Exhibit 99.1

P3 Health Partners Announces Second Quarter 2024 Results
Management to Host Conference Call and Webcast August 7, 2024 at 4:30 PM ET
HENDERSON, NV—August 7, 2024—P3 Health Partners Inc. (“P3” or the “Company”) (NASDAQ: PIII), a patient-centered and physician-led population health management company, today announced its financial results for the second quarter ended June 30, 2024.
“In the second quarter, we experienced continued growth in our top line while simultaneously enhancing our balance sheet through a successful capital raise,” said Aric Coffman, CEO of P3. “Building on P3’s key strengths, I have identified several initiatives during my first 90 days as CEO that will further enhance our capabilities and help achieve sustainable profitability.”
Second Quarter 2024 Financial Results
•Total revenue was $379.2 million, an increase of 15% compared to $329.1 million in the second quarter of the prior year
•Capitated revenue was $374.3 million, an increase of 15% compared to $325.6 million in the second quarter of the prior year
•Gross profit was $14.0 million, as compared to $26.8 million in the prior year. Gross profit PMPM was $36, compared to $86 PMPM in the prior year
•Medical margin(1) was $41.1 million compared to $50.5 million in the prior year. Medical margin PMPM(1) was $107, compared to a medical margin PMPM of $161 in the prior year
•Net loss was $28.8 million compared to a net loss of $27.6 million in the second quarter of the prior year. Net loss PMPM was $75 compared to a net loss PMPM of $88 in the prior year
•Adjusted EBITDA loss(1) was $8.8 million compared to Adjusted EBITDA of $0.2 million in the second quarter of the prior year. Adjusted EBITDA loss PMPM(1) was $23, compared to Adjusted EBITDA PMPM of $1 in the second quarter of the prior year



Fiscal 2024 Guidance
Year Ended December 31, 2024
LowHigh
At-Risk Members(2)
125,000 135,000 
Total Revenues (in millions)$1,450 $1,550 
Medical margin(1)(3) (in millions)
$230 $250 
Medical margin(3) PMPM
$165 $175 
Adjusted EBITDA(3) (in millions)
$20 $40 
(1)Adjusted EBITDA, Adjusted EBITDA per member, per month (“PMPM”), medical margin, and medical margin PMPM are non-GAAP financial measures. For reconciliations of these measures to the most directly comparable GAAP measures, if applicable, and more information regarding the Company’s use of non-GAAP financial measures, please see the section titled “Non-GAAP Financial Measures.”
(2)See “Key Performance Metrics” for additional information on how the Company defines “at-risk members.”
(3)The Company is not able to provide a quantitative reconciliation of guidance for Adjusted EBITDA (loss), medical margin and medical margin PMPM to net income (loss), gross profit and gross profit PMPM, the most directly comparable GAAP measures, respectively, and has not provided forward-looking guidance for net income (loss), gross profit (loss) or gross profit (loss) PMPM because of the uncertainty around certain items that may impact net income (loss), gross profit (loss) or gross profit (loss) PMPM that are not within our control or cannot be reasonably predicted without unreasonable effort. For more information regarding the non-GAAP financial measures discussed in this press release, please see “Non-GAAP Financial Measures” below.
The foregoing 2024 outlook statements represent management’s current estimate as of the date of this release. Actual results may differ materially depending on a number of factors. Investors are urged to read the “Cautionary Note Regarding Forward-Looking Statements” included in this release. Management does not assume any obligation to update these estimates.
Management to Host Conference Call and Webcast on August 7, 2024 at 4:30 PM ET
Title & Webcast
P3 Health Second Quarter Earnings Conference Call
Date & Time
August 7, 2024, 4:30pm Eastern Time
Conference Call DetailsToll-Free 1-833-316-0546 (US)
International 1-412-317-0692
Ask to be joined into the P3 Health Partners call
The conference call will also be webcast live in the “Events & Presentations” section of the Investor page of the P3 website (ir.p3hp.org). The Company’s press release will be available at ir.p3hp.org website in advance of the conference call. An archived recording of the webcast will be available at ir.p3hp.org for a period of 90 days following the conference call.
About P3 Health Partners (NASDAQ: PIII):
P3 Health Partners Inc. is a leading population health management company committed to transforming healthcare by improving the lives of both patients and providers. Founded and led by physicians, P3 has an expansive network of more than 2,900 affiliated primary care providers across the country. Our local teams of health care professionals manage the care of thousands of patients in 27 counties across five states. P3 supports primary care providers with value-based care coordination and administrative services that improve patient outcomes and lower costs. Through partnerships with these local providers, the P3 care team creates an enhanced patient experience by navigating, coordinating, and integrating the patient’s care within the healthcare system. For more information, visit www.p3hp.org and follow us on @p3healthpartners and Facebook.com/p3healthpartners.
Non-GAAP Financial Measures
In addition to the financial results prepared in accordance with accounting principles generally accepted in the U.S (“GAAP”), this press release contains certain non-GAAP financial measures as defined by the SEC rules, including



