What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2023-03-14 compared with 2022-03-15 · 1067 added, 954 removed, 668 unchanged (75% of the section changed)

Financial Statements and Supplementary Data.

Financial Statements and Supplementary

and Subsidiaries

2 unchanged sentences

Consolidated Balance Sheets as of December 31, 2022 and 2021 F-3 - F-4

Consolidated Statements of Operations and Comprehensive Income (Loss) for the Years Ended December 31, 2021 and 2020 F-5

Consolidated Statements of Operations and Comprehensive Income for the Years Ended December 31, 2022 and 2021 F-5

Consolidated Statements of Changes in Stockholders’ Equity for the Years Ended December 31, 2022 and 2021 F-6

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New York, New York

Opinion on the Consolidated

Financial Statements

We have audited the accompanying

consolidated balance sheets of DocGo Inc.

and Subsidiaries (the “Company” and formerly known as Ambulnz, Inc.

and Subsidiaries)

as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive income (loss), changes in stockholders’

equity, and cash flows for the years then ended (collectively referred to as the “consolidated financial statements”).

our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at

December 31, 2021 and 2020, and the results of its operations and comprehensive income (loss) and its cash flows for the years then ended ,

in conformity with accounting principles generally accepted in the United States of America.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated

balance sheets of DocGo, Inc.

and Subsidiaries (the “Company”) as of December 31, 2022 and 2021, the related consolidated

statements of operations and comprehensive income, changes in stockholders’ equity, and cash flows for the years then ended (collectively

referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly,

in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and

comprehensive income (loss) and its cash flows for the years then ended , in conformity with accounting principles generally accepted

in the United States of America.

Basis for Opinion

These consolidated financial

statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s

consolidated financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight

Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

These consolidated financial statements are the

responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s consolidated financial

statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United

States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities

laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the

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/s/ Urish Popeck & Co., LLC

We have served as the Company’s auditor

We have served as the Company’s auditor since

Pittsburgh, PA

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CONSOLIDATED BALANCE SHEETS

Years Ended December 31,

Current assets:

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$ 157,335,323

Accounts receivable, net of allowance of $ 7,377,389 and $ 3,193,048 as of December 31, 2021 and 2020, respectively

$ 175,537,221

Accounts receivable, net of allowance of $ 7,818,702 and $ 7,377,389 as of December 31, 2022 and December 31, 2021, respectively

Prepaid expenses and other current assets

Assets held for sale

Total current assets

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Equity method investment

Deferred tax assets

$ 393,277,628

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Due to seller

Contingent consideration

Operating lease liability, current

Liabilities held for sale

Finance lease liability, current

5 unchanged sentences

Total liabilities

Commitments and Contingencies

The accompanying notes are an integral part of

these Consolidated Financial statements

The accompanying notes are an integral part of these Consolidated Financial

and Subsidiaries

CONSOLIDATED BALANCE SHEETS (CONTINUED)

Years Ended December 31,

CONSOLIDATED BALANCE SHEETS

Commitments and contingencies

STOCKHOLDERS’ EQUITY:

Class A common stock ($ 0.0001 par value;

500,000,000 and no par value 125,482,677 shares authorized as of December 31, 2021 and 2020, respectively;

100,133,953 and 76,489,205 shares issued and outstanding as of December 31, 2021 and 2020, respectively)

500,000,000 shares authorized as of December 31, 2022 and December 31,2021;

102,411,162 and 100,133,953 shares issued and outstanding as of December 31, 2022 and December 31,2021, respectively)

Additional paid-in-capital

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( 63,556,714 )

Accumulated other comprehensive loss

Accumulated other comprehensive income/(loss)

Total stockholders’ equity attributable to DocGo Inc.

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CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE

INCOME (LOSS)

Years Ended December 31

$ 440,515,746

Cost of revenues (exclusive of depreciation and amortization, which is shown

separately below)

$ 318,718,580

Cost of revenues (exclusive of depreciation and amortization, which is shown separately below)

Operating expenses:

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Total expenses

Income (loss) from operations

( 14,757,683 )

Income from operations

Other income (expenses):

Interest income (expense), net

Gain from PPP loan forgiveness

Gain (loss) on disposal of fixed assets

Gain on remeasurement of warrant liabilities

Loss on initial equity method investment

Other income (loss)

Total other income (expense)

Net income (loss) before income tax benefit (expense)

( 14,631,769 )

Income tax expense

Net income (loss)

Gain (loss) on equity method investment

Gain on remeasurement of finance leases

Gain on bargain purchase

Gain from PPP loan forgiveness

Loss on disposal of fixed assets

Goodwill impairment

( 2,921,958 )

Other expenses

Total other income

Net income before income tax benefit (expense)

Benefit (provision) for income tax

Net loss attributable to noncontrolling interests

( 3,841,285 )

Net income (loss) attributable to stockholders of DocGo Inc.

and Subsidiaries

( 4,564,270 )

Other comprehensive income (loss)

Net income attributable to stockholders of DocGo Inc.

and Subsidiaries

Other comprehensive income

Foreign currency translation adjustment

Total comprehensive gain (loss)

$ ( 14,163,599 )

Net income (loss) per share attributable to DocGo Inc.

and Subsidiaries - Basic

Total comprehensive income

Net income per share attributable to DocGo Inc.

and Subsidiaries –

Weighted-average shares outstanding – Basic

Net income (loss) per share attributable to DocGo Inc.

Net income per share attributable to DocGo Inc.

and Subsidiaries – Diluted

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CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’

Series A Preferred Stock

Preferred Stock

Comprehensive

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Stockholders’

Paid-in-Capital

Balance - January 1, 2020

$ 141,659,780

$ ( 72,940,528 )

$ ( 244,884 )

Noncontrolling interests

Stock based compensation

Foreign currency translation

Net income attributable to Noncontrolling interests

Net loss attributable to stockholders of DocGo Inc.

and Subsidiaries

( 14,359,944 )

Balance - December 31, 2020

$ 142,346,852

$ ( 87,300,472 )

Effect of reverse acquisition

Conversion of share due to merger recapitalization

( 18,099,548 )

( 22,900,719 )

( 35,488,938 )

Effect of reverse acquisition

( 87,300,472 )

Share issued for services

Exercise of cashless warrants

– December 31, 2020

of reverse acquisition

of share due to merger recapitalization

of reverse acquisition

issued for services

of cashless warrants

Issuance of shares net redemption and issuance costs of $ 9,566,304

PIPE, net of issuance costs of $ 10,396,554

Exercise of stock options

Stock based compensation

Fair value of Warrants from reverse acquisition

( 18,717,998 )

of stock options

based compensation

value of Warrants from reverse acquisition

Shares purchase (Note 4)

Sponsor Earnout shares

Noncontrolling interest contribution

Foreign currency translation

Net loss attributable to Noncontrolling interests

( 4,564,270 )

Net income attributable to stockholders of DocGo Inc.

Earnout shares

Noncontrolling

interest contribution

currency translation

loss attributable to Noncontrolling interests

income attributable to stockholders of DocGo Inc.

and Subsidiaries

Balance - December 31, 2021

$ 283,161,216

$ ( 63,556,714 )

$ 227,057,024

– December 31, 2021

Noncontrolling

interest contribution

stock repurchased

of stock options

exercise of options

based compensation

warrants conversion

loss attributable to Noncontrolling interests

currency translation

income attributable to stockholders of DocGo Inc.

and Subsidiaries

– December 31, 2022

The accompanying notes are an integral part of

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CASH FLOWS FROM OPERATING ACTIVITIES:

Net Income (loss)

$ ( 14,799,212 )

Adjustments to reconcile net income to net cash provided by operating activities:

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Amortization of finance lease right-of-use assets

Loss (Gain) on disposal of assets

Loss from equity method investment

Loss on disposal of assets

Deferred tax asset

( 9,957,967 )

Gain from PPP loan forgiveness

(Loss) gain on equity method investment

Bad debt expense

Stock based compensation

Due to seller write off

Gain on remeasurement of finance leases

( 1,388,273 )

Gain on remeasurement of warrant liabilities

( 1,127,388 )

( 5,199,496 )

Gain on bargain purchase

( 1,593,612 )

Goodwill impairment

Changes in operating assets and liabilities:

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( 57,996,613 )

Cash held for sale

Prepaid expenses and other current assets

( 4,181,035 )

( 2,490,564 )

Accounts payable

Accrued liabilities

Net cash used in operating activities

( 5,964,064 )

Net cash provided by (used in) operating activities

( 1,947,420 )

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( 4,808,409 )

Proceeds from disposal of property and equipment

Acquisition of intangibles

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( 32,953,179 )

( 1,300,000 )

Proceeds from disposal of property and equipment

Acquisition of leased assets

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CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from revolving credit line

Repayments of revolving credit line

Proceeds from revolving line of credit

Repayments of revolving line of credit

( 8,000,000 )

Proceeds from FMC loan

Repayments of FMC loan

( 1,000,000 )

Repayments of notes payable

Due to seller

( 2,535,521 )

Noncontrolling interest contributions

Acquisition of UK Ltd remaining 20% shares

Proceeds from exercise of stock options

Issuance costs related to merger recapitalization

Acquisition of U.K.

Ltd remaining 20% shares

Common stock repurchased

( 3,731,712 )

Proceeds from issuance of Class A common stock, net of transaction cost

Payments on obligations under finance lease

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( 2,216,309 )

Net cash provided by (used in) financing activities

Issuance costs related to merger recapitalization

( 19,961,460 )

Proceeds from issuance of Class A common stock, net of transaction cost

Net cash (used in) provided by financing activities

( 6,179,818 )

Effect of exchange rate changes on cash and cash equivalents

Net increase (decrease) in cash and restricted cash

Net increase in cash and restricted cash

( 14,996,656 )

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$ 164,109,074

$ 179,105,730

The accompanying notes are an integral part of

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Fixed assets acquired in exchange for notes payable

Due to Seller non cash

Gain from PPP loan forgiveness

Due to Seller non cash

Reconciliation of cash and restricted cash

$ 157,335,323

$ 175,537,221

Restricted Cash

Total cash and restricted cash shown in statement of cash flows

Total cash and restricted cash shown in Consolidated Statements of Cash Flows

$ 164,109,074

$ 179,105,730

Non-cash investing activities Acquisition of business funded by acquisition payable

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from its initial public offering, net of DocGo’s transaction costs and underwriters’ fees of $ 9.6 million, and $ 114.6 million

of cash in connection with the PIPE Financing, net of transaction fees of $ 10.4 million.

These transaction costs consisted of banking,

legal, and other professional fees which were recorded as a reduction to additional paid-in capital.

of cash in connection with the concurrent PIPE private placement of shares of common stock to certain investors at a price of $ 10.00 per

share (the “PIPE Financing), net of $ 10.4 million in transaction costs.

These transaction costs consisted of banking, legal, and

other professional fees which were recorded as a reduction to additional paid-in capital.

and Subsidiaries (collectively, the

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upon consolidation.

Noncontrolling interests (“NCI”) on the consolidated statements of financial condition represents the

portion of consolidated joint ventures and a variable interest entity in which the Company does not have direct equity ownership.

and transactions between consolidated entities have been eliminated.

Certain amounts in the prior years’ consolidated statements

of changes in stockholders’ equity and statements of cash flows have been reclassified to conform to the current year presentation.

Noncontrolling interests (“NCI”) on the Consolidated Balance Sheets represents the portion of consolidated

joint ventures and a variable interest entity in which the Company does not have direct equity ownership.

Accounts and transactions between

consolidated entities have been eliminated.

and Subsidiaries

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The accompanying Consolidated Financial Statements

include the accounts of DocGo Inc and its subsidiaries.

include the accounts of DocGo Inc.

and its subsidiaries.

All significant intercompany transactions and balances have been eliminated in

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the power and rights to control all activities of MD1 and funds and absorbs all losses of the VIE and appropriately consolidates MD1.

Total revenue for the VIE amounted to $ 477,654 as of December 31, 2021.

Total revenue for the VIE amounted to $ 2,857,463

as of December 31, 2022.

Net loss for the VIE was $ 373,456 as of December 31, 2022.

The VIE’s total assets, all of which were current, amounted to $ 481,338

on December 31, 2021.

The VIE’s total assets, all of which were current,

amounted to $ 610,553 on December 31, 2022.

Total liabilities, all of which were current for the VIE, was $ 320,424 on December 31, 2022.

The VIE’s total

stockholders’ deficit was $ 425,106 on December 31, 2021.

The Company made payments of $ 1,746,736 and $ 298,404 to MD1 and its affiliates

during the years ended December 31, 2021 and 2020, respectively.

The VIE’s total stockholders’ deficit was $ 290,130 on December 31, 2022.

The Company made payments of $ 3,018,119 and

$ 1,746,736 to MD1 and its affiliates during the years ended December 31, 2022 and 2021, respectively.

Foreign Currency

Assets and liabilities of non-U.S.

that operate in a local currency environment, where that local currency is the functional currency, are translated to U.S.

exchange rates in effect at the balance sheet date, with the resulting translation adjustments directly recorded to a separate component

of accumulated other comprehensive income.

Income and expense accounts are translated at average exchange rates during the year.

Remeasurement

adjustments are recorded in other income (loss), net.

The effect of foreign currency exchange rates on cash and cash equivalents was not

material for any of the fiscal years presented.

The Company’s functional currency is the

The functional currency of our foreign operation is the respective local currency.

Assets and liabilities of foreign operations

denominated in local currencies are translated at the spot rate in effect at the applicable reporting date, except for equity accounts

which are translated at historical rates.

The Consolidated Statements of Operations and Comprehensive Income are translated at the weighted

average rate of exchange during the applicable period.

The resulting unrealized cumulative translation adjustment for the year of 2022

was $ 773,707 .

For the same period of 2021, it was not material to the financial statements.

Use of Estimates

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significant estimates in the Company’s financial statements relate to revenue recognition related to the allowance for doubtful

accounts, stock options and stock based compensation, calculations related to the incremental borrowing rate for the Company’s lease agreements,

estimates related to ongoing lease terms, software development costs, impairment of long-lived assets, goodwill and indefinite-lived intangible

assets, business combinations, reserve for losses within the Company’s insurance deductible, income taxes, and deferred income tax.

accounts, stock based compensation, calculations related to the incremental borrowing rate for the Company’s lease agreements, estimates

related to ongoing lease terms, software development costs, impairment of long-lived assets, goodwill and indefinite-lived intangible

assets, business combinations, reserve for losses within the Company’s insurance deductibles, income taxes, and deferred income

These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable

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and the recording of expenses that are not readily apparent from other sources.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Actual results may differ materially and adversely

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with off-balance sheet risk of loss.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Major Customers

The Company has one customer that accounted for

approximately 23 % of revenue and 26 % of net accounts receivable, and one customer that accounted for 26 % of revenues and 24 % of net accounts

receivable for the year ended December 31, 2021.

