AirSculpt (AIRS) 10-Q13 Nov 232023 Q3 Quarterly reportFinancial data

Company Profile

Cover

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2023	Nov. 10, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
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	1111 Lincoln Road
Entity Address, Address Line Two	Suite 802
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	Yes
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		57,355,676
Entity Central Index Key	0001870940
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 8,660	$ 9,616
Taxes receivable	4,368	2,831
Prepaid expenses and other current assets	3,382	4,229
Total current assets	16,410	16,676
Property and equipment, net	28,909	24,206
Other long-term assets	3,353	3,280
Right of use operating lease assets	26,183	23,764
Intangible assets, net	47,534	51,099
Goodwill	81,734	81,734
Total assets	204,123	200,759
Current liabilities
Accounts payable	3,562	3,844
Accrued payroll and benefits	3,987	2,991
Current portion of long-term debt	2,125	2,125
Deferred revenue and patient deposits	1,562	2,358
Accrued and other current liabilities	3,417	6,644
Current operating lease liabilities	5,140	4,356
Total current liabilities	19,793	22,318
Long-term debt, net	70,603	81,420
Deferred tax liability, net	5,485	5,485
Long-term operating lease liabilities	23,026	19,745
Other long-term liabilities	1,025	1,025
Total liabilities	119,932	129,993
Commitments and contingent liabilities (Note 9)
Stockholders' equity
Common stock, $0.001 par value; shares authorized - 450,000,000; shares issued and outstanding - 56,785,087 and 56,181,689, respectively	57	56
Additional paid-in capital	99,328	85,858
Accumulated other comprehensive loss	(217)	(76)
Accumulated deficit	(14,977)	(15,072)
Total stockholders' equity	84,191	70,766
Total liabilities and stockholders' equity	$ 204,123	$ 200,759

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	450,000,000	450,000,000
Common stock, issued (in shares)	56,785,087	56,181,689
Common stock, outstanding (in shares)	56,785,087	56,181,689

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Revenue	$ 46,793	$ 38,892	$ 148,309	$ 128,090
Operating expenses:
Cost of service (exclusive of depreciation and amortization)	18,175	14,888	56,144	47,042
Selling, general and administrative	25,030	23,397	76,805	73,574
Depreciation and amortization	2,629	1,994	7,479	5,842
(Gain)/loss on disposal of long-lived assets	4	(12)	(198)	215
Total operating expenses	45,838	40,267	140,230	126,673
Income/(loss) from operations	955	(1,375)	8,079	1,417
Interest expense, net	1,836	1,770	5,462	4,821
Pre-tax net (loss)/income	(881)	(3,145)	2,617	(3,404)
Income tax expense	786	4,232	2,522	4,083
Net (loss)/income	$ (1,667)	$ (7,377)	$ 95	$ (7,487)
Loss per share of common stock
Basic (in dollars per share)	$ (0.03)	$ (0.13)	$ 0	$ (0.13)
Diluted (in dollars per share)	$ (0.03)	$ (0.13)	$ 0	$ (0.13)
Weighted average shares outstanding
Basic (in shares)	56,785,087	55,640,154	56,661,903	55,640,154
Diluted (in shares)	56,785,087	55,640,154	58,329,685	55,640,154

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Other Comprehensive Income/(Loss) (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net (loss)/income	$ (1,667)	$ (7,377)	$ 95	$ (7,487)
Other comprehensive (loss)/income:
Change in foreign currency translation adjustment	(106)	64	(141)	64
Total other comprehensive (loss)/income	(106)	64	(141)	64
Comprehensive loss	$ (1,773)	$ (7,313)	$ (46)	$ (7,423)