Adjusted EBITDA and Adjusted EBITDA PMPM, medical margin, and medical margin PMPM. EBITDA is defined as GAAP net income (loss) before (i) interest, (ii) income taxes and (iii) depreciation and amortization. Adjusted EBITDA is defined as EBITDA, further adjusted to exclude the effect of certain supplemental adjustments, such as (i) mark-to-market warrant gain/loss, (ii) premium deficiency reserves, (iii) equity-based compensation expense and (iv) certain other items that we believe are not indicative of our core operating performances. Adjusted EBITDA PMPM is defined as Adjusted EBITDA divided by the number of at-risk Medicare members each month divided by the number of months in the period. We believe these non‐GAAP financial measures provide an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial measures with other similar companies. Medical margin represents the amount earned from capitated revenue after medical claims expenses are deducted and medical margin PMPM is defined as medical margin divided by the number of Medicare members each month divided by the number of months in the period. Medical claims expenses represent costs incurred for medical services provided to our members. As our platform grows and matures over time, we expect medical margin to increase in absolute dollars; however, medical margin PMPM may vary as the percentage of new members brought onto our platform fluctuates. New membership added to the platform is typically dilutive to medical margin PMPM. We do not consider these non‐GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non‐GAAP financial measures. In addition, other companies may calculate non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. The tables at the end of this press release present a reconciliation of Adjusted EBITDA to net income (loss) and Adjusted EBITDA PMPM to net income (loss) PMPM, medical margin to gross profit, and medical margin PMPM to gross profit PMPM, which are the most directly comparable financial measures calculated in accordance with GAAP.
Key Performance Metrics
In addition to our GAAP and non-GAAP financial information, the Company also monitors “at-risk members” to help us evaluate our business, identify trends affecting our business, formulate business plans and make strategic decisions. At-risk membership represents the approximate number of Medicare members for whom we receive a fixed percentage of premium under capitation arrangements as of the end of a particular period.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended. Words such as "anticipate," "believe," "budget," "contemplate," "continue," "could," "envision," "estimate," "expect," "guidance," "indicate," "intend," "may," "might," "plan," "possibly," "potential," "predict," "probably," "pro-forma," "project," "seek," "should," "target," or "will," or the negative or other variations thereof, and similar words or phrases or comparable terminology, are intended to identify forward-looking statements. These forward-looking statements address various matters, including the Company’s future expected growth strategy and operating performance; outlook as to total revenue, at-risk membership, medical margin, medical margin PMPM, and Adjusted EBITDA for the full year 2024; and our ability to enhance our capabilities and achieve sustainable profitability, all of which reflect the Company’s expectations based upon currently available information and data. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected or estimated and you are cautioned not to place undue reliance on these forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company's control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements.
Important risks and uncertainties that could cause our actual results and financial condition to differ materially from those indicated in forward-looking statements include, among others, our ability to continue as a going concern; our potential need to raise additional capital to fund our existing operations or develop and commercialize new services or expand our operations; our ability to achieve or maintain profitability; our ability to maintain compliance with our debt covenants in the future, or obtain required waivers from our lenders if future operating performance were to fall below current projections, and if there are material changes to management’s assumptions, we could be required to recognize non-cash charges to operating earnings for goodwill and/or other intangible asset impairment; our ability to identify and develop successful new geographies, physician partners, payors and patients; changes in market or industry conditions, regulatory environment, competitive conditions, and receptivity to our services; our ability to fund our growth and expand our