In 2020, no single customer accounted for more than 10 % of revenue or net accounts receivable.

The Company expects to maintain its relationship with these customers.

The Company has one vendor that accounted for

approximately 11 % of cost of sales for the years ended December 31, 2021 and 2020.

The Company expects to maintain this relationship with

the vendor and believe the services provided from this vendor are available from alternatives sources.

The Company had one customer that accounted for

approximately 35 % of sales and 45 % of net accounts receivable, for the year ended December 31, 2022.

The Company had one customer that accounted for

approximately 23 % of revenues and 26 % of net accounts receivable, and another customer that accounted for 26 % of revenues and 24 % of net

accounts receivable for the year ended December 31, 2021.

The Company had one vendor that accounted for

approximately 12 % of total cost for the year ended December 31, 2022.

The Company expects to maintain this relationship with the vendor

and believe the services provided from this vendor are available from alternatives sources.

The Company had one vendor that accounted for approximately 11 % of

total cost for the years ended December 31, 2021.

Emerging Growth Company

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differences in accounting standards used.

Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid

investments with an original maturity of three months or less.

The Company maintains its cash and cash equivalents with financial institutions

in the United States.

The accounts at financial institutions in the United States are insured by the Federal Deposit Insurance Corporation

(“FDIC”) and are in excess of FDIC limits.

The Company had cash balances of approximately $ 8,125,966 and $ 803,000 with foreign

financial institutions on December 31, 2022 and 2021, respectively.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

and Cash Equivalents

and cash equivalents include all highly liquid investments with an original maturity of three months or less.

The Company maintains its

cash and cash equivalents with financial institutions in the United States.

The accounts at financial institutions in the United States

are insured by the Federal Deposit Insurance Corporation (“FDIC”) and are in excess of FDIC limits.

The Company had cash balances

of approximately $ 803,000 and $ 323,000 with foreign financial institutions on December 31, 2021 and 2020, respectively.

and cash equivalents subject to contractual restrictions and not readily available are classified as restricted cash in the consolidated

balance sheets.

Restricted cash is classified as either a current or non-current asset depending on the restriction period.

is required to pledge or otherwise restrict a portion of cash and cash equivalents as collateral for the line of credit, transportation

equipment leases and a standby letter of credit as required by its insurance carrier (see Notes 8 and 14).

Value of Financial Instruments

820, Fair Value Measurements , provides guidance on the development and disclosure of fair value measurements.

Under this accounting

guidance, fair value is defined as an exit price, representing the amount 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.

As such, fair value is a market-based measurement

that should be determined based on assumptions that market participants would use in pricing an asset or a liability.

accounting guidance classifies fair value measurements in one of the following three categories for disclosure purposes:

prices in active markets for identical assets or liabilities.

other than Level 1 prices for similar assets or liabilities that are directly or indirectly

observable in the marketplace.

inputs which are supported by little or no market activity and values determined using pricing

models, discounted cash flow methodologies, or similar techniques, as well as instruments

for which the determination of fair value requires significant judgment or estimation.

value measurements discussed herein are based upon certain market assumptions and pertinent information available to management as of

December 31, 2021 and December 31, 2020.

For certain financial instruments, including cash and cash equivalents, accounts receivable,

prepaid expenses and other current assets, restricted cash, accounts payable and accrued expenses, and due to seller, the carrying amounts

approximate their fair values as it is short term in nature.

The notes payable are presented at their carrying value, which based on

borrowing rates currently available to the Company for loans with similar terms, approximates its fair values.

Company contracts with hospitals, healthcare facilities, businesses, State and local Government entities, and insurance providers to

transport patients and to provide Mobile Health services at specified rates.

Accounts receivable consist of billings for transportation

and healthcare services provided to patients.

The billings will either be paid or settled on the patient’s behalf by health insurance

providers, managed care organizations, treatment facilities, government sponsored programs, businesses or patients directly.

receivable are net of insurance provider contractual allowances which are estimated at the time of billing based on contractual terms

or other arrangements.

Accounts receivables are periodically evaluated for collectability based on past credit history with payors and

their current financial condition.

Changes in the estimated collectability of account receivable are recorded in the results of operations

for the period in which the estimate is revised.

Accounts receivable deemed uncollectible are offset against the allowance for uncollectible

The Company generally does not require collateral for accounts receivables.

Restricted Cash

Cash and cash equivalents subject to contractual restrictions

and not readily available are classified as restricted cash in the Consolidated Balance Sheets.

Restricted cash is classified as either

a current or non-current asset depending on the restriction period.

The Company is required to pledge or otherwise restrict a portion

of cash and cash equivalents as collateral for self-insurance exposures, transportation equipment leases and a standby letter of credit

as required by its insurance carrier (see Notes 9 and 15).

The Company utilizes a combination of insurance

and self-insurance programs, including a wholly-owned captive insurance entity, to provide for the potential liabilities for certain risks,

including workers’ compensation, automobile liability, general liability and professional liability.

Liabilities associated with

the risks that are retained by the Company within its high deductible limits are not discounted and are estimated, in part, by considering

claims experience, exposure and severity factors and other actuarial assumptions.

The Company has commercial insurance in place for catastrophic

claims above its deductible limits.

ARM Insurance, Inc.

a Vermont-based wholly-owned

captive insurance subsidiary of the Company, charges the operating subsidiaries premiums to insure the retained workers’ compensation,

automobile liability, general liability and professional liability exposures.

Pursuant to Vermont insurance regulations, ARM Insurance,

maintains certain levels of cash and cash equivalents related to its self-insurance exposures.

The Company also maintains certain cash balances related to its

insurance programs, which are held in a self-depleting trust and restricted as to withdrawal or use by the Company other than to pay or

settle self-insured claims and costs.

These amounts are reflected in “Restricted cash” in the accompanying Consolidated Balance

Fair Value of Financial Instruments

ASC 820, Fair Value Measurements , provides

guidance on the development and disclosure of fair value measurements.

Under this accounting guidance, fair value is defined as an exit

price, representing the amount 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.

As such, fair value is a market-based measurement that should be determined based on assumptions

that market participants would use in pricing an asset or a liability.

The accounting guidance classifies fair value

measurements in one of the following three categories for disclosure purposes:

Quoted prices in active markets for identical assets or liabilities.

Inputs other than Level 1 prices for similar assets or liabilities that are directly or indirectly observable in the marketplace.

Unobservable inputs which are supported by little or no market activity and values determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation.

Fair value measurements discussed herein are based

upon certain market assumptions and pertinent information available to management as of December 31, 2022 and December 31, 2021.

For certain financial instruments, including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets,

restricted cash, accounts payable and accrued expenses, and due to seller, the carrying amounts approximate their fair values as it is

short term in nature.

The notes payable are presented at their carrying value, which based on borrowing rates currently available to the

Company for loans with similar terms, approximates its fair values.

Level 3 instruments are valued based on unobservable inputs that

are supported by little or no market activity and reflect the Company’s own assumptions in measuring fair value.

Future changes

in fair value of the contingent financial milestone consideration, as a result of changes in significant inputs such as the discount rate

and estimated probabilities of financial milestone achievements, could have a material effect on the Consolidated Statement of Operations

and Consolidated Balance Sheets in the period of the change.

During the year ended December 31, 2022, the Company

recorded $ 4,000,000 Contingent consideration in connection with the Ryan Brothers Atkinson, LLC business acquisition, to be paid based

on the completion of certain performance obligations over a 24-month period.

In relation to the acquisition of Exceptional, the Company

also agreed to pay up to $ 2,000,000 upon meeting certain performance conditions within two years of the Closing Date.

The estimated Contingent

consideration amount for Exceptional was $ 1,080,000 as of December 31, 2022.

For Location Medical Services, LLC, the Company

also recorded $ 2,475,540 estimated Contingent consideration in relation to the acquisition to be paid upon LMS meeting certain performance

conditions in 2023.

For Government Medical Services, an amount of $ 3,000,000 is recorded as Contingent consideration to be paid upon GMS

meeting certain performance conditions within a year of the Closing Date (see Note 4).

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

and Equipment

and equipment are stated at cost, net of accumulated depreciation and amortization.

When an item is sold or retired, the costs and related

accumulated depreciation or amortization are eliminated, and the resulting gain or loss, if any, is recorded in operating expenses in

the consolidated statement of operations.

The Company provides for depreciation and amortization using the straight-line method over

the estimated useful lives of the respective assets.

Accounts Receivable

The Company contracts with hospitals, healthcare

facilities, businesses, State and local Government entities, and insurance providers to transport patients and to provide Mobile Health

services at specified rates.

Accounts receivable consist of billings for transportation and healthcare services provided to patients.

The billings will either be paid or settled on the patient’s behalf by health insurance providers, managed care organizations, treatment

facilities, government sponsored programs, businesses or patients directly.

Accounts receivable are net of insurance provider contractual

allowances which are estimated at the time of billing based on contractual terms or other arrangements.

Accounts receivables are periodically

evaluated for collectability based on past credit history with payors and their current financial condition.

Changes in the estimated

collectability of account receivable are recorded in the results of operations for the period in which the estimate is revised.

receivable deemed uncollectible are offset against the allowance for uncollectible accounts.

The Company generally does not require collateral

for accounts receivables.

Property and Equipment

Property and equipment are stated at cost, net

of accumulated depreciation and amortization.

When an item is sold or retired, the costs and related accumulated depreciation or amortization

are eliminated, and the resulting gain or loss, if any, is recorded in operating expenses in the Consolidated Statement of Operations.

The Company provides for depreciation and amortization using the straight-line method over the estimated useful lives of the respective

A summary of estimated useful lives is as follows:

equipment and furniture

Asset Category

Estimated Useful Lives

Office equipment and furniture

Medical equipment

Leasehold improvements

Shorter of useful life of asset or lease term

for repairs and maintenance are charged to expense as incurred.

Expenditures that improve an asset or extend its estimated useful life

are capitalized.

Development Costs

incurred during the preliminary project stage, maintenance costs and routine updates and enhancements of products are charged to expense

The Company capitalizes software development costs intended for internal use in accordance with ASC 350-40, Internal-Use

Costs incurred in developing the application of its software and costs incurred to upgrade or enhance product functionalities

are capitalized when it is probable that the expenses would result in future economic benefits to the Company and the functionalities

and enhancements are used for their intended purpose.

Expenditures for repairs and maintenance are charged

to expense as incurred.

Expenditures that improve an asset or extend its estimated useful life are capitalized.

Software Development Costs

Costs incurred during the preliminary project

stage, maintenance costs and routine updates and enhancements of products are charged to expense as incurred.

The Company capitalizes

software development costs intended for internal use in accordance with ASC 350-40, Internal-Use Software .

Costs incurred in developing

the application of its software and costs incurred to upgrade or enhance product functionalities are capitalized when it is probable that

the expenses would result in future economic benefits to the Company and the functionalities and enhancements are used for their intended

Capitalized software costs are amortized over its useful life.

useful lives of software development activities are reviewed annually or whenever events or changes in circumstances indicate that intangible

assets may be impaired and adjusted as appropriate to reflect upcoming development activities that may include significant upgrades or

enhancements to the existing functionality.

Company accounts for its business combinations under the provisions of ASC 805-10, Business Combinations (“ASC 805-10”),

which requires that the acquisition method of accounting be used for all business combinations.

Assets acquired and liabilities assumed,

including NCI, are recorded at the date of acquisition at their respective fair values.

ASC 805-10 also specifies criteria that intangible

assets acquired in a business combination must meet to be recognized and reported apart from goodwill.

represents the excess purchase price over the fair value of the tangible net assets and intangible assets acquired in a business combination.

If the business combination provides for contingent consideration, the Company records the contingent consideration at fair value at

the acquisition date and any changes in fair value after the acquisition date are accounted for as measurement-period adjustments.

in fair value of contingent consideration resulting from events after the acquisition date, such as earn-outs, are recognized as follows:

1) if the contingent consideration is classified as equity, the contingent consideration is not re-measured and its subsequent settlement

is accounted for within equity, or 2) if the contingent consideration is classified as a liability, the changes in fair value are recognized

For transactions that are business combinations, the Company evaluates the existence of goodwill or a gain from a bargain

The Company capitalizes acquisition-related costs and fees associated with asset acquisitions and immediately expenses acquisition-related

costs and fees associated with business combinations.

estimated fair value of net assets to be acquired, including the allocation of the fair value to identifiable assets and liabilities,

is determined using established valuation techniques.

Management uses assumptions on the basis of historical knowledge of the business

and projected financial information of the target.

These assumptions may vary based on future events, perceptions of different market

participants and other factors outside the control of management, and such variations may be significant to estimated values.

Estimated useful lives of software development

activities are reviewed annually or whenever events or changes in circumstances indicate that intangible assets may be impaired and adjusted

as appropriate to reflect upcoming development activities that may include significant upgrades or enhancements to the existing functionality.

Business Combinations

The Company accounts for its business combinations

under the provisions of ASC 805-10, Business Combinations (“ASC 805-10”), which requires that the acquisition method

of accounting be used for all business combinations.

Assets acquired and liabilities assumed, including NCI, are recorded at the date

of acquisition at their respective fair values.

ASC 805-10 also specifies criteria that intangible assets acquired in a business combination

must meet to be recognized and reported apart from goodwill.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

of Long-Lived Assets

Company evaluates the recoverability of the recorded amount of long-lived assets, primarily property and equipment and finite-lived intangible

assets, whenever events or changes in circumstance indicate that the recorded amount of an asset may not be fully recoverable.

An impairment

is assessed when the undiscounted expected future cash flows derived from an asset are less than its carrying amount.

If an asset is

determined to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset exceeds

its fair value.

Assets targeted for disposal are reported at the lower of the carrying amount or fair value less cost to sell.

periods ending December 31, 2021 and 2020, management determined that there was no impairment loss required to be recognized for the

carrying value of long-lived assets.

and Indefinite-Lived Intangible Assets

represents the excess of the purchase price of an acquired business over the fair value of amounts assigned to assets acquired and liabilities

Goodwill and indefinite-lived intangible assets, consisting primarily of operating licenses, are not amortized, but are evaluated

for impairment on an annual basis, or on an interim basis when events or changes in circumstances indicate that the carrying value may

not be recoverable.

