The Company has evaluated subsequent events from the date of the Consolidated Financial Statements of December 31, 2021 through March 1, 202, the date these Consolidated Financial Statements were issued. No events or transactions were identified that would have an impact on the financial position or results of operations of the Company as of December 31, 2021 (Successor) as reported herein. However, management of the Company believes disclosure of the following events is appropriate.

On January 1, 2022, Finance of America Companies Inc. opened an initial offering period for our Employee Stock Purchase Plan (the “ESPP”) for the benefit of Company employees. Participation in the ESPP is voluntary and is open to any Company employee who satisfies the eligibility requirements under the ESPP other than the Company’s “officers” (as defined in Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). The ESPP allows for shares of the Company’s Class A Common Stock to be purchased by a financial institution designated by the Company, acting as broker for the ESPP. using funds contributed by participants through payroll deductions, up to the lesser of 15% of the participant’s Base Earnings (as defined in the ESPP) or $50,000 per participant in any calendar year (unless otherwise determined by the Compensation Committee (the “Committee”) of the Company’s Board of Directors). The ESPP includes a matching component pursuant to which participating employees will be eligible to receive a grant of restricted stock units (“Match RSUs”) pursuant to and in accordance with the Company’s 2021 Omnibus Incentive Plan. The number of Match RSUs to be granted to participants with respect to each offering period will equal to 20% of the shares they purchase under the ESPP with respect to such offering period. This description of the ESPP is qualified in its entirety by reference to the plan itself, which is included as Exhibit 4.3 to the Company’s Registration Statement on Form S-8, filed with the SEC on December 2, 2021.

 

On January 1, 2022, the Company executed the merger of two of it’s subsidiaries, FAM and FACo. The purpose of the merger was to gain efficiencies through the combination of the two subsidiaries, those efficiencies being: fewer company licenses and exams to administer, greater economies of scale and consolidated compliance reporting. As a result of the merger, the financing lines of credit extended to each subsidiary were amended and the related covenants aligned. The merger will have no impact to reported results at the FoA level.

In February 2022, the Company executed the sale of a portion of it’s MSR balance to a non-affiliated third party. The MSR sale was for a UPB of $8,380.8 million, with a fair value of $98.1 million.

In  2022, the Company securitized approximately $386.1 million of its reverse mortgage loans, through the issuance of approximately $450.1 million of mortgage backed notes, which accrue interest at an annual rate of 2.2% on a weighted average basis on the principal balance of the notes and have a scheduled final maturity date occurring in February 2027. The $450.1 million of mortgage backed notes were issued at a weighted average price of 95.9%. The principal and interest on the outstanding notes will be paid using the cash flows from the related reverse mortgage loans, which serve as collateral for the debt. The securitization is callable by the Company with the optional redemption date being any date beginning with the payment date occurring in February 2025. This securitization will be accounted for as a secured financing in the Company’s Consolidated Statements of Financial Condition.

In  2022, the Company securitized approximately $638.7 million of its reverse mortgage loans, through the issuance of approximately $639.9 million of mortgage backed notes, which accrue interest at an annual rate of 3.5% on a weighted average basis on the principal balance of the notes and have a scheduled final maturity date occurring in February 2032. The $639.9 million of mortgage backed notes were issued at a weighted average price of 100.0%. The principal and interest on the outstanding notes will be paid using the cash flows from the related reverse mortgage loans, which serve as collateral for the debt. The securitization is callable by the Company with the optional redemption date being any date beginning with the payment date occurring in December 2024. This securitization will be accounted for as a secured financing in the Company’s Consolidated Statements of Financial Condition.

In February 2022, a $350.0 million facility was paid-in-full and terminated.

In January

2022, a new facility agreement of $12.5 million was executed with a maturity date of January 2024 with an option to extend the maturity date to January 2025.

In February 2022, a $150.0 million facility was paid-in-full and terminated on its maturity date.