P3 Health Partners (PIII) 10-K 20 Oct 22 2021 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Oct. 14, 2022	Jun. 30, 2021
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2021
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-40033
Entity Registrant Name	P3 Health Partners Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-2992794
Entity Address, Address Line One	2370 Corporate Circle Suite 300
Entity Address, City or Town	Henderson
Entity Address State Or Province	NV
Entity Address, Postal Zip Code	89074
City Area Code	702
Local Phone Number	910-3950
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	No
Entity Interactive Data Current	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float				$ 248
Auditor Name	BDO USA, LLP	KPMG LLP
Auditor Location	Las Vegas, Nevada	Irvine, California
Auditor Firm ID	243	185
Entity Central Index Key	0001832511
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Amendment Flag	false
Class A Common
Title of 12(b) Security	Class A Common Stock, Par Value $0.0001 per share
Trading Symbol	PIII
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding			41,578,890
Class V Common
Entity Common Stock, Shares Outstanding			202,024,923
Warrants
Title of 12(b) Security	Warrants, each whole warrant exercisable for oneshare of Class A Common Stock at an exercise priceof $11.50
Trading Symbol	PIIIW
Security Exchange Name	NASDAQ

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)		1 Months Ended	12 Months Ended
		Dec. 31, 2021	Dec. 31, 2020
Financial Designation, Predecessor and Successor [Fixed List]		Successor	Predecessor
CURRENT ASSETS:
Cash		$ 140,477,586	$ 36,261,104
Restricted Cash		356,286	3,641,843
Health Plan Receivables		50,251,004	44,962,787
Clinic Fees and Insurance Receivables, Net		1,090,104	675,954
Other Receivables		726,903	146,117
Prepaid Expenses and Other Current Assets		6,959,067	5,192,782
TOTAL CURRENT ASSETS		199,860,950	90,880,587
LONG-TERM ASSETS:
Property and Equipment		8,230,250	7,743,414
Less: Accumulated Depreciation		(182,321)	(1,592,827)
Property and Equipment, Net		8,047,929	6,150,587
Goodwill		1,309,750,216	871,128
Intangible Assets, Net		835,838,605
Notes Receivable, Net		3,590,715	3,804,662
Right of Use Asset		7,020,045	4,728,242
TOTAL LONG-TERM ASSETS		2,164,247,510	15,554,619
TOTAL ASSETS	[1]	2,364,108,460	106,435,206
CURRENT LIABILITIES:
Accounts Payable and Accrued Expenses		17,730,683	11,793,125
Accrued Payroll		6,304,362	4,003,373
Health Plans Settlements Payable		22,548,694	13,742,775
Claims Payable		101,958,324	56,934,400
Premium Deficiency Reserve		37,835,642	0
Accrued Interest		8,771,065	4,052,406
Current Portion of Long-Term Debt		46,101	89,988
Short-Term Debt		3,578,561
TOTAL CURRENT LIABILITIES		198,773,432	90,616,067
LONG-TERM LIABILITIES:
Right of Use Liability		6,296,883	3,634,429
Warrant Liabilities		11,382,826	6,316,605
Contingent Consideration		3,486,593
Long-Term Debt		80,000,000	45,387,986
TOTAL LONG-TERM LIABILITIES		101,166,302	55,339,020
TOTAL LIABILITIES (1)	[1]	299,939,734	145,955,087
COMMITMENTS AND CONTINGENCIES (NOTE 26)
Redeemable Non-Controlling Interest		1,790,617,285
STOCKHOLDERS'/MEMBERS' EQUITY (DEFICIT):
Accumulated Equity-Based Compensation (Predecessor)			447,474
Redemption of Profits Interests (Predecessor)			(180,000)
Additional Paid in Capital		312,945,752
Accumulated Deficit		(39,418,124)	(130,485,179)
TOTAL STOCKHOLDERS'/MEMBERS' EQUITY (DEFICIT)		273,551,441	(130,217,705)
TOTAL LIABILITIES, MEZZANINE EQUITY & STOCKHOLDERS'/MEMBERS' EQUITY (DEFICIT)		2,364,108,460	106,435,206
Class D Units Subject To Possible Redemption
LONG-TERM LIABILITIES:
Units Subject to Possible Redemption (Predecessor)			47,041,554
Class A Units Subject to Possible Redemption
LONG-TERM LIABILITIES:
Units Subject to Possible Redemption (Predecessor)			$ 43,656,270
Class A Common
STOCKHOLDERS'/MEMBERS' EQUITY (DEFICIT):
Common stock		4,158
Class V Common
STOCKHOLDERS'/MEMBERS' EQUITY (DEFICIT):
Common stock		$ 19,655
[1] The Company’s consolidated balance sheets include the assets and liabilities of its consolidated variable interest entities (“VIEs”). As discussed in Note 28: 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 numbers 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 $8.1 million and $0.8 million as of December 31, 2021 and December 31, 2020, 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 $6.1 million and $1.7 million as of December 31, 2021 and December 31, 2020, respectively. These VIE assets and liabilities do not include $6.0 million of investment in affiliates and $24.1 million of amounts due to affiliates as of December 31, 2021 and $19.4 million of amounts due to affiliates as of December 31, 2020 as these are eliminated in consolidation and not presented within the consolidated balance sheets. See Note 28 “Variable Interest Entities.”

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
CONSOLIDATED BALANCE SHEETS
Investment in affiliates	$ 6,000,000
Due to affiliates	24,100,000	$ 19,400,000
VIE
CONSOLIDATED BALANCE SHEETS
Assets to settle obligations	8,100,000	800,000
Liabilities without recourse to company assets	$ 6,100,000	$ 1,700,000
Class A Common
CONSOLIDATED BALANCE SHEETS
Common stock par or stated value per share	$ 0.0001
Common stock shares authorized	800,000,000
Common stock shares issued	41,578,890
Common stock shares outstanding	41,578,890
Class V Common
CONSOLIDATED BALANCE SHEETS
Common stock par or stated value per share	$ 0.0001
Common stock shares authorized	205,000,000
Common stock shares issued	196,553,523
Common stock shares outstanding	196,553,523
Class D Preferred Units
CONSOLIDATED BALANCE SHEETS
Units Subject to Possible Redemption		16,130,034
Units Subject to Possible Redemption, Issuance Costs		$ 2,958,446

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
OPERATING REVENUE:
TOTAL OPERATING REVENUE	$ 58,762,397	$ 578,602,418	$ 491,063,525	$ 145,482,112
OPERATING EXPENSES:
Medical Expenses	66,877,005	592,465,049	484,502,423	141,029,737
Premium Deficiency Reserve	26,276,575	11,559,067	(20,539,364)	6,363,652
Corporate, General and Administrative Expenses	16,983,132	100,243,148	53,390,338	36,423,532
Sales and Marketing Expenses	364,127	1,818,015	1,502,634	801,685
Amortization of Intangible Assets	6,961,666	34,396
Depreciation	187,558	1,540,335	795,172	399,177
TOTAL OPERATING EXPENSES	117,650,063	707,660,010	519,651,203	185,017,783
OPERATING LOSS	(58,887,666)	(129,057,592)	(28,587,678)	(39,535,671)
OTHER INCOME (EXPENSES):
Interest Expense, net	(1,321,922)	(9,677,477)	(2,533,180)	(2,533,842)
Mark-to-Market of Stock Warrants	2,271,659	(7,664,869)
Other			(290,684)	97,955
TOTAL OTHER INCOME (EXPENSE)	949,737	(17,342,346)	(2,823,864)	(2,435,887)
LOSS BEFORE INCOME TAXES	(57,937,929)	(146,399,938)	(31,411,542)	(41,971,558)
PROVISION FOR INCOME TAXES	0	0	0	0
NET LOSS	(57,937,929)	(146,399,938)	(31,411,542)	(41,971,558)
LESS NET LOSS ATTRIBUTABLE TO REDEEMABLE NON-CONTROLLING INTERESTS	(47,856,729)
NET LOSS ATTRIBUTABLE TO CONTROLLING INTERESTS	$ (10,081,200)	(146,399,938)	(31,411,542)	(41,971,558)
NET LOSS PER SHARE (BASIC)	$ (0.24)
NET LOSS PER SHARE (DILUTED)	$ (0.24)
Capitated Revenue
OPERATING REVENUE:
TOTAL OPERATING REVENUE	$ 57,224,539	567,735,297	480,739,577	139,332,707
Other Patient Service Revenue
OPERATING REVENUE:
TOTAL OPERATING REVENUE	$ 1,537,858	$ 10,867,121	$ 10,323,948	$ 6,149,405

CONSOLIDATED STATEMENTS OF MEMB

CONSOLIDATED STATEMENTS OF MEMBERS' EQUITY (DEFICIT) - USD ($)	Accumulated Deficit	Class A Units Subject to Possible Redemption	Class D Units Subject To Possible Redemption	Class B-1 Preferred Units	Class B-2 Preferred Units	Class B-3 Preferred Units	Class C Preferred Units	Class C-1 Preferred Units	Class C-2 Preferred Units	Redemption of Profits Interests	Total
Financial Designation, Predecessor and Successor [Fixed List]											Predecessor
Balance at the beginning at Dec. 31, 2018	$ (56,131,171)			$ 380,000			$ 67,052				$ (55,684,119)
Balance at the beginning (in shares) at Dec. 31, 2018				2,000,000			425,000
Unit Based Compensation				$ 380,000			$ 94,042				474,042
Unit Based Compensation (in shares)				2,000,000			633,333
Modification	(970,908)			$ (760,000)			$ (161,094)				(1,892,002)
Net Loss	(41,971,558)										(41,971,558)
Balance at the end at Dec. 31, 2019	(99,073,637)										$ (99,073,637)
Balance at the end (in shares) at Dec. 31, 2019				4,000,000			1,058,333
Balance at the beginning at Dec. 31, 2018		$ 41,815,775
Balance at the beginning (in shares) at Dec. 31, 2018		43,051,507
Increase (Decrease) in Temporary Equity [Roll Forward]
Issuance of Units		$ 11,184,468	$ 50,000,000
Issuance of Units (in units)		11,184,468	16,130,034
Conversion of Debt to Class A Units		$ 3,764,025
Conversion of Debt to Class A Units (in units)		3,764,025
Costs of Issuance of Class D Units			$ (2,958,446)
Redemption of Class A Units		$ (15,000,000)
Redemption of Class A Units (in units)		(15,000,000)
Modification of Class A		$ 1,892,002
Balance at the end at Dec. 31, 2019		$ 43,656,270	$ 47,041,554
Balance at the end (in shares) at Dec. 31, 2019		43,000,000	16,130,034
Financial Designation, Predecessor and Successor [Fixed List]											Predecessor
Unit Based Compensation				$ 380,000			$ 67,474				$ 447,474
Unit Based Compensation (in shares)				2,000,000			443,750
Redemption of Units										$ (180,000)	(180,000)
Redemption of Units (in shares)							(200,000)
Net Loss	(31,411,542)										(31,411,542)
Balance at the end at Dec. 31, 2020	(130,485,179)			$ 380,000			$ 67,474			(180,000)	$ (130,217,705)
Balance at the end (in shares) at Dec. 31, 2020				6,000,000			1,302,083
Balance at the end at Dec. 31, 2020		$ 43,656,270	$ 47,041,554
Balance at the end (in shares) at Dec. 31, 2020		43,000,000	16,130,034
Financial Designation, Predecessor and Successor [Fixed List]											Predecessor
Unit Based Compensation				$ 380,000			$ 901,574				$ 1,281,574
Unit Based Compensation (in shares)				2,000,000			660,417
Accelerated on Merger Date					$ 81,081	$ 56,474		$ 2,242,703	$ 39,420
Accelerated on Merger Date (in shares)					4,054,054	5,647,438		1,035,833	1,685,000
Net Loss	(146,399,938)										(146,399,938)
Balance at the end at Dec. 02, 2021	$ (276,885,117)			$ 897,555			$ 3,251,171			$ (180,000)	$ (272,916,391)
Balance at the end (in shares) at Dec. 02, 2021				17,701,492			4,683,333
Balance at the end at Dec. 02, 2021		$ 43,656,270	$ 47,041,554
Balance at the end (in shares) at Dec. 02, 2021		43,000,000	16,130,034
Financial Designation, Predecessor and Successor [Fixed List]											Successor
Net Loss											$ (57,937,929)
Balance at the end at Dec. 31, 2021											$ 273,551,441

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) AND MEZZANINE EQUITY - 1 months ended Dec. 31, 2021 - USD ($)	Common Stock Class A Common	Common Stock Class V Common	Additional Paid in Capital	[1]	Accumulated Deficit	Redeemable Non-controlling Interests	Total
STOCKHOLDERS' EQUITY at Dec. 03, 2021	$ 4,158	$ 19,655	$ 312,945,752		$ (29,336,924)		$ 283,632,641
STOCKHOLDERS' EQUITY (in shares) at Dec. 03, 2021	41,578,890	196,553,523
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Loss					(10,081,200)		(10,081,200)
STOCKHOLDERS' EQUITY at Dec. 31, 2021	$ 4,158	$ 19,655	$ 312,945,752		$ (39,418,124)		$ 273,551,441
STOCKHOLDERS' EQUITY (in shares) at Dec. 31, 2021	41,578,890	196,553,523
Balance at the beginning at Dec. 03, 2021						$ 1,833,838,872
Increase (Decrease) in Temporary Equity [Roll Forward]
Stock Compensation						4,635,142
Net Loss						(47,856,729)
Balance at the end at Dec. 31, 2021						$ 1,790,617,285
[1] Included in the opening balance are transactions completed in connection with the Business Combinations, including the PIPE investment of $195.3 million (net of issuance costs), the equity consideration to P3 shareholders of $80.3 million, and the trust proceeds (net of redemptions) of $37.4 million.

CONSOLIDATED STATEMENTS OF ST_2

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) AND MEZZANINE EQUITY (Parenthetical)	1 Months Ended
	Dec. 31, 2021 USD ($)
Additional Paid in Capital
Business Combinations, including the PIPE investment (net of issuance costs)	$ 195,300,000
Trust proceeds (net of redemptions)	37,400,000
P3 | Additional Paid in Capital
Equity consideration transferred	$ 80,300,000

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
CONSOLIDATED STATEMENTS OF CASH FLOWS
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Net Loss	$ (57,937,929)	$ (146,399,938)	$ (31,411,542)	$ (41,971,558)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Depreciation Expense	187,558	1,540,335	795,172	399,177
Amortization of Intangible Assets	6,961,666	34,396
Stock-Based Compensation	4,635,142	3,701,252	447,475	474,042
Amortization of Debt Origination Fees		658,587	80,237
Amortization of Discount from Issuance of Debt		1,139,060	144,971
Mark-to-Market Adjustment of Stock Warrants	(2,271,659)	7,664,869
Premium Deficiency Reserve	26,276,575	11,559,067	(20,539,364)	6,363,652
Changes in Assets and Liabilities, net of Acquisitions:
Accounts Receivable	1,467,289	(1,484,932)	139,212	424,137
Health Plan Receivables / Premiums	3,236,036	(2,770,246)	(27,507,240)	(9,653,991)
Other Current Assets	(4,704,294)	4,254,368	(4,160,078)	(122,765)
Net Change in ROU Assets and Liabilities	(21,886)	305,677	(704,500)	(1,620,600)
Accounts Payable	7,731,972	34,224,416	8,102,668	803,503
Accrued Payroll	3,158,624	(1,134,709)	2,289,655	502,602
Accrued Interest	(497,781)	5,216,440	1,848,265	2,204,141
Health Plan Payables / Premiums	(2,591,997)	11,264,767	8,804,203	1,853,358
Claims Payable	(971,210)	19,097,060	37,075,052	12,057,792
Net Cash Used in Operating Activities	(15,341,894)	(51,129,531)	(24,595,814)	(28,286,510)
Cash Flows From Investing Activities
Purchases of Property, Plant and Equipment	(120,559)	(3,290,482)	(2,926,621)	(1,451,861)
Acquisitions, Net of Cash Acquired	(47,879,102)	(4,989,000)	(130,000)
Notes Receivable, Net	143,297	70,650	(109,527)	(2,404,862)
Net Cash Used in Investing Activities	(47,856,364)	(8,208,832)	(3,166,148)	(3,856,723)
Cash Flows From Financing Activities
Issuance (Redemption) of Class A, C and D Units			(180,000)	62,041,554
Proceeds from PIPE, Net of Issuance Costs	195,307,872
Proceeds from Long-Term Debt, Net of Discount and Issuance Costs		24,625,000	36,433,282	16,164,914
Proceeds from Short-Term Debt	3,377,329	351,872
Repayment of Long-Term Debt	(8,008)	(186,519)	(1,493,221)	(14,586,891)
Net Cash Provided by Financing Activities	198,677,193	24,790,353	34,760,061	63,619,577
Net Change in Cash and Restricted Cash	135,478,935	(34,548,010)	6,998,099	31,476,344
Cash and Restricted Cash at Beginning of Period	5,354,937	39,902,947	32,904,848	1,428,504
Cash and Restricted Cash at End of Period	140,833,872	5,354,937	39,902,947	32,904,848
Supplemental Cash Flow Information:
Cash Paid for Interest	$ 1,346,254	$ 2,796,368	685,419	560,246
Accrued Costs for Software (Development in Process)			$ 249,454	176,352
Conversion of Class A Units to Long-Term Debt				15,000,000
Conversion of Long-Term Debt to Class A Units				$ 3,764,245

Company Operations

Company Operations	12 Months Ended
	Dec. 31, 2021
Company Operations
Company Operations	Note 1: Company Operations P3 Health Partners Inc. (the “Company” or “P3”) is a patient-centered and physician-led population health management company and, for accounting purposes, is the successor to P3 Health Group Holdings, LLC (“P3 Health Group Holdings”). P3 Health Group Holdings and Subsidiaries was founded on April 12, 2017 and began commercial operations on April 20, 2017 to provide population health management services on an at-risk basis to insurance plans offering medical coverage to Medicare beneficiaries under Medicare Advantage programs. Medicare Advantage programs are insurance products created solely for Medicare beneficiaries. Insurance plans contract directly with the Centers for Medicare and Medicaid Services (“CMS”) to offer Medicare beneficiaries benefits that replace traditional Medicare Fee for Service (“FFS”) coverage. On December 3, 2021, (the “Closing Date”), Foresight Acquisition Corp (“Foresight”) and P3 Health Group Holdings consummated a series of business combinations pursuant to which, among other things, P3 Health Group Holdings merged with and into FAC Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Foresight Acquisition Corp. (“Merger Sub”) (the “P3 Merger”), with Merger Sub as the surviving company, which was renamed P3 Health Group, LLC (“P3 LLC”), and FAC-A Merger Sub Corp., a Delaware corporation and a wholly owned subsidiary of Foresight, FAC-B Merger Sub Corp., a Delaware corporation and a wholly owned subsidiary of Foresight (together with FAC-A Merger Sub Corp., the “Merger Corps”) merged with and into CPF P3 Blocker-A, LLC, a Delaware limited liability company, CPF P3 Blocker-B, LLC a Delaware limited liability company (together with CPF P3 Blocker-A, LLC, the “Blockers”), with the Blockers as the surviving entities and wholly-owned subsidiaries of Foresight (collectively, the “Business Combinations”). Upon completion of the Business Combinations (the “Closing”), the Company and P3 LLC were organized in an “Up-C” structure in which all of the P3 LLC operating subsidiaries are held directly or indirectly by P3 LLC, and the Company directly owned approximately 17.1% of P3 LLC and became the sole manager of P3 LLC. Following Closing, substantially all of the Company’s assets and operations are held and conducted by P3 LLC and its subsidiaries, and the Company’s only assets are equity interest in P3 LLC. In connection with the closing of the transactions, the Company changed its name from Foresight Acquisition Corp. to P3 Health Partners Inc. The Company’s contracts with health plans are based on an at-risk shared savings model. Under this model, the Company is financially responsible for the cost of all contractually-covered services provided to members assigned to the Company by health plans in exchange for a fixed monthly “capitation” payment, which is generally a percentage of the payment health plans receive from CMS. Under this arrangement, Medicare beneficiaries generally receive all their healthcare coverage through the Company’s network of employed and affiliated physicians and specialists (except for emergency situations). The services provided to health plans’ members vary by contract. These may include utilization management, care management, disease education, and maintenance of a quality improvement and quality management program for members assigned to the Company. Effective January 1, 2019, the Company is also responsible for the credentialing of Company providers, processing and payment of claims and the establishment of a provider network for certain health plans. At December 31, 2021, 2020 and 2019, the Company had agreements with seventeen, twelve and seven health plans, respectively. The Company has Management Services Agreements (“MSAs”) and deficit funding agreements with Kahan, Wakefield, Abdou, PLLC and Bacchus, Wakefield, Kahan, PC, P3 Health Partners Professional Services P.C., P3 Medical Group, P.C. and P3 Health Partners California, P.C. (collectively, the “Network”). As more fully described in Note 28 “Variable Interest Entities,” the entities in the Network are variable interest entities and the Company is the primary beneficiary of the Network. The MSAs provide that the Company or its subsidiaries will furnish administrative personnel, office supplies and equipment, general business services, contract negotiation and billing and collection services to the Network. Fees for these services are the excess of the Network’s revenue over expenses. Per the deficit funding agreements, the Company or its subsidiaries are obligated to lend amounts to the Network to the extent expenses exceed revenues. The loan will bear interest at prime plus 2%. In addition to the Company’s contracts with health plans, through its relationship with Kahan, Wakefield, Abdou, PLLC and Bacchus, Wakefield, Kahan, PC, the Company provides primary healthcare services through its employed physician clinic locations. These primary care clinics are reimbursed for services provided under FFS contracts with various payers and through capitated – per member, per month (“PMPM”) arrangements.

Restatement of Previously Issue

Restatement of Previously Issued Financial Statements	12 Months Ended
	Dec. 31, 2021
Restatement of Previously Issued Financial Statements
Restatement of Previously Issued Financial Statements	Note 2: Restatement of Previously Issued Financial Statements The Company has restated the consolidated financial statements for the years ended December 31, 2020 and 2019. Network Since 2017, P3 Health Group Holdings and P3 Health Partners, LLC (collectively with P3 Health Partners, Inc., “P3”) have entered into a collective of arrangements with the Network whereby P3 consolidates the Network under the Variable Interest Entity model in accordance with ASC Topic 810 , Consolidation Based on management’s evaluation, it was concluded that the Company’s accounting for non-controlling interests related to the Network is not attributed in the manner contemplated by ASC 810. As a result, the Company is reclassifying the loss attributable to non-controlling interest related to the Network to loss attributable to controlling interests on the Consolidated Balance Sheets, Consolidated Statements of Operations, and the Consolidated Statements of Changes in Stockholders’/Members’ Equity for the periods described above. The Company’s accounting for the loss in controlling interests instead of non-controlling interests has no impact on the Company’s current or previously reported cash position, revenue, operating expenses or total operating, investing or financing cash flows. Preferred Returns P3’s capital structure consists of Class A Units, which represent commitments from the Company’s private equity sponsors, and Class D Units, which represents an additional investment from a private equity sponsor. Both the Class A and Class D Units have voting rights and, accrue a preferred return in the amount of 8.0% per annum. Historically, all of the accrued returns have been incorrectly recognized as interest expense on P3’s Statements of Operations and as equity on P3’s Balance Sheets. Based on the analysis of the Class A and Class D Units, the preferred returns should not be accrued until they are legally declared. As a result, the Company’s historical recording of preferred returns in equity and interest expense has been removed as no recognition is necessary until legally declared. Class A Units ​ Historically, the Class A Preferred Units issued by P3 have been accounted for as permanent equity. Since the Class A Preferred Units are redeemable upon the occurrence of a Sale of the Company via the liquidation and distribution preferences that returns invested capital and the preferred return, management evaluated whether the occurrence of such an event is outside of the Company’s control. As the Class A preferred unit holders hold a majority vote, the redemption of Class A Preferred Units upon a Sale of the Company, irrespective of probability, is outside of the Company’s control. Based on management’s evaluation, the Class A Preferred Units should be reclassified from permanent to mezzanine equity. Additionally, the Company entered into the Second Amended and Restated Limited Liability Company Agreement in 2019, which provided the holders of Class A units an 8% per annum preferred return. The Company determined that the amendment should be accounted for as a modification. Therefore, the Company recorded the incremental increase in fair value as an adjustment to the carrying value of Class A units with an offset to APIC equivalent and accumulated deficit. Capitated Revenues ​ Medicare pays capitation using a “risk adjustment model”, which compensates providers based on the health status (acuity) of each individual patient (via a Risk Adjustment Factor, “RAF”). The Company’s policy is to recognize the variable RAF component of capitation revenues, to the extent that it is probable a significant reversal will not occur. At the December 31, 2020 balance sheet date the Company determined its estimates of the RAF components of certain capitation revenues were constrained and therefore not estimable, as it was not probable a significant reversal would not occur. The Company subsequently collected the RAF components of capitation payments prior to the issuance of the 2020 financial statements, effectively relieving the constraints which previously existed at the December 31, 2020 balance sheet date. Capitation revenues for 2020 are restated based on the results of management’s analysis of the RAF component of cash receipts collected prior to the issuance 2020 financial statements which were previously determined to not be estimable. The total amount of the RAF adjustment was $6,532,954. There were two other errors related to capitated revenue, other patient service revenue, and medical expenses which were corrected in the restatement. Firstly, the Company has reclassified capitated revenue streams attributable to the Network. These capitated revenues were previously classified as “other patient service revenue” and then have been reclassified into “capitated revenue”. Secondly, the Company has eliminated intercompany revenue and expense related to transactions between Bacchus and P3-NV that should have been eliminated in consolidation. Prior to the restatement noted above regarding capitated revenue, this adjustment was a decrease to other patient service revenue and a decrease to medical expenses. Disclosure Correction The amounts reported as intercompany accrued interest for advances made to the Company’s consolidated VIE were incorrectly disclosed for the year ended December 31, 2020 and has been reduced (see Note 27). The disclosure of the condensed financial statement of the VIE have also been corrected for accrued interest and interest expense relating to the advance (see Note 28). There is no impact to the consolidated financial statements of the Company as result of this correction to the disclosures. The following tables summarize the restatement adjustments on each financial statement line item affected by the restatement as of the dates, and for the periods, indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously ​ Network ​ Preferred Returns ​ Class A Units ​ Revenue ​ ​ ​ ​ Reported Adjustments Adjustments Adjustments Adjustments As Restated Consolidated Balance Sheet as of December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Settlement Receivable ​ $ 38,429,833 ​ $ — ​ $ — ​ $ — ​ $ 6,532,954 ​ $ 44,962,787 Total Current Assets ​ ​ 84,347,633 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 90,880,587 Total Assets ​ ​ 99,902,252 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 106,435,206 Class A Units Subject to Possible Redemption ​ ​ — ​ ​ — ​ ​ — ​ ​ 43,656,270 ​ ​ — ​ ​ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 51,608,900 ​ ​ — ​ ​ (4,567,346) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 3,815,034 ​ ​ — ​ ​ (3,815,034) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 1,368,567 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 447,475 Retained Loss from Non-Controlling Interests ​ (18,187,381) ​ 18,187,381 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (126,242,225) ​ ​ (18,187,381) ​ ​ 8,382,381 ​ ​ (970,908) ​ ​ 6,532,954 ​ ​ (130,485,179) Total Member’s Deficit ​ ​ (97,661,735) ​ ​ — ​ ​ 4,567,346 ​ ​ (43,656,270) ​ ​ 6,532,954 ​ ​ (130,217,705) Total Liabilities, Mezzanine Equity & Members' Equity (Deficit) ​ ​ 99,902,252 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 106,435,206 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statement of Operations for the Year Ended December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 471,551,241 ​ $ — ​ $ — ​ $ — ​ $ 9,188,336 ​ $ 480,739,577 Other Patient Service Revenue ​ ​ 13,990,050 ​ ​ — ​ ​ — ​ ​ — ​ ​ (3,666,102) ​ ​ 10,323,948 Total Operating Revenue ​ ​ 485,541,291 ​ ​ — ​ ​ — ​ ​ — ​ ​ 5,522,234 ​ ​ 491,063,525 Medical Expenses ​ ​ 485,513,143 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,010,720) ​ ​ 484,502,423 Total Operating Expenses ​ ​ 520,661,923 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,010,720) ​ ​ 519,651,203 Operating Loss ​ ​ (35,120,632) ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ (28,587,678) Interest Expense, net ​ ​ (9,970,260) ​ ​ — ​ ​ 7,437,080 ​ ​ — ​ ​ — ​ ​ (2,533,180) Total Other Income (Expense) ​ ​ (10,260,944) ​ ​ — ​ ​ 7,437,080 ​ ​ — ​ ​ — ​ ​ (2,823,864) Net Loss Attributable to Non-Controlling Interests ​ ​ (4,307,071) ​ ​ 4,307,071 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (41,074,505) ​ (4,307,071) ​ ​ 7,437,080 ​ ​ — ​ ​ 6,532,954 ​ (31,411,542) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Changes in Members' Deficit for the Year Ended December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return(s) at 8% (Class A + Class D Units) ​ $ 7,437,080 ​ $ — ​ $ (7,437,080) ​ $ — ​ $ — ​ $ — Net Loss ​ ​ (45,381,576) ​ ​ — ​ ​ 7,437,080 ​ ​ — ​ ​ 6,532,954 ​ ​ (31,411,542) Balance as of December 31, 2020 ​ ​ (97,661,735) ​ ​ — ​ ​ 4,567,346 ​ ​ (43,656,270) ​ ​ 6,532,954 ​ ​ (130,217,705) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Cash Flows for the Year Ended December 31 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (45,381,576) ​ $ — ​ $ 7,437,080 ​ $ — ​ $ 6,532,954 ​ $ (31,411,542) Health Plan Settlements Receivable/Premiums Receivable ​ ​ (20,974,286) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,954) ​ ​ (27,507,240) Class A and Class D Preferred Returns ​ ​ 7,437,080 ​ ​ — ​ ​ (7,437,080) ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Balance Sheet as of December 31, 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Units Subject to Possible Redemption ​ $ — ​ $ — ​ $ — ​ $ 43,656,270 ​ $ — ​ $ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 47,556,622 ​ ​ — ​ ​ (515,068) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 430,230 ​ ​ — ​ ​ (430,230) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 921,092 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ — Retained Loss from Non-Controlling Interests ​ (13,880,310) ​ 13,880,310 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (85,167,716) ​ ​ (13,880,310) ​ ​ 945,297 ​ ​ (970,908) ​ ​ — ​ ​ (99,073,637) Total Member’s Deficit ​ ​ (55,932,434) ​ ​ — ​ ​ 515,068 ​ ​ (43,656,271) ​ ​ — ​ ​ (99,073,637) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statement of Operations for the Year Ended December 31, 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 138,727,943 ​ $ — ​ $ — ​ $ — ​ $ 604,764 ​ $ 139,332,707 Other Patient Service Revenue ​ ​ 7,166,889 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,017,484) ​ ​ 6,149,405 Total Operating Revenue ​ ​ 145,894,832 ​ ​ — ​ ​ — ​ ​ — ​ ​ (412,720) ​ ​ 145,482,112 Medical Expenses ​ ​ 141,442,457 ​ ​ — ​ ​ — ​ ​ — ​ ​ (412,720) ​ ​ 141,029,737 Total Operating Expenses ​ ​ 185,430,503 ​ ​ — ​ ​ — ​ ​ — ​ ​ (412,720) ​ ​ 185,017,783 Interest Expense, net ​ ​ (3,479,139) ​ ​ — ​ ​ 945,297 ​ ​ — ​ ​ — ​ $ (2,533,842) Total Other Income (Expense) ​ ​ (3,381,184) ​ ​ — ​ ​ 945,297 ​ ​ — ​ ​ — ​ ​ (2,435,887) Net Loss Attributable to Non-Controlling Interests ​ ​ (7,907,592) ​ ​ 7,907,592 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (35,009,263) ​ (7,907,592) ​ ​ 945,297 ​ ​ — ​ ​ — ​ (41,971,558) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Changes in Members' Deficit for the Year Ended December 31, 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return(s) at 8% (Class A + Class D Units) ​ $ 945,298 ​ $ — ​ $ (945,298) ​ $ — ​ $ — ​ $ — Net Loss ​ ​ (42,916,855) ​ ​ — ​ ​ 945,297 ​ ​ — ​ ​ — ​ ​ (41,971,558) Conversion of Debt to Class A Units ​ ​ 3,764,025 ​ ​ — ​ ​ — ​ ​ (3,764,025) ​ ​ — ​ ​ — Class A Units Issued ​ ​ 11,184,468 ​ ​ — ​ ​ — ​ ​ (11,184,468) ​ ​ — ​ ​ — Redemption of Class A Units ​ ​ (15,000,000) ​ ​ — ​ ​ — ​ ​ 15,000,000 ​ ​ — ​ ​ — Modification of Class A ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,892,002) ​ ​ — ​ ​ (1,892,002) Balance as of December 31, 2019 ​ ​ (55,932,434) ​ ​ — ​ ​ 515,068 ​ ​ (43,656,271) ​ ​ — ​ ​ (99,073,637) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Cash Flows for the Year Ended December 31 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (42,916,855) ​ $ — ​ $ 945,297 ​ $ — ​ $ — ​ $ (41,971,558) Class A and Class D Preferred Returns ​ ​ 945,297 ​ ​ — ​ ​ (945,297) ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Changes in Members' Deficit for the Year Ended December 31, 2018 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of December 31, 2018 ​ $ (13,868,589) ​ $ — ​ $ — ​ $ (41,815,530) ​ $ — ​ $ (55,684,119) ​ The restated unaudited interim financial information for the quarterly periods ended September 30, 2021, June 30, 2021, March 31, 2021, September 30, 2020, June 30, 2020 and March 31, 2020, is included in Note 30, “Quarterly Financial Information (Unaudited)”.

Going Concern and Liquidity

Going Concern and Liquidity	12 Months Ended
	Dec. 31, 2021
Going Concern and Liquidity
Going Concern and Liquidity	Note 3: Going Concern and Liquidity The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has experienced losses since its inception and had losses of $ 57,937,929 for the 2021 Successor Period (See Note 4), $ 146,399,938 for the 2021 Predecessor Period (See Note 4), and $ 31,411,542 for the year ended December 31, 2020. Such losses were primarily the result of costs incurred in adding new members, building relationships with physician partners and payors, and developing new services. The Company anticipates operating losses and negative cash flows to continue for the foreseeable future as it continues to grow membership. As of December 31, 2021, and December 31, 2020, the Company had $140,477,586 and $36,261,104, respectively, in unrestricted cash and cash equivalents available to fund future operations. The Company’s capital requirements will depend on many factors, including the pace of our growth, ability to manage medical costs, the maturity of our members, and our ability to raise capital, and the Company will need to use available capital resources and/or raise additional capital earlier than currently anticipated. When the Company pursues additional debt and/or equity financing, there can be no assurance that such financing will be available on terms commercially acceptable to the Company. If the Company is unable to obtain additional funding when needed, it will need to curtail planned activities in order to reduce costs, which will likely have an unfavorable effect on the Company’s ability to execute on its business plan, and have an adverse effect on its business, results of operations and future prospects. As a result of these matters, substantial doubt exists about the Company’s ability to continue as a going concern within one year after the date the financial statements are issued. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