In assessing the recoverability of goodwill and indefinite-lived intangible assets, the Company makes assumptions

regarding the estimated future cash flows, including forecasted revenue growth, projected gross margin and the discount rate to determine

the fair value of these assets.

If these estimates or their related assumptions change in the future, the Company may be required to

record impairment charges against these assets in the reporting period in which the impairment is determined.

Company tests goodwill for impairment at the reporting unit level, which is one level below the operating segment.

The Company has the

option of performing a qualitative assessment to determine whether further impairment testing is necessary before performing the one-step

quantitative assessment.

If as a result of the qualitative assessment, it is more-likely-than-not that the fair value of a reporting

unit is less than its carrying amount, a quantitative impairment test will be required.

Otherwise, no further testing will be required.

If a quantitative impairment test is performed, the Company compares the fair values of the applicable reporting units with their aggregate

carrying values, including goodwill.

Estimating the fair value of the reporting units requires significant judgment by management.

the carrying amount of a reporting unit exceeds the fair value of the reporting unit, goodwill impairment is recognized.

excess in carrying value over the estimated fair value is recorded as impairment loss and charged to the results of operations in the

period such determination is made.

For the periods ended December 31, 2021 and 2020, management determined that there was no impairment

loss required to be recognized in the carrying value of goodwill or other intangible assets.

The Company selected December 31 as

its annual testing date.

costs associated with the line of credit are deferred and recognized over the term of the Line of Credit as interest expense.

Warrant Liabilities

Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks.

The Company evaluates

all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain

features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15.

The classification of derivative instruments, including

whether such instruments should be recorded as liabilities or as equity, is reassessed at the end of each reporting period.

The Company accounts for its 6,366,638 common

stock warrants issued in connection with its initial public offering ( 3,833,305 ) and Private Placement ( 2,533,333 ) as derivative warrant

liabilities in accordance with ASC 815-40.

Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and

adjusts the instruments to fair value at each reporting period.

The liabilities are subject to remeasurement at each balance sheet date

until exercised, and any change in fair value is recognized in the Company’s statement of operations.

The fair value of warrants

issued by the Company in connection with the reverse merger was valued at the current market price at the transaction date and revalued

at December 31, 2021.

Goodwill represents the excess purchase price

over the fair value of the tangible net assets and intangible assets acquired in a business combination.

If the business combination provides

for Contingent consideration, the Company records the Contingent consideration at fair value at the acquisition date and any changes in

fair value after the acquisition date are accounted for as measurement-period adjustments.

Changes in fair value of Contingent consideration

resulting from events after the acquisition date, such as earn-outs, are recognized as follows:

1) if the Contingent consideration is

classified as equity, the Contingent consideration is not re-measured and its subsequent settlement is accounted for within equity, or

2) if the Contingent consideration is classified as a liability, the changes in fair value are recognized in earnings.

For transactions

that are business combinations, the Company evaluates the existence of goodwill or a gain from a bargain purchase.

The Company capitalizes

acquisition-related costs and fees associated with asset acquisitions and immediately expenses acquisition-related costs and fees associated

with business combinations.

The estimated fair value of net assets to be acquired,

including the allocation of the fair value to identifiable assets and liabilities, is determined using established valuation techniques.

Management uses assumptions on the basis of historical knowledge of the business and projected financial information of the target.

assumptions may vary based on future events, perceptions of different market participants and other factors outside the control of management,

and such variations may be significant to estimated values.

Impairment of Long-Lived Assets

The Company evaluates the recoverability of the

recorded amount of long-lived assets, primarily property and equipment and finite-lived intangible assets, whenever events or changes

in circumstance indicate that the recorded amount of an asset may not be fully recoverable.

An impairment is assessed when the undiscounted

expected future cash flows derived from an asset are less than its carrying amount.

If an asset is determined to be impaired, the impairment

to be recognized is measured as the amount by which the carrying amount of the asset exceeds its fair value.

Assets targeted for disposal

are reported at the lower of the carrying amount or fair value less cost to sell.

In 2022, the Company reassigned all the assets

at Ambulnz Health, LLC (“Health”) to Assets held for sale as a result of an assignment for the benefit of creditors (“ABC”)

We have also recognized a non-cash charge of $ 2,921,958 for its Goodwill impairment for the year ended December 31, 2022

in the Consolidated Statements of Operations.

Goodwill and Indefinite-Lived Intangible

Goodwill represents the excess of the total purchase

consideration over the fair value of the identifiable assets acquired and liabilities assumed in a business combination.

Goodwill is not

amortized but is tested for impairment at the reporting unit level annually on December 31 or more frequently if events or changes in

circumstances indicate that it is more likely than not to be impaired.

These events include:

(i) severe adverse industry or economic trends;

(ii) significant company-specific actions, including exiting an activity in conjunction with restructuring of operations;

(iii) current,

historical or projected deterioration of our financial performance;

or (iv) a sustained decrease in our market capitalization, as indicated

by our publicly quoted share price, below our net book value.

Line of Credit

The costs associated with the line of credit are deferred and recognized

over the term of the Line of credit as interest expense.

Derivative Warrant Liabilities

The Company does not use derivative instruments

to hedge exposures to interest rate, market, or foreign currency risks.

The Company evaluates its financial instruments to determine if

such instruments contain features that qualify as embedded derivatives.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Party Transactions

Company defines related parties as affiliates of the company, entities for which investments are accounted for by the equity method,

trusts for the benefit of employees, principal owners (beneficial owners of more than 10 % of the voting interest), management, and members

of immediate families of principal owners or management, other parties with which the company may deal with if one party controls or

can significantly influence management or operating policies of the other to an extent that one of the transacting parties might be prevented

from fully pursuing its own separate interests.

party transactions are recorded within operating expenses in the Company’s statement of operations.

For details regarding the related

party transactions that occurred during the periods ended December 31, 2021 and 2020, refer to Note 16.

January 1, 2019, the Company adopted ASU 2014-09, Revenue from Contracts with Customers (“ASC 606”), as amended.

determine revenue recognition for contractual arrangements that the Company determines are within the scope of ASC 606, the Company performs

the following five steps:

(1) identify each contract with a customer;

Related Party Transactions

The Company defines related parties as affiliates

of the company, entities for which investments are accounted for by the equity method, trusts for the benefit of employees, principal

owners (beneficial owners of more than 10 % of the voting interest), management, and members of immediate families of principal owners

or management, other parties with which the company may deal with if one party controls or can significantly influence management or operating

policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.

Related party transactions are recorded within

operating expenses in the Company’s statement of operations.

For details regarding the related party transactions that occurred

during the periods ended December 31, 2022 and 2021, refer to Note 17.

Revenue Recognition

On January 1, 2019, the Company adopted ASU 2014-09,

Revenue from Contracts with Customers (“ASC 606”), as amended.

To determine revenue recognition for contractual

arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps:

each contract with a customer;

(2) identify the performance obligations in the contract;

(3) determine

the transaction price;

(4) allocate the transaction price to performance obligations in the contract;

and (5) recognize revenue when

(or as) the relevant performance obligation is satisfied.

The Company only applies the five-step model to contracts when it is probable

that the Company will collect the consideration it is entitled to in exchange for the goods or services the Company provides to the customer.

(3) determine the transaction price;

the transaction price to performance obligations in the contract;

and (5) recognize revenue when (or as) the relevant performance obligation

is satisfied.

The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration

it is entitled to in exchange for the goods or services the Company provides to the customer.

The Company generates revenues from the provision

11 unchanged sentences

which includes a fixed base rate, fixed mileage rate and an evaluation of historical collections by each payer.

of Our Services

is primarily derived from:

Transportation

These services encompass both emergency response and non-emergency transport

Non-emergency transport services include ambulance transports and wheelchair transports.

Net revenue from transportation services is derived from the transportation of patients based

on billings to third party payors and healthcare facilities.

Health Services :

These services include services performed at home and offices, COVID-19

testing, and event services which include on-site healthcare support at sporting events and

Company concluded that Transportation Services and any related support activities are a single performance obligation under ASC 606.

The transaction price is determined by the fixed rate usage-based fees or fixed fees which are agreed upon in the Company’s executed

For Mobile Health, the performance of the services and any related support activities are a single performance obligation

under ASC 606.

Mobile Health services are typically billed based on a fixed rate (i.e., time and materials separately or combined) fee

structure taking into consideration staff and materials utilized.

Nature of Our Services

Revenue is primarily derived from:

Transportation Services :

These services encompass both emergency response and non-emergency transport services.

Non-emergency transport services include ambulance

transports and wheelchair transports.

Net revenue from transportation services is derived from the transportation of patients based on

billings to third party payors and healthcare facilities.

Mobile Health Services :

These services include services performed at home and offices, COVID-19 testing, and event services which include on-site healthcare

support at sporting events and concerts.

The Company concluded that Transportation Services

and any related support activities are a single performance obligation under ASC 606.

The transaction price is determined by the fixed

rate usage-based fees or fixed fees which are agreed upon in the Company’s executed contracts.

For Mobile Health, the performance

of the services and any related support activities are a single performance obligation under ASC 606.

Mobile Health services are typically

billed based on a fixed rate (i.e., time and materials separately or combined) fee structure taking into consideration staff and materials

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

the performance associated with such services is known and quantifiable at the end of a period in which the services occurred (i.e.,

monthly or quarterly), revenues are typically recognized in the respective period performed.

The typical billing cycle for Transportation

Services and Mobile Health services is same day to 5 days with payments generally due within 30 days.

For Transportation Services, the

Company estimates the amount of revenues unbilled at month end and recognizes such amounts as revenue, based on available data and customer

The Company’s Transportation Services and Mobile Health services each represent a single performance obligation.

allocation is not necessary as the transaction price (fees) for the services provided is standard and explicitly stated in the contractual

fee schedule and/or invoice.

The Company monitors and evaluate all contracts on a case-by-case basis to determine if multiple performance

obligations are present in a contractual arrangement.

Transportation Services, the customer simultaneously receives and consumes the benefits provided by the Company as the performance obligations

are fulfilled, therefore the Company satisfies performance obligations at the same time.

For Transportation Services, where the customer

pays fixed rate usage-based fees, the actual usage in the period represents the best measure of progress.

Generally, for Mobile Health

services, the customer simultaneously receives and consumes the benefits provided by the Company as the performance obligations are fulfilled,

therefore the Company satisfies performance obligations at the same time.

For certain Mobile Health services that have a fixed fee arrangement,

and the services are provided over time, revenue is recognized over time as the services are provided to the customer.

Disaggregation

the following table, revenue is disaggregated by as follows:

As the performance associated with such services

is known and quantifiable at the end of a period in which the services occurred (i.e., monthly or quarterly), revenues are typically recognized

in the respective period performed.

The typical billing cycle for Transportation Services and Mobile Health services is same day to 5

days with payments generally due within 30 days.

For Transportation Services, the Company estimates the amount of revenues unbilled at

month end and recognizes such amounts as revenue, based on available data and customer history.

The Company’s Transportation Services

and Mobile Health services each represent a single performance obligation.

Therefore, allocation is not necessary as the transaction price

(fees) for the services provided is standard and explicitly stated in the contractual fee schedule and/or invoice.

The Company monitors

and evaluate all contracts on a case-by-case basis to determine if multiple performance obligations are present in a contractual arrangement.

For Transportation Services, the customer simultaneously

receives and consumes the benefits provided by the Company as the performance obligations are fulfilled, therefore the Company satisfies

performance obligations at the same time.

For Transportation Services, where the customer pays fixed rate usage-based fees, the actual

usage in the period represents the best measure of progress.

Generally, for Mobile Health services, the customer simultaneously receives

and consumes the benefits provided by the Company as the performance obligations are fulfilled, therefore the Company satisfies performance

obligations at the same time.

For certain Mobile Health services that have a fixed fee arrangement, and the services are provided over

time, revenue is recognized over time as the services are provided to the customer.

Disaggregation of revenue

In the following table, revenue is disaggregated by as follows:

Years Ended December 31,

Revenue Breakdown

Primary Geographical Markets

1 unchanged sentence

$ 419,578,082

$ 309,218,594

United Kingdom

1 unchanged sentence

$ 440,515,746

$ 318,718,580

Major Segments/Service Lines

Transportation Services

$ 114,624,306

Mobile Health

1 unchanged sentence

$ 440,515,746

Based Compensation

Company expenses stock-based compensation over the requisite service period based on the estimated grant-date fair value of the awards.

The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, and the assumptions used in

calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the

application of management’s judgment.

$ 318,718,580

Stock Based Compensation

The Company expenses stock-based compensation

over the requisite service period based on the estimated grant-date fair value of the awards.

The Company estimates the fair value of

stock option grants using the Black-Scholes option pricing model, and the assumptions used in calculating the fair value of stock-based

awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment.

The Company accounts for forfeitures as they occur.

All stock-based compensation costs are recorded in operating expenses in the Consolidated

statements of operations.

per share represents the net income attributable to stockholders divided by the weighted-average number of shares outstanding during

the period on an as-converted to common share basis.

Diluted earnings per share reflects the potential dilution that could occur if securities

or other contracts to issue common stock were exercised or converted into common stock of the Company during the reporting periods.

dilutive common stock equivalents consist of the incremental common shares issuable upon exercise of warrants and the incremental shares

issuable upon conversion of stock options.

In reporting periods in which the Company has a net loss, the effect of these are considered

anti-dilutive and excluded from the diluted earnings per share calculation.

On December 31, 2020, the Company excluded from its calculation

24,753,760 shares because their inclusion would have been anti-dilutive.

Statements of Operations and Comprehensive Income.

Earnings per Share

Earnings per share represents the net income attributable to stockholders

divided by the weighted-average number of shares outstanding during the period.

Diluted earnings per share reflects the potential dilution

that could occur if securities or other contracts to issue common stock were exercised or converted into common stock of the Company during

the reporting periods.

Potential dilutive common stock equivalents consist of the incremental common stock issuable upon conversion of

stock options.

In reporting periods in which the Company has a net loss, the effect is considered anti-dilutive and excluded from the

diluted earnings per share calculation.

