Table of Contents 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, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-40033 P3 Health Partners Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) (I.R.S. Emp ...

P3 Health Partners Inc. (NASDAQ:PIII) Q3 2022 Results Conference Call November 14, 2022 4:30 PM ET Company Participants Karen Blomquist - Vice President of Investor Relations Sherif Abdou - Chief Executive Officer Erin Darakjian - Interim Chief Financial Officer Amir Bacchus - Co-Founder and Chief Medical Officer Conference Call Participants Joshua Raskin - Nephron Research Brooks O'Neil - Lakes Treat Gary Taylor - Cowen Operator Greetings, and welcome to P3 Health Partners Third Quarter 2022 Earnings Confe ...

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, 2022 or Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), ...

(702) 910–3950 Commission file number: 001-40033 P3 Health Partners Inc. (Exact name of registrant as specified in its charter) Delaware 85-2992794 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 2370 Corporate Circle Suite 300 Henderson, Nevada 89074 (Address of principal executive offices) (Zip code) 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 TH ...

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 March 31, 2022 or ☐ 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: 001-40033 P3 Health Partners Inc. (Exact name of registrant as specified in its charter) (Registrant's telephone number, inc ...

☐ 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: 001-40033 P3 Health Partners Inc. (Exact name of registrant as specified in its charter) Table of Contents 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 or (State or other jurisdiction of incorpor ...

Financial Data and Key Metrics Changes - Revenue for the first half of 2022 was $543 million, an increase of 84% compared to $296 million in the prior year period [44] - The company reported a net loss of $964 million for the first half of 2022, compared to a net loss of $54 million in the same period last year, primarily due to a goodwill impairment charge of $851 million [45][46] - Adjusted EBITDA loss was $48 million in the first half of 2022, compared to an adjusted EBITDA loss of $34 million in the same period of the prior year [47] - The adjusted EBITDA loss per member per month improved to $78, compared to a loss of $85 in the prior year [48] Business Line Data and Key Metrics Changes - The company ended the first half of 2022 with approximately 102,000 at-risk Medicare Advantage members, a 52% increase from 67,000 at the end of 2021 [17][53] - The gross margin improved by 217 basis points in the first half of 2022 compared to the same period in the prior year [28][31] Market Data and Key Metrics Changes - P3 Health Partners is now in 18 markets across five states, including a successful expansion into California and increased presence in Arizona [14] - The Medicare Advantage market is growing at an average rate of approximately 9% per year, with significant opportunities for value-based care contracts [43] Company Strategy and Development Direction - The company is focused on disciplined, purposeful growth, aiming for an average of 35% year-over-year growth over the next five years [75] - P3 Health Partners is committed to improving patient outcomes and operational excellence while managing the balance sheet prudently [31][66] - The company has been accepted into the ACO reach program for 2023, which is expected to enhance its ability to reach new members [15][29] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to absorb recent growth and focus on executing the business strategy [71] - The company anticipates modest operating cash flow losses in 2023 compared to 2022, driven by the maturation of its members [72][88] - Management expects to achieve adjusted EBITDA profitability by 2024 [50][88] Other Important Information - Eric Atkins, the CFO, announced his departure, and Erin Darakjian has been appointed as the Interim CFO [32][34] - The company has experienced direct costs related to COVID-19 patient admissions amounting to $84 million since the pandemic began [51] Q&A Session Summary Question: Is the restatement issue behind the company? - Management confirmed that they are excited to move forward and focus on business opportunities after resolving the restatement [71] Question: How is the capital position of the company? - The company expects more modest operating cash flow losses in 2023 and is looking at options to refinance its existing debt facility [72][74] Question: What is the outlook for membership growth during the open enrollment period? - Management is confident in maintaining strong growth and has expanded payer relationships in several states [76] Question: Can you explain the sequential revenue trends and EBITDA loss? - The revenue shift of $9 million from the second quarter was due to risk adjustment payments recognized in the prior period [82] Question: What are the drivers of growth in Medicare Advantage lives? - The company has seen increased demand and successful expansions into new markets, contributing to the growth in membership [96] Question: What is the timeframe for converting accounts receivable into operating cash? - The cash flow lag is typically six to nine months, with some improvement expected in Q4 and into 2023 [100] Question: What are the expectations for profitability in 2023? - Management reiterated a commitment to achieving adjusted EBITDA profitability by 2024, with improvements expected in 2023 [88]

