Finance of America Companies Inc.
For the period ended Jun 30, 2025. Filed Aug 11, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 11, 2025
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Item 1. Finance of America Companies Inc.Condensed Consolidated Statements of Financial Condition(in thousands, except share data)
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| (unaudited) | ||
| ASSETS | ||
| Cash and cash equivalents | $46,476 | $47,383 |
| Restricted cash | 190,176 | 254,585 |
| Loans held for investment, subject to Home Equity Conversion Mortgage-Backed Securities (“HMBS”) related obligations, at fair value | 18,858,220 | 18,669,962 |
| Loans held for investment, subject to nonrecourse debt, at fair value | 9,888,492 | 9,288,403 |
| Loans held for investment, at fair value | 634,935 | 520,103 |
| Intangible assets, net | 198,209 | 216,342 |
| Other assets, net | 329,677 | 157,261 |
| Assets of discontinued operations | 1,264 | 2,451 |
| TOTAL ASSETS | $30,147,449 | $29,156,490 |
| LIABILITIES AND EQUITY | ||
| HMBS related obligations, at fair value | $18,643,094 | $18,444,370 |
| Nonrecourse debt, at fair value | 9,426,194 | 8,954,068 |
| Other financing lines of credit | 1,076,434 | 918,247 |
| Notes payable, net (includes amounts due to related parties of $162,283 as of both June 30, 2025 and December 31, 2024) | 383,941 | 374,511 |
| Payables and other liabilities | 139,350 | 137,953 |
| Liabilities of discontinued operations | 5,011 | 11,677 |
| TOTAL LIABILITIES | 29,674,024 | 28,840,826 |
| Commitments and Contingencies (Note 11) | ||
| EQUITY | ||
| Class A Common Stock, $0.0001 par value; 6,000,000,000 shares authorized; 11,502,488 and 10,360,299 shares issued, respectively, and 11,076,638 and 9,934,449 shares outstanding, respectively | 1 | 1 |
| Class B Common Stock, $0.0001 par value; 1,000,000 shares authorized; 14 and 15 shares issued and outstanding, respectively | — | — |
| Additional paid-in capital | 959,306 | 954,469 |
| Accumulated deficit | (633,763) | (698,895) |
| Accumulated other comprehensive loss | (283) | (276) |
| Noncontrolling interest | 148,164 | 60,365 |
| TOTAL EQUITY | 473,425 | 315,664 |
| TOTAL LIABILITIES AND EQUITY | $30,147,449 | $29,156,490 |
Finance of America Companies Inc.Condensed Consolidated Statements of Financial Condition(in thousands)
The following table presents the assets and liabilities of the Company’s consolidated variable interest entities (“VIEs”), which are included in the Condensed Consolidated Statements of Financial Condition above, and excludes retained bonds and beneficial interests that eliminate in consolidation.
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| ASSETS · (unaudited) | ||
| Restricted cash | $183,849 | $248,905 |
| Loans held for investment, subject to nonrecourse debt, at fair value | 9,499,796 | 8,904,303 |
| Loans held for investment, at fair value | 276,450 | 168,641 |
| Other assets, net: | ||
| Loans held for sale - reverse mortgage loans, at fair value | 133,534 | — |
| Other, net | 50,921 | 53,400 |
| TOTAL ASSETS | $10,144,550 | $9,375,249 |
| LIABILITIES | ||
| Nonrecourse debt, at fair value | $9,055,755 | $8,588,301 |
| Other financing lines of credit | 211,808 | 136,157 |
| Payables and other liabilities | 1,314 | 1,277 |
| TOTAL LIABILITIES | $9,268,877 | $8,725,735 |
| NET CARRYING VALUE OF ASSETS IN VIEs | $875,673 | $649,514 |
Finance of America Companies Inc.Condensed Consolidated Statements of Operations (Unaudited)(in thousands, except share data)
| For the three months ended June 30, 2025 | For the three months ended June 30, 2024 | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | |
|---|---|---|---|---|
| PORTFOLIO INTEREST INCOME | ||||
| Interest income | $481,800 | $478,091 | $962,402 | $942,070 |
| Interest expense | (422,336) | (412,618) | (832,503) | (806,422) |
| NET PORTFOLIO INTEREST INCOME | 59,464 | 65,473 | 129,899 | 135,648 |
| OTHER INCOME (EXPENSE) | ||||
| Net origination gains | 56,058 | 40,260 | 102,096 | 79,917 |
| Gain on securitization of home equity conversion mortgage (“HECM”) tails, net | 10,855 | 11,031 | 21,336 | 21,757 |
| Fair value changes from model amortization | (35,456) | (47,813) | (76,412) | (105,421) |
| Fair value changes from market inputs or model assumptions | 94,939 | 11,260 | 183,202 | 24,822 |
| Net fair value changes on loans and related obligations | 126,396 | 14,738 | 230,222 | 21,075 |
| Fee income | 6,739 | 8,096 | 13,085 | 14,418 |
| Non-funding interest expense, net | (15,223) | (9,268) | (30,135) | (17,420) |
| NET OTHER INCOME (EXPENSE) | 117,912 | 13,566 | 213,172 | 18,073 |
| TOTAL REVENUES | 177,376 | 79,039 | 343,071 | 153,721 |
| EXPENSES | ||||
| Salaries, benefits, and related expenses | 36,974 | 35,053 | 70,904 | 74,076 |
| Loan production and portfolio related expenses | 9,462 | 5,662 | 20,792 | 14,275 |
| Loan servicing expenses | 7,525 | 7,632 | 15,266 | 15,850 |
| Marketing and advertising expenses | 12,265 | 10,706 | 22,996 | 19,218 |
| Depreciation and amortization | 9,654 | 9,753 | 19,312 | 19,431 |
| General and administrative expenses | 13,180 | 16,241 | 26,159 | 33,512 |
| TOTAL EXPENSES | 89,060 | 85,047 | 175,429 | 176,362 |
| IMPAIRMENT OF OTHER ASSETS | — | — | — | (600) |
| OTHER, NET | (6,361) | 2,240 | (3,994) | 3,693 |
| NET INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 81,955 | (3,768) | 163,648 | (19,548) |
| Provision for income taxes from continuing operations | 2,132 | 1,153 | 4,075 | 1,153 |
| NET INCOME (LOSS) FROM CONTINUING OPERATIONS | 79,823 | (4,921) | 159,573 | (20,701) |
| NET LOSS FROM DISCONTINUED OPERATIONS | — | (203) | (4,750) | (4,727) |
| NET INCOME (LOSS) | 79,823 | (5,124) | 154,823 | (25,428) |
| Net income (loss) from continuing operations attributable to noncontrolling interest | 44,900 | (2,937) | 92,413 | (13,082) |
| Net loss from discontinued operations attributable to noncontrolling interest | — | (98) | (2,722) | (2,719) |
| NET INCOME (LOSS) FROM CONTINUING OPERATIONS ATTRIBUTABLE TO CONTROLLING INTEREST | 34,923 | (1,984) | 67,160 | (7,619) |
| NET LOSS FROM DISCONTINUED OPERATIONS ATTRIBUTABLE TO CONTROLLING INTEREST | — | (105) | (2,028) | (2,008) |
| NET INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST | $34,923 | $(2,089) | $65,132 | $(9,627) |
Finance of America Companies Inc.Condensed Consolidated Statements of Operations (Unaudited)(in thousands, except share data)
| For the three months ended June 30, 2025 | For the three months ended June 30, 2024 | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | |
|---|---|---|---|---|
| EARNINGS (LOSS) PER SHARE (Note 16) | ||||
| Basic weighted average shares outstanding | 11,041,337 | 9,898,182 | 10,611,689 | 9,773,370 |
| Basic earnings (loss) per share from continuing operations | $3.16 | $(0.20) | $6.33 | $(0.78) |
| Basic earnings (loss) per share | $3.16 | $(0.21) | $6.14 | $(0.99) |
| Diluted weighted average shares outstanding | 30,137,247 | 23,084,189 | 30,152,054 | 23,013,742 |
| Diluted earnings (loss) per share from continuing operations | $2.13 | $(0.29) | $4.69 | $(0.88) |
| Diluted earnings (loss) per share | $2.13 | $(0.30) | $4.56 | $(1.06) |
Finance of America Companies Inc. Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)(in thousands)
| For the three months ended June 30, 2025 | For the three months ended June 30, 2024 | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | |
|---|---|---|---|---|
| NET INCOME (LOSS) | $79,823 | $(5,124) | $154,823 | $(25,428) |
| COMPREHENSIVE INCOME (LOSS) ITEM: | ||||
| Impact of foreign currency translation adjustment | 2 | (30) | (7) | (47) |
| TOTAL COMPREHENSIVE INCOME (LOSS) | 79,825 | (5,154) | 154,816 | (25,475) |
| Less: Comprehensive income (loss) attributable to noncontrolling interest | 44,901 | (3,052) | 89,687 | (15,828) |
| COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST | $34,924 | $(2,102) | $65,129 | $(9,647) |
Finance of America Companies Inc. Condensed Consolidated Statements of Equity (Unaudited)(in thousands, except share data)
| Class A Common Stock · Class B Common Stock · Noncontrolling Interest | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) | Class A LLC Units | Amount | Total Equity | |
| Balance at March 31, 2025 | 10,711,674 | $1 | 14 | $— | $961,044 | $(668,686) | $(285) | 13,219,379 | $102,812 | $394,886 |
| Net income | — | — | — | — | — | 34,923 | — | — | 44,900 | 79,823 |
| Noncontrolling interest distributions | — | — | — | — | — | — | — | — | (205) | (205) |
| Equity-based compensation, net | — | — | — | — | 1,990 | — | — | — | 657 | 2,647 |
| Conversion of Class A LLC Units for Class A Common Stock | 25 | — | — | — | — | — | — | (25) | — | — |
| Settlement of restricted stock units (“RSUs”) | 540,275 | — | — | — | — | — | — | — | — | — |
| Cancellation of shares to fund employee tax withholdings | (175,336) | — | — | — | (3,728) | — | — | — | — | (3,728) |
| Foreign currency translation adjustment | — | — | — | — | — | — | 2 | — | — | 2 |
| Balance at June 30, 2025 | 11,076,638 | $1 | 14 | $— | $959,306 | $(633,763) | $(283) | 13,219,354 | $148,164 | $473,425 |
Finance of America Companies Inc. Condensed Consolidated Statements of Equity (Unaudited)(in thousands, except share data)
| Class A Common Stock · Class B Common Stock · Noncontrolling Interest | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Class A LLC Units | Amount | Total Equity | |
| Balance at March 31, 2024 | 9,656,175 | $1 | 15 | $— | $950,597 | $(721,921) | $(266) | 13,288,191 | $27,312 | $255,723 |
| Net loss | — | — | — | — | — | (2,089) | — | — | (3,035) | (5,124) |
| Equity-based compensation, net | — | — | — | — | 1,595 | — | — | — | — | 1,595 |
| Conversion of Class A LLC Units for Class A Common Stock | 110 | — | — | — | — | — | — | (110) | — | — |
| Settlement of long-term incentive plan (“LTIP”) RSUs, net | 102,120 | — | — | — | 210 | — | — | (102,120) | (210) | — |
| Settlement of other RSUs | 278,441 | — | — | — | — | — | — | — | — | — |
| Cancellation of shares to fund employee tax withholdings | (118,653) | — | — | — | (867) | — | — | — | — | (867) |
| Foreign currency translation adjustment | — | — | — | — | — | — | (30) | — | — | (30) |
| Balance at June 30, 2024 | 9,918,193 | $1 | 15 | $— | $951,535 | $(724,010) | $(296) | 13,185,961 | $24,067 | $251,297 |
Finance of America Companies Inc. Condensed Consolidated Statements of Equity (Unaudited)(in thousands, except share data)
| Class A Common Stock · Class B Common Stock · Noncontrolling Interest | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Loss | Class A LLC Units | Amount | Total Equity | |
| Balance at December 31, 2024 | 9,934,449 | $1 | 15 | $— | $954,469 | $(698,895) | $(276) | 13,891,768 | $60,365 | $315,664 |
| Net income | — | — | — | — | — | 65,132 | — | — | 89,691 | 154,823 |
| Noncontrolling interest distributions | — | — | — | — | — | — | — | — | (288) | (288) |
| Equity-based compensation, net | — | — | — | — | 3,490 | — | — | — | 1,314 | 4,804 |
| Conversion of Class A LLC Units for Class A Common Stock | 775,025 | — | — | — | 5,114 | — | — | (775,025) | (5,114) | — |
| Settlement of RSUs | 543,900 | — | — | — | — | — | — | — | — | — |
| Cancellation of shares to fund employee tax withholdings | (176,736) | — | — | — | (3,767) | — | — | — | — | (3,767) |
| Issuance of Class A LLC Units | — | — | — | — | — | — | — | 102,611 | 2,196 | 2,196 |
| Class B share retirement | — | — | (1) | — | — | — | — | — | — | — |
| Foreign currency translation adjustment | — | — | — | — | — | — | (7) | — | — | (7) |
| Balance at June 30, 2025 | 11,076,638 | $1 | 14 | $— | $959,306 | $(633,763) | $(283) | 13,219,354 | $148,164 | $473,425 |
Finance of America Companies Inc. Condensed Consolidated Statements of Equity (Unaudited)(in thousands, except share data)
| Class A Common Stock · Class B Common Stock · Noncontrolling Interest | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Class A LLC Units | Amount | Total Equity | |