The following table presents the calculation of

basic and diluted net income per share to stockholders of DocGo Inc.

and Subsidiaries:

For the years ending

Net income attributable to stockholders of DocGo Inc.

and Subsidiaries:

Weighted-average shares - basic

Effect of dilutive options

Weighted-average shares - dilutive

Net income share - basic

Net income share - diluted

Anti-dilutive employee share-based awards excluded

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Method Investment

October 26, 2021, the Company acquired a 50 % interest in RND Health Services Inc.

Equity Method Investment

On October 26, 2021, the Company acquired a 50 % interest in RND

Health Services Inc.

(“RND”) for $ 655,876 .

The Company uses

the equity method to account for investments in which the Company has the ability to exercise significant influence over the operating

and financial policies of the investee, but does not exercise control.

The Company’s carrying value in the equity method investee

is reflected in the caption “Equity method investment” on the consolidated balance sheets.

Changes in value of RND are recorded

in “Loss from equity method investment” on the consolidated statements of operations.

The Company’s judgment regarding

its level of influence over the equity method investee includes considering key factors, such as ownership interest, representation on

the board of directors, and participation in policy-making decisions.

November 1, 2021, the Company acquired a 20% interest in National Providers Association, LLC (“NPA”) for $30,000.

uses the equity method to account for investments in which the Company has the ability to exercise significant influence over the operating

and financial policies of the investee, but does not exercise control.

The Company’s carrying value in the equity method investee

is reflected in the caption “Equity method investment” on the consolidated balance sheets.

Changes in value of NPA are recorded

in “Loss from equity method investment” on the consolidated statements of operations.

The Company’s judgment regarding

its level of influence over the equity method investee includes considering key factors, such as ownership interest, representation on

the board of directors, and participation in policy-making decisions.

Effective December 21, 2021, three members withdrew from NPA resulting

in the remaining two members obtaining the remaining ownership percentage.

At December, 31, 2021 DocGo owned 50% of NPA.

the equity method, the Company’s investment is initially measured at cost and subsequently increased or decreased to recognize

the Company’s share of income and losses of the investee, capital contributions and distributions and impairment losses.

performs a qualitative assessment annually and recognizes an impairment if there are sufficient indicators that the fair value of the

investment is less than carrying value.

Company categorizes leases at its inception as either operating or finance leases based on the criteria in ASC 842, Leases .

Company adopted FASB ASC 842, Leases , (“ASC 842”) on January 1, 2019, using the modified retrospective approach, and

has established a Right-of-Use (“ROU”) Asset and a current and non-current Lease Liability for each lease arrangement identified.

The lease liability is recorded at the present value of future lease payments discounted using the discount rate that approximates the

Company’s incremental borrowing rate for the lease established at the commencement date, and the ROU asset is measured as the lease

liability plus any initial direct costs, less any lease incentives received before commencement.

The Company recognizes a single lease

cost, so that the remaining cost of the lease is allocated over the remaining lease term on a straight-line basis.

Company has lease arrangements for vehicles, equipment and facilities.

These leases typically have original terms not exceeding 10 years

and, in some cases contain multi-year renewal options, none of which are reasonably certain of exercise.

The Company’s lease arrangements

may contain both lease and non-lease components.

The Company has elected to combine and account for lease and non-lease components as

a single lease component.

The Company has incorporated residual value obligations in leases for which there is such occurrences.

short-term leases, ASC 842-10-25-2 permits and entity to make a policy election not to apply the recognition requirements of ASC 842

to Short-term leases.

The Company has elected not to apply the ASC 842 recognition criteria to any leases that qualify as Short-Term

The Company uses the equity method to account for investments in which the Company

has the ability to exercise significant influence over the operating and financial policies of the investee, but does not exercise control.

The Company’s carrying value in the equity method investee is reflected in the caption “Equity method investment” on

the Consolidated Balance Sheets.

Changes in value of RND are recorded in “Gain (loss) on equity method investment” on the

Consolidated Statements of Operations.

The Company’s judgment regarding its level of influence over the equity method investee includes

considering key factors, such as ownership interest, representation on the board of directors, and participation in policy-making decisions.

On November 1, 2021, the Company acquired a 20% interest in National

Providers Association, LLC (“NPA”) for $30,000.

The Company uses the equity method to account for investments in which the

Company has the ability to exercise significant influence over the operating and financial policies of the investee, but does not exercise

The Company’s carrying value in the equity method investee is reflected in the caption “Equity method investment”

on the Consolidated Balance Sheets.

Changes in value of NPA are recorded in “Gain (loss) on equity method investment” on

the Consolidated Statements of Operations.

The Company’s judgment regarding its level of influence over the equity method investee

includes considering key factors, such as ownership interest, representation on the board of directors, and participation in policy-making

Effective December 21, 2021, three members withdrew from NPA resulting in the remaining two members obtaining the remaining

ownership percentage.

As of December 31, 2021 DocGo owned 50% of NPA.

Under the equity method, the Company’s investment

is initially measured at cost and subsequently increased or decreased to recognize the Company’s share of income and losses of the

investee, capital contributions and distributions and impairment losses.

The Company performs a qualitative assessment annually and recognizes

an impairment if there are sufficient indicators that the fair value of the investment is less than carrying value.

The Company categorizes leases at its inception

as either operating or finance leases based on the criteria in ASC 842, Leases .

The Company adopted FASB ASC 842, Leases ,

(“ASC 842”) on January 1, 2019, using the modified retrospective approach, and has established a Right-of-Use (“ROU”)

Asset and a current and non-current Lease Liability for each lease arrangement identified.

The lease liability is recorded at the present

value of future lease payments discounted using the discount rate that approximates the Company’s incremental borrowing rate for

the lease established at the commencement date, and the ROU asset is measured as the lease liability plus any initial direct costs, less

any lease incentives received before commencement.

The Company recognizes a single lease cost, so that the remaining cost of the lease

is allocated over the remaining lease term on a straight-line basis.

The Company has lease arrangements for vehicles,

equipment and facilities.

These leases typically have original terms not exceeding 10 years and, in some cases contain multi-year renewal

options, none of which are reasonably certain of exercise.

The Company’s lease arrangements may contain both lease and non-lease

The Company has elected to combine and account for lease and non-lease components as a single lease component.

has incorporated residual value obligations in leases for which there is such occurrences.

Regarding short-term leases, ASC 842-10-25-2

permits and entity to make a policy election not to apply the recognition requirements of ASC 842 to Short-term leases.

The Company has

elected not to apply the ASC 842 recognition criteria to any leases that qualify as Short-Term Leases.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

taxes are recorded in accordance with ASC 740, Income Taxes (“ASC 740”), which provides for deferred taxes using an

asset and liability approach.

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of

events that have been included in the financial statements or its tax returns.

Deferred tax assets and liabilities are determined based

on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year

in which the differences are expected to reverse.

Valuation allowances are provided, if based upon the weight of available evidence,

it is more likely than not that some or all of the deferred tax assets will not be realized.

The Company accounts for uncertain tax positions

in accordance with the provisions of ASC 740.

When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions

to the extent that the benefit would more likely than not be realized assuming examination by the taxing authority.

The determination

as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as

consideration of the available facts and circumstances.

The Company recognizes any interest and penalties accrued related to unrecognized

tax benefits as income tax expense.

Issued Accounting Standards Not Yet Adopted

In January 2020, the FASB issued ASU 2020-01- Investments-Equity

Securities (“ ASC 321” ), Investments-Equity Method and Joint Ventures (“ ASC 323” ), and Derivatives

and Hedging (“ ASC 815” )-Clarifying the Interactions between ASC 321, ASC 323, and ASC 815 (a consensus of the Emerging

Issues Task Force) , which clarifies the interaction of the accounting for certain equity securities, equity method investments, and

certain forward contracts and purchased options.

The guidance clarifies that an entity should consider observable transactions that require

it to either apply or discontinue the equity method of accounting for the purposes of applying measurement principles for certain equity

securities immediately before applying or discontinuing the equity method.

The Company expects to adopt this guidance in 2022 using a

prospective method.

The assessment of the adoption of this ASU is in process and is not expected to have a material impact on the Company’s

Consolidated Financial statements.

December 2019, the FASB issued ASU 2019-12, Income Taxes (“ ASC 740”):

Simplifying the Accounting for Income Taxes

(“ASU 2019-12”), which modifies ASC 740 to reduce complexity while maintaining or improving the usefulness of the information

provided to users of financial statements.

ASU 2019-12 is effective for the Company for interim and annual reporting periods beginning

after December 15, 2021.

The Company is currently assessing the impact of ASU 2019-12, but it is not expected to have a material impact

on the Company’s Consolidated Financial statements.

June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (“ ASC 326” ):

Measurement of

Credit Losses on Financial Instruments , that changes the impairment model for most financial assets and certain other instruments.

For receivables, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model

that generally will result in the earlier recognition of allowance for losses.

For available-for-sale debt securities with unrealized

losses, entities will measure credit losses in a manner similar to current practice, except the losses will be recognized as allowances

instead of reductions in the amortized cost of the securities.

In addition, an entity will have to disclose significantly more information

about allowances, credit quality indicators and past due securities.

The new standard is effective for fiscal years beginning after December

15, 2022, including interim periods within those fiscal years, and will be applied as a cumulative-effect adjustment to retained earnings.

The Company is currently evaluating the impact of the pending adoption of the new standard on its Consolidated Financial statements and

intends to adopt the standard on January 1, 2023.

May 2021, the FASB issued ASU 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified

Written Call Options .

The ASU addresses the previous lack of specific guidance in the accounting standards codification related to

modifications or exchanges of freestanding equity-classified written call options (such as warrants) by specifying the accounting for

various modification scenarios.

The ASU is effective for interim and annual periods beginning after December 15, 2021, with early adoption

permitted for any periods after issuance to be applied as of the beginning of the fiscal year that includes the interim period.

The assessment

of the adoption of this ASU is in process and is not expected to have a material impact on the Company’s Consolidated Financial

Income taxes are recorded in accordance with ASC

740, Income Taxes (“ASC 740”), which provides for deferred taxes using an asset and liability approach.

recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial

statements or its tax returns.

Deferred tax assets and liabilities are determined based on the difference between the financial statement

and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.

Valuation allowances are provided, if based upon the weight of available evidence, it is more likely than not that some or all of the

deferred tax assets will not be realized.

The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740.

When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit would more

likely than not be realized assuming examination by the taxing authority.

The determination as to whether the tax benefit will more likely

than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances.

The Company recognizes any interest and penalties accrued related to unrecognized tax benefits as income tax expense.

Recently Issued Accounting Standards Not

In June 2016, the FASB issued ASU 2016-13, which

requires measurement and recognition of expected credit losses for financial assets held.

Following the effective date philosophy for

all other entities in ASU 2019-10, which includes smaller reporting companies (SRCs) and emerging growth companies (EGC), this guidance

is effective for fiscal years beginning after December 15, 2022 including interim periods within those fiscal years.

The standard is to

be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the

guidance is effective.

The Company is in the process of evaluating the potential impact of adopting this new accounting standard on our

Consolidated Financial Statements and related disclosures.

In March 2022, the FASB issued

2022-02, Financial Instruments—Credit Losses (Topic 326):

Troubled Debt Restructurings and Vintage Disclosures .

The guidance is intended to improve the decision usefulness of information provided to investors about certain loan refinancings, restructurings,

and write-offs.

The standard eliminates the recognition and measurement guidance on TDRs for creditors that have adopted ASC 326, Financial

Instruments — Credit Losses and requires them to make enhanced disclosures about loan modifications for borrowers experiencing

financial difficulty.

The new guidance also requires public business entities to present current-period gross write-offs (on a current

year-to-date basis for interim-period disclosures) by year of origination in their vintage disclosures.

The adoption of this guidance

is not expected to have a material impact on the Company’s Consolidated Financial Statements.

In September 2022, the FASB

issued ASU No.

2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50):

Debt Restructurings Disclosure of Supplier

Finance Program Obligations .

The guidance requires entities to disclose the key terms of supplier finance programs they use in connection

with the purchase of goods and services along with information about their obligations under these programs, including a rollforward of

those obligations.

The guidance is not applicable to the Company.

In December 2022, the FASB

issued ASU No.

2022-06, Reference Rate Reform (Topic 848):

Deferral of the Sunset Date of Topic 848.

2020-04, Reference

Rate Reform (Topic 848):

Facilitation of the Effects of Reference Rate Reform on Financial Reporting provided optional guidance

to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting.

effective upon issuance and generally could be applied through December 31, 2022.

Because the current relief in ASC 848, Reference

Rate Reform may not cover a period of time during which a significant number of modifications may take place, the amendments

2022-06 defer the sunset date from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted

to apply the relief in ASC 848.

The ASU is effective upon issuance.

The guidance is not applicable to the Company.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805):

Accounting for Contract Assets and Contract Liabilities

from Contracts with Customers , which requires an acquirer in a business combination to recognize and measure contract assets and

contract liabilities in accordance with Accounting Standards Codification Topic 606.

ASU 2021-08 is effective for fiscal years beginning

after December 15, 2022, and early adoption is permitted.

The assessment of the adoption of this ASU is in process and is not expected

to have a material impact on the Company’s Consolidated Financial statements.

Property and Equipment, net

and equipment, net, as of December 31, 2021 and 2020 are as follows:

Property and equipment, net, as of December 31, 2022 and 2021, respectively,

are as follows:

Office equipment and furniture

6 unchanged sentences

Property and equipment, net

Company recorded depreciation expense of $ 2,312,437 and $ 1,874,069 as of December 31, 2021 and 2020, respectively.

Acquisition of Businesses and Asset Acquisitions

Ambulance Acquisition

November 20, 2020, AF WI LNZ, LLC, a subsidiary of Ambulnz-FMC North America LLC (“FMC NA”), a subsidiary of Holdings, entered

into the Share Purchase Agreement (“Agreement”) with LJH Ambulance (“LJH”).

LJH was in the business of providing

medical transportation services.

The purchase price consisted of $ 465,000 cash consideration.

The Company also agreed to pay the Seller

50 % of all proceeds from accounts receivable that were outstanding as of the Agreement signing date that are actually received by the

Company after the Agreement closing date.

The Company also incurred $ 55,800 of transaction costs which were expensed as incurred, at

the time of the closing of the acquisition, and recorded in the general and administrative account on the consolidated statement of operations.

The LJH transaction closed on January 12, 2022 with the outstanding acquisition payable balance of $ 282,518 being paid off on March 4,

The Company recorded depreciation expenses of $ 4,114,346 and $ 2,312,437

as of December 31, 2022 and 2021, respectively.

