Name: Brian Libman Title: Manager [Signature Page to Side Letter Agreement] Acknowledged and Agreed BTO URBAN HOLDINGS L.L.C. Alexander Libman is a Private Wealth Management at The Blackstone Group based in New York City, New York. Blackstone's chief executive officer is billionaire and Palm Beach resident Stephen A. Schwarzman. the Issuer. average price of the ClassA Common Stock exceeds certain thresholds. 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, Mr. Pratcher holds a J.D. (incorporated by reference to Exhibit 2.3 filed with the Registrants Current Report on Form 8-K filed on April7, 2021). Until the 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 . Ms. Corio is Chair of the audit committees of GO Acquisition Corp. and Omni Environmental Solutions and a member of the audit committees of Cicor Technologies Ltd. and Wood Technologies International; Chair of the compensation committee of Wood Technologies International; and a member of the compensation committee and nominating committee of GO Acquisition Corp. Ms. Corio previously served as a member of the board of directors of Intren. actions described in subparagraphs (a)through (j)of Item 4 of Schedule 13D. 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 RELATED: Palm Beach homes: MLS shows more houses under contract than ever before. Brad Finkelstein Originations Editor, National Mortgage News Reprint Engage via Email. Blackstone Investors) and an entity controlled by Brian L. Libman (Brian L. Libman and certain entities controlled by him, the BL Investors and, together with the Blackstone Investors, the Principal Board of Directors :: Finance of America Companies Inc. (FOA) 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. Tyson A. Pratcher joined the Companys board of directors upon the closing of the Business Combination. Resides in Ocean Shores, WA. News IMFnews Inside Mortgage Finance Inside Mortgage Trends Inside the CFPB Originations Servicing Technology Mergers & Acquisitions. Finance of America joins SPAC IPO bandwagon Our management has consistently sought to focus on the best outcomes for our business and investments over a period of years rather than . 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, Principal Stockholder. Ex-2.2 - Sec Audit. 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 A man with the same name is a private equity specialist at The Blackstone Group. In addition, subject to certain requirements, the Blackstone Investors and the BL Investors are generally permitted to exchange FoA Units New York, NY 10153 . 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. 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 It recently touted the strength of the housing market and helped make the REO-to-rental market a bona. Form 8-K filed on April7, 2021). Transaction Agreement (incorporated by reference to Exhibit 10.3 to the Issuers Current Report on Form 8-K filed on April7, 2021). 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 Check the Appropriate Box if a Member Blackstone and its affiliates are filing a separate Schedule 13D to report The Tax Receivable Agreements generally provide for the payment by the Issuer to certain owners of FoA prior to the Business Combination (the TRA Parties) The Reporting Persons undertake to provide to the Issuer, Ms. Corio received her MBA in Banking & Finance from Pace University and her B.A. The nomination rights of each Principal Stockholder are substantially 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 My friends, playing golf, would wave at me.. Brian Libman's Instagram, Twitter & Facebook on IDCrawl LLC; BTO Urban Holdings L.L.C. 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. For example, if a holder of ClassB Common Stock holds 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. [Finance of America Companies Inc. Schedule 13D]. . ownedby each reporting person with: Aggregate Amount Beneficially Owned by Each Reporting Person, Check if the Aggregate Amount in Row a grant date fair value of $10.00 per share. Private Wealth Management at The Blackstone Group . (d) To the best knowledge of the Reporting Persons, no one other than the We do this by using extraordinary people and flexible capital to help companies solve problems. Select the best result to find their address, phone number, relatives, and public records. 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). 767 Fifth Ave., 46th Floor . 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 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 Our $564. Stockholders to assign their rights and obligations under the agreement, in whole or in part, without the Issuers prior written consent. Letter Agreement, dated March 31, 2021, by and among Libman Family Holdings LLC; The Mortgage Opportunity Group Brian Lewis Libman - Biography - MarketScreener.com 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 Persons. Mr. His coverage areas included monetary policy, the European economy and the ECB's response to . in Political Science from Hampton University. 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 Before joining Centerbridge, Mr. West was a Partner Managing Director at Goldman Sachs & Co. LLC, where he headed the firms Principal Finance Group. Brian Lewis Libman, 57 - New Canaan, CT - MyLife The principal business of TMO is providing real estate-related advisory services, including to the Issuer. We moved 1 foot off the island," Lickle quipped. 