ 1,328 ​ 741 Leasehold improvements ​ 7,284 ​ 5,374 Construction in progress ​ 2,496 ​ — Less: Accumulated depreciation and amortization ​ (2,165) ​ (1,099) Property and equipment, net ​ $ 11,725 ​ $ 7,108 ​ Depreciation expense was approximately $452,000 and $244,000 for the three months ended September 30, 2021 and 2020, respectively, and $1.1 million and $600,000 for the nine months ended September 30, 2021 and 2020, respectively.

DEBT

DEBT	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
DEBT	NOTE 4 - DEBT In October 2018, the Company entered into a credit agreement (the “Credit Agreement”) with a lender. Under the terms of the Credit Agreement, the Company obtained a $34.0 million term loan and a $5.0 million revolving credit facility. In May 2021, the Company amended the Credit Agreement by adding an incremental $52.0 million senior secured term loan. The proceeds from this loan plus excess cash on the balance sheet were used to pay a distribution to the Parent of approximately $59.7 million and the related fees for this transaction. Beginning on June 30, 2021, the quarterly principal payments increased from $100,000 to $212,500. As a result of the amendment, the Company recognized a loss on debt modification of $682,000 in its condensed consolidated statements of income for the nine months ended September 30, 2021. There were no other changes in the terms of the Credit Agreement during the three and nine months ended September 30, 2021. Total borrowings as of September 30, 2021 and December 31, 2020 were as follows (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 Term loan ​ $ 84,475 ​ $ 33,100 Unamortized debt discounts and issuance costs ​ (1,507) ​ (581) Total debt, net ​ 82,968 ​ 32,519 Less: Current portion ​ (850) ​ (400) Long-term debt, net ​ $ 82,118 ​ $ 32,119 ​ As of September 30, 2021, the Company had $5.0 million available on the revolving credit facility. The scheduled future maturities of long-term debt as of September 30, 2021 is as follows (in 000’s): ​ ​ ​ ​ ​ 2021 $ 212 2022 ​ 850 2023 ​ 83,413 Total maturities ​ $ 84,475 ​ All borrowings under the Credit Agreement are cross collateralized by substantially all assets of the Company and are subject to certain restrictive covenants including quarterly total leverage ratio and fixed charge ratio requirements and a limit on capital expenditures. The Company is in compliance with all covenants and has no letter of credit outstanding as of September 30, 2021.

LEASES

LEASES	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
LEASES	NOTE 5 – LEASES The Company’s operating leases are primarily for real estate, including medical office suites and corporate offices. For the three months ended September 30, 2021 and 2020, the Company incurred rent expense of $740,000 and $855,000, respectively, for its medical office suites. For the nine months ended September 30, 2021 and 2020, the Company incurred rent expense of $2.4 million and $2.2 million, respectively, related to its medical office suites. The Company’s rent expense related to its medical office suites is classified in cost of services within the Company’s condensed consolidated statements of income. The Company incurred rent expense of $22,000 and $49,000 for the three months ended September 30, 2021 and 2020, respectively, and $66,000 and $112,000 for the nine months ended September 30, 2021 and 2020, respectively, related to the corporate offices which is classified in selling, general and administrative expenses. The Company currently does not have any finance leases. Real estate lease agreements typically have initial terms of five one or more The following table presents supplemental cash flow information for the nine months ended September 30, 2021 and 2020 (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ September 30, ​ 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ Operating cash outflows from operating leases ​ $ 2,366 ​ $ 1,821 Right-of-use assets obtained in exchange for lease obligations: ​ ​ Operating leases ​ $ 3,651 ​ $ 3,924 ​ Future minimum rental payments under all non-cancellable operating lease agreements for the succeeding five years are as follows, excluding common area maintenance charges that may be required by the agreements (in 000’s): ​ ​ ​ ​ ​ Year ended December 31, ​ ​ ​ ​ 2021 (excluding the nine months ended September 30, 2021) ​ $ 932 2022 ​ 3,757 2023 ​ 3,781 2024 ​ 3,749 2025 ​ 3,800 Thereafter ​ 7,005 Total lease payments ​ 23,024 Less: imputed interest ​ (4,604) Total lease obligations ​ $ 18,420 ​