The total disposal for the years ended December 31, 2022 and 2021 were

$ 50,353 and $ 0 , respectively.

Government Medical Services, LLC

6, 2022, Holdings, acquired 100 % of the outstanding shares of common stock of Government Medical Services, LLC (“GMS”), a

provider of medical services.

The aggregate purchase price consisted of $ 20,338,789 in cash consideration.

Holdings also agreed to pay

GMS an additional $ 3,000,000 upon GMS meeting certain performance conditions within a year of the Closing Date.

Acquisition costs are

included in general and administrative expenses and totaled $ 1,001,883 for the twelve months ended December 31, 2022.

Exceptional Medical Transportation, LLC

On July 13, 2022, the Company

acquired 100% of the outstanding shares of common stock of Exceptional Medical Transportation, LLC (“Exceptional”) in exchange

for $13,708,333 consisting of $7,708,333 in cash at closing and $6,000,000 payable over a 24 month period.

Holdings also agreed to pay

an estimated $1,080,000 Contingent consideration upon Exceptional meeting certain performance conditions in 2023.

Exceptional is in the

business of providing medical transportation services.

Acquisition costs are included in general and administrative expenses totaled $56,571

for the twelve months ended December 31, 2022.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

purchase price was allocated as follows:

Ryan Brothers Fort Atkinson, LLC

9, 2022, the Company acquired 100% of the outstanding shares of common stock of Ryan Brothers Fort Atkinson, LLC (“RB”) in

exchange for $11,422,252 consisting of $7,422,252 in cash at closing and $4,000,000 of estimated Contingent consideration to be paid out

over 24 months based on performance of certain obligations.

RB is in the business of providing medical transportation services.

costs are included in general and administrative expenses totaled $230,175 for the twelve months ended December 31, 2022.

Community Ambulance Services LTD

12, 2022, the Company acquired Community Ambulance Service Ltd (“CAS”), a company located in United Kingdom, in exchange for

approximately $ 5,541,269 in cash.

The net assets acquired through

the CAS acquisition was $ 7,134,881 mainly from the vehicles with high fair market value, which directly lead to a Gain on bargain purchase

of $ 1,593,612 .

CAS is engaged in providing emergency and non-emergency transport services, including high dependency,

urgent care, mental health and blue light transport services and diagnostics testing.

We believe this acquisition will allow us to increase

our presence in that market, while giving us improved access to municipal contracts.

Acquisition costs are included in general and administrative

expenses totaling $ 171,779 for the three and twelve months ended December 31, 2022, respectively.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Location Medical Services, LLC

9, 2022, Holdings through its indirect wholly owned subsidiary, Ambulnz U.K.

Ltd., closed acquiring 100 % of the outstanding shares of

common stock of Location Medical Services, LLC (“LMS”).

The aggregate purchase price consisted of $ 302,450 in cash consideration.

The Company also agreed to pay LMS an additional $ 11,279,201 deferred consideration and an estimated $ 2,475,540 Contingent consideration

upon LMS meeting certain performance conditions in 2023.

Acquisition costs are included in general and administrative expenses and totaled

$ 4,200 for the three and twelve months ended December 31, 2022, respectively.

The following table presents the assets acquired

and liabilities assumed at the date of the acquisitions:

Consideration:

Cash consideration

Contingent consideration – collection of accounts receivable

Deferred consideration

Amounts held under an escrow account

Contingent consideration

Total consideration

5 unchanged sentences

Total identifiable assets acquired

Notes payable

Accounts receivable collections payable

Accounts payable and accrued expenses

Accounts payable

Due to seller

Other current liabilities

Total liabilities assumed

Goodwill/(Gain on bargain purchase)

Total purchase price

UK Ltd Acquisition

August 19, 2021, the Company purchased the remaining 20% of Ambulnz UK Ltd’s outstanding B Ordinary shares.

As a result of

this transaction, DocGo Inc now owns 100% of Ambulnz UK Ltd.

Consideration for the transaction is £750,000 (USD $1,014,240 as of

December 31, 2021) of which £368,313 (USD $498,077 as of December 31, 2021) will be paid in restricted stock consisting of 50,192

Class A Common Shares of DocGo Inc at a fair market value per share of $10 and £381,687 (USD $516,160 as of December 31, 2021)

in cash, payable in 4 equal monthly installments of £96,920.30 (USD $129,040 as of December 31, 2021) plus interest at 6% per annum.

Cash payments are due September 30, 2021, October 31, 2021, November 30, 2021, and December 31, 2021.

stock will vest and transfer restrictions shall lapse according to the following schedule:

8,258 shares on February 1, 2022,

8387 shares on August 19, 2022, 8387 shares on February 1, 2023, 8387 shares on August 19, 2023, 8387 shares on February 1,

2024, and 8386 shares August 19, 2024.

Vesting is contingent upon the employment of the seller, vesting will cease upon resignation

by participant or if participant is terminated for cause.

As of December 31, 2021, all cash payments were made.

(Rainbow Ambulette) Acquisition

On March 23, 2018, Ambulnz NY 4, LLC (also known

as AZ Ambulette, LLC, a subsidiary of Holdings), entered into an Asset Purchase Agreement (“Agreement”) with Keshes Inc.

Rainbow Ambulette).

was in the business of providing ambulette services.

The total purchase price was $ 800,000 .

also agreed to assume the liabilities agreed on the contract.

On December 23, 2021, the Company amended and restated the Agreement dated

as of March 23, 2018 to purchase substantially all of the assets of Keshes Inc., and waived all conditions to close the Agreement.

transaction closed on December 23, 2021.

Proforma disclosures

The following

unaudited pro forma combined financial information for the fiscal years ended December 31, 2022 and 2021 gives effect to the acquisitions

disclosed above as if they had occurred on January 1, 2021.

The pro forma information is not necessarily indicative of the results of

operations that actually would have occurred under the ownership and management of the Company.

$ 523,948,302

$ 451,696,206

The unaudited pro forma

combined financial information presented above includes the accounting effects of the acquisitions, including, to the extent applicable,

amortization charges from acquired intangible assets;

depreciation of property, plant and equipment that have been revalued;

interest expense;

and the related tax effects.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Atlantic Care, LLC Acquisition (Joint Venture)

On December 2021, AF DE LNZ, LLC, a subsidiary

of Holdings, entered into an asset purchase agreement to acquire certain assets and assume certain liabilities of Mid Atlantic Care, LLC

(“Mid Atlantic”).

Mid Atlantic was in the business of providing medical transportation services for hospitals, nursing homes,

healthcare facilities and municipalities in the States of Delaware, New Jersey, Maryland and Pennsylvania.

The aggregate purchase price for Mid Atlantic

was $ 2,300,000 ;

$1,300,000 was paid in cash on the effective date, $600,000 will be paid in cash on the closing date, and $428,942 of

debt was assumed.

Additional consideration amounting to $1,000,000 will be paid at $500,000 each year on the first and second anniversary

date contingent on (i) the acquired operations meeting certain performance targets and (ii) the former shareholder’s continuing

employment with the Company.

purchase price was allocated as follows:

Consideration:

Cash consideration:

Paid at transaction date

Cash at closing

Liabilities assumed:

Lease liabilities

Line of credit

Total consideration

Recognized amounts of identifiable assets and liabilities assumed:

Total tangible assets acquired

Total assets acquired

of December 31, 2021 and 2020, the Company recorded $ 1,571,419 , and $ 1,125,522 , respectively, as due to seller in the consolidated balance

ABC Transaction and Held for Sale

During the year 2022, the Company started discussions

regarding the potential liquidation process of Health through an assignment for the benefit of creditors (“ABC”), with a targeting

timeline for the transaction to be fully closed in December 2022.

The conversation involved operations, human resources, external legal

counsel, and Amb, LLC (a California limited liability company, the “Assignee”).

It was the management’s intention and

decision that the ABC transaction will be commenced and completed by year end 2022.

Due to operational processes, the filing was extended

and finalized on February 3, 2023.

On February 3, 2023, Health commenced the ABC

pursuant to California law.

An ABC is a liquidation process governed by state law (California law in this instance) that is an alternative

to a bankruptcy case under federal law.

Prior to commencing the ABC, Health ceased business operations and all of its employees were terminated

and treated in accordance with California law.

In the ABC, all of Health’s assets were transferred to the Assignee who acts as a

fiduciary for creditors and in a capacity equivalent to that of a bankruptcy trustee.

The Assignee is responsible for liquidating the

Similar to a bankruptcy case, there is a claims process.

Creditors of Health will receive notice of the ABC and a proof of claim

form and are required to submit a proof of claim in order to participate in distribution of net liquidation proceeds by the Assignee.

As of December 31, 2022, Health met the criteria to be classified

as held for sale.

As the entity has met this criteria, the Company is required to record the respective assets and liabilities at the

lower of carrying value or fair value less any costs to sell, and present the related assets and liabilities as separate line items in

the Consolidated Balance Sheets.

The following table presents information related

to the major classes of assets and liabilities that were classified as held for sale in the Company’s Consolidated Balance Sheets

as of December 31, 2022:

December 31, 2022

Current assets:

Cash and cash equivalents

$ ( 190,312 )

Accounts receivable, net

( 1,219,927 )

Prepaid expenses and other current assets

Assets held for sale

Total current assets

Property and equipment, net

( 1,107,279 )

Intangibles, net

( 5,085,689 )

Operating lease right-of-use assets

Intercompany receivables

$ ( 2,921,958 )

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

$ ( 196,122 )

Accrued liabilities

( 4,250,603 )

Intercompany payables

Operating lease liability, current

Liabilities held for sale

Total current liabilities

Total liabilities

STOCKHOLDERS’ EQUITY:

Accumulated deficit

$ ( 38,525,805 )

$ ( 2,921,958 )

$ ( 41,447,763 )

Total stockholders’ equity attributable to DocGo Inc.

and Subsidiaries

( 38,525,805 )

( 2,921,958 )

( 41,447,763 )

Noncontrolling interests

Total stockholders’ equity

$ ( 38,525,805 )

$ ( 2,921,958 )

$ ( 41,447,763 )

Total liabilities and stockholders’ equity

$ ( 2,921,958 )

The Intercompany receivables and Intercompany payables are eliminated

in the Company’s Consolidated Balance Sheets.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Company recorded goodwill in connection with its acquisitions.

The changes in the carrying value of goodwill for the period ended December

31, 2021 are as noted in the tables below:

In connection with the ABC transaction, the Company

has evaluated its Goodwill balances as of December 31, 2022 and has determined that there is an impairment of Goodwill related to its

Health reporting unit.

The impairment is primarily due to the ABC filing.

As a result of this impairment, the Company has

recognized a non-cash charge of $ 2,921,958 in the year ended December 31, 2022 in the Consolidated Statements of Operations.

was recorded as part of Other Income in the Company’s Consolidated Statements of Operations and has no impact on its cash flow,

liquidity, or compliance with debt covenants.

Additionally, the Company recorded Goodwill in

connection with its acquisitions, the total Goodwill acquired in 2022 was $ 35,299,136 .

The Company also updated the carrying value of

the Goodwill in its Consolidated Balance Sheets to reflect the additional Goodwill and the impairment charge.

The carrying value of Goodwill

amounts $ 38,900,413 , the changes in the carrying value of Goodwill for the period ended December 31, 2022 are as noted in the tables below:

Carrying Value

Balance at December 31, 2019

Balance as of December 31, 2020

Goodwill acquired during the period

Balance at December 31, 2020

Balance as of December 31, 2021

Goodwill acquired during the period

Balance at December 31, 2021

Company recorded amortization expense of $ 1,845,193 and $ 1,451,214 as of December 31, 2021 and 2020, respectively.

Impairment during the year

( 2,921,958 )

Reassignment of Goodwill to Assets held for sale

( 2,163,731 )

Balance as of December 31, 2022

The Company recorded amortization expenses of

$ 3,214,814 and $ 1,845,193 as of December 31, 2022 and 2021, respectively.

December 31, 2022

Estimated Useful Life (Years)

Gross Carrying Amount

Accumulated Amortization

Net Carrying Amount

Computer software

2 unchanged sentences

( 6,378,911 )

Material contracts

Customer relationship

$ (7,211,617 )

December 31, 2021

Estimated Useful Life (Years)

Carrying Amount

Computer software

3 unchanged sentences

$ ( 4,053,793 )

amortization expense at December 31, 2021 for the next five years and in the aggregate are as follows:

Amortization Expense

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The estimated future amortization

expense of definite life intangible assets as of December 31, 2022 is as follows:

Amortization Expense

Accrued Liabilities

liabilities consisted of the following at the dates indicated:

Accrued liabilities consisted of the following at the dates indicated:

Accrued bonus

6 unchanged sentences

Accrued fuel and maintenance

Accrued workers compensation

Accrued workers compensation and insurance liabilities

Other current liabilities

3 unchanged sentences

Line of Credit

May 13, 2021, the Company entered into a revolving loan and security agreement with a bank (the “Lender”), with a maximum

revolving advance amount of $ 12,000,000 .

Each Revolving Advance shall bear interest at a per annum rate equal to the Wall Street Journal

Prime Rate ( 3.25 % at December 31, 2021), as the same may change from time to time, plus one percent (1.00%), but in no event less than

five percent ( 5.00 %) per annum, calculated on the basis of a 360-day year for the actual number of days elapsed (“Contract Rate”).

The revolving loan has a maturity date of May 12, 2022 (“Maturity Date”).

This loan is secured by all assets of entities

owned 100 % by DocGo Inc.

On November 8, 2021, the company paid off the outstanding balance of the line of credit.

This loan is subject to certain financial covenants such as a Fixed Charge Coverage Ratio and Debt to Effective Tangible Net Worth.

On December 17, 2021, Ambulnz-FMC North America,

LLC (“FMC NA”), entered into a revolving loan and bridge credit and security agreement with a subsidiary of one of its members

with a maximum revolving advance amount of $ 12,000,000 .

Each Revolving Advance shall bear interest at a per annum rate equal to the Wall

Street Journal Prime Rate ( 3.25 % at December 31, 2021), as the same may change from time to time, plus one percent (1.00%), but in no

event less than five percent (5.00%) per annum, calculated on the basis of a 360-day year for the actual number of days in the applicable

The agreement is subject to certain financial covenants such as an unused fee, whereas the Company shall pay to the subsidiary

of one of its members an unused fee in the amount of 0.5 % of the average daily amount by which the Revolving Commitment Amount ($ 12 million)

exceeds the principal balance of the aggregate outstanding advances.