| Balance at December 31, 2023 | 9,634,074 | $1 | 15 | $— | $946,938 | $(714,383) | $(249) | 13,297,081 | $40,100 | $272,407 |
| Net loss | — | — | — | — | — | (9,627) | — | — | (15,801) | (25,428) |
| Equity-based compensation, net | — | — | — | — | 5,364 | — | — | — | — | 5,364 |
| Conversion of Class A LLC Units for Class A Common Stock | 171 | — | — | — | — | — | — | (171) | — | — |
| Settlement of LTIP RSUs, net | 110,949 | — | — | — | 232 | — | — | (110,949) | (232) | — |
| Settlement of other RSUs | 305,625 | — | — | — | — | — | — | — | — | — |
| Cancellation of shares to fund employee tax withholdings | (132,626) | — | — | — | (999) | — | — | — | — | (999) |
| Foreign currency translation adjustment | — | — | — | — | — | — | (47) | — | — | (47) |
| Balance at June 30, 2024 | 9,918,193 | $1 | 15 | $— | $951,535 | $(724,010) | $(296) | 13,185,961 | $24,067 | $251,297 |
Finance of America Companies Inc.Condensed Consolidated Statements of Cash Flows (Unaudited)(in thousands)
| For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | |
|---|---|---|
| Operating Activities | ||
| Net income (loss) | $154,823 | $(25,428) |
| Adjustments to reconcile net income (loss) to net cash used in operating activities | (343,378) | (210,813) |
| Net cash used in operating activities | (188,555) | (236,241) |
| Investing Activities | ||
| Purchases and originations of loans held for investment | (1,654,382) | (1,345,758) |
| Proceeds/payments received on loans held for investment | 1,334,971 | 1,084,082 |
| Purchases and originations of loans held for investment, subject to nonrecourse debt | (12,721) | (22,236) |
| Proceeds/payments on loans held for investment, subject to nonrecourse debt | 518,298 | 527,359 |
| Proceeds on sale of mortgage servicing rights (“MSR”) | — | 5,516 |
| Proceeds from sale of businesses | — | 3,000 |
| Other investing activities, net | (2,694) | (166) |
| Net cash provided by investing activities | 183,472 | 251,797 |
| Financing Activities | ||
| Proceeds from issuance of HMBS related obligations | 997,188 | 971,926 |
| Payments on HMBS related obligations | (1,335,250) | (1,039,423) |
| Proceeds from issuance of nonrecourse debt | 1,557,268 | 1,058,107 |
| Payments on nonrecourse debt | (1,434,891) | (1,160,573) |
| Proceeds from other financing lines of credit | 2,683,000 | 2,745,746 |
| Payments on other financing lines of credit | (2,524,813) | (2,593,381) |
| Changes in notes payable | — | 27,047 |
| Other financing activities, net | (2,728) | (3,146) |
| Net cash provided by (used in) financing activities | (60,226) | 6,303 |
| Effect of exchange rate changes on cash and cash equivalents | (7) | (47) |
| Net increase (decrease) in cash and cash equivalents and restricted cash | (65,316) | 21,812 |
| Cash and cash equivalents and restricted cash, beginning of period | 301,968 | 224,801 |
| Cash and cash equivalents and restricted cash, end of period | $236,652 | $246,613 |
| Cash and cash equivalents | $46,476 | $46,509 |
| Restricted cash | 190,176 | 200,104 |
| Total cash and cash equivalents and restricted cash, end of period | $236,652 | $246,613 |
| Supplementary Cash Flows Information | ||
| Cash paid for interest | $356,379 | $178,646 |
| Loans transferred to loans held for sale, at fair value, from loans held for investment, subject to nonrecourse debt, at fair value | 133,534 | — |
| Loans transferred to loans held for sale, at fair value, from loans held for investment, at fair value | 47,365 | 5,424 |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
- Organization and Description of Business
Finance of America Companies Inc. (“we,” “us,” “our,” “FOA,” or the “Company”) is a financial services holding company which, through its operating subsidiaries, is a leading provider of home equity-based financing solutions for a modern retirement. In addition, FOA offers capital markets and portfolio management capabilities primarily to optimize the distribution of its originated loans to investors.
FOA was incorporated in Delaware on October 9, 2020 and became a publicly-traded company on the NYSE in April 2021, with trading beginning on April 5, 2021 under the ticker symbol “FOA.” FOA has a controlling financial interest in Finance of America Equity Capital LLC (“FOA Equity”). FOA Equity owns all of the outstanding equity interests in Finance of America Funding LLC (“FOAF”). FOAF wholly owns Finance of America Holdings LLC (“FAH”) and Incenter LLC (“Incenter” and collectively, with FOA Equity, FOAF, and FAH, known as “holding company subsidiaries”).
The Company, through its FAH holding company subsidiary, operates a lending company, Finance of America Reverse LLC (“FAR”). Through FAR, the Company originates, purchases, sells, securitizes, and services HECM loans, which are originated pursuant to the Federal Housing Administration (the “FHA”) HECM program and are insured by the FHA, and non-agency reverse mortgage loans, which are not insured by the FHA. The Company, through its Incenter holding company subsidiary, has operating service companies (the “operating service subsidiaries” and together with FAR, the “operating subsidiaries”) that provide capital markets and portfolio management capabilities.
- Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements comprise the financial statements of FOA and its controlled subsidiaries. The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and pursuant to the accounting and disclosure rules and regulations of the U.S. SEC. The accompanying condensed consolidated financial statements contain alladjustments, consisting only of normal recurring adjustments, necessary for a fair statement of its financial condition as of June 30, 2025, its results of operations for the three and six months ended June 30, 2025 and 2024, and its cash flows for the six months ended June 30, 2025 and 2024. The Condensed Consolidated Statement of Financial Condition at December 31, 2024 was derived from audited financial statements but does not contain all of the footnote disclosures from the annual financial statements. Operating results for the interim periods are not necessarily indicative of the results that may be expected for any future period or for the full year. The condensed consolidated financial statements, including the significant accounting policies, should be read in conjunction with theconsolidated financial statements and notes as of and for the year ended December 31, 2024 within the Company’s Annual Report on Form 10-K, as amended by the Company’s Annual Report on Form 10-K/A(“Form 10-K”). The significant accounting policies, together with the other Notes to Condensed Consolidated Financial Statements, are an integral part of the condensed consolidated financial statements.
Beginning with the Company’s first quarter 2025 Form 10-Q, Gain on sale and other income from loans held for sale, net, was combined with Fee income in the Condensed Consolidated Statements of Operations due to minimal activity related to the wind-down of business lines that were not part of our unified modern retirement solutions platform.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates regarding loans held for investment, subject to HMBS related obligations, loans held for investment, subject to nonrecourse debt, other loans held for investment, HMBS related obligations, and nonrecourse debt are particularly subject to change. Actual results may differ from those estimates and assumptions due to factors such as changes in the economy, interest rates, secondary market pricing, prepayment assumptions, home prices, or discrete events affecting specific borrowers, and such differences could be material.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
Recently Adopted Accounting Guidance
| Standard | Description | Effective Date | Effect on Consolidated Financial Statements |
|---|---|---|---|
| Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures | In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-09 that enhances annual income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, and by requiring disclosure of the amount of income taxes paid disaggregated by federal, state, and foreign taxes, as well as disaggregated by material individual jurisdictions. | January 1, 2025 | This ASU will result in additional income tax disclosures in our Form 10-K, but the Company does not expect it will have a material impact on our consolidated financial statements. |
Recently Issued Accounting Guidance, Not Yet Adopted as of June 30, 2025
| Standard | Description | Date of Planned Adoption | Effect on Consolidated Financial Statements |
|---|---|---|---|
| ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses | In November 2024, the FASB issued ASU 2024-03 which is intended to improve disclosures by providing more detailed information about the types of expenses in commonly presented expense captions in the income statement. | For the year ending December 31, 2027 and interim periods beginning in 2028. | This ASU will result in additional expense disclosures, but the Company does not expect it will have a material impact on our consolidated financial statements. Adoption of this ASU should be applied on a prospective basis, but retrospective application is permitted. |
| ASU 2024-04, Debt - Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments | In November 2024, the FASB issued ASU 2024-04 which is intended to clarify the requirements for determining whether to account for certain early settlements of convertible debt instruments as induced conversions or extinguishments. | For the year ending December 31, 2026 and interim reporting periods beginning in 2026. | The Company does not expect this ASU will have a material impact on our consolidated financial statements.Adoption of this ASU can be applied on a prospective or a retrospective basis. |
| ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets | In July 2025, the FASB issued ASU 2025-05 which is intended to provide a practical expedient to measure credit losses on accounts receivable and contract assets. | For the year ending December 31, 2026 and interim reporting periods beginning in 2026. | The Company does not expect this ASU will have a material impact on our consolidated financial statements.Adoption of this ASU should be applied on a prospective basis. |
- Discontinued Operations
During the fourth quarter of 2022 and calendar year 2023, the Company entered into a series of transactions, discontinuing certain business lines while enhancing our reverse mortgage loan business, in order to transform our business from a vertically integrated lending and complementary services platform to a unified modern retirement solutions platform. This constituted a strategic shift that has had or will have a major effect on our operations and financial results.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
The following table summarizes the major classes of assets and liabilities classified as discontinued operations (in thousands):
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Assets | ||
| Other assets, net | $1,264 | $2,451 |
| Liabilities | ||
| Payables and other liabilities | 5,011 | 11,677 |
The following table summarizes the major components of net loss from discontinued operations (in thousands):
| For the three months ended June 30, 2025 | For the three months ended June 30, 2024 | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | |
|---|---|---|---|---|
| Expenses | ||||
| General and administrative expenses | $— | $98 | $4,750 | $1,622 |
| Other, net | — | (105) | — | (3,105) |
| Net loss from discontinued operations before and after income taxes | — | (203) | (4,750) | (4,727) |
| Net loss from discontinued operations attributable to noncontrolling interest | — | (98) | (2,722) | (2,719) |
| Net loss from discontinued operations attributable to controlling interest | $— | $(105) | $(2,028) | $(2,008) |
There were no material cash flow activities related to discontinued operations for the six months ended June 30, 2025 and 2024.
