Exhibit 99.1

P3 Health Partners Announces Fourth Quarter and Full Year 2024 Results
Revenue increased 18% year-over-year to $1.50 billion
Affirming 2025 guidance
Management to Host Conference Call and Webcast March 27, 2025 at 4:30 PM ET
HENDERSON, NV—March 27, 2025—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 fourth quarter and full year ended December 31, 2024, and affirmed its 2025 guidance.
“Our business model remains fundamentally strong as we continue to deliver member and top-line growth, quality outcomes, and provider retention,” said Aric Coffman, CEO of P3. “With the $130M+ in identified programmatic opportunities advancing our path to financial sustainability, we remain committed to enabling our payor and provider partners to drive high quality, cost-efficient care and long-term market growth.”
Fourth Quarter 2024 Financial Results
•Total revenue was $370.7 million, an increase of 7% compared to $346.9 million in the fourth quarter of the prior year
•Capitated revenue was $367.5 million, an increase of 7% compared to $342.8 million in the fourth quarter of the prior year
•Gross profit was a loss of $39.5 million, as compared to negative $20.8 million in the fourth quarter of the prior year. Gross profit PMPM was a loss of $103, as compared to a loss of $65 in the fourth quarter of the prior year
•Medical margin(1) was $7.3 million compared to $9.1 million in the prior year. Medical margin PMPM(1) was $19 compared to a medical margin PMPM of $28 in the prior year
•Net loss was $129.1 million compared to a net loss of $69.1 million in the fourth quarter of the prior year. Net loss PMPM was $335 compared to a net loss PMPM of $220 in the prior year
•Adjusted EBITDA loss(1) was $67.6 million compared to an Adjusted EBITDA loss(1) of $44.3 million in the fourth quarter of the prior year. Adjusted EBITDA loss PMPM(1) was $175 compared to Adjusted EBITDA loss PMPM of $138 in the fourth quarter of the prior year

Full-Year 2024 Financial Results
•At-risk membership of 123,800, an increase of approximately 14% compared to 108,900 in the prior year(2)
•Total revenue was $1.50 billion, an increase of 18% compared to $1.27 billion in the prior year
•Capitated revenue was $1.48 billion, an increase of 18% compared to $1.25 billion in the prior year
•Gross profit was a loss of $58.9 million, as compared to positive $31.6 million in the prior year. Gross profit PMPM was a loss of $52, compared to a positive $25 PMPM in the prior year
•Medical margin(1) was $85.5 million, a decrease of 37% compared to $135.1 million in the prior year. Medical margin PMPM(1) was $75, a decrease of 31% compared to a medical margin PMPM of $108 in the prior year
•Net loss was $310.4 million compared to a net loss of $186.4 million in the prior year
•Adjusted EBITDA loss(1) was $167.2 million compared to an Adjusted EBITDA loss(1) of $85.5 million in the prior year. Adjusted EBITDA loss PMPM(1) was $147 compared to Adjusted EBITDA loss PMPM(1) of $68 in the prior year




Fiscal 2025 Guidance
Year Ended December 31, 2025
LowHigh
At-risk Members109,000119,000
Total Revenues (in millions)$1,350$1,500
Medical Margin(1)(3) (in millions)
$174$210
Medical Margin(3) PMPM
$133$147
Adjusted EBITDA(3) (in millions)
$(35)$5
(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, 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), 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 2025 outlook statement represents 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 March 27, 2025 at 4:30 PM ET
Title & Webcast
P3 Health Fourth Quarter and Full Year 2024 Earnings Conference Call
Date & Time
March 27, 2025, 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 3,100 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, (iv) certain transaction and other related costs and (v) 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 capitation 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; and the Company’s ability to execute on its identified strategic improvement opportunities, 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; the impact of fluctuations in risk adjustments; our ability to establish and maintain effective



internal controls and the impact of material weaknesses we have identified; our ability to maintain the listing of our securities on Nasdaq; increased labor costs and medical expense; 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, 2024, filed with the SEC on March 27, 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
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
(unaudited)