UNIT-BASED COMPENSATION

UNIT-BASED COMPENSATION	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
UNIT-BASED COMPENSATION	NOTE 6 – UNIT-BASED COMPENSATION Under the Parent’s 2018 incentive unit plan, the Parent is authorized to issue approximately 14,000 PIUs (the “Class B units”) that represent non-voting interest in the Parent and that may only be issued in return for services provided to the Parent or its subsidiaries. Approximately 2,000 PIUs remain available for grant under the plan as of September 30, 2021. No PIUs were granted in the three or nine months ended September 30, 2021 or 2020. The Company recorded unit-based compensation expense of $86,000 and $81,000 for the three months ended September 30, 2021 and 2020, respectively, and $258,000 and $244,000 for the nine months ended September 30, 2021 and 2020, respectively, in selling, general and administrative expenses on the condensed consolidated statements of income. Forfeitures are recognized as incurred. In conjunction with the IPO and Reorganization, all of the PIUs vested and were settled, and we do not intend to grant any further awards under the Parent’s 2018 incentive unit plan. Subsequent to the IPO and Reorganization, AirSculpt established the 2021 Equity Incentive Plan. Under the 2021 Equity Incentive Plan, 3,950,450 stock units were awarded to AirSculpt's executive officers and directors and 728,886 stock units were awarded to employees on November 4, 2021 and November 10, 2021, respectively.

MEMBERS EQUITY

MEMBERS EQUITY	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
MEMBER'S EQUITY	NOTE 7 – MEMBER’S EQUITY On October 2, 2018, the Company transferred all of its limited liability company interests to the Parent, in exchange for all capital contributions made from the Parent. The Parent has approximately 124,785 Class A units outstanding at both September 30, 2021 and December 31, 2020. The rights of all such units are governed by the amended and restated limited liability agreements of the Company and the Parent both dated October 2, 2018. The Company paid distributions to the Parent of approximately $66.6 million and $4.6 million for the nine months ended September 30, 2021 and 2020, respectively. In conjunction with the IPO and Reorganization, AirSculpt filed an Amended and Restated Certificate of Incorporation authorizing 450,000,000 shares of $0.001 par value common stock and 50,000,000 shares of $0.001 par value preferred stock. AirSculpt’s common stock began trading on the NASDAQ Exchange on October 29, 2021 under the symbol “AIRS” and on November 2, 2021, certain selling stockholders completed the sale of a total of 5,876,087 shares of common stock at an initial price to the public of $11.00 per share. Of the shares sold by certain selling stockholders, 1,050,000 shares relate to the full execution of the underwriter's option to purchase additional shares. The Company did not receive any proceeds from the sale of shares of common stock by the selling stockholders in the IPO. The Company paid all of the underwriting discounts and commissions applicable to the sale of the common stock of the selling stockholders in connection with such sale.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
RELATED PARTY TRANSACTIONS	NOTE 8 - RELATED PARTY TRANSACTIONS The Company entered into a professional services agreements, effective October 2, 2018, with Vesey Street Capital Partners, LLC, JCBI II, LLC, and Dr. Aaron Rollins (collectively the “Advisors”), where the Advisors provide certain managerial and advisory services to the Company. Each of the Advisors has an ownership interest in the Parent. Under the professional services agreements, the Company agreed to pay the Advisors an aggregate annual fee (also referred to as the sponsor management fee) of the greater of $500,000 or 2% of consolidated earnings before interest, tax, depreciation and amortization, payable in advance quarterly installments, and the fee is allocated between the Advisors based on the outstanding Parent Class A Units held. Under the agreements, the Company also reimburses the Advisors for any out-of-pocket expenses incurred related to providing their services. During the three months ended September 30, 2021 and 2020, the Company incurred sponsor management fees of approximately $417,000 and $125,000, respectively. During the nine months ended September 30, 2021 and 2020, the Company incurred sponsor management fees of approximately $667,000 and $375,000, respectively. ​ In conjunction with the IPO and Reorganization, the professional services agreements with the Advisors were terminated. The Company paid a fee of $1.0 million to terminate this agreement on November 19, 2021.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
COMMITMENTS AND CONTINGENCIES	NOTE 9 - COMMITMENTS AND CONTINGENCIES Professional Liability In the ordinary course of business, the Company becomes involved in pending and threatened legal actions and proceedings, most of which involve claims of medical malpractice related to medical services provided by the PAs employed and affiliated physicians. The Company may also become subject to other lawsuits which could involve large claims and significant costs. The Company believes, based upon a review of pending actions and proceedings, that the outcome of such legal actions and proceedings will not have a material adverse effect on its business, financial condition, results of operations, and cash flows. The outcome of such actions and proceedings, however, cannot be predicted with certainty and an unfavorable resolution of one or more of them could have a material adverse effect on the Company’s business, financial condition, results of operations, and cash flows. Although the Company currently maintains liability insurance coverage intended to cover professional liability and certain other claims, the Company cannot assure that its insurance coverage will be adequate to cover liabilities arising out of claims asserted against it in the future where the outcomes of such claims are unfavorable. Liabilities in excess of the Company’s insurance coverage, including coverage for professional liability and certain other claims, could have a material adverse effect on the Company’s business, financial condition, results of operations, and cash flows.