Significant Accounting Policies

Significant Accounting Policies	12 Months Ended
	Dec. 31, 2021
Significant Accounting Policies
Significant Accounting Policies	Note 4: Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”) . As a result of the Business Combinations, for accounting purposes, Foresight is the acquirer and P3 Health Group Holdings, LLC, which was renamed P3 Health Group, LLC (“P3 LLC”), is the accounting acquiree and predecessor. The financial statement presentation includes the financial statements of P3 LLC as “Predecessor” for the periods prior to the Closing Date (the “Predecessor Period(s)”) and of the Company as “Successor” for the periods after the Closing Date (the “Successor Period(s)”), including the consolidation of P3 LLC. The Successor Period includes the Company’s results of operations and cash flows for the period December 1 through December 2, 2021. As a result of the application of the acquisition method of accounting as of the Closing Date of the Business Combinations, the accompanying consolidated financial statements include a black line division that indicates that the Predecessor and Successor reporting entities shown are presented on a different basis and are therefore, not comparable. The Company qualifies as an emerging growth company (“EGC”) and as such, has elected the extended transition period for complying with certain new or revised accounting pronouncements. During the extended transition period, the Company is not subject to certain new or revised accounting standards applicable to public companies. The accounting pronouncements pending adoption as described in Note 6 “Recent Accounting Pronouncements Not Yet Adopted” reflect effective dates for the Company as an EGC with the extended transition period. Principles of Consolidation The consolidated financial statements have been prepared in accordance with GAAP and include the accounts of the Company, and its subsidiaries, all of which are controlled by the Company through majority voting control and variable interest entities for which the Company is the primary beneficiary. As more fully described in Note 28 “Variable Interest Entities”, the Company is the primary beneficiary of the following physician practices (the “Network”): ● Kahan, Wakefield, Abdou, PLLC (“KWA”) ● Bacchus, Wakefield, Kahan, PC (“BACC”) ● P3 Health Partners Professional Services, P.C. ● P3 Medical Group, P.C. ● P3 Health Partners California, P.C. All intercompany accounts and transactions have been eliminated in consolidation. Variable Interest Entities (“VIE” or “VIEs”) Management analyzes whether the Company has any financial interests in VIEs. This analysis includes a qualitative review based on an evaluation of the design of the entity, its organizational structure, including decision making ability and financial agreements, as well as a quantitative review. ASC 810 , Segment Reporting The Company presents the financial statements by segment in accordance with Accounting Standard Codification Topic No. 280, Segment Reporting Management’s Use of Estimates Preparation of these consolidated financial statements and accompanying footnotes, in conformity with GAAP, requires Management to make estimates and assumptions that could affect amounts reported here. Management bases its estimates on the best information available at the time, its experiences and various other assumptions believed to be reasonable under the circumstances including estimates of the impact of COVID-19. See Note 26 “Commitments and Contingencies” for further discussion on the impact of COVID-19. The areas where significant estimates are used in these accompanying consolidated financial statements include revenue recognition, the liability for unpaid claims, unit-based compensation, premium deficiency reserves, fair value and impairment recognition of long-lived assets (including intangibles and goodwill), fair value of acquired assets and liabilities in business combinations, share-based compensation, fair value of liability classified instruments and judgments related to deferred income taxes. Actual results could differ from those estimates. Earnings (Loss) per Share and Member Unit Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share attributable to common stockholders adjusts basic earnings per share for the potentially dilutive impact of Public Warrants, Private Placement Warrants, restricted shares and escrow shares. As the Company has reported losses for all periods presented, all potentially dilutive securities are antidilutive and accordingly, basic net loss per share equals diluted net loss per share. The Company analyzed the calculation of net loss per member unit for Predecessor Periods and determined that it resulted in values that would not be meaningful to the users of these consolidated financial statements. Therefore, net loss per member unit information has not been presented for Predecessor Periods. Cash and Restricted Cash Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits at banks. Accounts at each institution are insured up to $250,000 by the Federal Deposit Insurance Corporation (“FDIC”). In 2021 and 2020, the Company maintained its cash in bank deposit accounts that, at times, may have exceeded FDIC insured limits. Management does not expect any losses to occur on such accounts. At December 31, 2021 and 2020, the Company had unrestricted cash of $140,477,586 and $36,261,104, respectively, deposited at banking institutions which are subject to the FDIC insured limit. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ ​ December 31, ​ 2021 2020 Checking ​ $ 140,477,586 ​ ​ $ 36,261,104 Restricted ​ 356,286 ​ ​ 3,641,843 Total Cash Balances ​ $ 140,833,872 ​ ​ $ 39,902,947 ​ Restricted Cash is that which is held for a specific purpose (such as payment of partner distributions and legal settlements) and is thus not available to the Company for immediate or general business use. Restricted Cash appears as a separate line item on the Company’s consolidated balance sheets. The following table provides a reconciliation of cash and restricted cash on the balance sheet of the predecessor period at December 2, 2021, December 31, 2020, and December 31, 2019 that sum to the total of these items reported in the statement of cash flows. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ ​ December 2, ​ December 31, ​ December 31, ​ 2021 2020 2019 Checking ​ $ 5,300,842 ​ $ 36,261,104 ​ $ 32,592,496 Restricted ​ 54,095 ​ 3,641,843 ​ 312,352 Total Cash Balances ​ $ 5,354,937 ​ $ 39,902,947 ​ $ 32,904,848 ​ Revenue Recognition and Revenue Sources The Company categorizes revenue based on various factors such as the nature of contracts and order to billing arrangements as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ ​ Predecessor ​ ​ ​ December 3, 2021 ​ ​ ​ ​ ​ January 1, 2021 ​ ​ ​ Year Ended ​ ​ ​ Year Ended ​ ​ ​ ​ ​ through December 31, ​ ​ ​ ​ ​ through December 2, ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ Revenue Type 2021 % of Total ​ 2021 % of Total ​ 2020 % of Total 2019 % of Total Capitated Revenue ​ $ 57,224,539 ​ 97 % ​ ​ $ 567,735,297 ​ 98 % $ 480,739,577 ​ 98 % $ 139,332,707 ​ 96 % Other Patient Service Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Clinical Fees & Insurance Revenue ​ 750,675 ​ 2 % ​ 4,318,074 1 % ​ 3,364,504 1 % ​ 3,312,107 2 % Shared Risk Revenue ​ 180,558 ​ 0 % ​ 601,509 0 % ​ 1,111,466 0 % ​ 932,301 1 % Care Coordination / Management Fees ​ ​ 600,175 ​ 1 % ​ ​ ​ 5,880,397 ​ 1 % ​ 5,614,539 ​ 1 % ​ 1,893,553 ​ 1 % Incentive Fees ​ 6,450 ​ 0 % ​ 67,141 0 % ​ 233,439 0 % ​ 11,444 0 ​ Total Other Patient Service Revenue ​ 1,537,858 ​ 3 % ​ 10,867,121 2 % ​ 10,323,948 2 % ​ 6,149,405 4 % Total Revenue ​ $ 58,762,397 ​ 100 % ​ ​ $ 578,602,418 100 % $ 491,063,525 100 % $ 145,482,112 100 % ​ The following table depicts the health plans from which the Company has a concentration of revenue that is 10.0% or more: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ December 3, 2021 ​ ​ ​ ​ January 1, 2021 ​ ​ ​ Year Ended ​ ​ ​ Year Ended ​ ​ ​ ​ ​ through December 31, ​ ​ ​ ​ through December 2, ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ Plan Name 2021 % of Total ​ 2021 % of Total ​ 2020 % of Total 2019 % of Total ​ Health Plan A $ 11,664,112 ​ 20 % $ 139,289,079 ​ 24 % $ 147,906,495 ​ 30 % $ — ​ — Health Plan B ​ 12,757,714 ​ 22 % ​ 126,460,232 ​ 22 % ​ 112,384,330 ​ 23 % ​ 13,557,771 ​ 9 % Health Plan C ​ 6,156,558 ​ 10 % ​ 71,061,602 ​ 12 % ​ 66,237,074 ​ 13 % ​ 27,788,287 ​ 19 % Health Plan D ​ 10,337,160 ​ 18 % ​ 114,496,751 ​ 20 % ​ 62,683,829 ​ 13 % ​ 6,106,544 ​ 4 % Health Plan E ​ 1,820,518 ​ 3 % ​ 22,249,245 ​ 4 % ​ 28,880,247 ​ 6 % ​ 39,265,322 ​ 27 % Health Plan F ​ 2,446,094 ​ 4 % ​ 26,670,388 ​ 5 % ​ 24,521,349 ​ 5 % ​ 26,703,364 ​ 18 % Health Plan G ​ — ​ — % ​ 264,006 ​ — % ​ 22,646,251 ​ 5 % ​ 20,157,166 ​ 14 % All Other ​ 13,580,241 ​ 23 % ​ 78,111,115 ​ 13 % ​ 25,803,950 ​ 5 % ​ 11,903,658 ​ 9 % Total Revenue ​ $ 58,762,397 ​ 100 % ​ $ 578,602,418 ​ 100 % $ 491,063,525 ​ 100 % $ 145,482,112 ​ 100 % ​ Revenue Recognition The Company follows the accounting requirements of ASC 606, Revenue from Contracts with Customers complete, and revenue is earned, upon the transfer of a promise to deliver The principles of ASC 606 are generally applied using the following five steps: 1. Identify the contract(s) with a customer. 2. Identify the performance obligations in the contract. 3. Determine the transaction price. 4. Allocate the transaction price to the performance obligations in the contract; and 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The guidance requires disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized. The Company initially applied the standard on January 1, 2019, using the modified retrospective adoption method, and elected to apply the modified retrospective method only to contracts that were not completed as of this date. Additionally, the Company utilized the portfolio approach to group contracts together with similar characteristics for the adoption analysis. Capitated Revenue The Company contracts with health plans using an at-risk (shared savings) model. Under the at-risk model, the Company is responsible for the cost of all covered services provided to members assigned by the health plans to the Company in exchange for a fixed premium payment, which generally is a percentage of the payment (“POP”) based on health plans’ premiums received from CMS. Through this capitation arrangement, the Company stands ready to provide assigned Medicare Advantage beneficiaries all their medical care via the Company’s directly employed and affiliated physician/specialist network. The premiums health plans receive are determined via a competitive bidding process with CMS and are based on the costs of care in local markets and the average utilization of services by patients enrolled. Medicare pays capitation using a “risk adjustment model”, which compensates providers based on the health status (acuity) of each individual patient. Medicare Advantage plans with higher acuity patients receive higher premiums. Conversely, Medicare Advantage plans with lower acuity patients receive lesser premiums. Under the risk adjustment model, capitation is paid on an interim basis based on enrollee data submitted for the preceding year and is adjusted in subsequent periods after final data is compiled. The Company generally estimates transaction prices using the most likely methodology. Amounts are only included in the transaction price to the extent any significant uncertainty of reversal on cumulative revenue will not occur and is, furthermore, resolved. In certain contracts, PMPM fees also include adjustments for items such as performance incentives or penalties based on the achievement of certain clinical quality metrics as contracted with payors. Capitated revenues are recognized based on an estimated PMPM transaction price to transfer the service for a distinct increment of the series (e.g. month) and is recognized net of projected acuity adjustments and performance incentives or penalties as Management cannot reasonably estimate the ultimate PMPM payment of those contracts. The Company recognizes revenue in the month in which eligible members are entitled to receive healthcare benefits during the contract term. The capitation amount is subject to possible retroactive premium risk adjustments based on the member’s individual acuity. In 2019, the Company recorded $150,681 of additional revenue related to prior year premium risk adjustments. There were no premium risk adjustments recorded in 2021 and 2020 as related to prior years. As the period between the time of service and time of payment is typically one year or less, Management elected the practical expedient under ASC 606-10-32-18 and did not adjust for the effects of a significant financing component. The Company’s contracts with health plans may include core functions and services for managing assigned patients’ medical care. The combination of those services is offered as one “single solution” (“bundle”). Capitation contracts have a single performance obligation that is a stand ready obligation to perform healthcare services to the population of enrolled members and constitutes a series for the provision of managed healthcare services for the term of the contract, which is deemed to be one month since the mix of patients-customers can change month over month The Company does not offer nor price each individual function as a standalone a la carte service to health plans. However, the addition or exclusion of certain services may be negotiated and reflected in each health plan’s specific total POP. At December 31, 2021, 2020 and 2019, the Company had POP contracts in effect with 17 health plans (across 4 states), 12 health plans (across 4 states) and 7 health plans (across 2 states), respectively. Each month, in accordance with contractual obligations (for non-delegated health plans; e.g. those for which the Company has not been delegated for claims processing), each plan funds a medical claims payment reserve equal to a defined percentage of premium attributable to members assigned to the Company. In turn, the Company administers and funds medical claims for contractually covered services, for assigned health plan members, from that health plan’s reserve. On a quarterly or monthly basis, health plans conduct a settlement of the reserve to determine any surplus or deficit amount. The reconciliation and distribution of the reserve occur within 120-days following the end of each quarter. An annual settlement reconciliation and distribution from all funds occurs within twenty-one months following each year-end. As of December 31, health plan receivables and health plan settlement payables, by health plan, by year, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Receivables ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, Health Plan Name 2021 2020 Health Plan A ​ $ 4,695,712 ​ ​ $ 5,732,221 Health Plan B ​ 15,473,828 ​ ​ 15,316,696 Health Plan C ​ 1,380,752 ​ ​ 7,332,687 Health Plan D ​ 6,651,586 ​ ​ 6,863,270 Health Plan E ​ 2,439,046 ​ ​ 2,194,209 Health Plan F ​ 2,925,751 ​ ​ 3,222,247 Health Plan G ​ 239,375 ​ ​ 2,735,562 Health Plan H ​ 2,185,619 ​ ​ 878,866 Health Plan I ​ 1,134,750 ​ ​ 17,908 Health Plan J ​ 149,915 ​ ​ 285,730 Health Plan K ​ 2,705,147 ​ ​ 4,569 Health Plan L ​ 899,560 ​ ​ 378,822 Health Plan M ​ ​ 1,747,116 ​ ​ ​ — Health Plan N ​ ​ 974,092 ​ ​ ​ — Health Plan O ​ ​ 666,291 ​ ​ ​ — Health Plan P ​ ​ 106,162 ​ ​ ​ — Health Plan Q ​ ​ 61,990 ​ ​ ​ — Health Plan R ​ ​ 3,578,682 ​ ​ ​ — Health Plan T ​ ​ 2,175,324 ​ ​ ​ — Health Plan U ​ ​ 60,306 ​ ​ ​ — Total Health Plan Receivables ​ $ 50,251,004 ​ ​ $ 44,962,787 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Settlement Payables ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, Health Plan Name 2021 2020 Health Plan B ​ $ 11,700,274 ​ ​ $ — Health Plan C ​ ​ — ​ ​ ​ 1,928,414 Health Plan D ​ 3,882,250 ​ ​ 4,680,185 Health Plan F ​ 6,085,425 ​ ​ 6,125,681 Health Plan G ​ ​ 776,164 ​ ​ ​ 1,008,495 Health Plan I ​ ​ (215,626) ​ ​ ​ — Health Plan O ​ ​ (39,151) ​ ​ ​ — Health Plan U ​ ​ 226,209 ​ ​ ​ — Health Plan V ​ 133,149 ​ ​ — Total Health Plan Settlement Payables ​ $ 22,548,694 ​ ​ $ 13,742,775 ​ At December 31, 2021 and 2020, Management has deemed the Company’s settlement receivables to be fully collectible from those health plans where the Company is not delegated for claims processing. Accordingly, a constraint on the variable consideration associated with settlement receivables was not necessary. Other Patient Service Revenue(s) – Clinical Fees and Insurance Revenue Clinic fees and insurance revenues relate to net patient fees received from various payers and direct patients (“self-payers”) under contracts in which the Company’s sole performance obligation is to provide healthcare services through the operation of medical clinics. The Company recognizes clinic fees and insurance revenue in the period in which services are provided. Under FFS payment arrangements, revenue is recognized on the date of service. The Company’s performance obligations are typically satisfied in the same day services are provided. All the Company’s contracts with its customers under these arrangements include a single performance obligation. The Company’s contractual relationships with patients, in most cases, also involve third-party payers (Medicare, Medicaid, managed care health plans and commercial insurance companies, including plans offered through state-sponsored health insurance exchanges). Transaction prices for services provided are dependent upon specific rules in place with third party payers – specifically, Medicare/Medicaid and pre-negotiated rates with managed care health plans and commercial insurance companies. Contractual arrangements with third parties typically include payments at amounts which are less than standard charges. These charges generally have predetermined rates for diagnostic service codes or discounted FFS rates. Management perpetually reviews the Company’s contractual estimation processes to consider and incorporate updates to laws, regulations and frequent changes in the managed care system. Contractual terms are negotiated and updated accordingly upon renewal. The Company’s revenue is based upon the estimated amounts Management expects to receive from patients and third-party payers. Estimates of explicit price concessions under managed care and commercial insurance plans are tied to payment terms specified in related contractual agreements. Retroactively calculated explicit price concessions tied to reimbursement agreements with third-party payers are recognized on an estimated basis in the period related services are rendered and adjusted in future periods as final payments are received. Revenue related to uninsured patients, uninsured co-payments, and deductibles (for patients with healthcare coverage) may also be discounted. The Company records implicit price concessions (based on historical collection experience) related to uninsured accounts to recognize self-pay revenues at their most likely amounts to be collected. The Company deems FFS revenue to be variable consideration and that its estimates of associated transaction prices will not result in a significant revenue reversal in the future. Based on satisfaction of single performance obligations occurring on the dates of service, revenue is recognized as of the date services are provided. The Company, therefore, applies a portfolio approach to recognizing revenue from its FFS contracts. Management has elected two of the available practical expedients provided for by ASC 606. First, the Company did not adjust the transaction price for any financing components as those were deemed to be insignificant. Additionally, the Company expensed all incremental customer contract acquisition costs as incurred as such costs are not material and would be amortized over a period less than one year. Other Patient Service Revenue(s) – Shared Risk Revenue P3 LLC (via one of its wholly owned subsidiaries – P3 Health Partners ACO, LLC “AzCC”) receives 30% of the shared risk savings from parties with whom it contracts under four separate arrangements. These arrangements are driven solely by medical cost containment year-over-year (“YoY”) expense reductions. This key performance indicator (“KPI”) is measured by the aggregate change in PMPY (per member, per year medical costs). If the sequential YoY PMPY aggregate change yields a reduction, the Company receives 30% of the associated total cost savings for that year. Conversely, if the sequential YoY PMPY aggregate change yields an increase in medical costs, no monies are due the Company that year. This KPI is compiled and reviewed on a calendar year basis. The Company recognizes shared risk revenue only upon the receipt of cash. Therefore, the likelihood of any significant revenue reversal in the future is low. Other Patient Service Revenue(s) – Care Coordination Fees and Management Fees The Company’s delegated health plans may also pay a Care Coordination Fee (“CCF”) or Management Fee to the Company. CCFs and Management Fees are intended to fund the costs of delegated services provided to certain health plans. CCFs are specifically identified and separated in each monthly capitation payment the Company receives from these parties. None of the Company’s other health plans bifurcate CCFs nor are any of them contractually required to do so. The Company uses a portfolio approach to account for CCFs and Management Fees. Based on similarities of the terms of the care coordination and administrative services, Management believes that revenue recognized by utilizing the portfolio approach approximates that which it would have realized if an individual contract approach were applied. Patient Fees Receivable Substantially, all client fees and insurance receivables are due under FFS contracts with third party payors, such as commercial insurance companies (“Commercial”), government-sponsored healthcare programs (“Medicare/ Medicaid”) or directly from patients (“Self-Pay”). Management continuously monitors activities from payors (including patients) and records an estimated price concession based on specific contracts and actual historical collection patterns. Patient fees receivable, where a third-party payor is responsible for the amount due, are carried at amounts determined by the original charges for services provided less implicit and explicit price concessions. Price concessions represent amounts made for contractual adjustments (discounts). Patient fees receivable is included in Clinic Fees and Insurance Receivables in the Company’s consolidated balance sheets and are recorded net of contractual allowances. Patient fees receivable are recorded at the invoiced amount, net of any expected contractual adjustments and implicit price concessions, and do not bear interest. The Company has agreements with third-party payors that provide for payments at amounts different from the established rates. Payment arrangements include prospectively determined rates per discharge, reimbursed costs, discounted charges, and per diem payments. Patient service revenues are reported at the estimated net realizable amounts from patients, third-party payors, and others for services rendered. Contractual adjustments arising under reimbursement arrangements with third- party payors are accrued on an estimated basis in the period the related services are rendered and are adjusted in future periods as final settlements are determined. Implicit price concessions are taken based on historical collection experience and reflect the estimated amounts the Company expects to collect. Property and Equipment Property and equipment is carried at acquisition cost, net of accumulated depreciation. Costs for repairs and maintenance of property and equipment, after such property and equipment has been placed in service, are expensed as incurred. Costs and related accumulated depreciation are eliminated when property and equipment is sold or otherwise disposed. Sales and disposals may result in asset- specific gains or losses. Any such gains or losses are included as a component of net income (loss). Management computes and records depreciation using the straight-line method. Lease terms range from one ​ ​ ​ ​ Classification Depreciation Cycle Leasehold Improvements (Cycle: Lease Term) 1 to 10 Years Furniture & Fixtures 7 Years Computer Equipment 3 Years Medical Equipment 7 Years Software 3 Years Software (Development in Process) N/A ​ ASC 350-40, Internal Use Software Computer software is considered for internal use when it is developed or purchased for the internal usage and needs of the organization only. Beginning in 2018, the Company began the project build of its own proprietary technology to serve core functions of its business operations such as revenue and medical cost analysis, care management and various facets that promote impactful utilization. At December 31, 2021 and 2020, the Company has categorized $2,433,470 and $2,794,221, respectively to property and equipment for these software costs (specifically to work in progress). The Company’s internally-developed technology has been and is continuing to be designed to standardize the availability of quality data used across the enterprise. The technology requires several components of external input from health plans served by the Company, its provider network and member-patient populations. As internally developed technology is deemed “substantially complete”, it is placed into service and depreciated over three years. In 2021 and 2020, $2,087,022 and $534,931 of capitalized costs was placed into service. Any, and all, costs associated with internally developed technology, following deployment are expensed directly to the Company’s consolidated statements of operations, as incurred. Fair Value Measurements The Company accounts for fair value measurements in accordance with ASC 820, Fair Value Measurements . The Company uses valuation approaches that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels (see Note 8 “Fair Value Measurements and Hierarchy” for further discussion): Level 1 inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. Impairment of Long-Lived Assets In accordance with ASC 360, Property, Plant, and Equipment Goodwill In accordance with ASC 350, Intangibles – Goodwill and Other , Management tests goodwill for impairment at the reporting unit level. The Company has one reporting unit for the goodwill impairment testing purposes. Goodwill is tested for impairment on an annual basis in the fourth quarter, or more frequently if events or changes in circumstances indicate the carrying value of goodwill may not be recoverable (a “triggering event”). On the occurrence of a triggering event, an entity has the option to first assess qualitative factors to determine whether a quantitative impairment test is necessary. If it is more likely than not that goodwill is impaired, the fair value of the reporting unit (the Company) is compared with its carrying value. An impairment charge is recognized for the amount by which the carrying amount exceeds the fair value, provided, the loss recognized cannot exceed the total amount of goodwill. No goodwill impairment charges were recorded in 2021, 2020 and 2019. See Note 11 “Goodwill.” Intangible Assets Intangible assets with finite useful lives are amortized on a straight-line basis over their estimated useful lives. In determining the estimated useful lives of definite-lived intangibles, the Company considers the nature, competitive position, life cycle position and historical and expected future operating cash flows of each acquired asset, as well as its commitment to support these assets through continued investment and legal infringement protection. The Company reviews intangible assets, for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment loss occurred requires comparing the carrying amount to the sum of undiscounted cash flows expected to be generated by the asset. Such events and circumstances include the occurrence of an adverse change in the market involving the business employing the assets or a situation in which it is more likely than not that the Company will dispose of such assets. If the comparison indicates that there is impairment, the impairment loss to be recognized as a non-cash charge to earnings is measured by the amount by which the carrying amount of the asset exceeds its fair value and the impaired asset is written down to its fair value or, if fair value is not readily determinable, to an estimated fair value based on discounted expected future cash flows. Leases The Company accounts for leases in accordance with ASC 842, Leases Some of the Company’s leases contain rent escalations over the lease term. The Company recognizes expense for operating leases on a straight-line basis over the lease term. The Company does not currently have any finance leases. The Company’s lease agreements contain variable payments for common area maintenance and utilities. The Company has elected the practical expedient to combine lease and non-lease components for all asset categories. Therefore, the lease payments used to measure the lease liability for these leases include fixed minimum rentals along with fixed non-lease component charges. The Company does not have significant residual value guarantees or restrictive covenants in its lease portfolio. Business Combinations In accordance with ASC 805, Business Combinations Equity-Based Compensation Unit-Based Compensation Prior to the Business Combinations, P3 Health Group Holdings had granted unit-based awards to certain non-employee Board directors and officers of P3 Health Group Holdings, in the form of non-vested units (the “Incentive Units”). All awards of Incentive Units were equity-classified and measured on the fair value of the award on the date of grant. For equity awards that vest subject to the satisfaction of service-based conditions, compensation cost is measured at the grant date fair value and compensation cost is recognized on a straight-line basis over the requisite service period, which varies by award. For equity awards that vest subject to the satisfaction of performance-based conditions, compensation cost is measured based on the grant date fair value. The Company evaluates the probability of achieving each performance-based condition at each reporting date and recognizes compensation cost when it is deemed probable that the performance-based condition will be met on an accelerated basis over the requisite service period, which varies by award. There have been no issuances of grant awards under the legacy P3 Health Group Holdings incentive program since the Business Combinations. Any future grants will be made under the 2021 Incentive Award Plan. The Company accounts for forfeit

Recent Accounting Pronouncement

Recent Accounting Pronouncements Adopted	12 Months Ended
	Dec. 31, 2021
Recent Accounting Pronouncements Adopted
Recent Accounting Pronouncements Adopted	Note 5: Recent Accounting Pronouncements Adopted ASU 2017-04, Intangible – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”) In the fourth quarter of 2021, the Company adopted ASU 2017-04 on a prospective basis. The primary provision of ASU 2017-04 was to simplify the subsequent measurement of goodwill whereby the test for impairment of goodwill consists of comparing the fair value of the reporting unit to the carrying value of the reporting unit. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; provided, the loss recognized cannot exceed the total amount of goodwill allocated to the reporting unit. The income tax effects from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss are considered. See Note 11 “Goodwill” for a summary of the Company’s 2021 assessment of goodwill.

Recent Accounting Pronounceme_2

Recent Accounting Pronouncements Not Yet Adopted	12 Months Ended
	Dec. 31, 2021
Recent Accounting Pronouncements Not Yet Adopted
Recent Accounting Pronouncements Not Yet Adopted	Note 6: Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt: Modifications and Extinguishments (Subtopic 470-50), Compensation – Stock Compensation (Topic 718), and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40), Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call-Options In August 2020, the FASB issued ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40), Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance

Business Combinations

Business Combinations	12 Months Ended
	Dec. 31, 2021
Business Combinations
Business Combinations	Note 7: Business Combinations Foresight Business Combinations On December 3, 2021, the Company entered into the Business Combinations described in Note 1 “Company Operations.” The Business Combinations represent a forward merger and is accounted for using the acquisition method of accounting under which P3 Health Group Holdings is treated as the acquired company for financial reporting purposes. This determination is based primarily on the following facts: (i) The Company is the sole managing member of P3 LLC subsequent to the consummation of the Business Combinations, and the managing member conducts, directs and exercises full control over all activities of P3 LLC. The non-managing members of P3 LLC do not have substantive kick-out or participating rights; and (ii) No one predecessor stakeholder of P3 had a controlling interest in P3 before or has a controlling interest in the combined company after the Business Combinations. The Business Combinations is not a transaction between entities under common control. These factors support the conclusion that the Company acquired a controlling interest in P3 LLC and is the accounting acquirer. For accounting purposes, the accounting acquirer is the entity that has obtained control of another entity and, thus, consummated a business combination. The determination of whether control has been obtained begins with the evaluation of whether control should be evaluated based on the variable interest or voting interest model pursuant to ASC 810. If the acquiree is a variable interest entity, the primary beneficiary would be the accounting acquirer. The Company is the primary beneficiary of P3 LLC, which is a variable interest entity, since it has the power to direct the activities of P3 LLC that most significantly impact P3 LLC’s economic performance through its role as the sole managing member. Therefore, the Company is the accounting acquirer of P3 LLC and the Business Combinations should be accounted for using the acquisition method. Under the acquisition method of accounting, Foresight’s assets and liabilities are recorded at carrying value and the assets and liabilities associated with P3 LLC are recorded at estimated fair value as of the acquisition date. The excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. The acquisition method of accounting is based on ASC Topic 805 , Business Combinations Fair Value Measurements ASC 820 defines fair value, establishes a framework for measuring fair value, and sets forth a fair value hierarchy that prioritizes and ranks the level of observability of inputs used to develop the fair value measurements. Fair value is defined in ASC 820 as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” This is an exit price concept for the valuation of the asset or liability. In addition, market participants are assumed to be buyers and sellers in the principal (or the most advantageous) market for the asset or liability. Fair value measurements for a non-financial asset assume the highest and best use by these market participants. Many of these fair value measurements can be highly subjective, and it is possible that other professionals applying reasonable judgment to the same facts and circumstances, could develop and support a range of alternative estimated amounts. As a result of the Business Combinations, P3 LLC which represents substantially all of the economic activity of the Company became a subsidiary of the Company. Since the Company is the sole managing member of P3 LLC following the Business Combinations, the P3 LLC Units held by P3 Equityholders are classified as Redeemable Non-controlling Interests in the Company’s financial statements for financial reporting purposes. An allocation of net income or loss representing the percentage of ownership of P3 LLC not controlled by the Company will be attributed to the Redeemable Non-controlling Interests in the Company’s statement of operations. Upon the completion of the Business Combinations, the Company entered into a Tax Receivable Agreement with certain of the P3 Equityholders and P3 LLC. The Tax Receivable Agreement provides for the payment to the P3 Equityholders of 85% of the income tax benefits, if any, that are actually realized. At the completion of the Business Combinations, the Company did not record a Tax Receivable Agreement liability related to the tax savings it would realize from the utilization of such tax benefits after concluding it is not probable that such a liability would be paid based on its estimates of future taxable income, consistent with the Company’s conclusion that it is not more-likely-than-not to realize its deferred tax assets. See Note 14 “Tax Receivable Agreement” for further information. The following summarizes the purchase price consideration: ​ ​ ​ ​ ​ ​ Successor ​ ​ December 31, ​ ​ 2021 Foresight ​ ​ ​ Equity ​ $ 80,300,733 Fair Value of Non-controlling Interest ​ ​ 1,807,427,576 Stock Compensation Pre-combination Services ​ 26,313,476 Cash Consideration ​ ​ 18,405,083 Payment of P3 Health Group Holdings, LLC’s Transaction Costs ​ ​ 19,151,752 Total Purchase Consideration ​ $ 1,951,598,620 ​ The Company recorded the allocation of the purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the Closing Date. The allocation reflects the fair value of assets and liabilities associated with the Company’s other acquisitions in 2021 Predecessor Period described below with the exception of Medcore Health Plan, Inc. and Omni IPA Medical Group, Inc., which occurred in the Successor Period. The aggregate purchase price consideration for the P3 LLC acquisition has been allocated as follows: ​ ​ ​ ​ ​ Assets Acquired: ​ ​ ​ Cash $ 5,300,842 Restricted Cash ​ ​ 54,095 Health Plan Settlement Receivables ​ ​ 47,733,033 Clinic Fees and Insurance Receivables, Net ​ ​ 426,064 Other Receivables ​ ​ 1,880,939 Prepaid Expenses and Other Current Assets ​ ​ 938,413 Property and Equipment, Net ​ ​ 7,875,234 Intangible Assets, Net: ​ ​ ​ Customer Relationships ​ ​ 684,000,000 Provider Network ​ ​ 3,700,000 Trademarks ​ ​ 147,700,000 Goodwill ​ ​ 1,278,452,778 Notes Receivable, Net ​ ​ 3,734,012 Right of Use Assets ​ ​ 6,870,279 Total Assets Acquired ​ ​ 2,188,665,689 ​ ​ ​ ​ Liabilities Assumed: ​ ​ ​ Accounts Payable and Accrued Expenses ​ ​ 25,819,091 Accrued Payroll ​ ​ 2,868,664 Health Plans Settlements Payable ​ ​ 25,007,542 Claims Payable ​ ​ 76,031,460 Premium Deficiency Reserve ​ ​ 11,559,067 Accrued Interest ​ ​ 9,268,846 Current Portion of Long-Term Debt ​ ​ 301,443 Lease Liability ​ ​ 6,210,956 Long-Term Debt, Net of Current Portion ​ ​ 80,000,000 Total Liabilities Assumed ​ ​ 237,067,069 Net Assets Acquired ​ $ 1,951,598,620 ​ Goodwill represents the excess of the purchase price over the fair value assigned to tangible and identifiable intangible assets acquired and liabilities assumed and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce and expected future market opportunities. $3.8 million of goodwill recognized in the Business Combinations is expected to be deductible for tax purposes. See Note 17 “Income Taxes.” The useful life of acquired definite lived intangible assets is 10 years. Other Acquisitions On December 31, and December 27, 2021, respectively, the Company acquired 100% of the outstanding equity of Medcore Health Plan, Inc. (“Medcore HP”) and the net assets of Omni IPA Medical Group, Inc subject to resolution of a substantive future contingent event and has therefore been included in the total consideration to be transferred. The cash payment, net of cash acquired and the $3,486,593 retained, was $15,677,205. The Company also purchased three other medical practices during the Predecessor Period of 2021 for a total net cash purchase price of $4,989,000. As referenced above, the assets acquired and liabilities assumed in these acquisitions was included in the purchase consideration and allocation for the Business Combinations. Goodwill represents the excess of the purchase price over the fair value assigned to tangible and identifiable intangible assets acquired and liabilities assumed and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce and expected future market opportunities. $8.1 million of goodwill recognized in the Business Combinations is expected to be deductible for tax purposes. The aggregate purchase price consideration of the other acquisitions in 2021 has been allocated as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ Period Period Assets Acquired: ​ ​ ​ ​ ​ Cash ​ $ 20,547,337 ​ ​ $ 3,000 Restricted Cash ​ 302,187 ​ ​ — Health Plan Settlement Receivables ​ 5,754,006 ​ ​ — Clinic Fees and Insurance Receivables, Net ​ 141,186 ​ ​ — Other Receivables ​ 726,378 ​ ​ — Prepaid Expenses and Other Current Assets ​ 1,189,575 ​ ​ — Property and Equipment, Net ​ 113,436 ​ ​ 5,896 Intangible Assets, Net: ​ ​ ​ ​ Customer Relationships ​ — ​ ​ 2,045,604 Payor Contracts ​ ​ 4,700,271 ​ ​ ​ — Provider Network ​ 1,100,000 ​ ​ — Trademarks ​ 900,000 ​ ​ — Medical Licenses ​ 700,000 ​ ​ — Goodwill ​ 31,297,438 ​ ​ 2,934,500 Total Assets Acquired ​ 67,471,814 ​ ​ 4,989,000 Liabilities Assumed: ​ ​ ​ ​ Accounts Payable and Accrued Expenses ​ 150,196 ​ ​ — Accrued Payroll ​ 277,074 ​ ​ — Health Plans Settlements Payable ​ 133,149 ​ ​ — Claims Payable ​ 26,898,074 ​ ​ — Total Liabilities Assumed ​ 27,458,493 ​ ​ — Net Assets Acquired ​ $ 40,013,321 ​ ​ $ 4,989,000 ​ Pro Forma Financial Information (Unaudited) The following unaudited pro forma financial information summarizes the results of operations for the Company as though the Business Combinations, and the Medcore Acquisition had occurred on January 1, 2020. The unaudited pro forma financial information has been presented for illustrative purposes only and is not necessarily indicative of results of operations that would have been achieved had the acquisition taken place on the date indicated, or the future consolidated results of operations of the Company. ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended Year Ended ​ ​ December 31, ​ December 31, ​ ​ 2021 ​ 2020 ​ ​ (Unaudited) ​ (Unaudited) Total Operating Revenue ​ $ 793,447,211 ​ $ 615,487,335 Net Loss ​ $ (259,282,984) ​ $ (198,926,617) Net Loss Attributable to Non-controlling Interest ​ $ (214,167,745) ​ $ (164,313,386) Net Loss Attributable to Controlling Interest ​ $ (45,115,239) ​ $ (34,613,231) ​ The proforma financial information presented above has been derived from the historical consolidated financial statements of the Company, the Company’s Predecessor Periods and the Company’s Successor Period. The Successor and Predecessor Periods for the year ended December 31, 2021 have been combined. The unaudited pro forma results reflect the step-up amortization adjustments for the fair value of intangible assets acquired, transaction expenses, accelerated vesting of equity compensation, debt discount amortization and income attributable to non-controlling interest holders. The unaudited pro forma results include certain pro forma adjustments to revenue and net loss that were directly attributable to the P3 Health Group Holdings, LLC acquisition, assuming the acquisition had occurred on January 1, 2020, including the following: 1) Transaction costs of approximately $39.4 million are assumed to have occurred on January 1, 2020 and are recognized as if incurred on January 1, 2020. 2) The acceleration of certain stock-based awards of $2.4 million are assumed to have occurred on January 1, 2020 and are recognized as if incurred on January 1, 2020.

Fair Value Measurements and Hie

Fair Value Measurements and Hierarchy	12 Months Ended
	Dec. 31, 2021
Fair Value Measurements and Hierarchy
Fair Value Measurements and Hierarchy	Note 8: Fair Value Measurements and Hierarchy See Note 4 “Significant Accounting Policies” for a summary of the Company’s policies relating to fair value measurements. The following table presents the carrying amounts of the Company’s financial instruments at December 31, 2021 and 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, ​ 2021 2020 Financial Assets: ​ ​ ​ Cash ​ $ 140,477,586 ​ ​ $ 36,261,104 Restricted Cash ​ $ 356,286 ​ ​ $ 3,641,843 Clinics Fees and Insurance Receivables, Net ​ $ 1,090,104 ​ ​ $ 675,954 Other Receivables ​ $ 726,903 ​ ​ $ 146,117 Financial Liabilities: ​ ​ ​ Accounts Payable and Accrued Expenses ​ $ 17,730,683 ​ ​ $ 11,793,125 Liability for Warrants ​ $ 11,382,826 ​ ​ $ 6,316,605 ​ The book value of cash, clinic fees and insurance receivables, net, other receivables, and accounts payable and accrued expenses approximate fair value because of the short maturity and high liquidity of these instruments. Liabilities for private placement warrants are measured at fair value using Level 3 inputs. The key Level 3 inputs into the option pricing model as of December 31, 2020 related to the Class D warrants to purchase Class D Shares were as follows: ​ ​ ​ ​ ​ ​ Volatility ​ 65.0 % Risk-Free Interest rate ​ 0.10 % Exercise Price ​ $ 4.68 ​ Expected Term ​ 1.1 Years ​ The key Level 3 inputs into the option pricing model as of December 31, 2021 relating to the Private Placement Warrants to purchase Class A Common Stock were as follows: ​ ​ ​ ​ ​ ​ Volatility ​ 60.0 % Risk-Free Interest rate ​ 1.26 % Exercise Price ​ $ 11.50 Expected Term ​ 4.9 Years ​ Generally, an increase in the market price of the Company’s shares of common stock, an increase in the volatility of the Company’s shares of common stock, and an increase in the remaining term of the warrants would each result in a directionally similar change in the estimated fair value of the Company’s warrant liabilities. Such changes would increase the associated liability while decreases in these assumptions would decrease the associated liability. An increase in the risk-free interest rate would result in a decrease in the estimated fair value measurement and thus a decrease in the associated liability. The Company has not, and does not plan to, declare dividends on its common stock and, as such, there is no change in the estimated fair value of the warrant liabilities due to the dividend assumption. ​ The following tables set forth a summary of changes in the fair value of the Company’s Level 3 fair value measurements for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ December 3, 2021 ​ ​ ​ ​ ​ through ​ ​ ​ ​ Year ​ ​ December 31, ​ ​ January 1, 2021 ​ Ended ​ ​ 2021 ​ ​ through ​ December ​ ​ (Private ​ ​ December 2, 2021 ​ 31, 2020 ​ ​ Placement ​ ​ (Class D ​ (Class D ​ ​ Warrants) ​ ​ Warrants) ​ Warrants) Beginning Balance ​ $ 793,650 ​ ​ $ 6,316,605 ​ $ N/A Issuance of Class D Warrants ​ ​ — ​ ​ ​ — ​ ​ 6,316,605 Mark-to-Market Adjustment for Stock Warrants ​ (291,374) ​ ​ 7,664,869 ​ — Ending Balance ​ $ 502,276 ​ ​ $ 13,981,474 ​ $ 6,316,605 ​

Patient Fees Receivable

Patient Fees Receivable	12 Months Ended
	Dec. 31, 2021
Patient Fees Receivable
Patient Fees Receivable	Note 9: Patient Fees Receivable Patient fees receivable is included in Clinic Fees and Insurance Receivables in the Company’s consolidated balance sheets and consisted of the following categories for each of the years ending December 31, presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ ​ December 31, ​ 2021 2020 Total Receivables: Gross ​ $ 2,641,182 ​ ​ $ 1,041,300 Less: Contractual Allowances ​ (1,968,750) ​ ​ (791,837) Receivables Net of Contractual Allowances ​ $ 672,432 ​ ​ $ 249,463 Commercial ​ $ 362,851 ​ ​ $ 85,504 Medicare / Medicaid ​ 280,265 ​ ​ 116,220 Self Pay ​ 29,316 ​ ​ 47,739 Receivables Net of Contractual Allowances ​ $ 672,432 ​ ​ $ 249,463 ​

Property and Equipment

Property and Equipment	12 Months Ended
	Dec. 31, 2021
Property and Equipment.
Property and Equipment	Note 10: Property and Equipment The Company’s property and equipment balances as of December 31 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ ​ December 31, ​ ​ 2021 ​ ​ 2020 Leasehold Improvements ​ $ 1,537,091 ​ ​ $ 1,392,688 Furniture & Fixtures ​ 1,108,184 ​ ​ 1,150,789 Computer Equipment & Software ​ 2,700,617 ​ ​ 1,947,894 Medical Equipment ​ 414,100 ​ ​ 457,822 Software (Development in Process) ​ 2,433,470 ​ ​ 2,794,221 Other ​ ​ 36,788 ​ ​ ​ — ​ ​ ​ 8,230,250 ​ ​ ​ 7,743,414 Less: Accumulated Depreciation ​ (182,321) ​ ​ (1,592,827) Property and Equipment, Net ​ $ 8,047,929 ​ ​ $ 6,150,587 ​

Goodwill

Goodwill	12 Months Ended
	Dec. 31, 2021
Goodwill
Goodwill	Note 11: Goodwill The following tables provide changes in goodwill for the periods indicated. ​ ​ ​ ​ ​ ​ Predecessor Balance at December 31, 2019 ​ $ 741,128 Acquisitions ​ 130,000 Balance at December 31, 2020 ​ 871,128 Acquisitions ​ 2,934,500 Balance at December 2, 2021 ​ $ 3,805,628 ​ ​ ​ ​ ​ ​ Successor Balance at December 3, 2021 1 ​ $ 1,278,452,778 Acquisitions ​ 31,297,438 Balance at December 31, 2021 ​ $ 1,309,750,216 1) Represents the opening balance of goodwill as of December 3, 2021 due to the Business Combination Goodwill recorded in the Predecessor Period of 2021 was associated with the acquisition of three medical practices. The opening balance of goodwill at December 3, 2021 reflects the Business Combinations. Goodwill recorded in the Successor Period of 2021 was associated with the Medcore Acquisition. See Note 7 “Business Combinations.” Based on Management’s qualitative analysis, no goodwill impairment charges were recorded in the Successor Period of 2021 and the Predecessor Due to the decrease in the share price over the second quarter of 2022, the Company will record a goodwill impairment of $851.5 million as of June 30, 2022. The amount was not recorded at December 31, 2021 or March 31, 2022 as the decline in the share price was considered temporary under the ASC 350 guidance as of those dates.

Intangible Assets

Intangible Assets	12 Months Ended
	Dec. 31, 2021
Intangible Assets
Intangible Assets	Note 12: Intangible Assets The follow tables provide changes in intangible assets for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ ​ Customer ​ ​ ​ ​ Relationships Total Balance at December 31, 2020 $ — $ — Acquisitions ​ 2,045,604 ​ 2,045,604 Amortization ​ (34,396) ​ (34,396) Balance at December 2, 2021 $ 2,011,208 $ 2,011,208 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Customer ​ ​ ​ ​ Payor ​ Provider ​ Medical ​ ​ ​ ​ Relationships Trademarks Contracts Network Licenses Total Balance at December 3, 2021 1 ​ $ 684,000,000 ​ $ 147,700,000 ​ $ — ​ $ 3,700,000 ​ $ — ​ $ 835,400,000 Acquisitions ​ — ​ 900,000 ​ 4,700,271 ​ 1,100,000 ​ 700,000 ​ 7,400,271 Amortization ​ (5,700,000) ​ (1,230,833) ​ — ​ (30,833) ​ — ​ (6,961,666) Balance at December 31, 2021 ​ $ 678,300,000 ​ $ 147,369,167 ​ $ 4,700,271 ​ $ 4,769,167 ​ $ 700,000 ​ $ 835,838,605 1) Represents the opening balance of intangibles as of December 3, 2021 due to the Business Combination Customer relationships recorded in the Predecessor Period of 2021 were associated with the acquisition of two medical practices. The opening balance of intangible assets at December 3, 2021 reflects the Business Combinations. Intangible assets recorded in the Successor Period of 2021 was associated with the Medcore Acquisition. See Note 7 “Business Combinations.” ​ Amortization of intangible assets is anticipated to be approximately $84.6 million in 2022 and 2023 2024 2026 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Customer ​ Payor Provider ​ ​ Relationships ​ Trademarks ​ Contracts ​ Network Weighted average remaining useful life 9.9 years 9.9 years 10 years 9.9 years ​

Notes Receivable, Net

Notes Receivable, Net	12 Months Ended
	Dec. 31, 2021
Notes Receivable, Net.
Notes Receivable, Net	Note 13: Notes Receivable, Net The Company entered into five Promissory Notes (the “Notes”) with three family medical practices (the “Practices”) to fund their working capital needs. The Company simultaneously entered into separate Provider Agreements with each Practice related to four of these five Notes. Each Provider Agreement establishes a preferred, predetermined reimbursement rate for services rendered to the Company’s members and requires that Practice to furnish healthcare services to the Company’s members. The Provider Agreements mature in concert with each practice’s loan. In accordance with each of these four Notes, so long as the corresponding Provider Agreement is in effect on the maturity date of each Note and has not been terminated by the borrower for any reason, the Company will forgive the entire principal, plus accrued interest due on the date of maturity. Likewise, if the Company terminates the Provider Agreement prior to maturity without cause, all principal plus accrued interest due from the borrower will be forgiven. Upon early termination of the Provider Agreement by borrower, all principal and accrued interest will become immediately payable and due the Company. Related to potential forgiveness, the Company records a valuation allowance on a straight-line basis following the early termination date through the date of maturity, due to the probable likelihood of needing to forgive the notes at maturity, with a full valuation allowance set at the time of maturity. At December 31, 2021 and 2020, the Company has recorded notes receivable of $3,590,715 and $3,804,662, including accrued interest receivable of $885,243 and $572,382, and net of valuation allowances of $526,808 and $195,967, respectively. The Notes carry maturity dates ranging from December 31, 2021 through December 31, 2028 with interest rates ranging from 5.0% to 10.0%. Two of the Notes are included in Other Receivables in the Company’s consolidated balance sheet due to their short-term maturity dates of December 31, 2021. The Company forgave two of its notes receivable from one provider group on their maturity date of December 31, 2021. The combined principal and interest forgiven were $286,600 and $71,762, respectively, both of which were fully reserved.

Tax Receivable Agreement

Tax Receivable Agreement	12 Months Ended
	Dec. 31, 2021
Tax Receivable Agreement
Tax Receivable Agreement	Note 14: Tax Receivable Agreement The Company entered into a Tax Receivable Agreement (“TRA”) with selling equity holders of P3 LLC that requires the Company to pay 85% of the tax savings that are realized as a result of (i) the Company’s direct and indirect allocable share of existing tax basis acquired in the Business Combinations, (ii) increases in the tax basis in P3 LLC’s assets as a result of the sale and exchange of the P3 LLC units for the Company’s Class A Common Stock and cash, and (iii) the Company’s utilization of certain tax attributes and of certain other tax benefits, including those attributable to payments under the TRA. The Company will retain the benefit of the remaining 15% of these cash savings. The timing and amount of aggregate payments due under the TRA may vary based on a number of factors, including the timing and amount of taxable income generated by the Company each year, as well as the tax rate then applicable, among other factors. Actual tax benefits realized by the Company may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. The payment obligation under the TRA is an obligation of the Company and not of P3 LLC. The payments that we will be required to make will generally reduce the amount of the overall cash flow that might have otherwise been available, but we expect the cash tax savings we will realize from the utilization of the related tax benefits will exceed the amount of any required payments. As of December 31, 2021, the Company did not record a TRA liability related to the tax savings it would realize from the utilization of such deferred tax assets because it is not probable that such a liability would be paid based on its estimates of future taxable income, consistent with the Company’s conclusion that it is not more-likely-than-not to realize its deferred tax assets.

Claims Payable

Claims Payable	12 Months Ended
	Dec. 31, 2021
Claims Payable.
Claims Payable	Note 15: Claims Payable Claims payable includes claims reported as of the balance sheet date, including estimates for IBNR, due to third parties for health care services provided to members. IBNR was $101,958,324 and $56,934,400 at December 31, 2021 and 2020, respectively. Activity in the liability for claims payable and healthcare expenses for the Periods indicated, was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, ​ 2021 2021 2020 Claims Unpaid, Beginning of Period ​ $ 76,031,460 ​ ​ $ 56,934,400 ​ $ 19,859,348 Incurred, Related to: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current Period ​ 55,148,939 ​ ​ 525,366,213 ​ 418,103,177 Prior Period(s) ​ 174,408 ​ ​ 3,313,744 ​ — Total Incurred ​ 55,323,347 ​ ​ 528,679,957 ​ 418,103,177 Paid, Related to: ​ ​ ​ ​ Current Period ​ 53,366,035 ​ ​ 453,940,969 ​ 361,512,059 Prior Period(s) ​ 2,928,522 ​ ​ 55,641,928 ​ 19,516,066 Total Paid ​ 56,294,557 ​ ​ 509,582,897 ​ 381,028,125 Claims Unpaid Assumed in Acquisitions ​ ​ 26,898,074 ​ ​ ​ — ​ ​ — Claims Unpaid, End of Period ​ $ 101,958,324 ​ ​ $ 76,031,460 ​ $ 56,934,400 ​ Estimates for incurred claims are based on historical enrollment and cost trends while also taking into consideration operational changes. Future and actual results typically differ from estimates. Differences could result from an overall change in medical expenses per member, changes in member mix or simply due to the addition of new members.