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2021		55,640,154
Beginning balance at Dec. 31, 2021	$ 83,528	$ 56	$ 83,865	$ 0	$ (393)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Distributions	(282)		(282)
Equity-based compensation	7,316		7,316
Net (loss)/income	(693)				(693)
Ending balance (in shares) at Mar. 31, 2022		55,640,154
Ending balance at Mar. 31, 2022	89,869	$ 56	90,899	0	(1,086)
Beginning balance (in shares) at Dec. 31, 2021		55,640,154
Beginning balance at Dec. 31, 2021	83,528	$ 56	83,865	0	(393)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss)/income	(7,487)
Other comprehensive income (loss)	64
Ending balance (in shares) at Sep. 30, 2022		55,640,154
Ending balance at Sep. 30, 2022	72,471	$ 56	80,231	64	(7,880)
Beginning balance (in shares) at Mar. 31, 2022		55,640,154
Beginning balance at Mar. 31, 2022	89,869	$ 56	90,899	0	(1,086)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Distributions	(294)		(294)
Equity-based compensation	7,275		7,275
Net (loss)/income	583				583
Ending balance (in shares) at Jun. 30, 2022		55,640,154
Ending balance at Jun. 30, 2022	97,433	$ 56	97,880	0	(503)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Distributions	(156)		(156)
Dividends	(24,863)		(24,863)
Equity-based compensation	7,370		7,370
Net (loss)/income	(7,377)				(7,377)
Other comprehensive income (loss)	64			64
Ending balance (in shares) at Sep. 30, 2022		55,640,154
Ending balance at Sep. 30, 2022	72,471	$ 56	80,231	64	(7,880)
Beginning balance (in shares) at Dec. 31, 2022		56,181,689
Beginning balance at Dec. 31, 2022	70,766	$ 56	85,858	(76)	(15,072)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock through unit vesting (in shares)		529,571
Issuance of common stock through unit vesting	0
Dividends	66		66
Equity-based compensation	4,388		4,388
Net (loss)/income	(14)				(14)
Other comprehensive income (loss)	22			22
Ending balance (in shares) at Mar. 31, 2023		56,711,260
Ending balance at Mar. 31, 2023	75,228	$ 56	90,312	(54)	(15,086)
Beginning balance (in shares) at Dec. 31, 2022		56,181,689
Beginning balance at Dec. 31, 2022	70,766	$ 56	85,858	(76)	(15,072)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss)/income	95
Other comprehensive income (loss)	(141)
Ending balance (in shares) at Sep. 30, 2023		56,785,087
Ending balance at Sep. 30, 2023	84,191	$ 57	99,328	(217)	(14,977)
Beginning balance (in shares) at Mar. 31, 2023		56,711,260
Beginning balance at Mar. 31, 2023	75,228	$ 56	90,312	(54)	(15,086)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock through unit vesting (in shares)		73,708
Issuance of common stock through unit vesting	1	$ 1
Distributions	(79)		(79)
Equity-based compensation	4,603		4,603
Net (loss)/income	1,776				1,776
Other comprehensive income (loss)	(57)			(57)
Ending balance (in shares) at Jun. 30, 2023		56,784,968
Ending balance at Jun. 30, 2023	81,472	$ 57	94,836	(111)	(13,310)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock through unit vesting (in shares)		119
Equity-based compensation	4,492		4,492
Net (loss)/income	(1,667)				(1,667)
Other comprehensive income (loss)	(106)			(106)
Ending balance (in shares) at Sep. 30, 2023		56,785,087
Ending balance at Sep. 30, 2023	$ 84,191	$ 57	$ 99,328	$ (217)	$ (14,977)

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities
Net (loss)/income	$ 95	$ (7,487)
Adjustments to reconcile net income/(loss) to net cash provided by operating activities:
Depreciation and amortization	7,479	5,842
Equity-based compensation	13,483	21,961
Non-cash interest expense; amortization of debt costs	776	706
(Gain)/loss on disposal of long-lived assets	(198)	215
Changes in assets and liabilities
Taxes receivable	(1,536)	0
Prepaid expense and other current assets	978	2,079
Other assets	(2,425)	(8,165)
Accounts payable	(807)	(287)
Deferred revenue and patient deposits	(796)	(589)
Accrued and other liabilities	2,041	3,532
Net cash provided by operating activities	19,090	17,807
Cash flows from investing activities
Purchases of property and equipment, net	(8,092)	(10,726)
Net cash used in investing activities	(8,092)	(10,726)
Cash flows from financing activities
Payment on term loan	(11,594)	(637)
Distribution to member	(79)	(1,159)
Dividends paid to shareholders	(206)	(22,812)
Other financing activity	(75)	(220)
Net cash used in financing activities	(11,954)	(24,828)
Net decrease in cash and cash equivalents	(956)	(17,747)
Cash and cash equivalents
Beginning of period	9,616	25,347
End of period	8,660	7,600
Supplemental disclosure of cash flow information:
Cash paid for interest	4,791	4,116
Cash paid for taxes	4,325	4,368
Supplemental disclosure of non-cash investing information:
Property and equipment included in accounts payable and accrued expenses	$ 525	$ 695