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
SEGMENT INFORMATION	NOTE 10 – SEGMENT INFORMATION The Company has one reportable segment: direct medical procedure services. This segment is made up of facilities and medical staff that provide the Company’s patented AirSculpt® procedures to patients. Segment information is presented in the same manner that the Company’s chief operating decision maker (“CODM”) reviews the operating results in assessing performance and allocating resources. The Company’s CODM is the Company’s chief executive and chief operating officers. This committee reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance and allocating resources. The Company’s CODM reviews revenue, gross profit and EBITDA. Gross profit is defined as revenues less cost of service incurred and EBITDA as net income excluding depreciation and amortization, net interest expense, loss on debt modification, sponsor management fee, pre-opening de novo and relocation costs, restructuring and related severance costs, and unit-based compensation.

SUBSEQUENT EVENT

SUBSEQUENT EVENT	9 Months Ended
	Sep. 30, 2021
SUBSEQUENT EVENTS	NOTE 3—SUBSEQUENT EVENTS ​ On October 28, 2021, AirSculpt completed an initial public offering (“IPO”) of 8,050,000 shares of common stock at an initial public offering price of $11.00 per share. Of the 8,050,000 shares, AirSculpt offered 2,173,913, while 5,876,087 shares were offered by AirSculpt stockholders. The 8,050,000 shares, includes 1,050,000 shares purchased from AirSculpt stockholders upon the full execution of the underwriter’s option to purchase additional shares. Pursuant to a reorganization (the “Reorganization”) among entities under common control immediately prior to the IPO, AirSculpt became a holding company with its principal asset being 100% of the ownership interests in EBS Intermediate Parent LLC (the “Company”). Immediately following the IPO, AirSculpt's total outstanding shares were 55,640,154. ​ As part of the IPO, AirSculpt received proceeds of $13.5 million, net of underwriting and other offering related expenses, from their portion of the offering and did not receive any proceeds from the sale of shares of common stock by the selling stockholders in the IPO. ​ In conjunction with the IPO and Reorganization, AirSculpt filed an Amended and Restated Certificate of Incorporation authorizing 450,000,000 shares of $0.001 par value common stock and 50,000,000 shares of $0.001 par value preferred stock. ​ On October 27, 2021, AirSculpt established the 2021 Equity Incentive Plan. Under the 2021 Equity Incentive Plan, 3,950,450 stock units were awarded to the AirSculpt’s executive officers and directors and 728,886 stock units were awarded to employees on November 4, 2021 and November 10, 2021, respectively. ​
EBS Intermediate Parent LLC
SUBSEQUENT EVENTS	NOTE 11 - SUBSEQUENT EVENTS On October 25, 2021, the Company amended certain provisions in its credit agreement related to the IPO transaction. The amendment revises certain definitions and covenant requirements but does not change the timing or amount of principal payments or interest due under the agreement. As of October 25, 2021, the Company was in compliance with all revised covenant requirements. On October 27, 2021, AirSculpt established the 2021 Equity Incentive Plan. Under the 2021 Equity Incentive Plan, 3,950,450 stock units were awarded to the AirSculpt's executive officers and directors and 728,886 stock units were awarded to employees on November 4, 2021 and November 10, 2021, respectively. On October 28, 2021, AirSculpt completed an IPO of 8,050,000 shares of common stock at an initial public offering price of $11.00 per share. Of the 8,050,000 shares, AirSculpt offered 2,173,913, while 5,876,087 shares were offered by AirSculpt stockholders. The 8,050,000 shares, includes 1,050,000 shares purchased from AirSculpt stockholders upon the full execution of the underwriter's option to purchase additional shares. Pursuant to the Reorganization, AirSculpt became a holding company with its principal asset being 100% of the ownership interests in the Company. Immediately following the IPO, AirSculpt's total outstanding shares were 55,640,154. The Company received proceeds of $13.5 million, net of underwriting and other offering related expenses, from their portion of the offering and did not receive any proceeds from the sale of shares of common stock by the selling stockholders in the IPO. In conjunction with the IPO and Reorganization, the professional services agreements with the Advisors were terminated. The Company paid a fee of $1.0 million to terminate this agreement on November 19, 2021.

