SEC Form SC 13G filed by Lionheart Acquisition Corp. II

CUSIP No.

553745100

1	NAMES OF REPORTING PERSONS
	Nomura Securities International, Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			16,803,030 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			16,803,030 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	16,803,030 (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	20.0% (2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	N/A

(1)

Consists of (i) 138,870 shares of Class A Common Stock, (ii) 277,500 shares of Class A Common Stock the Reporting Person has the right to acquire upon the exercise of warrants with an exercise price of $0.0001 per share and exercisable within 30 days after May 27, 2022 (“Old Warrants”), and (iii) 16,386,660 shares of Class A Common Stock the Reporting Person has the right to acquire upon the exercise of warrants with an exercise price of $11.50 per share and exercisable within 30 days after May 27, 2022 (“New Warrants”) beneficially owned as of May 31, 2022.

(2)

Based on 67,173,336 shares of Class A Common Stock outstanding as of June 30, 2022, plus (i) 277,500 Class A Common Stock issuable upon the exercise of the Old Warrants and (ii) 16,386,660 Class A Common Stock issuable upon the exercise of the New Warrants, each of (i) and (ii) which have been added to the total Class A Common Stock outstanding in accordance with Rule 13d-3(d)(1)(i) under the Act.

CUSIP No.

553745100

1	NAMES OF REPORTING PERSONS
	Nomura Holdings Inc. (1)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Japan
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			16,803,030 (2)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			16,803,030 (2)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	16,803,030 (2)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	20.0% (3)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	N/A

(1)	Nomura Securities International, Inc. (“NSI”) is a wholly owned subsidiary of Nomura Holdings Inc (“NHI”) and accordingly NHI may be deemed to beneficially own the shares of Class A Common Stock held by NSI.

(2)

Consists of (i) 138,870 shares of Class A Common Stock held directly by NSI, (ii) 277,500 shares of Class A Common Stock NSI has the right to acquire upon the exercise of Old Warrants held directly by NSI, and (iii) 16,386,660 shares of Class A Common Stock NSI has the right to acquire upon the exercise of New Warrants held directly by NSI.

(3)

Based on 67,173,336 shares of Class A Common Stock outstanding as of June 30, 2022, plus (i) 277,500 Class A Common Stock issuable upon the exercise of the Old Warrants and (ii) 16,386,660 Class A Common Stock issuable upon the exercise of the New Warrants, each of (i) and (ii) which have been added to the total Class A Common Stock outstanding in accordance with Rule 13d-3(d)(1)(i) under the Act.

	(a)	Name of Issuer
		MSP Recovery, Inc.

	(b)	Address of Issuer’s Principal Executive Offices
		2701 Le Jeune Road, Floor 10, Coral Gables, Florida 33134

	(a)	Name of Person Filing
		Nomura Holdings Inc. (NHI) Nomura Securities International, Inc. (NSI)

	(b)	Address of Principal Business Office or, if none, Residence
		NHI: 13-1, Nihonbashi 1-chome, Chuo-ku, Tokyo 103-8645, Japan NSI: Worldwide Plaza, 309 West 49th Street, New York, NY 10019

	(c)	Citizenship
		NHI: Japan NSI: New York

	(d)	Title of Class of Securities
		Class A Common Stock, $0.0001 par value

	(e)	CUSIP Number
		553745100

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

	(a)	☒	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	☐	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	☐	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	☐	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
	(e)	☐	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	☐	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	☒	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	☐	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	☐	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	☐	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).
	(k)	☐	A group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:

Item 4.

Ownership.

Item 5.

Ownership of Five Percent or Less of a Class

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Item 8.

Identification and Classification of Members of the Group

Item 9.

Notice of Dissolution of Group

Item 10.

Certification

	Nomura Securities International, Inc.
Date: July 14, 2022	By:	/s/ Fernando Del Puerto
		Name: Fernando Del Puerto
		Title: Managing Director
	Nomura Holdings Inc
Date: July 14, 2022	By:	/s/ Samir Patel
		Name: Samir Patel
		Title: Managing Director

Attention:

Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

	Nomura Securities International, Inc.
	By:	/s/ Fernando Del Puerto
		Name: Fernando Del Puerto
		Title: Managing Director
	Nomura Holdings Inc
	By:	/s/ Samir Patel
		Name: Samir Patel
		Title: Managing Director