will continue to evaluate the possibility of acquiring additional shares of ClassA Common Stock. In June, Blacksttone figured into another sale across town. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom. Directors of the Issuer, Mr.Libman intends to continue taking an active role in the Issuers management. Each holder of FoA Units (other than the Issuer and its subsidiaries), Board Members. As part of the strategy, the team leverages the intellectual capital across Blackstones various businesses while continuously optimizing its approach in the face of ever-changing market conditions. Built in 1956, the house has six-bedrooms and 7,522 square feet of living space, inside and out. Brian L Libman is Chairman at Replay Acquisition Corp. See Brian L Libman's compensation, career history, education, & memberships. (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 Brian Carroll may also have lived outside of Ocean Shores, such as Puyallup, Montesano and 2 other cities in Washington. 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. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially, and potentially adversely, from those expressed or implied in the forward-looking statements. 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. Combination) that resulted in the Issuer becoming a publicly-traded company on the New York Stock Exchange (the NYSE) and controlling FoA in an UP-C structure. We provide the first and only end-to-end vertically integrated platform in the lending business. ClassB Common Stock is automatically and correspondingly reduced and the number of FoA Units held by the Issuer is correspondingly increased as it acquires the exchanged FoA Units. Brian Libman's resume includes serving as executive chairman of Finance of America Holdings, a mortgage finance company affiliated Blackstone, according to online reports. ; BTO Urban Holdings II L.P.; and Blackstone Family Tactical Opportunities Investment Partnership NQ ESC L.P. (incorporated by reference to Exhibit 2.4 filed with the Registrants Current Report on 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 Delaware limited liability company linked to Sharon and Brian Libman of New Caanan, Connecticut, paid a recorded $12.4 million for a seaside house at 101 Nightingale Trail. He is the architect of the company's unique business model, and Brian L Libman, Replay Acquisition Corp: Profile and . As a holder exchanges FoA Units for shares of ClassA Common Stock, the voting power afforded to such holder of FoA Units by their shares of Agent Elizabeth DeWoody of Compass Florida handled the buyers end of the sale. Brian Carroll in Ocean Shores, Washington | Phone Number, Email Brian Lin is a Managing Director in the Real Estate group. Interest in Securities of the Issuer. The investor group is led by Brian Libman, Walter Investment's Chief Strategy Officer, with the transaction expected to be completed in the fourth quarter and generating proceeds for KCG Holdings of $80 million in cash consideration and retained net assets. A telephone replay will be available at 1-844-385-9713, replay pin number: 52917. Mr. Lord has served as an IBM Senior Vice President of the Weather Company and IBM Alliances since January 2022. If, however, such holder were to hold 500 FoA Units as of the relevant record date, such holder would be entitled by virtue of such holders ClassB Common Stock to 500 votes on such matter. Each of Replay Acquisition, Finance of America and New Pubco expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in their expectations withrespect thereto or any change in events, conditions or circumstances on which any statement is based, except as required by law. from Columbia Law School and a B.S. This Schedule 13D (this Schedule 13D) relates to the ClassA common stock, par value $0.0001 per share (the FINANCE OF AMERICA COMPANIES SET TO GO PUBLIC THROUGH A BUSINESS COMBINATION WITH REPLAY ACQUISITION CORP. Strong top line growth and superior operating leverage, with a 41% revenue CAGR from 2018 to 2020E, a 188% GAAP pre-tax income CAGR, and a 182% CAGR for Adjusted EBITDA, Brian Libman, Founder and Chairman of Finance of America, Patricia Cook, Chief Executive Officer, and Graham Fleming, President, will continue to lead the company, Implied equity value of the combined company at closing is approximately $1.9 billion, Top-tier institutional investors have committed to a $250 million PIPE at price per share of $10.00, Management, founder and Blackstone to remain closely aligned with shareholders at transaction close, Transaction is expected to close in the first half of 2021, Investor call scheduled for October 13, 2020. Credit & Insurance. In addition, in connection with the Business Combination, the Issuer issued to each of the Continuing Unitholders, including LFH and By virtue of the Stockholders Agreement (as defined below), the Reporting Persons and affiliates William and Renee Lickle had owned the red-brick house for 40 years, having paid $500,000 for the property in March 1980. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that any Reporting Person is He also served as the Chief Digital Officer for IBM from April 2016 to February 2019. 