operations; changes in laws and regulations applicable to our business; our ability to maintain our relationships with health plans and other key payors; our ability to establish and maintain effective internal controls and the impact of the material weaknesses we have identified; our ability to maintain the listing of our securities on The Nasdaq Stock Market, LLC; increased labor costs; our ability to recruit and retain qualified team members and independent physicians; and the factors described under Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 28, 2024, and in our subsequent filings with the SEC.
All information in this press release is as of the date hereof, and we undertake no duty to update or revise this information unless required by law. You are cautioned not to place undue reliance on any forward-looking statements contained in this press release.


Ryan Halsted
Investor Relations
Gilmartin Group
ir@p3hp.org



P3 HEALTH PARTNERS INC. and SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
(unaudited)
June 30, 2024December 31, 2023
ASSETS
CURRENT ASSETS:
Cash $73,086 $36,320 
Restricted cash5,116 4,614 
Health plan receivable, net of allowance for credit losses of $150153,259 118,497 
Clinic fees, insurance and other receivable2,165 2,973 
Prepaid expenses and other current assets 8,478 3,613 
TOTAL CURRENT ASSETS242,104 166,017 
Property and equipment, net 7,537 8,686 
Intangible assets, net624,673 666,733 
Other long-term assets18,445 19,531 
TOTAL ASSETS (1)
$892,759 $860,967 
LIABILITIES, MEZZANINE EQUITY, AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable$7,989 $8,663 
Accrued expenses and other current liabilities39,900 36,884 
Accrued payroll 3,744 3,506 
Health plan settlements payable22,851 34,992 
Claims payable233,761 178,009 
Premium deficiency reserve11,273 13,670 
Accrued interest31,905 23,648 
Short-term debt831 — 
TOTAL CURRENT LIABILITIES352,254 299,372 
Operating lease liability12,192 13,622 
Warrant liabilities25,455 1,085 
Contingent consideration4,907 4,907 
Long-term debt, net133,124 108,319 
TOTAL LIABILITIES (1)
527,932 427,305 
COMMITMENTS AND CONTINGENCIES
MEZZANINE EQUITY:
Redeemable non-controlling interest197,987 291,532 
STOCKHOLDERS’ EQUITY:
Class A common stock, $0.0001 par value; 800,000 shares authorized; 161,762 and 116,588 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively16 12 
Class V common stock, $0.0001 par value; 205,000 shares authorized; 195,957 and 196,569 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively20 20 
Additional paid in capital564,868 509,442 
Accumulated deficit (398,064)(367,344)
TOTAL STOCKHOLDERS’ EQUITY 166,840 142,130 
TOTAL LIABILITIES, MEZZANINE EQUITY, AND STOCKHOLDERS’ EQUITY $892,759 $860,967 
____________________
(1)The Company’s condensed consolidated balance sheets include the assets and liabilities of its consolidated variable interest entities (“VIEs”). As discussed in Note 13 “Variable Interest Entities,” P3 LLC is itself a VIE. P3 LLC represents substantially all the assets and liabilities of the Company. As a result, the language and amounts below refer only to VIEs held at the P3 LLC level. The condensed consolidated balance sheets include total assets that can be used only to settle obligations of P3 LLC’s consolidated VIEs totaling $11.1 million and $8.6 million as of June 30, 2024 and December 31, 2023, respectively, and total liabilities of P3 LLC’s consolidated VIEs for which creditors do not have recourse to the general credit of the Company totaled $14.3 million and $13.6 million as of June 30, 2024 and December 31, 2023, respectively. These VIE assets and liabilities do not include $47.0 million and $44.2 million of net amounts due to affiliates as of June 30, 2024 and December 31, 2023, respectively, as these are eliminated in consolidation and not presented within the condensed consolidated balance sheets.



