| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PIII | Warrant to Purchase Class A Common Stock | Purchase | $0 | +429K | $0.00 | 429K | Dec 13, 2022 | Class A Common Stock | 429K | $4.26 | See Footnote | F1, F2, F3, F4, F5 |
| Id | Content |
|---|---|
| F1 | On December 13, 2022, P3 Health Partners Inc. (the "Issuer") issued warrants to purchase 429,180 shares of Class A Common Stock to VBC Growth SPV LLC, a Delaware limited liability company ("VBC"). |
| F2 | Exercisable immediately. |
| F3 | The warrants and the right to purchase securities upon the exercise of the warrants will terminate upon the earliest to occur of the following: (a) December 13, 2027; and (b) the consummation of (i) a sale, conveyance, disposal, or encumbrance of all or substantially all of the Issuer's or P3 LLC's property or business or the Issuer's or P3 LLC's merger into or consolidation with any other corporation (other than a wholly owned subsidiary corporation) or (ii) any other transaction or series of related transactions in which more than fifty percent (50%) of the voting power of the Issuer or P3 LLC is disposed of. |
| F4 | The warrants were issued in connection with a promissory note issued by the Issuer to VBC providing for a financing in several tranches up to an aggregate of $40 million. |
| F5 | Chicago Pacific Founders UGP, LLC ("UGP") is the general partner of Chicago Founders GP, LP, the general partner of CPF VBC Growth Aggregator, L.P., the sole manager of VBC. As a result, UGP controls VBC and has the power to vote and dispose of the Issuer's securities held by VBC. Affiliates of VBC also own a 66.81% member interest in VBC. |