ORGANIZATION AND SUMMARY OF KEY

ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES	9 Months Ended
ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES	NOTE 1 – ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES AirSculpt Technologies, Inc. (“AirSculpt” or the "Company"), 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. 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's revenues are concentrated in the specialty, minimally invasive liposuction market. The operations of the Company prior to the IPO represent the predecessor to AirSculpt. The Company and its consolidated subsidiaries are referred to collectively in these consolidated financial statements as “we,” “our,” and “us.” Solely for convenience, some of the copyrights, trade names and trademarks referred to in these consolidated financial statements 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, through its wholly-owned subsidiaries, is a provider of practice management services to professional associations (“PAs”) located throughout the United States, Canada, and the United Kingdom. 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. Pursuant to the MSA, the PA is responsible for all clinical aspects of the medical operations of the practice. Principles of Consolidation These consolidated financial statements present the financial position and results of operations of the Company, its wholly-owned domestic and international subsidiaries, and the Domestic 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 in the United States ("Domestic PAs") where it has a long-term and unilateral controlling financial interest over such Domestic PAs’ assets and operations. The Company has the ability to direct the activities that most significantly affect the Domestic 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 Domestic PAs. Certain key features of the MSAs and related agreements enable the Company to assign the member interests of certain of the Domestic 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 Domestic PAs. The Company consolidates the Domestic PAs into the financial statements. All of the Company’s revenue is earned from services provided by the Domestic PAs and its wholly-owned foreign subsidiaries in the United Kingdom and Canada. The only assets and liabilities held by the domestic 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. Accounting Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Concentration of Credit Risk The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. The Company’s revenues are concentrated in the specialty, minimally invasive liposuction market. The Company maintains cash balances at financial institutions which may at times exceed the amount covered by the Federal Deposit Insurance Corporation. The Company has not experienced any losses in such accounts. 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 are not contingent upon any criteria. 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, 2023 and December 31, 2022 are included in deferred revenue and patient deposits. Cost of Service Cost of service is comprised of all service and product costs related to the delivery of procedures, including but not limited to compensation to doctors, nurses and clinical staff, supply costs, and facility rent expense. 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 $0.3 million and $0.2 million for the three months ended September 30, 2023 and 2022, respectively. Total amortization of deferred financing costs was approximately $0.8 million and $0.7 million for the nine months ended September 30, 2023 and 2022, 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 and Topic 360, Impairment or Disposal of Long-Lived Assets . These standards require that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of long-lived assets to be held and used is measured by a comparison of the carrying amount of an asset to future estimated cash flows expected to arise as a direct result of the use and eventual disposition of the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less costs to sell. No impairment charges were recognized for the three and nine months ended September 30, 2023 and 2022. Fair Value ASC Topic 820, Fair Value Measurements and Disclosure s, defines fair value, establishes a framework for measuring fair value in accordance with accounting principles generally accepted in the United States, and expands disclosure requirements about fair value measurements. 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 Basic earnings per share of common stock is computed by dividing net income/(loss) for the three and nine months ended September 30, 2023 and 2022 by the weighted-average number of shares of common stock outstanding during the same period. Diluted earnings per share of common stock is computed by dividing net income/(loss) for the three and nine months ended September 30, 2023 and 2022 by the weighted-average number of shares of common stock adjusted to give effect to potentially dilutive securities. 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 $6.5 million and $5.4 million for the three months ended September 30, 2023 and 2022, respectively, and approximately $19.5 million and $15.4 million for the nine months ended September 30, 2023 and 2022, respectively. Income Taxes The Company applies the provisions of ASC 740-10, Accounting for Uncertain Tax Positions (“ASC 740-10”). Under these provisions, companies must determine and assess all material positions existing as of the reporting date, including all significant uncertain positions, for all tax years that are open to assessment or challenge under tax statutes. Additionally, those positions that have only timing consequences are analyzed and separated based on ASC 740-10’s recognition and measurement model. 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, 2023 or December 31, 2022. The Company is not subject to U.S. federal tax examination prior to 2021, when it was formed. The Company has an effective tax rate of approximately (89.2)% and (134.6)% for the three months ended September 30, 2023 and 2022, respectively, and approximately 96.4% and (119.9)% for the nine months ended September 30, 2023 and 2022, respectively, inclusive of all applicable U.S. federal and state income taxes.

GOODWILL AND INTANGIBLES, NET

GOODWILL AND INTANGIBLES, NET	9 Months Ended
GOODWILL AND INTANGIBLES, NET	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLES, NET	NOTE 2 – GOODWILL AND INTANGIBLES, NET The annual review of goodwill impairment will be performed in October 2023. There were no triggering events during the three and nine months ended September 30, 2023 and 2022. The Company had goodwill of $81.7 million at September 30, 2023 and December 31, 2022. Intangible assets consisted of the following at September 30, 2023 and December 31, 2022 (in 000’s): September 30, December 31, 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 (17,866) (15,186) Accumulated amortization of tradenames and trademarks (5,900) (5,015) Total intangible assets $ 47,534 $ 51,099

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	9 Months Ended
PROPERTY AND EQUIPMENT, NET	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT, NET	NOTE 3 – PROPERTY AND EQUIPMENT, NET As of September 30, 2023 and December 31, 2022 property and equipment consists of the following: (in 000’s): September 30, December 31, Medical equipment $ 10,809 $ 8,906 Office and computer equipment 833 551 Furniture and fixtures 4,054 3,457 Leasehold improvements 21,140 14,614 Construction in progress 2,158 2,854 Less: Accumulated depreciation (10,085) (6,176) Property and equipment, net $ 28,909 $ 24,206

