Confirming an earlier report, The Blackstone Group Inc.-backed consumer lending platform Finance of America Equity Capital LLC and publicly traded special purpose acquisition company Replay Acquisition Corp. agreed to combine in a transaction that will take Finance of America public.
The transaction implies an equity valuation at closing for the combined company of $1.9 billion. Institutional investors have committed to invest $250 million in the form of a private investment in public equity, or PIPE, at a price of $10.00 per share of the combined company's class A common stock immediately prior to the closing of the transaction. Estimated cash proceeds will consist of the PIPE in addition to Replay Acquisition's $288 million of cash in trust, subject to redemptions.
The combined company is expected to start with a minimum of $250 million of cash and cash equivalents.
Pro forma for the transaction, assuming no redemptions by Replay Acquisition's public shareholders, management, entities managed by Finance of America's founder and funds managed by Blackstone Tactical Opportunities will own approximately 70% of the combined company.
Finance of America Founder and Chairman Brian Libman, CEO Patricia Cook and President Graham Fleming will continue to lead the company.
The transaction, which has been approved by the boards of Replay Acquisition and Finance of America's parent company, is expected to close in the first half of 2021.
Simpson Thacher & Bartlett LLP is acting as legal adviser to Finance of America. Credit Suisse Securities (USA) LLC is acting as capital markets adviser to Replay Acquisition, while Greenberg Traurig LLP is acting as its legal adviser.
Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC served as lead placement agents, while Credit Suisse Securities (USA) LLC served as placement agent for the PIPE transaction.