- Variable Interest Entities and Securitizations
The Company determined that the special purpose entities created in connection with its securitizations are VIEs. A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support or whose equity investors lack the characteristics of a controlling financial interest. A VIE is consolidated by its primary beneficiary, which is the entity that, through its variable interests, has both the power to direct the activities that significantly impact the VIE’s economic performance and the obligations to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. From time to time, the Company may purchase securities that were previously issued by consolidated trusts. Under these circumstances, we extinguish the outstanding debt and recognize gains or losses for the difference between the consideration paid and the carrying value of the debt. For the three and six months ended June 30, 2025, the Company recognized gains of $5.1 million and $17.0 million, respectively, on extinguishment of debt related to these purchases. There wereno such gains or losses recognized for the three and six months ended June 30, 2024. The gains or losses are recorded in Interest expense in the Condensed Consolidated Statements of Operations.
Consolidated VIEs
The Company securitizes certain of its interests in non-agency reverse mortgage loans and HECM buyouts. The transactions provide investors with the ability to invest in a pool of reverse mortgage loans secured by residential properties. The transactions provide the Company with access to liquidity for these assets, ongoing servicing fees, and potential residual returns. The principal and interest on the outstanding certificates are paid using the cash flows from the underlying reverse mortgage loans, which serve as collateral for the debt. The securitizations are callable at or following the optional redemption date as defined in the respective indenture agreements.
The Company has a financing agreement which is structured as a securitization. The special purpose entity created for the purposes of the financing is a VIE which the Company has consolidated, as the Company is the primary beneficiary. The non-agency reverse mortgage loans included in this securitization are recorded in Loans held for investment, at fair value, in the Condensed Consolidated Statements of Financial Condition and the associated debt is recorded in Other financing lines of credit in the Condensed Consolidated Statements of Financial Condition.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
During the three months ended June 30, 2025, certain consolidated VIE loans which were previously classified as Loans held for investment, subject to nonrecourse debt, were transferred to Loans held for sale - reverse mortgage loans due to the Company’s decision to sell the loans.
During the three and six months ended June 30, 2025 and 2024, the Company redeemed outstanding securitized notes related to certain non-agency reverse mortgage loan securitizations. As part of the redemptions, the Company paid off nonrecourse debt with outstanding balances of $425.7 million and $745.3 million for the three and six months ended June 30, 2025, respectively, and $260.8 million and $661.2 million for the three and six months ended June 30, 2024, respectively. The notes were paid off at par.
Servicing-Securitized Loans
In our capacity as servicer of the securitized loans, the Company retains the power to direct the VIE’s activities that most significantly impact the VIE’s economic performance. The Company also retains certain beneficial interests in these trusts which provide exposure to potential gains and losses based on the performance of the trust. As the Company has both the power to direct the activities that significantly impact the VIE’s economic performance and the obligations to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, the definition of primary beneficiary is met and the trusts are consolidated by the Company.
Certain obligations may arise from the agreements associated with transfers of loans. Under these agreements, the Company may be obligated to repurchase the loans or otherwise indemnify or reimburse the investor for losses incurred due to material breach of contractual representations and warranties. There wereno charge-offs associated with these transferred mortgage loans related to the standard securitization representations and warranties obligations for thethree and six months ended June 30, 2025 and 2024.
The following table presents the assets and liabilities of the Company’s consolidated VIEs, which are included in the Condensed Consolidated Statements of Financial Condition, and excludes intercompany balances, except for retained bonds and beneficial interests (in thousands):
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| ASSETS | ||
| Restricted cash | $183,849 | $248,905 |
| Loans held for investment, subject to nonrecourse debt, at fair value | 9,499,796 | 8,904,303 |
| Loans held for investment, at fair value | 276,450 | 168,641 |
| Other assets, net: | ||
| Loans held for sale - reverse mortgage loans, at fair value | 133,534 | — |
| Other, net | 50,921 | 53,400 |
| TOTAL ASSETS | $10,144,550 | $9,375,249 |
| LIABILITIES | ||
| Nonrecourse debt, at fair value | $9,464,406 | $8,947,378 |
| Other financing lines of credit | 211,808 | 136,157 |
| Payables and other liabilities | 1,314 | 1,277 |
| TOTAL VIE LIABILITIES | 9,677,528 | 9,084,812 |
| Retained bonds and beneficial interests eliminated in consolidation | (408,651) | (359,077) |
| TOTAL CONSOLIDATED LIABILITIES | $9,268,877 | $8,725,735 |
Unconsolidated VIEs
Transfer of loans accounted for as sales
The Company securitized certain of its interests in non-agency reverse mortgage loans and in agency-eligible residential mortgage loans. The transactions provided investors with the ability to invest in a pool of mortgage loans secured by residential properties and provided the Company with access to liquidity for these assets and ongoing service fees. The Company’s beneficial interest in the securitizations is limited to a 5% retained interest in the trusts. The Company determined that the securitization structures meet the definition of a VIE and concluded that the
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
Company does not hold a significant variable interest in the securitizations and that the contractual role as servicer is not a variable interest. The transfers of the loans to the VIEs were determined to be sales. The Company derecognized the mortgage loans and did not consolidate the trusts.
The Company’s continuing involvement with and exposure to loss from the VIEs includes the carrying value of the retained bonds, the servicing asset recognized in the sale of the loans, servicing advances in the role as servicer, and obligations under representations and warranties contained in the loan sale agreements. Creditors of the VIEs have no recourse to the Company’s assets or general credit. The underlying performance of the mortgage loans transferred has a direct impact on the fair values and cash flows of the beneficial interests held and the servicing asset recognized.
Transfer of loans accounted for as secured borrowings
The Company securitized certain non-agency mortgage loans where its beneficial interest in the securitizations is limited to a 5% retained interest in the trusts. The Company determined that these securitization structures meet the definition of a VIE and concluded that the Company does not hold a significant variable interest in the securitizations and the Company does not have the power to direct the activities that most significantly affect the economic performance of the VIEs. However, the transfers of the loans to the VIEs were determined not to be sales. As such, the Company continues to recognize the loans and recognized a nonrecourse liability for the proceeds received from third parties for the transfer of the loans. Bonds issued in the securitization that were retained by the Company are not recognized. The Company’s continuing involvement with and exposure to loss from the VIEs includes the carrying value of the retained bonds, servicing advances in the role as servicer, and obligations under representations and warranties contained in the loan sale agreements. Creditors of the VIEs have no recourse to the Company’s assets or general credit. The underlying performance of the mortgage loans held has a direct impact on the fair values and cash flows of the beneficial interests held.
The tables below present a summary of the unconsolidated VIEs for which the Company holds variable interests (in thousands):
| June 30, 2025 | ||||
|---|---|---|---|---|
| Carrying value | ||||
| Assets | Liabilities | Maximum exposure to loss | Total assets in VIEs | |
| Transfers of loans - sale treatment | ||||
| Retained interests | $45,669 | $— | $45,669 | $912,073 |
| Transfers of loans - secured borrowing | ||||
| Loans and nonrecourse liability | 400,833 | 381,888 | 18,945 | 400,833 |
| TOTAL | $446,502 | $381,888 | $64,614 | $1,312,906 |
| December 31, 2024 | ||||
|---|---|---|---|---|
| Carrying value | ||||
| Assets | Liabilities | Maximum exposure to loss | Total assets in VIEs | |
| Transfers of loans - sale treatment | ||||
| Retained interests | $47,568 | $— | $47,568 | $948,364 |
| Transfers of loans - secured borrowing | ||||
| Loans and nonrecourse liability | 393,405 | 374,071 | 19,334 | 393,405 |
| TOTAL | $440,973 | $374,071 | $66,902 | $1,341,769 |
As of June 30, 2025, there were $0.3 million of mortgage loans transferred by the Company to unconsolidated securitization trusts that are 90 days or more past due. As of December 31, 2024, there were $0.2 million of mortgage loans transferred by the Company to unconsolidated securitization trusts that are 90 days or more past due.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
Issuance of HMBS
The Company securitizes HECM loans into HMBS, which Ginnie Mae guarantees, and sells the HMBS in the secondary market while retaining the rights to service the HECM loans. The Company determined that HECM loans transferred into HMBS do not meet the requirements of sale accounting and are not derecognized upon date of transfer. As of June 30, 2025, the Company was servicing 2,966 Ginnie Mae loan pools and the weighted average interest rate on the HMBS related obligations was 6.0%. As of December 31, 2024, the Company was servicing 2,835 Ginnie Mae loan pools and the weighted average interest rate on the HMBS related obligations was 6.2%.
- Fair Value
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is based on the assumptions market participants would use when pricing an asset or liability and follows a fair value hierarchy that prioritizes the information used to develop those assumptions. The fair value hierarchy gives the highest priority to quoted prices available in active markets (i.e., observable inputs) and the lowest priority to data lacking transparency (i.e., unobservable inputs). In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.
All aspects of nonperformance risk, including the Company’s own credit standing, are considered when measuring the fair value of a liability.
Following is a description of the three levels of the fair value hierarchy:
Level 1 Inputs: Quoted prices for identical instruments in active markets.
Level 2 Inputs: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.
Level 3 Inputs: Instruments with unobservable inputs that are significant to the fair value measurement.
The Company classifies assets and liabilities in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers into or out of Level 3 within the fair value hierarchy during the three and six months ended June 30, 2025 and 2024.