DEBT

DEBT	9 Months Ended
DEBT	Sep. 30, 2023
Debt Disclosure [Abstract]
DEBT	NOTE 4 – DEBT On November 7, 2022, the Company entered into a credit agreement with a syndicate of lenders (the "Credit Agreement") maturing November 7, 2027. Pursuant to the Credit Agreement, there is (i) an $85.0 million aggregate principal amount of term loans and (ii) a revolving loan facility in an aggregate principal amount of up to $5.0 million. The proceeds were used, in part, to pay off the Company’s $83.6 million outstanding principal balance under its previous credit facility. On September 29, 2023, the Company voluntarily pre-paid $10.0 million of the principal using cash on hand. Under the Credit Agreement, all outstanding loans bear interest based on either a base rate or SOFR plus an applicable per annum margin. The applicable per annum margin is 2.0% or 3.0% for base rate or SOFR, respectively, if the Company's total leverage ratio is equal to or greater than 2.0x. If the Company's total leverage ratio is equal to or greater than 1.0x and less than 2.0x, the applicable per annum margin is 1.5% or 2.5% for base rate or SOFR, respectively. If the Company's total leverage ratio is below 1.0x, the applicable per annum margin is 1.0% or 2.0% for base rate or SOFR, respectively. As of September 30, 2023, the interest rate was 7.83%. Total borrowings as of September 30, 2023 and December 31, 2022 were as follows (in 000’s): September 30, December 31, Term loan $ 73,406 $ 85,000 Unamortized debt discounts and issuance costs (678) (1,455) Total debt, net 72,728 83,545 Less: Current portion (2,125) (2,125) Long-term debt, net $ 70,603 $ 81,420 As of September 30, 2023 and December 31, 2022, the Company had $5.0 million available on the revolving credit facility. The scheduled future maturities of long-term debt as of September 30, 2023 is as follows (in 000’s): 2023 (excluding the nine months ended September 30, 2023) $ 531 2024 2,125 2025 4,250 2026 6,375 2027 60,125 Total maturities $ 73,406 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. The Company is in compliance with all covenants and has no letter of credit outstanding as of September 30, 2023 and December 31, 2022.

LEASES

LEASES	9 Months Ended
LEASES	Sep. 30, 2023
Leases [Abstract]
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, 2023 and 2022, the Company incurred rent expense of $1.5 million and $1.3 million, respectively, for its medical office suites. For the nine months ended September 30, 2023 and 2022, the Company incurred rent expense of $4.4 million and $3.4 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 operations. The Company incurred rent expense of $91,000 and $91,000 for the three months ended September 30, 2023 and 2022, respectively, and $273,000 and $254,000 for the nine months ended September 30, 2023 and 2022, 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 The following table presents supplemental cash flow information for the nine months ended September 30, 2023 and 2022 (in 000’s): September 30, September 30, Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 3,852 $ 3,797 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 8,991 $ 10,404 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, 2023 (excluding the nine months ended September 30, 2023) $ 1,387 2024 6,226 2025 6,395 2026 6,025 2027 5,422 Thereafter 12,190 Total lease payments 37,645 Less: imputed interest (9,479) Total lease obligations $ 28,166

STOCKHOLDERS' EQUITY AND EQUITY

STOCKHOLDERS' EQUITY AND EQUITY-BASED COMPENSATION	9 Months Ended
STOCKHOLDERS' EQUITY AND EQUITY-BASED COMPENSATION	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
STOCKHOLDERS' EQUITY AND EQUITY-BASED COMPENSATION	NOTE 6 – STOCKHOLDERS' EQUITY AND EQUITY-BASED COMPENSATION During the three and nine months ended September 30, 2023, the Company granted 0 and 767,261 restricted stock units ("RSUs"), respectively, to executive officers and employees under the 2021 Equity Incentive Plan. During the three and nine months ended September 30, 2022, the Company granted 73,708 and 255,195 RSUs, respectively. These RSUs are not considered outstanding until vested. These RSUs have a time-based vesting condition. These units will vest 1/3 per year over three years. Vesting and payment of these RSUs are generally subject to continuing service of the employee or non-employee director over the ratable vesting periods beginning one year from the date of grant to three years after the date of grant. The fair values of these RSUs were determined based on the closing price of the Company’s common stock on the trading date immediately prior to the grant date. During the three and nine months ended September 30, 2023, the Company also granted 0 and 674,846 performance based stock units ("PSUs"), respectively, which have market-based vesting conditions. In the three and nine months ended September 30, 2022, the Company granted 0 and 103,936 PSUs, respectively, which have market-based vesting conditions. The vesting is based on achievement of a total shareholder return relative to a specified peer group (“rTSR”). Based on the rTSR, the awards can settle in shares in a range from 0% to 200%. In addition to the achievement of the performance conditions, these PSUs are generally subject to the continuing service of the employee over the ratable vesting period from the earned date continuing through the settlement of the shares. For these PSUs, the shares settle in the first quarter of the year following the year in which the vesting criteria is met. The fair values of PSUs with a market-based vesting condition were estimated using a Monte Carlo simulation model. The Company recorded equity-based compensation expense of $4.5 million and $7.4 million for the three months ended September 30, 2023 and 2022, respectively, and $13.5 million and $22.0 million for the nine months ended September 30, 2023 and 2022, respectively, in selling, general and administrative expenses on the condensed consolidated statements of operations. Forfeitures are recognized as incurred. The Company paid dividends of approximately $0.2 million and $22.8 million for nine months ended September 30, 2023 and 2022, respectively. The Company paid distributions to EBS Parent, LLC of approximately $0.1 million and $1.2 million for the nine months ended September 30, 2023 and 2022, respectively.

