NOTE 2 – GOODWILL AND INTANGIBLES, NET
On October 2, 2018, EBS Intermediate acquired a controlling interest in EBS Enterprises, LLC in exchange for total consideration of $151.0 million. The fair value of the net identifiable assets at transaction date was $69.3 million, comprised primarily of $17.7 million in intangible assets related to the AirSculpt trademarks and tradenames and $53.6 million in intangible assets related to the AirSculpt technology and know-how. The resulting excess consideration over fair value of identifiable net assets was recorded to goodwill in the amount of $81.7 million.
The annual review of goodwill impairment was performed on October 1, 2025 using a qualitative analysis and the Company determined that a quantitative analysis was not required. There were no triggering events during the years ended December 31, 2025, 2024 and 2023.
The Company had goodwill of $81.7 million at December 31, 2025 and December 31, 2024.
Intangible assets consisted of the following at December 31, 2025 and December 31, 2024 (in 000’s):
December 31,
2025
December 31,
2024
Useful Life
Technology and know-how$53,600 $53,600 15 years
Trademarks and tradenames17,700 17,700 15 years
71,300 71,300 
Accumulated amortization of technology and know-how(25,906)(22,333)
Accumulated amortization of tradenames and trademarks(8,555)(7,375)
Total intangible assets$36,839 $41,592 
Aggregate amortization expense on intangible assets was approximately $4.8 million for each of the years ended December 31, 2025, 2024, and 2023.
The estimated aggregate amortization expense on intangible assets for each of the next five years and thereafter is estimated to be as follows (in 000’s):
Year ending December 31,
2026$4,753 
20274,753 
20284,753 
20294,753 
20304,753 
Thereafter13,074 
Total$36,839 

Historical Timeline

Fiscal YearFiled
2025Mar 31, 2026Showing above
2024Mar 14, 2025
2023Feb 27, 2024
2022Mar 10, 2023
2021Mar 11, 2022

About Goodwill & Intangibles Disclosures

Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.

Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.