Walkers Acts as Cayman Islands Counsel to Replay Acquisition Corp. in Business Combination with Finance of America Equity Capital LLC

Walkers were pleased to act as Cayman Islands counsel to Replay Acquisition Corp. (NYSE: RPLA) ("Replay Acquisition") in connection with its agreement to enter into a business combination with Finance of America Equity Capital LLC, a financial services business offering a wide range of mortgage, reverse mortgage and other lending products. Walkers also assisted on the establishment and IPO of Replay Acquisition in 2019.

The business combination transaction, which is subject to shareholder approval and certain regulatory consents, represents another example of an established business seeking to go public by combining with a special purpose acquisition company (SPAC) whose shares are already publicly traded. In addition to capital available from its IPO (which may be reduced by redemptions), Replay Acquisition is planning to raise additional capital by way of a Private Investment in Public Equity (PIPE) to fund part of the transaction.

According to a release on Businesswire: "The transaction implies an equity valuation at closing for the combined company of $1.9 billion. Top-tier institutional investors have committed to invest $250 million in the form of a PIPE at a price of $10.00 per share of the combined company’s Class A common stock immediately prior to the closing of the transaction. Estimated cash proceeds will consist of the PIPE in addition to Replay Acquisition’s $288 million of cash in trust, subject to redemptions."

Acting with US legal advisors Greenberg Traurig, LLP, the Walkers team was led by Cayman Islands-based partner Jason Allison and included associate Tom Hagger.

Jason AllisonPartnerT +1 345 914 6358jason.allison@walkersglobal.com
Tom HaggerAssociateT +1 345 914 6317tom.hagger@walkersglobal.com