P3 HEALTH PARTNERS INC. and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
OPERATING REVENUE:
Capitated revenue$374,306 $325,616 $758,440 $624,320 
Other patient service revenue4,851 3,470 9,205 6,843 
TOTAL OPERATING REVENUE379,157 329,086 767,645 631,163 
OPERATING EXPENSE:
Medical expense365,171 302,271 747,228 587,841 
Premium deficiency reserve(3,397)(2,012)(2,397)3,128 
Corporate, general and administrative expense26,610 27,223 54,011 64,866 
Sales and marketing expense414 857 736 1,858 
Depreciation and amortization21,693 21,780 43,232 43,320 
TOTAL OPERATING EXPENSE410,491 350,119 842,810 701,013 
OPERATING LOSS(31,334)(21,033)(75,165)(69,850)
OTHER INCOME (EXPENSE):
Interest expense, net(5,436)(3,851)(9,692)(7,937)
Mark-to-market of stock warrants8,673 (1,731)8,889 (1,082)
Other291 (741)628 (645)
TOTAL OTHER EXPENSE3,528 (6,323)(175)(9,664)
LOSS BEFORE INCOME TAXES(27,806)(27,356)(75,340)(79,514)
PROVISION FOR INCOME TAXES(968)(226)(3,040)(516)
NET LOSS(28,774)(27,582)(78,380)(80,030)
LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NON-CONTROLLING INTEREST(16,754)(17,766)(47,660)(61,015)
NET LOSS ATTRIBUTABLE TO CONTROLLING INTEREST$(12,020)$(9,816)$(30,720)$(19,015)
NET LOSS PER SHARE (Note 9):
Basic$(0.09)$(0.09)$(0.24)$(0.25)
Diluted$(0.15)$(0.09)$(0.30)$(0.29)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (Note 9):
Basic136,601 107,454 127,806 74,699 
Diluted141,083 107,454 130,047 276,028 




P3 HEALTH PARTNERS INC. and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
Six Months Ended June 30,
20242023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss$(78,380)$(80,030)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization43,232 43,320 
Equity-based compensation3,073 2,008 
Amortization of original issue discount and debt issuance costs(91)340 
Accretion of contingent consideration— 113 
Mark-to-market adjustment of stock warrants(8,889)1,082 
Premium deficiency reserve(2,397)3,128 
Changes in operating assets and liabilities:
Health plan receivable(34,762)(30,540)
Clinic fees, insurance, and other receivable775 5,563 
Prepaid expenses and other current assets(4,865)139 
Other long-term assets60 (1,289)
Accounts payable, accrued expenses, and other current liabilities30 1,924 
Accrued payroll238 (3,086)
Health plan settlements payable(12,141)(6,730)
Claims payable55,752 7,321 
Accrued interest8,257 4,625 
Operating lease liability(164)(452)
Net cash used in operating activities(30,272)(52,564)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment— (1,652)
Net cash used in investing activities— (1,652)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term debt, net of original issue discount25,000 14,102 
Payment of debt issuance costs— (173)
Proceeds from private placement offering, net of offering costs paid42,234 87,329 
Proceeds from at-the-market sales, net of offering costs paid33 — 
Deferred offering costs paid(455)— 
Payment of tax withholdings upon settlement of restricted stock unit awards(103)— 
Repayment of short-term and long-term debt(1,040)— 
Proceeds from short-term debt1,871 — 
Net cash provided by financing activities67,540 101,258 
Net change in cash and restricted cash37,268 47,042 
Cash and restricted cash, beginning of period40,934 18,457 
Cash and restricted cash, end of period$78,202 $65,499 



RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA (LOSS)
(in thousands, except PMPM)
(unaudited)
Three Months EndedSix Months Ended June 30,
June 30, 2024June 30, 2023March 31, 202420242023
Net loss$(28,774)$(27,582)$(49,606)$(78,380)$(80,030)
Interest expense, net5,436 3,851 4,256 9,692 7,937 
Depreciation and amortization21,693 21,780 21,539 43,232 43,320 
Provision for income taxes968 226 2,072 3,040 516 
Mark-to-market of stock warrants(8,673)1,731 (216)(8,889)1,082 
Premium deficiency reserve(3,397)(2,012)1,000 (2,397)3,128 
Equity-based compensation1,624 1,031 1,449 3,073 2,008 
Other(1)
2,276 1,192 (264)2,012 3,053 
Transaction and other related costs(2)
— — — — 70 
Adjusted EBITDA (loss)$(8,847)$217 $(19,770)$(28,617)$(18,916)
Adjusted EBITDA (loss) PMPM$(23)$1 $(52)$(38)$(31)
_____________________________________________
(1)Other during the three and six months ended June 30, 2024 consisted of (i) interest income offset by (ii) severance and related expense in connection with our chief executive officer transition, and (iii) valuation allowance on our notes receivable. Other during the three and six months ended June 30, 2023 consisted of (i) interest income offset by (ii) cybersecurity incident loss, (iii) restructuring and other charges, including severance and benefits paid to employees pursuant to workforce reduction plans, (iv) the disposition of our Pahrump operations, (v) expenses for third-party consultants to assist us with the development, implementation, and documentation of new and enhanced internal controls and processes for compliance with Sarbanes-Oxley Section 404(b) with respect to the six months ended June 30, 2023, (vi) a legal settlement outside of the ordinary course of business with respect to the six months ended June 30, 2023, and (vii) valuation allowance on our notes receivable.
(2)Transaction and other related costs during the six months ended June 30, 2023 consisted of legal fees incurred related to acquisition-related litigation.
MEDICAL MARGIN
(in thousands, except PMPM)
(unaudited)
Three Months EndedSix Months Ended June 30,
June 30, 2024June 30, 2023March 31, 202420242023
Capitated revenue$374,306 $325,616 $384,134 $758,440 $624,320 
Less: medical claims expense(333,217)(275,121)(347,582)(680,799)(534,579)
Medical margin$41,089 $50,495 $36,552 $77,641 $89,741 
Medical margin PMPM$107 $161 $96 $102 $145 
RECONCILIATION OF GROSS PROFIT TO MEDICAL MARGIN
(in thousands)
(unaudited)
Three Months EndedSix Months Ended June 30,
June 30, 2024June 30, 2023March 31, 202420242023
Gross profit$13,986 $26,815 $6,431 $20,417 $43,322 
Other patient service revenue(4,851)(3,470)(4,354)(9,205)(6,843)
Other medical expense31,954 27,150 34,475 66,429 53,262 
Medical margin$41,089 $50,495 $36,552 $77,641 $89,741 





RECONCILIATION OF TOTAL OPERATING EXPENSE TO ADJUSTED OPERATING EXPENSE
(in thousands)
(unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Total operating expense$410,491 $350,119 $842,810 $701,013 
Medical expense(365,171)(302,271)(747,228)(587,841)
Depreciation and amortization(21,693)(21,780)(43,232)(43,320)
Premium deficiency reserve3,397 2,012 2,397 (3,128)
Equity-based compensation(1,624)(1,031)(3,073)(2,008)
Other(2,541)(446)(2,593)(2,397)
Transaction and other related costs— — — (70)
Adjusted operating expense$22,859 $26,603 $49,081 $62,249