Finance of America is set to merge with the special-purpose acquisition company, or [] Built in 1956, the house has six-bedrooms and 7,522 square feet of living space, inside and out. liability company (LFH), and (iii)The Mortgage Opportunity Group, LLC, a Connecticut limited liability company (TMO and collectively with Mr.Libman and LFH, the Reporting Persons). Through this platform we offer products and services that meet customers financial needs throughout each phase of their lives. 15 could change the way Californian businesses are taxed, Mortgage rates rise for fourth straight week reaction pours in, Time to reassess office space in a post-COVID world, Residential lending slump deepened at the end of 2022 ATTOM. The guiding principle of Customers First, Last and Always has helped drive Finance of Americas success. Top-tier institutional investors have committed to invest $250 million in the form of a PIPE at a price of $10.00 per share of the combined companys Class A common stock immediately prior to the closing of the transaction. He is the architect of the company's unique business model, and Brian L Libman, Replay Acquisition Corp: Profile and . (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 Contact Number If the Issuer exercises its right to terminate the Tax Receivable Agreements or in the case of a change in control of the Issuer or a material breach of the (d) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar FoA) as follows: (i) 9,000,000 Earnout Securities, in the aggregate, in the event that the average trading price of the ClassA Common Stock is $12.50 or greater for any 20 trading days within a period of 30 consecutive trading days prior to Item 6 of the Schedule 13D is hereby amended and supplemented as follows: Stock Purchase Agreement. following the Business Combination and certain distributions with respect to units, (ii)the Issuers utilization of certain tax attributes attributable to Blocker or holders of limited liability company interests of Blocker outstanding the Issuer. The information provided or incorporated by reference in Item 3 is hereby incorporated by reference herein. 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 principal business of We moved 1 foot off the island," Lickle quipped. Engage via Email. 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. Please complete the form below and click on SIGN UP to receive daily e-newsletters from. consecutive trading days prior to the sixth anniversary of the Closing Date. Most of these factors are outside Replay Acquisitions and Finance of Americas control and are difficult to predict. LIBMAN BRIAN L SC 13D/A Filing Concerning FOA on 2022-08-08 Blackstone is a full-service, private-equity funded investment bank based out of New York. Date, each Principal Stockholder will not, and will cause any other holder of record of any of such Principal Stockholders Issuer securities not to, transfer any of such Principal Stockholders Issuer securities, other than any such -, LIMIT THE USE OF MY SENSITIVE PERSONAL INFORMATION. The sellers made a variety of changes to the property over the years, expanding the house with a second-story addition and extending the living room onto a lakeside terrace. Mr. Pratcher previously served as a member of the board of directors of Organix Recycling, Inc. from 2018 to 2020 and on the boards of directors of Citizens Parking and GripInvest from 2017 to 2019. Brian Libman is 57 years old and was born on 08/04/1965. The Each holder of FoA Units (other than the Issuer and its subsidiaries), of 85% of the cash tax benefits, if any, that the Issuer is deemed to realize (calculated using certain simplifying assumptions) as a result of (i)tax basis adjustments as a result of sales and exchanges of units in connection with or Ms. Corio currently serves as a Senior Managing Director at OEP. 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 purchased with available cash on hand. Private Wealth Management at The Blackstone Group . The deal is expected to close in the first half of 2021. See Rule 13d-7 for other parties to whom copies are to be sent. Collectively, the Reporting Persons and Blackstone and its affiliates may be deemed to beneficially own in the aggregate 152,749,861 shares of ClassA Common Stock, Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the ClassA Common Stock exceeds $12.50 LLC; BTO Urban Holdings L.L.C. Mr. Lord has served as an IBM Senior Vice President of the Weather Company and IBM Alliances since January 2022. He previously worked at [] Finance of America Equity Capital, a Blackstone Group portfolio company, announced Tuesday that it is set to go public through a "business combination" with a special-purpose acquisition company (SPAC). We believe that being there for families when they need help the most is important and helps ensure they have the strength and resilience to recover from difficult times. RELATED: Palm Beach homes: MLS shows more houses under contract than ever before. LFH is to make investments, including in securities of the Issuer. These industries include consumer, telecommunications and technology, energy, infrastructure, financial services and real estate, among others. 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. of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any Our management has consistently sought to focus on the best outcomes for our business and investments over a period of years rather than . Press Room - Finance of America Companies The companies expect $250 million in funding from institutional investors through private investment in public equity (PIPE) of $10 per share. 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). the demand of any Principal Stockholder, the Issuer will be required to facilitate anon-shelfregistered offering of the Issuers shares requested by such Principal Stockholder to be included Finance of America CEO to retire, search for successor begins The transaction implies an equity valuation at closing for the combined company of $1.9 billion. purchased in multiple transactions ranging from $5.11 to $5.35, inclusive); (iii) on August18, 2021, Mr.Libman and an entity for which Mr.Libman serves as a trustee purchased 36,140 and 102,860 shares, respectively, at a weighted The buyer, who owns a Park Avenue penthouse in New York City, signed a 30-year, $7-million mortgage on the property with First Republic Bank of San Francisco, property records show. 