EXECUTION VERSION
THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE. NEITHER THIS PROMISSORY NOTE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, SUCH REGISTRATION.
MSP RECOVERY, INC.
Amended and Restated Promissory Note
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Issuance Date: November 13, 2023 | Principal Amount: $28,891,933.41 |
WHEREAS, MSP Recovery, Inc. d/b/a LifeWallet, a Delaware corporation (formerly known as Lionheart Acquisition Holdings II, the “Company”) and Nomura Securities International, Inc. (together with its permitted successors and assigns, “Holder”) are the issuer and holder respectively of that certain amended and restated promissory note, issued by the Company in an original principal amount of $26,346,712.46 on April 12, 2023, with a maturity date of September 30, 2024 (the “Existing Promissory Note”); and
WHEREAS, the Company has requested to extend the maturity date of the Existing Promissory Note and Lender has agreed to do so on the terms set forth in this amended and restated promissory note (the “Promissory Note”).
FOR VALUE RECEIVED, the Company hereby promises to pay to the Holder the principal amount of $28,891,933.41 (representing the original principal, capitalized interest and accrued and unpaid interest on the Existing Promissory Note, and as may be reduced pursuant to Section 1(b), Section 4(d) or increased pursuant to Section 2, the “Principal Amount”) when due (whether on the Maturity Date, pursuant to acceleration or otherwise) and to pay interest at the rates and times as set forth in this Promissory Note. The Company acknowledges that such amounts shall be due and payable on December 31, 2024 (the “Maturity Date”).
4892-1949-5052 v.15
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Miguel Espinosa
Head of Americas Investment Banking
Facsimile: (646) 587-9706
Email: Miguel.Espinosa@nomura.com
Karthik Venkatesh
COO, Americas Investment Banking
Facsimile: (646) 587-9511
Email: Karthik.Venkatesh1@nomura.com
James Chenard
Head of Americas Equity Capital Markets and Solutions
Facsimile: (646) 587-8740
Email: James.Chenard@nomura.com
Meir Lewis
Head of Americas Financial Institutions
Email: meir.lewis@nomura.com
Oliver Trumbo
Head of IBD Legal – Americas
Facsimile: (646) 587-9548
Email: Oliver.Trumbo@nomura.com
And to the Company at:
MSP Recovery, Inc.
Attn: Alexandra Plasencia
2701 S. Le Jeune Rd, Floor 10
Coral Gables, Florida 33146
aplasencia@msprecovery.com
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[signature page follows]
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IN WITNESS WHEREOF, the Company has caused this Promissory Note to be duly executed as of the Issuance Date set out above, intending to create an instrument executed under seal.
MSP Recovery, Inc.
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By: /s/ John H. Ruiz |
Name: John H. Ruiz |
Title: CEO |
Signature Page to MSP A&R Promissory Note
ACKNOWLEDGED AND AGREED TO BY:
NOMURA SECURITIES INTERNATIONAL, INC.
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By: /s/ James Chenard |
Name: James Chenard |
Title: Authorized Representative |
Signature Page to MSP A&R Promissory Note
Schedule 1
Disqualified Persons
1. Cotiviti, Inc.
2. Discovery Health Partners, LLC
3. HMS Holdings Corp.
4. Xerox Holdings Corporation
5. Latitude Subrogation Services, LLC
5. The Rawlings Company LLC
7. Equian, LLC
8. Connoly, Inc.
9. Optum, Inc.
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