ORGANIZATION AND SUMMARY OF K_2

ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES (Policies) - EBS Intermediate Parent LLC	9 Months Ended
	Sep. 30, 2021
Impact of COVID-19	Impact of COVID-19 The COVID-19 global pandemic has significantly affected the Company’s facilities, employees, patients, business operations and financial performance, as well as the U.S. economy and financial markets. The COVID-19 pandemic materially impacted the Company’s financial performance for the nine months ended September 30, 2020. Beginning in March 2020, the COVID-19 pandemic began to negatively affect revenue and business operations. As a result of federal, state, and local guidelines, the Company cancelled or postponed most procedures scheduled at the facilities. As a result, case volumes across most of the Company’s centers were significantly impacted during the 2020 period. Although the length and severity of the impact of the COVID-19 pandemic cannot be predicted, the Company’s volumes improved in the second half of 2020 as states began to re-open and allow for non-emergent procedures. During the second half of 2020 the Company’s volumes and revenue recovered to pre-pandemic levels and for the three and nine months ended September 30, 2021 include minimal impact from the COVID-19 global pandemic. The length and severity of the pandemic continues to be difficult to predict and is dependent on factors beyond the Company’s control.
Principles of Consolidation	Principles of Consolidation These consolidated financial statements present the financial position and results of operations of the Company, its wholly-owned subsidiaries, and the PAs, which are under the control of the Company and are considered variable interest entities in which the Company is the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation.
Variable Interest Entities	Variable Interest Entities The Company has a variable interest in the managed PAs where it has a long-term and unilateral controlling financial interest over such PAs’ assets and operations. The Company has the ability to direct the activities that most significantly affect the PAs’ economic performance via the MSAs and related agreements. The Company is a practice management service organization and does not engage in the practice of medicine. These services are provided by licensed professionals at each of the PAs. Certain key features of the MSAs and related agreements enable the Company to assign the member interests of certain of the PAs to another member designated by the Company (i.e., “nominee shareholder”) for a nominal value in certain circumstances at the Company’s sole discretion. The MSA does not allow the Company to be involved in, or provide guidance on, the clinical operations of the PAs. The Company consolidates the PAs into the financial statements. All of the Company’s revenue is earned from services provided by the PAs. The only assets and liabilities held by the PAs included in the accompanying consolidated balance sheets are clinical related. The clinical assets and liabilities are not material to the Company as a whole.
Basis of Presentation	Basis of Presentation The condensed consolidated balance sheet as of September 30, 2021, and the condensed consolidated statements of income, member’s equity, and cash flows for the three and nine months ended September 30, 2020 and 2021 are unaudited. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair statement of the Company’s financial position as of September 30, 2021 and the results of operations and cash flows for the nine months ended September 30, 2021 and 2020. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The financial data and the other financial information disclosed in these notes to the condensed consolidated financial statements related to the three and nine months ended September 30, 2021 and 2020 are also unaudited. The consolidated results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021 or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2020 is derived from the Company’s annual audited consolidated financial statements for the year ended December 31, 2020, which should be read in conjunction with these condensed consolidated financial statements and which are included in the Company’s Prospectus dated October 28, 2021 filed with the Securities and Exchange Commission (“SEC”) pursuant to Rule 424(b) of the Securities Act of 1933, as amended, relating to the Company’s Registration Statement on Form S-1 (File No. 333-260067). The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, as well as interests in PAs controlled by the Company through rights granted to the Company by contract to manage and control the affiliate’s business (as described in “Variable Interest Entities” above). All significant intercompany balances and transactions are eliminated in consolidation.
Revenue Recognition	Revenue Recognition Revenue consists primarily of revenue earned for the provision of the Company’s patented AirSculpt® procedures. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s performance obligations are delivery of specialty, minimally invasive liposuction services. The Company assists patients, as needed, by providing third-party financing options to pay for procedures. The Company has arrangements with various financing companies to facilitate this option. There is a financing transaction fee based on a set percentage of the amount financed and the Company recognizes revenue based on the expected transaction price which is reduced for financing fees. Revenue for services is recognized when the service is performed. Payment is typically rendered in advance of the service. Customer contracts generally do not include more than one performance obligation. The Company’s policy is to require payment for services in advance. Payments received for services that have yet to be performed as of September 30, 2021 and December 31, 2020 are included in deferred revenue and patient deposits.