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. www.financeofamerica.com, Founded by Edmond Safra, Gregorio Werthein and Gerardo Werthein, Replay Acquisition Corp. is a NYSE-listed blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses on industries that we believe have favorable prospects and a high likelihood of generating strong risk-adjusted returns for our shareholders. brian libman blackstone. of the Issuer (Blocker Merger Sub), Blackstone Tactical Opportunities Fund (Urban Feeder) NQ L.P., a Delaware limited partnership (Blocker), Blackstone Tactical Opportunities Associates NQ L.L.C. Reporting Persons, or the partners, members, affiliates or shareholders of the Reporting Persons, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the ClassA Common Stock reported Blackstone's chief executive officer is billionaire and Palm Beach resident Stephen A. Schwarzman. Furthermore, the Companys capital markets and portfolio management capabilities inform product innovation, optimize execution, and allow for selective retention of assets while delivering superior risk-adjusted returns to investors. RELATED: Views keep things lively at Lickles home on Everglades Island. Sometimes Brian goes by various nicknames including Brian L Ibman, Brian Lewis Libman and Brian L Libman. www.replayacquisition.com, Blackstone is one of the worlds leading investment firms. 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 of Blackstone Inc. (Blackstone) are deemed to be members of a group for purposes of Section13(d) of the Securities Exchange Act of 1934, as amended. Moreover, upon the Since his retirement from Centerbridge Partners in 2018, Mr. West has been an active private investor in and Senior Advisor to several businesses. Stockholders and the Board, the Stockholders Agreement will terminate as to each Principal Stockholder at such time as such Principal Stockholder and its affiliates collectively hold less than 5% of the outstanding shares of ClassA Common funds affiliated with Blackstone (the Blackstone Tax Receivable Agreement) and a Tax Receivable Agreement with certain other members of FoA, including LFH and TMO (the FoA Tax Receivable Agreement, and collectively with the Attn: Legal and Compliance trading day period. Ocean Shores, Washington. On June 9, 2022, Mr. Libman was granted 47,619 restricted stock units, which vest on the earlier of (i) June 9, 2023 or (ii) the first regularly scheduled annual meeting of the stockholders of the Issuer following the grant date and each of which represents a contingent right to receive one share of Class A Common Stock of the Issuer. 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. Agreement, the Issuer and FoA issued an aggregate of 18,000,000 Earnout Securities to the Blocker Shareholders (defined below) (in the case of issuances by the Issuer) and to Blocker GP and the Continuing Unitholders (in the case of issuances by the same service-based vesting conditions as the Replacement RSUs to which they relate, as discussed above. and the Continuing Unitholders, FoA Units. 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. Libman as the sole manager. Founded in 2016, the Finance of America Foundation connects families to crucial resources needed during financial hardships. Brian Lin - Blackstone vote generally. At Blackstone, Brand is senior managing director and serves as co-head of U.S. acquisitions for the companys private equity group, according to the companys website. 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. (a)-(b) This Schedule 13D is being filed by: (i)Brian L. Libman, a United States citizen, (ii)Libman Family Holdings, LLC, a Connecticut limited 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. not treated as a publicly traded partnership for U.S. federal income tax purposes. anniversary of the Closing Date. We do this by using extraordinary people and flexible capital to help companies solve problems. Transaction Agreement (incorporated by reference to Exhibit 10.3 to the Issuers Current Report on Form 8-K filed on April7, 2021). Latest Imf News. Lived In Montesano WA, Spanaway WA, Renton WA, Puyallup . ownedby each reporting person with: Aggregate Amount Beneficially Owned by Each Reporting Person, Check if the Aggregate Amount in Row Ms. Corio received her MBA in Banking & Finance from Pace University and her B.A. The shares of ClassB Common Stock have no economic rights, but entitle each holder, may receive additional securities of the Issuer in connection with the Issuers compensation program. 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 Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC served as lead placement agents and Credit Suisse Securities (USA) LLC served as placement agent for the PIPE. develop such plans and may seek to influence management or the Board of the Issuer with respect to the business and affairs of the Issuer and may from time to time consider pursuing or proposing such matters with advisors, the Issuer or other Mr. Pratcher currently serves as a Senior Advisor at 7 Acquisition Corporation and Managing Director at the RockCreek Group. other tax benefits related to entering into the Tax Receivable Agreements, including tax benefits attributable to making payments under the Tax Receivable Agreements. average price of the ClassA Common Stock exceeds certain thresholds. Letter Agreement, dated April 5, 2021, by and among Continuing Unitholder Representative and Replay The transaction implies an equity valuation at closing for the combined company of $1.9 billion. securities purchased pursuant to PIPE Agreements executed concurrently with the execution of the Transaction Agreement or on the open market. Earnout Securities means (i)in the case of an issuance by the Issuer to the Blocker Shareholders, shares of ClassA Common Stock and (ii)in the case of an issuance by FoA to Blocker GP In his current role as Chairman, Brian Libman oversees Finance of America Companies' business strategy. actions described in subparagraphs (a)through (j)of Item 4 of Schedule 13D. In June, Blacksttone figured into another sale across town. of a Group (See Instructions), Check if Disclosure of Legal Beyond product offerings, the Company offers ancillary services to its partners and to enhance the customer experience, resulting in incremental fee income. consequences to the Issuer of the obligation to settle such awards Accordingly, in connection with the settlement of each vested Replacement RSU award and any related Earnout Right RSUs for which the earnout condition is achieved, the Continuing
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