All accrued and unpaid interest and unused fee shall be due and payable

on the first anniversary of the date of the agreement (“Revolving Credit Maturity Date”).

This loan is secured by all assets

of entities owned 100 % by DocGo Inc.

On December 17, 2021, Ambulnz-FMC North America, LLC (“FMC NA”),

entered into a revolving loan and bridge credit and security agreement with a subsidiary of one of its members with a maximum revolving

advance amount of $ 12,000,000 .

Each Revolving Advance shall bear interest at a per annum rate equal to the Wall Street Journal Prime Rate

(7.75% as of March 10, 2023), as the same may change from time to time, plus one percent (1.00%), but in no event less than five percent

(5.00%) per annum, calculated on the basis of a 360-day year for the actual number of days in the applicable period.

The agreement is

subject to certain financial covenants such as an unused fee, whereas the Company shall pay to the subsidiary of one of its members an

unused fee in the amount of 0.5 % of the average daily amount by which the Revolving Commitment Amount ($ 12,000,000 ) exceeds the principal

balance of the aggregate outstanding advances.

All accrued and unpaid interest and unused fee shall be due and payable on the first anniversary

of the date of the agreement (“Revolving Credit Maturity Date”).

This loan is secured by all assets of entities owned 100 %

by DocGo Inc.

As of December 31, 2021, the outstanding balance of the line of credit was zero.

On January 26, 2022,

the company drew $ 1,000,000 to fund operations and meet short-term obligations.

On January 26, 2022, the company drew $ 1,000,000

to fund operations and meet short-term obligations.

In December 2022, the Company did not renew the agreement, and repaid the outstanding

On November 1, 2022, the Company entered into

a revolving loan and security agreement with two banks, with one bank as the administrative agent (the “Lenders”), with a

maximum revolving advance amount of $ 90,000,000 .

The revolving facility includes the ability for the Company to request an increase to

the commitment by an additional up to $ 50,000,000 , though no Lender (nor the Lenders collectively) are obligated to increase their respective

Borrowings under the revolving facility bear interest at a per annum rate equal to, (i) at the Company’s option, the

(x) the base rate or (y) the adjusted term SOFR rate, plus (ii) the applicable margin.

The applicable margins are based on the Company’s

consolidated net leverage ratio, adjusted on a quarterly basis.

The Initial applicable margins are 1.25 % for an adjusted term SOFR loan

and 0.25 % for a base rate loan and will be updated based on the consolidated net leverage ratio reported in the compliance certificate.

The revolving facility matures on the five-year anniversary of the closing date, November 1, 2027.

The revolving facility is secured by

a first-priority lien on substantially all of the Company’s present and future personal assets and intangible assets.

The revolving

facility is subject to certain financial covenants such as a net leverage ratio and interest coverage ratio, as defined in the agreement.

The Company has not made any draws under the facility and there is no amount outstanding.

As of December 31, 2022, the outstanding balance

of the line of credit is $ 0 .

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Notes Payable

The Company has various loans with finance companies with monthly installments

aggregating $ 102,235 , inclusive of interest ranging from 2.5 % through 7.5 %.

The notes mature at various times through 2051 and are secured

by transportation equipment.

The Company has various loans with finance companies

with monthly installments aggregating $ 76,546 , inclusive of interest ranging from 2.5 % through 8 %.

The notes mature at various times through

2027 and are secured by transportation equipment.

The following table summarizes the Company’s notes payable:

Equipment and financing loans payable, between 2.5 % and 7.5 % interest and maturing between January 2022 and May 2051

Loan received pursuant to the Payroll Protection Program Term Note

Equipment and financing loans payable, between 2.5 % and 8 % interest and maturing between January 2022 and October 2027

Loan received pursuant to the PPP Term Note

Total notes payable

1 unchanged sentence

Total non-current portion of notes payable

expense was $ 61,324 and $ 15,848 for the periods ended December 31, 2021 and 2020, respectively.

Future minimum annual maturities of notes payable at December 31, 2021

Interest expenses were $ 117,664 and $ 61,324 for the periods ended December

31, 2022 and 2021, respectively.

Future minimum annual maturities of notes payable as of December 31,

2022 are as follows:

Notes Payable

Total maturities

Current portion of notes payable

Long-term portion of notes payable

Paycheck Protection Program Loan

On November 20, 2020, the Company entered into

a stock purchase agreement with LJH.

Under the agreement, the Company acquired 100 % of the outstanding shares of common stock Prior to

the acquisition, LJH received $ 142,667 from the Paycheck Protection Program (the “PPP Loan”), established pursuant to the

Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and administered by the U.S.

Small Business Administration

As part of the purchase agreement, the Company acquired the $ 142,667 PPP Loan and recorded the balance in notes payable.

The unsecured PPP Loan accrues interest on the outstanding principal at the rate of 1 % per annum, due on September 13, 2021.

was forgiven in August of 2021 and a gain from the forgiveness of this loan was recognized in Gain from PPP loan forgiveness.

Non-current portion of notes payable

Derivative Warrant Liabilities

The Company determined the fair value of its Public

Warrants, which are traded in active markets, using quoted market prices for identical instruments.

Accordingly, the Public Warrants are

classified as Level 1 financial instruments.

As of December 31, 2021, there are 3,833,305 Public Warrants outstanding at a fair value

of $ 8.1 million.

Because the transfer of Private Warrants to anyone outside of a small group of individuals constituting the sponsors

of DocGo would result in the Private Warrants having substantially the same terms as the Public Warrants, management determined that the

fair value of each Private Warrant is the same as that of a Public Warrant, with an insignificant adjustment for marketability restrictions.

Accordingly, the Private Warrants are classified as Level 1 financial instruments.

As of December 31, 2021, 2,533,333 Private Warrants

remained outstanding at a fair value of $ 5.4 million.

Due to fair value changes throughout the year ended December 31, 2021, we recorded

a gain on remeasurement of warrant liabilities of $ 5.2 million.

For the year ended December 31, 2021, the Company

determined the fair value of its Public Warrants, which were previously traded in active markets, using quoted market prices for identical

Accordingly, the Public Warrants were classified as Level 1 financial instruments.

As of December 31, 2021, there were 3,833,333

Public Warrants outstanding at a fair value of $ 8.1 million.

Because the transfer of Private Warrants to anyone outside of a small group

of individuals constituting the sponsors of DocGo would result in the Private Warrants having substantially the same terms as the Public

Warrants, management determined that the fair value of each Private Warrant was the same as that of a Public Warrant, with an insignificant

adjustment for marketability restrictions.

Accordingly, the Private Warrants were classified as Level 1 financial instruments.

As of December

31, 2021, 2,533,333 Private Warrants remained outstanding at a fair value of $ 5.4 million.

Due to fair value changes throughout the year

ended December 31, 2021, we recorded a gain on remeasurement of warrant liabilities of $ 5.2 million.

As of December 31, 2022, the Company

recorded a gain of approximately $ 1.1 million from the remeasurement of warrant liabilities.

The warrants are marked-to-market in

each reporting period, and this loss reflected the increase in DocGo’s stock price relative to the beginning of the period.

August 15, 2022, the Company announced the redemption of all of its outstanding warrants under the Warrant Agreement, dated as of

October 14, 2020, by and between Motion Acquisition Corp.

(“Motion”) and Continental Stock Transfer & Trust Company,

as warrant agent, as part of the units sold in Motion’s initial public offering, on the redemption date of September 16, 2022

(the “Redemption Date”).

Warrants surrendered for exercise on a cashless basis resulted in the issuance of 1,406,371

A total of 68,514 warrants were not surrendered on the Redemption Date and were redeemed for $ 0.10 per warrant.

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Business Segment Information

13 unchanged sentences

Transportation

Mobile Health

As of Year Ended December 31, 2021

$ 234,449,763

For the Year Ended December 31, 2022

$ 114,624,306

Income (loss) from operations

$ 325,891,440

$ 440,515,746

Income (loss) from operations

( 45,676,221 )

2 unchanged sentences

Long-lived assets

As of Year Ended December 31, 2020

Income (loss) from operations

For the Year Ended December 31, 2021

$ 234,449,763

$ 318,718,580

Income (loss) from operations

( 26,365,962 )

2 unchanged sentences

Long-lived assets

Long-lived assets include property, plant and

equipment, goodwill and intangible assets.

Long-lived assets include Property and equipment, Goodwill and Intangible

Geographic Information

1 unchanged sentence

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Preferred Stock

In November 2021, the Company’s Series A

prefeed stock was cancelled and converted into the right to receive a portion of merger consideration issuable as common stock of DocGo,

preferred stock was cancelled and converted into the right to receive a portion of merger consideration issuable as common stock of DocGo,

par value $ 0.0001 (“Common Stock”), pursuant to the terms and conditions set forth in the Merger Agreement.

8 unchanged sentences

The Series A preferred stockholders were entitled to a non-cumulative

dividend equal to 8 % of the original issue price as defined in the agreement when declared by the board of directors.

dividends equal to 8 % of the original issue price as defined in the agreement when declared by the board of directors.

The holders of the Series A preferred stock had

17 unchanged sentences

Dividends may be paid

to the common stockholders out of funds legally available, when declared by the board of directors.

Preacquisition Warrants

On February 15, 2018, the Ambulnz, Inc issued

a warrant to purchase 1,367 shares of Class B Common Stock at a purchase price of $ 0.01 per share to an investor in conjunction with a

capital investment.

The warrant has no expiration date.

The fair value on the date of issuance was $ 5,400 per share for a total fair value

of $ 7,381,800 .

On May 23, 2019, this warrant was exchanged for a warrant to purchase 2,461 shares of Series A Preferred Stock at a purchase

price of $ 0.01 per share.

The exchanged warrant has no expiration date, with a fair value on the date of issuance of $ 3,000 per share

for a total fair value of $ 7,383,000 .

These warrants were cashless exercised in November 2021 for 1,587,700 shares of common DocGo Inc.

On June 5, 2019, the Company issued a warrant

to purchase 667 shares of Series A Preferred Stock at a purchase price of $ 3,000 per share to an investor in conjunction with a capital

The warrant expires on June 6, 2029.

The fair value on the date of issuance was $ 2,078 per warrant for a total fair value

of $ 1,386,026 .

These warrants were cashless exercised in November 2021 for 229,807 shares of common DocGo Inc.

to the common stockholders out of funds legally available, when declared by the Board.

Share Repurchase Program

On May 24, 2022, the Company was authorized to

purchase up to $ 40 million of the Company’s common stock under a share repurchase program (the “Program”).

second and fourth quarter of 2022, the Company repurchased 536,839 shares of its common stock for $ 3,731,712 .

These shares were subsequently

There were no shares repurchased during the third quarter of 2022.

The Program does not oblige the Company to acquire any specific

number of shares and will expire on November 24, 2023.

Under the Program, shares may be repurchased using a variety of methods, including

privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act

of 1934, as amended (the “Exchange Act”), as part of accelerated share repurchases, block trades and other methods.

manner, price and amount of any common stock repurchases under the Program are determined by the Company in its discretion and depend

on a variety of factors, including legal requirements, price and economic and market conditions.

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Stock Based Compensation

5 unchanged sentences

The Company’s stock options generally vest on various terms based on

continuous services over periods ranging from three to five years.

The stock options are subject to time vesting requirements through

2031 and are nontransferable.

continuous services up to five years.

The stock options are subject to time vesting requirements through 2026 and are nontransferable.

Stock options granted have a maximum contractual term of 10 years.

On December 31, 2021, approximately 2.5

million employee options had vested.

On December 31, 2022, approximately 2.6 million employee options had

The fair value of each stock option grant is estimated

on the date of grant using the Black-Scholes option-pricing model.

The Company’s shares of stock are not publicly traded;

however, management

has taken the average of several publicly traded companies that are representative of the Company’s size and industry in order to estimate

its expected stock volatility.

Management took the company specific volatility and the average

of several publicly traded companies that were representative of the Company’s size and industry in order to estimate its expected

stock volatility.

The expected term of the options represents the period of time the instruments are expected to be outstanding.

The Company bases the risk-free interest rate on the rate payable on the U.S.

Treasury securities corresponding to the expected term of

the awards at the date of grant.

Expected dividend yield is zero based on the fact that the Company has not historically paid and does

not intend to pay a dividend in the foreseeable future.

The Company utilized contemporaneous valuations

in determining the fair value of its shares at the date of option grants.

Prior to the Merger, each valuation utilized both the discounted

cash flow and guideline public company methodologies to estimate the fair value of its shares on a non-controlling and marketable basis.

The December 31, 2020 valuations also included an approach that took into consideration a pending non-binding letter of intent from Motion

Acquisition Corp.

The March 11, 2021 valuation report relied solely on the fair value of the Company’s shares implied by the March

8, 2021 Merger Agreement with Motion Acquisition Corp.

A discount for lack of marketability was applied

to the non-controlling and marketable fair value estimates determined above.

The determination of an appropriate discount for lack of

marketability was based on a review of discounts on the sale of restricted shares of publicly traded companies and put-based quantitative

Factors that influenced the size of the discount for lack of marketability include (a) the estimated time it would take for a

Company stockholder to achieve marketability, and (b) the volatility of the Company’s business.

bases the risk-free interest rate on the rate payable on the U.S.

Treasury securities corresponding to the expected term of the awards

at the date of grant.

Expected dividend yield is zero based on the fact that the Company has not historically paid and does not intend

to pay a dividend in the foreseeable future.

Prior to the merger, the Company utilized contemporaneous

valuations in determining the fair value of its shares at the date of option grants.

Each valuation utilized both the discounted cash

flow and guideline public company methodologies to estimate the fair value of its shares on a non-controlling and marketable basis.

March 11, 2021 valuation report relied solely on the fair value of the Company’s shares implied by the March 8, 2021 Merger Agreement

with Motion Acquisition Corp.

For certain stock options issued prior to

the Merger, a discount for lack of marketability was applied to the non-controlling and marketable fair value estimates determined

The determination of an appropriate discount for lack of marketability was based on a review of discounts on the sale of

restricted shares of publicly traded companies and put-based quantitative methods.

Factors that influenced the size of the discount

for lack of marketability include (a) the estimated time it would take for a Company stockholder to achieve marketability, and (b)

the volatility of the Company’s business.

Subsequent to the Merger, the Company utilized

publicly available pricing.