December 31, 2024December 31, 2023
ASSETS
CURRENT ASSETS:  
Cash $38,816 $36,320 
Restricted cash5,286 4,614 
Health plan receivable, net of allowance for credit losses of $150
121,266 118,497 
Clinic fees, insurance and other receivable3,947 2,973 
Prepaid expenses and other current assets 14,422 3,613 
Assets held for sale403 — 
TOTAL CURRENT ASSETS184,140 166,017 
Property and equipment, net 5,734 8,686 
Intangible assets, net574,350 666,733 
Other long-term assets19,196 19,531 
TOTAL ASSETS (1)
$783,420 $860,967 
LIABILITIES, MEZZANINE EQUITY, AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable$8,442 $8,663 
Accrued expenses and other current liabilities29,416 36,884 
Accrued payroll 2,722 3,506 
Health plan settlements payable55,565 34,992 
Claims payable255,089 178,009 
Premium deficiency reserve67,368 13,670 
Accrued interest12,460 23,648 
Current portion of long-term debt65,000 — 
Liabilities held for sale353 — 
TOTAL CURRENT LIABILITIES496,415 299,372 
Operating lease liability11,339 13,622 
Warrant liabilities10,312 1,085 
Contingent consideration— 4,907 
Long-term debt, net89,824 108,319 
Other Long-Term Liabilities26,001 — 
TOTAL LIABILITIES (1)
633,891 427,305 
COMMITMENTS AND CONTINGENCIES (Note 13)
MEZZANINE EQUITY:
Redeemable non-controlling interest73,593 291,532 
STOCKHOLDERS’ EQUITY:
Class A common stock, $0.0001 par value; 800,000 shares authorized; 162,870 and 116,588 shares issued and outstanding as of December 31, 2024 and 2023, respectively
16 12 
Class V common stock, $0.0001 par value; 205,000 shares authorized; 195,957 and 196,569 shares issued and outstanding as of December 31, 2024 and 2023, respectively
20 20 
Additional paid in capital579,093 509,442 
Accumulated deficit (503,193)(367,344)
TOTAL STOCKHOLDERS’ EQUITY 75,936 142,130 
TOTAL LIABILITIES, MEZZANINE EQUITY, AND STOCKHOLDERS’ EQUITY $783,420 $860,967 
____________________
(1)The Company’s consolidated balance sheets include the assets and liabilities of its consolidated variable interest entities (“VIEs”). As discussed in Note 20 “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 consolidated balance sheets include total assets that can be used only to settle obligations of P3 LLC’s consolidated VIEs totaling $9.3 million and $8.6 million as of December 31, 2024 and 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 $14.9 million and $13.6 million as of December 31, 2024 and 2023, respectively. These VIE assets and liabilities do not include $40.3 million and $44.2 million of net amounts due to affiliates as of December 31, 2024 and 2023, respectively, as these are eliminated in consolidation and not presented within the consolidated balance sheets.



P3 HEALTH PARTNERS INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)