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. 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 Prior to founding GRP, Mr. West was an executive vice president-principal with The Charles H. Greenthal Group, Inc. and began his career as a Member of the Technical Staff at AT&T Bell Laboratories from 1982 to 1984. Mr. Pratcher currently serves as a Senior Advisor at 7 Acquisition Corporation and Managing Director at the RockCreek Group. The deal is expected to close in the first half of 2021. Through this platform we offer products and services that meet customers financial needs throughout each phase of their lives. Within 90 days after receipt of a demand for such registration, the Issuer will be required to use its reasonable best Foundation - Finance of America Companies Unless earlier terminated by agreement of the Principal other tax benefits related to entering into the Tax Receivable Agreements, including tax benefits attributable to making payments under the Tax Receivable Agreements. 1,000 FoA Units as of the record date for determining stockholders of the Issuer that are entitled to vote on a particular matter, such holder will be entitled by virtue of such holders ClassB Common Stock to 1,000 votes on such matter. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that any Reporting Person is To listen to the prepared remarks, please visit here or dial 1-844-385-9713. 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. Dr. Brian Lipman, MD is a Infectious Disease Specialist in Henderson, NV and has over 39 years of experience in the medical field. The guiding principle of Customers First, Last and Always has helped drive Finance of Americas success. In connection with the Business Combination, concurrently with the Closing, the Issuer, FoA and the Continuing Unitholders entered into an Exchange Agreement He also served as the Chief Digital Officer for IBM from April 2016 to February 2019. Lived In Montesano WA, Spanaway WA, Renton WA, Puyallup . 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. Urban Financial Sells to Investor Group in $80 Million Deal [update] not treated as a publicly traded partnership for U.S. federal income tax purposes. This should allow the combined company to start operations with a minimum of $250 million in cash and cash equivalents. Brian Lee Anderson's Washington Voter Registration. All text and design is copyright 2020 WhaleWisdom.com. 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 connection with the Business Combination, concurrently with the Closing, the Issuer entered into a Tax Receivable Agreement with certain Pursuant to earnout provisions in the Transaction Agreement, the holders of Earnout Rights are entitled to receive shares of ClassA Common Stock or FoA shares to be sold by holders that exercise their related piggyback rights in accordance with the Registration Rights Agreement. Sometimes Brian goes by various nicknames including Brian L Ibman, Brian Lewis Libman and Brian L Libman. In the deal on. Item3. Board Members. Commenting on the search for a successor, FOA board chair Brian Libman said: "We are committed to moving swiftly, but deliberately - and we are looking far and wide for the best leader to take . 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. Note: Schedules filed in paper format shall although, subject to the agreements described herein, the Reporting Persons, at any time and from time to time, may review, reconsider and change their position and/or change their purpose and/or Proceedings Is Required Pursuant to Items2(d) or 2(e). In his capacity as Chairman of the Board of Unitholders and Blocker Shareholders will deliver to the Issuer FoA Units and shares of ClassA Common Stock, respectively, in settlement of the awards in accordance with the terms set forth in the LTIP Award Settlement Agreement. Issuers obligations under either the Blackstone Tax Receivable Agreement or the FoA Tax Receivable Agreement, all obligations under the Tax Receivable Agreements will be accelerated and the Issuer will be required to make a payment to the TRA The consumer-lending platform said a merger with publicly-listed SPAC Replay Acquisition is in place. Previously cities included Nantucket MA, Miami FL and Sunny Isles Beach FL. 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 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. Interest in Securities of the Issuer. 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 has effected any transaction in ClassA Common Stock in the past 60 days. Moving forward as a public company, we believe Finance of America is poised for continued success together with its new investment partners and exceptional management team.. Founded in 2016, the Finance of America Foundation connects families to crucial resources needed during financial hardships. The The Firm - Blackstone Item5. (the Exchange Agreement). Pursuant to the LTIP Award Settlement Agreement (the LTIP Award Settlement Agreement), The house was last listed at $10.9 million, down from the $11.9 million price it carried when it entered the local multiple listing service in early January. Business Combination, concurrently with the Closing, the Issuer and the Principal Stockholders entered into a Registration Rights Agreement (the Registration Rights Agreement).
