0001062993-22-024411.txt : 20221222 0001062993-22-024411.hdr.sgml : 20221222 20221222162520 ACCESSION NUMBER: 0001062993-22-024411 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221213 FILED AS OF DATE: 20221222 DATE AS OF CHANGE: 20221222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chicago Pacific Founders UGP, LLC CENTRAL INDEX KEY: 0001897558 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40033 FILM NUMBER: 221482260 BUSINESS ADDRESS: STREET 1: 980 N. MICHIGAN AVENUE, SUITE 1998 CITY: CHICAGO STATE: IL ZIP: 60611 BUSINESS PHONE: 312-273-4750 MAIL ADDRESS: STREET 1: 980 N. MICHIGAN AVENUE, SUITE 1998 CITY: CHICAGO STATE: IL ZIP: 60611 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chicago Pacific Founders GP, L.P. CENTRAL INDEX KEY: 0001898470 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40033 FILM NUMBER: 221482259 BUSINESS ADDRESS: STREET 1: 980 MICHIGAN AVENUE, SUITE 1998 CITY: CHICAGO STATE: IL ZIP: 60611 BUSINESS PHONE: 312-273-4750 MAIL ADDRESS: STREET 1: 980 MICHIGAN AVENUE, SUITE 1998 CITY: CHICAGO STATE: IL ZIP: 60611 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: P3 Health Partners Inc. CENTRAL INDEX KEY: 0001832511 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] IRS NUMBER: 852992794 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2045 W GRAND AVE STE B STREET 2: PMB # 82152 CITY: CHICAGO STATE: IL ZIP: 60612-1577 BUSINESS PHONE: 312-822-8897 MAIL ADDRESS: STREET 1: 2045 W GRAND AVE STE B STREET 2: PMB # 82152 CITY: CHICAGO STATE: IL ZIP: 60612-1577 FORMER COMPANY: FORMER CONFORMED NAME: Foresight Acquisition Corp. DATE OF NAME CHANGE: 20201116 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0306 4 2022-12-13 0001832511 P3 Health Partners Inc. PIII 0001897558 Chicago Pacific Founders UGP, LLC 980 NORTH MICHIGAN AVENUE, SUITE 1998 CHICAGO IL 60611 0 0 1 0 0001898470 Chicago Pacific Founders GP, L.P. 980 NORTH MICHIGAN AVENUE, SUITE 1998 CHICAGO IL 60611 0 0 1 0 Warrant to Purchase Class A Common Stock 4.26 2022-12-13 4 P 0 429180 0 A Class A Common Stock 429180 429180 I See Footnote On December 13, 2022, P3 Health Partners Inc. (the "Issuer") issued warrants to purchase 429,180 shares of Class A Common Stock to VBC Growth SPV LLC, a Delaware limited liability company ("VBC"). Exercisable immediately. The warrants and the right to purchase securities upon the exercise of the warrants will terminate upon the earliest to occur of the following: (a) December 13, 2027; and (b) the consummation of (i) a sale, conveyance, disposal, or encumbrance of all or substantially all of the Issuer's or P3 LLC's property or business or the Issuer's or P3 LLC's merger into or consolidation with any other corporation (other than a wholly owned subsidiary corporation) or (ii) any other transaction or series of related transactions in which more than fifty percent (50%) of the voting power of the Issuer or P3 LLC is disposed of. The warrants were issued in connection with a promissory note issued by the Issuer to VBC providing for a financing in several tranches up to an aggregate of $40 million. Chicago Pacific Founders UGP, LLC ("UGP") is the general partner of Chicago Founders GP, LP, the general partner of CPF VBC Growth Aggregator, L.P., the sole manager of VBC. As a result, UGP controls VBC and has the power to vote and dispose of the Issuer's securities held by VBC. Affiliates of VBC also own a 66.81% member interest in VBC. Chicago Pacific Founders UGP, LLC, /s/ Michael Wilson, authorized signatory 2022-12-22 Chicago Pacific Founders GP, L.P., /s/ Michael Wilson, authorized signatory 2022-12-22