Three Months Ended December 31,Year Ended December 31,
2024202320242023
OPERATING REVENUE:
Capitated revenue$367,456 $342,836 $1,483,602 $1,252,309 
Other patient service revenue3,230 4,025 16,853 14,066 
TOTAL OPERATING REVENUE370,686 346,861 1,500,455 1,266,375 
OPERATING EXPENSE:
Medical expense410,224 367,679 1,559,372 1,234,740 
Premium deficiency reserve37,927 (3,344)53,698 (12,705)
Corporate, general and administrative expense31,366 24,431 112,596 122,362 
Sales and marketing expense461 721 1,331 3,233 
Depreciation and amortization21,153 21,634 86,058 86,675 
Impairment of Assets Held for Sale8,058 — 8,058 — 
TOTAL OPERATING EXPENSE509,189 411,121 1,821,113 1,434,305 
OPERATING LOSS(138,503)(64,260)(320,658)(167,930)
OTHER INCOME (EXPENSE):
Interest expense, net(6,834)(4,046)(22,173)(15,985)
Mark-to-market of stock warrants7,488 760 22,114 433 
Other384 206 1,457 (249)
Gain on asset sale, net13,269 — 13,269 — 
TOTAL OTHER (EXPENSE) INCOME14,307 (3,080)14,667 (15,801)
LOSS BEFORE INCOME TAXES(124,196)(67,340)(305,991)(183,731)
PROVISION FOR INCOME TAXES(4,952)(1,767)(4,387)(2,695)
NET LOSS(129,148)(69,107)(310,378)(186,426)
LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NON-CONTROLLING INTEREST(70,531)(43,645)(174,529)(128,653)
NET LOSS ATTRIBUTABLE TO CONTROLLING INTEREST$(58,617)$(25,462)$(135,849)$(57,773)
NET LOSS PER SHARE (Note 16):
Basic(0.36)(0.22)(0.94)(0.61)
Diluted(0.36)(0.22)(1.08)(0.63)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (Note 16):
Basic162,634 115,303 145,175 94,889 
Diluted162,634 115,303 146,998 294,590 




P3 HEALTH PARTNERS INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
Year Ended December 31,
20242023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss$(310,378)$(186,426)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization86,058 86,675 
Equity-based compensation5,752 5,979 
Amortization of original issue discount and debt issuance costs87 472 
Accretion of contingent consideration— 113 
Gain on write off of contingent consideration(4,907)— 
Gain on asset sale(13,269)— 
Deferred income taxes(1,090)— 
Impairment of assets held for sale8,058 — 
Mark-to-market adjustment of stock warrants(22,114)(433)
Premium deficiency reserve53,698 (12,705)
Changes in operating assets and liabilities:
Health plan receivable(2,769)(46,555)
Clinic fees, insurance, and other receivable(990)4,560 
Prepaid expenses and other current assets(10,834)(1,243)
Other long-term assets(43)(58)
Accounts payable, accrued expenses, and other current liabilities(8,101)15,988 
Accrued payroll(784)282 
Health plan settlements payable20,573 21,384 
Claims payable77,080 26,802 
Accrued interest7,895 9,587 
Other long-term liabilities5,897 — 
Operating lease liability53 (450)
Net cash used in operating activities(110,128)(76,028)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment— (1,827)
Proceeds from asset sale14,525 — 
Net cash provided by (used in) investing activities14,525 (1,827)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term debt, net of original issue discount88,057 14,101 
Payment of debt issuance costs(103)(173)
Proceeds from liability-classified warrants and private placement offering, net of offering costs paid40,496 86,595 
Proceeds from at-the-market sales, net of offering costs paid33 — 
Deferred offering costs paid(507)(175)
Payment of tax withholdings upon settlement of restricted stock unit awards(103)(16)
Repayment of short-term and long-term debt(30,973)— 
Proceeds from short-term debt1,871 — 
Net cash provided by financing activities98,771 100,332 
Net change in cash and restricted cash3,168 22,477 
Cash and restricted cash, beginning of year40,934 18,457 
Cash and restricted cash, end of year$44,102 $40,934 





