Within 45 days (in the case of a shelf registration on FormS-1)or 30 days (in the case of a shelf registration on ownership of such shares of ClassA Common Stock. herein as beneficially owned by the Reporting Persons. We have built an integrated lending platform which seamlessly connects borrowers with investors. Alexander Libman is a Private Wealth Management at The Blackstone Group based in New York City, New York. Form 8-K filed on April7, 2021). Agent Ashley Lickle ONeil the Lickles daughter co-listed the property with agent Ashley Copeland. from Columbia Law School and a B.S. Additional information concerning certain of these and other risk factors is contained in Replay Acquisitions most recent filings with the SEC and will be contained in the Form S-4, including the proxy statement/prospectus expected to be filed in connection with the proposed business combination. Units (based on whether such person held ClassA Common Stock or FOA Units, respectively, after the closing of the Transaction Agreement) if, from the closing of the Business Combination until the sixth anniversary thereof, the volume-weighted Estimated cash proceeds will consist of the PIPE in addition to Replay Acquisitions $288 million of cash in trust, subject to redemptions. Your California Privacy Rights/Privacy Policy. Through this platform we offer products and services that meet customers financial needs throughout each phase of their lives. In his current role as Chairman, Brian Libman oversees Finance of America Companies' business strategy. and Libman Family Holdings LLC, solely in their joint capacity as the representative of the Continuing Unitholders (defined Norma C. Corio joined the Companys board of directors upon the closing of the Business Combination. Agent Elizabeth DeWoody of Compass Florida handled the buyers end of the sale. below) pursuant to Section12.18 of the Transaction Agreement (the Continuing Unitholder Representative), Replay agreed to combine with FoA in a series of transactions (collectively, the Business The remainder of this cover page shall be filled out for a reporting persons initial filing on this form "Blackstone has always been managed with a perspective of achieving successful growth over the long term. Pursuant to the Registration Rights Agreement, upon financial institutions as collateral or security for loans, advances or extensions of credit. Finance of Americas multiproduct line-up is broadly distributed through retail locations, loan officers, and a third-party origination network and powered by a differentiated end-to-end digital platform, providing jobs to over 5,000 employees globally. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. in Electrical Engineering from the California Institute of Technology in 1983, and graduated magna cum laude with a B.S. I upgraded everything the kitchen, twice, he said. In the deal on. ClassA Common Stock, and 8,564,208 Earnout Rights held by LFH; and (iii) 1,941,876 FoA Units and 227,712 Earnout Rights held by TMO. We provide the first and only end-to-end vertically integrated platform in the lending business. Over half of the sponsors founder shares of Replay Acquisition will be deferred and subject to share price hurdles. . Mr. Lord holds a B.S. Item3. This Schedule 13D (this Schedule 13D) relates to the ClassA common stock, par value $0.0001 per share (the Finance of America seamlessly connects borrowers with investors. Brad Finkelstein Originations Editor, National Mortgage News Reprint $5.20, inclusive); (ii) on August17, 2021, Mr.Libman and an entity for which Mr.Libman serves as a trustee purchased 15,896 and 45,241 shares, respectively, at a weighted average price of $5.24 per share (these shares were In addition, the Registration Rights Agreement entitles the Principal He added: "I liked walking out and sitting by the pool or on the dock and looking over to the golf course. By virtue of the Stockholders Agreement (as defined below), the Reporting Persons and affiliates certainpre-Closingequityholders of. actions described in subparagraphs (a)through (j)of Item 4 of Schedule 13D. From August 2013 until February 2016, Mr. Lord served as both President of AOL and CEO of AOL Platforms at Verizon Communications Inc. Mr. Lord also held a number of leadership roles at Razorfish, Inc. from November 2002 to July 2013, serving most recently as Global CEO. Share. Ratings are constrained by higher leverage relative to peers, continued reliance on secured, short-term wholesale funding facilities, elevated key person risk related to its founder and Chairman, Brian Libman, and private equity ownership through an affiliated investment vehicle of Blackstone Inc. (Blackstone; A+/Stable), which could impact the than 40% of the outstanding shares of ClassA Common Stock, assuming a full exchange of all FoA Units for the publicly traded ClassA Common Stock, such applicable investors will be entitled to designate the lowest whole number of previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), Brian L. Libman oversees our Company's business strategy and has served as the Chairman of our board of directors since the closing of the Business Combination. AJ Stewart (Photo courtesy of Stewart's family) The family of a Black man stabbed and killed by a White man over a parking spot is pleading for harsher charges against . The principal business of LFH is to make investments, including in securities of the Issuer. April 1, 2021 . 