| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | LIFW | LLC Units | May 23, 2022 | Class A Common Stock | 777M | See notes | F1, F2, F3, F4, F6 | |||||||
| holding | LIFW | LLC Units | May 23, 2022 | Class A Common Stock | 413M | Direct | F1, F2, F3, F4, F5, F6 |
| Id | Content |
|---|---|
| F1 | This form is being filed by the following reporting persons: Frank C. Quesada, Quesada Group Holdings, LLC ("Quesada Group"), and Series MRCS, a series of MDA Series, LLC, ("Series MRCS", and collectively, the "Reporting Persons"). Mr. Quesada is the manager of Series MRCS and Quesada Group. Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. |
| F2 | Represents LLC units ("LLC Units") of Lionheart II Holdings, LLC ("Opco"), which are each paired with one share of Class V Common Stock, par value $0.0001 per share, of the Issuer ("Class V Common Stock"). Each share of Class V Common Stock has the same voting rights as a share of Class A common stock, par value $0.0001 per share, of the Issuer ("Class A Common Stock"), but no economic rights. Pursuant to the first amended and restated limited liability company agreement of Opco, dated as of May 23, 2022 (the "LLC Agreement"), the LLC Units have no expiration date and each LLC Unit, together with a share of Class V Common Stock, is exchangeable for one share of Class A Common Stock. |
| F3 | Pursuant to the LLC Agreement, the Reporting Persons, are also obligated to sell LLC Units to the Issuer upon the delivery of a notice by the Issuer in connection with the exercise of certain warrants, as disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2022 (the "New Warrant Repurchase"). |
| F4 | Represents LLC Units directly owned as follows: 586,902,145 by Mr. Quesada; 190,444,785 by Quesada Group Holdings LLC; and 124,043,400 by Series MRCS on behalf of Mr. Quesada, including (i) 1,800,000 LLC Units being held in escrow to cover potential indemnification obligations under the MIPA, (ii) 19,499,999 LLC Units being held in escrow to ensure that Virage Recovery Master LP ("VRM") receives full payment pursuant to the terms of the Master Transaction Agreement, dated as of March 9, 2022, by and among VRM, Series MRCS, a series of MDA, Series LLC, the Reporting Person, John H. Ruiz, Virage Capital Management LP, MSP Recovery, LLC, La Ley con John H. Ruiz, d/b/a MSP Recovery Law Firm, MSP Law Firm, the Issuer and Opco, and (iii) 308,699,984 LLC Units being held in escrow to satisfy the sales to the Issuer in the New Warrant Repurchase. |
| F5 | Represents LLC Units directly owned by Series MRCS. |
| F6 | Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. |
This amendment is being filed to include the SEC filing code for Series MRCS, a series of MDA Series, LLC, the reporting person, which was not available at the time of the original filing. Exhibit 24 Power of Attorney, incorporated herein by reference Exhibit 99.1 Joint Filer Information, incorporated herein by reference