P3 HEALTH PARTNERS INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(in thousands)
Year Ended December 31,
20242023
Supplemental disclosures of cash flow information:
Cash paid for interest$14,191 $5,813 
Cash paid for income taxes$5,477 $567 
Supplemental disclosures of non-cash investing and financing information:
Operating lease liabilities arising from obtaining new right-of-use assets$617 $7,222 
Operating lease liabilities and right-of-use assets reduced due to lease modification or termination$(92)$— 
Increase in accrued expenses related to debt issuance costs and original issue discount$307 $212 
Increase in accounts payable related to private placement offering costs$686 $12 
Increase in accounts payable related to at-the-market offering costs$— $19 
Increase in accrued expenses related to at-the-market offering costs$— $206 
Increase in other receivable related to at-the-market sales proceeds$— $33 
Restricted stock unit awards issued in satisfaction of executive transaction bonuses$— $5,000 
Remeasurement adjustment to redeemable noncontrolling interest resulting from ownership changes$(22,831)$(117,860)
Fair value adjustment to redeemable noncontrolling interest$(20,579)$20,579 
Warrants issued in connection with new debt$12,127 $— 
Reconciliation of cash and restricted cash:
Cash$38,816 $36,320 
Restricted cash5,286 4,614 
Total cash and restricted cash$44,102 $40,934 



RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA LOSS
(in thousands, except PMPM)
(unaudited)
Three Months Ended December 31,Year Ended December 31,
2024202320242023
Net loss$(129,148)$(69,107)$(310,378)$(186,426)
Interest expense, net6,834 4,046 22,173 15,985 
Depreciation and amortization21,153 21,634 86,058 86,675 
Income tax provision4,952 1,767 4,387 2,695 
Mark-to-market of stock warrants(7,488)(760)(22,114)(433)
Premium deficiency reserve37,927 (3,344)53,698 (12,705)
Equity-based compensation721 1,720 5,752 5,979 
Other(1)
(2,533)(212)(6,775)2,656 
Transaction and other related costs(2)
— — — 70 
Adjusted EBITDA loss$(67,582)$(44,256)$(167,199)$(85,504)
Adjusted EBITDA loss PMPM$(175)$(138)$(147)$(92)
_____________________________________________
(1)Other during the year ended December 31, 2024 consisted of (i) interest income, (ii) gain recognized upon the settlement and write-off of contingent consideration related to an acquisition completed in a prior year and (iii) gain recognized on asset sale partially offset by (iv) severance and related expense in connection with our chief executive officer transition (v) loss on impairment on assets held for sale, and (vi) valuation allowance on our notes receivable. Other during the year ended December 31, 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), (vi) a legal settlement outside of the ordinary course of business, and (vii) valuation allowance on our notes receivable.
(2)Transaction and other related costs during the year ended December 31, 2023 consisted of legal fees incurred related to acquisition-related litigation.
MEDICAL MARGIN
(in thousands, except PMPM)
(unaudited)
Three Months Ended December 31,Year Ended December 31,
2024202320242023
Capitated revenue$367,456 $342,836 $1,483,602 $1,252,309 
Less: medical claims expense(360,178)(333,761)(1,398,143)(1,117,258)
Medical margin$7,278 $9,075 $85,459 $135,051 
Medical margin PMPM$19 $28 $75 $108 
RECONCILIATION OF GROSS PROFIT (LOSS) TO MEDICAL MARGIN
(in thousands)
Three Months Ended December 31,Year Ended December 31,
2024202320242023
Gross profit (loss)$(39,538)$(20,818)$(58,917)$31,635 
Other patient service revenue(3,230)(4,025)(16,853)(14,066)
Other medical expense50,046 33,918 161,229 117,482 
Medical margin$7,278 $9,075 $85,459 $135,051 



RECONCILIATION OF TOTAL OPERATING EXPENSE TO ADJUSTED OPERATING EXPENSE
(in thousands)
(unaudited)
Three Months Ended December 31,Year Ended December 31,
2024202320242023
Total operating expense$509,189 $411,121 $1,821,113 $1,434,305 
Medical expense(410,224)(367,679)(1,559,372)(1,234,740)
Depreciation and amortization(21,153)(21,634)(86,058)(86,675)
Premium deficiency reserve(37,927)3,344 (53,698)12,705 
Equity-based compensation(721)(1,720)(5,752)(5,979)
Other2,533 212 6,775 (2,656)
Transaction and other related costs— — — (70)
Adjusted operating expense$41,697 $23,644 $123,008 $116,890