Following are descriptions of the valuation methodologies used to measure material assets and liabilities at fair value and the details of the valuation models, key inputs to those models, and significant assumptions utilized. Within the assumption tables presented, not meaningful (“NM”) refers to a range of inputs that is too broad to provide meaningful information to the user or to an input that has no range and consists of a single data point. Weighted averages are calculated by weighting each input by the relative outstanding balance of the related financial instrument.
| Instrument | Valuation Techniques | Classification of Fair Value Hierarchy | |
|---|---|---|---|
| Assets | |||
| Loans held for investment, subject to HMBS related obligations(1) | |||
| HECM loans - securitized into Ginnie Mae HMBS | These loans are valued utilizing a present value methodology that discounts estimated future cash flows over the life of the loan portfolio using weighted average remaining life (“WAL”), conditional prepayment rate (“CPR”), loss frequency, loss severity, borrower draw, and discount rate assumptions. | Level 3 | |
| Loans held for investment, subject to nonrecourse debt(1) | |||
| Non-agency reverse mortgage loans - securitized | These loans are valued utilizing a present value methodology that discounts estimated future cash flows over the life of the portfolio using WAL, loan-to-value (“LTV”), CPR, loss severity, home price appreciation (“HPA”), and discount rate assumptions. | Level 3 | |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| HECM buyouts - securitized (performing) | These loans are valued utilizing a present value methodology that discounts estimated future cash flows over the life of the portfolio using WAL, CPR, loss severity, and discount rate assumptions. | Level 3 |
| HECM buyouts - securitized (nonperforming) | These loans are valued utilizing a present value methodology that discounts estimated future cash flows over the life of the portfolio using WAL, CPR, loss frequency, loss severity, and discount rate assumptions. | Level 3 |
| (1) The Company aggregates loan portfolios based on the underlying securitization trust and values these loans using these aggregated pools. The range of inputs provided is based on the range of inputs utilized for each securitization trust. | ||
|---|---|---|
| Loans held for investment | ||
| Non-agency reverse mortgage loans | The Company values non-agency reverse mortgage loans utilizing a present value methodology that discounts estimated future cash flows over the life of the loan portfolio. The primary assumptions utilized in valuing the loans include WAL, LTV, CPR, loss severity, HPA, and discount rate. | Level 3 |
| HECM buyouts (nonperforming) | The fair value of repurchased loans is based on expected cash proceeds of the liquidation of the underlying properties and expected claim proceeds from HUD. The primary assumptions utilized in valuing nonperforming repurchased loans include WAL, CPR, loss frequency, loss severity, and discount rate. Termination proceeds are adjusted for expected loss frequencies and severities to arrive at net proceeds that will be provided upon final resolution, including assignments to the FHA. Historical experience is utilized to estimate the loss rates resulting from scenarios where FHA insurance proceeds are not expected to cover all principal and interest outstanding and, as servicer, the Company is exposed to losses upon resolution of the loan. | Level 3 |
| Other assets | ||
| Loans held for sale - reverse mortgage loans | The fair value is based on the value of the underlying loans. These loans are valued based on an expected margin on sale as of June 30, 2025. There were not any reverse mortgage loans held for sale as of December 31, 2024. | Level 3 |
| Retained bonds | Management obtains third-party valuations to assess the reasonableness of the fair value calculations provided by the internal valuation model. The primary assumptions utilized include WAL and discount rate. | Level 3 |
| Liabilities | ||
| HMBS related obligations | ||
| HMBS related obligations | The fair value is based on the net present value of projected cash flows over the estimated life of the liability. The fair value of the HMBS related obligations also includes the consideration required by a market participant to transfer the HECM and HMBS servicing obligations, including exposure resulting from shortfalls in FHA insurance proceeds as well as assumptions that it believes a market participant would consider in valuing the liability, including, but not limited to, assumptions for repayment, costs to transfer servicing obligations, shortfalls in FHA insurance proceeds, and discount rates. The significant unobservable inputs used in the measurement include WAL, CPR, and discount rates. | Level 3 |
| Nonrecourse debt | ||
| Non-agency reverse mortgage loan securitizations and performing/nonperforming HECM securitizations | The fair value is based on the net present value of projected cash flows over the estimated life of the liability. The significant unobservable inputs used in the measurement include WAL, CPR, and discount rates. | Level 3 |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| Deferred purchase price liabilities | ||
|---|---|---|
| Deferred purchase price liabilities | These liabilities are measured based on the estimated amount of indemnified claims associated with the acquisition of certain assets and liabilities from American Advisors Group, now known as Bloom Retirement Holdings Inc. (“AAG/Bloom”), and the closing market price of the Company’s publicly-traded stock on the applicable date of the Condensed Consolidated Statements of Financial Condition. | Level 3 |
| Tax Receivable Agreements (“TRA”) obligation | The fair value is derived through the use of a discounted cash flow (“DCF”) model. The significant unobservable assumptions used in the DCF include the ability to utilize tax attributes based on current tax forecasts, a constant U.S. federal income tax rate, and a discount rate. | Level 3 |
| June 30, 2025 · December 31, 2024 | ||||
|---|---|---|---|---|
| Instrument / Unobservable Inputs | Range | Weighted Average | Range | Weighted Average |
| Assets | ||||
| Loans held for investment, subject to HMBS related obligations | ||||
| WAL (in years) | NM | 3.1 | NM | 3.0 |
| CPR | NM | 21.0% | NM | 21.6% |
| Loss frequency | NM | 4.5% | NM | 4.4% |
| Loss severity | 5.0% - 17.2% | 5.1% | 3.4% - 15.9% | 3.5% |
| Average draw rate | NM | 1.1% | NM | 1.1% |
| Discount rate | NM | 4.8% | NM | 5.3% |
| Loans held for investment, subject to nonrecourse debt: | ||||
| Non-agency reverse mortgage loans - securitized | ||||
| WAL (in years) | NM | 9.8 | NM | 10.1 |
| LTV | 0.0% - 90.8% | 47.8% | 0.0% - 98.0% | 47.2% |
| CPR | NM | 15.0% | NM | 14.8% |
| Loss severity | NM | 10.0% | NM | 10.0% |
| HPA | (2.0)% - 5.6% | 3.5% | (5.6)% - 8.3% | 3.6% |
| Discount rate | NM | 6.6% | NM | 7.0% |
| HECM buyouts - securitized (performing) | ||||
| WAL (in years) | NM | 7.1 | NM | 7.1 |
| CPR | NM | 15.2% | NM | 15.1% |
| Loss severity | 5.0% - 17.2% | 6.2% | 3.4% - 15.9% | 4.7% |
| Discount rate | NM | 7.5% | NM | 8.0% |
| HECM buyouts - securitized (nonperforming) | ||||
| WAL (in years) | NM | 1.5 | NM | 1.5 |
| CPR | NM | 40.4% | NM | 40.0% |
| Loss frequency | 23.1% - 100.0% | 45.9% | 23.1% - 100.0% | 45.6% |
| Loss severity | 5.0% - 17.2% | 6.8% | 3.4% - 15.9% | 5.2% |
| Discount rate | NM | 7.4% | NM | 8.0% |
| Loans held for investment: | ||||
| Non-agency reverse mortgage loans | ||||
| WAL (in years) | NM | 10.6 | NM | 10.5 |
| LTV | 5.3% - 70.4% | 35.8% | 5.9% - 70.6% | 35.1% |
| CPR | NM | 15.6% | NM | 16.2% |
| Loss severity | NM | 10.0% | NM | 10.0% |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| June 30, 2025 · December 31, 2024 | ||||
|---|---|---|---|---|
| Instrument / Unobservable Inputs | Range | Weighted Average | Range | Weighted Average |
| HPA | (2.0)% - 5.6% | 3.3% | (5.6)% - 8.3% | 3.5% |
| Discount rate | NM | 6.6% | NM | 7.1% |
| HECM buyouts (nonperforming) | ||||
| WAL (in years) | NM | 1.5 | NM | 1.5 |
| CPR | NM | 42.2% | NM | 43.8% |
| Loss frequency | NM | 41.3% | NM | 47.9% |
| Loss severity | 5.0% - 17.2% | 7.4% | 3.4% - 15.9% | 10.5% |
| Discount rate | NM | 7.4% | NM | 8.0% |
| Other assets: | ||||
| Retained bonds | ||||
| WAL (in years) | NM | 3.3 | NM | 3.5 |
| Discount rate | (1.6)% - 15.7% | 7.4% | (1.3)% - 15.3% | 7.3% |
| Liabilities | ||||
| HMBS related obligations | ||||
| WAL (in years) | NM | 3.9 | NM | 3.8 |
| CPR | NM | 24.4% | NM | 24.8% |
| Discount rate | NM | 4.8% | NM | 5.2% |
| Nonrecourse debt: | ||||
| Non-agency reverse mortgage loan securitizations | ||||
| WAL (in years) | 0.2 - 10.7 | 4.1 | 0.1 - 10.9 | 3.7 |
| CPR | 10.2% - 39.4% | 17.8% | NM | 17.3% |
| Discount rate | NM | 6.4% | NM | 6.7% |
| Performing/nonperforming HECM securitizations | ||||
| WAL (in years) | NM | 0.5 | NM | 1.0 |
| CPR | NM | 20.7% | NM | 18.6% |
| Discount rate | NM | 7.8% | NM | 7.5% |
| Deferred purchase price liabilities: | ||||
| TRA obligation | ||||
| Discount rate | NM | 32.7% | NM | 28.1% |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
Fair Value of Assets and Liabilities
The following tables provide a summary of the recognized assets and liabilities that are measured at fair value on a recurring basis (in thousands):
| June 30, 2025 | ||||
|---|---|---|---|---|
| Total Fair Value | Level 1 | Level 2 | Level 3 | |
| Assets | ||||
| Loans held for investment, subject to HMBS related obligations | $18,858,220 | $— | $— | $18,858,220 |
| Loans held for investment, subject to nonrecourse debt | 9,888,492 | — | — | 9,888,492 |
| Loans held for investment | 634,935 | — | — | 634,935 |
| Other assets: | ||||
| Loans held for sale - reverse mortgage loans | 180,899 | — | — | 180,899 |
| Loans held for sale - residential mortgage loans | 523 | — | 523 | — |
| Retained bonds | 39,720 | — | — | 39,720 |
| Total assets | $29,602,789 | $— | $523 | $29,602,266 |
| Liabilities | ||||
| HMBS related obligations | $18,643,094 | $— | $— | $18,643,094 |
| Nonrecourse debt | 9,426,194 | — | — | 9,426,194 |
| Deferred purchase price liabilities: | ||||
| Deferred purchase price liabilities | 8,328 | — | — | 8,328 |
| TRA obligation | 5,111 | — | — | 5,111 |
| Total liabilities | $28,082,727 | $— | $— | $28,082,727 |
| December 31, 2024 | ||||
|---|---|---|---|---|
| Total Fair Value | Level 1 | Level 2 | Level 3 | |
| Assets | ||||
| Loans held for investment, subject to HMBS related obligations | $18,669,962 | $— | $— | $18,669,962 |
| Loans held for investment, subject to nonrecourse debt | 9,288,403 | — | — | 9,288,403 |
| Loans held for investment | 520,103 | — | — | 520,103 |
| Other assets: | ||||
| Loans held for sale - residential mortgage loans | 3,454 | — | 3,454 | — |
| Retained bonds | 40,407 | — | — | 40,407 |
| Total assets | $28,522,329 | $— | $3,454 | $28,518,875 |
| Liabilities | ||||
| HMBS related obligations | $18,444,370 | $— | $— | $18,444,370 |
| Nonrecourse debt | 8,954,068 | — | — | 8,954,068 |