Deferred Financing Costs, Net	Deferred Financing Costs, Net Loan costs and discounts are capitalized in the period in which they are incurred and amortized on the straight-line basis over the term of the respective financing agreement which approximates the effective interest method. These costs are included as a reduction of long-term debt on the condensed consolidated balance sheets. Total amortization of deferred financing costs was approximately $399,000 and $159,000 for the nine months ended September 30, 2021 and 2020, respectively, and $208,000 and $53,000 for the three months ended September 30, 2021 and 2020, respectively. Amortization of loan costs and discounts is included as a component of interest expense.
Long-Lived Assets	Long-Lived Assets The Company accounts for impairment of long-lived assets in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350, Intangibles – Goodwill and Other
Fair Value	Fair Value ASC Topic 820, Fair Value Measurements and Disclosure ASC Topic 820 defines three categories for the classification and measurement of assets and liabilities carried at fair value: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or observable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions. The fair value of financial instruments is generally estimated through the use of public market prices, quotes from financial institutions and other available information. Judgment is required in interpreting data to develop estimates of market value and, accordingly, amounts are not necessarily indicative of the amounts that could be realized in a current market exchange. Short-term financial instruments, including cash, prepaid expenses and other current assets, accounts payable, and other liabilities, consist primarily of instruments without extended maturities, for which the fair value, based on management’s estimates, approximates their carrying values. Borrowings bear interest at what is estimated to be current market rates of interest, accordingly, carrying value approximates fair value.
Earnings Per Share	Earnings Per Share Prior to the Reorganization, the Company was a wholly-owned subsidiary of EBS Parent, LLC. As a result, the Company does not believe earnings per share to be a meaningful presentation in the accompanying condensed consolidated financial statements.
Advertising Costs	Advertising Costs Advertising costs are expensed in the period when the costs are incurred and are included as a component of selling, general and administrative costs. Advertising expenses were approximately $4.3 million and $1.8 million for the three months ended September 30, 2021 and 2020, respectively, and $9.4 million and $4.8 million for the nine months ended September 30, 2021 and 2020, respectively.
Income Taxes	Income Taxes The Company is organized as a limited liability company and has elected to be treated as a partnership for federal and state income tax purposes. Accordingly, the tax consequences of the Company’s profits and losses are passed through to the members of the Company and are reported in their respective income tax returns. Therefore, historically no provision for income taxes has been provided in the accompanying condensed consolidated financial statements. As a result of the Reorganization, the Company became subject to taxation as a C corporation for periods after October 28, 2021. The Company has included a pro forma tax expense in its condensed consolidated statements of income, as if it were taxed as a C corporation. The Company applies the provisions of ASC 740-10, Accounting for Uncertain Tax Positions ASC 740-10 provides guidance related to uncertain tax positions for pass-through entities and tax-exempt not-for profit entities. ASC 740-10 also modifies disclosure requirements related to uncertain tax positions for nonpublic entities and provides that all entities are subject to ASC 740-10 even if the only tax position in question is the entity’s status as a pass-through. As required by the uncertain tax position guidance, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the condensed consolidated financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company applied the uncertain tax position guidance to all tax positions for which the statute of limitations remained open and determined that there are no uncertain tax positions as of September 30, 2021 or December 31, 2020. The Company is not subject to U.S. federal tax examination prior to 2018, when it was formed.
Pro Forma Income Taxes	Pro Forma Income Taxes The Company has included a pro forma tax expense in its condensed consolidated statements of income, as if it were taxed as a C corporation. The Company has computed pro forma entity level income tax expense using an estimated effective tax rate of approximately 24.0% and 23.9% for the three and nine months ended September 30, 2021, respectively, and 17.0% and 24.7% for the three and nine months ended September 30, 2020, respectively, inclusive of all applicable U.S. federal and state income taxes.

