SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Medicus Sciences Holdings LLC (Last) (First) (Middle) 152 WEST 57TH STREET, FLOOR 20 (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/12/2021	3. Issuer Name and Ticker or Trading Symbol Medicus Sciences Acquisition Corp. [ MSAC ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares	(1)	(1)	Class A Ordinary Shares	2,323,000(2)	(1)	D(3)

Explanation of Responses:

1. As described in the Registration Statement on Form S-1 (File No. 333-251674) (the "Registration Statement") filed by the issuer, under the heading "Description of Securities," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

2. These shares represent Class B ordinary shares held by Medicus Sciences Holdings LLC (the "Sponsor") acquired pursuant to a subscription agreement by and between the Sponsor and the issuer. The Class B ordinary shares owned by the Sponsor include up to 303,000 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option as described in the issuer's Registration Statement.

3. The Sponsor is the record holder of the shares reported herein. The managing members of Medicus Sciences Holdings LLC are Altium MSAC, LLC and Structure Alpha LLC. Altium MSAC, LLC is a subsidiary of Altium Growth Fund, LP which is managed by Altium Capital Management, LP, its investment manager. Jacob Gottlieb is the Managing Partner of Altium Capital Management, LP. Structure Alpha LLC is managed by Sio Capital Management, LLC, its investment manager. Michael Castor is the managing member of Sio Capital Management, LLC. Accordingly, each of Jacob Gottlieb and Michael Castor may be deemed to have beneficial ownership of the shares held by Medicus Sciences Holdings LLC. Each such person disclaims beneficial ownership of shares held of record by any other person except to the extent of his pecuniary interest therein.

	Medicus Sciences Holdings LLC, by Structure Alpha LLC, its managing member, by Sio Capital Management, LLC, its investment manager, by Michael Castor, its managing member /s/ Michael Castor	02/12/2021
	** Signature of Reporting Person	Date
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