| Deferred purchase price liabilities: | ||||
| Deferred purchase price liabilities | 13,370 | — | — | 13,370 |
| TRA obligation | 3,314 | — | — | 3,314 |
| Total liabilities | $27,415,122 | $— | $— | $27,415,122 |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
Level 3 assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (in thousands):
| Assets | ||||
|---|---|---|---|---|
| Three months ended June 30, 2025 | Loans held for investment | Loans held for investment, subject to nonrecourse debt | Loans held for sale - reverse mortgage loans | Retained bonds |
| Beginning balance | $19,443,127 | $9,630,150 | $— | $40,334 |
| Total gain included in earnings | 324,063 | 314,315 | — | 223 |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | 844,057 | 5,821 | — | — |
| Sales and settlements | (714,439) | (275,741) | — | (837) |
| Transfers in (out) between categories | (403,653) | 213,947 | 180,899 | — |
| Ending balance | $19,493,155 | $9,888,492 | $180,899 | $39,720 |
| Liabilities | ||||
|---|---|---|---|---|
| Three months ended June 30, 2025 | HMBS related obligations | Nonrecourse debt | Deferred purchase price liabilities | TRA obligation |
| Beginning balance | $(18,590,357) | $(9,163,399) | $(7,592) | $(4,555) |
| Total loss included in earnings | (241,104) | (196,840) | (736) | (556) |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | (531,180) | (776,367) | — | — |
| Settlements | 719,547 | 710,412 | — | — |
| Ending balance | $(18,643,094) | $(9,426,194) | $(8,328) | $(5,111) |
| Assets | ||||
|---|---|---|---|---|
| Six months ended June 30, 2025 | Loans held for investment | Loans held for investment, subject to nonrecourse debt | Loans held for sale - reverse mortgage loans | Retained bonds |
| Beginning balance | $19,190,065 | $9,288,403 | $— | $40,407 |
| Total gain included in earnings | 706,232 | 572,218 | — | 1,211 |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | 1,654,382 | 12,721 | — | — |
| Sales and settlements | (1,334,971) | (518,298) | — | (1,898) |
| Transfers in (out) between categories | (722,553) | 533,448 | 180,899 | — |
| Ending balance | $19,493,155 | $9,888,492 | $180,899 | $39,720 |
| Liabilities | ||||
|---|---|---|---|---|
| Six months ended June 30, 2025 | HMBS related obligations | Nonrecourse debt | Deferred purchase price liabilities | TRA obligation |
| Beginning balance | $(18,444,370) | $(8,954,068) | $(13,370) | $(3,314) |
| Total gain (loss) included in earnings | (536,786) | (349,749) | 2,836 | (1,797) |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | (997,188) | (1,557,268) | — | — |
| Settlements | 1,335,250 | 1,434,891 | 2,206 | — |
| Ending balance | $(18,643,094) | $(9,426,194) | $(8,328) | $(5,111) |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| Assets | ||||
|---|---|---|---|---|
| Three months ended June 30, 2024 | Loans held for investment | Loans held for investment, subject to nonrecourse debt | MSR | Retained bonds |
| Beginning balance | $18,586,682 | $8,407,602 | $783 | $42,906 |
| Total gain (loss) included in earnings | 307,350 | 160,306 | — | (171) |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | 661,554 | 11,714 | — | — |
| Sales and settlements | (532,732) | (303,460) | (783) | (842) |
| Transfers in (out) between categories | (149,036) | 142,033 | — | — |
| Ending balance | $18,873,818 | $8,418,195 | $— | $41,893 |
| Liabilities | ||||
|---|---|---|---|---|
| Three months ended June 30, 2024 | HMBS related obligations | Nonrecourse debt | Deferred purchase price liabilities | TRA obligation |
| Beginning balance | $(17,827,060) | $(7,897,896) | $(2,794) | $(4,824) |
| Total gain (loss) included in earnings | (206,450) | (166,670) | 823 | 1,121 |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | (503,406) | (528,610) | — | — |
| Settlements | 556,684 | 542,468 | 137 | — |
| Ending balance | $(17,980,232) | $(8,050,708) | $(1,834) | $(3,703) |
| Assets | ||||
|---|---|---|---|---|
| Six months ended June 30, 2024 | Loans held for investment | Loans held for investment, subject to nonrecourse debt | MSR | Retained bonds |
| Beginning balance | $18,123,991 | $8,272,393 | $6,436 | $44,297 |
| Total gain (loss) included in earnings | 911,832 | 219,585 | (920) | (913) |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | 1,345,758 | 22,236 | — | — |
| Sales and settlements | (1,084,082) | (527,359) | (5,516) | (1,491) |
| Transfers in (out) between categories | (423,681) | 431,340 | — | — |
| Ending balance | $18,873,818 | $8,418,195 | $— | $41,893 |
| Liabilities | ||||
|---|---|---|---|---|
| Six months ended June 30, 2024 | HMBS related obligations | Nonrecourse debt | Deferred purchase price liabilities | TRA obligation |
| Beginning balance | $(17,353,720) | $(7,904,200) | $(4,318) | $(4,537) |
| Total gain (loss) included in earnings | (694,009) | (248,974) | 2,347 | 834 |
| Purchases, settlements, and transfers: | ||||
| Purchases and additions | (971,926) | (1,058,107) | — | — |
| Settlements | 1,039,423 | 1,160,573 | 137 | — |
| Ending balance | $(17,980,232) | $(8,050,708) | $(1,834) | $(3,703) |
Fair Value Option
The Company has elected to measure its loans held for investment, loans held for sale, HMBS related obligations, and nonrecourse debt at fair value under the fair value option. The Company elected to apply the provisions of the fair value option to these assets and liabilities in order to align financial reporting presentation with the Company’s
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
operational and risk management strategies. Presented in the table below is the fair value and the unpaid principal balance (“UPB”) of financial assets and liabilities for which the Company has elected the fair value option (in thousands):
| June 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Fair Value | UPB | Fair Value | UPB | |
| Assets | ||||
| Loans held for investment, subject to HMBS related obligations | $18,858,220 | $17,817,676 | $18,669,962 | $17,652,495 |
| Loans held for investment, subject to nonrecourse debt | 9,888,492 | 9,528,735 | 9,288,403 | 9,218,697 |
| Loans held for investment | 634,935 | 588,440 | 520,103 | 503,949 |
| Other assets: | ||||
| Loans held for sale - reverse mortgage loans | 180,899 | 162,349 | — | — |
| Loans held for sale - residential mortgage loans | 523 | 685 | 3,454 | 4,331 |
| Liabilities | ||||
| HMBS related obligations | 18,643,094 | 17,817,676 | 18,444,370 | 17,652,495 |
| Nonrecourse debt | 9,426,194 | 9,738,998 | 8,954,068 | 9,363,919 |
The tables below show the total amount of loans held for investment and held for sale that were greater than 90 days past due and on non-accrual status (in thousands):
| June 30, 2025 | UPB | Fair Value | Difference |
|---|---|---|---|
| Loans held for investment, subject to nonrecourse debt | $12,412 | $275 | $(12,137) |
| Loans held for investment | 11,323 | 9,319 | (2,004) |
| Other assets: | |||
| Loans held for sale - residential mortgage loans | 685 | 523 | (162) |
| Total loans 90 days or more past due and on non-accrual status | $24,420 | $10,117 | $(14,303) |
| December 31, 2024 | UPB | Fair Value | Difference |
|---|---|---|---|
| Loans held for investment, subject to nonrecourse debt | $32,067 | $19,362 | $(12,705) |
| Loans held for investment | 222 | 155 | (67) |
| Other assets: | |||
| Loans held for sale - residential mortgage loans | 1,605 | 1,284 | (321) |
| Total loans 90 days or more past due and on non-accrual status | $33,894 | $20,801 | $(13,093) |
Fair Value of Other Financial Instruments
As of June 30, 2025 and December 31, 2024, all financial instruments were either recorded at fair value or the carrying value approximated fair value with the exception of notes payable, net. Notes payable, net, includes our senior unsecured notes due 2025 (the “2025 Unsecured Notes”), senior secured notes due 2026 (the “Senior Secured Notes”), exchangeable senior secured notes due 2029 (the “Exchangeable Secured Notes”) (the Senior Secured Notes and the Exchangeable Secured Notes collectively, the “Secured Notes”), and the revolving working capital promissory note agreements (the “Working Capital Promissory Notes”), recorded at the carrying value of $383.9 million and $374.5 millionas of June 30, 2025 and December 31, 2024, respectively, and which have a fair value of $449.6 million and $467.9 millionas of June 30, 2025 and December 31, 2024, respectively. The Senior Secured Notes have a fair value of $181.5 million and $185.6 millionas of June 30, 2025 and December 31, 2024,
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
respectively, and the Exchangeable Secured Notes have a fair value of $176.9 million and $191.1 millionas of June 30, 2025 and December 31, 2024, respectively. The fair value for notes payable, net, was determined using quoted market prices adjusted for accrued interest, which is considered to be a Level 2 input.
For other financial instruments that were not recorded at fair value, such as cash and cash equivalents including restricted cash, promissory notes receivable, and other financing lines of credit, the carrying value approximates fair value due to the short-term nature of such instruments. The fair value of assets and liabilities whose carrying value approximates fair value is determined using Level 3 inputs, with the exception of cash and cash equivalents, including restricted cash, which are Level 1 inputs.
- Reverse Mortgage Loan Portfolio
The table below summarizes the composition and the outstanding UPB of the reverse mortgage loan portfolio serviced by the Company (in thousands):
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Reverse mortgage loans held for investment, subject to HMBS related obligations | $17,817,676 | $17,652,495 |
| Reverse mortgage loans held for investment, subject to nonrecourse debt: | ||
| Non-agency reverse mortgages | 8,937,181 | 8,567,792 |
| Performing HECM buyouts | 212,382 | 210,041 |
| Nonperforming HECM buyouts | 366,761 | 408,614 |
| Total reverse mortgage loans held for investment, subject to nonrecourse debt | 9,516,324 | 9,186,447 |
| Reverse mortgage loans held for investment: | ||
| Non-agency reverse mortgages | 310,528 | 270,956 |
| HECM loans not securitized(1) | 101,229 | 101,100 |
| Unpoolable HECM loans(2) | 165,360 | 131,671 |
| Total reverse mortgage loans held for investment(3) | 577,117 | 503,727 |
| Other assets: | ||
| Loans held for sale - reverse mortgage loans(3)(4) | 162,349 | — |
| Total owned reverse mortgage loan portfolio | 28,073,466 | 27,342,669 |
| Loans reclassified as government guaranteed receivable | 48,888 | 45,773 |
| Loans serviced for others | 87,104 | 88,125 |
| Total serviced reverse mortgage loan portfolio | $28,209,458 | $27,476,567 |
(1)Loans not securitized primarily represent newly originated loans and poolable tails.
(2)Unpoolable loans primarily represent loans that have reached 98% of their maximum claim amount (“MCA”).
(3)As of June 30, 2025 and December 31, 2024, there was $597.6 million and $451.3 million, respectively, in UPB in loans pledged as collateral for financing lines of credit.
