Brian L. Libman - 31 Oct 2024 Form 4 Insider Report for Finance of America Companies Inc. (FOA)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
04 Nov 2024, 17:56:44 UTC
Prior SEC filing
15 May 2024
Next SEC filing
15 May 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
Brian L. Libman, By: /s/ Brian L. Libman, Name: Brian L. Libman

Key filing fact

Brian L. Libman filed Form 4 for Finance of America Companies Inc. (FOA) on 04 Nov 2024.

Key facts

  • This page summarizes Brian L. Libman's Form 4 filing for Finance of America Companies Inc. (FOA).
  • 1 reported transaction and 1 derivative row are listed below.
  • Accepted by SEC: 04 Nov 2024, 17:56.

Change

  • Previous filing in this sequence was filed on 15 May 2024.
  • Current net transaction value: +$33,121,000.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

FOA transaction Derivative

10.000% Exchangeable Senior Secured Notes due 2029

Award

Transaction value
$33,121,000
Shares
Change %
Price
Shares after
$33,121,000
Date
31 Oct 2024
Ownership
See Footnote
Underlying class
Class A Common Stock
Underlying amount
1,204,400
Exercise price
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On October 31, 2024, Finance of America Funding LLC ("FOA Funding"), a subsidiary of Finance of America Companies Inc. (the "Issuer"), completed certain exchange offer and consent solicitations transactions, including the exchange of $342,622,000 of FOA Funding's existing 7.875% Senior Notes due 2025 (the "2025 Unsecured Notes") for (i) $195,783,947 of FOA Funding's new 7.875% Senior Secured Notes due 2026, (ii) $146,793,000 of FOA Funding's new 10.000% Exchangeable Senior Secured Notes due 2029 (the "New Exchangeable Notes") and (iii) cash consideration of $856,555 (such transactions, the "Exchange Offer"). In the Exchange Offer, Libman Family Holdings, LLC exchanged $77,284,000 in principal amount of 2025 Unsecured Notes for consideration including $33,121,000 in principal amount of New Exchangeable Notes.

Footnote F2

Holders of the New Exchangeable Notes have the right to exchange all or any portion of such notes at their option, subject to certain limitations as further described in the indenture governing the New Exchangeable Notes (the "Indenture"). The New Exchangeable Notes are exchangeable on the terms set forth in the Indenture into shares of the Issuer's Class A common stock ("Class A Common Stock") or, at the election of FOA Funding, exchange may be settled in part or in whole by delivery of the cash value of the shares otherwise deliverable (to the extent that the Issuer determines in good faith that it would be in the best interest of Issuer to do so for specified tax reasons). The exchange rate is initially 36.36364 shares of Class A Common Stock per $1,000 principal amount of New Exchangeable Notes, which is equivalent to an initial exchange price of approximately $27.50 per share of Class A Common Stock, subject to adjustment as provided in Indenture.

Footnote F3

Reflects securities held directly by Libman Family Holdings, LLC. The sole manager of Libman Family Holdings, LLC is Brian L. Libman.

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