P3 Investor Presentation May 2021 Who: People with Passion and Purpose What: Dedicated to Transforming Healthcare for Patients, Providers, and Payors How: Patient-Centric, Physician-Led, and Population Health Management Focused Foresight Acquisition Corp. Is Led By A World Class Management Team With Deep Operational And Investing Expertise | --- | --- | --- | --- | |-------------------------------------------|--------------------------------------------------------------------------------------------------- ...

Part I [Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) This section presents Foresight Acquisition Corp.'s unaudited condensed consolidated financial statements, along with management's discussion and analysis, market risk disclosures, and controls and procedures [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents Foresight Acquisition Corp.'s unaudited condensed consolidated financial statements, detailing its SPAC formation, IPO, financial restatement, and proposed business combination [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of September 30, 2021, the company reported $316.3 million in its Trust Account, $10.6 million in total liabilities, and a $10.2 million stockholders' deficit, primarily due to warrant liabilities and redeemable Class A common stock Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | Sep 30, 2021 (USD) | Dec 31, 2020 (USD) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $97,290 | $179,512 | | Cash and securities held in Trust Account | $316,264,504 | $0 | | **Total Assets** | **$316,617,754** | **$394,960** | | **Liabilities & Equity** | | | | Warrant liabilities | $10,216,242 | $0 | | Total Liabilities | $10,606,594 | $372,246 | | Class A common stock subject to possible redemption | $316,250,000 | $0 | | Total Stockholders' Equity (Deficit) | $(10,238,840) | $22,714 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended September 30, 2021, the company reported a net income of $4.85 million, driven by warrant liability fair value changes, while the nine-month period saw a net loss of $0.85 million Statement of Operations Summary (Unaudited) | Metric | Three Months Ended Sep 30, 2021 (USD) | Nine Months Ended Sep 30, 2021 (USD) | | :--- | :--- | :--- | | General and administrative expenses | $(669,547) | $(1,791,292) | | Change in fair value of warrant liabilities | $5,516,175 | $922,550 | | **Net Income (Loss)** | **$4,850,707** | **$(854,214)** | | Basic and diluted net income (loss) per share | $0.12 | $(0.02) | [Condensed Consolidated Statement of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the nine months ended September 30, 2021, the company used $1.44 million in operating cash, invested $316.25 million into the Trust Account, and generated $317.6 million from financing activities - Key cash flow activities for the nine months ended September 30, 2021 include: - **Operating:** Net cash used of **$1.44 million** - **Investing:** **$316.25 million** invested into the Trust Account - **Financing:** **$317.6 million** net cash provided, mainly from the IPO and private placement proceeds[21](index=21&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) These notes detail the company's SPAC nature, its February 2021 IPO, the restatement of prior financials to reclassify redeemable stock, and the definitive merger agreement with P3 Health Group Holdings, LLC - The company is a special purpose acquisition company (SPAC) formed to effect a business combination, completing its Initial Public Offering on February 12, 2021, and placing **$316.25 million** of proceeds into a trust account[24](index=24&type=chunk)[28](index=28&type=chunk)[31](index=31&type=chunk) - The company identified errors in its historical financial statements, revising them to reclassify all public shares as temporary equity, which did not impact total assets, liabilities, or net income, but affected equity classification[47](index=47&type=chunk)[48](index=48&type=chunk) - On May 25, 2021, the company entered into a definitive merger agreement with P3 Health Group Holdings, LLC, valued at approximately **$2.126 billion**, consisting of cash and equity, resulting in an "Up-C" structure[110](index=110&type=chunk)[112](index=112&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=31&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's status as a blank-check company, its proposed business combination with P3 Health Group Holdings, LLC, and financial results primarily driven by non-cash changes in warrant liabilities - The company is a blank check company formed for the purpose of effectuating a business combination and has not generated any operating revenues to date[137](index=137&type=chunk)[142](index=142&type=chunk) - A definitive agreement for