(4) During the three months ended June 30, 2025, $119.2 million and $43.1 million in UPB of reverse mortgage loans were transferred from Reverse mortgage loans held for investment, subject to nonrecourse debt, and Reverse mortgage loans held for investment, respectively, to Loans held for sale - reverse mortgage loans.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
The table below summarizes the reverse mortgage loan portfolio owned by the Company by product type (in thousands):
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Adjustable rate loans | $20,379,928 | $19,966,185 |
| Fixed rate loans | 7,693,538 | 7,376,484 |
| Total owned reverse mortgage loan portfolio | $28,073,466 | $27,342,669 |
As of June 30, 2025 and December 31, 2024, there were $482.4 million and$497.6 million, respectively, of foreclosure proceedings in process, which are included in Loans held for investment, subject to HMBS related obligations, at fair value, Loans held for investment, subject to nonrecourse debt, at fair value, or Loans held for investment, at fair value, in the Condensed Consolidated Statements of Financial Condition, and $3.7 million and $7.1 million, respectively, of foreclosure proceedings in process, which are included in loans serviced for others in the table above.
- Other Assets, Net
Other assets, net, related to continuing operations consisted of the following (in thousands):
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Loans held for sale, at fair value (Note 5 - Fair Value) | $181,422 | $3,454 |
| Government guaranteed receivables | 45,104 | 41,948 |
| Retained bonds, at fair value (Note 5 - Fair Value) | 39,720 | 40,407 |
| Right-of-use assets | 19,074 | 20,533 |
| Receivables, net of allowance of $8,264 and $3,135, respectively | 13,166 | 20,935 |
| Prepaid expenses | 11,375 | 11,998 |
| Fixed assets, net | 3,326 | 3,824 |
| Other | 16,490 | 14,162 |
| Total other assets, net | $329,677 | $157,261 |
- Nonrecourse Debt, at Fair Value
Nonrecourse debt, at fair value, consisted of the following (in thousands):
| Issue Date · Final Maturity Date · Interest Rate · Original Issue Amount · June 30, 2025 · December 31, 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Securitization of non-agency reverse mortgage loans | May 2018 - May 2025 | April 2051 - May 2075 | 1.25% - 7.00% | $10,340,442 | $8,736,119 | $8,304,568 | |||
| Securitization of performing/nonperforming HECM loans | October 2024 | October 2034 | 4.00% - 6.00% | 705,400 | 620,991 | 677,035 | |||
| Securitization of commercial loans(1) | N/A | N/A | N/A | N/A | — | 8,245 | |||
| Total consolidated VIE nonrecourse debt UPB | 9,357,110 | 8,989,848 | |||||||
| Nonrecourse loan financing liability(2) | 381,888 | 374,071 | |||||||
| Fair value adjustments | (312,804) | (409,851) | |||||||
| Total nonrecourse debt, at fair value | $9,426,194 | $8,954,068 | |||||||
(1)The nonrecourse debt associated with the securitization of commercial loans was fully paid off during the three months ended June 30, 2025.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
(2) Nonrecourse loan financing liability is comprised of nonrecourse debt associated with securitizations of non-agency mortgage loans. As the securitizations were determined to be unconsolidated VIEs and failed sale treatment, the associated nonrecourse debt is accounted for by the Company and presented separately from other nonrecourse debt. Refer to Note 4 - Variable Interest Entities and Securitizations for additional information.
Future repayment of nonrecourse debt issued by securitization trusts is dependent on the receipt of cash flows from the corresponding encumbered loans receivable. As of June 30, 2025, estimated maturities for nonrecourse debt for the next five years and thereafter are as follows (in thousands):
| Year Ending December 31, | Estimated Maturities |
|---|---|
| Remainder of 2025 | $1,451,705 |
| 2026 | 3,528,625 |
| 2027 | 1,928,454 |
| 2028 | 1,003,506 |
| 2029 | 189,354 |
| Thereafter | 1,637,354 |
| Total payments on nonrecourse debt | $9,738,998 |
- Other Financing Lines of Credit
Other financing lines of credit consisted of the following (in thousands):
| Outstanding borrowings at | |||||||
|---|---|---|---|---|---|---|---|
| Maturity Date · Interest Rate · Collateral Pledged · Total Capacity(1) · June 30, 2025 · December 31, 2024 | |||||||
| Reverse Lines: | |||||||
| September 2025 - October 2026 | Secured Overnight Financing Rate (“SOFR”) + applicable margin | First and Second Lien Mortgages | $1,165,000 | $572,470 | $438,328 | ||
| Various(2) | Bond accrual rate/SOFR + applicable margin | Mortgage Related Assets | 398,097 | 379,726 | 356,915 | ||
| October 2027 | SOFR + applicable margin | HECM MSR | 70,000 | 69,231 | 69,231 | ||
| October 2025 | SOFR + applicable margin | Unsecuritized Tails | 40,000 | 22,596 | 19,947 | ||
| Subtotal reverse lines of credit | 1,673,097 | 1,044,023 | 884,421 | ||||
| Mortgage Line: | |||||||
| Various(2) | Bond accrual rate + applicable margin | Mortgage Related Assets | 32,411 | 32,411 | 33,826 | ||
| Total other financing lines of credit | $1,705,508 | $1,076,434 | $918,247 | ||||
(1)Capacity is dependent upon maintaining compliance with, or obtaining waivers of, the terms, conditions, and covenants of the respective agreements, including asset-eligibility requirements. Capacity amounts presented are as of June 30, 2025.
(2)These lines of credit are tied to the maturity date of the underlying mortgage related assets that have been pledged as collateral.
As of June 30, 2025 and December 31, 2024, the weighted average interest rate on outstanding financing lines of credit was 7.23% and 7.14%, respectively.
The Company’s financing arrangements and credit facilities contain various financial covenants, which primarily relate to required tangible net worth amounts, liquidity reserves, leverage ratios, and profitability.
As of June 30, 2025, the Company was in compliance with all of its financial covenants related to required liquidity reserves, debt service coverage ratio, tangible net worth amounts, and required profitability.
The terms of the Company’s financing arrangements and credit facilities contain covenants, and the terms of the Company’s government sponsored entities (“GSE”)/seller servicer contracts contain requirements that may restrict FOA Equity and its subsidiaries from paying distributions to its members. These restrictions include restrictions on paying distributions whenever the payment of such distributions would cause FOA Equity or its subsidiaries to no longer be in compliance with any of its financial covenants or GSE requirements. Further, FOA Equity is generally
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
prohibited under Delaware law from making a distribution to a member to the extent that, at the time of the distribution, after giving effect to the distribution, liabilities of FOA Equity (with certain exceptions) exceed the fair value of its assets. Subsidiaries of FOA Equity are generally subject to similar legal limitations on their ability to make distributions to FOA Equity.
The maximum allowable distributions available to the Company are based on the most restrictive financial covenant ratios and are presented in the tables below (in thousands, except for ratios):
| Financial Covenants | Requirement | June 30, 2025 | Maximum Allowable Distribution |
|---|---|---|---|
| FAR | |||
| Adjusted Tangible Net Worth | $250,000 | $697,057 | $447,057 |
| Liquidity | 40,815 | 44,259 | 3,444 |
| Leverage Ratio | 6:1 | 2.1:1 | 457,753 |
| FAH | |||
| Adjusted Tangible Net Worth | $200,000 | $684,705 | $484,705 |
| Liquidity | 40,000 | 46,595 | 6,595 |
| Leverage Ratio | 10:1 | 2.4:1 | 522,301 |
| Financial Covenants | Requirement | December 31, 2024 | Maximum Allowable Distribution |
|---|---|---|---|
| FAR | |||
| Adjusted Tangible Net Worth | $250,000 | $501,883 | $251,883 |
| Liquidity | 40,129 | 45,512 | 5,383 |
| Leverage Ratio | 6:1 | 2.7:1 | 276,823 |
| FAH | |||
| Adjusted Tangible Net Worth | $200,000 | $502,744 | $302,744 |
| Liquidity | 40,000 | 47,794 | 7,794 |
| Leverage Ratio | 10:1 | 2.9:1 | 355,886 |
- Litigation
The Company’s business is subject to legal proceedings, examinations, investigations, and reviews by various federal, state, and local regulatory and enforcement agencies as well as private litigants such as the Company’s borrowers or former employees. At any point in time, the Company may have open investigations with regulators or enforcement agencies, including examinations and inquiries related to its loan servicing and origination practices. These matters and other pending or potential future investigations, examinations, inquiries, or lawsuits may lead to administrative or legal proceedings, and possibly result in remedies, including fines, penalties, restitution, alterations in business practices, or additional expenses and collateral costs.
As a litigation or regulatory matter develops, the Company, in conjunction with any outside counsel handling the matter, evaluates on an ongoing basis whether such matter presents a loss contingency that is probable and reasonably estimable. If, at the time of evaluation, the loss contingency is not both probable and reasonably estimable, the matter will continue to be monitored for further developments that would make such loss contingency both probable and reasonably estimable. Once the matter is deemed to be both probable and reasonably estimable, the Company establishes an accrued liability and records a corresponding amount to litigation related expense. The Company will continue to monitor the matter for further developments that could affect the amount of the accrued liability that has been previously established. For certain matters, the Company may determine that a loss is not probable but is reasonably possible or may consider a loss to be probable but cannot calculate a precise estimate of losses. For these matters, the Company may be able to estimate a range of possible loss. In determining whether it is possible to provide an estimate of loss or range of possible loss, the Company reviews and evaluates its material litigation and regulatory matters on an ongoing basis, in conjunction with any outside counsel handling the matter. Based on our assessment of the facts and circumstances, we do not believe any of these matters, individually or in
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
the aggregate, will have a material adverse effect on our financial position, results of operations, or cash flows in a future period.
The Company is a defendant inthree representative lawsuits alleging violations of the California Labor Code and brought pursuant to the California Private Attorneys General Act (“PAGA”). The cases have been coordinated. On November 4, 2022, the court ordered that each of the plaintiffs’ individual PAGA claims must be arbitrated and that their representative PAGA claims will be stayed pending a ruling by the California Supreme Court in the third-party case Adolph v. Uber Technologies, Inc. On July 17, 2023, the California Supreme Court issued its decision in Adolph, ruling that an order compelling arbitration of individual claims does not strip the plaintiff of standing to litigate the representative portion of the PAGA claim. The Company has settled all of the individual arbitration claims for a de minimis amount and is in different stages of the remaining representative PAGA claims. Due to the unpredictable nature of litigation generally, and the wide discretion afforded the Court in awarding civil penalties in PAGA actions, the outcome of these matters cannot be presently determined, and a range of possible losses cannot be reasonably estimated. Although the actions are being vigorously defended, the Company could, in the future, incur judgments or enter into settlements of claims that could have a negative effect on its results of operations in any particular period.
Legal expenses, which include, among other things, settlements and the fees paid to external legal service providers, were $0.8 million and $1.1 million for the three and six months ended June 30, 2025, respectively, and $1.8 million and $2.1 million for the three and six months ended June 30, 2024, respectively. These expenses are included in General and administrative expenses in the Condensed Consolidated Statements of Operations.
- Commitments and Contingencies
Servicing of Mortgage Loans
The Company has contracted with third-party providers to perform specified servicing functions on its behalf. These services include maintaining borrower contact, facilitating borrower advances, generating borrower statements, collecting and processing payments of interest and principal, and facilitating loss-mitigation strategies in an attempt to keep defaulted borrowers in their homes. The contracts are generally fixed-term arrangements, with standard notification and transition terms governing termination of such contracts.
