Finance of America agrees to sell title insurance business to Essent for $100M; extends credit facility by $10M

Finance of America Companies Inc.

Sale of Incenter's title insurance subsidiaries (ANTIC and BNT) to Essent US Holdings for $100M cash base purchase price, subject to adjustments.
Closing expected by Sep 1, 2023, extendable to Dec 1, 2023 pending regulatory approvals from Missouri and California insurance commissioners.
Revolver commitments increased from $50M to $60M, maturity extended to Oct 31, 2023 at 6.5% interest, for growth initiatives.
FOA interim CEO states divestiture aligns with strategic focus on retirement solutions and home equity; Credit Suisse acted as financial advisor.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Finance of America Companies Inc. entered into Securities Purchase Agreement with Essent US Holdings, Inc. valued at $100,000,000 (effective 2023-02-01).

Action: entry
Agreement: equity purchase
Counterparty: Essent US Holdings, Inc.
Value: $100,000,000
Effective: 2023-02-01

Exact text from the filing

On February 1, 2023, Incenter LLC (“Incenter”), an indirect subsidiary of Finance of America Companies Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with Essent US Holdings, Inc. (the “Buyer”), and for the limited purposes described therein, Finance of America Equity Capital LLC. Pursuant to the Securities Purchase Agreement, on the terms and subject to the conditions set forth therein, Incenter will sell one hundred percent of (i) the issued and outstanding shares of capital stock of Agents National Title Holding Company (“ANTIC”), a direct subsidiary of Incenter and an indirect subsidiary of the Company, and (ii) the issued and outstanding membership interests of Boston National Holdings LLC (“BNT”), a direct subsidiary of Incenter and an indirect subsidiary of the Company (collectively, the “Incenter Transaction”) in exchange for the payment by Buyer of a cash base purchase price of $100,000,000

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Source: SEC EDGAR

accession 0001193125-23-022079

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