Debt

Debt	12 Months Ended
	Dec. 31, 2021
Debt
Debt	Note 16: Debt Long-Term Debt On November 19, 2020, the Company entered a Term Loan and Security Agreement (the “Facility”) with a commercial lender (“LTD-D”). The Facility was amended on December 21, 2021. The Facility provided funding up to $100,000,000, of which $65,000,000 has been drawn as of December 31, 2021. Of the $65,000,000 drawn, $61,058,281 was received (net of $3,941,719 in financing costs). Upon closing of the Business Combinations on December 3, 2021, the unamortized financing costs were written off and the debt was recorded at fair value. The Facility may be used to pay certain indebtedness of the Company and for general working capital needs. Accrued interest was $2,259,588 and $186,666 at December 31, 2021 and 2020, respectively. The Facility includes certain restrictive covenants, including restrictions on the payment of cash dividends. Repayment of principal of all amounts drawn are due at maturity. The Company’s access to additional borrowings under the Facility ended upon termination of the commitment period on February 28, 2022. The Company was required to meet a borrowing base milestone by demonstrating to the lenders that revenue for any three As of December 31, 2021, the Company was not in compliance with its Term Loan covenants related to issuance of the 2021 financial statements with an audit opinion free of a “going concern” qualification or timely filing of the 2021 financial statements. The Term Loan lenders granted (i) a waiver of the covenant under the Facility related to the existence of a “going concern” qualification in the audit opinion for our audited financial statements for the fiscal year ended December 31, 2021 and (ii) a consent to extend the deadline to provide audited financial statements for the year ended December 31, 2021 to October 21, 2022. We were in compliance with all other covenants under the Facility as of December 31, 2021. However, there can be no assurance that we will be able to maintain compliance with these covenants in the future or that the lenders under the Facility or the lenders of any future indebtedness we may incur will grant us any such waiver or forbearance in the future. The Facility’s expected maturity date is December 31, 2025. This maturity date may be accelerated as a remedy under the certain default provisions in the agreement or in the event a mandatory prepayment trigger occurs. Interest is payable at 12.0% per annum on a quarterly cycle (in arrears) beginning March 31, 2021. Management may elect to pay the full 12.0% per annum in cash or 8.0% per annum interest in cash with the remaining 4.0% per annum being added to principal as “paid in kind” (“PIK”) for a period of three years (or twelve payments). The PIK is subject to acceleration in the event certain occurrences in the Facility’s agreement are triggered. The Facility’s lenders also received ten-year warrants to purchase 858,351 shares of Series D Preferred Units at $4.68 per share. These warrants have been recorded as a liability in the Company’s consolidated balance sheets at fair market value and are marked to market on a quarterly basis until exercised. A discount was recorded on the debt issued for the same amount and written off upon closing of the Business Combinations. The Security Agreement provides the lenders collateral in 100% of the Company’s pledged stock, its subsidiaries (including tangible and intangible personal property) and bank accounts. On June 7, 2020, the Company repurchased 200,000 Class C (Time-based) Units, at $0.90 per Unit from a former Executive through issuance of a long-term note (“LTD-E”). This repurchase was recognized in the Company’s consolidated balance sheets as a reduction to Members’ Deficit in the amount of $180,000 and a corresponding increase In 2019, the Company received bridge loans (“LTD-A”) from some of its existing investors totaling $16,164,914. The bridge loans accrued interest at 12% and were scheduled to mature on November 12, 2019. All but one was repaid with proceeds raised from the issuance of Class D Units. The remaining and outstanding bridge loan balance was $1,516,598, plus accrued interest of $112,712, at December 31, 2019. This remaining and outstanding balance, plus accrued interest was fully paid in 2020. In 2019, the Company executed a share repurchase agreement with one of its investors (“LTD-C”), which was subsequently amended on November 19, 2020. The agreement, as amended stipulated $15.0 million originally contributed by the investor would be repaid by the earlier of June 30, 2026 or a change in control transaction. As part of this repurchase agreement, the investor exchanged its owned units back for a $15.0 million note receivable from the Company - thus, no longer holding its former equity position. The note carries interest of 11.0% per year. Its principal balance, accrued interest and an exit fee of $600,000 is due at maturity. Accrued interest was $6,511,477 and $3,865,740 at December 31, 2021 and 2020, respectively. The total principal balance is included in Long-Term Debt on the Company’s consolidated balance sheets at December 31, 2021 and 2020. The following tables roll forward the long-term debt balances presented in the Company’s consolidated balance sheets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ LTD-A LTD-C LTD-D LTD-E Totals Balance at December 31, 2019 ​ $ 1,516,598 ​ $ 15,000,000 ​ $ — ​ $ — ​ $ 16,516,598 Issued in 2020 ​ — ​ — ​ 40,000,000 ​ 180,000 ​ ​ 40,180,000 Principal Payments in 2020 ​ (1,516,598) ​ — ​ — ​ (43,911) ​ ​ (1,560,509) Balance at December 31, 2020 ​ — ​ 15,000,000 ​ 40,000,000 ​ 136,089 ​ ​ 55,136,089 Issued in 2021 ​ — ​ — ​ 25,000,000 ​ — ​ ​ 25,000,000 Principal Payments in 2021 ​ — ​ — ​ — ​ (82,563) ​ ​ (82,563) Balance at December 2, 2021 $ — $ 15,000,000 $ 65,000,000 $ 53,526 ​ $ 80,053,526 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ LTD-A LTD-C LTD-D LTD-E Totals Balance at December 3, 2021 1 ​ $ — ​ $ 15,000,000 ​ $ 65,000,000 ​ $ 53,526 ​ $ 80,053,526 Issued in 2021 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Principal Payments in 2021 ​ ​ — ​ ​ — ​ ​ — ​ ​ (7,425) ​ ​ (7,425) Balance at December 31, 2021 ​ $ — ​ $ 15,000,000 ​ $ 65,000,000 ​ $ 46,101 ​ $ 80,046,101 1) Represents the opening balance of goodwill as of December 3, 2021 due to the Business Combination As of December 31, 2021 for the years presented below, the Company’s annual, minimum payments due under debt obligations are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest Total Cash ​ ​ Principal ​ PIK Cash Interest ​ Payments * 2022 ​ $ 46,101 ​ $ 5,225,890 ​ $ 5,479,398 ​ $ 5,525,499 2023 ​ — ​ 5,624,513 ​ ​ 5,675,461 ​ 5,675,461 2024 ​ — ​ 6,061,814 ​ ​ 5,882,309 ​ 5,882,309 2025 ​ 65,000,000 ​ 6,274,526 ​ ​ 19,518,225 ​ 84,518,225 2026 ​ 15,000,000 ​ 1,851,284 ​ ​ 20,054,451 ​ 35,054,451 Total ​ $ 80,046,101 ​ $ 25,038,027 ​ $ 56,609,844 ​ $ 136,655,945 * Total Cash Payments consist of principal and cash interest. ​ Long-term debt was comprised of the following at December 31, 2021 and 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ December 31, 2021 December 31, 2020 Total Principal $ 80,046,101 ​ ​ $ 55,136,089 Less: Current Portion of Long-Term Debt ​ (46,101) ​ ​ ​ (89,988) Less: Loan Origination Fees ​ — ​ ​ ​ (3,566,718) Add: Accumulated Amortization of Loan Origination Fees ​ — ​ ​ ​ 80,237 Less: Discount for Issuance of Class D Warrants ​ — ​ ​ ​ (6,316,605) Add: Accumulated Amortization of Discount ​ — ​ ​ ​ 144,971 Long Term Debt ​ $ 80,000,000 ​ ​ $ 45,387,986 ​ Short-Term Debt ​ In 2021, the Company entered into short term financing agreements totaling $3,683,100 for the funding of certain insurance policies. The terms of the agreements ranged from nine ​ ​ ​ ​ ​ First quarter 2022 $ 1,178,344 Second quarter 2022 ​ 1,235,955 Third quarter 2022 ​ 1,164,262 Total ​ $ 3,578,561 ​

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2021
Income Taxes
Income Taxes	Note 17: Income Taxes As a result of the Business Combinations, substantially all the Company’s assets and operations are held and conducted by P3 LLC and its subsidiaries, and the Company’s only assets are equity interests in P3 LLC. P3 LLC is treated as a partnership for U.S. federal and most applicable state and local income tax jurisdictions. As a partnership, P3 LLC is generally not subject to U.S. federal, state, and local income taxes. Any taxable income or loss generated by P3 LLC is passed through to and included within the taxable income or loss of its members in accordance with the terms of the P3 LLC A&R LLC Agreement. Prior to the Business Combinations, the income and losses of P3 LLC were passed through to its members and nontaxable to P3 LLC. The Company is taxed as a corporation and pays corporate federal, state, and local taxes on income allocated to it from P3 LLC based on the Company’s economic interest held in P3 LLC. While the Company consolidates P3 LLC for financial purposes as a VIE, the Company will not be taxed on the earnings attributed to the non-controlling interests. As a result, the income tax burden on the earnings taxed on the non-controlling interests is not reported by the Company in its financial statements. Components of Loss Before Taxes The components of net loss before the provision for income taxes were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ ​ ​ through December 31, ​ through December 2, ​ ​ ​ ​ ​ ​ ​ 2021 2021 2020 2019 Domestic ​ $ (57,937,929) ​ ​ $ (146,399,938) ​ $ (31,411,542) ​ $ (41,971,558) Foreign ​ — ​ ​ — ​ — ​ — Total ​ $ (57,937,929) ​ ​ $ (146,399,938) ​ $ (31,411,542) ​ $ (41,971,558) ​ Components of Income Tax Expense For the reasons described above, there was no provision for income taxes for the periods December 3, 2021, through December 31, 2021, January ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ ​ ​ ​ through December 31, ​ ​ through December 2, ​ ​ ​ ​ ​ ​ ​ ​ 2021 2021 2020 2019 Tax at Federal statutory rate ​ $ (12,166,545) ​ ​ $ (30,743,987) ​ $ (6,596,424) ​ $ (8,814,027) ​ State taxes, net of Federal Benefit ​ (98,755) ​ ​ — ​ — ​ — ​ Allocable loss from investment in P3 LLC ​ 1,550,420 ​ ​ — ​ — ​ — ​ SPAC warrants change in fair-value ​ (477,048) ​ ​ — ​ — ​ — ​ Non-controlling interest and nontaxable income ​ 8,359,391 ​ ​ 30,743,987 ​ 6,596,424 ​ 8,814,027 ​ Permanent book to tax differences ​ 283 ​ ​ — ​ — ​ — ​ Change in valuation allowance ​ ​ 2,832,254 ​ ​ ​ — ​ ​ — ​ ​ — ​ Total ​ $ — ​ ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective tax rate ​ — % ​ — % — % — % ​ Our tax rate is affected primarily by the recognition of a valuation allowance and the portion of income and expense allocated to the non-controlling interest. It is also affected by discrete items that may occur in any given year such as benefits from fair value changes in SPAC warrants. Deferred Income Taxes Deferred income taxes result from differences in the recognition of amounts for tax and financial reporting purposes, as well as operating loss and tax credit carryforwards. Significant components of our deferred income tax assets and liabilities are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ December 31, ​ ​ 2021 ​ 2020 Deferred tax assets: ​ ​ Investment in P3 LLC ​ $ — ​ $ — Net operating loss carryforwards ​ 6,921,601 ​ — Accrued liabilities ​ ​ 3,306,695 ​ ​ — Section 163j Interest Limitation ​ 1,232,477 ​ — Other deferred tax assets ​ 3,970 ​ — Total deferred tax assets ​ 11,464,743 ​ — Valuation allowance ​ (9,621,431) ​ — Net deferred tax assets ​ 1,843,312 ​ — Deferred tax liabilities: ​ ​ Other deferred tax liabilities ​ ​ (87,415) ​ ​ ​ Goodwill and identifiable intangible assets ​ (1,755,897) ​ — Total deferred tax liabilities ​ (1,843,312) ​ — Net deferred tax asset ​ $ — ​ $ — ​ We recognize deferred tax assets to the extent that we believe that these assets are more likely than not to be realized. The realization of tax benefits of net deferred tax assets is dependent upon future levels of taxable income, of an appropriate character, in the periods the items are expected to be deductible or taxable. Based on the available evidence during the year ended December 31, 2021, we believe that it is more likely than not that the tax benefits of the U.S. losses incurred will not be realized. Accordingly, we have recorded a valuation allowance against the tax benefits of the U.S. losses incurred. We intend to maintain the valuation allowance on the U.S. net deferred tax assets until sufficient positive evidence exists to support a reversal of, or decrease in, the valuation allowance. The valuation allowance recorded in 2021 was $9.6 million. We have recognized no deferred taxes in connection with the Medcore Acquisition. Because Medcore does not file a consolidated corporate income tax return with the Company, the deferred tax assets of Medcore are separately assessed for realizability. Based on the weight of all available evidence, including cumulative losses in recent years, we believe that it is more likely than not that the tax benefits of the deferred tax assets will not be realized. Accordingly, we have recorded a valuation allowance against the tax benefits of the acquired deferred tax assets. We have recognized no deferred taxes in connection with the Network VIEs. Because the Network VIEs do not file a consolidated corporate income tax return with the Company, the deferred tax assets are separately assessed for realizability. Based on the weight of all available evidence, including cumulative losses in recent years, we believe that it is more likely than not that the tax benefits of the deferred tax assets will not be realized. Accordingly, we have recorded a valuation allowance against the tax benefits of the related deferred tax assets. The Company has not recognized a deferred tax liability in connection with its investment in P3 LLC due to the deferred tax liability recognition exception contained within ASC 740, in circumstances where book goodwill exceeds tax-deductible of goodwill. As of December 31, 2021, we had net operating loss carryforwards of approximately $31.4 million for federal income tax purposes. Federal net operating losses have an unlimited carryforward period but utilization for a given tax year is limited to 80% of taxable income. The federal and state net operating loss carryforwards may be subject to limitations under Section 382 and Section 383 of the Internal Revenue Code of 1986 and similar provisions under state law. The Tax Reform Act of 1986 contains provisions that limit the federal net operating loss carryforwards that may be used in any given year in the event of special occurrences, including significant ownership changes. We have yet to complete a Section 382 review to determine if our tax attributes will be limited in the future. However, our federal operating loss carryforwards have an unlimited carryforward life and therefore do not expire. We will file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. Generally, federal and state tax authorities provide that the statutes of limitations remain open for three or four years from the tax year in which net operating losses or tax credits are utilized. On March 11, 2021, the American Rescue Plan Act of 2021 (“American Rescue Plan Act”) was passed into law and amended portions of relevant tax laws. The American Rescue Plan Act did not have a significant impact on the provision for income taxes for the year ended December 31, 2021. Tax Receivable Agreement Pursuant to our election under Section 754 of the Internal Revenue Code (the “Code”), we expect to obtain an increase in our share of the tax basis in the net assets of P3 LLC when its units are redeemed or exchanged. We intend to treat any redemptions and exchanges of P3 LLC units as direct purchases of the units for U.S. federal income tax purposes. These increases in tax basis may reduce the amounts that we would otherwise pay in the future to various tax authorities. They may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent the tax basis is allocated to those capital assets. In connection with the Business Combinations, we entered into a TRA that provides for the payment by us of 85% of the amount of any tax benefits that we actually realize, or in some cases are deemed to realize, as a result of (i) increases in our share of the tax basis in the net assets of P3 LLC resulting from any redemptions or exchanges of P3 LLC, (ii) tax basis increases attributable to payments made under the TRA, and (iii) deductions attributable to imputed interest pursuant to the TRA (the “TRA Payments”). We expect to benefit from the remaining 15% of any tax benefits that we may actually realize. The estimation of liability under the TRA is, by its nature, imprecise and subject to significant assumptions regarding a number of factors, including (but not limited to) the amount and timing of taxable income generated by the Company each year as well as the tax rate then applicable. As a result of the Business Combinations, the potential future tax benefits are estimated to be $5.4 million, of which $4.6 million is estimated to be the associated TRA liability. However, due to the full valuation allowance recorded by the Company, which results in no tax benefits that are to be realized related to the amortization of the step-up, no TRA liability is recorded within the Company’s Consolidated Financial Statements. As noted above, the Company has no recorded tax benefits associated with the increase in tax basis as a result of the Business Combinations. As a result, the Company determined that payments to TRA holders are not probable and no TRA liability has been recorded as of December 31, 2021. As non-controlling interest holders exercise their right to exchange their units in P3 LLC, a TRA liability may be recorded based on 85% of the estimated future tax benefits that the Company may realize as a result of increases in the tax basis of P3 LLC. The amount of the increase in the tax basis, the related estimated tax benefits, and the related TRA liability to be recorded will depend on the price of the Company’s Class A Common Stock at the time of the relevant redemption or exchange.

Capitalization and Management I

Capitalization and Management Incentive Units	12 Months Ended
	Dec. 31, 2021
Capitalization and Management Incentive Units.
Capitalization and Management Incentive Units	Note 18: Capitalization and Management Incentive Units Successor Period Class A Common Stock The Company is authorized to issue 800,000,000 shares of Class A common stock with a par value of $0.0001 per share, of which 41,578,890 shares were issued ● 8,732,517 shares of Class A common stock were issued as part of the purchase consideration; ● 3,737,316 shares of Class A common stock (after redemptions) were no longer subject to redemption; ● 8,738,750 shares of Class A common stock held by the Founder Holders remained outstanding; and ● 20,370,307 shares of Class A common stock were issued in a private placement pursuant to subscription agreements entered into effective as of March 25, 2021 (the “PIPE Investment”). Class V Common Stock The Company is authorized to issue 205,000,000 shares of Class V common stock with a par value of $0.0001 per share. These shares have no economic value but entitle the holder to one vote per share. The holders of Common Units of P3 Health Group, LLC subscribed for shares of Class V common stock on a one-for-one basis and may exchange their Common Units and Class V common stock together for Class A common stock on a one-for-one basis. All Class V common stock issued as of the Business Combinations date is subject to a 180 day lockup period. As of December 31, 2021, there were 196,553,523 shares of Class V common stock issued and outstanding Preferred Stock The Company is authorized to issue 10,000,000 shares of preferred stock with a par value of $0.0001 per share, of which zero shares were outstanding as of December 31, 2021. P3 Health Group, LLC Common Units In connection with the Business Combinations, all outstanding Class A Units, Class B Units, Class C Units and Class D Units of P3 Health Group Holdings, LLC were converted into the right to receive the merger consideration, which consisted of cash and newly-issued Common Units of P3 Health Group, LLC. The Common Units were issued in amounts determined in accordance with the agreement and plan of merger, dated as of May 25, 2021 (as amended), by and among Foresight, P3 Health Group Holdings and FAC Merger Sub LLC, and the then-existing limited liability company agreement of P3 Health Group Holdings, LLC. Each holder of Common Units was issued shares of Class V common stock on a one-for-one basis. At December 31, 2021, there were 243,603,813 Common Units outstanding at P3 LLC of which the Company held 41,578,890 Common units and non-controlling interests held the remaining 202,024,923 Common Units outstanding, 5,471,400 of which are restricted as discussed above. Predecessor Period Prior to the Business Combinations, P3 Health Group Holdings, LLC’s capital structure consists of Class A Units, which represent commitments from the Company’s private equity sponsors, Class B Units, which represent founders common equity, Class C Units, which represented Management Incentive Units, and Class D Units, which represents an additional investment from a private equity sponsor. Class A Units At December 31, 2019, the Company had received total funding commitments from its Class A Unit holders totaling $43.0 million. Class A Units had voting rights and, whether, or not declared or approved by the Board, the holders of Class A Units were entitled to a preferred return in the amount of 8.0%, per annum (beginning on November 19, 2019). At December 31, 2020 and 2019, there were 43,000,000 Class A Units authorized and outstanding. The Class A Units were subject to possible redemption rights and have been classified in mezzanine equity. At December 31, 2021, there were zero Class A Units authorized and outstanding Class B Units Class B Units are those, that were issued to the Company’s Founders. At December 2, 2021 and December 31, 2020 and 2019, there were 19,701,492 Class B Units authorized. At December 31, 2021, there were zero Class B Units outstanding. At December 2, 2021 and December 31, 2020 and 2019, there were 19,701,492 Class B Units outstanding. Class B Units are subdivided among three tranches: Subclass B-1; Subclass B-2; and Subclass B-3. Each Subclass is described below: ● Subclass B-1 ( 10,000,000 Units): Subclass B-1 Units were entirely service based (Time-based). 20% of Subclass B-1 Units vested each year beginning on April 20, 2018 and annually thereafter until April 20, 2022. Subclass B-1 Units very closely resemble Class C Time-based Profits Interest(s) Units. ● Subclass B-2 ( 4,054,054 ): Subclass B-2 Units were entirely Performance-based. 100% of Subclass B-2 Units would vest immediately prior to and conditioned upon the occurrence of a Sale of the Company in which the Company’s EBITDA as of the date of such Sale of the Company is at least $20 million or net proceeds distributable among the Members from such Sale of the Company are at least $200 million. ● Subclass B-3 ( 5,647,438 ): Subclass B-3 Units were entirely performance-based. 100% of Subclass B-3 Units would vest immediately prior to and conditioned upon the occurrence of a Sale of the Company in which the Company’s EBITDA as of the date of such Sale of the Company is at least $30 million or net proceeds distributable among the members from such Sale of the Company are at least $300 million. Of this 19,701,492, there were 17,701,492, 6,000,000 and 4,000,000 Subclass B-1 Units vested as of December 2, 2021 and December 31, 2020 and 2019, respectively. Only vested units are presented in the consolidated statements of changes in members’ deficit. As of December 31, 2020, 4,000,000 Subclass B-1 Units remained unvested. In connection with the Business Combinations, all outstanding Class B Units were converted into the right to receive the merger consideration described above. See Note 19 “Share-Based Compensation.” Class C Units P3 Health Group Holdings, LLC maintained a Management Incentive Plan (the “Plan”), which provides for the grant of service-based and performance-based Class C Units to board managers and key employees. Subject to adjustment, a maximum aggregate of 6,845,297 Class C Units have been authorized for issuance under the Plan. Class C Units were governed by the terms of the Plan, the terms of the award agreement documenting the grant and the Limited Liability Company agreement of P3 Health Group Holdings, LLC (the “LLC Agreement”). Class C Units were intended to qualify as “Profits Interests” for Federal income tax purposes. Service-based Class C Units generally vested, except as otherwise approved by P3 Health Group Holdings, LLC’s Board, over a period of four Performance-based Class C Units would vest upon the Company’s attainment of certain Board-established milestones (thresholds). Board-established milestones were grant specific and set on the date of each Class C Unit grant. P3 Health Group Holdings, LLC Board had the right to accelerate the vesting of any Class C incentive units granted under the Plan at such times and upon such terms and conditions as may be deemed advisable, for which any determination could be made on a grant-specific basis. As of December 2, 2021 and December 31, 2020, and 2019, the number of Class C Units issued were 5,235,833 (of which 1,962,500 were vested), 5,420,833 (of which, 1,302,083 were vested) and 4,070,833 (of which 1,058,333 were vested), respectively, and only the vested units are presented in the consolidated statements of changes in members’ deficit. In connection with the Business Combinations, all outstanding Class C Units were converted into the right to receive the merger consideration described above. See Note 19 “Share-Based Compensation.” Class D Units Subject to Possible Redemption On November 14, 2019, P3 Health Group Holdings, LLC received $50.0 million in funding from Hudson Vegas Investment, SPV, LLC, an investment vehicle of The Straus Group (“Straus”) per the unit purchase agreement executed between the parties. P3 Health Group Holdings, LLC issued Straus 16,130,034 of Class D Units. Class D Units have voting rights and, accrue a preferred return in the amount of 8.0%, per annum. Of the $50.0 million received from Straus, the Company utilized $16,752,354 to settle outstanding bridge loans, plus accrued interest and $2,958,446 to settle transaction closing costs related to Class D Units. These transaction closing costs were netted against the $50.0 million in proceeds raised. There were 16,130,034 Class D Units authorized and outstanding as of December 31, 2020 and 2019. Class D units contained a provision whereby at any time after November 4, 2024, the holders of Class D Units could exercise a right that would require the Company to redeem their outstanding units for cash, if certain conditions related to a sale of the Company are not met. Upon exercise of this right, the Company would be required to redeem all the then outstanding Class D units at a price equal to the amount of proceeds that otherwise would have been received in a sale transaction. In accordance ASC 480-10-S99, Distinguishing Liabilities from Equity Prior to the Business Combinations, distributions to the unitholders of P3 Health Group Holdings, LLC were made according to the following priority: ● First, to Class D Unitholders in proportion to their unreturned contribution amounts and until each Class D Member’s unreturned contribution amount is reduced to zero. ● Second, to Class A Unitholders in proportion to their unreturned contribution amount and until each Class A Member’s unreturned contribution amount is reduced to zero. ● Third, to Class A and Class D Unitholders in proportion to their respective unpaid preferred return balances have been reduced to zero; and ● Thereafter, any remaining amounts to holders of all vested units, in proportion to their number of vested units. ​ In connection with the Business Combinations, all outstanding Class D Units were converted into the right to receive the merger consideration described above.

Share-Based Compensation

Share-Based Compensation	12 Months Ended
	Dec. 31, 2021
Share-Based Compensation
Share-Based Compensation	Note 19: Share-Based Compensation Successor Company Successor Awards In connection with the Business Combinations, Foresight’s Board of Directors adopted, and its stockholders approved, the 2021 Incentive Award Plan (the “2021 Plan”), in order to facilitate the grant of cash and equity incentives to employees, consultants, and directors of the Company and certain affiliates. The 2021 Plan became effective on December 3, 2021. As of December 31, 2021, the Successor Company did not issue any awards under the 2021 Plan, as the only shares outstanding at year-end are the unvested awards which were replaced with the Class V shares and Common Units. The following table sets forth a summary of Class V share-based compensation activity of the Successor Company: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ ​ ​ Average ​ ​ ​ ​ Grant-Date ​ Time Based ​ Grant-Date ​ Performance ​ Fair Value Units Fair Value Based Units Outstanding and non-vested at December 3, 2021 ​ $ — — ​ $ — — Granted on December 3, 2021 1 ​ 9.20 5,471,400 ​ — — Granted during period ​ — — ​ — — Vested ​ — — ​ — — Cancelled/forfeited ​ — — ​ — — Outstanding and non-vested at December 31, 2021 ​ $ 9.20 5,471,400 ​ $ — — 1 Predecessor Company Predecessor Awards In 2017, the Predecessor Company adopted the Management Incentive Plan (the “Predecessor Equity Plan”). Under the Predecessor Equity Plan, the Predecessor Company granted awards in the form of profits interests to employees, officers, and directors or in the form of common equity to founders. The Predecessor Plan was administered by the Board of Directors which had full power and authority to select the participants to whom awards were granted, to make any combination of awards to participants, to accelerate the exercisability or vesting of any award, and to determine the specific terms and conditions of each award, subject to the provisions of the Predecessor Equity Plan. Following the Business Combinations and the effectiveness of the 2021 Plan, the Predecessor Equity Plan terminated and no further awards will be made under the Predecessor Equity Plan. Class C Units Under the Predecessor Equity Plan, 6,845,297 Class C units were authorized and 5,235,833 were issued to non-employee directors and officers as of December 2, 2021. Time-based Class C units generally vested over a period of four ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ Average ​ Average ​ ​ ​ Grant-Date ​ Time Based ​ Grant-Date ​ Performance ​ ​ Fair Value ​ Units ​ Fair Value ​ Based Units Outstanding and non-vested at December 31, 2018 ​ $ 0.16 ​ 1,550,000 ​ $ 0.03 ​ 500,000 Granted ​ 0.13 1,125,000 ​ 0.04 ​ 1,375,000 Vested ​ 0.15 (633,333) ​ — ​ — Cancelled/forfeited ​ 0.14 (654,167) ​ 0.07 ​ (250,000) Outstanding and non-vested at December 31, 2019 ​ $ 0.13 1,387,500 ​ 0.04 ​ 1,625,000 Granted ​ 0.49 600,000 ​ 0.04 ​ 950,000 Vested ​ 0.30 (443,750) ​ — ​ — Cancelled/forfeited ​ — — ​ — ​ — Outstanding and non-vested at December 31, 2020 ​ $ 0.49 1,543,750 ​ $ 0.04 ​ 2,575,000 Granted ​ 4.74 985,000 ​ 0.38 ​ 60,000 Vested ​ 1.12 (660,417) ​ — ​ — Cancelled/forfeited ​ 0.49 (280,000) ​ 0.04 ​ (950,000) Outstanding and non-vested at December 2, 2021 ​ $ 2.66 1,588,333 ​ $ 0.04 ​ 1,685,000 ​ Business Combination On December 3, 2021, in connection with the Business Combinations, each Incentive Unit that was outstanding immediately prior to the effective time of the Business Combinations and that was vested (after taking into account any accelerated vesting that occurred in connection with the Business Combinations) was canceled and converted into the right to receive a portion of the merger consideration, which consisted of Common Units of P3 LLC and cash. Each outstanding Incentive Unit that was subject to time-based vesting, but had not vested immediately prior to the effective time of the Business Combinations, was converted into the right to receive a portion of the merger consideration, which merger consideration remained subject to the original vesting conditions. Pursuant to action taken by the Board of Directors in connection with the closing of the Business Combinations, all of the time-vesting Incentive Units held by two executive officers that were not vested were accelerated such that all of the merger consideration received by these executive officers was not subject to any vesting restrictions, which resulted in an acceleration of compensation cost of $2,419,678 recognized by the Predecessor Company. In total, 5,471,400 Common Units were issued in respect of unvested time-based Incentive Units held by directors, executive officers or employees, which were paired with an equal number of unvested Class V shares and remained subject to the original vesting restrictions. Certain of the performance-based Incentive Units issued to directors, executive officers and employees vested on December 3, 2021 to the extent a qualifying event was consummated and the applicable performance hurdles were achieved upon consummation of the Business Combinations, and were converted into the right to receive a portion of the merger consideration. To the extent not vested upon the consummation of the Business Combinations on December 3, 2021, each unvested performance-based Incentive Unit was forfeited without consideration. Each P3 LLC Unit received as merger consideration was paired with a share of Class V common stock issued in the Successor Company. The acquisition date fair value of the unvested profits interests attributable to post-combination services was $23,999,330 which will be expensed over the relevant vesting period by the Successor Company. The acquisition date fair value of the unvested profits interest attributable to pre-combination services was $26,313,476 and was included in consideration transferred in connection with the Business Combinations. Valuation of Equity-Based Awards The Black-Scholes-Merton option pricing model was used in both the Successor Period and Predecessor Period to value equity-based awards and determine the related compensation cost. The following table illustrates assumptions used to value all classes of awards granted for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FMV / Unit Valuation Volatility RF Rate Time at Grant Date 03.31.2021 60 % 0.06 % 0.90 ​ $ 4.74 12.31.2020 65 % 0.10 % 1.10 ​ $ 0.49 06.11.2020 45 % 0.19 % 1.70 ​ $ 0.15 11.04.2019 45 % 1.60 % 2.30 ​ $ 0.13 12.31.2018 40 % 2.46 % 3.10 ​ $ 0.15 ​ The table above assumed the risk-free interest rate estimate was based on constant maturity, which is the theoretical value of a U.S. Treasury that is based on recent values of auctioned U.S. Treasuries. The expected dividend yield was based on our expectation of not paying dividends in the foreseeable future. We calculated the expected term primarily based upon the estimated time to a liquidation event. We used company-specific historical information, guideline company information, and implied volatility information to generate the volatility assumptions. Compensation Expense Compensation costs during the periods indicated below are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, ​ December 31, ​ 2021 2021 2020 2019 Grant date fair value of profits interests - time-based $ 23,999,330 ​ ​ $ 4,669,885 ​ $ 317,958 ​ $ 316,000 ​ Profits interest compensation cost - time-based $ 4,635,142 ​ $ 3,524,277 $ 447,475 ​ $ 474,042 ​ Grant date fair value of profits interests - performance-based $ — ​ $ 103,000 $ 65,000 ​ $ 15,000 ​ Profits interest compensation cost - performance based $ — ​ ​ $ 176,975 ​ $ — ​ $ — ​ ​ The Company accounts for forfeitures of awards as they occur. As of December 31, 2021, and December 31, 2020, there was $19,364,188 and $1,198,550, respectively, of unrecognized equity-based compensation cost. The cost related to the time-based awards is expected to be recognized over a weighted-average period of 0.48 years. The Company did not recognize any tax benefits related to stock-based compensation for the Successor Period ended December 31, 2021, the Predecessor Period ended December 2, 2021, and the Predecessor years ended December 31, 2020 and 2019.

Earnings (Loss) per Share

Earnings (Loss) per Share	12 Months Ended
	Dec. 31, 2021
Earnings (Loss) per Share
Earnings (Loss) per Share	Note 20: Earnings (Loss) per Share Loss per Share – Successor Period The following table provides the computation of net loss per share and weighted average shares of the Company’s common stock outstanding during the periods presented: ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ December 3, 2021 ​ ​ through December 31, ​ 2021 Net Loss ​ $ (57,937,929) Loss Attributable to Non-controlling Interest ​ (47,856,729) Net Loss Attributable to Class A Common Stockholders - Basic and Diluted EPS ​ $ (10,081,200) ​ ​ ​ ​ Weighted Average Class A Common Shares Outstanding - Basic and Diluted EPS ​ ​ 41,578,890 ​ ​ ​ ​ Loss per Share Attributable to Class A Common Shareholders - Basic and Diluted ​ $ (0.24) ​ The following table presents potentially dilutive securities excluded from the computation of diluted net loss per share for the periods presented because their effect would have been anti-dilutive. The liability-classified Public and Private Warrants are out of the money and thus have no impact on diluted EPS. Additionally, the Company considered the potential conversion of the 196,553,523 shares Class V common stock as potentially dilutive securities. However, net loss has already been allocated to the non-controlling interests in P3 LLC who hold all of the Class V common stock. Therefore, the inclusion of the Class V common stock on an if-converted basis would not impact the diluted EPS calculation and these shares have been excluded from the table below. ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ December 3, 2021 ​ ​ through December 31, ​ 2021 Public Warrants ​ ​ 10,541,667 Private Warrants ​ ​ 277,500 Restricted Shares ​ ​ 5,471,400 Total ​ ​ 16,290,567 ​

Premium Deficiency Reserve ("PD

Premium Deficiency Reserve ("PDR")	12 Months Ended
	Dec. 31, 2021
Premium Deficiency Reserve ("PDR")
Premium Deficiency Reserve ("PDR")	Note 21: Premium Deficiency Reserve We assess the profitability of our at-risk share savings arrangements to identify contracts where current operating results or forecasts indicate probable future losses. If anticipated future variable costs exceed anticipated future revenues, a premium deficiency reserve is recognized. No premium deficiency reserves were recorded as of December 31, 2020 given the maturing of these health plans. Management concluded a PDR of $37,835,642 existed at December 31, 2021, which represented its estimate of probable contract losses expected to be generated by the Company’s health plans.

Leases

Leases	12 Months Ended
	Dec. 31, 2021
Leases
Leases	Note 22: Leases The Company leases real estate in the form of corporate office space and operating facilities. The Company additionally leases certain machinery in the form of office equipment. Generally, the term for real estate leases ranges from one one five Operating lease costs are included within operating expenses on the consolidated statements of operations. The Company does not have any finance leases, short-term lease costs nor any sublease income. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ ​ ​ ​ through December 31, ​ ​ through December 2, ​ ​ ​ ​ ​ ​ ​ 2021 2021 2020 2019 Operating Lease Costs ​ $ 262,395 ​ ​ $ 2,294,555 ​ $ 2,018,210 ​ $ 1,592,665 ​ Lease terms and discount rates consisted of the following at each of the periods presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ December 31, ​ ​ December 31, ​ Year Ending December 31, 2021* 2020* ​ Weighted Average Remaining Lease Term (Years) 5.01 ​ 3.74 ​ Weighted Average Discount Rate 11.1 % ​ 10.3 % * All Leases are Operating The table below reconciles the undiscounted future minimum lease payments (displayed by year and in the aggregate) under noncancelable operating leases with terms of more than one year to the total operating lease liability recognized on the consolidated balance sheets as of the dates presented. ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ December 31, Year Ending December 31, 2021 2022 ​ $ 2,882,304 2023 ​ 2,017,479 2024 ​ 1,804,823 2025 ​ 1,521,074 2026 ​ 976,170 Thereafter ​ 1,927,098 Total Payments for Operating Leases ​ 11,128,948 Less: Interest ​ (2,744,830) Present Value of Operating Lease Liabilities ​ $ 8,384,118 ​ The current portions of ROU liabilities of $2,087,235 and $2,174,095 are included in Accounts Payable and Accrued Expenses in the Company’s consolidated balance sheets as of December 31, 2021 and December 31, 2020, respectively. Supplemental cash flows and other information related to leases for each of the periods ending December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ through December 31, ​ ​ through December 2, ​ ​ ​ ​ 2021 2021 2020 New Assets Obtained in Exchange for Operating Lease Liabilities ​ $ 314,242 ​ ​ $ 4,073,448 ​ $ 882,029 Operating Cash Flows Paid for Operating Leases ​ ​ 255,403 ​ ​ ​ 2,255,905 ​ ​ 1,843,281 ​

Retirement Plan

Retirement Plan	12 Months Ended
	Dec. 31, 2021
Retirement Plan
Retirement Plan	Note 23: Retirement Plan The Company maintains a retirement savings 401(k) Plan the “401(k) Plan” for full-time employees. Participants may elect to contribute to the 401(k) Plan, through payroll deductions, subject to Internal Revenue Service limitations. At its discretion, the Company can make a matching contribution to the 401(k) Plan. The Company did not make any contributions to the 401(k) Plan in the Successor Period of 2021, and the Predecessor Periods

Redeemable Non-Controlling Inte

Redeemable Non-Controlling Interests	12 Months Ended
	Dec. 31, 2021
Redeemable Non-Controlling Interests.
Redeemable Non-Controlling Interests	Note 24: Redeemable Non-Controlling Interests Non-controlling interests represents the portion of P3 LLC that the Company controls and consolidates but does not own (i.e., the P3 LLC Common Units held directly by the shareholders other than the Company). The non-controlling interests represent approximately 83% ownership in P3 LLC as of December 3, 2021. Generally, P3 LLC Common Units participate in net income or loss allocations and distributions and entitle their holder to the right, subject to the terms set forth in the limited liability agreement, to require P3 to redeem all or a portion of the Common Units held by such participant, together with a corresponding number of shares of Class V Common Stock, in exchange for Class A Common Stock or at the Company’s option, and subject to certain limitations, in cash. As the non-controlling interest holders have an approximately 83% voting interest in the Company through their Class V Common Stock and have appointed most of the initial members to the Board of Directors, the ability to elect cash settlement upon redemption is outside of the control of the Company. The P3 LLC Common Units held by outside shareholders have been classified as redeemable non-controlling interest in the Company. The cash redemption feature is considered outside of the control of the Company for the reason described above. Therefore, in accordance with ASC Topic 480, Distinguishing Liabilities from Equity The redeemable non-controlling interest was initially measured at its fair value on December 3, 2021. Net income or loss is attributed to the redeemable non-controlling interest during each reporting period based on its ownership percentage, as appropriate. Subsequent to that, the redeemable non-controlling interest is measured at its fair value (i.e., based on the Class A stock price) at the end of each reporting period, with the remeasurement amount being no less than the initial value, as adjusted for the redeemable non-controlling interest’s share of net income or loss. The offset of any fair value adjustment is recorded to equity, with no impact to net income or loss. As of December 31, 2021, the fair value of redeemable non-controlling interest is lower than the initial value, as such, there was no remeasurement adjustment recorded. In addition, pursuant to the Agreement and Plan of Merger, all non-controlling interest holders are subject to certain lock-up period and as a result, there was no exchange or redemption activity as of December 31, 2021.

Segment Reporting

Segment Reporting	12 Months Ended
	Dec. 31, 2021
Segment Reporting
Segment Reporting	Note 25: Segment Reporting The Company organizes its operations into one reportable segment. The Chief Executive Officer, who is our Chief Operating Decision Maker (“CODM”), reviews financial information and makes decisions about resource allocation based on the Company’s responsibility to deliver high quality primary medical care services to its patient population. For the periods presented, all the Company’s revenues were earned in the United States. Likewise, all the Company’s long-lived assets were in the United States.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies.
Commitments and Contingencies	Note 26: Commitments and Contingencies The Company is a party to various claims, legal and regulatory proceedings, lawsuits and administrative actions arising in the ordinary course of business and associated with the Business Combinations. The Company carries general and professional liability insurance coverage to mitigate the Company’s risk of potential loss in such cases. An accrual is established when a specific contingency is probable and estimable. The Company also faces contingencies that are reasonably possible to occur that cannot currently be estimated. The Company believes that disposition of these matters will not have a material adverse effect on the Company’s consolidated financial position, net loss or cash flows. It is the Company’s policy to expense costs associated with loss contingencies, including any related legal fees, as they are incurred. In the fourth quarter of 2021, a discrepancy was identified in the service agreement with one of the Company’s health plans resulting in a renegotiation of the agreement. As of the date of the filing of this Annual Report on Form 10-K, the renegotiation was in process. The Company has determined it is probable that resolution of this discrepancy will result in an additional payment to the health plan of approximately $10.6 million. This contingent liability is reflected in the Company’s financial statements presented in this Annual Report on Form 10-K. In the Predecessor Period of 2021, the Company recorded a $3.6 million reduction in operating revenue and a $7.0 million charge to operating expense to account for amounts not previously recorded. Uncertainties The healthcare industry is subject to numerous laws and regulations of Federal, state, and local governments. These laws and regulations include, but are not limited to, matters of licensure, accreditation, government healthcare program participation requirements, reimbursement for patient services, and Medicare / Medicaid Fraud, Waste and Abuse Prevention. Recently, government activity has increased with respect to investigations and allegations concerning possible violations of Fraud, Waste and Abuse statutes and regulations by healthcare providers. Violations of these laws and regulations could result in expulsion from government healthcare programs together with imposition of significant fines and penalties as well as significant repayment for patient services billed. Management believes the Company is compliant with Fraud, Waste and Abuse regulations as well as other applicable government laws. While no regulatory inquiries have been made, compliance with such laws and regulations is subject to government review and interpretation, as well as other regulatory actions which might be unknown at this time. Healthcare reform legislation at both the Federal and state levels continues to evolve. Changes continue to impact existing and future laws and rules. Such changes may impact the manner in which the Company conducts business, restrict the Company’s revenue growth in certain eligibility categories, slow down revenue growth rates for certain eligibility categories, increase certain medical, administrative and capital costs, and expose the Company to increased risk of loss or further liabilities. As a result, the Company’s consolidated financial position could be impacted by such changes. COVID-19 Pandemic On March 11, 2020, the World Health Organization designated COVID-19 a global pandemic. The rapid spread of COVID-19 around the world and throughout the U.S. has altered the behavior of businesses and people, with significant negative effects on Federal, state, and local economies, the duration of which continues to remain unknown. Various mandates were implemented by Federal, state, and local governments in response to the pandemic, which caused many people to remain at home along with forced closure of or limitations on certain businesses. This included suspension of elective procedures by healthcare facilities. While some of these restrictions have been eased across the U.S. and most states have lifted moratoriums on non-emergent procedures, some restrictions remain in place, and many state and local governments are re-imposing certain restrictions due to an increase in reported COVID-19 cases. COVID-19 disproportionately impacts older adults, especially those with chronic illnesses, which describes many of the Company’s patients. The COVID-19 pandemic did not have a material impact on the Company’s revenues as of year ended December 31, 2021. Nearly 97% of the Company’s total revenues are recurring, consisting of fixed monthly PMPM capitation payments received from Medicare Advantage health plans. Based on claims paid to date, direct costs associated with COVID-19 claims was approximately $67.4 million for the period March 1, 2020 through December 31, 2021. Management instituted multiple safety measures for the Company’s employees including a work-from-home policy and access to free vaccinations and personal protective equipment. The full extent to which COVID-19 will directly or indirectly impact the Company, its future results of operations and financial condition will depend on factors which are highly uncertain and cannot be accurately predicted. This includes new and emerging information from the impact of new variants of the virus, the actions taken to contain it or treat its impact and the economic impact on the Company’s markets. Such factors include, but are not limited to, the scope and duration of stay-at-home practices and business closures and restrictions, government- imposed or recommended suspensions of elective procedures, and expenses required for supplies and personal protective equipment. Because of these and other uncertainties, Management cannot estimate the length or severity of the impact of the pandemic on the Company’s business. Furthermore, because of the Company’s business model, the full impact of COVID-19 may not be fully reflected in the Company’s results of operations and overall financial condition until future periods. However, Management will continue to closely evaluate and monitor the nature and extent of these potential impacts to the Company’s business, results of operations and liquidity.

Related Parties

Related Parties	12 Months Ended
	Dec. 31, 2021
Related Parties
Related Parties	Note 27: Related Parties Intercompany Transactions BACC entered an agreement (“Services Agreement”) with P3-NV, collectively the “Parties”, under which P3-NV provides BACC with certain management, administrative, and other non-medical support services in connection with BACC’s medical practice. The Company and its subsidiaries have “Deficit Funding Agreements” with the Network, whereby the Company or its subsidiaries provide loans (“Advances”) from time to time principally for the purpose of working capital support. Interest accrues monthly on each Advance from the date of disbursement. Net Advances made to the Network and accrued interest expense were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, 2020 ​ 2021 2021 (As Restated) Balance at Beginning of Period ​ $ 23,639,987 ​ ​ $ 19,354,258 ​ $ 14,400,045 Advanced During Period ​ 470,165 ​ ​ 2,862,350 ​ 3,772,573 Interest Accrued During period ​ 679 ​ ​ 1,423,379 ​ 1,181,640 Balance at End of Period ​ $ 24,110,831 ​ ​ $ 23,639,987 ​ $ 19,354,258 ​ Advances, in most cases, have been constructively made by P3 Health Group Holdings, LLC on P3-NV’s behalf, and were therefore deemed Advances made by P3-NV. P3-NV’s Advances to BACC include all years prior, for which balances have, historically, not There were no advances transacted between P3-NV and KWA during 2021 or 2020. Atrio Health Plans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, ​ December 31, ​ ​ 2021 2021 2020 2019 Revenue Earned from Capitation ​ $ 11,483,345 ​ ​ $ 142,904,723 ​ $ 146,469,571 ​ $ — Management Fees ​ 180,768 ​ ​ 2,022,076 ​ 2,230,984 ​ — Claims Paid ​ 14,684,345 ​ ​ 146,216,160 ​ 148,905,784 ​ — ​ Atrio Health Plans was established in 2004 and has since grown to serve Medicare beneficiaries in numerous counties throughout Oregon. Atrio works closely with local providers to improve healthcare outcomes of the population(s) served. In 2019, Chicago Pacific Founders (“CPF”) made an equity investment in Atrio. CPF is also a principal holder of shares of Class V common stock and Common Units of P3 LLC. Beginning in 2020, the Company has a Full-Risk capitation agreement in place with Atrio whereby the Company is delegated to perform services on behalf of Atrio’s members assigned to the Company. These delegated services include but are not limited to provider network credentialing, patient authorizations and medical management (care management, quality management and utilization management).

