Davis Polk advised the representative of the initial purchasers in connection with a Rule 144A/Regulation S offering by Finance of America Funding LLC of $350 million aggregate principal amount of its 7.875% senior notes due 2025. Finance of America intends to use the net proceeds from the offering to fund a distribution to its owners and for general corporate purposes.

In a related transaction, Davis Polk advised the placement agents in connection with a private placement pursuant to Rule 4(a)(2) by Replay Acquisition Corp. of $250 million of its ordinary shares in connection with its proposed business combination with Finance of America Equity Capital LLC.

Replay Acquisition is a special purpose acquisition company (SPAC) founded in 2018 for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

Headquartered in Irving, Texas, Finance of America is an end-to-end consumer lending and services platform that connects borrowers with investors. Their product offerings include mortgages, reverse mortgages, and loans to residential real estate investors distributed across retail, third party network and digital channels. In addition, Finance of America offers complementary lending services to their business partners, as well as capital markets and portfolio management capabilities to optimize distribution to investors.

The Davis Polk capital markets team included partner Michael Kaplan, and associate Carrie Guo. The tax team included counsel Ethan R. Goldman. Partner Gabriel D. Rosenberg and associates Greg Swanson and Drew Schmidt provided financial regulatory advice. Partner Pritesh P. Shah and associate Daniel P. Kearney provided intellectual property advice. All members of the Davis Polk team are based in the New York office.

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