GOODWILL AND INTANGIBLES, NET (

GOODWILL AND INTANGIBLES, NET (Tables)	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
Schedule of intangible assets	Intangible assets consisted of the following at September 30, 2021 and December 31, 2020 (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ ​ 2021 2020 Useful Life Technology and know-how ​ $ 53,600 ​ $ 53,600 15 years Trademarks and tradenames ​ 17,700 ​ 17,700 15 years ​ ​ 71,300 ​ 71,300 ​ ​ Accumulated amortization of technology and know-how ​ (10,719) ​ (8,038) Accumulated amortization of tradenames and trademarks ​ (3,540) ​ (2,654) Total intangible assets ​ $ 57,041 ​ $ 60,608

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	9 Months Ended
	Sep. 30, 2021
EBS Intermediate Parent LLC
Summary of property and equipment	As of September 30, 2021 and December 31, 2020 property and equipment consists of the following: (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 Medical equipment ​ $ 2,607 ​ $ 1,955 Office and computer equipment ​ 175 ​ 137 Furniture and fixtures ​ 1,328 ​ 741 Leasehold improvements ​ 7,284 ​ 5,374 Construction in progress ​ 2,496 ​ — Less: Accumulated depreciation and amortization ​ (2,165) ​ (1,099) Property and equipment, net ​ $ 11,725 ​ $ 7,108 ​

DEBT (Tables)

DEBT (Tables) - EBS Intermediate Parent LLC	9 Months Ended
	Sep. 30, 2021
Scheduled of total borrowings	Total borrowings as of September 30, 2021 and December 31, 2020 were as follows (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2021 2020 Term loan ​ $ 84,475 ​ $ 33,100 Unamortized debt discounts and issuance costs ​ (1,507) ​ (581) Total debt, net ​ 82,968 ​ 32,519 Less: Current portion ​ (850) ​ (400) Long-term debt, net ​ $ 82,118 ​ $ 32,119 ​
Scheduled future maturities of long-term debt	The scheduled future maturities of long-term debt as of September 30, 2021 is as follows (in 000’s): ​ ​ ​ ​ ​ 2021 $ 212 2022 ​ 850 2023 ​ 83,413 Total maturities ​ $ 84,475

LEASES (Tables)

LEASES (Tables) - EBS Intermediate Parent LLC	9 Months Ended
	Sep. 30, 2021
Schedule of supplemental cash flow information	The following table presents supplemental cash flow information for the nine months ended September 30, 2021 and 2020 (in 000’s): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ September 30, ​ 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ Operating cash outflows from operating leases ​ $ 2,366 ​ $ 1,821 Right-of-use assets obtained in exchange for lease obligations: ​ ​ Operating leases ​ $ 3,651 ​ $ 3,924
Schedule of future minimum rental payments under all non-cancellable operating lease agreements	Future minimum rental payments under all non-cancellable operating lease agreements for the succeeding five years are as follows, excluding common area maintenance charges that may be required by the agreements (in 000’s): ​ ​ ​ ​ ​ Year ended December 31, ​ ​ ​ ​ 2021 (excluding the nine months ended September 30, 2021) ​ $ 932 2022 ​ 3,757 2023 ​ 3,781 2024 ​ 3,749 2025 ​ 3,800 Thereafter ​ 7,005 Total lease payments ​ 23,024 Less: imputed interest ​ (4,604) Total lease obligations ​ $ 18,420

ORGANIZATION AND SUMMARY OF K_3

ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES (Details)	Oct. 28, 2021shares	Oct. 31, 2021$ / sharesshares	Sep. 30, 2021itemshares	Sep. 30, 2020item
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues			100
Number of common shares outstanding			100
EBS Intermediate Parent LLC
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues		5,876,087
Initial price per share | $ / shares		$ 11
Number of medical practices | item			16	13
Underwriter's option | EBS Intermediate Parent LLC
Subsidiary, Sale of Stock [Line Items]
Share issued by entity shareholders	1,050,000
Initial public offering ("IPO") | EBS Intermediate Parent LLC
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Shares, New Issues	8,050,000	8,050,000
Initial price per share | $ / shares		$ 11
Share issued by entity	2,173,913
Share issued by entity shareholders	5,876,087
Number of common shares outstanding	55,640,154
Initial public offering ("IPO") | EBS Intermediate Parent LLC | EBS Intermediate Parent LLC
Subsidiary, Sale of Stock [Line Items]
Ownership interest (in percent)		100.00%