EARNINGS PER SHARE

EARNINGS PER SHARE	9 Months Ended
EARNINGS PER SHARE	Sep. 30, 2023
Earnings Per Share [Abstract]
EARNINGS PER SHARE	NOTE 7 – EARNINGS PER SHARE Basic earnings per share of common stock is computed by dividing net income/(loss) by the weighted-average number of shares of common stock outstanding during the same period. Diluted earnings per share of common stock is computed by dividing net income/loss by the weighted-average number of shares of common stock adjusted to give effect to potentially dilutive securities. Where the inclusion of potentially dilutive shares would be antidilutive, diluted loss per share equals basic loss per share. A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income/(loss) per share of common stock is as follows (in 000’s except for shares and per share figures): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Numerator: Net income/(loss) $ (1,667) $ (7,377) $ 95 $ (7,487) Denominator: Weighted average shares of common stock outstanding - basic 56,785,087 55,640,154 56,661,903 55,640,154 Add: Effect of dilutive securities — — 1,667,782 — Weighted average shares of common stock outstanding - diluted 56,785,087 55,640,154 58,329,685 55,640,154 Income/(loss) per share of common stock outstanding - basic and diluted $ (0.03) $ (0.13) $ 0.00 $ (0.13) The following number of potentially dilutive shares were excluded from the calculation of diluted loss per share because the effect of including such potentially dilutive shares would have been antidilutive. Three Months Ended Nine Months Ended 2023 2022 2023 2022 Restricted stock units 661,723 2,565,267 777,849 2,565,267 Performance and market-based stock units 1,697,842 2,435,917 1,830,505 2,435,917

INCOME TAXES

INCOME TAXES	9 Months Ended
INCOME TAXES	Sep. 30, 2023
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 8 – INCOME TAXES The Company's income tax expense for the three months ended September 30, 2023 and 2022 was $0.8 million and $4.2 million, respectively, and the income tax expense/(benefit) for the nine months ended September 30, 2023 and 2022 was $2.5 million and $4.1 million, respectively. The effective tax rate for the three months ended September 30, 2023 and 2022 was (89.2)% and (134.6)%, respectively. The effective tax rate for the nine months ended September 30, 2023 and 2022 was 96.4% and (119.9)%, respectively. The main driver of the difference between the effective and statutory rate is non-deductible executive compensation under Section 162(m) of the Internal Revenue Code. There are no uncertain tax positions as of September 30, 2023 or December 31, 2022.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
COMMITMENTS AND CONTINGENCIES	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
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
SEGMENT INFORMATION	Sep. 30, 2023
Segment Reporting [Abstract]
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

