Finance of America Companies Inc. (FOA): M&A transaction — Finance of America closes AAG asset acquisition, raises $30M equity, promotes Fleming to CEO

Finance of America Companies Inc.

Acquired AAG assets for $5.5M cash plus $4.5M promissory note; adds direct-to-consumer channel reaching 10M consumers annually.
Issued 10.87M Class A shares each to Blackstone and BL Investor for $15M apiece ($30M total) to fund deal and corporate purposes.
Graham A. Fleming appointed CEO effective April 5, 2023; Kristen Sieffert promoted to President with salary raised to $650K and target bonus to $1.2M.
Transaction expected to be immediately accretive to tangible book value and earnings; FOA now one of the largest reverse mortgage lenders in the U.S.

item 1.01 item 2.01 item 3.02 item 5.02 item 7.01 item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Role change

Graham A. Fleming

Chief Executive Officer

FOA · Finance of America Companies Inc.

Effective: 2023-04-05
Filed: April 3, 2023, 7:59 PM ET

appointed Graham A. Fleming, current President and interim Chief Executive Officer (CEO) of the Company, as Chief Executive Officer (principal executive officer), effective as of April 5, 2023.

Role change

Kristen Sieffert

President

FOA · Finance of America Companies Inc.

Filed: April 3, 2023, 7:59 PM ET

appointed Kristen Sieffert to serve as President of the Company.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Graham A. Fleming was appointed as Chief Executive Officer at Finance of America Companies Inc..

Action: appointed
Role: Chief Executive Officer

Exact text from the filing

appointed Graham A. Fleming, current President and interim Chief Executive Officer (CEO) of the Company, as Chief Executive Officer (principal executive officer), effective as of April 5, 2023.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.9

Kristen Sieffert was appointed as President at Finance of America Companies Inc..

Action: appointed
Role: President

Exact text from the filing

appointed Kristen Sieffert to serve as President of the Company.

View on SEC.gov

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Finance of America Companies Inc. completed an acquisition involving American Advisors Group for $5.5 million in cash (closed 2023-03-31).

Action: acquisition
Counterparty: American Advisors Group
Consideration: $5.5 million in cash
Closing: 2023-03-31

Exact text from the filing

parties to the AAG Transaction agreed, among other things, that (a) the amount of cash consideration payable by FAR to AAG under the Asset Purchase Agreement would be reduced to $5.5 million (from $10 million in the Original Asset Purchase Agreement) and in connection with such reduction, FAR would issue to AAG a promissory note with an aggregate principal amount of

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Finance of America Companies Inc. entered into Equity Matters Agreement with AAG valued at AAG joined and became a party to FOAEC LLC agreement, Exchange Agreement, and Registration Rights Ag (effective 2023-03-31).

Action: entry
Counterparty: AAG
Value: AAG joined and became a party to FOAEC LLC agreement, Exchange Agreement, and Registration Rights Ag
Effective: 2023-03-31

Exact text from the filing

on the Closing Date, in connection with the consummation of the AAG Transaction, the Company and FOAEC entered into an Equity Matters Agreement (the “ Equity Matters Agreement ”) with AAG

View on SEC.gov

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Finance of America Companies Inc. filing history →

Source: SEC EDGAR

accession 0001193125-23-088923

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