ORGANIZATION AND SUMMARY OF K_4

ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES - Additional information (Details) - EBS Intermediate Parent LLC - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Subsidiary, Sale of Stock [Line Items]
Total amortization of deferred financing costs	$ 208,000	$ 53,000	$ 399,000	$ 159,000
Impairment charges	0	0	0	0
Advertising expenses	$ 4,300,000	$ 1,800,000	$ 9,400,000	$ 4,800,000
Effective tax rate (in percent)	24.00%	17.00%	23.90%	24.70%

GOODWILL AND INTANGIBLES, NET_2

GOODWILL AND INTANGIBLES, NET (Details) - EBS Intermediate Parent LLC - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Intangible assets
Goodwill	$ 81,734		$ 81,734		$ 81,734
Intangible assets, gross	71,300		71,300		71,300
Total intangible assets	57,041		57,041		60,608
Aggregate amortization expense on intangible assets	1,200	$ 1,200	3,600	$ 3,600
Technology and know-how
Intangible assets
Intangible assets, gross	53,600		53,600		53,600
Accumulated amortization	(10,719)		$ (10,719)		(8,038)
Intangible assets, useful life			15 years
Trademarks and tradenames
Intangible assets
Intangible assets, gross	17,700		$ 17,700		17,700
Accumulated amortization	$ (3,540)		$ (3,540)		$ (2,654)
Intangible assets, useful life			15 years

PROPERTY AND EQUIPMENT, NET (De

PROPERTY AND EQUIPMENT, NET (Details) - EBS Intermediate Parent LLC - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Less: Accumulated depreciation and amortization	$ (2,165,000)		$ (2,165,000)		$ (1,099,000)
Property and equipment, net	11,725,000		11,725,000		7,108,000
Depreciation expense	452,000	$ 244,000	1,100,000	$ 600,000
Medical equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	2,607,000		2,607,000		1,955,000
Office and computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	175,000		175,000		137,000
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,328,000		1,328,000		741,000
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	7,284,000		7,284,000		$ 5,374,000
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 2,496,000		$ 2,496,000

DEBT (Details)

DEBT (Details) - EBS Intermediate Parent LLC - USD ($)	Sep. 30, 2021	Jun. 30, 2021	May 31, 2021	Sep. 30, 2021	Oct. 31, 2018
Short-term Debt [Line Items]
Quarterly principal payment	$ 212,500	$ 100,000
Loss on debt modification				$ 682,000
Credit Agreement
Short-term Debt [Line Items]
Amount of term loan			$ 52,000,000		$ 34,000,000
Amount of revolving credit facility					$ 5,000,000
Amount of proceeds used to pay a distribution to the Parent			$ 59,700,000

DEBT - Total borrowings (Detail

DEBT - Total borrowings (Details) - EBS Intermediate Parent LLC - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Term loan	$ 84,475	$ 33,100
Unamortized debt discounts and issuance costs	(1,507)	(581)
Total debt, net	82,968	32,519
Less: Current portion	(850)	(400)
Long-term debt, net	82,118	$ 32,119
Available amount on the revolving credit facility	$ 5,000

DEBT - Future maturities of lon

DEBT - Future maturities of long-term debt (Details) - EBS Intermediate Parent LLC - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Future maturities of long-term debt
2021	$ 212,000
2022	850,000
2023	83,413,000
Total maturities	84,475,000	$ 33,100,000
Letter of credit outstanding	$ 0

LEASES (Details)

LEASES (Details) - EBS Intermediate Parent LLC - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Real estate lease agreements
Lessee, Lease, Description [Line Items]
Option to renew			true
Real estate lease agreements | Minimum
Lessee, Lease, Description [Line Items]
Initial term (in years)	5 years		5 years
Real estate lease agreements | Maximum
Lessee, Lease, Description [Line Items]
Initial term (in years)	10 years		10 years
medical office suites
Lessee, Lease, Description [Line Items]
Rent expense	$ 740,000	$ 855,000	$ 2,400,000	$ 2,200,000
Corporate offices
Lessee, Lease, Description [Line Items]
Rent expense	$ 22,000	$ 49,000	$ 66,000	$ 112,000

LEASES - Supplemental cash flow

LEASES - Supplemental cash flow information (Details) - EBS Intermediate Parent LLC - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases	$ 2,366	$ 1,821
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$ 3,651	$ 3,924