Variable Interest Entities

Variable Interest Entities	12 Months Ended
	Dec. 31, 2021
Variable Interest Entities
Variable Interest Entities	Note 28: Variable Interest Entities The Company prepares its consolidated financial statements in accordance with ASC 810 which provides for the consolidation of VIEs of which an entity is the primary beneficiary. In connection with the Business Combinations further described in Note 1, the Company became the sole managing member of P3 LLC. The rights of the non-managing members of P3 LLC are limited and protective in nature and do not give substantive participation rights over the sole managing member. As a result, P3 LLC is considered a VIE. As the sole managing member, the Company has the right to direct the most significant activities of P3 LLC and the obligation to absorb losses and receive benefits and accordingly is considered the primary beneficiary. Since P3 LLC represents substantially all the assets and liabilities of the Company, the numbers and language below refer to only VIEs held at the P3 LLC level. Additionally, P3 LLC is the primary beneficiary of the Network. P3, LLC entered Stock Transfer Restriction Agreements with the Practice Shareholders of the Network. The Stock Transfer Restriction Agreements, by way of a call option, unequivocally permit P3 LLC to appoint Successor Physicians if a Practice Shareholder vacates their ownership position. Pursuant to ASC 810 both the “power of control” and “economics” criteria were reviewed for VIE consideration. P3 LLC’s ability to appoint Successor Physicians to the Network demonstrates “power of control”. Also, there are Deficit Funding Agreements in place between P3 LLC and the Network. The Deficit Funding Agreement between P3 LLC and the members of the Network states that P3 LLC will advance funds, as needed, to support working capital needs to the extent operating expenses exceed gross revenue. These funding arrangements further illustrate and fulfill the economic criteria for VIE consolidation. Practice Shareholders, who are employees of the Company, retain equity ownership in the Network, which represents nominal non-controlling interests. The non-controlling interests do not participate in the profit or loss of the Network, however. P3 LLC, directly or indirectly via its wholly-owned subsidiaries, may not use or access any net assets of these VIEs to settle its obligations or the obligations of its wholly-owned subsidiaries. Additionally, the creditors of the VIE do not have recourse to the credit of the Company. The following tables provide a summary of the VIE’s assets, liabilities and operating performance. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ 2020 ​ ​ 2021 ​ ​ (As Restated) ASSETS ​ ​ ​ ​ ​ ​ ​ Cash ​ $ 7,570,247 ​ ​ $ 183,836 Client Fees and Insurance Receivable, net ​ 60,815 ​ ​ 335,358 Prepaid Expenses and Other Current Assets ​ 406,372 ​ ​ 285,363 Property and Equipment, net ​ 36,416 ​ ​ 22,309 Investment in Other P3 Entities ​ ​ 6,000,000 ​ ​ ​ — TOTAL ASSETS ​ $ 14,073,850 ​ ​ $ 826,866 LIABILITIES AND MEMBERS’ DEFICIT ​ ​ ​ Accounts Payable and Accrued Expenses ​ $ 4,804,704 ​ ​ $ 686,680 Accrued Payroll ​ 1,303,615 ​ ​ 1,019,940 Due to Consolidated Entities of P3 ​ 24,110,831 ​ ​ 19,354,259 TOTAL LIABILITIES ​ 30,219,150 ​ ​ 21,060,879 MEMBERS’ DEFICIT ​ (16,145,300) ​ ​ (20,234,013) TOTAL LIABILITIES AND MEMBERS’ DEFICIT ​ $ 14,073,850 ​ ​ $ 826,866 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, 2020 ​ December 31, 2019 ​ 2021 2021 (As Restated) (As Restated) Revenue ​ $ 843,747 ​ ​ $ 7,580,124 ​ $ 7,611,427 ​ $ 4,389,688 Expenses ​ 1,202,951 ​ ​ ​ 12,293,365 ​ 13,100,138 ​ 13,035,788 Net Loss ​ $ (359,204) ​ ​ $ (4,713,241) ​ $ (5,488,711) ​ $ (8,646,100) ​

Warrants

Warrants	12 Months Ended
	Dec. 31, 2021
Warrants.
Warrants	Note 29: Warrants As of December 31, 2020, there were 858,351 Class D warrants outstanding for the predecessor entity. In conjunction with the Term Loan issued November 19, 2020, the predecessor entity issued 858,351 10-year warrants to purchase shares of Series D Preferred Units at $4.68 per share. The warrants were recorded as a liability on the consolidated balance sheet with a balance of $6,316,605 as of December 31, 2020. During the year ended December 31, 2020, no change in the fair value of the warrant liability was recognized in the consolidated statements of operations (See note 8 “Fair Value Measurements and Hierarchy” for further information). During 2021, 858,351 warrants were exercised on a cashless basis, with an exercise price of $4.68 per share as part of the Business Combinations. There were no Class D Warrants outstanding as of December 31, 2021. As of December 31, 2021, there were an aggregate of 10,819,167 warrants outstanding, which include the Public Warrants and Private Placement Warrants. Each warrant entitles the holder to purchase one share of Class A Common Stock at a price of $11.50 per share. The Public Warrants became exercisable 30 days after the completion of the Business Combinations. The Public Warrants will expire five years after the completion of the Business Combinations. The Company has the right to redeem the Public Warrants when the price per Class A ordinary share equals or exceeds $18.00 for 20 days within a 30-day trading period. The Private Placement Warrants are identical to the Public Warrants, except that the Private Placement Warrants are subject to certain transfer restrictions, are not redeemable by the Company if they are held by Sponsors and are exercisable on a cashless basis. The Public Warrants and Private Placement Warrants are recorded as a liability on the consolidated balance sheets with a balance of $11,382,826 as of December 31, 2021. A gain of $2,271,659 was recognized in the Successor Period of 2021, and a loss of $7,664,869 was recognized in the Predecessor Period of 2021 from the change in fair value of the warrant liability in the consolidated statements of operations. During 2021, zero Public Warrants and Private Placement Warrants were exercised.

Restatement of Quarterly Financ

Restatement of Quarterly Financial Information (Unaudited)	12 Months Ended
	Dec. 31, 2021
Restatement of Quarterly Financial Information (Unaudited)
Restatement of Quarterly Financial Information (Unaudited)	Note 30: Restatement of Quarterly Financial Information (Unaudited) We have restated herein our previously issued unaudited condensed consolidated financial statements for each interim period within the fiscal years ended December 31, 2021 and December 31, 2020. See Note 2 “Restatement of Previously Issued Financial Statements” for additional information. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Revenue ​ ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustment ​ Adjustments ​ As Restated Condensed Consolidated Balance Sheet as of September 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Units Subject to Possible Redemption ​ $ — ​ $ — ​ $ — ​ $ 43,656,270 ​ $ — ​ $ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 54,936,716 ​ ​ — ​ ​ (7,895,162) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 6,594,660 ​ ​ — ​ ​ (6,594,660) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 2,747,960 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 1,826,868 Retained Loss from Non-Controlling Interests ​ (26,231,059) ​ 26,231,059 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (203,942,517) ​ ​ (26,231,059) ​ ​ 14,489,765 ​ ​ (970,908) ​ ​ — ​ ​ (216,654,719) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 447,137,121 ​ $ — ​ $ — ​ $ — ​ $ (3,539,071) ​ $ 443,598,050 Other Patient Service Revenue ​ ​ 12,366,111 ​ ​ — ​ ​ — ​ ​ — ​ ​ (3,893,823) ​ ​ 8,472,288 Total Operating Revenue ​ ​ 459,503,232 ​ ​ — ​ ​ — ​ ​ — ​ ​ (7,432,894) ​ ​ 452,070,338 Medical Expenses ​ ​ 459,233,085 ​ ​ — ​ ​ — ​ ​ — ​ ​ (899,940) ​ ​ 458,333,145 Total Operating Expenses ​ ​ 520,053,309 ​ ​ — ​ ​ — ​ ​ — ​ ​ (899,940) ​ ​ 519,153,369 Operating Loss ​ ​ (60,550,077) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,954) ​ ​ (67,083,031) Interest Expense, net ​ ​ (13,130,628) ​ ​ — ​ ​ 6,107,441 ​ ​ — ​ ​ — ​ ​ (7,023,187) Total Other Expenses ​ ​ (25,193,893) ​ ​ — ​ ​ 6,107,441 ​ ​ — ​ ​ — ​ ​ (19,086,452) Net Loss Attributable to Non-Controlling Interests ​ ​ (8,043,678) ​ ​ 8,043,678 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ ​ (77,700,292) ​ ​ (8,043,678) ​ ​ 6,107,441 ​ ​ — ​ ​ (6,532,954) ​ ​ (86,169,483) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended September 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 152,276,992 ​ $ — ​ $ — ​ $ — ​ ​ 796,003 ​ $ 153,072,995 Other Patient Service Revenue ​ ​ 4,243,263 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,130,303) ​ ​ 3,112,960 Total Operating Revenue ​ ​ 156,520,255 ​ ​ — ​ ​ — ​ ​ — ​ ​ (334,300) ​ ​ 156,185,955 Medical Expenses ​ ​ 161,662,423 ​ ​ — ​ ​ — ​ ​ — ​ ​ (334,300) ​ ​ 161,328,123 Total Operating Expenses ​ ​ 184,643,797 ​ ​ — ​ ​ — ​ ​ — ​ ​ (334,300) ​ ​ 184,309,497 Interest Expense, net ​ ​ (4,643,254) ​ ​ — ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (2,529,191) Total Other Expenses ​ ​ (6,044,940) ​ ​ — ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (3,930,877) Net Loss Attributable to Non-Controlling Interests ​ ​ (2,801,965) ​ ​ 2,801,965 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ ​ (31,366,517) ​ ​ (2,801,965) ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (32,054,419) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Nine Months Ended September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 2,779,619 ​ $ — ​ $ (2,779,619) ​ $ — ​ ​ — ​ $ — Net Loss ​ ​ (85,743,970) ​ ​ — ​ ​ 6,107,441 ​ ​ — ​ ​ (6,532,954) ​ ​ (86,169,483) Balance as of September 30, 2021 ​ ​ (179,246,686) ​ ​ — ​ ​ 7,895,167 ​ ​ (43,656,331) ​ ​ — ​ ​ (215,007,850) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Three Months Ended September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 962,163 ​ $ — ​ $ (962,163) ​ $ — ​ ​ — ​ $ — Net Loss ​ ​ (34,168,482) ​ ​ — ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (32,054,419) Balance as of September 30, 2021 ​ ​ (179,246,686) ​ ​ — ​ ​ 7,895,167 ​ ​ (43,656,331) ​ ​ — ​ ​ (215,007,850) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Cash Flows for the Nine Months Ended September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (85,743,970) ​ $ — ​ $ 6,107,441 ​ $ — ​ ​ (6,532,954) ​ $ (86,169,483) Health Plan Settlements Receivable/Premiums Receivable ​ ​ (7,417,477) ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ (884,523) Class A and Class D Preferred Returns ​ ​ 6,107,441 ​ ​ — ​ ​ (6,107,441) ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Revenue ​ ​ ​ Reported Adjustments Adjustments Adjustments Adjustment As Restated Condensed Consolidated Balance Sheet as of June 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Units Subject to Possible Redemption ​ $ — ​ $ — ​ $ — ​ $ 43,656,270 ​ $ — ​ $ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 53,784,760 ​ ​ — ​ ​ (6,743,207) ​ ​ — ​ ​ — ​ ​ 47,041,553 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 5,632,496 ​ ​ — ​ ​ (5,632,496) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 2,392,875 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 1,471,783 Retained Loss from Non-Controlling Interests ​ (23,429,094) ​ 23,429,094 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (172,576,003) ​ ​ (23,429,094) ​ ​ 12,375,705 ​ ​ (970,908) ​ ​ — ​ ​ (184,600,300) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Six Months Ended June 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 294,860,130 ​ $ — ​ $ — ​ $ — ​ $ (4,335,073) ​ $ 290,525,057 Other Patient Service Revenue ​ ​ 8,122,849 ​ ​ — ​ ​ — ​ ​ — ​ ​ (2,763,520) ​ ​ 5,359,329 Total Operating Revenue ​ ​ 302,982,979 ​ ​ — ​ ​ — ​ ​ — ​ ​ (7,098,593) ​ ​ 295,884,386 Medical Expenses ​ ​ 297,570,662 ​ ​ — ​ ​ — ​ ​ — ​ ​ (565,640) ​ ​ 297,005,022 Total Operating Expenses ​ ​ 335,409,517 ​ ​ — ​ ​ — ​ ​ — ​ ​ (565,640) ​ ​ 334,843,877 Operating Loss ​ ​ (32,426,538) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,953) ​ ​ (38,959,491) Interest Expense, net ​ ​ (8,487,374) ​ ​ — ​ ​ 3,993,325 ​ ​ — ​ ​ — ​ ​ (4,494,049) Total Other Expenses ​ ​ (19,148,953) ​ ​ — ​ ​ 3,993,325 ​ ​ — ​ ​ — ​ ​ (15,155,628) Net Loss Attributable to Non-Controlling Interests ​ ​ (5,241,713) ​ ​ 5,241,713 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (46,333,778) ​ (5,241,713) ​ ​ 3,993,325 ​ ​ — ​ ​ (6,532,953) ​ (54,115,119) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended June 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 147,159,665 ​ $ — ​ $ — ​ $ — ​ $ (5,598,799) ​ $ 141,560,866 Other Patient Service Revenue ​ ​ 4,258,933 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,233,356) ​ ​ 3,025,577 Total Operating Revenue ​ ​ 151,418,598 ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,832,155) ​ ​ 144,586,443 Medical Expenses ​ ​ 150,679,717 ​ ​ — ​ ​ — ​ ​ — ​ ​ (299,200) ​ ​ 150,380,517 Total Operating Expenses ​ ​ 170,856,707 ​ ​ — ​ ​ — ​ ​ — ​ ​ (299,200) ​ ​ 170,557,507 Operating Loss ​ ​ (19,438,108) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,955) ​ ​ (25,971,063) Interest Expense, net ​ ​ (4,406,240) ​ ​ — ​ ​ 2,036,476 ​ ​ — ​ ​ — ​ ​ (2,369,764) Total Other Expenses ​ ​ (5,529,823) ​ ​ — ​ ​ 2,036,476 ​ ​ — ​ ​ — ​ ​ (3,493,347) Net Loss Attributable to Non-Controlling Interests ​ ​ (1,959,421) ​ ​ 1,959,421 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (23,008,510) ​ (1,959,421) ​ ​ 2,036,476 ​ ​ — ​ ​ (6,532,955) ​ (29,464,410) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Six Months Ended June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 1,817,564 ​ $ — ​ $ (1,817,564) ​ $ — ​ ​ — ​ $ — Net Loss ​ (51,575,491) ​ — ​ ​ 3,993,325 ​ ​ — ​ ​ (6,532,953) ​ (54,115,119) Balance as of June 30,2021 ​ ​ (146,395,455) ​ ​ — ​ ​ 6,743,106 ​ ​ (43,656,170) ​ ​ — ​ ​ (183,308,519) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Three Months Ended June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 926,852 ​ $ — ​ $ (926,852) ​ $ — ​ ​ — ​ $ — Net Loss ​ ​ (24,967,931) ​ ​ — ​ ​ 2,036,476 ​ ​ — ​ ​ (6,532,955) ​ ​ (29,464,410) Balance as of June 30,2021 ​ ​ (146,395,455) ​ ​ — ​ ​ 6,743,106 ​ ​ (43,656,170) ​ ​ — ​ ​ (183,308,519) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (51,575,491) ​ $ — ​ $ 3,993,325 ​ $ — ​ ​ (6,532,953) ​ $ (54,115,119) Health Plan Settlements Receivable/Premiums Receivable ​ ​ (5,320,861) ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,953 ​ ​ 1,212,092 Class A and Class D Preferred Returns ​ 3,993,325 ​ — ​ ​ (3,993,325) ​ ​ — ​ ​ — ​ — *Rounding may cause variances ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Revenue ​ ​ ​ Reported ​ Adjustment ​ Adjustment ​ Adjustments ​ Adjustment ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Balance Sheet as of March 31, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ Health Plan Settlement Receivables ​ $ 3,687,918 ​ $ — ​ $ — ​ $ — ​ $ 6,532,954 ​ $ 10,220,872 Total Current Assets ​ ​ 78,762,484 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 85,295,438 Total Assets ​ ​ 94,189,692 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 100,722,646 Class A Units Subject to Possible Redemption ​ ​ — ​ ​ — ​ ​ — ​ ​ 43,656,270 ​ ​ — ​ ​ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 52,675,137 ​ ​ — ​ ​ (5,633,583) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 4,705,644 ​ ​ — ​ ​ (4,705,644) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 1,829,084 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 907,992 Retained Loss from Non-Controlling Interests ​ (21,469,673) ​ 21,469,673 ​ — ​ — ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (149,567,493) ​ ​ (21,469,673) ​ ​ 10,339,227 ​ ​ (970,908) ​ ​ 6,532,954 ​ ​ (155,135,893) Total Liabilities, Mezzanine Equity & Members' Equity (Deficit) ​ ​ 94,189,692 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 100,722,646 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended March 31, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 147,700,465 ​ $ — ​ $ — ​ $ — ​ $ 1,263,725 ​ $ 148,964,190 Other Patient Service Revenue ​ ​ 3,863,915 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,530,165) ​ ​ 2,333,750 Total Operating Revenue ​ ​ 151,564,380 ​ ​ — ​ ​ — ​ ​ — ​ ​ (266,440) ​ ​ 151,297,940 Medical Expenses ​ ​ 146,890,945 ​ ​ — ​ ​ — ​ ​ — ​ ​ (266,440) ​ ​ 146,624,505 Total Operating Expenses ​ ​ 164,552,810 ​ ​ — ​ ​ — ​ ​ — ​ ​ (266,440) ​ ​ 164,286,370 Interest Expense, net ​ ​ (4,081,134) ​ ​ — ​ ​ 1,956,848 ​ ​ — ​ ​ — ​ ​ (2,124,286) Total Other Expenses ​ ​ (13,619,130) ​ ​ — ​ ​ 1,956,848 ​ ​ — ​ ​ — ​ ​ (11,662,282) Net Loss Attributable to Non-Controlling Interests ​ (3,282,292) ​ 3,282,292 ​ ​ — ​ — ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (23,325,268) ​ (3,282,292) ​ 1,956,848 ​ — ​ — ​ (24,650,712) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended March 31, 2021 ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 890,612 ​ $ — ​ $ (890,612) ​ $ — ​ ​ — ​ $ — Net Loss ​ (26,607,560) ​ — ​ 1,956,848 ​ — ​ ​ — ​ (24,650,712) Balance as of March 31,2021 ​ ​ (122,918,168) ​ ​ — ​ ​ 5,633,581 ​ ​ (43,656,269) ​ ​ 6,532,954 ​ ​ (154,407,902) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 3 Months Ended March 31, 2021 ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (26,607,560) ​ $ — ​ $ 1,956,848 ​ ​ — ​ ​ — ​ $ (24,650,712) Class A and Class D Preferred Returns ​ 1,956,848 ​ — ​ (1,956,848) ​ — ​ ​ — ​ — *Rounding may cause variances ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Capitated Revenue ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustments ​ Adjustments ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 351,018,290 ​ $ — ​ $ — ​ $ — ​ $ 1,630,111 ​ $ 352,648,401 Other Patient Service Revenue ​ ​ 9,645,990 ​ ​ — ​ ​ — ​ ​ — ​ ​ (2,230,451) ​ ​ 7,415,539 Total Operating Revenue ​ ​ 360,664,280 ​ ​ — ​ ​ — ​ ​ — ​ ​ (600,340) ​ ​ 360,063,940 Medical Expenses ​ ​ 348,258,272 ​ ​ — ​ ​ — ​ ​ — ​ ​ (600,340) ​ ​ 347,657,932 Total Operating Expenses ​ ​ 384,971,257 ​ ​ — ​ ​ — ​ ​ — ​ ​ (600,340) ​ ​ 384,370,917 Interest Expense, net ​ ​ (6,877,619) ​ ​ — ​ ​ 5,577,812 ​ ​ — ​ ​ — ​ ​ (1,299,807) Total Other Expenses ​ ​ (6,877,619) ​ ​ — ​ ​ 5,577,812 ​ ​ — ​ ​ — ​ ​ (1,299,807) Net Loss Attributable to Non-Controlling Interests ​ (3,449,955) ​ 3,449,955 ​ — ​ — ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (27,734,641) ​ (3,449,955) ​ 5,577,812 ​ — ​ — ​ (25,606,784) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended September 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 124,461,275 ​ $ — ​ $ — ​ $ — ​ $ 721,351 ​ $ 125,182,626 Other Patient Service Revenue ​ ​ 4,379,716 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,018,851) ​ ​ 3,360,865 Total Operating Revenue ​ ​ 128,840,991 ​ ​ — ​ ​ — ​ ​ — ​ ​ (297,500) ​ ​ 128,543,491 Medical Expenses ​ ​ 127,015,976 ​ ​ — ​ ​ — ​ ​ — ​ ​ (297,500) ​ ​ 126,718,476 Total Operating Expenses ​ ​ 142,355,570 ​ ​ — ​ ​ — ​ ​ — ​ ​ (297,500) ​ ​ 142,058,070 Interest Expense, net ​ ​ (2,316,579) ​ ​ — ​ ​ 1,859,270 ​ ​ — ​ ​ — ​ ​ (457,309) Total Other Expenses ​ ​ (2,316,579) ​ ​ — ​ ​ 1,859,270 ​ ​ — ​ ​ — ​ ​ (457,309) Net Income Attributable to Non-Controlling Interests ​ 875,560 ​ (875,560) ​ — ​ — ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (16,706,718) ​ 875,560 ​ 1,859,270 ​ — ​ — ​ (13,971,888) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 9 Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 2,534,853 ​ $ — ​ $ (2,534,853) ​ $ — ​ $ — ​ $ — Net Loss ​ (31,184,596) ​ — ​ 5,577,812 ​ — ​ — ​ (25,606,784) Balance as of September 30, 2020 ​ ​ (84,110,848) ​ ​ — ​ ​ 3,558,027 ​ ​ (43,656,271) ​ ​ — ​ ​ (124,209,092) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 840,805 ​ $ — ​ $ (840,805) ​ $ — ​ $ — ​ $ — Net Loss ​ (15,831,158) ​ — ​ 1,859,270 ​ — ​ — ​ (13,971,888) Balance as of September 30, 2020 ​ ​ (84,110,848) ​ ​ — ​ ​ 3,558,027 ​ ​ (43,656,271) ​ ​ — ​ ​ (124,209,092) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 9 Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ Net Loss ​ $ (31,184,596) ​ $ — ​ $ 5,577,812 ​ $ — ​ $ — ​ $ (25,606,784) Class A and Class D Preferred Returns ​ 5,577,812 ​ — ​ (5,577,812) ​ — ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Captital Revenue ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustments ​ Adjustments ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Six Months Ended June 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 226,557,015 ​ $ — ​ $ — ​ $ — ​ $ 908,759 ​ $ 227,465,774 Other Patient Service Revenue ​ ​ 5,266,273 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,211,599) ​ ​ 4,054,674 Total Operating Revenue ​ ​ 231,823,288 ​ ​ — ​ ​ — ​ ​ — ​ ​ (302,840) ​ ​ 231,520,448 Medical Expenses ​ ​ 221,242,295 ​ ​ — ​ ​ — ​ ​ — ​ ​ (302,840) ​ ​ 220,939,455 Total Operating Expenses ​ ​ 242,615,687 ​ ​ — ​ ​ — ​ ​ — ​ ​ (302,840) ​ ​ 242,312,847 Interest Expense, net ​ ​ (4,561,039) ​ ​ — ​ ​ 3,718,542 ​ ​ — ​ ​ — ​ ​ (842,497) Total Other Expenses ​ ​ (4,561,039) ​ ​ — ​ ​ 3,718,542 ​ ​ — ​ ​ — ​ ​ (842,497) Net Loss Attributable to Non-Controlling Interests ​ (4,325,515) ​ 4,325,515 ​ — ​ — ​ ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (11,027,923) ​ (4,325,515) ​ 3,718,542 ​ — ​ ​ — ​ (11,634,896) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended June 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 114,042,681 ​ $ — ​ $ — ​ $ — ​ $ 472,742 ​ $ 114,515,423 Other Patient Service Revenue ​ ​ 2,821,811 ​ ​ — ​ ​ — ​ ​ — ​ ​ (624,782) ​ ​ 2,197,029 Total Operating Revenue ​ ​ 116,864,492 ​ ​ — ​ ​ — ​ ​ — ​ ​ (152,040) ​ ​ 116,712,452 Medical Expenses ​ ​ 105,777,973 ​ ​ — ​ ​ — ​ ​ — ​ ​ (152,040) ​ ​ 105,625,933 Total Operating Expenses ​ ​ 121,527,179 ​ ​ — ​ ​ — ​ ​ — ​ ​ (152,040) ​ ​ 121,375,139 Interest Expense, net ​ ​ (2,249,977) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (390,706) Total Other Expenses ​ ​ (2,299,977) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (440,706) Net Loss Attributable to Non-Controlling Interests ​ (2,774,562) ​ 2,774,562 ​ — ​ — ​ ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (4,188,102) ​ (2,774,562) ​ 1,859,271 ​ — ​ ​ — ​ (5,103,393) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 6 Months Ended June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 1,694,048 ​ $ — ​ $ (1,694,048) ​ $ — ​ $ — ​ $ — Net Loss ​ (15,353,438) ​ — ​ 3,718,542 ​ — ​ ​ — ​ (11,634,896) Balance as of June 30, 2020 ​ ​ (69,173,164) ​ ​ — ​ ​ 2,539,562 ​ ​ (43,656,272) ​ ​ — ​ ​ (110,289,874) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 847,048 ​ $ — ​ $ (847,048) ​ $ — ​ $ — ​ $ — Net Loss ​ (6,962,664) ​ — ​ 1,859,271 ​ — ​ ​ — ​ (5,103,393) Balance as of June 30, 2020 ​ ​ (69,173,164) ​ ​ — ​ ​ 2,539,562 ​ ​ (43,656,272) ​ ​ — ​ ​ (110,289,874) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 6 Months Ended June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (15,353,438) ​ $ — ​ $ 3,718,542 ​ $ — ​ $ — ​ $ (11,634,896) Class A and Class D Preferred Returns ​ 3,718,542 ​ — ​ (3,718,542) ​ — ​ ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously ​ Network ​ Preferred Returns ​ Class A Units ​ Capitated Revenue ​ ​ ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustments Adjustments ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended March 31, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 112,514,334 ​ $ — ​ $ — ​ $ — ​ $ 436,017 ​ $ 112,950,351 Other Patient Service Revenue ​ ​ 2,444,462 ​ ​ — ​ ​ — ​ ​ — ​ ​ (586,817) ​ ​ 1,857,645 Total Operating Revenue ​ ​ 114,958,796 ​ ​ — ​ ​ — ​ ​ — ​ ​ (150,800) ​ ​ 114,807,996 Medical Expenses ​ ​ 115,464,322 ​ ​ — ​ ​ — ​ ​ — ​ ​ (150,800) ​ ​ 115,313,522 Total Operating Expenses ​ ​ 121,088,507 ​ ​ — ​ ​ — ​ ​ — ​ ​ (150,800) ​ ​ 120,937,707 Interest Expense, net ​ ​ (2,261,063) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (401,792) Total Other Expenses ​ ​ (2,261,063) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (401,792) Net Loss Attributable to Non-Controlling Interests ​ (1,550,953) ​ 1,550,953 ​ — ​ — ​ ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (6,839,821) ​ (1,550,953) ​ 1,859,271 ​ — ​ ​ — ​ (6,531,503) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended March 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 846,999 ​ $ — ​ $ (846,999) ​ $ — ​ $ — ​ $ — Net Loss ​ (8,390,774) ​ — ​ 1,859,271 ​ — ​ ​ — ​ (6,531,503) Balance as of March 31, 2020 ​ ​ (63,212,106) ​ ​ — ​ ​ 1,527,340 ​ ​ (43,656,272) ​ ​ — ​ ​ (105,341,038) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 3 Months Ended March 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (8,390,774) ​ $ — ​ $ 1,859,271 ​ $ — ​ $ — ​ $ (6,531,503) Class A and Class D Preferred Returns ​ 1,859,271 ​ — ​ (1,859,271) ​ — ​ ​ — ​ — ​