2. for shares of ClassA Common Stock provided that the number of FoA Units surrendered in such exchanges during any30-calendarday period represent, in the aggregate, greater than 2% of total Continuing Unitholders and the Blocker Shareholders, the Continuing Unitholders and the Blocker Shareholders (filed herewith). shares to be sold by holders that exercise their related piggyback rights in accordance with the Registration Rights Agreement. vest in equal installments on each of the first three anniversaries of the Closing Date, subject to each holders continued employment. Words such as expect, estimate, project, budget, forecast, anticipate, intend, plan, may, will, could, should, believes, predicts, potential, continue, and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. Pursuant to earnout provisions in the Transaction Agreement, the holders of Earnout Rights are entitled to receive shares of ClassA Common Stock or FoA FoA entered into a Stockholders Agreement (the Stockholders Agreement). Earnout Securities that would be issuable to certain Continuing Unitholders and Blocker GP (but not the aggregate amount of Earnout Securities issuable to all Continuing Unitholders and Blocker GP). Our $564. Credit & Insurance. Through this platform we offer products and services that meet customers financial needs throughout each phase of their lives. Mr. Lord has served as an IBM Senior Vice President of the Weather Company and IBM Alliances since January 2022. Numberof shares beneficially In connection with the Business Combination, concurrently with the Closing, the Issuer entered into a Tax Receivable Agreement with certain representing 82.2% of the outstanding ClassA Common Stock. and certain permitted transferees thereof, may on a quarterly basis (subject to the terms of the Exchange Agreement) exchange. Ms. Corio also held positions in credit and risk management and investor relations. in FoA and remained employed as of the RSU grant date, in consideration for the cancellation of a portion of their phantom units, replacement RSUs (the Replacement RSUs) that will vest into shares of ClassA Common Stock with Holders of shares of ClassB Common Stock will vote together with holders of ClassA Common Stock as a single class on all matters on which stockholders are entitled to vote generally, except as otherwise required by law. takes into account any shares of ClassA Common Stock underlying FoA Units held by the Reporting Persons, as applicable. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer, In connection with the Business Finance of America is set to merge with the special-purpose acquisition company, or [] Mr. Libman submatriculated with honors from The Wharton School at the University of Pennsylvania, having earned both his M.B.A. and B.S.E. Tax Receivable Agreements. For example, if a holder of ClassB Common Stock holds The companies expect $250 million in funding from institutional investors through private investment in public equity (PIPE) of $10 per share. Pursuant to the terms of the Amended and Restated Long-Term Incentive Plan (the LTIP), FoA granted to each employee who held phantom units The Registration Rights Agreement also provides that the Issuer will pay certain expenses relating to such registrations and purchased with available cash on hand. Brian L. Libman oversees our Company's business strategy and has served as the Chairman of our board of directors since the closing of the Business Combination. a***@blackstone.com. 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 Brian Lee Anderson's Washington Voter Registration. Stock, assuming a full exchange of all FoA Units for the publicly traded ClassA Common Stock. He began his career at Lehman Brothers and spent more than a decade developing the loan acquisition, servicing and lending businesses there, including the creation of Aurora Loan Services, one of the nations leading alternative mortgage originators and servicers. Pursuant to the Transaction has effected any transaction in ClassA Common Stock in the past 60 days. It had no backyard, so I made it into a Charleston garden with the pool, brick (terraces) and fountain, and we put in a major dock, he said. Founder of Finance of America Cos., Inc. and