In connection with the Closing of the Business Combination on the Closing Date, certain Members of Holdings (the “Minority Interest Holders”) retained approximately 86.5% membership interest in Holdings. As a result, Biote’s ownership of Holdings, was approximately 13.5% as of June 30, 2022. The Minority Interest Holders may from time to time, after the Closing Date, exchange with Biote, such holders’ units in Holdings for an equal number of shares of Biote’s Class A Common Stock. As a result, Biote’s

ownership interest in Holdings will increase. The Minority Interest Holders’ ownership interests are accounted for as noncontrolling interests in the Company’s condensed consolidated financial statements.

Because the Business Combination was accounted for similar to a reverse recapitalization, the noncontrolling interest was initially recorded based on the Minority Interest Holders’ ownership interest in the pre-combination carrying value of Holdings’ equity, including net income (loss) for the periods prior to the Closing Date included in accumulated deficit as of the Closing Date. Subsequent to the Business Combination, the Minority Interest Holders’ interest in the net loss of Holdings after the Closing Date is allocated to noncontrolling interest. The Net loss attributable to noncontrolling interest in the condensed consolidated statements of income and comprehensive income is comprised of the following:


	Three Months Ended June 30,			Six Months Ended June 30,
	2022			2022
Net income (loss) through May 26, 2022	$	(207	)	$	9,143
Net loss after May 26, 2022		(18,516	)		(18,516	)
Net loss attributable to noncontrolling interest	$	(18,723	)	$	(9,373	)

In connection with the Business Combination, Biote issued the Minority Interest Holders an aggregate of 48,565,824 shares of Class V Voting Stock. The Class V Voting Stock provides no economic rights in Biote to the holder thereof; however, each holder of Class V Voting Stock is entitled to vote with the holders of Class A Common Stock of Biote, with each share of Class V Voting Stock entitling the holder to one (1) vote per share of Class V Voting Stock at the time of such vote (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications).