Finance of America Announces Exchange Offer and Consent Solicitation for Existing 2025 Unsecured Notes

Finance of America Companies Inc. (“Finance of America” or the “Company”) (NYSE: FOA), a leading provider of home equity-based financing solutions for a modern retirement, today announced the commencement by its subsidiary Finance of America Funding LLC (“FOA Funding”) of (i) an exchange offer (the “Exchange Offer”) for any and all of FOA Funding’s outstanding 7.875% Senior Notes due 2025 (the “2025 Unsecured Notes”) for (a) up to $200.0 million aggregate principal amount of 7.875% Senior Secured Notes due 2026 (the “New Senior Secured Notes”), (b) up to $150.0 million aggregate principal amount of 10.000% Exchangeable Senior Secured Notes due 2029 (the “New Exchangeable Notes” and, together with the New Senior Secured Notes, the “New Secured Notes”) and (c) a cash fee equal to 0.25% of the aggregate principal amount of outstanding 2025 Unsecured Notes that are exchanged in the Exchange Offer; and (ii) a consent solicitation (the “Consent Solicitation”) to holders of the 2025 Unsecured Notes in connection with the Exchange Offer.

Holders representing at least 94% of the aggregate outstanding principal amount of the 2025 Unsecured Notes have agreed pursuant to the terms of an exchange offer support agreement dated June 24, 2024 (as amended on September 17, 2024), or otherwise communicated their intent to participate in the Exchange Offer and deliver their consents in the Consent Solicitation. Simpson Thacher & Bartlett LLP served as counsel and Houlihan Lokey Capital, Inc. served as financial advisor to the Company and its subsidiaries. Sidley Austin LLP served as counsel to the ad hoc group of holders of 2025 Unsecured Notes.

About the Exchange Offer

Subject to the terms and conditions of the Exchange Offer and the Consent Solicitation, eligible holders of 2025 Unsecured Notes will receive (i) for each $1,000 principal amount of 2025 Unsecured Notes validly tendered at or prior to the Expiration Time (as defined below) and accepted for exchange in the Exchange Offer, $1,000.00 principal amount of New Secured Notes, consisting of New Senior Secured Notes and New Exchangeable Notes in such amounts set forth in the table below and (ii) cash consideration equal to $2.50 per $1,000 principal amount of outstanding 2025 Unsecured Notes tendered.