Annual report pursuant to Section 13 and 15(d)

Payables and Other Liabilities

v3.22.0.1
Payables and Other Liabilities
 12 Months Ended
Dec. 31, 2021
Payables and Accruals [Abstract]  
Payables and Other Liabilities
 
20. Payables and Other Liabilities
Payables and other liabilities consisted of the following (in thousands):

 
  
December 31, 2021
 
  
December 31, 2020
 
 
  
Successor
 
  
Predecessor
 
Accrued compensation expense
   
$
129,919
 
    $ 150,214  
Accrued liabilities
   
 
114,931
 
      83,140  
Lease liabilities
   
 
65,518
 
      48,250  
Deferred purchase price liabilities
   
 
47,479
 
      3,842  
GNMA reverse mortgage buyout payable
   
 
31,274
 
      32,317  
Derivative liabilities
   
 
26,678
 
      20,722  
Deferred tax liability, net
   
 
18,581
 
      287  
Estimate of claim losses
   
 
14,993
 
      8,609  
Repurchase reserves
   
 
8,685
 
      10,529  
Liability for loans eligible for repurchase from GNMA
   
 
7,956
 
      42,148  
Warrant liability
   
 
5,497
 
      —    
    
 
 
     
 
 
  
Total payables and other liabilities
   
$
471,511
 
    $ 400,058  
    
 
 
     
 
 
  
Warrants
Prior to the Business Combination, Replay issued 28,750,000 units, consisting of one ordinary share and
one-half
of one redeemable warrant (each, a “Public Warrant” or “Warrant”), resulting in 14,375,000 Public Warrants. Each Warrant is now exercisable for a share of FoA Class A Common Stock. As of December 31, 2021 (Successor), there were 14,375,000 Public Warrants outstanding.
The Warrants will expire April 1, 2026, five years after the completion of the Business Combination. The Company may call the Warrants for redemption:
 
  •  
in whole and note in part;
 
  •  
at a price of $0.01 per warrant;
 
  •  
upon a minimum of 30 days’ prior written notice of redemption;
 
  •  
if, and only if, the last reported closing price of the Class A Common Stock equals or exceeds $18.00 per share for any 20 trading days within a
30-trading
day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders; and
Each Warrant entitles the holder to purchase one ordinary share at a price of $11.50 per share, subject to adjustment for reorganization and/or extraordinary dividends event, as described in the warrant agreement.
If the Company calls the Warrants for redemption, management will have the option to require all holders that wish to exercise the Warrants to do so on a “cashless basis,” as described in the warrant agreement.
The Company has determined that the Warrants are subject to treatment as a liability. As of the Closing of the Business Combination on April 1, 2021 and as of December 31, 2021 (Successor), the Warrants had a fair value of $18.0 million and $5.5 million, respectively. These liability-classified Public Warrants are out of the money and thus have no impact on diluted EPS.