a business combination with P3 Health Group Holdings, LLC was signed on May 25, 2021[139](index=139&type=chunk) Results of Operations Summary | Period | Net Income / (Loss) (USD) | Key Drivers | | :--- | :--- | :--- | | Q3 2021 | $4,850,707 | Positive change in fair value of warrant liabilities ($5.5M) | | Nine Months 2021 | $(854,214) | Operational costs ($1.8M) offset by positive change in fair value of warrant liabilities ($0.9M) | - As of September 30, 2021, the company had **$97,290** in cash outside the trust account and access to working capital loans from its sponsor to fund operations prior to a business combination[36](index=36&type=chunk)[152](index=152&type=chunk) - The MD&A has been restated to reflect the reclassification of Class A common stock subject to possible redemption to temporary equity, correcting a historical valuation error[136](index=136&type=chunk) [Quantitative and Qualitative Disclosures Regarding Market Risk](index=35&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) The company has minimal market or interest rate risk, as IPO proceeds in the Trust Account are invested in short-term U.S. government obligations or money market funds - The company has minimal exposure to market and interest rate risk as funds in the Trust Account are held in short-term U.S. government securities or money market funds[164](index=164&type=chunk) [Controls and Procedures](index=35&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective as of September 30, 2021, due to a material weakness in accounting for complex financial instruments, with remediation plans underway - Disclosure controls and procedures were determined to be ineffective as of September 30, 2021[166](index=166&type=chunk) - A material weakness was identified in internal control over financial reporting concerning the accounting for complex financial instruments[166](index=166&type=chunk)[167](index=167&type=chunk) - Remediation plans include enhancing access to accounting literature and increasing communication with personnel and third-party professionals[167](index=167&type=chunk) Part II [Other Information](index=36&type=section&id=Part%20II.%20Other%20Information) This section covers legal proceedings, risk factors, unregistered sales of equity securities, defaults, mine safety disclosures, and exhibits [Legal Proceedings](index=36&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no legal proceedings - The company has no legal proceedings to report[169](index=169&type=chunk) [Risk Factors](index=36&type=section&id=Item%201A.%20Risk%20Factors) This section highlights a material change to risk factors, specifically the identified material weakness in internal control over financial reporting, which could impact investor confidence and lead to litigation - A material weakness in internal control over financial reporting has been identified, which could prevent the company from accurately reporting financial results in a timely manner[170](index=170&type=chunk)[171](index=171&type=chunk) - The identified material weakness could lead to a loss of investor confidence, a decline in stock price, and potential litigation[172](index=172&type=chunk)[173](index=173&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=37&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the use of proceeds from the February 12, 2021 IPO, which generated $316.25 million in gross proceeds, with the same amount placed into the trust account - The IPO on February 12, 2021, generated gross proceeds of **$316,250,000**[174](index=174&type=chunk) - Of the gross proceeds, **$316,250,000** was placed in the company's trust account[175](index=175&type=chunk) - Total underwriting discounts and offering costs amounted to **$6,827,967**[176](index=176&type=chunk) [Defaults Upon Senior Securities](index=37&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None reported[177](index=177&type=chunk) [Mine Safety Disclosures](index=37&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reports no mine safety disclosures - None reported[177](index=177&type=chunk) [Other Information](index=37&type=section&id=Item%205.%20Other%20Information) The company reports no other information - None reported[177](index=177&type=chunk) [Exhibits](index=37&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Quarterly Report on Form 10-Q, including officer certifications and XBRL data files - Exhibits filed include certifications from the Principal Executive Officer and Principal Financial Officer, as well as XBRL interactive data files[178](index=178&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 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: 001-40033 FORESIGHT ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 85-2992794 (State or oth ...