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 and certain permitted transferees thereof, may on a quarterly basis (subject to the terms of the Exchange Agreement) exchange. without regard to the number of shares of ClassB Common Stock held by such holder, to a number of votes that is equal to the aggregate number of FoA Units held by such holder on all matters on which stockholders of the Issuer are entitled to Our daily newsletter is FREE and keeps you up to date with the world of mortgage. and the Continuing Unitholders, FoA Units. BTO Further information is available at www.blackstone.com. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer, In connection with the Business Robert W. Lordjoined the Companys board of directors upon the closing of the Business Combination. Form 8-K filed on April7, 2021). The shares of ClassB Common Stock have no economic rights, but entitle each holder, All subsequent written and oral forward-looking statements concerning Replay Acquisition, Finance of America or New Pubco, the transactions described herein or other matters and attributable to Replay Acquisition, Finance of America, New Pubco or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. and Libman Family Holdings LLC, solely in their joint capacity as the representative of the Continuing Unitholders (defined In addition, subject to certain requirements, the Blackstone Investors and the BL Investors are generally permitted to exchange FoA Units In a statement, Brian Libman, chairman and founder of Finance of America, said the goal is to further expand the firm's capabilities "to serve the full range of borrower needs" and "achieve. Pursuant to the Stockholders Agreement, each of certain funds affiliated with Blackstone (the immediately prior to the effectiveness of the merger of Blocker Merger Sub with and into Blocker, including Blackstone Tactical Opportunities Associates NQ L.L.C. 240.13d-1(f) or 240.13d-1(g), check the following box. 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 April 1, 2021 . Instructions). not treated as a publicly traded partnership for U.S. federal income tax purposes. 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. 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 Blackstone and its affiliates are filing a separate Schedule 13D to report Ex-2.2 - Sec LLC; BTO Urban Holdings L.L.C. The guiding principle of Customers First, Last and Always has helped drive Finance of Americas success. in Electrical Engineering from Tufts University in 1982. purchased 7,611 and 21,660 shares, respectively, at a weighted average price of $5.07 per share (these shares were purchased in multiple transactions ranging from $5.025 to $5.10, inclusive). The Company operates in four large and growing markets including Mortgage, Reverse Mortgage, Commercial Real Estate, and Fixed Income Investing, with each supported by powerful structural tailwinds such as low interest rates, underserved markets, fragmented competition, constructive demographic trends, and favorable supply and demand imbalances, which lower volatility and create stable, growing earnings. (incorporated by reference to Exhibit 2.3 filed with the Registrants Current Report on Form 8-K filed on April7, 2021). Brian Libman, Founder and Chairman of Finance of America, Patricia Cook, Chief Executive Officer, and Graham Fleming, President, will continue to lead the company Implied equity value of the combined company at closing is approximately $1.9 billion Top-tier institutional investors have committed to a $250 million PIPE at price per share of $10.00 Moreover, upon the Independent. Last month, another mortgage lender announced plans to go public. Meet the Blackstone BXLS Life-Sciences Investing Team: Interviews ClassA Common Stock), of Finance of America Companies Inc., a Delaware corporation (the Issuer). Brian Lee Anderson's Washington Voter Registration. After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, Home - Blackstone - Quarter Midgets of America Finance of America Companies Inc 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. 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. In addition to the Replacement RSUs, participants in the Amended and Restated Long-Term Incentive Plan will be entitled to receive additional Earnout Right may receive additional securities of the Issuer in connection with the Issuers compensation program. We moved 1 foot off the island," Lickle quipped. the sixth anniversary of the Closing Date; and (ii) 9,000,000 Earnout Securities, in the aggregate, in the event that the average trading price of the ClassA Common Stock is $15.00 or greater for any 20 trading days within a period of 30 Joint Filing Agreement, dated as of August26, 2021, by and among the Reporting Persons (filed herewith). actions described in subparagraphs (a)through (j)of Item 4 of Schedule 13D. Pursuant to the terms of the Amended and Restated Long-Term Incentive Plan, 25% of the Replacement RSUs vested on the RSU grant date (the Grant Date RSUs), and the remaining 75% will We give you the access and tools to invest like a Wall Street money manager at a Main Street price. He is a male registered to vote in Grays Harbor County, Washington. their FoA Units for shares of ClassA Common Stock. company, UFG Management Holdings LLC, a Delaware limited liability company, and Joe Cayre; and BTO Urban Holdings L.L.C. "We look forward to accelerating our growth across cycles as we increasingly leverage our complementary portfolio of businesses, differentiated technology capabilities, and a capital-light model with fully integrated capabilities.". Blackstone Tactical Opportunities, a subsidiary of Blackstone Group, will own 70% of the combined company, which is valued at $1.9 billion. Prior to joining OEP in 2018, Ms. Corio served as the CFO of American Express Global Business Travel from June 2014 to June 2017. 