ORGANIZATION AND SUMMARY OF K_2

ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Principles of Consolidation	Principles of Consolidation These consolidated financial statements present the financial position and results of operations of the Company, its wholly-owned domestic and international subsidiaries, and the Domestic 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 in the United States ("Domestic PAs") where it has a long-term and unilateral controlling financial interest over such Domestic PAs’ assets and operations. The Company has the ability to direct the activities that most significantly affect the Domestic 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 Domestic PAs. Certain key features of the MSAs and related agreements enable the Company to assign the member interests of certain of the Domestic 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 Domestic PAs. The Company consolidates the Domestic PAs into the financial statements. All of the Company’s revenue is earned from services provided by the Domestic PAs and its wholly-owned foreign subsidiaries in the United Kingdom and Canada. The only assets and liabilities held by the domestic 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.
Accounting Estimates	Accounting Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash	Cash and Concentration of Credit Risk The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. The Company’s revenues are concentrated in the specialty, minimally invasive liposuction market.
Concentration of Credit Risk	The Company maintains cash balances at financial institutions which may at times exceed the amount covered by the Federal Deposit Insurance Corporation. The Company has not experienced any losses in such accounts.
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 are not contingent upon any criteria. 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, 2023 and December 31, 2022 are included in deferred revenue and patient deposits.
Cost of Service	Cost of Service Cost of service is comprised of all service and product costs related to the delivery of procedures, including but not limited to compensation to doctors, nurses and clinical staff, supply costs, and facility rent expense.
Deferred Financing Costs, Net	Deferred Financing Costs, NetLoan 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.
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 and Topic 360, Impairment or Disposal of Long-Lived Assets
Fair Value	Fair Value ASC Topic 820, Fair Value Measurements and Disclosure s, defines fair value, establishes a framework for measuring fair value in accordance with accounting principles generally accepted in the United States, and expands disclosure requirements about fair value measurements. 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 ShareBasic earnings per share of common stock is computed by dividing net income/(loss) for the three and nine months ended September 30, 2023 and 2022 by the weighted-average number of shares of common stock outstanding during the same period. Diluted earnings per share of common stock is computed by dividing net income/(loss) for the three and nine months ended September 30, 2023 and 2022 by the weighted-average number of shares of common stock adjusted to give effect to potentially dilutive securities.
Advertising Costs	Advertising CostsAdvertising costs are expensed in the period when the costs are incurred and are included as a component of selling, general and administrative costs.
Income Taxes	Income Taxes The Company applies the provisions of ASC 740-10, Accounting for Uncertain Tax Positions (“ASC 740-10”). Under these provisions, companies must determine and assess all material positions existing as of the reporting date, including all significant uncertain positions, for all tax years that are open to assessment or challenge under tax statutes. Additionally, those positions that have only timing consequences are analyzed and separated based on ASC 740-10’s recognition and measurement model. 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.

GOODWILL AND INTANGIBLES, NET (

GOODWILL AND INTANGIBLES, NET (Tables)	9 Months Ended
GOODWILL AND INTANGIBLES, NET (Tables)	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Finite-Lived Intangible Assets	Intangible assets consisted of the following at September 30, 2023 and December 31, 2022 (in 000’s): September 30, December 31, 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 (17,866) (15,186) Accumulated amortization of tradenames and trademarks (5,900) (5,015) Total intangible assets $ 47,534 $ 51,099

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	9 Months Ended
PROPERTY AND EQUIPMENT, NET (Tables)	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Property and Equipment, Net	As of September 30, 2023 and December 31, 2022 property and equipment consists of the following: (in 000’s): September 30, December 31, Medical equipment $ 10,809 $ 8,906 Office and computer equipment 833 551 Furniture and fixtures 4,054 3,457 Leasehold improvements 21,140 14,614 Construction in progress 2,158 2,854 Less: Accumulated depreciation (10,085) (6,176) Property and equipment, net $ 28,909 $ 24,206

DEBT (Tables)

DEBT (Tables)	9 Months Ended
DEBT (Tables)	Sep. 30, 2023
Debt Disclosure [Abstract]
Long-term Debt, Net	Total borrowings as of September 30, 2023 and December 31, 2022 were as follows (in 000’s): September 30, December 31, Term loan $ 73,406 $ 85,000 Unamortized debt discounts and issuance costs (678) (1,455) Total debt, net 72,728 83,545 Less: Current portion (2,125) (2,125) Long-term debt, net $ 70,603 $ 81,420
Future Maturities of Long-term Debt, Net	The scheduled future maturities of long-term debt as of September 30, 2023 is as follows (in 000’s): 2023 (excluding the nine months ended September 30, 2023) $ 531 2024 2,125 2025 4,250 2026 6,375 2027 60,125 Total maturities $ 73,406

LEASES (Tables)

LEASES (Tables)	9 Months Ended
LEASES (Tables)	Sep. 30, 2023
Leases [Abstract]
Weighted-Average Lease Terms, Discount Rates and Supplemental Cash Flow Information	The following table presents supplemental cash flow information for the nine months ended September 30, 2023 and 2022 (in 000’s): September 30, September 30, Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 3,852 $ 3,797 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 8,991 $ 10,404
Future Minimum Rental Payments under all Non-Cancellable Operating Leases	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, 2023 (excluding the nine months ended September 30, 2023) $ 1,387 2024 6,226 2025 6,395 2026 6,025 2027 5,422 Thereafter 12,190 Total lease payments 37,645 Less: imputed interest (9,479) Total lease obligations $ 28,166