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2021
Subsequent Events
Subsequent Events	Note 31: Subsequent Events ​ Events Subsequent to the July 2, 2021 Issuance of the December 31, 2020 Financial Statements (Unaudited) Subsequent to the July 2, 2021 issuance of the December 31, 2020 consolidated financial statements, events or conditions occurred that led to the conclusion that substantial doubt exists about the Company’s ability to continue as a going concern as further described in Note 3. Transaction Bonus Agreements As disclosed in the Form 8-K filed on May 18, 2022, the Company’s Board of Directors approved entering into employment agreements and transaction bonus agreements with the Company’s Chief Executive Officer and Chief Medical Officer. The transaction bonus agreements provide for aggregate payments by the Company of $10,000,000 in 2022, which will be charged to operating expense in 2022. Nasdaq Notification On May 18, 2022, the Company received a notification from the listing qualifications department of the Nasdaq Stock Market LLC (“Nasdaq”) indicating that as a result of the Company’s untimely filing of the its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “2021 Form 10-K”) and Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022 (the “First Quarter Form 10-Q”), the Company was not in compliance with the requirements for continued listing under Listing Rule 5250(c)(1) (the “Listing Rule”), which requires listed companies to timely file all required periodic financial On July 19, 2022, Nasdaq granted us a grace period of up to 180 calendar days from the due date of the 2021 Form 10-K, or until September 27, 2022, in which to regain compliance with the Listing Rule. On August 17, 2022, we received a deficiency notice from Nasdaq as a result of the delay in filing its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022 (the “Second Quarter Form 10-Q”), indicating that any additional Nasdaq exception to allow the Company to regain compliance with all delinquent filings, including the Second Quarter Form 10-Q, would be limited to September 27, 2022. Because the Company did not file the 2021 Form 10-K, the First Quarter Form 10-Q and the Second Quarter Form 10-Q with the SEC before September 27, 2022, Nasdaq notified the Company on September 28, 2022, that the Nasdaq Listing Qualifications Department has initiated a process to delist the Company’s securities from Nasdaq as a result of the Company not being in compliance with the Listing Rule. On October 5, 2022, the Company appealed Nasdaq’s delisting determination by requesting a hearing before the Nasdaq Hearing Panel (the “Panel”), which request automatically stays the suspension of the Company’s securities for a period of 15 days from the date of the request. The Nasdaq Staff granted the Company’s request for a hearing, which is scheduled for November 3, 2022, and the Company’s request to extend the stay of any trading suspension pending the hearing and the issuance of a final Panel decision. ​ There can be no assurance that our appeal will be successful. Goodwill ​ Due to the decrease in the share price over the second quarter of 2022, the Company will record a goodwill impairment of $851.5 million as of June 30, 2022. The amount was not recorded at December 31, 2021 or March 31, 2022 as the decline in the share price was considered temporary under the ASC 350 guidance as of those dates.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2021
Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”) . As a result of the Business Combinations, for accounting purposes, Foresight is the acquirer and P3 Health Group Holdings, LLC, which was renamed P3 Health Group, LLC (“P3 LLC”), is the accounting acquiree and predecessor. The financial statement presentation includes the financial statements of P3 LLC as “Predecessor” for the periods prior to the Closing Date (the “Predecessor Period(s)”) and of the Company as “Successor” for the periods after the Closing Date (the “Successor Period(s)”), including the consolidation of P3 LLC. The Successor Period includes the Company’s results of operations and cash flows for the period December 1 through December 2, 2021. As a result of the application of the acquisition method of accounting as of the Closing Date of the Business Combinations, the accompanying consolidated financial statements include a black line division that indicates that the Predecessor and Successor reporting entities shown are presented on a different basis and are therefore, not comparable. The Company qualifies as an emerging growth company (“EGC”) and as such, has elected the extended transition period for complying with certain new or revised accounting pronouncements. During the extended transition period, the Company is not subject to certain new or revised accounting standards applicable to public companies. The accounting pronouncements pending adoption as described in Note 6 “Recent Accounting Pronouncements Not Yet Adopted” reflect effective dates for the Company as an EGC with the extended transition period.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements have been prepared in accordance with GAAP and include the accounts of the Company, and its subsidiaries, all of which are controlled by the Company through majority voting control and variable interest entities for which the Company is the primary beneficiary. As more fully described in Note 28 “Variable Interest Entities”, the Company is the primary beneficiary of the following physician practices (the “Network”): ● Kahan, Wakefield, Abdou, PLLC (“KWA”) ● Bacchus, Wakefield, Kahan, PC (“BACC”) ● P3 Health Partners Professional Services, P.C. ● P3 Medical Group, P.C. ● P3 Health Partners California, P.C. All intercompany accounts and transactions have been eliminated in consolidation.
Variable Interest Entities ("VIE" or "VIEs")	Variable Interest Entities (“VIE” or “VIEs”) Management analyzes whether the Company has any financial interests in VIEs. This analysis includes a qualitative review based on an evaluation of the design of the entity, its organizational structure, including decision making ability and financial agreements, as well as a quantitative review. ASC 810 ,
Segment Reporting	Segment Reporting The Company presents the financial statements by segment in accordance with Accounting Standard Codification Topic No. 280, Segment Reporting
Management's Use of Estimates	Management’s Use of Estimates Preparation of these consolidated financial statements and accompanying footnotes, in conformity with GAAP, requires Management to make estimates and assumptions that could affect amounts reported here. Management bases its estimates on the best information available at the time, its experiences and various other assumptions believed to be reasonable under the circumstances including estimates of the impact of COVID-19. See Note 26 “Commitments and Contingencies” for further discussion on the impact of COVID-19. The areas where significant estimates are used in these accompanying consolidated financial statements include revenue recognition, the liability for unpaid claims, unit-based compensation, premium deficiency reserves, fair value and impairment recognition of long-lived assets (including intangibles and goodwill), fair value of acquired assets and liabilities in business combinations, share-based compensation, fair value of liability classified instruments and judgments related to deferred income taxes. Actual results could differ from those estimates.
Earnings (Loss) per Share and Member Unit	Earnings (Loss) per Share and Member Unit Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share attributable to common stockholders adjusts basic earnings per share for the potentially dilutive impact of Public Warrants, Private Placement Warrants, restricted shares and escrow shares. As the Company has reported losses for all periods presented, all potentially dilutive securities are antidilutive and accordingly, basic net loss per share equals diluted net loss per share. The Company analyzed the calculation of net loss per member unit for Predecessor Periods and determined that it resulted in values that would not be meaningful to the users of these consolidated financial statements. Therefore, net loss per member unit information has not been presented for Predecessor Periods.
Cash and Restricted Cash	Cash and Restricted Cash Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits at banks. Accounts at each institution are insured up to $250,000 by the Federal Deposit Insurance Corporation (“FDIC”). In 2021 and 2020, the Company maintained its cash in bank deposit accounts that, at times, may have exceeded FDIC insured limits. Management does not expect any losses to occur on such accounts. At December 31, 2021 and 2020, the Company had unrestricted cash of $140,477,586 and $36,261,104, respectively, deposited at banking institutions which are subject to the FDIC insured limit. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ ​ December 31, ​ 2021 2020 Checking ​ $ 140,477,586 ​ ​ $ 36,261,104 Restricted ​ 356,286 ​ ​ 3,641,843 Total Cash Balances ​ $ 140,833,872 ​ ​ $ 39,902,947 ​ Restricted Cash is that which is held for a specific purpose (such as payment of partner distributions and legal settlements) and is thus not available to the Company for immediate or general business use. Restricted Cash appears as a separate line item on the Company’s consolidated balance sheets. The following table provides a reconciliation of cash and restricted cash on the balance sheet of the predecessor period at December 2, 2021, December 31, 2020, and December 31, 2019 that sum to the total of these items reported in the statement of cash flows. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ ​ December 2, ​ December 31, ​ December 31, ​ 2021 2020 2019 Checking ​ $ 5,300,842 ​ $ 36,261,104 ​ $ 32,592,496 Restricted ​ 54,095 ​ 3,641,843 ​ 312,352 Total Cash Balances ​ $ 5,354,937 ​ $ 39,902,947 ​ $ 32,904,848
Revenue Recognition and Revenue Sources	Revenue Recognition and Revenue Sources The Company categorizes revenue based on various factors such as the nature of contracts and order to billing arrangements as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ ​ Predecessor ​ ​ ​ December 3, 2021 ​ ​ ​ ​ ​ January 1, 2021 ​ ​ ​ Year Ended ​ ​ ​ Year Ended ​ ​ ​ ​ ​ through December 31, ​ ​ ​ ​ ​ through December 2, ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ Revenue Type 2021 % of Total ​ 2021 % of Total ​ 2020 % of Total 2019 % of Total Capitated Revenue ​ $ 57,224,539 ​ 97 % ​ ​ $ 567,735,297 ​ 98 % $ 480,739,577 ​ 98 % $ 139,332,707 ​ 96 % Other Patient Service Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Clinical Fees & Insurance Revenue ​ 750,675 ​ 2 % ​ 4,318,074 1 % ​ 3,364,504 1 % ​ 3,312,107 2 % Shared Risk Revenue ​ 180,558 ​ 0 % ​ 601,509 0 % ​ 1,111,466 0 % ​ 932,301 1 % Care Coordination / Management Fees ​ ​ 600,175 ​ 1 % ​ ​ ​ 5,880,397 ​ 1 % ​ 5,614,539 ​ 1 % ​ 1,893,553 ​ 1 % Incentive Fees ​ 6,450 ​ 0 % ​ 67,141 0 % ​ 233,439 0 % ​ 11,444 0 ​ Total Other Patient Service Revenue ​ 1,537,858 ​ 3 % ​ 10,867,121 2 % ​ 10,323,948 2 % ​ 6,149,405 4 % Total Revenue ​ $ 58,762,397 ​ 100 % ​ ​ $ 578,602,418 100 % $ 491,063,525 100 % $ 145,482,112 100 % ​ The following table depicts the health plans from which the Company has a concentration of revenue that is 10.0% or more: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ December 3, 2021 ​ ​ ​ ​ January 1, 2021 ​ ​ ​ Year Ended ​ ​ ​ Year Ended ​ ​ ​ ​ ​ through December 31, ​ ​ ​ ​ through December 2, ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ Plan Name 2021 % of Total ​ 2021 % of Total ​ 2020 % of Total 2019 % of Total ​ Health Plan A $ 11,664,112 ​ 20 % $ 139,289,079 ​ 24 % $ 147,906,495 ​ 30 % $ — ​ — Health Plan B ​ 12,757,714 ​ 22 % ​ 126,460,232 ​ 22 % ​ 112,384,330 ​ 23 % ​ 13,557,771 ​ 9 % Health Plan C ​ 6,156,558 ​ 10 % ​ 71,061,602 ​ 12 % ​ 66,237,074 ​ 13 % ​ 27,788,287 ​ 19 % Health Plan D ​ 10,337,160 ​ 18 % ​ 114,496,751 ​ 20 % ​ 62,683,829 ​ 13 % ​ 6,106,544 ​ 4 % Health Plan E ​ 1,820,518 ​ 3 % ​ 22,249,245 ​ 4 % ​ 28,880,247 ​ 6 % ​ 39,265,322 ​ 27 % Health Plan F ​ 2,446,094 ​ 4 % ​ 26,670,388 ​ 5 % ​ 24,521,349 ​ 5 % ​ 26,703,364 ​ 18 % Health Plan G ​ — ​ — % ​ 264,006 ​ — % ​ 22,646,251 ​ 5 % ​ 20,157,166 ​ 14 % All Other ​ 13,580,241 ​ 23 % ​ 78,111,115 ​ 13 % ​ 25,803,950 ​ 5 % ​ 11,903,658 ​ 9 % Total Revenue ​ $ 58,762,397 ​ 100 % ​ $ 578,602,418 ​ 100 % $ 491,063,525 ​ 100 % $ 145,482,112 ​ 100 % ​ Revenue Recognition The Company follows the accounting requirements of ASC 606, Revenue from Contracts with Customers complete, and revenue is earned, upon the transfer of a promise to deliver The principles of ASC 606 are generally applied using the following five steps: 1. Identify the contract(s) with a customer. 2. Identify the performance obligations in the contract. 3. Determine the transaction price. 4. Allocate the transaction price to the performance obligations in the contract; and 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The guidance requires disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized. The Company initially applied the standard on January 1, 2019, using the modified retrospective adoption method, and elected to apply the modified retrospective method only to contracts that were not completed as of this date. Additionally, the Company utilized the portfolio approach to group contracts together with similar characteristics for the adoption analysis. Capitated Revenue The Company contracts with health plans using an at-risk (shared savings) model. Under the at-risk model, the Company is responsible for the cost of all covered services provided to members assigned by the health plans to the Company in exchange for a fixed premium payment, which generally is a percentage of the payment (“POP”) based on health plans’ premiums received from CMS. Through this capitation arrangement, the Company stands ready to provide assigned Medicare Advantage beneficiaries all their medical care via the Company’s directly employed and affiliated physician/specialist network. The premiums health plans receive are determined via a competitive bidding process with CMS and are based on the costs of care in local markets and the average utilization of services by patients enrolled. Medicare pays capitation using a “risk adjustment model”, which compensates providers based on the health status (acuity) of each individual patient. Medicare Advantage plans with higher acuity patients receive higher premiums. Conversely, Medicare Advantage plans with lower acuity patients receive lesser premiums. Under the risk adjustment model, capitation is paid on an interim basis based on enrollee data submitted for the preceding year and is adjusted in subsequent periods after final data is compiled. The Company generally estimates transaction prices using the most likely methodology. Amounts are only included in the transaction price to the extent any significant uncertainty of reversal on cumulative revenue will not occur and is, furthermore, resolved. In certain contracts, PMPM fees also include adjustments for items such as performance incentives or penalties based on the achievement of certain clinical quality metrics as contracted with payors. Capitated revenues are recognized based on an estimated PMPM transaction price to transfer the service for a distinct increment of the series (e.g. month) and is recognized net of projected acuity adjustments and performance incentives or penalties as Management cannot reasonably estimate the ultimate PMPM payment of those contracts. The Company recognizes revenue in the month in which eligible members are entitled to receive healthcare benefits during the contract term. The capitation amount is subject to possible retroactive premium risk adjustments based on the member’s individual acuity. In 2019, the Company recorded $150,681 of additional revenue related to prior year premium risk adjustments. There were no premium risk adjustments recorded in 2021 and 2020 as related to prior years. As the period between the time of service and time of payment is typically one year or less, Management elected the practical expedient under ASC 606-10-32-18 and did not adjust for the effects of a significant financing component. The Company’s contracts with health plans may include core functions and services for managing assigned patients’ medical care. The combination of those services is offered as one “single solution” (“bundle”). Capitation contracts have a single performance obligation that is a stand ready obligation to perform healthcare services to the population of enrolled members and constitutes a series for the provision of managed healthcare services for the term of the contract, which is deemed to be one month since the mix of patients-customers can change month over month The Company does not offer nor price each individual function as a standalone a la carte service to health plans. However, the addition or exclusion of certain services may be negotiated and reflected in each health plan’s specific total POP. At December 31, 2021, 2020 and 2019, the Company had POP contracts in effect with 17 health plans (across 4 states), 12 health plans (across 4 states) and 7 health plans (across 2 states), respectively. Each month, in accordance with contractual obligations (for non-delegated health plans; e.g. those for which the Company has not been delegated for claims processing), each plan funds a medical claims payment reserve equal to a defined percentage of premium attributable to members assigned to the Company. In turn, the Company administers and funds medical claims for contractually covered services, for assigned health plan members, from that health plan’s reserve. On a quarterly or monthly basis, health plans conduct a settlement of the reserve to determine any surplus or deficit amount. The reconciliation and distribution of the reserve occur within 120-days following the end of each quarter. An annual settlement reconciliation and distribution from all funds occurs within twenty-one months following each year-end. As of December 31, health plan receivables and health plan settlement payables, by health plan, by year, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Receivables ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, Health Plan Name 2021 2020 Health Plan A ​ $ 4,695,712 ​ ​ $ 5,732,221 Health Plan B ​ 15,473,828 ​ ​ 15,316,696 Health Plan C ​ 1,380,752 ​ ​ 7,332,687 Health Plan D ​ 6,651,586 ​ ​ 6,863,270 Health Plan E ​ 2,439,046 ​ ​ 2,194,209 Health Plan F ​ 2,925,751 ​ ​ 3,222,247 Health Plan G ​ 239,375 ​ ​ 2,735,562 Health Plan H ​ 2,185,619 ​ ​ 878,866 Health Plan I ​ 1,134,750 ​ ​ 17,908 Health Plan J ​ 149,915 ​ ​ 285,730 Health Plan K ​ 2,705,147 ​ ​ 4,569 Health Plan L ​ 899,560 ​ ​ 378,822 Health Plan M ​ ​ 1,747,116 ​ ​ ​ — Health Plan N ​ ​ 974,092 ​ ​ ​ — Health Plan O ​ ​ 666,291 ​ ​ ​ — Health Plan P ​ ​ 106,162 ​ ​ ​ — Health Plan Q ​ ​ 61,990 ​ ​ ​ — Health Plan R ​ ​ 3,578,682 ​ ​ ​ — Health Plan T ​ ​ 2,175,324 ​ ​ ​ — Health Plan U ​ ​ 60,306 ​ ​ ​ — Total Health Plan Receivables ​ $ 50,251,004 ​ ​ $ 44,962,787 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Settlement Payables ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, Health Plan Name 2021 2020 Health Plan B ​ $ 11,700,274 ​ ​ $ — Health Plan C ​ ​ — ​ ​ ​ 1,928,414 Health Plan D ​ 3,882,250 ​ ​ 4,680,185 Health Plan F ​ 6,085,425 ​ ​ 6,125,681 Health Plan G ​ ​ 776,164 ​ ​ ​ 1,008,495 Health Plan I ​ ​ (215,626) ​ ​ ​ — Health Plan O ​ ​ (39,151) ​ ​ ​ — Health Plan U ​ ​ 226,209 ​ ​ ​ — Health Plan V ​ 133,149 ​ ​ — Total Health Plan Settlement Payables ​ $ 22,548,694 ​ ​ $ 13,742,775 ​ At December 31, 2021 and 2020, Management has deemed the Company’s settlement receivables to be fully collectible from those health plans where the Company is not delegated for claims processing. Accordingly, a constraint on the variable consideration associated with settlement receivables was not necessary. Other Patient Service Revenue(s) – Clinical Fees and Insurance Revenue Clinic fees and insurance revenues relate to net patient fees received from various payers and direct patients (“self-payers”) under contracts in which the Company’s sole performance obligation is to provide healthcare services through the operation of medical clinics. The Company recognizes clinic fees and insurance revenue in the period in which services are provided. Under FFS payment arrangements, revenue is recognized on the date of service. The Company’s performance obligations are typically satisfied in the same day services are provided. All the Company’s contracts with its customers under these arrangements include a single performance obligation. The Company’s contractual relationships with patients, in most cases, also involve third-party payers (Medicare, Medicaid, managed care health plans and commercial insurance companies, including plans offered through state-sponsored health insurance exchanges). Transaction prices for services provided are dependent upon specific rules in place with third party payers – specifically, Medicare/Medicaid and pre-negotiated rates with managed care health plans and commercial insurance companies. Contractual arrangements with third parties typically include payments at amounts which are less than standard charges. These charges generally have predetermined rates for diagnostic service codes or discounted FFS rates. Management perpetually reviews the Company’s contractual estimation processes to consider and incorporate updates to laws, regulations and frequent changes in the managed care system. Contractual terms are negotiated and updated accordingly upon renewal. The Company’s revenue is based upon the estimated amounts Management expects to receive from patients and third-party payers. Estimates of explicit price concessions under managed care and commercial insurance plans are tied to payment terms specified in related contractual agreements. Retroactively calculated explicit price concessions tied to reimbursement agreements with third-party payers are recognized on an estimated basis in the period related services are rendered and adjusted in future periods as final payments are received. Revenue related to uninsured patients, uninsured co-payments, and deductibles (for patients with healthcare coverage) may also be discounted. The Company records implicit price concessions (based on historical collection experience) related to uninsured accounts to recognize self-pay revenues at their most likely amounts to be collected. The Company deems FFS revenue to be variable consideration and that its estimates of associated transaction prices will not result in a significant revenue reversal in the future. Based on satisfaction of single performance obligations occurring on the dates of service, revenue is recognized as of the date services are provided. The Company, therefore, applies a portfolio approach to recognizing revenue from its FFS contracts. Management has elected two of the available practical expedients provided for by ASC 606. First, the Company did not adjust the transaction price for any financing components as those were deemed to be insignificant. Additionally, the Company expensed all incremental customer contract acquisition costs as incurred as such costs are not material and would be amortized over a period less than one year. Other Patient Service Revenue(s) – Shared Risk Revenue P3 LLC (via one of its wholly owned subsidiaries – P3 Health Partners ACO, LLC “AzCC”) receives 30% of the shared risk savings from parties with whom it contracts under four separate arrangements. These arrangements are driven solely by medical cost containment year-over-year (“YoY”) expense reductions. This key performance indicator (“KPI”) is measured by the aggregate change in PMPY (per member, per year medical costs). If the sequential YoY PMPY aggregate change yields a reduction, the Company receives 30% of the associated total cost savings for that year. Conversely, if the sequential YoY PMPY aggregate change yields an increase in medical costs, no monies are due the Company that year. This KPI is compiled and reviewed on a calendar year basis. The Company recognizes shared risk revenue only upon the receipt of cash. Therefore, the likelihood of any significant revenue reversal in the future is low. Other Patient Service Revenue(s) – Care Coordination Fees and Management Fees The Company’s delegated health plans may also pay a Care Coordination Fee (“CCF”) or Management Fee to the Company. CCFs and Management Fees are intended to fund the costs of delegated services provided to certain health plans. CCFs are specifically identified and separated in each monthly capitation payment the Company receives from these parties. None of the Company’s other health plans bifurcate CCFs nor are any of them contractually required to do so. The Company uses a portfolio approach to account for CCFs and Management Fees. Based on similarities of the terms of the care coordination and administrative services, Management believes that revenue recognized by utilizing the portfolio approach approximates that which it would have realized if an individual contract approach were applied. Patient Fees Receivable Substantially, all client fees and insurance receivables are due under FFS contracts with third party payors, such as commercial insurance companies (“Commercial”), government-sponsored healthcare programs (“Medicare/ Medicaid”) or directly from patients (“Self-Pay”). Management continuously monitors activities from payors (including patients) and records an estimated price concession based on specific contracts and actual historical collection patterns. Patient fees receivable, where a third-party payor is responsible for the amount due, are carried at amounts determined by the original charges for services provided less implicit and explicit price concessions. Price concessions represent amounts made for contractual adjustments (discounts). Patient fees receivable is included in Clinic Fees and Insurance Receivables in the Company’s consolidated balance sheets and are recorded net of contractual allowances. Patient fees receivable are recorded at the invoiced amount, net of any expected contractual adjustments and implicit price concessions, and do not bear interest. The Company has agreements with third-party payors that provide for payments at amounts different from the established rates. Payment arrangements include prospectively determined rates per discharge, reimbursed costs, discounted charges, and per diem payments. Patient service revenues are reported at the estimated net realizable amounts from patients, third-party payors, and others for services rendered. Contractual adjustments arising under reimbursement arrangements with third- party payors are accrued on an estimated basis in the period the related services are rendered and are adjusted in future periods as final settlements are determined. Implicit price concessions are taken based on historical collection experience and reflect the estimated amounts the Company expects to collect.
Property and Equipment	Property and Equipment Property and equipment is carried at acquisition cost, net of accumulated depreciation. Costs for repairs and maintenance of property and equipment, after such property and equipment has been placed in service, are expensed as incurred. Costs and related accumulated depreciation are eliminated when property and equipment is sold or otherwise disposed. Sales and disposals may result in asset- specific gains or losses. Any such gains or losses are included as a component of net income (loss). Management computes and records depreciation using the straight-line method. Lease terms range from one ​ ​ ​ ​ Classification Depreciation Cycle Leasehold Improvements (Cycle: Lease Term) 1 to 10 Years Furniture & Fixtures 7 Years Computer Equipment 3 Years Medical Equipment 7 Years Software 3 Years Software (Development in Process) N/A ​ ASC 350-40, Internal Use Software Computer software is considered for internal use when it is developed or purchased for the internal usage and needs of the organization only. Beginning in 2018, the Company began the project build of its own proprietary technology to serve core functions of its business operations such as revenue and medical cost analysis, care management and various facets that promote impactful utilization. At December 31, 2021 and 2020, the Company has categorized $2,433,470 and $2,794,221, respectively to property and equipment for these software costs (specifically to work in progress). The Company’s internally-developed technology has been and is continuing to be designed to standardize the availability of quality data used across the enterprise. The technology requires several components of external input from health plans served by the Company, its provider network and member-patient populations. As internally developed technology is deemed “substantially complete”, it is placed into service and depreciated over three years. In 2021 and 2020, $2,087,022 and $534,931 of capitalized costs was placed into service. Any, and all, costs associated with internally developed technology, following deployment are expensed directly to the Company’s consolidated statements of operations, as incurred.
Fair Value Measurements	Fair Value Measurements The Company accounts for fair value measurements in accordance with ASC 820, Fair Value Measurements . The Company uses valuation approaches that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels (see Note 8 “Fair Value Measurements and Hierarchy” for further discussion): Level 1 inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets In accordance with ASC 360, Property, Plant, and Equipment
Goodwill	Goodwill In accordance with ASC 350, Intangibles – Goodwill and Other , Management tests goodwill for impairment at the reporting unit level. The Company has one reporting unit for the goodwill impairment testing purposes. Goodwill is tested for impairment on an annual basis in the fourth quarter, or more frequently if events or changes in circumstances indicate the carrying value of goodwill may not be recoverable (a “triggering event”). On the occurrence of a triggering event, an entity has the option to first assess qualitative factors to determine whether a quantitative impairment test is necessary. If it is more likely than not that goodwill is impaired, the fair value of the reporting unit (the Company) is compared with its carrying value. An impairment charge is recognized for the amount by which the carrying amount exceeds the fair value, provided, the loss recognized cannot exceed the total amount of goodwill. No goodwill impairment charges were recorded in 2021, 2020 and 2019. See Note 11 “Goodwill.”
Intangible Assets	Intangible Assets Intangible assets with finite useful lives are amortized on a straight-line basis over their estimated useful lives. In determining the estimated useful lives of definite-lived intangibles, the Company considers the nature, competitive position, life cycle position and historical and expected future operating cash flows of each acquired asset, as well as its commitment to support these assets through continued investment and legal infringement protection. The Company reviews intangible assets, for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment loss occurred requires comparing the carrying amount to the sum of undiscounted cash flows expected to be generated by the asset. Such events and circumstances include the occurrence of an adverse change in the market involving the business employing the assets or a situation in which it is more likely than not that the Company will dispose of such assets. If the comparison indicates that there is impairment, the impairment loss to be recognized as a non-cash charge to earnings is measured by the amount by which the carrying amount of the asset exceeds its fair value and the impaired asset is written down to its fair value or, if fair value is not readily determinable, to an estimated fair value based on discounted expected future cash flows.
Leases	Leases The Company accounts for leases in accordance with ASC 842, Leases Some of the Company’s leases contain rent escalations over the lease term. The Company recognizes expense for operating leases on a straight-line basis over the lease term. The Company does not currently have any finance leases. The Company’s lease agreements contain variable payments for common area maintenance and utilities. The Company has elected the practical expedient to combine lease and non-lease components for all asset categories. Therefore, the lease payments used to measure the lease liability for these leases include fixed minimum rentals along with fixed non-lease component charges. The Company does not have significant residual value guarantees or restrictive covenants in its lease portfolio.
Business Combinations	Business Combinations In accordance with ASC 805, Business Combinations
Equity-Based Compensation	Equity-Based Compensation Unit-Based Compensation Prior to the Business Combinations, P3 Health Group Holdings had granted unit-based awards to certain non-employee Board directors and officers of P3 Health Group Holdings, in the form of non-vested units (the “Incentive Units”). All awards of Incentive Units were equity-classified and measured on the fair value of the award on the date of grant. For equity awards that vest subject to the satisfaction of service-based conditions, compensation cost is measured at the grant date fair value and compensation cost is recognized on a straight-line basis over the requisite service period, which varies by award. For equity awards that vest subject to the satisfaction of performance-based conditions, compensation cost is measured based on the grant date fair value. The Company evaluates the probability of achieving each performance-based condition at each reporting date and recognizes compensation cost when it is deemed probable that the performance-based condition will be met on an accelerated basis over the requisite service period, which varies by award. There have been no issuances of grant awards under the legacy P3 Health Group Holdings incentive program since the Business Combinations. Any future grants will be made under the 2021 Incentive Award Plan. The Company accounts for forfeitures as they occur. As P3 LLC is a subsidiary of the Company, the Company consolidates compensation cost recognized by P3 LLC in its consolidated financial statements. Stock-based compensation is classified in the accompanying consolidated statements of operations based on the function to which the related services are provided. The Company estimates the fair value of equity grants using the Black-Sholes option pricing model. The assumptions used in estimating the fair value of these awards, such as expected term, expected dividend yield, volatility, and risk-free interest rate represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. As part of our fair value process, we assess the impact of material nonpublic information on our share price or expected volatility, as applicable, at the time of grant. Management’s estimates related to the likelihood of achieving performance conditions is not considered in the estimate of fair value. If actual results are not consistent with the Company’s assumptions and judgments used in making such estimates, the Company may be required to increase or decrease compensation cost, which could be material to the Company’s consolidated results of operations. In connection with the Business Combinations, each Incentive Unit that was outstanding immediately prior to the effective time of the Business Combinations and that was vested (after taking into account any accelerated vesting that occurred in connection with the Business Combinations) was canceled and converted into the right to receive a portion of the merger consideration, which consisted of Common Units of P3 LLC and cash. Each outstanding Incentive Unit that was subject to time-based vesting but had not vested immediately prior to the effective time of the Business Combinations was converted into the right to receive a portion of the merger consideration, which merger consideration remained subject to the original vesting conditions. Each outstanding Incentive Unit that was subject to performance-vesting requirements that were not achieved in connection with the Business Combinations was forfeited without consideration. For each Common Unit held by a participant (whether vested or unvested), the participant also subscribed for a share of Class V Common Stock on a one-for-one basis.
Warrant Liability	Warrant Liability The Company has public and private placement warrants classified as liabilities as well as warrants issued to a capital provider classified as equity. The Company classifies as equity any equity-linked contracts that (1) require physical settlement or net-share settlement or (2) give the Company a choice of net-cash settlement or settlement in the Company’s own shares (physical settlement or net-share settlement). Warrants classified as equity are initially measured at fair value. Subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity. The Company classifies as assets or liabilities any equity-linked contracts that (1) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the Company’s control) or (2) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). For equity-linked contracts that are classified as liabilities, the Company records the fair value of the equity-linked contracts at each balance sheet date and records the change in the statements of operations as a gain (loss) from change in fair value of warrant liability. The Company’s public warrant liability is valued using observable market prices for those public warrants. The Company’s private placement warrants are valued using a binomial lattice pricing model when the warrants are subject to the make-whole table, or otherwise are valued using a Black-Scholes pricing model. The Company’s warrants issued to a capital provider are valued using a Black-Scholes-Merton pricing model based on observable market prices for public shares and warrants. The assumptions used in preparing these models include estimates such as volatility, contractual terms, discount rates, dividend yield, expiration dates and risk-free rates. The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging The key inputs into the option pricing model as of December 31, 2021 were as follows: ​ ​ ​ ​ ​ ​ Volatility ​ 60.0 % Risk-Free Interest rate ​ 1.26 % Exercise Price ​ $ 11.50 ​ Expected Term ​ 4.9 Years
Premium Deficiency Reserve ("PDR")	Premium Deficiency Reserve (“PDR”) Premium deficiency reserve liabilities are established when it is probable that expected future health care costs and maintenance costs under a group of existing contracts will exceed anticipated future premiums and stop-loss insurance recoveries on those contracts. We assess if a PDR liability is needed through review of current results and forecasts. For purposes of determining premium deficiency losses, contracts are grouped consistent with our method of acquiring, servicing, and measuring the profitability of such contracts. The Company grouped its Medicare Advantage health plan contracts together as a “single group” as P3 operates in one line of business - Medicare Advantage. This single group represents one line of business, to which the Company serves a homogenous/Medicare Advantage population of members. Management further concluded that the costs to administer these contracts are based on centralized and shared service functions. As of December 31, 2021, the PDR liability was $37.8 million. There was no PDR liability as of December 31, 2020.
Healthcare Services Expense and Claims Payable (collectively, "Medical Expenses")	Healthcare Services Expense and Claims Payable (collectively, “Medical Expenses”) The cost of healthcare services is recognized in the period services are provided. This also includes an estimate of the cost of services that have been incurred, but not yet reported (“IBNR”). Medical expenses also include costs for overseeing the quality of care and programs, which focus on patient wellness. Additionally, healthcare expenses can include, from time to time, remediation of certain claims that might result from periodic reviews conducted by various regulatory agencies. IBNR is recorded as “Claims Payable” in the accompanying consolidated balance sheets. The IBNR liability was $101,958,324 and $56,934,400 as of December 31, 2021 and 2020, respectively. Management estimates the Company’s IBNR by applying standard actuarial methodologies, which utilize historical data, including the period between the date services are rendered and the date claims are received (and paid), denied claims activity, expected medical cost inflation, seasonality patterns, and changes in membership mix. IBNR estimates are made on an accrual basis and adjusted in future periods as required. Any adjustments to prior period estimates are included in the current period. Such estimates are subject to the impact from changes in both the regulatory and economic environments. The Company’s claims payable represents Management’s best estimate of its liability for unpaid medical costs as of December 31, 2021 and 2020.
Income Taxes	Income Taxes We use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are evaluated for future realization and reduced by a valuation allowance to the extent we believe it is more likely than not that they will not be realized. We consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, carryback potential if permitted under tax law, and results of recent operations. We record uncertain tax positions in accordance with ASC 740 , Income Taxes See Note 17 “Income Taxes.”
Sales and Marketing Expenses	Sales and Marketing Expenses The Company uses advertising primarily to promote the health plans with whom it conducts business as well as its physician clinics throughout the geographic areas it serves. Advertising costs are charged directly to operations as incurred. Sales and Marketing Expenses totaled $364,127, $1,818,015, $1,502,634 and $801,685 in the Successor Period of 2021 and the Predecessor Periods of 2021, 2020 and 2019, respectively.
Redeemable Non-controlling Interests	Redeemable Non-controlling Interests Redeemable non-controlling interest includes the economic interest of P3 LLC Units not owned by the Company resulting from the Up-C structure as described in Note 1 “Company Operations”. These units have been classified as redeemable non-controlling interest in the Company due to a certain cash redemption feature that is considered outside of the control of the Company. Redeemable non-controlling interests are initially recorded at the transaction price, which is equal to their fair value, then remeasured at fair value at the end of each reporting period, with the remeasurement amount being no less than the initial value, as adjusted for the redeemable non-controlling interest’s share of net income or loss. See Note 24 “Redeemable Non-controlling Interests” for further discussion.

Restatement of Previously Iss_2

Restatement of Previously Issued Financial Statements (Tables)	12 Months Ended
	Dec. 31, 2021
Restatement of Previously Issued Financial Statements
Summary of the effects of the restatement adjustments on each financial statement line item affected by the restatement as of the dates, and for the periods	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously ​ Network ​ Preferred Returns ​ Class A Units ​ Revenue ​ ​ ​ ​ Reported Adjustments Adjustments Adjustments Adjustments As Restated Consolidated Balance Sheet as of December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Settlement Receivable ​ $ 38,429,833 ​ $ — ​ $ — ​ $ — ​ $ 6,532,954 ​ $ 44,962,787 Total Current Assets ​ ​ 84,347,633 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 90,880,587 Total Assets ​ ​ 99,902,252 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 106,435,206 Class A Units Subject to Possible Redemption ​ ​ — ​ ​ — ​ ​ — ​ ​ 43,656,270 ​ ​ — ​ ​ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 51,608,900 ​ ​ — ​ ​ (4,567,346) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 3,815,034 ​ ​ — ​ ​ (3,815,034) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 1,368,567 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 447,475 Retained Loss from Non-Controlling Interests ​ (18,187,381) ​ 18,187,381 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (126,242,225) ​ ​ (18,187,381) ​ ​ 8,382,381 ​ ​ (970,908) ​ ​ 6,532,954 ​ ​ (130,485,179) Total Member’s Deficit ​ ​ (97,661,735) ​ ​ — ​ ​ 4,567,346 ​ ​ (43,656,270) ​ ​ 6,532,954 ​ ​ (130,217,705) Total Liabilities, Mezzanine Equity & Members' Equity (Deficit) ​ ​ 99,902,252 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 106,435,206 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statement of Operations for the Year Ended December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 471,551,241 ​ $ — ​ $ — ​ $ — ​ $ 9,188,336 ​ $ 480,739,577 Other Patient Service Revenue ​ ​ 13,990,050 ​ ​ — ​ ​ — ​ ​ — ​ ​ (3,666,102) ​ ​ 10,323,948 Total Operating Revenue ​ ​ 485,541,291 ​ ​ — ​ ​ — ​ ​ — ​ ​ 5,522,234 ​ ​ 491,063,525 Medical Expenses ​ ​ 485,513,143 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,010,720) ​ ​ 484,502,423 Total Operating Expenses ​ ​ 520,661,923 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,010,720) ​ ​ 519,651,203 Operating Loss ​ ​ (35,120,632) ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ (28,587,678) Interest Expense, net ​ ​ (9,970,260) ​ ​ — ​ ​ 7,437,080 ​ ​ — ​ ​ — ​ ​ (2,533,180) Total Other Income (Expense) ​ ​ (10,260,944) ​ ​ — ​ ​ 7,437,080 ​ ​ — ​ ​ — ​ ​ (2,823,864) Net Loss Attributable to Non-Controlling Interests ​ ​ (4,307,071) ​ ​ 4,307,071 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (41,074,505) ​ (4,307,071) ​ ​ 7,437,080 ​ ​ — ​ ​ 6,532,954 ​ (31,411,542) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Changes in Members' Deficit for the Year Ended December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return(s) at 8% (Class A + Class D Units) ​ $ 7,437,080 ​ $ — ​ $ (7,437,080) ​ $ — ​ $ — ​ $ — Net Loss ​ ​ (45,381,576) ​ ​ — ​ ​ 7,437,080 ​ ​ — ​ ​ 6,532,954 ​ ​ (31,411,542) Balance as of December 31, 2020 ​ ​ (97,661,735) ​ ​ — ​ ​ 4,567,346 ​ ​ (43,656,270) ​ ​ 6,532,954 ​ ​ (130,217,705) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Cash Flows for the Year Ended December 31 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (45,381,576) ​ $ — ​ $ 7,437,080 ​ $ — ​ $ 6,532,954 ​ $ (31,411,542) Health Plan Settlements Receivable/Premiums Receivable ​ ​ (20,974,286) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,954) ​ ​ (27,507,240) Class A and Class D Preferred Returns ​ ​ 7,437,080 ​ ​ — ​ ​ (7,437,080) ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Balance Sheet as of December 31, 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Units Subject to Possible Redemption ​ $ — ​ $ — ​ $ — ​ $ 43,656,270 ​ $ — ​ $ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 47,556,622 ​ ​ — ​ ​ (515,068) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 430,230 ​ ​ — ​ ​ (430,230) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 921,092 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ — Retained Loss from Non-Controlling Interests ​ (13,880,310) ​ 13,880,310 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (85,167,716) ​ ​ (13,880,310) ​ ​ 945,297 ​ ​ (970,908) ​ ​ — ​ ​ (99,073,637) Total Member’s Deficit ​ ​ (55,932,434) ​ ​ — ​ ​ 515,068 ​ ​ (43,656,271) ​ ​ — ​ ​ (99,073,637) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statement of Operations for the Year Ended December 31, 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 138,727,943 ​ $ — ​ $ — ​ $ — ​ $ 604,764 ​ $ 139,332,707 Other Patient Service Revenue ​ ​ 7,166,889 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,017,484) ​ ​ 6,149,405 Total Operating Revenue ​ ​ 145,894,832 ​ ​ — ​ ​ — ​ ​ — ​ ​ (412,720) ​ ​ 145,482,112 Medical Expenses ​ ​ 141,442,457 ​ ​ — ​ ​ — ​ ​ — ​ ​ (412,720) ​ ​ 141,029,737 Total Operating Expenses ​ ​ 185,430,503 ​ ​ — ​ ​ — ​ ​ — ​ ​ (412,720) ​ ​ 185,017,783 Interest Expense, net ​ ​ (3,479,139) ​ ​ — ​ ​ 945,297 ​ ​ — ​ ​ — ​ $ (2,533,842) Total Other Income (Expense) ​ ​ (3,381,184) ​ ​ — ​ ​ 945,297 ​ ​ — ​ ​ — ​ ​ (2,435,887) Net Loss Attributable to Non-Controlling Interests ​ ​ (7,907,592) ​ ​ 7,907,592 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (35,009,263) ​ (7,907,592) ​ ​ 945,297 ​ ​ — ​ ​ — ​ (41,971,558) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Changes in Members' Deficit for the Year Ended December 31, 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return(s) at 8% (Class A + Class D Units) ​ $ 945,298 ​ $ — ​ $ (945,298) ​ $ — ​ $ — ​ $ — Net Loss ​ ​ (42,916,855) ​ ​ — ​ ​ 945,297 ​ ​ — ​ ​ — ​ ​ (41,971,558) Conversion of Debt to Class A Units ​ ​ 3,764,025 ​ ​ — ​ ​ — ​ ​ (3,764,025) ​ ​ — ​ ​ — Class A Units Issued ​ ​ 11,184,468 ​ ​ — ​ ​ — ​ ​ (11,184,468) ​ ​ — ​ ​ — Redemption of Class A Units ​ ​ (15,000,000) ​ ​ — ​ ​ — ​ ​ 15,000,000 ​ ​ — ​ ​ — Modification of Class A ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,892,002) ​ ​ — ​ ​ (1,892,002) Balance as of December 31, 2019 ​ ​ (55,932,434) ​ ​ — ​ ​ 515,068 ​ ​ (43,656,271) ​ ​ — ​ ​ (99,073,637) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Cash Flows for the Year Ended December 31 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (42,916,855) ​ $ — ​ $ 945,297 ​ $ — ​ $ — ​ $ (41,971,558) Class A and Class D Preferred Returns ​ ​ 945,297 ​ ​ — ​ ​ (945,297) ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Statements of Changes in Members' Deficit for the Year Ended December 31, 2018 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of December 31, 2018 ​ $ (13,868,589) ​ $ — ​ $ — ​ $ (41,815,530) ​ $ — ​ $ (55,684,119)

Significant Accounting Polici_3

Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2021
Significant Accounting Policies
Summary of total cash balances	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ ​ December 31, ​ 2021 2020 Checking ​ $ 140,477,586 ​ ​ $ 36,261,104 Restricted ​ 356,286 ​ ​ 3,641,843 Total Cash Balances ​ $ 140,833,872 ​ ​ $ 39,902,947 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ ​ December 2, ​ December 31, ​ December 31, ​ 2021 2020 2019 Checking ​ $ 5,300,842 ​ $ 36,261,104 ​ $ 32,592,496 Restricted ​ 54,095 ​ 3,641,843 ​ 312,352 Total Cash Balances ​ $ 5,354,937 ​ $ 39,902,947 ​ $ 32,904,848
Summary of health plans from which the Company has a concentration of revenue that is 10.0%, or more	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ ​ Predecessor ​ ​ ​ December 3, 2021 ​ ​ ​ ​ ​ January 1, 2021 ​ ​ ​ Year Ended ​ ​ ​ Year Ended ​ ​ ​ ​ ​ through December 31, ​ ​ ​ ​ ​ through December 2, ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ Revenue Type 2021 % of Total ​ 2021 % of Total ​ 2020 % of Total 2019 % of Total Capitated Revenue ​ $ 57,224,539 ​ 97 % ​ ​ $ 567,735,297 ​ 98 % $ 480,739,577 ​ 98 % $ 139,332,707 ​ 96 % Other Patient Service Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Clinical Fees & Insurance Revenue ​ 750,675 ​ 2 % ​ 4,318,074 1 % ​ 3,364,504 1 % ​ 3,312,107 2 % Shared Risk Revenue ​ 180,558 ​ 0 % ​ 601,509 0 % ​ 1,111,466 0 % ​ 932,301 1 % Care Coordination / Management Fees ​ ​ 600,175 ​ 1 % ​ ​ ​ 5,880,397 ​ 1 % ​ 5,614,539 ​ 1 % ​ 1,893,553 ​ 1 % Incentive Fees ​ 6,450 ​ 0 % ​ 67,141 0 % ​ 233,439 0 % ​ 11,444 0 ​ Total Other Patient Service Revenue ​ 1,537,858 ​ 3 % ​ 10,867,121 2 % ​ 10,323,948 2 % ​ 6,149,405 4 % Total Revenue ​ $ 58,762,397 ​ 100 % ​ ​ $ 578,602,418 100 % $ 491,063,525 100 % $ 145,482,112 100 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ December 3, 2021 ​ ​ ​ ​ January 1, 2021 ​ ​ ​ Year Ended ​ ​ ​ Year Ended ​ ​ ​ ​ ​ through December 31, ​ ​ ​ ​ through December 2, ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ Plan Name 2021 % of Total ​ 2021 % of Total ​ 2020 % of Total 2019 % of Total ​ Health Plan A $ 11,664,112 ​ 20 % $ 139,289,079 ​ 24 % $ 147,906,495 ​ 30 % $ — ​ — Health Plan B ​ 12,757,714 ​ 22 % ​ 126,460,232 ​ 22 % ​ 112,384,330 ​ 23 % ​ 13,557,771 ​ 9 % Health Plan C ​ 6,156,558 ​ 10 % ​ 71,061,602 ​ 12 % ​ 66,237,074 ​ 13 % ​ 27,788,287 ​ 19 % Health Plan D ​ 10,337,160 ​ 18 % ​ 114,496,751 ​ 20 % ​ 62,683,829 ​ 13 % ​ 6,106,544 ​ 4 % Health Plan E ​ 1,820,518 ​ 3 % ​ 22,249,245 ​ 4 % ​ 28,880,247 ​ 6 % ​ 39,265,322 ​ 27 % Health Plan F ​ 2,446,094 ​ 4 % ​ 26,670,388 ​ 5 % ​ 24,521,349 ​ 5 % ​ 26,703,364 ​ 18 % Health Plan G ​ — ​ — % ​ 264,006 ​ — % ​ 22,646,251 ​ 5 % ​ 20,157,166 ​ 14 % All Other ​ 13,580,241 ​ 23 % ​ 78,111,115 ​ 13 % ​ 25,803,950 ​ 5 % ​ 11,903,658 ​ 9 % Total Revenue ​ $ 58,762,397 ​ 100 % ​ $ 578,602,418 ​ 100 % $ 491,063,525 ​ 100 % $ 145,482,112 ​ 100 %
Summary of settlement receivables (health plan surpluses) and settlement payables (health plan deficits), by health plan, by year	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Receivables ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, Health Plan Name 2021 2020 Health Plan A ​ $ 4,695,712 ​ ​ $ 5,732,221 Health Plan B ​ 15,473,828 ​ ​ 15,316,696 Health Plan C ​ 1,380,752 ​ ​ 7,332,687 Health Plan D ​ 6,651,586 ​ ​ 6,863,270 Health Plan E ​ 2,439,046 ​ ​ 2,194,209 Health Plan F ​ 2,925,751 ​ ​ 3,222,247 Health Plan G ​ 239,375 ​ ​ 2,735,562 Health Plan H ​ 2,185,619 ​ ​ 878,866 Health Plan I ​ 1,134,750 ​ ​ 17,908 Health Plan J ​ 149,915 ​ ​ 285,730 Health Plan K ​ 2,705,147 ​ ​ 4,569 Health Plan L ​ 899,560 ​ ​ 378,822 Health Plan M ​ ​ 1,747,116 ​ ​ ​ — Health Plan N ​ ​ 974,092 ​ ​ ​ — Health Plan O ​ ​ 666,291 ​ ​ ​ — Health Plan P ​ ​ 106,162 ​ ​ ​ — Health Plan Q ​ ​ 61,990 ​ ​ ​ — Health Plan R ​ ​ 3,578,682 ​ ​ ​ — Health Plan T ​ ​ 2,175,324 ​ ​ ​ — Health Plan U ​ ​ 60,306 ​ ​ ​ — Total Health Plan Receivables ​ $ 50,251,004 ​ ​ $ 44,962,787 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Health Plan Settlement Payables ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, Health Plan Name 2021 2020 Health Plan B ​ $ 11,700,274 ​ ​ $ — Health Plan C ​ ​ — ​ ​ ​ 1,928,414 Health Plan D ​ 3,882,250 ​ ​ 4,680,185 Health Plan F ​ 6,085,425 ​ ​ 6,125,681 Health Plan G ​ ​ 776,164 ​ ​ ​ 1,008,495 Health Plan I ​ ​ (215,626) ​ ​ ​ — Health Plan O ​ ​ (39,151) ​ ​ ​ — Health Plan U ​ ​ 226,209 ​ ​ ​ — Health Plan V ​ 133,149 ​ ​ — Total Health Plan Settlement Payables ​ $ 22,548,694 ​ ​ $ 13,742,775 ​
Summary of estimated useful lives applicable to PP&E	​ ​ ​ ​ Classification Depreciation Cycle Leasehold Improvements (Cycle: Lease Term) 1 to 10 Years Furniture & Fixtures 7 Years Computer Equipment 3 Years Medical Equipment 7 Years Software 3 Years Software (Development in Process) N/A
Summary of key inputs into the option pricing model	​ ​ ​ ​ ​ ​ Volatility ​ 60.0 % Risk-Free Interest rate ​ 1.26 % Exercise Price ​ $ 11.50 ​ Expected Term ​ 4.9 Years

Business Combinations (Tables)

Business Combinations (Tables)	12 Months Ended
	Dec. 31, 2021
Business Acquisition [Line Items]
Summary of future consolidated results of operations	​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended Year Ended ​ ​ December 31, ​ December 31, ​ ​ 2021 ​ 2020 ​ ​ (Unaudited) ​ (Unaudited) Total Operating Revenue ​ $ 793,447,211 ​ $ 615,487,335 Net Loss ​ $ (259,282,984) ​ $ (198,926,617) Net Loss Attributable to Non-controlling Interest ​ $ (214,167,745) ​ $ (164,313,386) Net Loss Attributable to Controlling Interest ​ $ (45,115,239) ​ $ (34,613,231)
P3
Business Acquisition [Line Items]
Summary of purchase consideration	​ ​ ​ ​ ​ ​ Successor ​ ​ December 31, ​ ​ 2021 Foresight ​ ​ ​ Equity ​ $ 80,300,733 Fair Value of Non-controlling Interest ​ ​ 1,807,427,576 Stock Compensation Pre-combination Services ​ 26,313,476 Cash Consideration ​ ​ 18,405,083 Payment of P3 Health Group Holdings, LLC’s Transaction Costs ​ ​ 19,151,752 Total Purchase Consideration ​ $ 1,951,598,620
Summary of purchase price allocation to assets and liabilities	​ ​ ​ ​ ​ Assets Acquired: ​ ​ ​ Cash $ 5,300,842 Restricted Cash ​ ​ 54,095 Health Plan Settlement Receivables ​ ​ 47,733,033 Clinic Fees and Insurance Receivables, Net ​ ​ 426,064 Other Receivables ​ ​ 1,880,939 Prepaid Expenses and Other Current Assets ​ ​ 938,413 Property and Equipment, Net ​ ​ 7,875,234 Intangible Assets, Net: ​ ​ ​ Customer Relationships ​ ​ 684,000,000 Provider Network ​ ​ 3,700,000 Trademarks ​ ​ 147,700,000 Goodwill ​ ​ 1,278,452,778 Notes Receivable, Net ​ ​ 3,734,012 Right of Use Assets ​ ​ 6,870,279 Total Assets Acquired ​ ​ 2,188,665,689 ​ ​ ​ ​ Liabilities Assumed: ​ ​ ​ Accounts Payable and Accrued Expenses ​ ​ 25,819,091 Accrued Payroll ​ ​ 2,868,664 Health Plans Settlements Payable ​ ​ 25,007,542 Claims Payable ​ ​ 76,031,460 Premium Deficiency Reserve ​ ​ 11,559,067 Accrued Interest ​ ​ 9,268,846 Current Portion of Long-Term Debt ​ ​ 301,443 Lease Liability ​ ​ 6,210,956 Long-Term Debt, Net of Current Portion ​ ​ 80,000,000 Total Liabilities Assumed ​ ​ 237,067,069 Net Assets Acquired ​ $ 1,951,598,620
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc ("Medcore Acquisition") [Member]
Business Acquisition [Line Items]
Summary of purchase price allocation to assets and liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ Period Period Assets Acquired: ​ ​ ​ ​ ​ Cash ​ $ 20,547,337 ​ ​ $ 3,000 Restricted Cash ​ 302,187 ​ ​ — Health Plan Settlement Receivables ​ 5,754,006 ​ ​ — Clinic Fees and Insurance Receivables, Net ​ 141,186 ​ ​ — Other Receivables ​ 726,378 ​ ​ — Prepaid Expenses and Other Current Assets ​ 1,189,575 ​ ​ — Property and Equipment, Net ​ 113,436 ​ ​ 5,896 Intangible Assets, Net: ​ ​ ​ ​ Customer Relationships ​ — ​ ​ 2,045,604 Payor Contracts ​ ​ 4,700,271 ​ ​ ​ — Provider Network ​ 1,100,000 ​ ​ — Trademarks ​ 900,000 ​ ​ — Medical Licenses ​ 700,000 ​ ​ — Goodwill ​ 31,297,438 ​ ​ 2,934,500 Total Assets Acquired ​ 67,471,814 ​ ​ 4,989,000 Liabilities Assumed: ​ ​ ​ ​ Accounts Payable and Accrued Expenses ​ 150,196 ​ ​ — Accrued Payroll ​ 277,074 ​ ​ — Health Plans Settlements Payable ​ 133,149 ​ ​ — Claims Payable ​ 26,898,074 ​ ​ — Total Liabilities Assumed ​ 27,458,493 ​ ​ — Net Assets Acquired ​ $ 40,013,321 ​ ​ $ 4,989,000

Fair Value Measurements and H_2

Fair Value Measurements and Hierarchy (Tables)	12 Months Ended
	Dec. 31, 2021
Class of Warrant or Right [Line Items]
Schedule of carrying amounts of financial instruments	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 31, ​ ​ December 31, ​ 2021 2020 Financial Assets: ​ ​ ​ Cash ​ $ 140,477,586 ​ ​ $ 36,261,104 Restricted Cash ​ $ 356,286 ​ ​ $ 3,641,843 Clinics Fees and Insurance Receivables, Net ​ $ 1,090,104 ​ ​ $ 675,954 Other Receivables ​ $ 726,903 ​ ​ $ 146,117 Financial Liabilities: ​ ​ ​ Accounts Payable and Accrued Expenses ​ $ 17,730,683 ​ ​ $ 11,793,125 Liability for Warrants ​ $ 11,382,826 ​ ​ $ 6,316,605
Summary of changes in company's Level 3 fair value measurements	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ December 3, 2021 ​ ​ ​ ​ ​ through ​ ​ ​ ​ Year ​ ​ December 31, ​ ​ January 1, 2021 ​ Ended ​ ​ 2021 ​ ​ through ​ December ​ ​ (Private ​ ​ December 2, 2021 ​ 31, 2020 ​ ​ Placement ​ ​ (Class D ​ (Class D ​ ​ Warrants) ​ ​ Warrants) ​ Warrants) Beginning Balance ​ $ 793,650 ​ ​ $ 6,316,605 ​ $ N/A Issuance of Class D Warrants ​ ​ — ​ ​ ​ — ​ ​ 6,316,605 Mark-to-Market Adjustment for Stock Warrants ​ (291,374) ​ ​ 7,664,869 ​ — Ending Balance ​ $ 502,276 ​ ​ $ 13,981,474 ​ $ 6,316,605
Class D Warrants
Class of Warrant or Right [Line Items]
Summary of Level 3 inputs into option pricing model	​ ​ ​ ​ ​ ​ Volatility ​ 65.0 % Risk-Free Interest rate ​ 0.10 % Exercise Price ​ $ 4.68 ​ Expected Term ​ 1.1 Years ​
Private Placement Warrants
Class of Warrant or Right [Line Items]
Summary of Level 3 inputs into option pricing model	​ ​ ​ ​ ​ ​ Volatility ​ 60.0 % Risk-Free Interest rate ​ 1.26 % Exercise Price ​ $ 11.50 Expected Term ​ 4.9 Years

Patient Fees Receivable (Tables

Patient Fees Receivable (Tables)	12 Months Ended
	Dec. 31, 2021
Patient Fees Receivable
Schedule of patient fees receivable	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ ​ December 31, ​ 2021 2020 Total Receivables: Gross ​ $ 2,641,182 ​ ​ $ 1,041,300 Less: Contractual Allowances ​ (1,968,750) ​ ​ (791,837) Receivables Net of Contractual Allowances ​ $ 672,432 ​ ​ $ 249,463 Commercial ​ $ 362,851 ​ ​ $ 85,504 Medicare / Medicaid ​ 280,265 ​ ​ 116,220 Self Pay ​ 29,316 ​ ​ 47,739 Receivables Net of Contractual Allowances ​ $ 672,432 ​ ​ $ 249,463

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2021
Property and Equipment.
Summary of property and equipment balances	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ ​ December 31, ​ ​ 2021 ​ ​ 2020 Leasehold Improvements ​ $ 1,537,091 ​ ​ $ 1,392,688 Furniture & Fixtures ​ 1,108,184 ​ ​ 1,150,789 Computer Equipment & Software ​ 2,700,617 ​ ​ 1,947,894 Medical Equipment ​ 414,100 ​ ​ 457,822 Software (Development in Process) ​ 2,433,470 ​ ​ 2,794,221 Other ​ ​ 36,788 ​ ​ ​ — ​ ​ ​ 8,230,250 ​ ​ ​ 7,743,414 Less: Accumulated Depreciation ​ (182,321) ​ ​ (1,592,827) Property and Equipment, Net ​ $ 8,047,929 ​ ​ $ 6,150,587

Goodwill (Tables)

Goodwill (Tables)	12 Months Ended
	Dec. 31, 2021
Goodwill
Summary of changes in goodwill	​ ​ ​ ​ ​ ​ Predecessor Balance at December 31, 2019 ​ $ 741,128 Acquisitions ​ 130,000 Balance at December 31, 2020 ​ 871,128 Acquisitions ​ 2,934,500 Balance at December 2, 2021 ​ $ 3,805,628 ​ ​ ​ ​ ​ ​ Successor Balance at December 3, 2021 1 ​ $ 1,278,452,778 Acquisitions ​ 31,297,438 Balance at December 31, 2021 ​ $ 1,309,750,216 1) Represents the opening balance of goodwill as of December 3, 2021 due to the Business Combination

Intangible Assets (Tables)