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. Investor Conference Call/Webcast Information. Through this platform we offer products and services that meet customers financial needs throughout each phase of their lives. BL Investors Tax Receivable Agreement (incorporated by reference to Exhibit 10.7 to the Issuers Current 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), In addition, the Stockholders Agreement permits the Issuers Principal The Lickles have ties to Wilmington, Delaware, and the Colonial-style house on Everglades Island reminded Bill Lickle of some houses there, he told the Daily News. Most of these factors are outside Replay Acquisitions and Finance of Americas control and are difficult to predict. Brian Libman, executive chairman, Finance of America Holdings, said that the deal is a "natural progression" for the company. Before joining Centerbridge, Mr. West was a Partner Managing Director at Goldman Sachs & Co. LLC, where he headed the firms Principal Finance Group. Mr. West earned his M.S. 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. The Reporting Persons intend to review on a continuing basis their investment in misdemeanors). Combination, the Blackstone Investors and the BL Investors entered into a letter agreement pursuant to which the Blackstone Investors and the BL Investors agreed, among other things, to permit the Blackstone Investors to have priority over the BL The transaction implies an equity valuation at closing for the combined company of $1.9 billion. in Political Science from Hampton University. In addition, prior to the closing of the Business Combination, the Blackstone Investors and the BL Investors entered into a letter agreement pursuant Brian Libman is 57 years old and was born on 08/04/1965. billion in assets under management include investment vehicles focused on private equity, real estate, public debt and equity, life sciences, growth equity, opportunistic, non-investment grade credit, real assets and secondary funds, all on a global basis. We look forward to accelerating our growth across cycles as we increasingly leverage our complementary portfolio of businesses, differentiated technology capabilities, and a capital-light model with fully integrated capabilities., Menes Chee, Senior Managing Director at Blackstone, said: Blackstone is proud to have supported the Companys significant growth since its founding becoming a leader and innovator in the market. Transaction Agreement (incorporated by reference to Exhibit 10.3 to the Issuers Current Report on Form 8-K filed on April7, 2021). 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. Ms. Corio received her MBA in Banking & Finance from Pace University and her B.A. Blackstone Announces Appointment of Brian X. Tierney as Global Head of Infrastructure Portfolio Operations and Asset Management; Steve Bolze to Retire and to Become Executive Advisor July 26, 2021 . Within 90 days after receipt of a demand for such registration, the Issuer will be required to use its reasonable best 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 Before joining Blackstone in 2019, Mr. Kaufman was the Managing Partner of The Kaufman Companies, a privately held hospitality asset management, development and investment group in the U.S. and Europe. Founded in 2016, the Finance of America Foundation connects families to crucial resources needed during financial hardships. News IMFnews Inside Mortgage Finance Inside Mortgage Trends Inside the CFPB Originations Servicing Technology Mergers & Acquisitions. Mr. Pratcher serves as a member of the board of trustees of FS Multi-Alternative Income Fund. Stockholders Agreement (incorporated by reference to Exhibit 10.2 to the Issuers Current Report on Form 8-K filed on April7, 2021). My friends, playing golf, would wave at me.. Brian Lipman's Instagram, Twitter & Facebook on IDCrawl 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. Refine Your Search Results. to which the Blackstone Investors and the BL Investors agreed, among other things, to permit the Blackstone Investors to have priority over the BL Investors with respect to certain sales notwithstanding the terms of the Stockholders Agreement or the Flagship hedge-fund operation could be worth up to $7 billion. Blackstone is a full-service, private-equity funded investment bank based out of New York. $280B. Blackstone mortgage venture set to become largest nonbank lender? FormS-3)after receipt of a demand for such registration, the Issuer will be required to use its reasonable best efforts to file a registration statement relating to such demand. of a Group (See Instructions), Check if Disclosure of Legal