For reverse mortgages, defaults on loans leading to foreclosures may occur if borrowers fail to meet maintenance obligations, such as payment of taxes or home insurance premiums. When a default cannot be cured, the sub-servicers manage the foreclosure process and the filing of any insurance claims with HUD. The sub-servicers have responsibility for remitting timely advances and statements to borrowers and timely and accurate claims to HUD, including compliance with local, state, and federal regulatory requirements. Although the Company has outsourced its servicing function, as the issuer, the Company has responsibility for all aspects of servicing of the HECM loans and related HMBS beneficial interests under the terms of the servicing contracts, state laws, and regulations.
Additionally, the sub-servicers are responsible for remitting payments to investors, including interest accrued, interest shortfalls, and funding advances such as taxes and home insurance premiums. Advances are typically remitted by the Company to the sub-servicers on a daily basis.
Contractual sub-servicing fees related to sub-servicer arrangements are generally based on a fixed dollar amount per loan and are included in Loan servicing expenses in the Condensed Consolidated Statements of Operations.
Unfunded Commitments
The Company is required to fund further borrower advances (where the borrower has not fully drawn down the HECM or non-agency reverse mortgage loan proceeds available) and fund the payment of the borrower’s obligation to pay FHA monthly insurance premiums for HECM loans.
The outstanding unfunded commitments available to borrowers related to agency and non-agency reverse mortgage loans were $4.5 billion as of both June 30, 2025 and December 31, 2024. This additional borrowing capacity is primarily in the form of undrawn lines of credit.
The Company also has commitments to purchase loans totaling $1.1 million and $1.7 million as of June 30, 2025 and December 31, 2024, respectively.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
Mandatory Repurchase Obligation
The Company is required to repurchase reverse mortgage loans out of the Ginnie Mae securitization pools once the outstanding principal balance of the related HECM loan is equal to or greater than 98% of the MCA. Performing repurchased loans are typically conveyed to HUD and nonperforming repurchased loans are generally liquidated in accordance with program requirements. Loans are considered nonperforming upon events including, but not limited to, the death of the mortgagor, the mortgagor no longer occupying the property as their principal residence, or the property taxes or insurance are not being paid.
As an issuer of HMBS, the Company also has the option to repurchase reverse mortgage loans out of the Ginnie Mae securitization pools without prior approval from Ginnie Mae in certain instances. These situations include the borrower requesting an additional advance that causes the outstanding principal balance to be equal to or greater than 98% of the MCA; the borrower’s loan becoming due and payable under certain circumstances; the borrower not occupying the home for greater than twelve consecutive months for physical or mental illness, and the home is not the residence of another borrower; or the borrower failing to perform in accordance with the terms of the loan.
For each HECM loan that the Company securitizes into agency HMBS, the Company is required to covenant and warrant to Ginnie Mae, among other things, that the HECM loans related to each participation included in the agency HMBS are eligible under the requirements of the National Housing Act and the Ginnie Mae MBS Guide, and that the Company will take all actions necessary to ensure the HECM loan’s continued eligibility. The Ginnie Mae HMBS program requires that the Company removes the participation related to any HECM loan that does not meet the requirements of the Ginnie Mae MBS Guide. In addition to securitizing HECM loans into agency HMBS, the Company may sell HECM loans to third parties, and the agreements with such third parties include standard representations and warranties related to such loans, which if breached, may require the Company to repurchase the HECM loan and/or indemnify the purchaser for losses related to such HECM loans. In the case where the Company repurchases the loan, the Company bears any subsequent credit loss on the loan. To the extent that the Company is required to remove a loan from an agency HMBS, purchase a loan from a third-party, or indemnify a third-party, the potential losses suffered by the Company may be reduced by any recourse the Company has to the originating broker and/or correspondent lender, if applicable, to the extent such entity breached similar or other representations and warranties. Under most circumstances, the Company has the right to require the originating broker/correspondent to repurchase the related loan from the Company and/or indemnify the Company for losses incurred. The Company seeks to manage the risk of repurchase and associated credit exposure through the Company’s underwriting and quality assurance practices.
- Income Taxes
The Company’s effective tax rate on continuing operations for the three and six months ended June 30, 2025 and 2024 differs from the U.S. federal statutory rate primarily due to the projected mix of earnings or loss attributable to the noncontrolling interest, anticipated state statutory income tax rates, and the impact of discrete tax items, which includes changes in the valuation allowance against net deferred tax assets.
FOA is taxed as a corporation and is subject to U.S. federal, state, and local taxes on the income allocated to it from FOA Equity based upon FOA’s economic interest in FOA Equity as well as any stand-alone income it generates. FOA Equity and its disregarded subsidiaries, collectively, are treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, FOA Equity is not subject to U.S. federal and certain state and local income taxes. FOA Equity’s members, including FOA, are liable for U.S. federal, state, and local income taxes based on their allocable share of FOA Equity’s pass-through taxable income.
Deferred income taxes reflect the net tax effects of temporary differences between the carrying value of assets and liabilities for financial reporting purposes and the amounts reported for income tax purposes. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences attributable to those temporary differences and the expected benefits of net operating losses and carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
A valuation allowance is provided when it is more likely than not that a portion or all of a deferred tax asset will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies, and recent results of operations. As of June 30, 2025, due to current year operating results and forecasted taxable income or losses, management has maintained their assessment that the existing taxable temporary
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
differences that will reverse through the course of ordinary business will not more-likely-than-not generate sufficient taxable income to utilize the current attributes. Therefore, a valuation allowance for the deferred tax asset in excess of deferred tax liabilities has been maintained. Management also determined that the future sources of taxable income from reversing temporary differences that comprise the investment in FOA Equity deferred tax liability would only be fully realized upon sale of FOA’s interest in FOA Equity. Accordingly, the deferred tax liability from investment in FOA Equity has been treated as an indefinite-lived intangible and is limited by the federal net operating loss utilization rules.
Tax positions taken in tax years that remain open under the statute of limitations will be subject to examinations by tax authorities. With few exceptions, the Company is no longer subject to state or local examinations by tax authorities for tax years ended December 31, 2020 or prior.
The One Big Beautiful Bill Act (the “Act”) was signed into law on July 4, 2025, introducing significant tax law changes with various effective dates. Provisions that may affect the Company include changes to the timing of deductions for depreciation, research and development expenditures, and interest expense. While the Company is still evaluating the provisions included in the Act, it does not anticipate a significant impact on overall tax expense and will implement the changes in the third quarter of 2025.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
- Business Segment Reporting
The following tables are a presentation of financial information by segment (in thousands):
| For the three months ended June 30, 2025 | ||||||
|---|---|---|---|---|---|---|
| Retirement Solutions | Portfolio Management | Total Reportable Segments | Corporate and Other | Eliminations | Total | |
| Portfolio interest income | ||||||
| Interest income | $— | $481,800 | $481,800 | $— | $— | $481,800 |
| Interest expense | — | (422,336) | (422,336) | — | — | (422,336) |
| Net portfolio interest income | — | 59,464 | 59,464 | — | — | 59,464 |
| Other income (expense) | ||||||
| Net origination gains | 56,058 | — | 56,058 | — | — | 56,058 |
| Gain on securitization of HECM tails, net | — | 10,855 | 10,855 | — | — | 10,855 |
| Fair value changes from model amortization | — | (35,456) | (35,456) | — | — | (35,456) |
| Fair value changes from market inputs or model assumptions | — | 94,939 | 94,939 | — | — | 94,939 |
| Net fair value changes on loans and related obligations | 56,058 | 70,338 | 126,396 | — | — | 126,396 |
| Fee income | 6,289 | 573 | 6,862 | — | (123) | 6,739 |
| Non-funding interest expense, net | — | — | — | (15,223) | — | (15,223) |
| Net other income (expense) | 62,347 | 70,911 | 133,258 | (15,223) | (123) | 117,912 |
| Total revenues | 62,347 | 130,375 | 192,722 | (15,223) | (123) | 177,376 |
| Expenses | ||||||
| Salaries, benefits, and related expenses | 23,353 | 3,725 | 27,078 | 9,896 | — | 36,974 |
| Loan production and portfolio related expenses | 1,251 | 8,211 | 9,462 | — | — | 9,462 |
| Loan servicing expenses | — | 7,525 | 7,525 | — | — | 7,525 |
| Marketing and advertising expenses | 12,257 | — | 12,257 | 8 | — | 12,265 |
| Depreciation and amortization | 9,327 | 16 | 9,343 | 311 | — | 9,654 |
| General and administrative expenses | 5,786 | 2,794 | 8,580 | 4,723 | (123) | 13,180 |
| Total expenses | 51,974 | 22,271 | 74,245 | 14,938 | (123) | 89,060 |
| Other, net | — | — | — | (6,361) | — | (6,361) |
| Net income (loss) before taxes | $10,373 | $108,104 | $118,477 | $(36,522) | $— | $81,955 |
| Total assets | $269,423 | $29,907,328 | $30,176,751 | $1,304,444 | $(1,335,010) | $30,146,185 |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| For the three months ended June 30, 2024 | ||||||
|---|---|---|---|---|---|---|
| Retirement Solutions | Portfolio Management | Total Reportable Segments | Corporate and Other | Eliminations | Total | |
| Portfolio interest income | ||||||
| Interest income | $— | $478,091 | $478,091 | $— | $— | $478,091 |
| Interest expense | — | (412,618) | (412,618) | — | — | (412,618) |
| Net portfolio interest income | — | 65,473 | 65,473 | — | — | 65,473 |
| Other income (expense) | ||||||
| Net origination gains | 40,260 | — | 40,260 | — | — | 40,260 |
| Gain on securitization of HECM tails, net | — | 11,031 | 11,031 | — | — | 11,031 |
| Fair value changes from model amortization | — | (47,813) | (47,813) | — | — | (47,813) |
| Fair value changes from market inputs or model assumptions | — | 11,260 | 11,260 | — | — | 11,260 |
| Net fair value changes on loans and related obligations | 40,260 | (25,522) | 14,738 | — | — | 14,738 |
| Fee income | 6,894 | 1,325 | 8,219 | — | (123) | 8,096 |
| Non-funding interest expense, net | — | — | — | (9,268) | — | (9,268) |