Intangible Assets (Tables)	12 Months Ended
	Dec. 31, 2021
Intangible Assets
Schedule of changes in other intangible assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ ​ Customer ​ ​ ​ ​ Relationships Total Balance at December 31, 2020 $ — $ — Acquisitions ​ 2,045,604 ​ 2,045,604 Amortization ​ (34,396) ​ (34,396) Balance at December 2, 2021 $ 2,011,208 $ 2,011,208 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Customer ​ ​ ​ ​ Payor ​ Provider ​ Medical ​ ​ ​ ​ Relationships Trademarks Contracts Network Licenses Total Balance at December 3, 2021 1 ​ $ 684,000,000 ​ $ 147,700,000 ​ $ — ​ $ 3,700,000 ​ $ — ​ $ 835,400,000 Acquisitions ​ — ​ 900,000 ​ 4,700,271 ​ 1,100,000 ​ 700,000 ​ 7,400,271 Amortization ​ (5,700,000) ​ (1,230,833) ​ — ​ (30,833) ​ — ​ (6,961,666) Balance at December 31, 2021 ​ $ 678,300,000 ​ $ 147,369,167 ​ $ 4,700,271 ​ $ 4,769,167 ​ $ 700,000 ​ $ 835,838,605 1) Represents the opening balance of intangibles as of December 3, 2021 due to the Business Combination
Schedule of weighted average remaining useful life of definite lived intangible assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Customer ​ Payor Provider ​ ​ Relationships ​ Trademarks ​ Contracts ​ Network Weighted average remaining useful life 9.9 years 9.9 years 10 years 9.9 years

Claims Payable (Tables)

Claims Payable (Tables)	12 Months Ended
	Dec. 31, 2021
Claims Payable.
Summary of activity in the liability for claims payable and healthcare expenses	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, ​ 2021 2021 2020 Claims Unpaid, Beginning of Period ​ $ 76,031,460 ​ ​ $ 56,934,400 ​ $ 19,859,348 Incurred, Related to: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current Period ​ 55,148,939 ​ ​ 525,366,213 ​ 418,103,177 Prior Period(s) ​ 174,408 ​ ​ 3,313,744 ​ — Total Incurred ​ 55,323,347 ​ ​ 528,679,957 ​ 418,103,177 Paid, Related to: ​ ​ ​ ​ Current Period ​ 53,366,035 ​ ​ 453,940,969 ​ 361,512,059 Prior Period(s) ​ 2,928,522 ​ ​ 55,641,928 ​ 19,516,066 Total Paid ​ 56,294,557 ​ ​ 509,582,897 ​ 381,028,125 Claims Unpaid Assumed in Acquisitions ​ ​ 26,898,074 ​ ​ ​ — ​ ​ — Claims Unpaid, End of Period ​ $ 101,958,324 ​ ​ $ 76,031,460 ​ $ 56,934,400

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2021
Debt
Schedule of rollforward the long-term debt balances	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ LTD-A LTD-C LTD-D LTD-E Totals Balance at December 31, 2019 ​ $ 1,516,598 ​ $ 15,000,000 ​ $ — ​ $ — ​ $ 16,516,598 Issued in 2020 ​ — ​ — ​ 40,000,000 ​ 180,000 ​ ​ 40,180,000 Principal Payments in 2020 ​ (1,516,598) ​ — ​ — ​ (43,911) ​ ​ (1,560,509) Balance at December 31, 2020 ​ — ​ 15,000,000 ​ 40,000,000 ​ 136,089 ​ ​ 55,136,089 Issued in 2021 ​ — ​ — ​ 25,000,000 ​ — ​ ​ 25,000,000 Principal Payments in 2021 ​ — ​ — ​ — ​ (82,563) ​ ​ (82,563) Balance at December 2, 2021 $ — $ 15,000,000 $ 65,000,000 $ 53,526 ​ $ 80,053,526 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ LTD-A LTD-C LTD-D LTD-E Totals Balance at December 3, 2021 1 ​ $ — ​ $ 15,000,000 ​ $ 65,000,000 ​ $ 53,526 ​ $ 80,053,526 Issued in 2021 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Principal Payments in 2021 ​ ​ — ​ ​ — ​ ​ — ​ ​ (7,425) ​ ​ (7,425) Balance at December 31, 2021 ​ $ — ​ $ 15,000,000 ​ $ 65,000,000 ​ $ 46,101 ​ $ 80,046,101 1) Represents the opening balance of goodwill as of December 3, 2021 due to the Business Combination
Schedule of long tern debt fiscal maturity disclosures	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest Total Cash ​ ​ Principal ​ PIK Cash Interest ​ Payments * 2022 ​ $ 46,101 ​ $ 5,225,890 ​ $ 5,479,398 ​ $ 5,525,499 2023 ​ — ​ 5,624,513 ​ ​ 5,675,461 ​ 5,675,461 2024 ​ — ​ 6,061,814 ​ ​ 5,882,309 ​ 5,882,309 2025 ​ 65,000,000 ​ 6,274,526 ​ ​ 19,518,225 ​ 84,518,225 2026 ​ 15,000,000 ​ 1,851,284 ​ ​ 20,054,451 ​ 35,054,451 Total ​ $ 80,046,101 ​ $ 25,038,027 ​ $ 56,609,844 ​ $ 136,655,945 * Total Cash Payments consist of principal and cash interest.
Schedule of total payments cash and non-Cash of interest	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ December 31, 2021 December 31, 2020 Total Principal $ 80,046,101 ​ ​ $ 55,136,089 Less: Current Portion of Long-Term Debt ​ (46,101) ​ ​ ​ (89,988) Less: Loan Origination Fees ​ — ​ ​ ​ (3,566,718) Add: Accumulated Amortization of Loan Origination Fees ​ — ​ ​ ​ 80,237 Less: Discount for Issuance of Class D Warrants ​ — ​ ​ ​ (6,316,605) Add: Accumulated Amortization of Discount ​ — ​ ​ ​ 144,971 Long Term Debt ​ $ 80,000,000 ​ ​ $ 45,387,986
Schedule of short term debt	​ ​ ​ ​ ​ First quarter 2022 $ 1,178,344 Second quarter 2022 ​ 1,235,955 Third quarter 2022 ​ 1,164,262 Total ​ $ 3,578,561

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2021
Income Taxes
Schedule of components of loss before taxes	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ ​ ​ through December 31, ​ through December 2, ​ ​ ​ ​ ​ ​ ​ 2021 2021 2020 2019 Domestic ​ $ (57,937,929) ​ ​ $ (146,399,938) ​ $ (31,411,542) ​ $ (41,971,558) Foreign ​ — ​ ​ — ​ — ​ — Total ​ $ (57,937,929) ​ ​ $ (146,399,938) ​ $ (31,411,542) ​ $ (41,971,558)
Schedule of reconciliation between the income tax provision computed by applying the statutory federal rate and the actual provision	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ ​ ​ ​ through December 31, ​ ​ through December 2, ​ ​ ​ ​ ​ ​ ​ ​ 2021 2021 2020 2019 Tax at Federal statutory rate ​ $ (12,166,545) ​ ​ $ (30,743,987) ​ $ (6,596,424) ​ $ (8,814,027) ​ State taxes, net of Federal Benefit ​ (98,755) ​ ​ — ​ — ​ — ​ Allocable loss from investment in P3 LLC ​ 1,550,420 ​ ​ — ​ — ​ — ​ SPAC warrants change in fair-value ​ (477,048) ​ ​ — ​ — ​ — ​ Non-controlling interest and nontaxable income ​ 8,359,391 ​ ​ 30,743,987 ​ 6,596,424 ​ 8,814,027 ​ Permanent book to tax differences ​ 283 ​ ​ — ​ — ​ — ​ Change in valuation allowance ​ ​ 2,832,254 ​ ​ ​ — ​ ​ — ​ ​ — ​ Total ​ $ — ​ ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective tax rate ​ — % ​ — % — % — %
Schedule of deferred income tax assets and liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ December 31, ​ December 31, ​ ​ 2021 ​ 2020 Deferred tax assets: ​ ​ Investment in P3 LLC ​ $ — ​ $ — Net operating loss carryforwards ​ 6,921,601 ​ — Accrued liabilities ​ ​ 3,306,695 ​ ​ — Section 163j Interest Limitation ​ 1,232,477 ​ — Other deferred tax assets ​ 3,970 ​ — Total deferred tax assets ​ 11,464,743 ​ — Valuation allowance ​ (9,621,431) ​ — Net deferred tax assets ​ 1,843,312 ​ — Deferred tax liabilities: ​ ​ Other deferred tax liabilities ​ ​ (87,415) ​ ​ ​ Goodwill and identifiable intangible assets ​ (1,755,897) ​ — Total deferred tax liabilities ​ (1,843,312) ​ — Net deferred tax asset ​ $ — ​ $ —

Share-Based Compensation (Table

Share-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Schedule of fair value assumptions	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FMV / Unit Valuation Volatility RF Rate Time at Grant Date 03.31.2021 60 % 0.06 % 0.90 ​ $ 4.74 12.31.2020 65 % 0.10 % 1.10 ​ $ 0.49 06.11.2020 45 % 0.19 % 1.70 ​ $ 0.15 11.04.2019 45 % 1.60 % 2.30 ​ $ 0.13 12.31.2018 40 % 2.46 % 3.10 ​ $ 0.15
Schedule of number of Class C Units (Performance-based and Time- based) activity and weighted average fair market values	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ Average ​ Average ​ ​ ​ Grant-Date ​ Time Based ​ Grant-Date ​ Performance ​ ​ Fair Value ​ Units ​ Fair Value ​ Based Units Outstanding and non-vested at December 31, 2018 ​ $ 0.16 ​ 1,550,000 ​ $ 0.03 ​ 500,000 Granted ​ 0.13 1,125,000 ​ 0.04 ​ 1,375,000 Vested ​ 0.15 (633,333) ​ — ​ — Cancelled/forfeited ​ 0.14 (654,167) ​ 0.07 ​ (250,000) Outstanding and non-vested at December 31, 2019 ​ $ 0.13 1,387,500 ​ 0.04 ​ 1,625,000 Granted ​ 0.49 600,000 ​ 0.04 ​ 950,000 Vested ​ 0.30 (443,750) ​ — ​ — Cancelled/forfeited ​ — — ​ — ​ — Outstanding and non-vested at December 31, 2020 ​ $ 0.49 1,543,750 ​ $ 0.04 ​ 2,575,000 Granted ​ 4.74 985,000 ​ 0.38 ​ 60,000 Vested ​ 1.12 (660,417) ​ — ​ — Cancelled/forfeited ​ 0.49 (280,000) ​ 0.04 ​ (950,000) Outstanding and non-vested at December 2, 2021 ​ $ 2.66 1,588,333 ​ $ 0.04 ​ 1,685,000
Schedule of compensation costs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, ​ December 31, ​ 2021 2021 2020 2019 Grant date fair value of profits interests - time-based $ 23,999,330 ​ ​ $ 4,669,885 ​ $ 317,958 ​ $ 316,000 ​ Profits interest compensation cost - time-based $ 4,635,142 ​ $ 3,524,277 $ 447,475 ​ $ 474,042 ​ Grant date fair value of profits interests - performance-based $ — ​ $ 103,000 $ 65,000 ​ $ 15,000 ​ Profits interest compensation cost - performance based $ — ​ ​ $ 176,975 ​ $ — ​ $ — ​
Class V shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Schedule of share-based compensation activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ ​ ​ Average ​ ​ ​ ​ Grant-Date ​ Time Based ​ Grant-Date ​ Performance ​ Fair Value Units Fair Value Based Units Outstanding and non-vested at December 3, 2021 ​ $ — — ​ $ — — Granted on December 3, 2021 1 ​ 9.20 5,471,400 ​ — — Granted during period ​ — — ​ — — Vested ​ — — ​ — — Cancelled/forfeited ​ — — ​ — — Outstanding and non-vested at December 31, 2021 ​ $ 9.20 5,471,400 ​ $ — — 1
Class C units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Schedule of share-based compensation activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ Average ​ Average ​ ​ ​ Grant-Date ​ Time Based ​ Grant-Date ​ Performance ​ ​ Fair Value ​ Units ​ Fair Value ​ Based Units Outstanding and non-vested at December 31, 2018 ​ $ 0.16 ​ 1,550,000 ​ $ 0.03 ​ 500,000 Granted ​ 0.13 1,125,000 ​ 0.04 ​ 1,375,000 Vested ​ 0.15 (633,333) ​ — ​ — Cancelled/forfeited ​ 0.14 (654,167) ​ 0.07 ​ (250,000) Outstanding and non-vested at December 31, 2019 ​ $ 0.13 1,387,500 ​ 0.04 ​ 1,625,000 Granted ​ 0.49 600,000 ​ 0.04 ​ 950,000 Vested ​ 0.30 (443,750) ​ — ​ — Cancelled/forfeited ​ — — ​ — ​ — Outstanding and non-vested at December 31, 2020 ​ $ 0.49 1,543,750 ​ $ 0.04 ​ 2,575,000 Granted ​ 4.74 985,000 ​ 0.38 ​ 60,000 Vested ​ 1.12 (660,417) ​ — ​ — Cancelled/forfeited ​ 0.49 (280,000) ​ 0.04 ​ (950,000) Outstanding and non-vested at December 2, 2021 ​ $ 2.66 1,588,333 ​ $ 0.04 ​ 1,685,000 ​

Earnings (Loss) per Share (Tabl

Earnings (Loss) per Share (Tables)	12 Months Ended
	Dec. 31, 2021
Earnings (Loss) per Share
Schedule of computation of basic net loss per share	​ ​ ​ ​ ​ ​ ​ Successor ​ ​ December 3, 2021 ​ ​ through December 31, ​ 2021 Net Loss ​ $ (57,937,929) Loss Attributable to Non-controlling Interest ​ (47,856,729) Net Loss Attributable to Class A Common Stockholders - Basic and Diluted EPS ​ $ (10,081,200) ​ ​ ​ ​ Weighted Average Class A Common Shares Outstanding - Basic and Diluted EPS ​ ​ 41,578,890 ​ ​ ​ ​ Loss per Share Attributable to Class A Common Shareholders - Basic and Diluted ​ $ (0.24)
Schedule of potential dilutive securities excluded from the computation of diluted net loss per share their effect would have been anti-dilutive	​ ​ ​ ​ ​ ​ ​ Successor ​ ​ December 3, 2021 ​ ​ through December 31, ​ 2021 Public Warrants ​ ​ 10,541,667 Private Warrants ​ ​ 277,500 Restricted Shares ​ ​ 5,471,400 Total ​ ​ 16,290,567

Leases (Tables)

Leases (Tables)	12 Months Ended
	Dec. 31, 2021
Leases
Summary of operating lease costs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ ​ ​ ​ through December 31, ​ ​ through December 2, ​ ​ ​ ​ ​ ​ ​ 2021 2021 2020 2019 Operating Lease Costs ​ $ 262,395 ​ ​ $ 2,294,555 ​ $ 2,018,210 ​ $ 1,592,665
Summary of lease terms and discount rates	​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ December 31, ​ ​ December 31, ​ Year Ending December 31, 2021* 2020* ​ Weighted Average Remaining Lease Term (Years) 5.01 ​ 3.74 ​ Weighted Average Discount Rate 11.1 % ​ 10.3 % * All Leases are Operating
Schedule of reconciliation of undiscounted future minimum lease payments	​ ​ ​ ​ ​ ​ ​ Successor ​ ​ December 31, Year Ending December 31, 2021 2022 ​ $ 2,882,304 2023 ​ 2,017,479 2024 ​ 1,804,823 2025 ​ 1,521,074 2026 ​ 976,170 Thereafter ​ 1,927,098 Total Payments for Operating Leases ​ 11,128,948 Less: Interest ​ (2,744,830) Present Value of Operating Lease Liabilities ​ $ 8,384,118
Schedule of supplemental cash flows and other information related to leases	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ ​ ​ ​ ​ through December 31, ​ ​ through December 2, ​ ​ ​ ​ 2021 2021 2020 New Assets Obtained in Exchange for Operating Lease Liabilities ​ $ 314,242 ​ ​ $ 4,073,448 ​ $ 882,029 Operating Cash Flows Paid for Operating Leases ​ ​ 255,403 ​ ​ ​ 2,255,905 ​ ​ 1,843,281

Related Parties (Tables)

Related Parties (Tables)	12 Months Ended
	Dec. 31, 2021
Related Party Transaction [Line Items]
Schedule of related party transactions	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, 2020 ​ 2021 2021 (As Restated) Balance at Beginning of Period ​ $ 23,639,987 ​ ​ $ 19,354,258 ​ $ 14,400,045 Advanced During Period ​ 470,165 ​ ​ 2,862,350 ​ 3,772,573 Interest Accrued During period ​ 679 ​ ​ 1,423,379 ​ 1,181,640 Balance at End of Period ​ $ 24,110,831 ​ ​ $ 23,639,987 ​ $ 19,354,258
Atrio
Related Party Transaction [Line Items]
Schedule of related party transactions	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, ​ December 31, ​ ​ 2021 2021 2020 2019 Revenue Earned from Capitation ​ $ 11,483,345 ​ ​ $ 142,904,723 ​ $ 146,469,571 ​ $ — Management Fees ​ 180,768 ​ ​ 2,022,076 ​ 2,230,984 ​ — Claims Paid ​ 14,684,345 ​ ​ 146,216,160 ​ 148,905,784 ​ —

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	12 Months Ended
	Dec. 31, 2021
Variable Interest Entities
Summary of balance sheet and income statement of VIEs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ 2020 ​ ​ 2021 ​ ​ (As Restated) ASSETS ​ ​ ​ ​ ​ ​ ​ Cash ​ $ 7,570,247 ​ ​ $ 183,836 Client Fees and Insurance Receivable, net ​ 60,815 ​ ​ 335,358 Prepaid Expenses and Other Current Assets ​ 406,372 ​ ​ 285,363 Property and Equipment, net ​ 36,416 ​ ​ 22,309 Investment in Other P3 Entities ​ ​ 6,000,000 ​ ​ ​ — TOTAL ASSETS ​ $ 14,073,850 ​ ​ $ 826,866 LIABILITIES AND MEMBERS’ DEFICIT ​ ​ ​ Accounts Payable and Accrued Expenses ​ $ 4,804,704 ​ ​ $ 686,680 Accrued Payroll ​ 1,303,615 ​ ​ 1,019,940 Due to Consolidated Entities of P3 ​ 24,110,831 ​ ​ 19,354,259 TOTAL LIABILITIES ​ 30,219,150 ​ ​ 21,060,879 MEMBERS’ DEFICIT ​ (16,145,300) ​ ​ (20,234,013) TOTAL LIABILITIES AND MEMBERS’ DEFICIT ​ $ 14,073,850 ​ ​ $ 826,866 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ December 3, 2021 ​ ​ January 1, 2021 ​ Year Ended ​ Year Ended ​ ​ through December 31, ​ ​ through December 2, ​ December 31, 2020 ​ December 31, 2019 ​ 2021 2021 (As Restated) (As Restated) Revenue ​ $ 843,747 ​ ​ $ 7,580,124 ​ $ 7,611,427 ​ $ 4,389,688 Expenses ​ 1,202,951 ​ ​ ​ 12,293,365 ​ 13,100,138 ​ 13,035,788 Net Loss ​ $ (359,204) ​ ​ $ (4,713,241) ​ $ (5,488,711) ​ $ (8,646,100)

Restatement of Quarterly Fina_2

Restatement of Quarterly Financial Information (Unaudited) (Tables)	12 Months Ended
	Dec. 31, 2021
Restatement of Quarterly Financial Information (Unaudited)
Restatement of previously issued financial statements	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Revenue ​ ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustment ​ Adjustments ​ As Restated Condensed Consolidated Balance Sheet as of September 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Units Subject to Possible Redemption ​ $ — ​ $ — ​ $ — ​ $ 43,656,270 ​ $ — ​ $ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 54,936,716 ​ ​ — ​ ​ (7,895,162) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 6,594,660 ​ ​ — ​ ​ (6,594,660) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 2,747,960 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 1,826,868 Retained Loss from Non-Controlling Interests ​ (26,231,059) ​ 26,231,059 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (203,942,517) ​ ​ (26,231,059) ​ ​ 14,489,765 ​ ​ (970,908) ​ ​ — ​ ​ (216,654,719) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 447,137,121 ​ $ — ​ $ — ​ $ — ​ $ (3,539,071) ​ $ 443,598,050 Other Patient Service Revenue ​ ​ 12,366,111 ​ ​ — ​ ​ — ​ ​ — ​ ​ (3,893,823) ​ ​ 8,472,288 Total Operating Revenue ​ ​ 459,503,232 ​ ​ — ​ ​ — ​ ​ — ​ ​ (7,432,894) ​ ​ 452,070,338 Medical Expenses ​ ​ 459,233,085 ​ ​ — ​ ​ — ​ ​ — ​ ​ (899,940) ​ ​ 458,333,145 Total Operating Expenses ​ ​ 520,053,309 ​ ​ — ​ ​ — ​ ​ — ​ ​ (899,940) ​ ​ 519,153,369 Operating Loss ​ ​ (60,550,077) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,954) ​ ​ (67,083,031) Interest Expense, net ​ ​ (13,130,628) ​ ​ — ​ ​ 6,107,441 ​ ​ — ​ ​ — ​ ​ (7,023,187) Total Other Expenses ​ ​ (25,193,893) ​ ​ — ​ ​ 6,107,441 ​ ​ — ​ ​ — ​ ​ (19,086,452) Net Loss Attributable to Non-Controlling Interests ​ ​ (8,043,678) ​ ​ 8,043,678 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ ​ (77,700,292) ​ ​ (8,043,678) ​ ​ 6,107,441 ​ ​ — ​ ​ (6,532,954) ​ ​ (86,169,483) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended September 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 152,276,992 ​ $ — ​ $ — ​ $ — ​ ​ 796,003 ​ $ 153,072,995 Other Patient Service Revenue ​ ​ 4,243,263 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,130,303) ​ ​ 3,112,960 Total Operating Revenue ​ ​ 156,520,255 ​ ​ — ​ ​ — ​ ​ — ​ ​ (334,300) ​ ​ 156,185,955 Medical Expenses ​ ​ 161,662,423 ​ ​ — ​ ​ — ​ ​ — ​ ​ (334,300) ​ ​ 161,328,123 Total Operating Expenses ​ ​ 184,643,797 ​ ​ — ​ ​ — ​ ​ — ​ ​ (334,300) ​ ​ 184,309,497 Interest Expense, net ​ ​ (4,643,254) ​ ​ — ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (2,529,191) Total Other Expenses ​ ​ (6,044,940) ​ ​ — ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (3,930,877) Net Loss Attributable to Non-Controlling Interests ​ ​ (2,801,965) ​ ​ 2,801,965 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ ​ (31,366,517) ​ ​ (2,801,965) ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (32,054,419) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Nine Months Ended September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 2,779,619 ​ $ — ​ $ (2,779,619) ​ $ — ​ ​ — ​ $ — Net Loss ​ ​ (85,743,970) ​ ​ — ​ ​ 6,107,441 ​ ​ — ​ ​ (6,532,954) ​ ​ (86,169,483) Balance as of September 30, 2021 ​ ​ (179,246,686) ​ ​ — ​ ​ 7,895,167 ​ ​ (43,656,331) ​ ​ — ​ ​ (215,007,850) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Three Months Ended September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 962,163 ​ $ — ​ $ (962,163) ​ $ — ​ ​ — ​ $ — Net Loss ​ ​ (34,168,482) ​ ​ — ​ ​ 2,114,063 ​ ​ — ​ ​ — ​ ​ (32,054,419) Balance as of September 30, 2021 ​ ​ (179,246,686) ​ ​ — ​ ​ 7,895,167 ​ ​ (43,656,331) ​ ​ — ​ ​ (215,007,850) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Cash Flows for the Nine Months Ended September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (85,743,970) ​ $ — ​ $ 6,107,441 ​ $ — ​ ​ (6,532,954) ​ $ (86,169,483) Health Plan Settlements Receivable/Premiums Receivable ​ ​ (7,417,477) ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ (884,523) Class A and Class D Preferred Returns ​ ​ 6,107,441 ​ ​ — ​ ​ (6,107,441) ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Revenue ​ ​ ​ Reported Adjustments Adjustments Adjustments Adjustment As Restated Condensed Consolidated Balance Sheet as of June 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Units Subject to Possible Redemption ​ $ — ​ $ — ​ $ — ​ $ 43,656,270 ​ $ — ​ $ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 53,784,760 ​ ​ — ​ ​ (6,743,207) ​ ​ — ​ ​ — ​ ​ 47,041,553 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 5,632,496 ​ ​ — ​ ​ (5,632,496) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 2,392,875 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 1,471,783 Retained Loss from Non-Controlling Interests ​ (23,429,094) ​ 23,429,094 ​ ​ — ​ ​ — ​ ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (172,576,003) ​ ​ (23,429,094) ​ ​ 12,375,705 ​ ​ (970,908) ​ ​ — ​ ​ (184,600,300) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Six Months Ended June 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 294,860,130 ​ $ — ​ $ — ​ $ — ​ $ (4,335,073) ​ $ 290,525,057 Other Patient Service Revenue ​ ​ 8,122,849 ​ ​ — ​ ​ — ​ ​ — ​ ​ (2,763,520) ​ ​ 5,359,329 Total Operating Revenue ​ ​ 302,982,979 ​ ​ — ​ ​ — ​ ​ — ​ ​ (7,098,593) ​ ​ 295,884,386 Medical Expenses ​ ​ 297,570,662 ​ ​ — ​ ​ — ​ ​ — ​ ​ (565,640) ​ ​ 297,005,022 Total Operating Expenses ​ ​ 335,409,517 ​ ​ — ​ ​ — ​ ​ — ​ ​ (565,640) ​ ​ 334,843,877 Operating Loss ​ ​ (32,426,538) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,953) ​ ​ (38,959,491) Interest Expense, net ​ ​ (8,487,374) ​ ​ — ​ ​ 3,993,325 ​ ​ — ​ ​ — ​ ​ (4,494,049) Total Other Expenses ​ ​ (19,148,953) ​ ​ — ​ ​ 3,993,325 ​ ​ — ​ ​ — ​ ​ (15,155,628) Net Loss Attributable to Non-Controlling Interests ​ ​ (5,241,713) ​ ​ 5,241,713 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (46,333,778) ​ (5,241,713) ​ ​ 3,993,325 ​ ​ — ​ ​ (6,532,953) ​ (54,115,119) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended June 30, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 147,159,665 ​ $ — ​ $ — ​ $ — ​ $ (5,598,799) ​ $ 141,560,866 Other Patient Service Revenue ​ ​ 4,258,933 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,233,356) ​ ​ 3,025,577 Total Operating Revenue ​ ​ 151,418,598 ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,832,155) ​ ​ 144,586,443 Medical Expenses ​ ​ 150,679,717 ​ ​ — ​ ​ — ​ ​ — ​ ​ (299,200) ​ ​ 150,380,517 Total Operating Expenses ​ ​ 170,856,707 ​ ​ — ​ ​ — ​ ​ — ​ ​ (299,200) ​ ​ 170,557,507 Operating Loss ​ ​ (19,438,108) ​ ​ — ​ ​ — ​ ​ — ​ ​ (6,532,955) ​ ​ (25,971,063) Interest Expense, net ​ ​ (4,406,240) ​ ​ — ​ ​ 2,036,476 ​ ​ — ​ ​ — ​ ​ (2,369,764) Total Other Expenses ​ ​ (5,529,823) ​ ​ — ​ ​ 2,036,476 ​ ​ — ​ ​ — ​ ​ (3,493,347) Net Loss Attributable to Non-Controlling Interests ​ ​ (1,959,421) ​ ​ 1,959,421 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (23,008,510) ​ (1,959,421) ​ ​ 2,036,476 ​ ​ — ​ ​ (6,532,955) ​ (29,464,410) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Six Months Ended June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 1,817,564 ​ $ — ​ $ (1,817,564) ​ $ — ​ ​ — ​ $ — Net Loss ​ (51,575,491) ​ — ​ ​ 3,993,325 ​ ​ — ​ ​ (6,532,953) ​ (54,115,119) Balance as of June 30,2021 ​ ​ (146,395,455) ​ ​ — ​ ​ 6,743,106 ​ ​ (43,656,170) ​ ​ — ​ ​ (183,308,519) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Changes in Members' Deficit for the Three Months Ended June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 926,852 ​ $ — ​ $ (926,852) ​ $ — ​ ​ — ​ $ — Net Loss ​ ​ (24,967,931) ​ ​ — ​ ​ 2,036,476 ​ ​ — ​ ​ (6,532,955) ​ ​ (29,464,410) Balance as of June 30,2021 ​ ​ (146,395,455) ​ ​ — ​ ​ 6,743,106 ​ ​ (43,656,170) ​ ​ — ​ ​ (183,308,519) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (51,575,491) ​ $ — ​ $ 3,993,325 ​ $ — ​ ​ (6,532,953) ​ $ (54,115,119) Health Plan Settlements Receivable/Premiums Receivable ​ ​ (5,320,861) ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,953 ​ ​ 1,212,092 Class A and Class D Preferred Returns ​ 3,993,325 ​ — ​ ​ (3,993,325) ​ ​ — ​ ​ — ​ — *Rounding may cause variances ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Revenue ​ ​ ​ Reported ​ Adjustment ​ Adjustment ​ Adjustments ​ Adjustment ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Balance Sheet as of March 31, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ Health Plan Settlement Receivables ​ $ 3,687,918 ​ $ — ​ $ — ​ $ — ​ $ 6,532,954 ​ $ 10,220,872 Total Current Assets ​ ​ 78,762,484 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 85,295,438 Total Assets ​ ​ 94,189,692 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 100,722,646 Class A Units Subject to Possible Redemption ​ ​ — ​ ​ — ​ ​ — ​ ​ 43,656,270 ​ ​ — ​ ​ 43,656,270 Class D Units Subject to Possible Redemption ​ ​ 52,675,137 ​ ​ — ​ ​ (5,633,583) ​ ​ — ​ ​ — ​ ​ 47,041,554 Contributed Capital ​ ​ 41,764,270 ​ ​ — ​ ​ — ​ ​ (41,764,270) ​ ​ — ​ ​ — Class A Preferred Returns ​ ​ 4,705,644 ​ ​ — ​ ​ (4,705,644) ​ ​ — ​ ​ — ​ ​ — Accumulated Equity-Based Compensation ​ ​ 1,829,084 ​ ​ — ​ ​ — ​ ​ (921,092) ​ ​ — ​ ​ 907,992 Retained Loss from Non-Controlling Interests ​ (21,469,673) ​ 21,469,673 ​ — ​ — ​ — ​ — Accumulated Deficit (formerly Accumulated Loss from Controlling Interest) ​ ​ (149,567,493) ​ ​ (21,469,673) ​ ​ 10,339,227 ​ ​ (970,908) ​ ​ 6,532,954 ​ ​ (155,135,893) Total Liabilities, Mezzanine Equity & Members' Equity (Deficit) ​ ​ 94,189,692 ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,532,954 ​ ​ 100,722,646 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended March 31, 2021 (Unaudited) ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 147,700,465 ​ $ — ​ $ — ​ $ — ​ $ 1,263,725 ​ $ 148,964,190 Other Patient Service Revenue ​ ​ 3,863,915 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,530,165) ​ ​ 2,333,750 Total Operating Revenue ​ ​ 151,564,380 ​ ​ — ​ ​ — ​ ​ — ​ ​ (266,440) ​ ​ 151,297,940 Medical Expenses ​ ​ 146,890,945 ​ ​ — ​ ​ — ​ ​ — ​ ​ (266,440) ​ ​ 146,624,505 Total Operating Expenses ​ ​ 164,552,810 ​ ​ — ​ ​ — ​ ​ — ​ ​ (266,440) ​ ​ 164,286,370 Interest Expense, net ​ ​ (4,081,134) ​ ​ — ​ ​ 1,956,848 ​ ​ — ​ ​ — ​ ​ (2,124,286) Total Other Expenses ​ ​ (13,619,130) ​ ​ — ​ ​ 1,956,848 ​ ​ — ​ ​ — ​ ​ (11,662,282) Net Loss Attributable to Non-Controlling Interests ​ (3,282,292) ​ 3,282,292 ​ ​ — ​ — ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (23,325,268) ​ (3,282,292) ​ 1,956,848 ​ — ​ — ​ (24,650,712) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended March 31, 2021 ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 890,612 ​ $ — ​ $ (890,612) ​ $ — ​ ​ — ​ $ — Net Loss ​ (26,607,560) ​ — ​ 1,956,848 ​ — ​ ​ — ​ (24,650,712) Balance as of March 31,2021 ​ ​ (122,918,168) ​ ​ — ​ ​ 5,633,581 ​ ​ (43,656,269) ​ ​ 6,532,954 ​ ​ (154,407,902) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 3 Months Ended March 31, 2021 ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (26,607,560) ​ $ — ​ $ 1,956,848 ​ ​ — ​ ​ — ​ $ (24,650,712) Class A and Class D Preferred Returns ​ 1,956,848 ​ — ​ (1,956,848) ​ — ​ ​ — ​ — *Rounding may cause variances ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Capitated Revenue ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustments ​ Adjustments ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 351,018,290 ​ $ — ​ $ — ​ $ — ​ $ 1,630,111 ​ $ 352,648,401 Other Patient Service Revenue ​ ​ 9,645,990 ​ ​ — ​ ​ — ​ ​ — ​ ​ (2,230,451) ​ ​ 7,415,539 Total Operating Revenue ​ ​ 360,664,280 ​ ​ — ​ ​ — ​ ​ — ​ ​ (600,340) ​ ​ 360,063,940 Medical Expenses ​ ​ 348,258,272 ​ ​ — ​ ​ — ​ ​ — ​ ​ (600,340) ​ ​ 347,657,932 Total Operating Expenses ​ ​ 384,971,257 ​ ​ — ​ ​ — ​ ​ — ​ ​ (600,340) ​ ​ 384,370,917 Interest Expense, net ​ ​ (6,877,619) ​ ​ — ​ ​ 5,577,812 ​ ​ — ​ ​ — ​ ​ (1,299,807) Total Other Expenses ​ ​ (6,877,619) ​ ​ — ​ ​ 5,577,812 ​ ​ — ​ ​ — ​ ​ (1,299,807) Net Loss Attributable to Non-Controlling Interests ​ (3,449,955) ​ 3,449,955 ​ — ​ — ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (27,734,641) ​ (3,449,955) ​ 5,577,812 ​ — ​ — ​ (25,606,784) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended September 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 124,461,275 ​ $ — ​ $ — ​ $ — ​ $ 721,351 ​ $ 125,182,626 Other Patient Service Revenue ​ ​ 4,379,716 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,018,851) ​ ​ 3,360,865 Total Operating Revenue ​ ​ 128,840,991 ​ ​ — ​ ​ — ​ ​ — ​ ​ (297,500) ​ ​ 128,543,491 Medical Expenses ​ ​ 127,015,976 ​ ​ — ​ ​ — ​ ​ — ​ ​ (297,500) ​ ​ 126,718,476 Total Operating Expenses ​ ​ 142,355,570 ​ ​ — ​ ​ — ​ ​ — ​ ​ (297,500) ​ ​ 142,058,070 Interest Expense, net ​ ​ (2,316,579) ​ ​ — ​ ​ 1,859,270 ​ ​ — ​ ​ — ​ ​ (457,309) Total Other Expenses ​ ​ (2,316,579) ​ ​ — ​ ​ 1,859,270 ​ ​ — ​ ​ — ​ ​ (457,309) Net Income Attributable to Non-Controlling Interests ​ 875,560 ​ (875,560) ​ — ​ — ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (16,706,718) ​ 875,560 ​ 1,859,270 ​ — ​ — ​ (13,971,888) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 9 Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 2,534,853 ​ $ — ​ $ (2,534,853) ​ $ — ​ $ — ​ $ — Net Loss ​ (31,184,596) ​ — ​ 5,577,812 ​ — ​ — ​ (25,606,784) Balance as of September 30, 2020 ​ ​ (84,110,848) ​ ​ — ​ ​ 3,558,027 ​ ​ (43,656,271) ​ ​ — ​ ​ (124,209,092) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 840,805 ​ $ — ​ $ (840,805) ​ $ — ​ $ — ​ $ — Net Loss ​ (15,831,158) ​ — ​ 1,859,270 ​ — ​ — ​ (13,971,888) Balance as of September 30, 2020 ​ ​ (84,110,848) ​ ​ — ​ ​ 3,558,027 ​ ​ (43,656,271) ​ ​ — ​ ​ (124,209,092) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 9 Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ Net Loss ​ $ (31,184,596) ​ $ — ​ $ 5,577,812 ​ $ — ​ $ — ​ $ (25,606,784) Class A and Class D Preferred Returns ​ 5,577,812 ​ — ​ (5,577,812) ​ — ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously Network Preferred Returns Class A Units Captital Revenue ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustments ​ Adjustments ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Six Months Ended June 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 226,557,015 ​ $ — ​ $ — ​ $ — ​ $ 908,759 ​ $ 227,465,774 Other Patient Service Revenue ​ ​ 5,266,273 ​ ​ — ​ ​ — ​ ​ — ​ ​ (1,211,599) ​ ​ 4,054,674 Total Operating Revenue ​ ​ 231,823,288 ​ ​ — ​ ​ — ​ ​ — ​ ​ (302,840) ​ ​ 231,520,448 Medical Expenses ​ ​ 221,242,295 ​ ​ — ​ ​ — ​ ​ — ​ ​ (302,840) ​ ​ 220,939,455 Total Operating Expenses ​ ​ 242,615,687 ​ ​ — ​ ​ — ​ ​ — ​ ​ (302,840) ​ ​ 242,312,847 Interest Expense, net ​ ​ (4,561,039) ​ ​ — ​ ​ 3,718,542 ​ ​ — ​ ​ — ​ ​ (842,497) Total Other Expenses ​ ​ (4,561,039) ​ ​ — ​ ​ 3,718,542 ​ ​ — ​ ​ — ​ ​ (842,497) Net Loss Attributable to Non-Controlling Interests ​ (4,325,515) ​ 4,325,515 ​ — ​ — ​ ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (11,027,923) ​ (4,325,515) ​ 3,718,542 ​ — ​ ​ — ​ (11,634,896) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended June 30, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 114,042,681 ​ $ — ​ $ — ​ $ — ​ $ 472,742 ​ $ 114,515,423 Other Patient Service Revenue ​ ​ 2,821,811 ​ ​ — ​ ​ — ​ ​ — ​ ​ (624,782) ​ ​ 2,197,029 Total Operating Revenue ​ ​ 116,864,492 ​ ​ — ​ ​ — ​ ​ — ​ ​ (152,040) ​ ​ 116,712,452 Medical Expenses ​ ​ 105,777,973 ​ ​ — ​ ​ — ​ ​ — ​ ​ (152,040) ​ ​ 105,625,933 Total Operating Expenses ​ ​ 121,527,179 ​ ​ — ​ ​ — ​ ​ — ​ ​ (152,040) ​ ​ 121,375,139 Interest Expense, net ​ ​ (2,249,977) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (390,706) Total Other Expenses ​ ​ (2,299,977) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (440,706) Net Loss Attributable to Non-Controlling Interests ​ (2,774,562) ​ 2,774,562 ​ — ​ — ​ ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (4,188,102) ​ (2,774,562) ​ 1,859,271 ​ — ​ ​ — ​ (5,103,393) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 6 Months Ended June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 1,694,048 ​ $ — ​ $ (1,694,048) ​ $ — ​ $ — ​ $ — Net Loss ​ (15,353,438) ​ — ​ 3,718,542 ​ — ​ ​ — ​ (11,634,896) Balance as of June 30, 2020 ​ ​ (69,173,164) ​ ​ — ​ ​ 2,539,562 ​ ​ (43,656,272) ​ ​ — ​ ​ (110,289,874) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 847,048 ​ $ — ​ $ (847,048) ​ $ — ​ $ — ​ $ — Net Loss ​ (6,962,664) ​ — ​ 1,859,271 ​ — ​ ​ — ​ (5,103,393) Balance as of June 30, 2020 ​ ​ (69,173,164) ​ ​ — ​ ​ 2,539,562 ​ ​ (43,656,272) ​ ​ — ​ ​ (110,289,874) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 6 Months Ended June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (15,353,438) ​ $ — ​ $ 3,718,542 ​ $ — ​ $ — ​ $ (11,634,896) Class A and Class D Preferred Returns ​ 3,718,542 ​ — ​ (3,718,542) ​ — ​ ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Previously ​ Network ​ Preferred Returns ​ Class A Units ​ Capitated Revenue ​ ​ ​ ​ ​ Reported ​ Adjustments ​ Adjustments ​ Adjustments Adjustments ​ As Restated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statement of Operations for the Three Months Ended March 31, 2020 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ Capitated Revenue ​ $ 112,514,334 ​ $ — ​ $ — ​ $ — ​ $ 436,017 ​ $ 112,950,351 Other Patient Service Revenue ​ ​ 2,444,462 ​ ​ — ​ ​ — ​ ​ — ​ ​ (586,817) ​ ​ 1,857,645 Total Operating Revenue ​ ​ 114,958,796 ​ ​ — ​ ​ — ​ ​ — ​ ​ (150,800) ​ ​ 114,807,996 Medical Expenses ​ ​ 115,464,322 ​ ​ — ​ ​ — ​ ​ — ​ ​ (150,800) ​ ​ 115,313,522 Total Operating Expenses ​ ​ 121,088,507 ​ ​ — ​ ​ — ​ ​ — ​ ​ (150,800) ​ ​ 120,937,707 Interest Expense, net ​ ​ (2,261,063) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (401,792) Total Other Expenses ​ ​ (2,261,063) ​ ​ — ​ ​ 1,859,271 ​ ​ — ​ ​ — ​ ​ (401,792) Net Loss Attributable to Non-Controlling Interests ​ (1,550,953) ​ 1,550,953 ​ — ​ — ​ ​ — ​ — Net Loss (formerly Net Loss Attributable to Controlling Interests) ​ (6,839,821) ​ (1,550,953) ​ 1,859,271 ​ — ​ ​ — ​ (6,531,503) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Changes in Members' Deficit for the 3 Months Ended March 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Preferred Return at 8% for Class A Units ​ $ 846,999 ​ $ — ​ $ (846,999) ​ $ — ​ $ — ​ $ — Net Loss ​ (8,390,774) ​ — ​ 1,859,271 ​ — ​ ​ — ​ (6,531,503) Balance as of March 31, 2020 ​ ​ (63,212,106) ​ ​ — ​ ​ 1,527,340 ​ ​ (43,656,272) ​ ​ — ​ ​ (105,341,038) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed Consolidated Statements of Cash Flows for the 3 Months Ended March 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Net Loss ​ $ (8,390,774) ​ $ — ​ $ 1,859,271 ​ $ — ​ $ — ​ $ (6,531,503) Class A and Class D Preferred Returns ​ 1,859,271 ​ — ​ (1,859,271) ​ — ​ ​ — ​ —

Company Operations (Details)

Company Operations (Details) - agreement	Dec. 31, 2021	Dec. 03, 2021	Dec. 31, 2020	Dec. 31, 2019
Company Operations [Line Items]
Number of health plans with agreements entered	17		12	7
P3 Health Group, LLC
Company Operations [Line Items]
Ownership percentage		17.10%
Prime rate
Company Operations [Line Items]
Spread on variable interest rate	2%