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	9 Months Ended
EARNINGS PER SHARE (Tables)	Sep. 30, 2023
Earnings Per Share [Abstract]
Reconciliation of Numerator and Denominator Used in Calculation of Basic and Diluted Net Loss per Share	A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income/(loss) per share of common stock is as follows (in 000’s except for shares and per share figures): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Numerator: Net income/(loss) $ (1,667) $ (7,377) $ 95 $ (7,487) Denominator: Weighted average shares of common stock outstanding - basic 56,785,087 55,640,154 56,661,903 55,640,154 Add: Effect of dilutive securities — — 1,667,782 — Weighted average shares of common stock outstanding - diluted 56,785,087 55,640,154 58,329,685 55,640,154 Income/(loss) per share of common stock outstanding - basic and diluted $ (0.03) $ (0.13) $ 0.00 $ (0.13)
Antidilutive Securities Excluded from Computation of Earnings Per Share	The following number of potentially dilutive shares were excluded from the calculation of diluted loss per share because the effect of including such potentially dilutive shares would have been antidilutive. Three Months Ended Nine Months Ended 2023 2022 2023 2022 Restricted stock units 661,723 2,565,267 777,849 2,565,267 Performance and market-based stock units 1,697,842 2,435,917 1,830,505 2,435,917

ORGANIZATION AND SUMMARY OF K_3

ORGANIZATION AND SUMMARY OF KEY ACCOUNTING POLICIES (Details)		3 Months Ended		9 Months Ended
	Oct. 28, 2021 $ / shares shares	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($) shares	Oct. 27, 2021
Subsidiary, Sale of Stock [Line Items]
Number of shares outstanding (in shares) \| shares	55,640,154	56,785,087		56,785,087		56,181,689
Business reorganization, ownership interest							1
Amortization of deferred financing		$ 300,000	$ 200,000	$ 776,000	$ 706,000
Impairment charges		0	0	0	0
Advertising expenses		6,500,000	$ 5,400,000	19,500,000	$ 15,400,000
Uncertain tax positions		$ 0		$ 0		$ 0
Effective tax rate		(89.20%)	(134.60%)	96.40%	(119.90%)
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of shares sold in initial stock offering (in shares) \| shares	8,050,000
Initial stock offering price (in dollars per share) \| $ / shares	$ 11

GOODWILL AND INTANGIBLES, NET -

GOODWILL AND INTANGIBLES, NET - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 81,734		$ 81,734		$ 81,734
Amortization of intangible assets	$ 1,200	$ 1,200	$ 3,600	$ 3,600

GOODWILL AND INTANGIBLES, NET_2

GOODWILL AND INTANGIBLES, NET - Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, gross	$ 71,300	$ 71,300
Total	47,534	51,099
Technology and know-how
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, gross	53,600	53,600
Accumulated amortization	$ (17,866)	(15,186)
Useful Life	15 years
Trademarks and tradenames
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, gross	$ 17,700	17,700
Accumulated amortization	$ (5,900)	$ (5,015)
Useful Life	15 years

PROPERTY AND EQUIPMENT, NET - S

PROPERTY AND EQUIPMENT, NET - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Less: Accumulated depreciation	$ (10,085)	$ (6,176)
Property and equipment, net	28,909	24,206
Medical equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	10,809	8,906
Office and computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	833	551
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,054	3,457
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	21,140	14,614
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 2,158	$ 2,854

PROPERTY AND EQUIPMENT, NET - N

PROPERTY AND EQUIPMENT, NET - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1.4	$ 0.8	$ 3.9	$ 2.3

DEBT - Narrative (Details)

DEBT - Narrative (Details)	Sep. 29, 2023 USD ($)	Nov. 07, 2022 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)
Debt Instrument [Line Items]
Letters of credit outstanding			$ 0	$ 0
2022 Credit Agreement
Debt Instrument [Line Items]
Leverage ratio, triggering event, maximum		2
Leverage ratio, triggering event, minimum		1
2022 Credit Agreement \| Debt Instrument, Triggering Event, One \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate		2%
2022 Credit Agreement \| Debt Instrument, Triggering Event, One \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Basis spread on variable rate		3%
2022 Credit Agreement \| Debt Instrument, Triggering Event, Two \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate		1.50%
2022 Credit Agreement \| Debt Instrument, Triggering Event, Two \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Basis spread on variable rate		2.50%
2022 Credit Agreement \| Debt Instrument, Triggering Event, Three \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate		1%
2022 Credit Agreement \| Debt Instrument, Triggering Event, Three \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Basis spread on variable rate		200%
Secured Debt \| 2018 Credit Agreement
Debt Instrument [Line Items]
Debt face amount		$ 83,600,000
Secured Debt \| 2022 Credit Agreement
Debt Instrument [Line Items]
Debt face amount		85,000,000
Debt, principal paid	$ 10,000,000
Debt instrument, interest rate percentage			7.83%
Line of Credit \| 2018 Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Available borrowing capacity			$ 5,000,000	$ 5,000,000
Line of Credit \| 2022 Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 5,000,000

