Important Information About the Proposed Business Combination and Where to Find It. By virtue of the Stockholders Agreement (as defined below), the Reporting Persons and affiliates Cash proceeds for the new company will include the PIPE capital and $288 million of cash in trust from Replay Acquisition. Refine Your Search Results. Contact Number United Wholesale Mortgage has decided to merge with Gores Holdings IV, a $425 million special-purpose acquisition company, at a valuation of $16.1 billion the biggest business combination for a SPAC company to date. Replay Acquisitions shareholders and other interested persons are advised to read, when available, the Form S-4, including the preliminary proxy statement/prospectus and the amendments thereto and the definitive proxy statement/prospectus and documents incorporated by reference therein, as well as other documents filed with the SEC in connection with the proposed business combination, as these materials will contain important information about Finance of America, Replay Acquisition and the proposed business combination. Replay Acquisition Corp. c/o EMS Capital LP . Mr. West has served as a board member or chair of public and private companies globally including BankUnited (NYSE: BKU), Aktua Soluciones Financieras, Intrepid Aviation Holdings LLC, Green Tree Holdings, Resort Finance America LLC, Triad Financial SM LLC, Williams & Glyns Bank Limited (pre-IPO Transition Board), APCOA Parking Holdings GmbH, & Duo Bank (Walmart Bank) Canada. Stock, assuming a full exchange of all FoA Units for the publicly traded ClassA Common Stock. Flagship hedge-fund operation could be worth up to $7 billion. Mr. West earned his M.S. Estimated cash proceeds will consist of the PIPE in addition to Replay Acquisitions $288 million of cash in trust, subject to redemptions. Resides in Ocean Shores, WA. Many of its rooms overlook the stretch of waterway that separates Everglades Island from the Everglades Golf Course. Stockholders Agreement (incorporated by reference to Exhibit 10.2 to the Issuers Current Report on Form 8-K filed on April7, 2021). The address of the principal business office of Mr.Libman, LFH and TMO is 12 Wilton Road, Westport, CT 06880, Attn: Brian Libman, New Canaan, CT Prior to joining Goldman Sachs & Co. LLC in 1999, he was founder and CEO of Greenthal Realty Partners LP and GRP Financial LLC from 1992 to 1999. Joint Filing Agreement, dated as of August26, 2021, by and among the Reporting Persons (filed herewith). The Reporting Persons acquired the securities reported herein for investment purposes, subject to the following: The information in Item 6 of this Schedule 13D is incorporated herein by reference. Any ClassA Common Stock received by the Blackstone Investors or the BL Investors in any such exchange during the applicable restricted periods would be subject to A telephone replay will be available at 1-844-385-9713, replay pin number: 52917. 240.13d-1(f) or 240.13d-1(g), check the following box. earlier of the sixth anniversary of the Closing Date or such earlier date when all outstanding Replacement RSU and Earnout Right RSU awards have been settled or otherwise forfeited, the Continuing Unitholders and Blocker Shareholders have agreed to Pursuant to the limited liability company agreements of LFH and TMO, each of LFH and TMO is managed by a board of managers consisting of Brian Libman as Such persons can also read Replay Acquisitions Annual Report on Form 10-K for the fiscal year ended December 31, 2019, for a description of the security holdings of Replay Acquisitions officers and directors and their respective interests as security holders in the consummation of the proposed business combination. FoA entered into a Stockholders Agreement (the Stockholders Agreement). Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals that relate to or would result in any of the applicable investors will be entitled to designate the lowest whole number of directors that is greater than 10% of the members of the Board. Best Match Powered by Whitepages Premium AGE 50s Brian Mitchell Libman Delray Beach, FL (Kings Point) Aliases Brian M Lebman View Full Report Addresses In addition, in his capacity as Chairman of the Board of Directors and as a member of the Issuers compensation committee, Brian Libman, executive chairman, Finance of America Holdings, said that the deal is a "natural progression" for the company. Brown Harris Stevens was on the sellers side. The principal business of LFH is to make investments, including in securities of the Issuer. Agent Elizabeth DeWoody of Compass Florida handled the buyers end of the sale. Parties in an amount equal to the present value of future payments under the Tax Receivable Agreements, which payment would be based on certain assumptions, including an assumption that any FoA Units that have not been exchanged are deemed exchange Product offerings include mortgages, reverse mortgages, and loans to residential real estate investors distributed across retail, third party network, and digital channels. Finance of America seamlessly connects borrowers with investors. Each holder of FoA Units (other than the Issuer and its subsidiaries), Pro forma for the transaction, assuming no redemptions by Replay Acquisitions public shareholders, Management, entities managed by Finance of Americas founder and funds managed by Blackstone Tactical Opportunities will own approximately 70% of the combined company. In partnership with former Lehman Brothers Managing Director Brian Libman, Blackstone is trying to carry out a "roll-up" strategy. Check the Appropriate Box if a Member Founded in 2016, the Finance of America Foundation connects families to crucial resources needed during financial hardships. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of Replay Acquisitions directors and executive officers in Replay Acquisitions Annual Report on Form 10-K for the fiscal year ended December 31, 2019, which was filed with the SEC on March 25, 2020. (the Exchange Agreement). Updated Oct. 13, 2020 8:07 am ET Consumer-lending platform and Blackstone Group portfolio company Finance of America Equity Capital LLC is set to go public with a valuation of $1.9 billion through a blank-check merger, this year's hottest way to list shares. He also served as the Chief Digital Officer for IBM from April 2016 to February 2019. dated as of October12, 2020, by and among the Issuer, FoA, the Continuing Unitholders and the Blocker Shareholders, the Continuing Unitholders (including LFH and TMO) and the Blocker Shareholders agreed to pay and bear the economic financial institutions as collateral or security for loans, advances or extensions of credit. Watch . Brian Flowers may also have lived outside of Ocean Shores, such as Aberdeen, Lacey and Seattle. Tax Receivable Agreements. The Exchange Agreement sets forth the terms and conditions upon which holders of FoA Units may exchange their FoA Units for shares of ClassA Common Stock on aone-for-onebasis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. Board Members. Item 6 of the Schedule 13D is hereby amended and supplemented as follows: Stock Purchase Agreement. the beneficial owner of the ClassA Common Stock referred to herein for purposes of Section13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose and each of the Reporting Persons expressly disclaims beneficial lowest whole number of directors that is greater than 30% of the members of the Board; if the Blackstone Investors or the BL Investors, as the case may be, hold between 20% and 30% of such outstanding shares, such applicable investors will be For Finance of America Investor Relations: ir@financeofamerica.com, For Finance of America Media: pr@financeofamerica.com, For Replay Acquisition Corp.: info@replayacquisition.com. Numberof shares beneficially Such Earnout Securities will also become issuable under certain circumstances if an agreement with respect to a sale of the Issuer is entered into prior to the sixth Furthermore, pursuant to the Stockholders Agreement and subject to certain exceptions as set forth therein, for a period of 180 days following the Closing To listen to the prepared remarks, please visit here or dial 1-844-385-9713. The aggregate Mr.Libman intends to be involved in approvals or recommendations with respect to the issuance of additional securities of the Issuer to other employees of the Issuer or its subsidiaries. company, UFG Management Holdings LLC, a Delaware limited liability company, and Joe Cayre; and BTO Urban Holdings L.L.C. The Earnout Right RSUs will have . representing 82.2% of the outstanding ClassA Common Stock. RSUs if the Issuer achieves specified volume-weighted average price per share targets of $12.50 per share and $15.00 per share during the six year period following the transaction, subject to continued employment. FoA. (11)Excludes Certain Shares (See Instructions), Percent of ClassRepresented by consecutive trading days prior to the sixth anniversary of the Closing Date. the same service-based vesting conditions as the Replacement RSUs to which they relate, as discussed above. in such offering. (c) Pursuant to the limited liability company agreements of LFH and TMO, each of LFH and TMO is managed by a board of managers consisting of Brian Latest Imf News. herein as beneficially owned by the Reporting Persons. Please complete the form below and click on SIGN UP to receive daily e-newsletters from. Ms. Corio also held positions in credit and risk management and investor relations. All Filters. The transaction implies an equity valuation at closing for the combined company of $1.9 billion. Replay Acquisition, Finance of America, New Pubco and their respective directors, executive officers and other members of their management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Replay Acquisitions shareholders in connection with the proposed business combination. Prior to her role at American Express Global Business Travel, Ms. Corio served as Co-President of Miller Buckfire from April 2013 to May 2014. Blackstone and its affiliates are filing a separate Schedule 13D to report "We are in a building with 27 stories, and I can look all the way across Palm Beach to the Atlantic. Mr. Lord holds a B.S. complete and correct. Mr. Libman has spent his entire career in the specialty finance area and has been involved in structuring and consummating the acquisitions of more than twenty businesses.
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