LEASES - Operating Lease Liabil

LEASES - Operating Lease Liability (Details) - EBS Intermediate Parent LLC $ in Thousands	Sep. 30, 2021USD ($)
Year ended December 31,
2021 (excluding the nine months ended September 30, 2021)	$ 932
2022	3,757
2023	3,781
2024	3,749
2025	3,800
Thereafter	7,005
Total lease payments	23,024
Less: imputed interest	(4,604)
Total lease obligations	$ 18,420

UNIT-BASED COMPENSATION (Detail

UNIT-BASED COMPENSATION (Details) - EBS Intermediate Parent LLC - USD ($)	Nov. 10, 2021	Nov. 04, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unit-based compensation			$ 86,000	$ 86,000	$ 86,000	$ 81,000	$ 81,000	$ 82,000	$ 258,000	$ 244,000
2018 incentive unit plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of units authorized to issue			14,000						14,000		14,000
Number of units remain available for grant			2,000						2,000		2,000
Number of units granted											0
2021 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number Of Units Awarded	728,886	3,950,450

MEMBER'S EQUITY (Details)

MEMBER'S EQUITY (Details) - USD ($) $ / shares in Units, $ in Millions	Oct. 28, 2021	Oct. 31, 2021	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Number of common shares authorized			1,000,000
Common stock, par value			$ 0.0001
Number of shares			100
EBS Intermediate Parent LLC
Class A units outstanding			124,785		124,785
Distribution to member			$ (66.6)	$ (4.6)
Number of common shares authorized			450,000,000
Common stock, par value			$ 0.001
Number of preferred shares authorized			50,000,000
Preferred stock, par value			$ 0.001
Number of shares		5,876,087
Initial price per share		$ 11
EBS Intermediate Parent LLC | Underwriter's option
Share issued by entity shareholders	1,050,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	Nov. 19, 2021	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
EBS Intermediate Parent LLC | Subsequent Event
Related Party Transaction [Line Items]
Contract termination fees	$ 1,000,000
Management fees | EBS Intermediate Parent LLC
Related Party Transaction [Line Items]
Maximum aggregate annual fee		$ 417,000	$ 125,000	$ 667,000	$ 375,000
Advisors | EBS Intermediate Parent LLC
Related Party Transaction [Line Items]
Maximum aggregate annual fee				$ 500,000

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details)	9 Months Ended
	Sep. 30, 2021item
EBS Intermediate Parent LLC
Segment Reporting Information [Line Items]
Number of reportable segment	1

SUBSEQUENT EVENT (Details)

SUBSEQUENT EVENT (Details) - USD ($) $ / shares in Units, $ in Millions	Nov. 19, 2021	Nov. 10, 2021	Nov. 04, 2021	Oct. 28, 2021	Oct. 31, 2021	Sep. 30, 2021
Subsequent Event [Line Items]
Shares issued						100
Number of common shares outstanding						100
EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Shares issued					5,876,087
Initial public offering ("IPO") | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Shares issued				8,050,000	8,050,000
Share issued by entity				2,173,913
Share issued by entity shareholders				5,876,087
Number of common shares outstanding				55,640,154
Initial public offering ("IPO") | EBS Intermediate Parent LLC | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Ownership interest (in percent)					100.00%
Subsequent Event | 2021 Equity Incentive Plan
Subsequent Event [Line Items]
Stock units awarded		728,886	3,950,450
Subsequent Event | 2021 Equity Incentive Plan | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Stock units awarded		728,886	3,950,450
Subsequent Event | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Ownership interest (in percent)				100.00%
Contract termination fees	$ 1
Subsequent Event | EBS Intermediate Parent LLC | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Ownership interest (in percent)				100.00%
Subsequent Event | Initial public offering ("IPO")
Subsequent Event [Line Items]
Shares issued				8,050,000
Share price				$ 11
Share issued by entity				2,173,913
Share issued by entity shareholders				5,876,087
Number of common shares outstanding				55,640,154
Proceeds from offering				$ 13.5
Subsequent Event | Initial public offering ("IPO") | EBS Intermediate Parent LLC
Subsequent Event [Line Items]
Shares issued				8,050,000
Share price				$ 11
Share issued by entity				2,173,913
Share issued by entity shareholders				5,876,087
Proceeds from offering				$ 13.5