Filing Details

Insu Acquisition Corp. II (“Issuer”)

2929 Arch Street, Suite 1703

Philadelphia, PA 19104

The names of the persons filing this statement on Schedule 13G are (collectively, the “Reporting Persons”):

•	Luxor Capital Partners, LP, a Delaware limited partnership (the “Onshore Fund”);

•	Luxor Capital Partners Offshore Master Fund, LP, a Cayman Islands exempted limited partnership (the “Offshore Master Fund”);

•	Luxor Capital Partners Offshore, Ltd., a Cayman Islands exempted company (the “Offshore Feeder Fund”);

•	Lugard Road Capital Master Fund, LP, a Cayman Islands exempted limited partnership (the “Lugard Master Fund”);

•	Luxor Wavefront, LP, a Delaware limited partnership (the “Wavefront Fund”);

•	LCG Holdings, LLC, a Delaware limited liability company (“LCG Holdings”);

•	Lugard Road Capital GP, LLC, a Delaware limited liability company (“Lugard GP”);

•	Luxor Capital Group, LP, a Delaware limited partnership (“Luxor Capital Group”);

•	Luxor Management, LLC, a Delaware limited liability company (“Luxor Management”);

•	Jonathan Green, a United States citizen (“Mr. Green”); and

•	Christian Leone, a United States citizen (“Mr. Leone”).

The Offshore Master Fund is a subsidiary of the Offshore Feeder Fund. LCG Holdings is the general partner of the Onshore Fund, the Offshore Master Fund and the Wavefront Fund. Lugard GP is the general partner of the Lugard Master Fund.  Luxor Capital Group acts as the investment manager of the Onshore Fund, the Offshore Feeder Fund, the Offshore Master Fund, the Lugard Master Fund and the Wavefront Fund (collectively, the “Funds”). Luxor Management is the general partner of Luxor Capital Group. Mr. Leone is the managing member of Luxor Management. Mr. Leone is the managing member of LCG Holdings.  Each of Messrs. Leone and Green is a managing member of Lugard GP.

By virtue of these relationships, LCG Holdings may be deemed to have voting and dispositive power with respect to the shares of Class A Common Stock (as defined below) owned directly by the Onshore Fund, the Offshore Master Fund and the Wavefront Fund.  By virtue of these relationships, each of Lugard GP and Mr. Green may be deemed to have voting and dispositive power with respect to the shares of Class A Common Stock owned directly by the Lugard Master Fund.  By virtue of these relationships, each of Luxor Capital Group, Luxor Management and Mr. Leone may be deemed to have voting and dispositive power with respect to the shares of Class A Common Stock beneficially owned by the Funds.

The principal business address of each of the Onshore Fund, the Wavefront Fund, Luxor Capital Group, Luxor Management, Lugard GP, LCG Holdings, Mr. Green and Mr. Leone is 1114 Avenue of the Americas, 28th Floor, New York, New York 10036.

The principal business address of each of the Offshore Master Fund, the Offshore Feeder Fund and the Lugard Master Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.

Mr. Leone is a citizen of the United States.

Mr. Green is a citizen of the United States.

Each of Luxor Management, Lugard GP and LCG Holdings is a limited liability company formed under the laws of the State of Delaware.

Each of the Onshore Fund, the Wavefront Fund and Luxor Capital Group is a limited partnership formed under the laws of the State of Delaware.

The Offshore Feeder Fund is an exempted company formed under the laws of the Cayman Islands.

Each of the Offshore Master Fund and the Lugard Master Fund is an exempted limited partnership formed under the laws of the Cayman Islands.

Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”).

As of the date of this Schedule 13G, a CUSIP number for the Issuer’s Class A Common Stock is not available. The CUSIP number for the Issuer’s units is 457821304.  See Item 4(a) below.

(a)	Amount beneficially owned:

(i)

The Onshore Fund beneficially owned 13,682 shares of Class A Common Stock;

(ii)

The Offshore Master Fund beneficially owned 9,541 shares of Class A Common Stock.  The  Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the shares of Class A Common Stock beneficially owned by the Offshore Master Fund;

(iii)

The Lugard Master Fund beneficially owned 1,373,007 shares of Class A Common Stock;

(iv)

The Wavefront Fund beneficially owned 3,770 shares of Class A Common Stock;

(v)

LCG Holdings, as the general partner of the Onshore Fund, the Offshore Master Fund and the Wavefront Fund may be deemed to have beneficially owned the 26,993 shares of Class A Common Stock beneficially owned by the Onshore Fund, the Offshore Master Fund and the Wavefront Fund;

(vi)

Lugard GP, as the general partner of the Lugard Master Fund, may be deemed to have beneficially  owned the 1,373,007 shares of Class A Common Stock beneficially owned by the Lugard Master Fund;

(vii)

Mr. Green, as a managing member of Lugard GP, may be deemed to have beneficially owned the 1,373,007 shares of Class A Common Stock beneficially owned by Lugard GP.