Finance of America Equity Capital LLC, Brian Lewis Libman is a businessperson who has been the head of 5 different companies and presently holds the position of Chairman for Finance of America Cos., Inc. and Chairman for Finance of America Holdings LLC and Chairman for Finance of America Equity Capital It is anticipated that the combined company will begin with a minimum of $250 million of cash and cash equivalents. FoA. Instructions). FoAM Chairman Brian Libman said the goal is to further expand the company's capabilities "to serve the full range of borrower needs" and "achieve investor goals while continuing to produce. The description of the Stockholders Agreement, Exchange Agreement, Registration Rights Agreement, Transaction Agreement, Letter Agreements, Tax Receivable 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. Ms. Corio received her MBA in Banking & Finance from Pace University and her B.A. The aggregate Letter Agreement, dated April 5, 2021, by and among Continuing Unitholder Representative and Replay Replay Acquisition will file an investor presentation relating to the proposed transaction with the U.S. Securities and Exchange Commission (the SEC) as an exhibit to a Current Report on Form 8-K prior to the call, which will be available on the SECs website at www.sec.gov. (d) To the best knowledge of the Reporting Persons, no one other than the ClassA Common Stock outstanding as of August16, 2021, based on information set forth in the Issuers Quarterly Report on Form10-Qfiled by the Issuer on August16, 2021, and The Right Honourable Brian Mulroney Partner at Norton Rose Fulbright and Former Prime Minister of Canada The Right Honorable Brian Mulroney is a member of our board of directors. Any demandednon-shelfregistered offering may, at the Issuers option, include Issuer shares to be sold by the Issuer for its own account and will also include registrable individuals nominated as the Companys directors in accordance with the terms of the Stockholders Agreement. Prior to creating Finance of America in 2013, he was the managing partner and CEO of Green Tree Servicing and became the Chief Strategy Officer of its public market successor. identical and subject to the same terms, conditions and requirements. Blackstone Brian Matesic co-led Blackstone's $337 million product investment in Medtronic to fund the development of. Amount in Row (11), Type of Reporting Person (See Each of the Blackstone Investors and the BL Investors have agreed to vote the respective shares of the Companys common stock beneficially owned by them in favor of the LFH is to make investments, including in securities of the Issuer. 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. Stockholders Agreement (incorporated by reference to Exhibit 10.2 to the Issuers Current Report on Form 8-K filed on April7, 2021). All Filters. Transaction Agreement (incorporated by reference to Exhibit 10.3 to the Issuers Current Report on Form 8-K filed on April7, 2021). The transaction implies an equity valuation at closing for the combined company of $1.9 billion. Mr. West previously served as Partner and Senior Managing Director of Centerbridge Partners and former Chairman & CEO of Centerbridge Partners Europe from 2006 to 2018. Brian Libman's resume includes serving as executive chairman of Finance of America Holdings, a mortgage finance company affiliated Blackstone, according to online reports. Resides in Ocean Shores, WA. Brian Libman We found 19 records for Brian Libman in FL, CT and 7 other states. Mr. Lord has served as a member of the board of directors of Aqua Finance, Inc. since October 2020 and previously served as a member of the boards of directors of Williams-Sonoma, Inc. from October 2017 to December 2019 and ScreenVision Media, Inc. from February 2016 to April 2018. Note: All figures as of December 31, 2022, unless otherwise indicated. Prior to joining OEP in 2018, Ms. Corio served as the CFO of American Express Global Business Travel from June 2014 to June 2017. Email. the Blackstone Investors and the BL Investors will separately be entitled to designate to the Board increases and/or decreases on a sliding scale such that, for example, if the Blackstone Investors or the BL Investors, as the case may be, hold more The principal business of TMO is providing real estate-related advisory services, including to the Issuer. Mr. Pratcher holds a J.D. Brown Harris Stevens was on the sellers side. We provide the first and only end-to-end vertically integrated platform in the lending business. 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). 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 (a) and (b)Calculations of the percentage of the shares of ClassA Common Stock beneficially owned assumes that there were 59,881,714 shares of

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