Restatement of Previously Iss_3

Restatement of Previously Issued Financial Statements (Details) - USD ($)		1 Months Ended	3 Months Ended						6 Months Ended		9 Months Ended		11 Months Ended	12 Months Ended
		Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Consolidated Balance Sheet
Health Plan Settlement Receivables		$ 50,251,004												$ 44,962,787
Total Current Assets		199,860,950												90,880,587
Total Assets	[1]	2,364,108,460												106,435,206
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)		(39,418,124)												(130,485,179)
Total Member's Deficit		273,551,441											$ (272,916,391)	(130,217,705)	$ (99,073,637)	$ (55,684,119)
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)		2,364,108,460												106,435,206
Consolidated Statement of Operations
Total Operating Revenue		58,762,397											578,602,418	491,063,525	145,482,112
Medical Expenses		66,877,005											592,465,049	484,502,423	141,029,737
Total Operating Expenses		117,650,063											707,660,010	519,651,203	185,017,783
Operating Loss		(58,887,666)											(129,057,592)	(28,587,678)	(39,535,671)
Interest Expense, net		(1,321,922)											(9,677,477)	(2,533,180)	(2,533,842)
Total Other Income (Expense)		949,737											(17,342,346)	(2,823,864)	(2,435,887)
Net Loss Attributable to Noncontrolling Interest		(47,856,729)
Net Loss (formerly Net Loss Attributable to Controlling Interests)		(10,081,200)											(146,399,938)	(31,411,542)	(41,971,558)
Consolidated Statements of Changes in Members' Deficit
Total Member's Deficit		273,551,441											(272,916,391)	(130,217,705)	(99,073,637)	(55,684,119)
Net Loss		57,937,929											146,399,938	31,411,542	41,971,558
Redemption of Units														(180,000)
Modification															(1,892,002)
Consolidated Statements of Cash Flows
Net Loss		57,937,929											146,399,938	31,411,542	41,971,558
Capitated Revenue
Restatement of Previously Issued Financial Statements
Total RAF adjustments														6,532,954
Consolidated Balance Sheet
Health Plan Settlement Receivables		50,251,004												44,962,787
Consolidated Statement of Operations
Total Operating Revenue		57,224,539											567,735,297	480,739,577	139,332,707
Other Patient Service Revenue
Consolidated Statement of Operations
Total Operating Revenue		$ 1,537,858											10,867,121	$ 10,323,948	$ 6,149,405
Class A and Class D Units
Consolidated Statements of Changes in Members' Deficit
Preferred return														8%	8%
Class A Units Subject to Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption														$ 43,656,270
Class D Units Subject To Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption														47,041,554
Class A Preferred Units
Consolidated Statements of Changes in Members' Deficit
Preferred return															8%
Class D Units Subject To Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption													$ 47,041,554	47,041,554	$ 47,041,554
As Previously Reported
Consolidated Balance Sheet
Health Plan Settlement Receivables					$ 3,687,918									38,429,833
Total Current Assets					78,762,484									84,347,633
Total Assets					94,189,692									99,902,252
Contributed Capital			$ 41,764,270	$ 41,764,270	41,764,270				$ 41,764,270		$ 41,764,270			41,764,270	41,764,270
Class A Preferred Returns			6,594,660	5,632,496	4,705,644				5,632,496		6,594,660			3,815,034	430,230
Accumulated Equity-Based Compensation			2,747,960	2,392,875	1,829,084				2,392,875		2,747,960			1,368,567	921,092
Accumulated Loss from Controlling Interests				(23,429,094)					(23,429,094)
Retained Loss from Non-Controlling Interests			(26,231,059)		(21,469,673)						(26,231,059)			(18,187,381)	(13,880,310)
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(203,942,517)	(172,576,003)	(149,567,493)				(172,576,003)		(203,942,517)			(126,242,225)	(85,167,716)
Total Member's Deficit			(179,246,686)	(146,395,455)	(122,918,168)	$ (84,110,848)	$ (69,173,164)	$ 63,212,106	(146,395,455)	$ (69,173,164)	(179,246,686)	$ (84,110,848)		(97,661,735)	(55,932,434)	(13,868,589)
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)					94,189,692									99,902,252
Consolidated Statement of Operations
Total Operating Revenue			156,520,255	151,418,598	151,564,380	128,840,991	116,864,492	114,958,796	302,982,979	231,823,288	459,503,232	360,664,280		485,541,291	145,894,832
Medical Expenses			161,662,423	150,679,717	146,890,945	127,015,976	105,777,973	115,464,322	297,570,662	221,242,295	459,233,085	348,258,272		485,513,143	141,442,457
Total Operating Expenses														520,661,923	185,430,503
Operating Loss				(19,438,108)					(32,426,538)		(60,550,077)			(35,120,632)
Interest Expense, net														(9,970,260)	(3,479,139)
Total Other Income (Expense)														(10,260,944)	(3,381,184)
Net Loss Attributable to Noncontrolling Interest			(2,801,965)	(1,959,421)	(3,282,292)	875,560	(2,774,562)	(1,550,953)	(5,241,713)	(4,325,515)	(8,043,678)	(3,449,955)		(4,307,071)	(7,907,592)
Net Loss (formerly Net Loss Attributable to Controlling Interests)														(41,074,505)	(35,009,263)
Consolidated Statements of Changes in Members' Deficit
Total Member's Deficit			(179,246,686)	(146,395,455)	(122,918,168)	(84,110,848)	(69,173,164)	63,212,106	(146,395,455)	(69,173,164)	(179,246,686)	(84,110,848)		(97,661,735)	(55,932,434)	(13,868,589)
Net Loss														(45,381,576)	(42,916,855)
Consolidated Statements of Cash Flows
Net Loss														(45,381,576)	(42,916,855)
Health Plan Settlements Receivable/Premiums Receivable														(20,974,286)
Class A and Class D Preferred Returns					1,956,848			(1,859,271)	3,993,325	3,718,542	6,107,441	5,577,812		7,437,080	945,297
As Previously Reported | Capitated Revenue
Consolidated Statement of Operations
Total Operating Revenue			152,276,992	147,159,665	147,700,465	124,461,275	114,042,681	112,514,334		226,557,015	447,137,121	351,018,290		471,551,241	138,727,943
As Previously Reported | Other Patient Service Revenue
Consolidated Statement of Operations
Total Operating Revenue			4,243,263	4,258,933	3,863,915	4,379,716	2,821,811	2,444,462	8,122,849	5,266,273	12,366,111	9,645,990		13,990,050	7,166,889
As Previously Reported | Class A and Class D Units
Consolidated Statements of Changes in Members' Deficit
Preferred Return(s) at 8%														7,437,080	945,298
As Previously Reported | Class D Units Subject To Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption			54,936,716	53,784,760	52,675,137				53,784,760		54,936,716			51,608,900	47,556,622
As Previously Reported | Class A Preferred Units
Consolidated Statements of Changes in Members' Deficit
Conversion of Debt to Units															3,764,025
Units Issued															11,184,468
Redemption of Units															(15,000,000)
Network Adjustments
Consolidated Balance Sheet
Accumulated Loss from Controlling Interests				23,429,094					23,429,094
Retained Loss from Non-Controlling Interests			26,231,059		21,469,673						26,231,059			18,187,381	13,880,310
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(26,231,059)	(23,429,094)	(21,469,673)				(23,429,094)		(26,231,059)			(18,187,381)	(13,880,310)
Consolidated Statement of Operations
Net Loss Attributable to Noncontrolling Interest			2,801,965	1,959,421	3,282,292	(875,560)	2,774,562	1,550,953	5,241,713	4,325,515	8,043,678	3,449,955		4,307,071	7,907,592
Net Loss (formerly Net Loss Attributable to Controlling Interests)														(4,307,071)	(7,907,592)
Preferred Returns Adjustments
Consolidated Balance Sheet
Class A Preferred Returns			(6,594,660)	(5,632,496)	(4,705,644)				(5,632,496)		(6,594,660)			(3,815,034)	(430,230)
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			14,489,765	12,375,705	10,339,227				12,375,705		14,489,765			8,382,381	945,297
Total Member's Deficit			7,895,167	6,743,106	5,633,581	3,558,027	2,539,562	(1,527,340)	6,743,106	2,539,562	7,895,167	3,558,027		4,567,346	515,068
Consolidated Statement of Operations
Interest Expense, net														7,437,080	945,297
Total Other Income (Expense)														7,437,080	945,297
Net Loss (formerly Net Loss Attributable to Controlling Interests)														7,437,080	945,297
Consolidated Statements of Changes in Members' Deficit
Total Member's Deficit			7,895,167	6,743,106	5,633,581	3,558,027	2,539,562	(1,527,340)	6,743,106	2,539,562	7,895,167	3,558,027		4,567,346	515,068
Net Loss														7,437,080	945,297
Consolidated Statements of Cash Flows
Net Loss														7,437,080	945,297
Class A and Class D Preferred Returns					(1,956,848)			1,859,271	(3,993,325)	(3,718,542)	(6,107,441)	(5,577,812)		(7,437,080)	(945,297)
Preferred Returns Adjustments | Class A and Class D Units
Consolidated Statements of Changes in Members' Deficit
Preferred Return(s) at 8%														(7,437,080)	(945,298)
Preferred Returns Adjustments | Class D Units Subject To Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption			(7,895,162)	(6,743,207)	(5,633,583)				(6,743,207)		(7,895,162)			(4,567,346)	(515,068)
Class A Units Adjustments
Consolidated Balance Sheet
Contributed Capital			(41,764,270)	(41,764,270)	(41,764,270)				(41,764,270)		(41,764,270)			(41,764,270)	(41,764,270)
Accumulated Equity-Based Compensation			(921,092)	(921,092)	(921,092)				(921,092)		(921,092)			(921,092)	(921,092)
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(970,908)	(970,908)	(970,908)				(970,908)		(970,908)			(970,908)	(970,908)
Total Member's Deficit			(43,656,331)	(43,656,170)	(43,656,269)	(43,656,271)	(43,656,272)	43,656,272	(43,656,170)	(43,656,272)	(43,656,331)	(43,656,271)		(43,656,270)	(43,656,271)	(41,815,530)
Consolidated Statements of Changes in Members' Deficit
Total Member's Deficit			(43,656,331)	(43,656,170)	(43,656,269)	(43,656,271)	(43,656,272)	43,656,272	(43,656,170)	(43,656,272)	(43,656,331)	(43,656,271)		(43,656,270)	(43,656,271)	(41,815,530)
Class A Units Adjustments | Class A Units Subject to Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption			43,656,270	43,656,270	43,656,270				43,656,270		43,656,270			43,656,270	43,656,270
Class A Units Adjustments | Class A Preferred Units
Consolidated Statements of Changes in Members' Deficit
Conversion of Debt to Units															(3,764,025)
Units Issued															(11,184,468)
Redemption of Units															15,000,000
Modification															(1,892,002)
Revenue Adjustments
Consolidated Balance Sheet
Health Plan Settlement Receivables					6,532,954									6,532,954
Total Current Assets					6,532,954									6,532,954
Total Assets					6,532,954									6,532,954
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)					6,532,954									6,532,954
Total Member's Deficit					6,532,954									6,532,954
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)					6,532,954									6,532,954
Consolidated Statement of Operations
Total Operating Revenue			(334,300)	(6,832,155)	(266,440)	(297,500)	(152,040)	(150,800)	(7,098,593)	(302,840)	(7,432,894)	(600,340)		5,522,234	(412,720)
Medical Expenses			(334,300)	(299,200)	(266,440)	(297,500)	(152,040)	(150,800)	(565,640)	(302,840)	(899,940)	(600,340)		(1,010,720)	(412,720)
Total Operating Expenses														(1,010,720)	(412,720)
Operating Loss				(6,532,955)					(6,532,953)		(6,532,954)			6,532,954
Net Loss (formerly Net Loss Attributable to Controlling Interests)														6,532,954
Consolidated Statements of Changes in Members' Deficit
Total Member's Deficit					6,532,954									6,532,954
Net Loss														6,532,954
Consolidated Statements of Cash Flows
Net Loss														6,532,954
Health Plan Settlements Receivable/Premiums Receivable														(6,532,954)
Revenue Adjustments | Capitated Revenue
Consolidated Statement of Operations
Total Operating Revenue			796,003	(5,598,799)	1,263,725	721,351	472,742	436,017		908,759	(3,539,071)	1,630,111		9,188,336	604,764
Revenue Adjustments | Other Patient Service Revenue
Consolidated Statement of Operations
Total Operating Revenue			(1,130,303)	(1,233,356)	(1,530,165)	(1,018,851)	(624,782)	(586,817)	(2,763,520)	(1,211,599)	(3,893,823)	(2,230,451)		(3,666,102)	(1,017,484)
As Restated
Consolidated Balance Sheet
Health Plan Settlement Receivables					10,220,872									44,962,787
Total Current Assets					85,295,438									90,880,587
Total Assets					100,722,646									106,435,206
Accumulated Equity-Based Compensation			1,826,868	1,471,783	907,992				1,471,783		1,826,868			447,475
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(216,654,719)	(184,600,300)	(155,135,893)				(184,600,300)		(216,654,719)			(130,485,179)	(99,073,637)
Total Member's Deficit			(215,007,850)	(183,308,519)	(154,407,902)	(124,209,092)	(110,289,874)	105,341,038	(183,308,519)	(110,289,874)	(215,007,850)	(124,209,092)		(130,217,705)	(99,073,637)	(55,684,119)
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)					100,722,646									106,435,206
Consolidated Statement of Operations
Total Operating Revenue			156,185,955	144,586,443	151,297,940	128,543,491	116,712,452	114,807,996	295,884,386	231,520,448	452,070,338	360,063,940		491,063,525	145,482,112
Medical Expenses			161,328,123	150,380,517	146,624,505	126,718,476	105,625,933	115,313,522	297,005,022	220,939,455	458,333,145	347,657,932		484,502,423	141,029,737
Total Operating Expenses														519,651,203	185,017,783
Operating Loss				(25,971,063)					(38,959,491)		(67,083,031)			(28,587,678)
Interest Expense, net														(2,533,180)	(2,533,842)
Total Other Income (Expense)														(2,823,864)	(2,435,887)
Net Loss (formerly Net Loss Attributable to Controlling Interests)														(31,411,542)	(41,971,558)
Consolidated Statements of Changes in Members' Deficit
Total Member's Deficit			(215,007,850)	(183,308,519)	(154,407,902)	(124,209,092)	(110,289,874)	105,341,038	(183,308,519)	(110,289,874)	(215,007,850)	(124,209,092)		(130,217,705)	(99,073,637)	$ (55,684,119)
Net Loss														(31,411,542)	(41,971,558)
Consolidated Statements of Cash Flows
Net Loss														(31,411,542)	(41,971,558)
Health Plan Settlements Receivable/Premiums Receivable														(27,507,240)
As Restated | Capitated Revenue
Consolidated Statement of Operations
Total Operating Revenue			153,072,995	141,560,866	148,964,190	125,182,626	114,515,423	112,950,351		227,465,774	443,598,050	352,648,401		480,739,577	139,332,707
As Restated | Other Patient Service Revenue
Consolidated Statement of Operations
Total Operating Revenue			3,112,960	3,025,577	2,333,750	$ 3,360,865	$ 2,197,029	$ 1,857,645	5,359,329	$ 4,054,674	8,472,288	$ 7,415,539		10,323,948	6,149,405
As Restated | Class A Units Subject to Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption			43,656,270	43,656,270	43,656,270				43,656,270		43,656,270			43,656,270	43,656,270
As Restated | Class D Units Subject To Possible Redemption
Consolidated Balance Sheet
Units subject to possible redemption			$ 47,041,554	$ 47,041,553	$ 47,041,554				$ 47,041,553		$ 47,041,554			$ 47,041,554	47,041,554
As Restated | Class A Preferred Units
Consolidated Statements of Changes in Members' Deficit
Modification															$ (1,892,002)
[1] The Company’s consolidated balance sheets include the assets and liabilities of its consolidated variable interest entities (“VIEs”). As discussed in Note 28: 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 numbers 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 $8.1 million and $0.8 million as of December 31, 2021 and December 31, 2020, 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 $6.1 million and $1.7 million as of December 31, 2021 and December 31, 2020, respectively. These VIE assets and liabilities do not include $6.0 million of investment in affiliates and $24.1 million of amounts due to affiliates as of December 31, 2021 and $19.4 million of amounts due to affiliates as of December 31, 2020 as these are eliminated in consolidation and not presented within the consolidated balance sheets. See Note 28 “Variable Interest Entities.”

Going Concern and Liquidity (De

Going Concern and Liquidity (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Going Concern and Liquidity
Net Loss	$ (57,937,929)	$ (146,399,938)	$ (31,411,542)	$ (41,971,558)
Cash	$ 140,477,586	$ 5,300,842	$ 36,261,104	$ 32,592,496

Significant Accounting Polici_4

Significant Accounting Policies - Consolidation, Cash and Restricted Cash (Details)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 02, 2021 USD ($)	Dec. 31, 2021 USD ($) segment	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)
Significant Accounting Policies
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor		Predecessor	Predecessor
Number of reportable segments | segment			1
Amount insured by Federal Deposit Insurance Corporation	$ 250,000		$ 250,000
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Checking	140,477,586	$ 5,300,842	140,477,586	$ 36,261,104	$ 32,592,496
Restricted	356,286	54,095	356,286	3,641,843	312,352
Total Cash Balances	$ 140,833,872	$ 5,354,937	$ 140,833,872	$ 39,902,947	$ 32,904,848	$ 1,428,504

Significant Accounting Polici_5

Significant Accounting Policies - Revenue Recognition (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Disaggregation of Revenue [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Total Revenue by Year	$ 58,762,397	$ 578,602,418	$ 491,063,525	$ 145,482,112
Revenue | Customer Concentration
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 58,762,397	$ 578,602,418	$ 491,063,525	$ 145,482,112
Percentage of total revenue	100%	100%	100%	100%
Capitated Revenue
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 57,224,539	$ 567,735,297	$ 480,739,577	$ 139,332,707
Capitated Revenue | Revenue | Customer Concentration
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 57,224,539	$ 567,735,297	$ 480,739,577	$ 139,332,707
Percentage of total revenue	97%	98%	98%	96%
Clinical Fees & Insurance Revenue | Revenue | Customer Concentration
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 750,675	$ 4,318,074	$ 3,364,504	$ 3,312,107
Percentage of total revenue	2%	1%	1%	2%
Shared Risk Revenue | Revenue | Customer Concentration
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 180,558	$ 601,509	$ 1,111,466	$ 932,301
Percentage of total revenue	0%	0%	0%	1%
Care Coordination / Management Fees | Revenue | Customer Concentration
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 600,175	$ 5,880,397	$ 5,614,539	$ 1,893,553
Percentage of total revenue	1%	1%	1%	1%
Incentive Fees | Revenue | Customer Concentration
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 6,450	$ 67,141	$ 233,439	$ 11,444
Percentage of total revenue	0%	0%	0%	0%
Other Patient Service Revenue
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 1,537,858	$ 10,867,121	$ 10,323,948	$ 6,149,405
Other Patient Service Revenue | Revenue | Customer Concentration
Disaggregation of Revenue [Line Items]
Total Revenue by Year	$ 1,537,858	$ 10,867,121	$ 10,323,948	$ 6,149,405
Percentage of total revenue	3%	2%	2%	4%

Significant Accounting Polici_6

Significant Accounting Policies - Concentration of revenue (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Concentration Risk [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Total Revenue by Year	$ 58,762,397	$ 578,602,418	$ 491,063,525	$ 145,482,112
Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 58,762,397	$ 578,602,418	$ 491,063,525	$ 145,482,112
Percentage of total revenue	100%	100%	100%	100%
Health Plan A | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 11,664,112	$ 139,289,079	$ 147,906,495
Percentage of total revenue	20%	24%	30%
Health Plan B | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 12,757,714	$ 126,460,232	$ 112,384,330	$ 13,557,771
Percentage of total revenue	22%	22%	23%	9%
Health Plan C | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 6,156,558	$ 71,061,602	$ 66,237,074	$ 27,788,287
Percentage of total revenue	10%	12%	13%	19%
Health Plan D | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 10,337,160	$ 114,496,751	$ 62,683,829	$ 6,106,544
Percentage of total revenue	18%	20%	13%	4%
Health Plan E | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 1,820,518	$ 22,249,245	$ 28,880,247	$ 39,265,322
Percentage of total revenue	3%	4%	6%	27%
Health Plan F | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 2,446,094	$ 26,670,388	$ 24,521,349	$ 26,703,364
Percentage of total revenue	4%	5%	5%	18%
Health Plan G | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year		$ 264,006	$ 22,646,251	$ 20,157,166
Percentage of total revenue			5%	14%
All Other | Revenue | Customer Concentration
Concentration Risk [Line Items]
Total Revenue by Year	$ 13,580,241	$ 78,111,115	$ 25,803,950	$ 11,903,658
Percentage of total revenue	23%	13%	5%	9%

Significant Accounting Polici_7

Significant Accounting Policies - Capitated Revenue (Details)	12 Months Ended
	Dec. 31, 2021 state plan	Dec. 31, 2020 state plan	Dec. 31, 2019 USD ($) plan state
Disaggregation of Revenue [Line Items]
Term of contract	1 month
Number of health plans percentage of payment contracts entered | plan	17	12	7
Number of states | state	4	4	2
Capitated Revenue
Disaggregation of Revenue [Line Items]
Additional revenue related to prior year premium risk adjustments | $			$ 150,681
Practical expedient for not adjusting effects of a significant financing component	true

Significant Accounting Polici_8

Significant Accounting Policies - Health Plan Settlement Receivables (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Health Plan [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Health Plan Receivables	$ 50,251,004		$ 44,962,787
Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	50,251,004		44,962,787
Health Plan A | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	4,695,712		5,732,221
Health Plan B | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	15,473,828		15,316,696
Health Plan C | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	1,380,752		7,332,687
Health Plan D | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	6,651,586		6,863,270
Health Plan E | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	2,439,046		2,194,209
Health Plan F | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	2,925,751		3,222,247
Health Plan G | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	239,375		2,735,562
Health Plan H | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	2,185,619		878,866
Health Plan I | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	1,134,750		17,908
Health Plan J | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	149,915		285,730
Health Plan K | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	2,705,147		4,569
Health Plan L | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	899,560		$ 378,822
Health Plan M | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	1,747,116
Health Plan N | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	974,092
Health Plan O | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	666,291
Health Plan P | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	106,162
Health Plan Q | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	61,990
Health Plan R | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	3,578,682
Health Plan T | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	2,175,324
Health Plan U | Capitated Revenue
Health Plan [Line Items]
Health Plan Receivables	$ 60,306

Significant Accounting Polici_9

Significant Accounting Policies - Health Plan Settlement Payables (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Health Plan [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Health Plans Settlements Payable	$ 22,548,694		$ 13,742,775
Health Plan B
Health Plan [Line Items]
Health Plans Settlements Payable	11,700,274
Health Plan C
Health Plan [Line Items]
Health Plans Settlements Payable			1,928,414
Health Plan D
Health Plan [Line Items]
Health Plans Settlements Payable	3,882,250		4,680,185
Health Plan F
Health Plan [Line Items]
Health Plans Settlements Payable	6,085,425		6,125,681
Health Plan G
Health Plan [Line Items]
Health Plans Settlements Payable	776,164		$ 1,008,495
Health Plan I
Health Plan [Line Items]
Health Plans Settlements Payable	(215,626)
Health Plan O
Health Plan [Line Items]
Health Plans Settlements Payable	(39,151)
Health Plan U
Health Plan [Line Items]
Health Plans Settlements Payable	226,209
Health Plan V
Health Plan [Line Items]
Health Plans Settlements Payable	$ 133,149

Significant Accounting Polic_10

Significant Accounting Policies - Clinical Fees and Insurance Revenue (Details)	12 Months Ended
	Dec. 31, 2021 item
Disaggregation of Revenue [Line Items]
Number of Revenue, Practical Expedients, Elected	2
Clinical Fees & Insurance Revenue
Disaggregation of Revenue [Line Items]
Practical expedients, not adjust the transaction price for any financing components	true
Practical expedients, expensed all incremental customer contract acquisition costs as incurred	true

Significant Accounting Polic_11

Significant Accounting Policies - Shared Risk Revenue (Details) - Shared Risk Revenue	12 Months Ended
	Dec. 31, 2021 item
Disaggregation of Revenue [Line Items]
Percentage of shared risk savings received	30%
Number of separate arrangements	4
Percentage of total cost savings to be received, if the sequential YoY PMPY aggregate change yields a reduction	30%

Significant Accounting Polic_12

Significant Accounting Policies - Property and Equipment (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	$ 8,230,250	$ 7,743,414
Minimum
Property, Plant and Equipment [Line Items]
Lease term	1 year
Maximum
Property, Plant and Equipment [Line Items]
Lease term	10 years
Leasehold Improvements (Cycle: Lease Term) | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful lives	1 year
Leasehold Improvements (Cycle: Lease Term) | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful lives	10 years
Furniture & Fixtures
Property, Plant and Equipment [Line Items]
Estimated useful lives	7 years
Property and Equipment, Gross	$ 1,108,184	1,150,789
Computer Equipment & Software
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Property and Equipment, Gross	$ 2,700,617	1,947,894
Medical Equipment
Property, Plant and Equipment [Line Items]
Estimated useful lives	7 years
Property and Equipment, Gross	$ 414,100	457,822
Software
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Software (Development in Process)
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	$ 2,433,470	2,794,221
Capitalized costs placed into service	$ 2,087,022	$ 534,931

Significant Accounting Polic_13

Significant Accounting Policies - Goodwill (Details) - USD ($)	1 Months Ended	3 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Jun. 30, 2022	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Significant Accounting Policies
Impairment charges	$ 0	$ 851,500,000	$ 0	$ 0	$ 0

Significant Accounting Polic_14

Significant Accounting Policies - Warrant Liability (Details)	Dec. 31, 2021 $ / shares
Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	60
Risk-Free Interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	1.26
Exercise Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	11.50
Expected Term
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	4.9

Significant Accounting Polic_15

Significant Accounting Policies - PDR (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Premium Deficiency Reserve ("PDR")
Premium Deficiency Reserve	$ 37,835,642	$ 0

Significant Accounting Polic_16

Significant Accounting Policies - Medical Expenses (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Healthcare Services Expense and Claims Payable
Liabilities For Healthcare Services Incurred, But Not Yet Reported	$ 101,958,324	$ 56,934,400

Significant Accounting Polic_17

Significant Accounting Policies - Sales and Marketing Expenses (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Sales and Marketing Expenses
Sales and Marketing Expenses	$ 364,127	$ 1,818,015	$ 1,502,634	$ 801,685

Business Combinations - Purchas

Business Combinations - Purchase Consideration (Details) - USD ($)		1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 03, 2021	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Jan. 01, 2020
Business Acquisition [Line Items]
Cash Consideration		$ 47,879,102	$ 4,989,000	$ 130,000
Useful life of intangible assets (in years)	10 years
P3 LLC
Business Acquisition [Line Items]
Income tax benefit paid, percentage	85%
Equity	$ 80,300,733
Fair Value of Non-controlling Interest	1,807,427,576
Stock Compensation Pre-combination Services	26,313,476
Cash Consideration	18,405,083
Payment of P3 Health Group Holdings, LLC's Transaction	19,151,752				$ 39,400,000
Consideration for acquisition of equity interests	$ 1,951,598,620

Business Combinations - Purch_2

Business Combinations - Purchase Price Allocation (Details) - USD ($)	Dec. 31, 2021	Dec. 03, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Assets Acquired:
Goodwill	$ 1,309,750,216	$ 1,278,452,778	$ 3,805,628	$ 871,128	$ 741,128
P3 LLC
Assets Acquired:
Cash		5,300,842
Restricted Cash		54,095
Health Plan Settlement Receivables		47,733,033
Clinic Fees and Insurance Receivables, Net		426,064
Other Receivables		1,880,939
Prepaid Expenses and Other Current Assets		938,413
Property, Plant and Equipment, Net		7,875,234
Goodwill		1,278,452,778
Notes Receivable, Net		3,734,012
Right of Use Assets		6,870,279
Total Assets Acquired		2,188,665,689
Liabilities Assumed:
Accounts Payable and Accrued Expenses		25,819,091
Accrued Payroll		2,868,664
Health Plans Settlements Payable		25,007,542
Claims Payable		76,031,460
Premium Deficiency Reserve		11,559,067
Accrued Interest		9,268,846
Current Portion of Long-Term Debt		301,443
Lease Liability		6,210,956
Long-Term Debt		80,000,000
Total Liabilities Assumed		237,067,069
Net Assets Acquired		1,951,598,620
Goodwill expected to be deductible for tax purposes		3,800,000
P3 LLC | Customer Relationships
Assets Acquired:
Intangible Assets, Net:		684,000,000
P3 LLC | Provider Network
Assets Acquired:
Intangible Assets, Net:		3,700,000
P3 LLC | Trademarks
Assets Acquired:
Intangible Assets, Net:		$ 147,700,000
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc ("Medcore Acquisition") [Member]
Assets Acquired:
Cash	20,547,337		3,000
Restricted Cash	302,187
Health Plan Settlement Receivables	5,754,006
Clinic Fees and Insurance Receivables, Net	141,186
Other Receivables	726,378
Prepaid Expenses and Other Current Assets	1,189,575
Property, Plant and Equipment, Net	113,436		5,896
Goodwill	31,297,438		2,934,500
Total Assets Acquired	67,471,814		4,989,000
Liabilities Assumed:
Accounts Payable and Accrued Expenses	150,196
Accrued Payroll	277,074
Health Plans Settlements Payable	133,149
Claims Payable	26,898,074
Total Liabilities Assumed	27,458,493
Net Assets Acquired	40,013,321		4,989,000
Goodwill expected to be deductible for tax purposes	8,100,000
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc ("Medcore Acquisition") [Member] | Customer Relationships
Assets Acquired:
Intangible Assets, Net:			$ 2,045,604
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc ("Medcore Acquisition") [Member] | Payor Contracts
Assets Acquired:
Intangible Assets, Net:	4,700,271
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc ("Medcore Acquisition") [Member] | Provider Network
Assets Acquired:
Intangible Assets, Net:	1,100,000
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc ("Medcore Acquisition") [Member] | Trademarks
Assets Acquired:
Intangible Assets, Net:	900,000
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc ("Medcore Acquisition") [Member] | Medical Licenses
Assets Acquired:
Intangible Assets, Net:	$ 700,000

Business Combinations - Medcore

Business Combinations - Medcore Health Plan, Inc and Omni IPA Medical Group, Inc (Details)		1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)	Dec. 02, 2021 USD ($) item	Dec. 31, 2021 USD ($) item	Dec. 31, 2020 USD ($)	Dec. 27, 2021	Dec. 03, 2021 USD ($)	Dec. 31, 2019 USD ($)
Business Acquisition [Line Items]
Goodwill	$ 1,309,750,216	$ 1,309,750,216	$ 3,805,628	$ 1,309,750,216	$ 871,128		$ 1,278,452,778	$ 741,128
Contingent Consideration	3,486,593	3,486,593		$ 3,486,593
Cash Consideration		47,879,102	4,989,000		$ 130,000
Medcore Health Plan, Inc and Omni IPA Medical Group, Inc
Business Acquisition [Line Items]
Number of other medical practice acquired | item				2
Consideration for acquisition of equity interests	40,013,321
Goodwill	31,297,438	31,297,438	$ 2,934,500	$ 31,297,438
Goodwill expected to be deductible for tax purposes	8,100,000	8,100,000		8,100,000
Contingent Consideration	3,486,593	$ 3,486,593		$ 3,486,593
Cash Consideration	$ 15,677,205
Medcore HP
Business Acquisition [Line Items]
Ownership percentage	100%	100%		100%
Omni IPA Medical Group, Inc.
Business Acquisition [Line Items]
Ownership percentage						100%
Other medical practices
Business Acquisition [Line Items]
Number of other medical practice acquired | item			3
Consideration for acquisition of equity interests			$ 4,989,000

Business Combinations - Pro For

Business Combinations - Pro Forma Financial Information (Details) - USD ($)		12 Months Ended
	Jan. 01, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 03, 2021
Business Acquisition [Line Items]
Total Operating Revenue		$ 793,447,211	$ 615,487,335
Net Loss		(259,282,984)	(198,926,617)
Net Loss Attributable to Non-controlling Interest		(214,167,745)	(164,313,386)
Net Loss Attributable to Controlling Interest		$ (45,115,239)	$ (34,613,231)
P3
Business Acquisition [Line Items]
Transaction Costs	$ 39,400,000			$ 19,151,752
Amortization expense adjustment	$ 2,400,000

Fair Value Measurements and H_3

Fair Value Measurements and Hierarchy - Carrying Value of Financial Instruments (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Fair Value Measurements and Hierarchy
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Cash	$ 140,477,586	$ 5,300,842	$ 36,261,104	$ 32,592,496
Restricted Cash	356,286	$ 54,095	3,641,843	$ 312,352
Clinic Fees and Insurance Receivables, Net	1,090,104		675,954
Other Receivables	726,903		146,117
Accounts Payable and Accrued Expenses	17,730,683		11,793,125
Liability for Warrants	$ 11,382,826		$ 6,316,605

Fair Value Measurements and H_4

Fair Value Measurements and Hierarchy - Option Pricing (Details)	Dec. 31, 2021 $ / shares Y	Dec. 31, 2020 Y $ / shares
Volatility
Class of Warrant or Right [Line Items]
Warrants, measurement input	60
Volatility | Class D Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input		65
Volatility | Private Placement Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input	60
Risk-Free Interest rate
Class of Warrant or Right [Line Items]
Warrants, measurement input	1.26
Risk-Free Interest rate | Class D Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input		0.10
Risk-Free Interest rate | Private Placement Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input	1.26
Exercise Price
Class of Warrant or Right [Line Items]
Warrants, measurement input	11.50
Exercise Price | Class D Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input		4.68
Exercise Price | Private Placement Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input	11.50
Expected Term
Class of Warrant or Right [Line Items]
Warrants, measurement input	4.9
Expected Term | Class D Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input | Y		1.1
Expected Term | Private Placement Warrants | Level 3
Class of Warrant or Right [Line Items]
Warrants, measurement input | Y	4.9

Fair Value Measurements and H_5

Fair Value Measurements and Hierarchy - Level 3 Measurement (Details) - USD ($)		1 Months Ended	2 Months Ended	9 Months Ended	11 Months Ended	12 Months Ended
	Dec. 02, 2021	Dec. 31, 2021	Nov. 30, 2021	Sep. 30, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Class of Warrant or Right [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]		Successor			Predecessor	Predecessor	Predecessor
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Mark-to-Market Adjustment of Stock Warrants	Mark-to-Market Adjustment of Stock Warrants	Mark-to-Market Adjustment of Stock Warrants	Mark-to-Market Adjustment of Stock Warrants		Mark-to-Market Adjustment of Stock Warrants
Private Placement Warrants | Level 3
Class of Warrant or Right [Line Items]
Beginning Balance		$ 793,650
Mark-to-Market Adjustment for Stock Warrants		(291,374)
Ending Balance	$ 793,650	502,276			$ 793,650
Class D Warrants | Level 3
Class of Warrant or Right [Line Items]
Beginning Balance		$ 13,981,474		$ 6,316,605	6,316,605
Issuance of Class D Warrants						$ 6,316,605
Mark-to-Market Adjustment for Stock Warrants					7,664,869
Ending Balance	$ 13,981,474				$ 13,981,474	$ 6,316,605

Patient Fees Receivable (Detail

Patient Fees Receivable (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Disaggregation of Revenue [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Total Receivables: Gross	$ 2,641,182		$ 1,041,300
Less: Contractual Allowances	(1,968,750)		(791,837)
Receivables Net of Contractual Allowances	672,432		249,463
Commercial
Disaggregation of Revenue [Line Items]
Receivables Net of Contractual Allowances	362,851		85,504
Medicare / Medicaid
Disaggregation of Revenue [Line Items]
Receivables Net of Contractual Allowances	280,265		116,220
Self Pay
Disaggregation of Revenue [Line Items]
Receivables Net of Contractual Allowances	$ 29,316		$ 47,739

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment, Net, by Type [Abstract]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Property and Equipment, Gross	$ 8,230,250		$ 7,743,414
Less: Accumulated Depreciation	(182,321)		(1,592,827)
Property and Equipment, Net	8,047,929		6,150,587
Leasehold Improvements
Property, Plant and Equipment, Net, by Type [Abstract]
Property and Equipment, Gross	1,537,091		1,392,688
Furniture & Fixtures
Property, Plant and Equipment, Net, by Type [Abstract]
Property and Equipment, Gross	1,108,184		1,150,789
Computer Equipment & Software
Property, Plant and Equipment, Net, by Type [Abstract]
Property and Equipment, Gross	2,700,617		1,947,894
Medical Equipment
Property, Plant and Equipment, Net, by Type [Abstract]
Property and Equipment, Gross	414,100		457,822
Software (Development in Process)
Property, Plant and Equipment, Net, by Type [Abstract]
Property and Equipment, Gross	2,433,470		$ 2,794,221
Other
Property, Plant and Equipment, Net, by Type [Abstract]
Property and Equipment, Gross	$ 36,788

Goodwill (Details)

Goodwill (Details)	1 Months Ended		3 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)	Jun. 30, 2022 USD ($)	Dec. 02, 2021 USD ($) item	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Goodwill [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]		Successor		Predecessor		Predecessor	Predecessor
Balance at the beginning	$ 1,278,452,778	$ 3,805,628		$ 871,128	$ 871,128	$ 741,128
Acquisitions	31,297,438			2,934,500		130,000
Balance at the end	$ 1,309,750,216	1,309,750,216		3,805,628	$ 1,309,750,216	871,128	$ 741,128
Impairment charges		$ 0	$ 851,500,000	$ 0		$ 0	$ 0
Other medical practices
Goodwill [Line Items]
Number of other medical practice acquired | item				3

Intangible Assets - Changes (De

Intangible Assets - Changes (Details)	1 Months Ended		11 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)	Dec. 02, 2021 USD ($) Asset	Dec. 31, 2020	Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]		Successor	Predecessor	Predecessor	Predecessor
Balance at the beginning	$ 835,400,000	$ 2,011,208
Acquisitions	7,400,271		$ 2,045,604
Amortization	(6,961,666)	(6,961,666)	(34,396)
Balance at the end	835,838,605	835,838,605	2,011,208
Customer Relationships
Finite-Lived Intangible Assets [Line Items]
Balance at the beginning	684,000,000	2,011,208
Acquisitions			2,045,604
Amortization	(5,700,000)		(34,396)
Balance at the end	678,300,000	678,300,000	$ 2,011,208
Customer relationships related medical practices acquired | Asset			2
Trademarks
Finite-Lived Intangible Assets [Line Items]
Balance at the beginning	147,700,000
Acquisitions	900,000
Amortization	(1,230,833)
Balance at the end	147,369,167	147,369,167
Provider Contracts
Finite-Lived Intangible Assets [Line Items]
Acquisitions	4,700,271
Balance at the end	4,700,271	4,700,271
Provider Network
Finite-Lived Intangible Assets [Line Items]
Balance at the beginning	3,700,000
Acquisitions	1,100,000
Amortization	(30,833)
Balance at the end	4,769,167	4,769,167
Other
Finite-Lived Intangible Assets [Line Items]
Acquisitions	700,000
Balance at the end	$ 700,000	$ 700,000

Intangible Assets - Additional

Intangible Assets - Additional Information (Details) $ in Millions	Dec. 31, 2021 USD ($)
Anticipated amortization of intangible assets
2022	$ 84.6
2023	84.6
2024	84.1
2025	84.1
2026	$ 84.1

Intangible Assets - Weighted av

Intangible Assets - Weighted average remaining useful life (Details)		12 Months Ended
	Dec. 03, 2021	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Useful life of intangible assets (in years)	10 years
Customer Relationships
Finite-Lived Intangible Assets [Line Items]
Useful life of intangible assets (in years)		9 years 10 months 24 days
Trademarks
Finite-Lived Intangible Assets [Line Items]
Useful life of intangible assets (in years)		9 years 10 months 24 days
Provider Contracts
Finite-Lived Intangible Assets [Line Items]
Useful life of intangible assets (in years)		10 years
Provider Network
Finite-Lived Intangible Assets [Line Items]
Useful life of intangible assets (in years)		9 years 10 months 24 days

Notes Receivable, Net (Details)

Notes Receivable, Net (Details)	12 Months Ended
	Dec. 31, 2021 USD ($) item	Dec. 31, 2020 USD ($)
Accounts, Notes, Loans and Financing Receivable [Line Items]
Number of promissory notes entered	5
Number of family medical practices with whom promissory notes are entered	3
Separate provider agreements with each practice related to number of promissory notes entered	4
Notes Receivable, Net | $	$ 3,590,715	$ 3,804,662
Notes receivable accrued interest | $	885,243	572,382
Notes receivable valuation allowances | $	$ 526,808	195,967
Number of notes included in Other Receivable due to their short-term maturity dates	2
Number of notes receivable forgiven	2
Number of provider groups of notes receivable	1
Interest forgiven | $	$ 286,600	$ 71,762
Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest rates	5%
Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest rates	10%

Tax Receivable Agreement (Detai

Tax Receivable Agreement (Details) - Tax Receivable Agreement with Selling Equity Holders of P3 LLC	12 Months Ended
	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Percentage of payment of tax savings realized	85%
Retained percentage of cash savings	15%

Claims Payable (Details)

Claims Payable (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Claims Payable.
IBNR	$ 101,958,324	$ 76,031,460	$ 56,934,400	$ 19,859,348
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Claims Unpaid, Beginning of Period	$ 76,031,460	$ 56,934,400	$ 19,859,348
Incurred, Related to:
Current Period	55,148,939	525,366,213	418,103,177
Prior Period (s)	174,408	3,313,744
Total Incurred	55,323,347	528,679,957	418,103,177
Paid, Related to:
Current Period	53,366,035	453,940,969	361,512,059
Prior Period (s)	2,928,522	55,641,928	19,516,066
Total Paid	56,294,557	509,582,897	381,028,125
Claims Unpaid Assumed in Acquisitions	26,898,074
Claims Unpaid, End of Period	$ 101,958,324	$ 76,031,460	$ 56,934,400	$ 19,859,348

Debt - Paragraphs (Details)

Debt - Paragraphs (Details)			11 Months Ended	12 Months Ended
	Nov. 19, 2020 USD ($) shareholder payment $ / shares shares	Jun. 07, 2020 USD ($) $ / shares shares	Dec. 02, 2021 USD ($)	Dec. 31, 2025 USD ($)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($) loan	Dec. 03, 2021 USD ($)
Debt Instrument [Line Items]
Debt outstanding			$ 80,053,526					$ 80,046,101	$ 55,136,089	$ 16,516,598	$ 80,053,526
Net proceeds from debt			25,000,000						40,180,000
Class C Preferred Units
Debt Instrument [Line Items]
Shares repurchased | shares		200,000
Share price | $ / shares		$ 0.90
Members deficit decrease		$ 180,000
Short term financing agreements
Debt Instrument [Line Items]
Debt face amount								$ 3,683,100
Weighted average interest rate								2.60%
Short term financing agreements | Minimum
Debt Instrument [Line Items]
Debt instrument term								9 months
Short term financing agreements | Maximum
Debt Instrument [Line Items]
Debt instrument term								10 months
LTD-A
Debt Instrument [Line Items]
Debt outstanding										1,516,598
Net proceeds from debt										16,164,914
Accrued interest										$ 112,712
Interest rate										12%
Number of loans not paid | loan										1
LTD-C
Debt Instrument [Line Items]
Debt outstanding			15,000,000					$ 15,000,000	15,000,000	$ 15,000,000	15,000,000
Accrued interest								6,511,477	3,865,740
Interest rate	11%
Number of share-purchase agreement | shareholder	1
Original investor contribution exchange for notes	$ 15,000,000
Amount exit fee due at maturity	600,000
LTD-D
Debt Instrument [Line Items]
Debt face amount	$ 100,000,000
Debt outstanding			65,000,000					65,000,000	40,000,000		65,000,000
Gross proceeds from debt								65,000,000
Net proceeds from debt			25,000,000					61,058,281	40,000,000
Debt issuance cost								3,941,719
Accrued interest								2,259,588	186,666
Period when revenue should greater than or equal to $125.0 million	3 months
Minimum revenue for any three consecutive months after closing	$ 125,000,000
Minimum liquidity	$ 5,000,000
Minimum annual revenue				$ 650,000,000	$ 585,000,000	$ 525,000,000	$ 460,000,000	395,000,000
Paid in cash interest, percentage	12%
Partially paid in kind interest, percentage	8%
Paid in kind interest, percentage	4%
Interest payment term	3 years
Number of payments | payment	12
Percentage of pledged stock, Its subsidiaries and bank accounts	100%
LTD-D | Series D Preferred units
Debt Instrument [Line Items]
Warrant term	10 years
Warrant issued for securities | shares	858,351
Exercise price (in $ per share) | $ / shares	$ 4.68
LTD-E
Debt Instrument [Line Items]
Debt outstanding			$ 53,526					$ 46,101	136,089		$ 53,526
Net proceeds from debt									$ 180,000
Long term debt increase		$ 180,000
Interest rate		3.25%
Monthly payment		$ 7,757

