0001104659-21-046769.txt : 20210406
0001104659-21-046769.hdr.sgml : 20210406
20210406060359
ACCESSION NUMBER: 0001104659-21-046769
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210401
FILED AS OF DATE: 20210406
DATE AS OF CHANGE: 20210406
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SAFRA EDMOND
CENTRAL INDEX KEY: 0001771845
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38859
FILM NUMBER: 21808045
MAIL ADDRESS:
STREET 1: C/O REPLAY ACQUISITION CORP.
STREET 2: 767 FIFTH AVENUE, 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10153
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Replay Acquisition Corp.
CENTRAL INDEX KEY: 0001763731
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 767 FIFTH AVENUE
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10153
BUSINESS PHONE: (212) 891-2700
MAIL ADDRESS:
STREET 1: 767 FIFTH AVENUE
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10153
4
1
tm2112213-2_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2021-04-01
1
0001763731
Replay Acquisition Corp.
RPLA
0001771845
SAFRA EDMOND
767 FIFTH AVENUE, 46TH FLOOR
NEW YORK
NY
10153
0
1
1
0
Co-Chief Executive Officer
Ordinary Shares, $0.0001 par value per share
2021-04-01
4
C
0
775000
A
7872500
I
See Footnote
Ordinary Shares, $0.0001 par value per share
2021-04-01
4
P
0
1000000
10.00
A
3350000
I
See Footnote
Ordinary Shares, $0.0001 par value per share
2021-04-01
4
J
0
7872500
D
0
I
See Footnote
Ordinary Shares, $0.0001 par value per share
2021-04-01
4
J
0
3350000
D
0
I
See Footnote
Warrant
11.50
2021-04-01
4
J
0
7750000
D
2021-05-01
2026-04-01
Ordinary Shares
7750000
0
I
See Footnote
775,000 Ordinary Shares were acquired by Replay Sponsor, LLC (the "Sponsor") in exchange for the cancellation of the 7,750,000 private placement warrants purchased by the Sponsor in connection with Replay Acquisition Corp.'s (the "Issuer") initial public offering.
Represents Ordinary Shares of the Issuer that converted on a one-for-one basis into shares of Class A Common Stock of Finance of America Companies Inc. ("New Pubco") through a series of transactions in connection with the business combination (the "Business Combination") of the Issuer and Finance of America Equity Capital LLC ("FoA"), pursuant to that certain Transaction Agreement, as amended, dated as of October 12, 2020, by and among the Issuer, FoA, New Pubco and the other entities party thereto.
The securities are held directly by the Sponsor and indirectly by Edmond Safra and Gregorio Werthein as managers of the Sponsor. Each of Messrs. Safra and Werthein disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
1,000,000 Ordinary Shares were acquired by EMS Opportunity Ltd. Pursuant to a subscription agreement in connection with the Business Combination.
The securities are held directly by EMS Opportunity Ltd. and indirectly by Mr. Safra as the sole shareholder of EMS Capital Holding Inc., which is the general partner of EMS Capital LP, the investment manager of EMS Opportunity Ltd. Mr. Safra disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
/s/ Alan I. Annex, Attorney-in-Fact
2021-04-06