DEBT - Long-term Debt, Net (Det

DEBT - Long-term Debt, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Term loan	$ 73,406
Unamortized debt discounts and issuance costs	(678)	$ (1,455)
Total debt, net	72,728	83,545
Less: Current portion	(2,125)	(2,125)
Long-term debt, net	70,603	81,420
Secured Debt
Debt Instrument [Line Items]
Term loan	$ 73,406	$ 85,000

DEBT - Future Maturities of Lon

DEBT - Future Maturities of Long-term Debt, Net (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Debt Disclosure [Abstract]
2023 (excluding the nine months ended September 30, 2023)	$ 531
2024	2,125
2025	4,250
2026	6,375
2027	60,125
Total maturities	$ 73,406

LEASES - Narrative (Details)

LEASES - Narrative (Details) $ in Thousands	3 Months Ended		9 Months Ended
LEASES - Narrative (Details) $ in Thousands	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) renewal_option	Sep. 30, 2022 USD ($)
Lessee, Lease, Description [Line Items]
Number of lease renewal options (or more) \| renewal_option			1
Minimum
Lessee, Lease, Description [Line Items]
Lease term	5 years		5 years
Maximum
Lessee, Lease, Description [Line Items]
Lease term	10 years		10 years
Office Building
Lessee, Lease, Description [Line Items]
Rent expense	$ 1,500	$ 1,300	$ 4,400	$ 3,400
Corporate Offices
Lessee, Lease, Description [Line Items]
Rent expense	$ 91	$ 91	$ 273	$ 254

LEASES - Supplemental Cash Flow

LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases	$ 3,852	$ 3,797
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$ 8,991	$ 10,404

LEASES - Future Minimum Rental

LEASES - Future Minimum Rental Payments under all Non-Cancellable Operating Leases (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Leases [Abstract]
2023 (excluding the nine months ended September 30, 2023)	$ 1,387
2024	6,226
2025	6,395
2026	6,025
2027	5,422
Thereafter	12,190
Total lease payments	37,645
Less: imputed interest	(9,479)
Total lease obligations	$ 28,166

EQUITY-BASED COMPENSATION - Nar

EQUITY-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity -based compensation expense	$ 4,500	$ 7,400	$ 13,500	$ 22,000
Dividends paid			206	22,812
Distributions paid to parent			$ 100	$ 1,200
Restricted stock units \| Equity Incentive Plan 2021 \| Share-based Payment Arrangement, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage				33%
Restricted stock units \| Equity Incentive Plan 2021 \| Share-based Payment Arrangement, Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage				33%
Restricted stock units \| Equity Incentive Plan 2021 \| Share-based Payment Arrangement, Tranche Three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage				33%
Restricted stock units \| Executive Offices And Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted in period	0	73,708	767,261	255,195
Restricted stock units \| Executive Offices And Employees \| Equity Incentive Plan 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			3 years
Market Based Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted in period	0	0	674,846	103,936
Market Based Performance Shares \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
rTSR payout percentage			0%
Market Based Performance Shares \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
rTSR payout percentage			200%

EARNINGS PER SHARE - Reconcilia

EARNINGS PER SHARE - Reconciliation of Numerator and Denominator Used in Calculation of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator:
Net income/(loss), basic	$ (1,667)	$ (7,377)	$ 95	$ (7,487)
Net income/(loss), diluted	$ (1,667)	$ (7,377)	$ 95	$ (7,487)
Denominator:
Weighted average shares of common stock outstanding - basic (in shares)	56,785,087	55,640,154	56,661,903	55,640,154
Add: Effect of dilutive securities (in shares)	0	0	1,667,782	0
Weighted average shares of common stock outstanding - diluted (in shares)	56,785,087	55,640,154	58,329,685	55,640,154
Income/(loss) per share of common stock outstanding - basic (in dollars per share)	$ (0.03)	$ (0.13)	$ 0	$ (0.13)
Income/(loss) per share of common stock outstanding - diluted (in dollars per share)	$ (0.03)	$ (0.13)	$ 0	$ (0.13)

EARNINGS PER SHARE - Antidiluti

EARNINGS PER SHARE - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	661,723	2,565,267	777,849	2,565,267
Performance and market-based stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	1,697,842	2,435,917	1,830,505	2,435,917

INCOME TAXES - Narrative (Detai

INCOME TAXES - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
INCOME TAXES - Narrative (Details) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 786,000	$ 4,232,000	$ 2,522,000	$ 4,083,000
Effective tax rate	(89.20%)	(134.60%)	96.40%	(119.90%)
Uncertain tax positions	$ 0		$ 0		$ 0

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details)	9 Months Ended
SEGMENT INFORMATION (Details)	Sep. 30, 2023 reportable_segment
Segment Reporting [Abstract]
Number of reportable segments	1