Debt - Rollforward (Details)

Debt - Rollforward (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor		Predecessor	Predecessor
Beginning Balance	$ 80,053,526	$ 55,136,089	$ 55,136,089	$ 16,516,598
Issued		25,000,000		40,180,000
Principal Payments	(7,425)	(82,563)		(1,560,509)
Ending Balance	80,046,101	80,053,526	80,046,101	55,136,089	$ 16,516,598
LTD-A
Debt Instrument [Line Items]
Beginning Balance				1,516,598
Issued					16,164,914
Principal Payments				(1,516,598)
Ending Balance					1,516,598
LTD-C
Debt Instrument [Line Items]
Beginning Balance	15,000,000	15,000,000	15,000,000	15,000,000
Ending Balance	15,000,000	15,000,000	15,000,000	15,000,000	$ 15,000,000
LTD-D
Debt Instrument [Line Items]
Beginning Balance	65,000,000	40,000,000	40,000,000
Issued		25,000,000	61,058,281	40,000,000
Ending Balance	65,000,000	65,000,000	65,000,000	40,000,000
LTD-E
Debt Instrument [Line Items]
Beginning Balance	53,526	136,089	136,089
Issued				180,000
Principal Payments	(7,425)	(82,563)		(43,911)
Ending Balance	$ 46,101	$ 53,526	$ 46,101	$ 136,089

Debt - Maturity (Details)

Debt - Maturity (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Principal
Principal- 2022	$ 46,101
Principal- 2025	65,000,000
Principal- 2026	15,000,000
Principal- Total	80,046,101	$ 55,136,089
PIK
PIK- 2022	5,225,890
PIK- 2023	5,624,513
PIK- 2024	6,061,814
PIK- 2025	6,274,526
PIK- 2026	1,851,284
PIK- Total	25,038,027
Cash Interest
Cash Interest - 2022	5,479,398
Cash Interest - 2023	5,675,461
Cash Interest - 2024	5,882,309
Cash Interest - 2025	19,518,225
Cash Interest - 2026	20,054,451
Cash Interest	56,609,844
Total Payments
Total Cash Payments - 2022	5,525,499
Total Cash Payments - 2023	5,675,461
Total Cash Payments - 2024	5,882,309
Total Cash Payments - 2025	84,518,225
Total Cash Payments - 2026	35,054,451
Total Cash Payments - Total	$ 136,655,945

Debt - Composition (Details)

Debt - Composition (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Debt
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Total Principal	$ 80,046,101		$ 55,136,089
Less: Current Portion of Long-Term Debt	(46,101)		(89,988)
Less: Loan Origination Fees			(3,566,718)
Add: Accumulated Amortization of Loan Origination Fees			80,237
Less: Discount for Issuance of Class D Warrants			(6,316,605)
Add: Accumulated Amortization of Discount			144,971
Long Term Debt	$ 80,000,000		$ 45,387,986

Debt - Short Term Principal Pay

Debt - Short Term Principal Payments (Details)	Dec. 31, 2021 USD ($)
Debt
First quarter 2022	$ 1,178,344
Second quarter 2022	1,235,955
Third quarter 2022	1,164,262
Total	$ 3,578,561

Income Taxes- Components of Los

Income Taxes- Components of Loss Before Taxes (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Tax [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Components of net loss before the provision for income taxes	$ (57,937,929)	$ (146,399,938)	$ (31,411,542)	$ (41,971,558)
Domestic
Income Tax [Line Items]
Components of net loss before the provision for income taxes	$ (57,937,929)	$ (146,399,938)	$ (31,411,542)	$ (41,971,558)

Income Taxes - Components of In

Income Taxes - Components of Income Tax Expenses (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Taxes
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Tax at Federal statutory rate	$ 12,166,545	$ 30,743,987	$ 6,596,424	$ 8,814,027
State taxes, net of Federal Benefit	98,755
Allocable loss from investment in P3 LLC	(1,550,420)
SPAC warrants change in fair-value	477,048
Non-controlling interest and nontaxable income	(8,359,391)	(30,743,987)	(6,596,424)	(8,814,027)
Permanent book to tax differences	283
Change in valuation allowance	2,832,254
Total	$ 0	$ 0	$ 0	$ 0

Income Taxes - Deferred Income

Income Taxes - Deferred Income Taxes (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Deferred tax assets:
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Net operating loss carryforwards	$ 6,921,601
Accrued liabilities	3,306,695
Section 163j Interest Limitation	1,232,477
Other deferred tax assets	3,970
Total deferred tax assets	11,464,743
Valuation allowance	(9,621,431)
Net deferred tax assets	1,843,312
Deferred tax liabilities:
Other deferred tax liabilities	(87,415)
Goodwill and identifiable intangible assets	(1,755,897)
Total deferred tax liabilities	(1,843,312)
Net deferred tax asset	$ 0		$ 0

Income Taxes - Paragraphs (Deta

Income Taxes - Paragraphs (Details) - USD ($)		1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 03, 2021	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Tax [Line Items]
Valuation allowance recorded				$ 9,600,000
Deferred tax		$ 0		0	$ 0
Net operating loss carryforwards		31,400,000		$ 31,400,000
Maximum percentage of utilization of net operating loss carryforwards of taxable income				80%
Tax benefit		0	$ 0		$ 0	$ 0
Tax Receivable Agreement with Selling Equity Holders of P3 LLC
Income Tax [Line Items]
Percentage of payment of tax savings realized				85%
Retained percentage of cash savings				15%
Network
Income Tax [Line Items]
Deferred tax		0		$ 0
P3
Income Tax [Line Items]
TRA liability		0		0
Tax benefit				0
P3 | Tax Receivable Agreement with Selling Equity Holders of P3 LLC
Income Tax [Line Items]
Estimated potential future tax benefits	$ 5,400,000
TRA liability	$ 4,600,000	0		0
Tax benefit				0
Medcore HP
Income Tax [Line Items]
Deferred tax		$ 0		$ 0

Capitalization and Management_2

Capitalization and Management Incentive Units - Class A Units (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2021 Vote $ / shares shares	Dec. 31, 2019 USD ($) shares	Dec. 31, 2020 shares
Preferred Units [Line Items]
Preferred stock, shares authorized	10,000,000
Preferred stock, par value | $ / shares	$ 0.0001
Preferred stock, shares outstanding	0
Restricted Shares
Preferred Units [Line Items]
Shares issued	5,471,400
P3
Preferred Units [Line Items]
Common unit outstanding	243,603,813
Common Class A [Member]
Preferred Units [Line Items]
Common stock shares authorized	800,000,000
Common stock par or stated value per share | $ / shares	$ 0.0001
Common stock shares issued	41,578,890
Common stock shares outstanding	41,578,890
Purchase consideration	8,732,517
Converted shares	3,737,316
Common Class A [Member] | PIPE Investment
Preferred Units [Line Items]
Shares issued in private placement	20,370,307
Common Class A [Member] | P3
Preferred Units [Line Items]
Common unit outstanding	41,578,890
Class V Common
Preferred Units [Line Items]
Common stock shares authorized	205,000,000
Common stock par or stated value per share | $ / shares	$ 0.0001
Common stock shares issued	196,553,523
Common stock shares outstanding	196,553,523
Number of voting rights per share | Vote	1
Exchange ratio	1
Lockup period	180 days
Class A Foresight Founder Shares [Member]
Preferred Units [Line Items]
Converted shares	8,738,750
Redeemable Non-controlling Interests | P3
Preferred Units [Line Items]
Common unit outstanding	202,024,923
Redeemable Non-controlling Interests | P3 | Restricted Shares
Preferred Units [Line Items]
Common unit outstanding	5,471,400
Class A Preferred Units
Preferred Units [Line Items]
Total funding commitments received | $		$ 43
Preferred return		8%
Units authorized	0	43,000,000	43,000,000
Units outstanding	0	43,000,000	43,000,000

Capitalization and Management_3

Capitalization and Management Incentive Units - Class B Units (Details) $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($) tranche shares	Dec. 02, 2021 shares	Nov. 30, 2021 shares	Sep. 30, 2021 shares	Dec. 31, 2020 shares	Dec. 31, 2019 shares
Class B Preferred Units
Preferred Units [Line Items]
Units authorized	19,701,492				19,701,492	19,701,492
Units outstanding	0	19,701,492	19,701,492	19,701,492	19,701,492	19,701,492
Number of tranches of units | tranche	3
Number of units vested	19,701,492
Class B-1 Preferred Units
Preferred Units [Line Items]
Units authorized	10,000,000
Vesting percentage	20%
Number of units vested		17,701,492			6,000,000	4,000,000
Number of units unvested					4,000,000
Class B-2 Preferred Units
Preferred Units [Line Items]
Units authorized	4,054,054
Vesting percentage	100%
Minimum EBITDA for vesting of 100% units | $	$ 20
Minimum net proceeds distributable among the Members for vesting of 100% units | $	$ 200
Class B-3 Preferred Units
Preferred Units [Line Items]
Units authorized	5,647,438
Vesting percentage	100%
Minimum EBITDA for vesting of 100% units | $	$ 30
Minimum net proceeds distributable among the Members for vesting of 100% units | $	$ 300

Capitalization and Management_4

Capitalization and Management Incentive Units - Class C Units (Details) - Class C Preferred Units - shares	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Preferred Units [Line Items]
Units authorized	6,845,297
Units issued		5,235,833	5,420,833	4,070,833
Number of units vested		1,962,500	1,302,083	1,058,333
Service period	12 months
Minimum
Preferred Units [Line Items]
Vesting period	4 years
Maximum
Preferred Units [Line Items]
Vesting period	5 years

Capitalization and Management_5

Capitalization and Management Incentive Units - Class D Units (Details) - USD ($)		1 Months Ended	11 Months Ended	12 Months Ended
	Nov. 14, 2019	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Preferred Units [Line Items]
Repayments of bridge loans		$ 8,008	$ 186,519	$ 1,493,221	$ 14,586,891
Class D Preferred Units
Preferred Units [Line Items]
Total funding commitments received	$ 50,000,000
Number of units issued (in shares)	16,130,034
Preferred return	8%
Transaction closing costs	$ 2,958,446
Units Subject to Possible Redemption, authorized				16,130,034	16,130,034
Units Subject to Possible Redemption, outstanding				16,130,034	16,130,034
Class D Preferred Units | LTD-A
Preferred Units [Line Items]
Repayments of bridge loans	$ 16,752,354

Share-Based Compensation - Summ

Share-Based Compensation - Summary of Class V Share-Based Compensation Activity (Details) - Time-Based units vested - Class V shares	1 Months Ended
	Dec. 31, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted | shares	5,471,400
Outstanding, ending balance | shares	5,471,400
Weighted average grant date fair value, granted | $ / shares	$ 9.20
Weighted average grant date fair value, ending balance | $ / shares	$ 9.20

Share-Based Compensation - Su_2

Share-Based Compensation - Summary of Class C Profits Interest Activity (Details) - Class C units - $ / shares	11 Months Ended	12 Months Ended
	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Time-Based units vested
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, beginning balance	1,543,750	1,387,500	1,550,000
Granted	985,000	600,000	1,125,000
Vested	(660,417)	(443,750)	(633,333)
Cancelled/forfeited	(280,000)		(654,167)
Outstanding, ending balance	1,588,333	1,543,750	1,387,500
Weighted average grant date fair value, beginning balance	$ 0.49	$ 0.13	$ 0.16
Weighted average grant date fair value, granted	4.74	0.49	0.13
Weighted average grant date fair value, Vested	1.12	0.30	0.15
Weighted average grant date fair value, Cancelled/forfeited	0.49		0.14
Weighted average grant date fair value, ending balance	$ 2.66	$ 0.49	$ 0.13
Performance Based units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, beginning balance	2,575,000	1,625,000	500,000
Granted	60,000	950,000	1,375,000
Cancelled/forfeited	(950,000)		(250,000)
Outstanding, ending balance	1,685,000	2,575,000	1,625,000
Weighted average grant date fair value, beginning balance	$ 0.04	$ 0.04	$ 0.03
Weighted average grant date fair value, granted	0.38	0.04	0.04
Weighted average grant date fair value, Cancelled/forfeited	0.04		0.07
Weighted average grant date fair value, ending balance	$ 0.04	$ 0.04	$ 0.04

Share-Based Compensation (Detai

Share-Based Compensation (Details)			1 Months Ended	2 Months Ended	9 Months Ended	11 Months Ended	12 Months Ended
	Dec. 02, 2021 shares	Dec. 02, 2021 USD ($) shares	Dec. 31, 2021 USD ($) item shares	Nov. 30, 2021 USD ($)	Sep. 30, 2021 USD ($)	Dec. 02, 2021 USD ($) shares	Dec. 31, 2021 USD ($) item shares	Dec. 31, 2020 USD ($) shares	Dec. 31, 2019 USD ($) shares	Dec. 31, 2018 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Executive officer | item			2				2
Common unit issued | shares			5,471,400				5,471,400
Unrecognized compensation expense			$ 19,364,188				$ 19,364,188	$ 1,198,550
Weighted-average period to recognize unrecognized compensation expense							5 months 23 days
Tax benefits recognized related to stock-based compensation		$ 0	0	$ 0	$ 0			$ 0	$ 0
Class C Preferred Units | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period							4 years
Class C Preferred Units | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period							5 years
Class C Preferred Units | Performance Based units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards outstanding | shares	1,685,000	1,685,000				1,685,000		2,575,000	1,625,000	500,000
Management Incentive Plan | Class C Preferred Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized | shares	6,845,297	6,845,297				6,845,297
Shares issued | shares	5,235,833
Compensation costs						$ 2,419,678
Management Incentive Plan | Class C Preferred Units | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period							4 years
Management Incentive Plan | Class C Preferred Units | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period							5 years
Management Incentive Plan | Class C Preferred Units | Time-Based Unit
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Post-combination services			23,999,330				$ 23,999,330
Pre-combination services			$ 26,313,476				$ 26,313,476

Share-Based Compensation - Su_3

Share-Based Compensation - Summary of Valuation of Equity-Based Awards (Details) - $ / shares	Mar. 31, 2021	Dec. 31, 2020	Jun. 11, 2020	Nov. 04, 2019	Dec. 31, 2018
Share-Based Compensation
Volatility	60%	65%	45%	45%	40%
RF Rate	0.06%	0.10%	0.19%	1.60%	2.46%
Term (Years)	10 months 24 days	1 year 1 month 6 days	1 year 8 months 12 days	2 years 3 months 18 days	3 years 1 month 6 days
FMV Range / Unit at Grant Date	$ 4.74	$ 0.49	$ 0.15	$ 0.13	$ 0.15

Share-Based Compensation - Su_4

Share-Based Compensation - Summary of Compensation Costs (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Profits interests vested - time-based
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant Date Fair Value	$ 23,999,330	$ 4,669,885	$ 317,958	$ 316,000
Profits interests vested - performance-based
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant Date Fair Value		103,000	65,000	15,000
Profits interests granted - time-based
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 4,635,142	3,524,277	$ 447,475	$ 474,042
Profits interests granted - performance-based
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		$ 176,975

Earnings (Loss) per Share - Com

Earnings (Loss) per Share - Computation of net loss per share (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Earnings (Loss) per Share
Net Loss	$ (57,937,929)	$ (146,399,938)	$ (31,411,542)	$ (41,971,558)
Net Loss Attributable to Noncontrolling Interest	(47,856,729)
Net Loss Attributable to Class A Common Stockholders - Basic	(10,081,200)
Net Loss Attributable to Class A Common Stockholders - Diluted	$ (10,081,200)
Weighted Average Class A Common Shares Outstanding - Basic	41,578,890
Weighted Average Class A Common Shares Outstanding - Diluted	41,578,890
Loss per Share Attributable to Class A Common Shareholders - Basic	$ (0.24)
Loss per Share Attributable to Class A Common Shareholders - Diluted	$ (0.24)

Earnings (Loss) per Share - C_2

Earnings (Loss) per Share - Computation of diluted net loss per share (Details)	1 Months Ended
	Dec. 31, 2021 shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Diluted net income (loss) per share	16,290,567
Public Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Diluted net income (loss) per share	10,541,667
Private Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Diluted net income (loss) per share	277,500
Restricted Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Diluted net income (loss) per share	5,471,400
Class V Common
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Diluted net income (loss) per share	196,553,523

Premium Deficiency Reserve ("_2

Premium Deficiency Reserve ("PDR") (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Premium Deficiency Reserve ("PDR")
Premium Deficiency Reserve	$ 37,835,642	$ 0

Leases (Details)

Leases (Details)	12 Months Ended
	Dec. 31, 2021 Option
Minimum
Lessee, Lease, Description [Line Items]
Lease term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lease term	10 years
Real estate on lease | Minimum
Lessee, Lease, Description [Line Items]
Lease term	1 year
Number of options to renew	1
Extension term of lease	5 years
Real estate on lease | Maximum
Lessee, Lease, Description [Line Items]
Lease term	8 years
Number of options to renew	2
Extension term of lease	10 years
Equipment on lease | Minimum
Lessee, Lease, Description [Line Items]
Lease term	1 year
Equipment on lease | Maximum
Lessee, Lease, Description [Line Items]
Lease term	3 years

Leases - Operating Lease Costs

Leases - Operating Lease Costs (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Leases
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Operating Lease Costs	$ 262,395	$ 2,294,555	$ 2,018,210	$ 1,592,665

Leases - Lease Terms And Discou

Leases - Lease Terms And Discount Rates (Details)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Leases
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
Weighted Average Remaining Lease Term (Years)	5 years 3 days		3 years 8 months 26 days
Weighted Average Discount Rate	11.10%		10.30%

Leases - Future Minimum Lease P

Leases - Future Minimum Lease Payments (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Leases
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
2022	$ 2,882,304
2023	2,017,479
2024	1,804,823
2025	1,521,074
2026	976,170
Thereafter	1,927,098
Total Payments for Operating Leases	11,128,948
Less: Interest	(2,744,830)
Present Value of Operating Lease Liabilities	$ 8,384,118

Leases - Current Portions Of RO

Leases - Current Portions Of ROU Liabilities (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Leases
ROU liabilities, current	$ 2,087,235	$ 2,174,095
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accounts Payable and Accrued Liabilities, Current	Accounts Payable and Accrued Liabilities, Current

Leases - Supplemental Cash Flow

Leases - Supplemental Cash Flows And Other Information (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Leases
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor	Predecessor	Predecessor
New Assets Obtained in Exchange for Operating Lease Liabilities	$ 314,242	$ 4,073,448	$ 882,029
Operating Cash Flows Paid for Operating Leases	$ 255,403	$ 2,255,905	$ 1,843,281

Retirement Plan (Details)

Retirement Plan (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Retirement Plan
Employer contribution	$ 0	$ 0	$ 0	$ 0

Redeemable Non-Controlling In_2

Redeemable Non-Controlling Interests (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 03, 2021
Noncontrolling Interest [Line Items]
Re-measurement adjustment recorded against fair value of redeemable noncontrolling interest	$ 0
P3 Health Group, LLC
Noncontrolling Interest [Line Items]
Non-controlling interests, ownership percentage by noncontrolling owners	83%	83%

Segment Reporting (Details)

Segment Reporting (Details)	12 Months Ended
	Dec. 31, 2021 segment
Segment Reporting
Number of reportable segments	1

Commitments and Contingencies (

Commitments and Contingencies (Details)	1 Months Ended	3 Months Ended	11 Months Ended	12 Months Ended			22 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) plan	Dec. 02, 2021 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2021 USD ($)
Loss Contingencies [Line Items]
Number of health plans results in renegotiation | plan		1
Additional payment to health plan	$ 10,600,000	$ 10,600,000		$ 10,600,000			$ 10,600,000
Operating Expenses.	117,650,063		$ 707,660,010		$ 519,651,203	$ 185,017,783
Agreed claim settlement amount							$ 67,400,000
Percentage of total revenues recurring				97%
Renegotiation of Health Plan Agreement Due to Discrepancy [Member]
Loss Contingencies [Line Items]
Reduction in operating revenue	3,600,000
Operating Expenses.	$ 7,000,000

Related Parties (Details)

Related Parties (Details) - USD ($)	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Related Party Transaction [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Successor	Predecessor		Predecessor	Predecessor
Balance at Beginning of Year	$ 23,639,987	$ 19,354,258	$ 19,354,258	$ 14,400,045
Advanced During Period	470,165	2,862,350		3,772,573
Interest Accrued During period	679	1,423,379		1,181,640
Balance at End of Year	24,110,831	23,639,987	24,110,831	19,354,258	$ 14,400,045
Atrio
Related Party Transaction [Line Items]
Revenue Earned from Capitation	11,483,345	142,904,723		146,469,571
Management Fees	180,768	2,022,076		2,230,984
Claims Paid	$ 14,684,345	$ 146,216,160		148,905,784
P3 NV and KWA
Related Party Transaction [Line Items]
Advanced During Period			$ 0	$ 0

Variable Interest Entities (Det

Variable Interest Entities (Details) - USD ($)		1 Months Ended	11 Months Ended	12 Months Ended
		Dec. 31, 2021	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Variable Interest Entity [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]		Successor	Predecessor	Predecessor	Predecessor
ASSETS
Cash		$ 140,477,586	$ 5,300,842	$ 36,261,104	$ 32,592,496
Client Fees and Insurance Receivable, net		1,090,104		675,954
Prepaid Expenses and Other Current Assets		6,959,067		5,192,782
Property and Equipment, Net		8,047,929		6,150,587
TOTAL ASSETS	[1]	2,364,108,460		106,435,206
LIABILITIES AND MEMBERS' DEFICIT
Accounts Payable and Accrued Expenses		17,730,683		11,793,125
Accrued Payroll		6,304,362		4,003,373
TOTAL LIABILITIES	[1]	299,939,734		145,955,087
MEMBERS' DEFICIT		273,551,441	(272,916,391)	(130,217,705)	(99,073,637)	$ (55,684,119)
TOTAL LIABILITIES AND MEMBERS' DEFICIT		2,364,108,460		106,435,206
Total Operating Revenue		58,762,397	578,602,418	491,063,525	145,482,112
Expenses		117,650,063	707,660,010	519,651,203	185,017,783
Net Loss		(57,937,929)	(146,399,938)	(31,411,542)	(41,971,558)
VIE
ASSETS
Cash		7,570,247		183,836
Client Fees and Insurance Receivable, net		60,815		335,358
Prepaid Expenses and Other Current Assets		406,372		285,363
Property and Equipment, Net		36,416		22,309
Investment in Other P3 Entities		6,000,000
TOTAL ASSETS		14,073,850		826,866
LIABILITIES AND MEMBERS' DEFICIT
Accounts Payable and Accrued Expenses		4,804,704		686,680
Accrued Payroll		1,303,615		1,019,940
Due to Consolidated Entities of P3		24,110,831		19,354,259
TOTAL LIABILITIES		30,219,150		21,060,879
MEMBERS' DEFICIT		(16,145,300)		(20,234,013)
TOTAL LIABILITIES AND MEMBERS' DEFICIT		14,073,850		826,866
Total Operating Revenue		843,747	7,580,124	7,611,427	4,389,688
Expenses		1,202,951	12,293,365	13,100,138	13,035,788
Net Loss		$ (359,204)	$ (4,713,241)	$ (5,488,711)	$ (8,646,100)
[1] The Company’s consolidated balance sheets include the assets and liabilities of its consolidated variable interest entities (“VIEs”). As discussed in Note 28: 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 numbers 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 $8.1 million and $0.8 million as of December 31, 2021 and December 31, 2020, 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 $6.1 million and $1.7 million as of December 31, 2021 and December 31, 2020, respectively. These VIE assets and liabilities do not include $6.0 million of investment in affiliates and $24.1 million of amounts due to affiliates as of December 31, 2021 and $19.4 million of amounts due to affiliates as of December 31, 2020 as these are eliminated in consolidation and not presented within the consolidated balance sheets. See Note 28 “Variable Interest Entities.”

Warrants (Details)

Warrants (Details)			1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($) D $ / shares shares	Nov. 19, 2020 $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 02, 2021 USD ($)	Dec. 31, 2020 USD ($) shares
Common Class A [Member]
Warrants
Warrants outstanding (shares)	10,819,167		10,819,167
Warrant issued for securities	0		0
Expected term of warrants	5 years		5 years
Exercise price (in $ per share) | $ / shares	$ 11.50		$ 11.50
Warrants outstanding | $	$ 11,382,826		$ 11,382,826
Gain (loss) from change in fair value of warrant liability | $			$ 2,271,659	$ 7,664,869
Warrants exercise period	30 days
Threshold share price | $ / shares	$ 18
Threshold trading days | D	20
Trading period | D	30
Warrant to purchase	1		1
Class D Warrants
Warrants
Warrants outstanding (shares)	0		0		858,351
Warrants issued		858,351
Warrant issued for securities	858,351		858,351
Expected term of warrants		10 years
Exercise price (in $ per share) | $ / shares	$ 4.68	$ 4.68	$ 4.68
Warrants outstanding | $					$ 6,316,605
Gain (loss) from change in fair value of warrant liability | $					$ 0

Restatement of Quarterly Fina_3

Restatement of Quarterly Financial Information (Unaudited) - Condensed (Details) - USD ($)		1 Months Ended	3 Months Ended						6 Months Ended		9 Months Ended		11 Months Ended	12 Months Ended
		Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Condensed Consolidated Balance Sheet
Health Plan Settlement Receivables		$ 50,251,004												$ 44,962,787
Total Current Assets		199,860,950												90,880,587
Total Assets	[1]	2,364,108,460												106,435,206
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)		(39,418,124)												(130,485,179)
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)		2,364,108,460												106,435,206
Condensed Consolidated Statement of Operations
Total Operating Revenue		58,762,397											$ 578,602,418	491,063,525	$ 145,482,112
Medical Expenses		66,877,005											592,465,049	484,502,423	141,029,737
Operating Loss		(58,887,666)											(129,057,592)	(28,587,678)	(39,535,671)
Net Loss Attributable to Noncontrolling Interest		(47,856,729)
Condensed Consolidated Statements of Changes in Members' Deficit
Balance at the end		273,551,441											(272,916,391)	(130,217,705)	(99,073,637)
Condensed Consolidated Statements of Cash Flows
Health Plan Receivables / Premiums		3,236,036											(2,770,246)	(27,507,240)	(9,653,991)
Capitated Revenue
Condensed Consolidated Balance Sheet
Health Plan Settlement Receivables		50,251,004												44,962,787
Condensed Consolidated Statement of Operations
Total Operating Revenue		57,224,539											567,735,297	480,739,577	139,332,707
Other Patient Service Revenue
Condensed Consolidated Statement of Operations
Total Operating Revenue		$ 1,537,858											$ 10,867,121	10,323,948	$ 6,149,405
Class A Units Subject to Possible Redemption
Condensed Consolidated Balance Sheet
Units subject to possible redemption														43,656,270
Class D Units Subject To Possible Redemption
Condensed Consolidated Balance Sheet
Units subject to possible redemption														$ 47,041,554
Class A and Class D Units
Condensed Consolidated Statements of Changes in Members' Deficit
Preferred return														8%	8%
Class A Units
Condensed Consolidated Statements of Changes in Members' Deficit
Preferred return			8%	8%	8%	8%	8%	8%	8%	8%	8%	8%
As Previously Reported
Condensed Consolidated Balance Sheet
Health Plan Settlement Receivables					$ 3,687,918									$ 38,429,833
Total Current Assets					78,762,484									84,347,633
Total Assets					94,189,692									99,902,252
Contributed Capital			$ 41,764,270	$ 41,764,270	41,764,270				$ 41,764,270		$ 41,764,270			41,764,270	$ 41,764,270
Class A Preferred Returns			6,594,660	5,632,496	4,705,644				5,632,496		6,594,660			3,815,034	430,230
Accumulated Equity-Based Compensation			2,747,960	2,392,875	1,829,084				2,392,875		2,747,960			1,368,567	921,092
Accumulated Loss from Controlling Interests				(23,429,094)					(23,429,094)
Retained Loss from Non-Controlling Interests			(26,231,059)		(21,469,673)						(26,231,059)			(18,187,381)	(13,880,310)
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(203,942,517)	(172,576,003)	(149,567,493)				(172,576,003)		(203,942,517)			(126,242,225)	(85,167,716)
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)					94,189,692									99,902,252
Condensed Consolidated Statement of Operations
Total Operating Revenue			156,520,255	151,418,598	151,564,380	$ 128,840,991	$ 116,864,492	$ 114,958,796	302,982,979	$ 231,823,288	459,503,232	$ 360,664,280		485,541,291	145,894,832
Medical Expenses			161,662,423	150,679,717	146,890,945	127,015,976	105,777,973	115,464,322	297,570,662	221,242,295	459,233,085	348,258,272		485,513,143	141,442,457
Total Operating Expenses			184,643,797	170,856,707	164,552,810	142,355,570	121,527,179	121,088,507	335,409,517	242,615,687	520,053,309	384,971,257
Operating Loss				(19,438,108)					(32,426,538)		(60,550,077)			(35,120,632)
Interest Expense, net			(4,643,254)	(4,406,240)	(4,081,134)	(2,316,579)	(2,249,977)	(2,261,063)	(8,487,374)	(4,561,039)	(13,130,628)	(6,877,619)
Total Other Expense			(6,044,940)	(5,529,823)	(13,619,130)	(2,316,579)	(2,299,977)	(2,261,063)	(19,148,953)	(4,561,039)	(25,193,893)	(6,877,619)
Net Loss			34,168,482	24,967,931	26,607,560	15,831,158	6,962,664	8,390,774	51,575,491	15,353,438	85,743,970	31,184,596
Net Loss Attributable to Noncontrolling Interest			(2,801,965)	(1,959,421)	(3,282,292)	875,560	(2,774,562)	(1,550,953)	(5,241,713)	(4,325,515)	(8,043,678)	(3,449,955)		(4,307,071)	(7,907,592)
Net Loss (formerly Net Loss Attributable to Controlling Interests)			(31,366,517)	(23,008,510)	(23,325,268)	(16,706,718)	(4,188,102)	(6,839,821)	(46,333,778)	(11,027,923)	(77,700,292)	(27,734,641)
Condensed Consolidated Statements of Changes in Members' Deficit
Net Loss			34,168,482	24,967,931	26,607,560	15,831,158	6,962,664	8,390,774	51,575,491	15,353,438	85,743,970	31,184,596
Balance at the end			(179,246,686)	(146,395,455)	(122,918,168)	(84,110,848)	(69,173,164)	63,212,106	(146,395,455)	(69,173,164)	(179,246,686)	(84,110,848)		(97,661,735)	(55,932,434)
Condensed Consolidated Statements of Cash Flows
Net Loss			34,168,482	24,967,931	26,607,560	15,831,158	6,962,664	8,390,774	51,575,491	15,353,438	85,743,970	31,184,596
Health Plan Receivables / Premiums									(5,320,861)		(7,417,477)
Class A and Class D Preferred Returns					1,956,848			(1,859,271)	3,993,325	3,718,542	6,107,441	5,577,812		7,437,080	945,297
As Previously Reported | Capitated Revenue
Condensed Consolidated Statement of Operations
Total Operating Revenue			152,276,992	147,159,665	147,700,465	124,461,275	114,042,681	112,514,334		226,557,015	447,137,121	351,018,290		471,551,241	138,727,943
Interest Expense, net									294,860,130
As Previously Reported | Other Patient Service Revenue
Condensed Consolidated Statement of Operations
Total Operating Revenue			4,243,263	4,258,933	3,863,915	4,379,716	2,821,811	2,444,462	8,122,849	5,266,273	12,366,111	9,645,990		13,990,050	7,166,889
As Previously Reported | Class D Units Subject To Possible Redemption
Condensed Consolidated Balance Sheet
Units subject to possible redemption			54,936,716	53,784,760	52,675,137				53,784,760		54,936,716			51,608,900	47,556,622
As Previously Reported | Class A and Class D Units
Condensed Consolidated Statements of Changes in Members' Deficit
Preferred Return(s) at 8%														7,437,080	945,298
As Previously Reported | Class A Units
Condensed Consolidated Statements of Changes in Members' Deficit
Preferred Return(s) at 8%			962,163	926,852	890,612	840,805	847,048	846,999	1,817,564	1,694,048	2,779,619	2,534,853
Network Adjustments
Condensed Consolidated Balance Sheet
Accumulated Loss from Controlling Interests				23,429,094					23,429,094
Retained Loss from Non-Controlling Interests			26,231,059		21,469,673						26,231,059			18,187,381	13,880,310
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(26,231,059)	(23,429,094)	(21,469,673)				(23,429,094)		(26,231,059)			(18,187,381)	(13,880,310)
Condensed Consolidated Statement of Operations
Net Loss Attributable to Noncontrolling Interest			2,801,965	1,959,421	3,282,292	(875,560)	2,774,562	1,550,953	5,241,713	4,325,515	8,043,678	3,449,955		4,307,071	7,907,592
Net Loss (formerly Net Loss Attributable to Controlling Interests)			(2,801,965)	(1,959,421)	(3,282,292)	875,560	(2,774,562)	(1,550,953)	(5,241,713)	(4,325,515)	(8,043,678)	(3,449,955)
Preferred Returns Adjustments
Condensed Consolidated Balance Sheet
Class A Preferred Returns			(6,594,660)	(5,632,496)	(4,705,644)				(5,632,496)		(6,594,660)			(3,815,034)	(430,230)
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			14,489,765	12,375,705	10,339,227				12,375,705		14,489,765			8,382,381	945,297
Condensed Consolidated Statement of Operations
Interest Expense, net			2,114,063	2,036,476	1,956,848	1,859,270	1,859,271	1,859,271	3,993,325	3,718,542	6,107,441	5,577,812
Total Other Expense			2,114,063	2,036,476	1,956,848	1,859,270	1,859,271	1,859,271	3,993,325	3,718,542	6,107,441	5,577,812
Net Loss			(2,114,063)	(2,036,476)	(1,956,848)	(1,859,270)	(1,859,271)	(1,859,271)	(3,993,325)	(3,718,542)	(6,107,441)	(5,577,812)
Net Loss (formerly Net Loss Attributable to Controlling Interests)			2,114,063	2,036,476	1,956,848	1,859,270	1,859,271	1,859,271	3,993,325	3,718,542	6,107,441	5,577,812
Condensed Consolidated Statements of Changes in Members' Deficit
Net Loss			(2,114,063)	(2,036,476)	(1,956,848)	(1,859,270)	(1,859,271)	(1,859,271)	(3,993,325)	(3,718,542)	(6,107,441)	(5,577,812)
Balance at the end			7,895,167	6,743,106	5,633,581	3,558,027	2,539,562	(1,527,340)	6,743,106	2,539,562	7,895,167	3,558,027		4,567,346	515,068
Condensed Consolidated Statements of Cash Flows
Net Loss			(2,114,063)	(2,036,476)	(1,956,848)	(1,859,270)	(1,859,271)	(1,859,271)	(3,993,325)	(3,718,542)	(6,107,441)	(5,577,812)
Class A and Class D Preferred Returns					(1,956,848)			1,859,271	(3,993,325)	(3,718,542)	(6,107,441)	(5,577,812)		(7,437,080)	(945,297)
Preferred Returns Adjustments | Class D Units Subject To Possible Redemption
Condensed Consolidated Balance Sheet
Units subject to possible redemption			(7,895,162)	(6,743,207)	(5,633,583)				(6,743,207)		(7,895,162)			(4,567,346)	(515,068)
Preferred Returns Adjustments | Class A and Class D Units
Condensed Consolidated Statements of Changes in Members' Deficit
Preferred Return(s) at 8%														(7,437,080)	(945,298)
Preferred Returns Adjustments | Class A Units
Condensed Consolidated Statements of Changes in Members' Deficit
Preferred Return(s) at 8%			(962,163)	(926,852)	(890,612)	(840,805)	(847,048)	(846,999)	(1,817,564)	(1,694,048)	(2,779,619)	(2,534,853)
Class A Units Adjustment
Condensed Consolidated Balance Sheet
Contributed Capital			(41,764,270)	(41,764,270)	(41,764,270)				(41,764,270)		(41,764,270)			(41,764,270)	(41,764,270)
Accumulated Equity-Based Compensation			(921,092)	(921,092)	(921,092)				(921,092)		(921,092)			(921,092)	(921,092)
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(970,908)	(970,908)	(970,908)				(970,908)		(970,908)			(970,908)	(970,908)
Condensed Consolidated Statements of Changes in Members' Deficit
Balance at the end			(43,656,331)	(43,656,170)	(43,656,269)	(43,656,271)	(43,656,272)	43,656,272	(43,656,170)	(43,656,272)	(43,656,331)	(43,656,271)		(43,656,270)	(43,656,271)
Class A Units Adjustment | Class A Units Subject to Possible Redemption
Condensed Consolidated Balance Sheet
Units subject to possible redemption			43,656,270	43,656,270	43,656,270				43,656,270		43,656,270			43,656,270	43,656,270
Revenue Adjustment
Condensed Consolidated Balance Sheet
Health Plan Settlement Receivables					6,532,954									6,532,954
Total Current Assets					6,532,954									6,532,954
Total Assets					6,532,954									6,532,954
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)					6,532,954									6,532,954
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)					6,532,954									6,532,954
Condensed Consolidated Statement of Operations
Total Operating Revenue			(334,300)	(6,832,155)	(266,440)	(297,500)	(152,040)	(150,800)	(7,098,593)	(302,840)	(7,432,894)	(600,340)		5,522,234	(412,720)
Medical Expenses			(334,300)	(299,200)	(266,440)	(297,500)	(152,040)	(150,800)	(565,640)	(302,840)	(899,940)	(600,340)		(1,010,720)	(412,720)
Total Operating Expenses			(334,300)	(299,200)	(266,440)	(297,500)	(152,040)	(150,800)	(565,640)	(302,840)	(899,940)	(600,340)
Operating Loss				(6,532,955)					(6,532,953)		(6,532,954)			6,532,954
Net Loss				6,532,955					6,532,953		6,532,954
Net Loss (formerly Net Loss Attributable to Controlling Interests)				(6,532,955)					(6,532,953)		(6,532,954)
Condensed Consolidated Statements of Changes in Members' Deficit
Net Loss				6,532,955					6,532,953		6,532,954
Balance at the end					6,532,954									6,532,954
Condensed Consolidated Statements of Cash Flows
Net Loss				6,532,955					6,532,953		6,532,954
Health Plan Receivables / Premiums									6,532,953		6,532,954
Revenue Adjustment | Capitated Revenue
Condensed Consolidated Statement of Operations
Total Operating Revenue			796,003	(5,598,799)	1,263,725	721,351	472,742	436,017		908,759	(3,539,071)	1,630,111		9,188,336	604,764
Interest Expense, net									(4,335,073)
Revenue Adjustment | Other Patient Service Revenue
Condensed Consolidated Statement of Operations
Total Operating Revenue			(1,130,303)	(1,233,356)	(1,530,165)	(1,018,851)	(624,782)	(586,817)	(2,763,520)	(1,211,599)	(3,893,823)	(2,230,451)		(3,666,102)	(1,017,484)
As Restated
Condensed Consolidated Balance Sheet
Health Plan Settlement Receivables					10,220,872									44,962,787
Total Current Assets					85,295,438									90,880,587
Total Assets					100,722,646									106,435,206
Accumulated Equity-Based Compensation			1,826,868	1,471,783	907,992				1,471,783		1,826,868			447,475
Accumulated Deficit (formerly Accumulated Loss from Controlling Interests)			(216,654,719)	(184,600,300)	(155,135,893)				(184,600,300)		(216,654,719)			(130,485,179)	(99,073,637)
Total Liabilities, Mezzanine Equity & Members' Equity (Deficit)					100,722,646									106,435,206
Condensed Consolidated Statement of Operations
Total Operating Revenue			156,185,955	144,586,443	151,297,940	128,543,491	116,712,452	114,807,996	295,884,386	231,520,448	452,070,338	360,063,940		491,063,525	145,482,112
Medical Expenses			161,328,123	150,380,517	146,624,505	126,718,476	105,625,933	115,313,522	297,005,022	220,939,455	458,333,145	347,657,932		484,502,423	141,029,737
Total Operating Expenses			184,309,497	170,557,507	164,286,370	142,058,070	121,375,139	120,937,707	334,843,877	242,312,847	519,153,369	384,370,917
Operating Loss				(25,971,063)					(38,959,491)		(67,083,031)			(28,587,678)
Interest Expense, net			(2,529,191)	(2,369,764)	(2,124,286)	(457,309)	(390,706)	(401,792)	(4,494,049)	(842,497)	(7,023,187)	(1,299,807)
Total Other Expense			(3,930,877)	(3,493,347)	(11,662,282)	(457,309)	(440,706)	(401,792)	(15,155,628)	(842,497)	(19,086,452)	(1,299,807)
Net Loss			32,054,419	29,464,410	24,650,712	13,971,888	5,103,393	6,531,503	54,115,119	11,634,896	86,169,483	25,606,784
Net Loss (formerly Net Loss Attributable to Controlling Interests)			(32,054,419)	(29,464,410)	(24,650,712)	(13,971,888)	(5,103,393)	(6,531,503)	(54,115,119)	(11,634,896)	(86,169,483)	(25,606,784)
Condensed Consolidated Statements of Changes in Members' Deficit
Net Loss			32,054,419	29,464,410	24,650,712	13,971,888	5,103,393	6,531,503	54,115,119	11,634,896	86,169,483	25,606,784
Balance at the end			(215,007,850)	(183,308,519)	(154,407,902)	(124,209,092)	(110,289,874)	105,341,038	(183,308,519)	(110,289,874)	(215,007,850)	(124,209,092)		(130,217,705)	(99,073,637)
Condensed Consolidated Statements of Cash Flows
Net Loss			32,054,419	29,464,410	24,650,712	13,971,888	5,103,393	6,531,503	54,115,119	11,634,896	86,169,483	25,606,784
Health Plan Receivables / Premiums									1,212,092		(884,523)
As Restated | Capitated Revenue
Condensed Consolidated Statement of Operations
Total Operating Revenue			153,072,995	141,560,866	148,964,190	125,182,626	114,515,423	112,950,351		227,465,774	443,598,050	352,648,401		480,739,577	139,332,707
Interest Expense, net									290,525,057
As Restated | Other Patient Service Revenue
Condensed Consolidated Statement of Operations
Total Operating Revenue			3,112,960	3,025,577	2,333,750	$ 3,360,865	$ 2,197,029	$ 1,857,645	5,359,329	$ 4,054,674	8,472,288	$ 7,415,539		10,323,948	6,149,405
As Restated | Class A Units Subject to Possible Redemption
Condensed Consolidated Balance Sheet
Units subject to possible redemption			43,656,270	43,656,270	43,656,270				43,656,270		43,656,270			43,656,270	43,656,270
As Restated | Class D Units Subject To Possible Redemption
Condensed Consolidated Balance Sheet
Units subject to possible redemption			$ 47,041,554	$ 47,041,553	$ 47,041,554				$ 47,041,553		$ 47,041,554			$ 47,041,554	$ 47,041,554
[1] The Company’s consolidated balance sheets include the assets and liabilities of its consolidated variable interest entities (“VIEs”). As discussed in Note 28: 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 numbers 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 $8.1 million and $0.8 million as of December 31, 2021 and December 31, 2020, 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 $6.1 million and $1.7 million as of December 31, 2021 and December 31, 2020, respectively. These VIE assets and liabilities do not include $6.0 million of investment in affiliates and $24.1 million of amounts due to affiliates as of December 31, 2021 and $19.4 million of amounts due to affiliates as of December 31, 2020 as these are eliminated in consolidation and not presented within the consolidated balance sheets. See Note 28 “Variable Interest Entities.”

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)		1 Months Ended	3 Months Ended	11 Months Ended	12 Months Ended
	May 18, 2022	Dec. 31, 2021	Jun. 30, 2022	Dec. 02, 2021	Dec. 31, 2020	Dec. 31, 2019
Subsequent Event [Line Items]
Impairment charges		$ 0	$ 851,500,000	$ 0	$ 0	$ 0
Subsequent Event
Subsequent Event [Line Items]
Impairment charges			$ 851,500,000
Subsequent Event | Chief Executive Officer and Chief Medical Officer [Member]
Subsequent Event [Line Items]
Aggregate payments provided by bonus agreement	$ 10,000,000