The following assumptions were used to compute

the fair value of the sole stock option grant during the period ended December 31, 2022 and 2021:

Year Ended December 31,

Ended December 31

Risk-free interest rate

3 unchanged sentences

Dividend yield

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

The following table summarizes the Company’s stock option activity under the Plan for the period ended December 31, 2021:

Options Shares

Weighted Average Exercise Price

The following table summarizes the Company’s

stock option activity under the Plan for the period ended December 31, 2022:

Exercise Price

Life in Years

Intrinsic Value

Outstanding at January 1, 2019

Granted/ Vested during the year

Exercised during the year

Cancelled during the year

Balance, December 31, 2019

Balance as of December 31, 2020

Granted/ Vested during the year

Exercised during the year

( 1,235,130 )

Cancelled during the year

Balance, December 31, 2020

Balance as of December 31, 2021

Granted/ Vested during the year

2 unchanged sentences

Cancelled during the year

Balance, December 31, 2021

Options vested and exercisable at December 31, 2021

Balance as of December 31, 2022

Options vested and exercisable as of December 31, 2022

The aggregate intrinsic value in the above table

2 unchanged sentences

and $ 2.88 , respectively.

As of December 31, 2021 and 2020, the total unrecognized

compensation related to unvested stock option awards granted was $ 20,792,804 and $ 1,947,767 , respectively, which the Company expects to

recognize over a weighted-average period of approximately 3.7 and 2.4 years.

On December 31, 2022 and December 31, 2021, the total unrecognized compensation related to unvested stock option

awards granted was $ 41,666,564 and $ 20,792,804 , respectively, which the Company expects to recognize over a weighted-average period of

approximately 2.16 years.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Restricted Stock Units

The fair value of restricted stock units (“RSUs”)

is determined on the date of grant.

The Company records compensation expenses in the Consolidated Statements of Operations and Comprehensive

Income on a straight-line basis over the vesting period for RSUs.

The vesting period for employees and members of the Board of Directors

ranges from one to four years .

Activity under RSUs was as follows:

Balance as of December 31, 2021

Vested during the year

Balance as of December 31, 2022

Vested and unissued as of December 31, 2022

Non-vested as of December 31, 2022

The total grant-date fair value of RSUs granted

during the period ended December 31, 2022 was $ 2,547,498 .

In 2022, the company entered into agreements to

issue $ 535,000 in aggregate RSUs in 2023.

The number of shares to be issued in 2023 will be based on the stock prices at stated dates

in these agreements.

For the year ended December 31, 2022, the Company

recorded stock-based compensation expense related to RSUs of $ 870,579 .

As of December 31, 2022, the Company had $ 2,177,713

in unrecognized compensation cost related to non-vested RSUs, which is expected to be recognized over a weighted-average period of approximately 1.7 years.

Operating Leases

20 unchanged sentences

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

table below comprise lease expenses for the periods ended December 31, 2021 and 2020:

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The table below comprise lease expenses for the periods ended December

31, 2022 and 2021, respectively:

Components of total lease cost:

2 unchanged sentences

Total lease cost

Position as of December 31, 2021

lease assets and lease liabilities for the Company’s operating leases were recorded in the consolidated balance sheets as follows:

Lease Position as of December 31, 2022

Right-of-use lease assets and lease liabilities for the Company’s

operating leases were recorded in the Consolidated Balance Sheets as follows:

Lease right-of-use assets

5 unchanged sentences

Total lease liability

Terms and Discount Rate

Lease Terms and Discount Rate

Weighted average remaining lease term (in years) – operating leases

1 unchanged sentence

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Undiscounted Cash Flows

minimum lease payments under the operating leases at December 31, 2021 are as follows:

Future minimum lease payments under the operating leases as of December

31, 2022 are as follows:

Operating Leases

2 unchanged sentences

Less effects of discounting

$ ( 1,271,408 )

Present value of future minimum lease payments

Operating lease expense approximated $ 1,993,984 and $ 1,828,356 for

Operating lease expenses approximated $ 2,294,636 and $ 1,993,984 for

the years ended December 31, 2022 and 2021, respectively.

3 unchanged sentences

The Company leases vehicles under a non-cancelable

finance lease agreements with a liability of $ 10,139,410 and $ 7,373,664 for the periods ended December 31, 2021 and 2020, (accumulated

depreciation of $ 7,095,242 and $ 4,181,317 as of December 31, 2021 and 2020).

Depreciation expense for the vehicles under non-cancelable

finance lease agreements with a liability of $ 8,646,803 and $ 10,139,410 for the periods ended December 31, 2022 and 2021, respectively

(accumulated depreciation of $ 7,906,966 and $ 7,095,242 as of December 31, 2022 and 2021, respectively).

Depreciation expenses for the vehicles under non-cancelable

lease agreements amounted to $ 3,236,418 and $ 2,913,925 for the years ended December 31, 2022 and 2021, respectively.

Gain on Lease Remeasurement

In June 2022, the Company reassessed its finance

lease estimates relating to vehicle mileage and residual value.

As a result, the Company determined to purchase the vehicles at the end

of the leases which resulted in a gain of $ 1.4 million recorded as gains from lease accounting on the Consolidated Statements of Operations

and Comprehensive Income.

Lease Payments

table below comprise lease payments for the periods ended December 31, 2021 and 2020:

The table below comprise lease payments for the

periods ended December 31, 2022 and 2021, respectively:

Components of total lease payment:

3 unchanged sentences

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Lease Position as of December 31, 2022

Right-of-use lease assets and lease liabilities

for the Company’s finance leases were recorded in the consolidated balance sheet as follows:

for the Company’s finance leases were recorded in the Consolidated Balance Sheets as follows:

Lease right-of-use assets

6 unchanged sentences

Lease Terms and Discount Rate

The table below presents certain information related to the weighted average remaining lease term and the weighted average discount rate for the Company’s finance leases as of December 31, 2021:

The table below presents certain information related

to the weighted average remaining lease term and the weighted average discount rate for the Company’s finance leases as of December

Weighted average remaining lease term (in years) – finance leases

1 unchanged sentence

Undiscounted Cash Flows

minimum lease payments under the finance leases at December 31, 2021 are as follows:

Future minimum lease payments under the finance leases as of December

31, 2022 are as follows:

Finance Leases

4 unchanged sentences

Present value of future minimum lease payments

In 2021, the Company recognized other loss of

$ 40,086 , net of $ 45,826 from realized foreign exchange loss offset by rental income of $ 5,740 .

In 2020, the Company recognized other income

of $ 300,000 from a legal settlement in the Consolidated Statements of Operations and Comprehensive Loss for the year.

Other Income (Loss)

The Company recognized $ 950,264 and 4,437,887

of Other income for the years ended December 31, 2022 and December 31, 2021, respectively, as follows:

Years Ended December 31

Other income (expenses):

Interest income (expense), net

Gain on remeasurement of warrant liabilities

Gain (loss) on initial equity method investment

Gain on remeasurement of finance leases

Gain on bargain purchase

Gain from PPP loan forgiveness

Loss on disposal of fixed assets

Goodwill impairment

( 2,921,958 )

Other expenses

Total other income

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Related Party Transactions

1 unchanged sentence

transactions with various related parties.

The Company purchases medical supplies from Medline

Industries, Inc.

Medline Industries, Inc.

is an investor in the Company, and therefore a related party.

The Company made payments to Medline

Industries, Inc.

for medical supplies in the amount of $ 271,103 and $ 148,276 for the years ended December 31, 2021 and 2020 respectively.

PrideStaff provides subcontractor services for

The PrideStaff franchise is owned by an operations manager of the Company and his spouse, therefore, is a related party.

The Company made subcontractor payments to PrideStaff totaling $ 656,883 and $ 1,044,120 for the years ended December 31, 2021 and 2020

respectively.

provides commission services for

Harpua is owned by an operations manager of the Company, therefore is a related party.

The Company made commission payments

to Harpua totaling $ 155,092 and $ 84,852 for the years ended December 31, 2021 and 2020 respectively.

SM Hewlett, LLC provides commission services for

SM Hewlett is owned by an operations manager of the Company, therefore is a related party.

The Company made commission payments

to SM Hewlett totaling $ 132,414 for year ended December 31, 2021.On December 17, 2021, a subsidiary of the Company entered into a line

of credit with an entity that is a member of one of its joint ventures, which it may borrow up to $ 12 million.

(See note 8).

As of December

31, 2021 there was no outstanding balance on this line of credit.

Tendler Strategic & Legal Services PLLC (“EDTSLS”)

provides commission services for the Company.

Tendler Strategic & Legal Services PLLC is owned by General Counsel of the Company,

therefore is a related party.

The Company made commission payments to Ely D.

Tendler Strategic & Legal Services

PLLC provides legal services for the Company.

Tendler Strategic & Legal Services PLLC is owned by the General Counsel of the

Company, and therefore is a related party.

The Company made legal payments to Ely D.

Tendler Strategic & Legal Services PLLC totaling

$ 960,081 and $ 702,083 for the years ended December 31, 2022, and 2021, respectively.

PrideStaff provides subcontractor services for the Company.

is owned by the operations manager of the Company and his spouse, and therefore, a related party.

The Company made subcontractor payments

to PrideStaff totaling $ 547,500 and $ 656,883 for the years ended December 31, 2022, and 2021, respectively.

Included in Accounts payable were $ 86,555 and

$ 230,517 due to related parties as of December 31, 2022, and 2021, respectively.

reconciliation of the statutory U.S.

federal income tax rate to the Company’s effective tax rate consist of the following:

For the Years Ended December 31,

A reconciliation of the statutory U.S.

income tax rate to the Company’s effective tax rate consist of the following:

For the Years Ended

Statutory federal income tax benefit

3 unchanged sentences

Change in valuation allowance

Income tax provision/(benefit)

Income tax (benefit)/provision

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

components of income tax provision (benefit) are as follows:

For the Years Ended December

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The components of income tax provision (benefit) are as follows:

For the Years Ended

State and local

$ ( 7,683,475 )

State and local

Total income tax expense (benefit)

income taxes reflect the net tax effects of temporary differences between the carrying value of assets and liabilities for financial

reporting purposes and amounts used for income tax purposes.

The temporary differences that give rise to deferred tax assets and liabilities

are as follows:

For the Years Ended December 31,

( 2,649,791 )

( 9,957,965 )

Total income tax (benefit) expense

$ ( 7,961,321 )

Deferred income taxes reflect the net tax effects

of temporary differences between the carrying value of assets and liabilities for financial reporting purposes and amounts used for income

tax purposes.

The temporary differences that give rise to deferred tax assets and liabilities are as follows:

For the Years Ended

Deferred tax assets (liabilities):

13 unchanged sentences

Deferred tax assets, net of allowance

The Company has determined, based upon available

evidence, that it is more likely than not that all of the net deferred tax asset will not be realized and, accordingly, has provided a

full valuation allowance against its net deferred tax asset.

Management considers the scheduled reversal of deferred tax liabilities,

projected future taxable income, net operating loss carryback potential, and tax planning strategies in making these assessments.

The Company has determined, based upon available evidence, that it

is more likely than not that all of the net deferred tax asset will not be realized and, accordingly, has provided a partial and a full

valuation allowance against its net deferred tax asset as of December 31, 2022 and 2021, respectively.

Management considers the scheduled

reversal of deferred tax liabilities, projected future taxable income, net operating loss carryback potential, and tax planning strategies

in making these assessments.

As of December 31, 2022 and 2021, the Company

4 unchanged sentences

and 2021, the Company had state net operating loss carryforward of approximately $ 2,592,560 and $ 67,229,895 , respectively.

net operating loss carryforwards generated after December 31, 2017 of $ 62,242,177 carry forward infinitely, while the remaining federal

net operating loss carryforwards of $ 11,656,596 began to expire in 2037.

State and foreign net operating loss carryforwards generated

in the tax years from 2017 to 2020 will begin to expire, if not utilized, by 2039.

Utilization of the net operating loss carryforwards

may be subject to an annual limitation according to Section 382 of the Internal Revenue Code of 1986 as amended, and similar provisions.

net operating loss carryforwards generated after December 31, 2017 of $ 35,289,184 carry forward infinitely.

State and foreign net operating

loss carryforwards generated in the tax years from 2017 to 2020 will begin to expire, if not utilized, by 2039.

Utilization of the net

operating loss carryforwards may be subject to an annual limitation according to Section 382 of the Internal Revenue Code of 1986 as amended,

and similar provisions.

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The difference between the statutory income taxes

4 unchanged sentences

The net change in the total valuation allowance for the years ended December 31, 2022, and 2021

2020 was a decrease of $ 5,328,621 and an increase $ 4,010,707 , respectively.

was a decrease of $15,182,335 and $5,328,621, respectively.

In assessing the realizability of the deferred

7 unchanged sentences

The Company accrued total penalties and interest of $0 during the years ended December

31, 2021 and 2020 and in total, as of December 31, 2021 and 2020 has recognized penalties and interest of $0.

The Company files tax returns as prescribed

by the tax laws of the jurisdictions in which they operate.

In the normal course of business, the Company is subject to examination

by federal and foreign jurisdictions where applicable based on the statute of limitations that apply in each jurisdiction.

December 31, 2021, open years related to all jurisdictions are 2020, 2019, 2018, 2017, and 2016.

The Company has no open tax audits

with any taxing authority as of December 31, 2021.

31, 2022 and 2021 and in total, as of both December 31, 2022 and 2021 has recognized penalties and interest of $0.

The Company files tax returns as prescribed by

the tax laws of the jurisdictions in which they operate.

In the normal course of business, the Company is subject to examination by federal

and foreign jurisdictions where applicable based on the statute of limitations that apply in each jurisdiction.

As of December 31, 2022,

open years related to all jurisdictions are 2021, 2020, and 2019.

The Company has no open tax audits with any taxing authority as of December

The Company has established a 401(k) plan in January

2022 that qualifies as a deferred compensation arrangement under Section 401 of the Internal Revenue Code.

employees that complete

two months of service with the Company are eligible to participate in the plan.

The Company did not make any employer contributions to

this plan as of December 31, 2022 except for one subsidiary.

Exceptional matched the 401K plan contributions amounting to $ 226,260 for

the year ended December 31, 2022.

Legal Proceedings

From time to time, the Company may be involved

as a defendant in legal actions that arise in the normal course of business.

In the opinion of management, the Company has adequate legal

defense on all legal actions, and the results of any such proceedings would not materially impact the Consolidated Financial statements

as a defendant in legal actions that arise in the normal course of its business.