(viii)

Luxor Capital Group, as the investment manager of the Funds, may be deemed to have beneficially owned the 1,400,000 shares of Class A Common Stock beneficially owned by the Funds;

(ix)

Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 1,400,000 shares of Class A Common Stock beneficially owned by Luxor Capital Group; and

(x)

Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 1,400,000 shares of Class A Common Stock beneficially owned by Luxor Management.

As of the close of business on September 11, 2020, the Reporting Persons may be deemed to have beneficially owned 1,400,000 shares of the Issuer’s Class A Common Stock or 5.95% of the Issuer’s Class A Common Stock outstanding (see Item 4(a) above), which percentage was calculated based on 23,540,000 shares of the Issuer’s Class A Common Stock outstanding as of September 8, 2020, as per the information reported in the Issuer’s Form 8-K filed September 9, 2020.  Specifically, as of the close of business on September 11, 2020,

See Cover Pages Items 5-9.

See Cover Pages Items 5-9.

See Cover Pages Items 5-9.

See Cover Pages Items 5-9.

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [  ].

Not applicable.

Not applicable.

See Exhibit A.

Not applicable.

By signing below each of the undersigned certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

Dated: September 14, 2020

LUXOR CAPITAL PARTNERS, LP

LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP

LUXOR CAPITAL PARTNERS OFFSHORE, LTD.

LUGARD ROAD CAPITAL MASTER FUND, LP

LUXOR CAPITAL GROUP, LP

LUXOR WAVEFRONT, LP

LCG HOLDINGS, LLC

LUGARD ROAD CAPITAL GP, LLC

LUXOR MANAGEMENT, LLC

/s/ Norris Nissim                                        
NORRIS NISSIM, as Agent for Jonathan Green

/s/ Norris Nissim                                        
NORRIS NISSIM, as Agent for Christian Leone

EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Common Stock of Insu Acquisition Corp. II dated September 14, 2020, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

Dated:  September 14, 2020

LUXOR CAPITAL PARTNERS, LP

LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP

LUXOR CAPITAL PARTNERS OFFSHORE, LTD.

LUGARD ROAD CAPITAL MASTER FUND, LP

LUXOR WAVEFRONT, LP

LUXOR CAPITAL GROUP, LP

LCG HOLDINGS, LLC

LUGARD ROAD CAPITAL GP, LLC

LUXOR MANAGEMENT, LLC

/s/ Norris Nissim                                        
NORRIS NISSIM, as Agent for Jonathan Green

/s/ Norris Nissim                                       
NORRIS NISSIM, as Agent for Christian Leone

EXHIBIT B

POWER OF ATTORNEY

The undersigned hereby makes, constitutes and appoints each of Norris Nissim, Adam Miller and Virgil Alagon as the undersigned’s true and lawful authorized representative, attorney-in-fact and agent, each with the power individually to execute for and on behalf of the undersigned and to file with and deliver to the United States Securities and Exchange Commission and any other authority or party required or entitled to receive the same: (a) any Forms 3, 4 and 5, and any amendments thereto, in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and the rules promulgated thereunder; and (b) any Schedule 13D or Schedule 13G, and any amendments thereto, on behalf of the undersigned in accordance with Section 13 of the 1934 Act and the rules promulgated thereunder.

The undersigned also hereby grants to each such attorney-in-fact the full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned's responsibilities to comply with Section 16 or Section 13 of the 1934 Act or any other provision of the 1934 Act or the rules promulgated thereunder.

This Power of Attorney shall remain in full force and effect until earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of November 6, 2017.

/s/ Christian Leone

ACKNOWLEDGEMENT IN NEW YORK STATE

STATE OF NEW YORK                                                      )

COUNTY OF NEW YORK                                )

On November 6, 2017 before me, the undersigned personally appeared, Christian Leone, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

Name: Clare Rosenbalm

Notary Public, State of NY

License #: 01RO6364701

Commission Expires: September 18, 2021

POWER OF ATTORNEY

The undersigned hereby makes, constitutes and appoints each of Norris Nissim, Adam Miller and Virgil Alagon as the undersigned’s true and lawful authorized representative, attorney-in-fact and agent, each with the power individually to execute for and on behalf of the undersigned and to file with and deliver to the United States Securities and Exchange Commission and any other authority or party required or entitled to receive the same: (a) any Forms 3, 4 and 5, and any amendments thereto, in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and the rules promulgated thereunder; and (b) any Schedule 13D or Schedule 13G, and any amendments thereto, on behalf of the undersigned in accordance with Section 13 of the 1934 Act and the rules promulgated thereunder.

The undersigned also hereby grants to each such attorney-in-fact the full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned's responsibilities to comply with Section 16 or Section 13 of the 1934 Act or any other provision of the 1934 Act or the rules promulgated thereunder.

This Power of Attorney shall remain in full force and effect until earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of November 6, 2017.

/s/ Jonathan Green

ACKNOWLEDGEMENT IN NEW YORK STATE

STATE OF NEW YORK                                                      )

COUNTY OF NEW YORK                                )

On November 6, 2017 before me, the undersigned personally appeared, Jonathan Green, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

Name: Clare Rosenbalm

Notary Public, State of NY

License #: 01RO6364701

Commission Expires: September 18, 2021