Financial Performance - For the three months ended September 30, 2022, the company reported a net income of $0.1 million, consisting of $0.2 million in interest income and $0.4 million from the change in fair value of warrant liability, offset by $0.4 million in general and administrative expenses [96]. - For the nine months ended September 30, 2022, the company achieved a net income of $5.4 million, which includes $0.5 million in interest income and $6.3 million from the change in fair value of warrant liability, with general and administrative expenses totaling $1.4 million [97]. Cash and Liquidity - As of September 30, 2022, the company had approximately $0.4 million in cash available for working capital needs and $233.7 million in cash and liquid marketable securities held in trust [101]. - The company has determined that it will not be able to sustain operations for the next twelve months without obtaining additional financing, raising substantial doubt about its ability to continue as a going concern [104]. - The company plans to request Working Capital Loans of up to $1.5 million from its Sponsor to alleviate concerns about its ability to continue operations [104]. Transaction Costs and Financing - The company incurred transaction costs of $22,407,388 during its initial public offering, which included $12,650,000 in underwriters' fees and discounts [92]. - The underwriters are entitled to a deferred fee of $8,050,000, which will become payable only if the company completes a Business Combination [110]. - The company issued 6,400,000 Private Placement Warrants at a price of $1.50 per warrant, generating proceeds of $9,600,000 [107]. Accounting Policies - No material changes to critical accounting policies and estimates since the Annual Report [117]. - Significant accounting policies include fair value of warrant liability and marketable debt securities [117]. - Management does not anticipate recent accounting pronouncements to materially affect financial statements [117]. Business Combination Expectations - The company expects the pro rata redemption price to be approximately $10.20 per share of common stock if it extends the period to consummate a business combination once [93]. Debt and Obligations - The company has no long-term debt or capital lease obligations as of September 30, 2022, other than a monthly fee of $15,000 for office space and administrative support [109].

Table of Contents Title of Each Class:Trading Symbol:Name of Each Exchange on Which Registered: Units, each consisting of one share of Class A common stock and one-half of one Redeemable Warrant BHACU The Nasdaq Stock Market LLC Class A common stock, par value $0.0001 per share BHAC The Nasdaq Stock Market LLC Redeemable Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 BHACW The Nasdaq Stock Market LLC UNITED STATES SECURITIES AND EXCHANGE COMMISS ...

Table of Contents Title of Each Class:Trading Symbol:Name of Each Exchange on Which Registered: Units, each consisting of one share of Class A common stock and one-half of one Redeemable Warrant BHACU The Nasdaq Stock Market LLC Class A common stock, par value $0.0001 per share BHAC The Nasdaq Stock Market LLC Redeemable Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 BHACW The Nasdaq Stock Market LLC UNITED STATES SECURITIES AND EXCHANGE COMMISS ...

Table of Contents BHAC BHACW BHACU The Nasdaq Stock Market LLC The Nasdaq Stock Market LLC The Nasdaq Stock Market LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40868 CRIXUS BH3 ACQUISITIO ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Crixus BH3 Acquisition Company (Exact name of registrant as specified in its charter) Delaware 001-40868 86-2249068 (State or other jurisdiction ...