In the opinion of management, the Company has adequate

legal defense on all legal actions, and the results of any such proceedings would not materially impact the Consolidated Financial Statements

of the Company.

The Company provides disclosure and records loss contingencies in accordance with the loss contingencies accounting guidance.

In accordance with such guidance, the Company establishes accruals for such matters when potential losses become probable and can be reasonably

The Company discloses and records loss contingencies in accordance with the loss contingencies accounting guidance.

accordance with such guidance, the Company establishes accruals for such matters when potential losses become probable and can be reasonably

If the Company determines that a loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses

the possible loss in the Consolidated Financial statements.

As of December 31, 2021 and 2020, the Company

recorded a liability of $ 1,000,000 , which represents an amount for an agreed settlement, under the terms of a memorandum of understanding,

of various class-based claims, both actual and potential, under Federal and California State law over an historical period.

The settlement

is subject to court approval.

the possible loss in its Consolidated Financial Statements.

As of December 31, 2022 and December 31, 2021,

the Company recorded a liability of $ 1,000,000 , which represented an agreed-upon settlement of various class-based claims, both actual

and potential, under California state law, as described in detail below.

Stephanie Zamora, Jascha Dlugatch, et al.

Health, LLC, et al.

was filed in the Los Angeles Superior Court on October 11, 2018, and the complaint alleged wage and hour violations

pursuant to California’s Private Attorneys’ General Act of 2004 (“PAGA”).

On February 24, 2020, this case was

consolidated with Jascha Dlugatch, et.

Ambulnz Health, LLC (the “Consolidated Compliant”), another lawsuit filed in

the Los Angeles Superior Court.

On May 6, 2021, the parties attended mediation and settled the claims pled in the Consolidated Complaint

on a class-wide and PAGA basis in exchange for a proposed $ 1,000,000 payment by the defendant parties, inclusive of administrative costs

On September 9, 2022, the Court preliminarily approved the proposed settlement.

A final approval hearing is currently scheduled

for April 28, 2023.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Risk and Uncertainties

COVID-19 Risks, Impacts and Uncertainties

On January 30, 2020, the World Health Organization

(“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 Outbreak”) and

the risks to the international community as the virus spreads globally.

In March 2020, the WHO classified the COVID-19 Outbreak as a pandemic,

based on the rapid increase in exposure globally.

The spread of COVID-19 and the related country-wide

shutdowns and restrictions have had a mixed impact on the Company’s business.

shutdowns and restrictions had a mixed impact on the Company’s business.

In the ambulance transportation business, which predominantly

comprises non-emergency medical transportation, the Company has seen a decline in volumes from historical and expected levels, as elective

surgeries and other procedures have been postponed.

In some of the Company’s larger markets, such as New York and California, there have

been declines in trip volume.

In addition, the Company experienced lost revenues associated with sporting, concerts, and other events,

as those events have been cancelled or have a significantly restricted (or entirely eliminated) the number of permitted attendees.

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

There are two areas where the Company has experienced

positive business impacts from COVID-19.

In April and May 2020, the Company participated in an emergency project with Federal Emergency

Management Agency (“FEMA”) in the New York City area.

comprises of non-emergency medical transportation, the Company saw a decline in volumes from historical and expected levels, as elective

surgeries and other procedures were postponed.

In some of the Company’s larger markets, such as New York and California, there were

declines in trip volume.

In addition, the Company experienced lost revenues associated with sporting, concerts and other events, as those

events were cancelled or had a significantly restricted (or entirely eliminated) the number of permitted attendees.

Ambulance transports

and event-related revenues have both since recovered to pre-COVID levels or higher.

There are two areas where the Company has experienced positive business

impacts from COVID-19.

In April and May 2020, the Company participated in an emergency project with Federal Emergency Management Agency

(“FEMA”) in the New York City area.

This engagement resulted in incremental transportation revenue.

in response to the need for widespread COVID-19 testing and available Emergency Medical Technicians (“EMT”) and Paramedics,

the Company formed a new subsidiary, Rapid Reliable Testing, LLC (“RRT”), with the goal to perform COVID-19 tests at nursing

homes, municipal sites, businesses, schools and other venues.

In addition, in response

to the need for widespread COVID-19 testing and available EMT and Paramedics, the Company formed a new subsidiary, Rapid Reliable Testing,

LLC (“RRT”), with the goal to perform COVID-19 tests at nursing homes, municipal sites, businesses, schools and other venues.

RRT is part of the Mobile Health segment.

The Company has continued to operate with several

back-office employees working remotely.

To date, the Company has not witnessed any degradation in productivity from these employees, and

the Company’s operations have proceeded without major interruption.

The measures to contain the spread of COVID-19

in the Company and other developments related to COVID-19 have materially affected the Company’s results of operations during 2020.

Where applicable, the impact resulting from the COVID-19 pandemic during the year ended December 31, 2020, has been considered, including

updated assessments of the recoverability of assets and evaluation of potential credit losses.

Sources of relief available to the Company included

the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), which was enacted on March 27, 2020, the Paycheck

Protection Program and Health Care Enhancement Act (the “PPPHCE Act”), which was enacted on April 24, 2020, and the Consolidated

Appropriations Act, 2021 (the “CAA”), which was enacted on December 27, 2020.

The CARES Act, PPPHCE Act and the CAA authorized

funding to be distributed to hospitals and other healthcare providers through the Public Health and Social Services Emergency Fund (the

In addition, the CARES Act provide for an expansion of the Medicare Accelerated and Advance Payment Program whereby

inpatient acute care hospitals and other eligible providers were able to request accelerated payment of up to 100 % of their Medicare payment

amount for a six-month period to be repaid through withholding of future Medicare fee-for-service payments.

During the year ended December

31, 2020, the Company was a beneficiary of these stimulus measures, including the Medicare Accelerated and Advance Payment Program.

Company’s accounting policies for the recognition of these stimulus monies are as follows:

Pandemic Relief Funds

During the year ended December 31, 2020, the Company

received $ 1,046,955 in payments through the PHSSEF and various state and local programs, net of amounts that will be repaid to HHS.

PHSSEF payments received were recognized as a reduction in cost of revenues on the income statement during the year ended December 31,

The recognition of amounts received is conditioned upon the provision of care for individuals with possible or actual cases of COVID-19

after January 31, 2020.

Certification that payment will be used to offset costs to prevent, prepare for and respond to coronavirus will

Amounts are recognized as a reduction to operating costs and expenses only to the extent the Company is reasonably assured

that underlying conditions have been met.

The Company’s assessment of whether the

terms and conditions for amounts received are reasonably assured of having been met considers, among other things, the CARES Act, the

CAA and all frequently asked questions and other interpretive guidance issued by HHS, including the Post-Payment Notice of Reporting Requirements

issued on January 15, 2021 (the “January 15, 2021 Notice”) and frequently asked questions issued by HHS on January 28, 2021

which clarified previously issued guidance, as well as expenses incurred attributable to the coronavirus and the Company’s results

of operations during such period as compared to the Company’s budget.

Such guidance, specifically the various Post-Payment Notice

of Reporting Requirements and frequently asked questions issued by HHS, set forth the allowable methods for quantifying eligible healthcare

related expenses and lost revenues.

Only healthcare related expenses attributable to coronavirus that another source has not reimbursed

and is not obligated to reimburse are eligible to be claimed.

The use of funds calculation as of December 31, 2020, takes into account

expenses attributable to each respective entity, which primarily relate to incremental labor and supply costs, as well as lost revenue

opportunity cost.

and Subsidiaries

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS (CONTINUED)

Amounts received through the PHSSEF or state and

local programs that have not yet been recognized as a reduction to operating costs and expenses or otherwise have not been refunded to

HHS or the various state and local agencies as of December 31, 2020, are reflected within accounts payable and accrued expenses in the

consolidated balance sheet, and such unrecognized amounts may be recognized as a reduction in operating costs and expenses in future periods

if the underlying conditions for recognition are met.

HHS’ interpretation of the underlying terms and conditions of such PHSSEF

payments, including auditing and reporting requirements, continues to evolve.

Additional guidance or new and amended interpretations of

existing guidance on the terms and conditions of such PHSSEF payments may result in changes in the Company’s estimate of amounts

for which the terms and conditions are reasonably assured of being met, and any such changes may be material.

Additionally, any such changes

may result in the Company’s inability to recognize additional PHSSEF payments or may result in the derecognition of amounts previously

recognized, which (in any such case) may be material.

Since early 2020, RRT has grown significantly, and its services have expanded beyond COVID-19

testing to a wide variety of tests, vaccinations and other procedures.

While COVID-19 testing activity continued to grow throughout 2021

and into early 2022, such activity has slowed considerably over the past several months, as the pandemic has waned, and COVID-19 testing

accounted for a relatively small proportion of the Company’s overall revenues during the third and fourth quarters of 2022.

anticipates that COVID-19 will continue to account for a shrinking proportion of the Company’s revenues in 2023 and beyond.

The Company’s current

business plan assumes continued recovery of industry-wide transportation volumes to historical levels and beyond, plus an increased demand

for mobile health services, a demand that was accelerated by the pandemic, but which is also being driven by longer-term secular

factors, such as the increasing desire on the part of patients to receive treatments outside of traditional settings, such as doctor’s

offices and hospitals.

However, given the unpredictable, unprecedented, and fluid nature of the pandemic and its economic consequences,

we are unable to predict the duration and extent to which the pandemic and its related positive and negative impacts will affect our business,

financial condition, and results of operations in future periods.

Likewise, we are unable to predict the emergence of future, unrelated

pandemics, which would have some of the same impacts as those experienced with COVID-19.

Medicare Accelerated Payments

2 unchanged sentences

Effective October 8, 2020, CMS is no longer accepting new applications for accelerated

Accordingly, the Company does not expect to receive additional Medicare accelerated payments.

Payments under the Medicare Accelerated

and Advance Payment program are advances that must be repaid.

Effective October 1, 2020, the program was amended such that providers are

required to repay accelerated payments beginning one year after the payment was issued.

After such one-year period, Medicare payments

owed to providers will be recouped according to the repayment terms.

The repayment terms specify that for the first 11 months after repayment

begins, repayment will occur through an automatic recoupment of 25 % of Medicare payments otherwise owed to the provider.

At the end of

the eleven-month period, recoupment will increase to 50% for six months.

At the end of the six months (or 29 months from the receipt of

the initial accelerated payment), Medicare will issue a letter for full repayment of any remaining balance, as applicable.

In such event,

if payment is not received within 30 days, interest will accrue at the annual percentage rate of four percent (4%) from the date the letter

was issued and will be assessed for each full 30-day period that the balance remains unpaid.

As of December 31, 2021, the entire balance

of $ 975,415 of Medicare accelerated payments are reflected within accrued liabilities in the consolidated balance sheet.

The Company’s

estimate of the current liability is a function of historical cash receipts from Medicare and the repayment terms set forth above.

There were no Medicare accelerated payments reflected within accrued liabilities in the Consolidated Balance Sheets as of December

31, 2022, compared to $ 975,415 as of December 31, 2021.

and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Subsequent Events

Pursuant to the Mid Atlantic asset purchase agreement

forementioned in Note 4, Acquisition of Businesses and Asset Acquisitions, a capital call notice was delivered to the members of FMC NA

A contribution of $ 2.06 million by the non-controlling member was received on January 27, 2022.

On March 7, 2022, the Company signed an agreement to fund its

captive insurance company’s self-depleting trust account with $ 6.8 million, which will be utilized for future insurance

The $ 6.8 million funded is restricted to be used for monthly expenses related to the Company’s self- insurance

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

November 10, 2021, the members of the audit committee of the Board unanimously approved a resolution appointing Urish Popeck & Co.

LLC (“Urish”) as DocGo’s independent registered public accounting firm to audit DocGo’s consolidated financial

statements for the fiscal year ending December 31, 2021.

Urish served as the independent registered public accounting firm of Ambulnz

prior to the Business Combination.

Accordingly, WithumSmith+Brown, PC (“Withum”), Motion’s independent registered public

accounting firm prior to the Business Combination, was informed on November 10, 2021 that it was dismissed as DocGo’s independent

registered public accounting firm.

audit report of Withum on Motion’s financial statements for the fiscal year ending December 31, 2020, its year of formation and

sole reporting fiscal year, did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainties,

audit scope or accounting principles, except that such audit report emphasized the restatement of Motion’s financial statements

due to its change in accounting for warrants.

the period from August 11, 2020 (inception) through December 31, 2020 and the subsequent interim period through November 5, 2021, there

were no disagreements between Motion and Withum on any matter of accounting principles or practices, financial disclosure or auditing

scope or procedure, which disagreements, if not resolved to the satisfaction of Withum, would have caused it to make reference to the

subject matter of the disagreements in its reports on Motion’s financial statements for such year.

the period from August 21, 2020 (inception) through December 31, 2020 and the subsequent interim period through November 5, 2021, there

were no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K under the Exchange

Act), except for a material weakness in Motion’s pre-Business Combination internal control over financial reporting related to

the accounting for warrants issued by Motion.

the fiscal year ending December 31, 2020 and the subsequent interim period through November 10, 2021, neither DocGo, nor any party on

behalf of DocGo, consulted with Urish with respect to either (i) the application of accounting principles to a specified transaction,

either completed or proposed, or the type of the audit opinion that might be rendered with respect to DocGo’s consolidated financial

statements, and no written report or oral advice was provided to DocGo by Urish that was an important factor considered by Urish in reaching

a decision as to any accounting, auditing or financial reporting issue, or (ii) any matter that was subject to any disagreement (as that

term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as that

term is defined in Item 304(a)(1)(v) of Regulation S-K).

On February 3, 2023, Health commenced the ABC

pursuant to California law.

An ABC is a liquidation process governed by state law (California law in this instance) that is an alternative

to a bankruptcy case under federal law.

Prior to commencing the ABC, Health ceased business operations and all of its employees were terminated

and treated in accordance with California law.

In the ABC, all of Health’s assets were transferred to the Assignee who acts as a

fiduciary for creditors and in a capacity equivalent to that of a bankruptcy trustee.

The Assignee is responsible for liquidating the

Similar to a bankruptcy case, there is a claims process.

Creditors of Health will receive notice of the ABC and a proof of claim

form and are required to submit a proof of claim in order to participate in distribution of net liquidation proceeds by the Assignee.

Changes in and Disagreements with Accountants

on Accounting and Financial Disclosure.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data