| Net other income (expense) | 47,154 | (24,197) | 22,957 | (9,268) | (123) | 13,566 |
| Total revenues | 47,154 | 41,276 | 88,430 | (9,268) | (123) | 79,039 |
| Expenses | ||||||
| Salaries, benefits, and related expenses | 20,949 | 3,929 | 24,878 | 10,175 | — | 35,053 |
| Loan production and portfolio related expenses | 1,100 | 4,562 | 5,662 | — | — | 5,662 |
| Loan servicing expenses | — | 7,632 | 7,632 | — | — | 7,632 |
| Marketing and advertising expenses | 10,676 | 24 | 10,700 | 6 | — | 10,706 |
| Depreciation and amortization | 9,426 | 15 | 9,441 | 312 | — | 9,753 |
| General and administrative expenses | 6,684 | 3,600 | 10,284 | 6,080 | (123) | 16,241 |
| Total expenses | 48,835 | 19,762 | 68,597 | 16,573 | (123) | 85,047 |
| Other, net | — | — | — | 2,240 | — | 2,240 |
| Net income (loss) before taxes | $(1,681) | $21,514 | $19,833 | $(23,601) | $— | $(3,768) |
| Total assets | $282,516 | $27,659,539 | $27,942,055 | $1,441,787 | $(1,414,146) | $27,969,696 |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| For the six months ended June 30, 2025 | ||||||
|---|---|---|---|---|---|---|
| Retirement Solutions | Portfolio Management | Total Reportable Segments | Corporate and Other | Eliminations | Total | |
| Portfolio interest income | ||||||
| Interest income | $— | $962,402 | $962,402 | $— | $— | $962,402 |
| Interest expense | — | (832,503) | (832,503) | — | — | (832,503) |
| Net portfolio interest income | — | 129,899 | 129,899 | — | — | 129,899 |
| Other income (expense) | ||||||
| Net origination gains | 102,096 | — | 102,096 | — | — | 102,096 |
| Gain on securitization of HECM tails, net | — | 21,336 | 21,336 | — | — | 21,336 |
| Fair value changes from model amortization | — | (76,412) | (76,412) | — | — | (76,412) |
| Fair value changes from market inputs or model assumptions | — | 183,202 | 183,202 | — | — | 183,202 |
| Net fair value changes on loans and related obligations | 102,096 | 128,126 | 230,222 | — | — | 230,222 |
| Fee income | 11,972 | 1,359 | 13,331 | — | (246) | 13,085 |
| Non-funding interest expense, net | — | — | — | (30,135) | — | (30,135) |
| Net other income (expense) | 114,068 | 129,485 | 243,553 | (30,135) | (246) | 213,172 |
| Total revenues | 114,068 | 259,384 | 373,452 | (30,135) | (246) | 343,071 |
| Expenses | ||||||
| Salaries, benefits, and related expenses | 45,205 | 7,357 | 52,562 | 18,342 | — | 70,904 |
| Loan production and portfolio related expenses | 2,777 | 18,015 | 20,792 | — | — | 20,792 |
| Loan servicing expenses | — | 15,266 | 15,266 | — | — | 15,266 |
| Marketing and advertising expenses | 22,987 | — | 22,987 | 9 | — | 22,996 |
| Depreciation and amortization | 18,657 | 34 | 18,691 | 621 | — | 19,312 |
| General and administrative expenses | 10,810 | 5,330 | 16,140 | 10,265 | (246) | 26,159 |
| Total expenses | 100,436 | 46,002 | 146,438 | 29,237 | (246) | 175,429 |
| Other, net | — | — | — | (3,994) | — | (3,994) |
| Net income (loss) before taxes | $13,632 | $213,382 | $227,014 | $(63,366) | $— | $163,648 |
| Total assets | $269,423 | $29,907,328 | $30,176,751 | $1,304,444 | $(1,335,010) | $30,146,185 |
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| For the six months ended June 30, 2024 | ||||||
|---|---|---|---|---|---|---|
| Retirement Solutions | Portfolio Management | Total Reportable Segments | Corporate and Other | Eliminations | Total | |
| Portfolio interest income | ||||||
| Interest income | $— | $942,070 | $942,070 | $— | $— | $942,070 |
| Interest expense | — | (806,422) | (806,422) | — | — | (806,422) |
| Net portfolio interest income | — | 135,648 | 135,648 | — | — | 135,648 |
| Other income (expense) | ||||||
| Net origination gains | 79,917 | — | 79,917 | — | — | 79,917 |
| Gain on securitization of HECM tails, net | — | 21,757 | 21,757 | — | — | 21,757 |
| Fair value changes from model amortization | — | (105,421) | (105,421) | — | — | (105,421) |
| Fair value changes from market inputs or model assumptions | — | 24,822 | 24,822 | — | — | 24,822 |
| Net fair value changes on loans and related obligations | 79,917 | (58,842) | 21,075 | — | — | 21,075 |
| Fee income | 12,946 | 1,718 | 14,664 | — | (246) | 14,418 |
| Non-funding interest expense, net | — | — | — | (17,420) | — | (17,420) |
| Net other income (expense) | 92,863 | (57,124) | 35,739 | (17,420) | (246) | 18,073 |
| Total revenues | 92,863 | 78,524 | 171,387 | (17,420) | (246) | 153,721 |
| Expenses | ||||||
| Salaries, benefits, and related expenses | 42,082 | 8,993 | 51,075 | 23,001 | — | 74,076 |
| Loan production and portfolio related expenses | 4,181 | 10,094 | 14,275 | — | — | 14,275 |
| Loan servicing expenses | — | 15,850 | 15,850 | — | — | 15,850 |
| Marketing and advertising expenses | 19,167 | 39 | 19,206 | 12 | — | 19,218 |
| Depreciation and amortization | 18,914 | 23 | 18,937 | 494 | — | 19,431 |
| General and administrative expenses | 13,901 | 7,516 | 21,417 | 12,341 | (246) | 33,512 |
| Total expenses | 98,245 | 42,515 | 140,760 | 35,848 | (246) | 176,362 |
| Impairment of other assets | — | — | — | (600) | — | (600) |
| Other, net | (174) | — | (174) | 3,867 | — | 3,693 |
| Net income (loss) before taxes | $(5,556) | $36,009 | $30,453 | $(50,001) | $— | $(19,548) |
| Total assets | $282,516 | $27,659,539 | $27,942,055 | $1,441,787 | $(1,414,146) | $27,969,696 |
- Liquidity and Capital Requirements
Compliance Requirements
FAR
As an issuer of HMBS, FAR is subject to minimum net worth, liquidity, and leverage requirements as well as minimum insurance coverage established by Ginnie Mae.
The minimum net worth required is $5.0 million plus 1% of FAR’s outstanding HMBS and unused commitment authority from Ginnie Mae. The liquidity requirement is for 20% of FAR’s required net worth to be in the form of cash or cash equivalent assets. The leverage requirement is to maintain a ratio of net worth to total assets of not less than 6%.
As of June 30, 2025, FAR was in compliance with the minimum net worth, liquidity, capitalization levels, and insurance requirements of Ginnie Mae. The minimum net worth required of FAR by Ginnie Mae was $185.5 million
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
as of June 30, 2025. FAR’s actual net worth calculated based on Ginnie Mae guidance was $691.2 million as of June 30, 2025. The minimum liquidity required of FAR by Ginnie Mae was $37.1 million as of June 30, 2025. FAR’s actual cash and cash equivalents were $44.3 million as of June 30, 2025. FAR’s actual ratio of net worth to total assets was below the Ginnie Mae requirement due to the Company’s determination that HECM loans transferred into HMBS as well as its HECM buyout and non-agency reverse mortgage loan securitizations do not meet the requirements of sale accounting and are not derecognized upon date of transfer. Based on this, FAR requested and received a waiver for the minimum outstanding capital requirements from Ginnie Mae. Therefore, FAR was in compliance with all Ginnie Mae requirements.
In addition, FAR is required to maintain both fidelity bond and errors and omissions insurance coverage at tiered levels based on the aggregate UPB of the loans serviced by FAR throughout the year. FAR is required to conduct compliance testing at least quarterly to ensure compliance with the foregoing requirements. As of June 30, 2025, FAR was in compliance with applicable requirements.
FOA Securities
Finance of America Securities LLC (“FOA Securities”), one of the operating service subsidiaries of Incenter, operates in a highly regulated environment and is subject to federal and state laws, SEC rules, and Financial Industry Regulatory Authority rules and guidance. Applicable laws and regulations restrict permissible activities and require compliance with a wide range of financial and customer-related protections. The consequences of noncompliance can include substantial monetary and nonmonetary sanctions. In addition, FOA Securities is subject to comprehensive examination by its regulators. These regulators have broad discretion to impose restrictions and limitations on the operations of the Company and to impose sanctions for noncompliance. FOA Securities is subject to the SEC’s Uniform Net Capital Rule (SEC Rule 15c3-1), which requires the maintenance of minimum net capital. FOA Securities computes net capital under the alternative method. Under this method, the required minimum net capital is equal to $250 thousand. As of June 30, 2025, FOA Securities was in compliance with the minimum net capital requirement.
Additionally, FOA Securities claims the exemption provision of Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because FOA Securities’ other business activities are limited to (1) proprietary trading; (2) receiving transaction-based compensation for referring securities transactions to other broker-dealers; and (3) participating in distributions of securities (other than firm commitment underwritings) in accordance with the requirements of paragraphs (a) or (b)(2) of Rule 15c2-4.
- Related Party Transactions
Working Capital Promissory Notes
The Company hastwo Working Capital Promissory Notes outstanding with BTO Urban Holdings L.L.C. and Libman Family Holdings, LLC (“LFH”), which are deemed affiliates of the Company. Amounts under the Working Capital Promissory Notes may be re-borrowed and repaid from time to time until the related maturity date. The Working Capital Promissory Notes accrue interest monthly at a rate of 15.0%per annum and mature in August 2025. These notes had outstanding amounts of $85.0 million as of both June 30, 2025 and December 31, 2024, recorded within Notes payable, net, in the Condensed Consolidated Statements of Financial Condition. Additionally, the Company paid$2.1 million and $4.5 million of interest related to the Working Capital Promissory Notes during thethree and six months ended June 30, 2025, respectively, and paid $1.6 million and $2.8 million of interest during the three and six months ended June 30, 2024, respectively.
The Working Capital Promissory Notes with BTO Urban Holdings L.L.C. and LFH were repaid and terminated in full subsequent to June 30, 2025. On August 4, 2025, FAR entered into an unsecured revolving working capital promissory note with LFH, providing for an uncommitted revolving facility for general corporate and working capital purposes of up to $20.0 million, which was fully drawn on such date. The unsecured revolving working capital promissory note matures on August 4, 2026. Refer to Note 17 - Subsequent Events for additional information.
Secured Notes and 2025 Unsecured Notes
In November 2020, LFH purchased a portion of the 2025 Unsecured Notes. In October 2024, the related party exchanged all of their 2025 Unsecured Notes for Secured Notes.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
The Company had $77.3 million of Secured Notes due to LFH as of both June 30, 2025 and December 31, 2024, recorded within Notes payable, net, in the Condensed Consolidated Statements of Financial Condition. Additionally, the Company paid $3.4 million of interest to LFH related to the Secured Notes during the three and six months ended June 30, 2025, and paid $3.0 million of interest related to the 2025 Unsecured Notes during the three and six months ended June 30, 2024.
- Earnings (Loss) Per Share
The following tables reconcile the numerators and denominators used in the computations of both basic and diluted earnings (loss) per share (in thousands, except share data):
| For the three months ended June 30, 2025 | For the three months ended June 30, 2024 | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | |
|---|---|---|---|---|
| Basic earnings (loss) per share: | ||||
| Numerator | ||||
| Net income (loss) from continuing operations | $79,823 | $(4,921) | $159,573 | $(20,701) |
| Less: Income (loss) from continuing operations attributable to noncontrolling interest(1) | 44,900 | (2,937) | 92,413 | (13,082) |
| Net income (loss) from continuing operations attributable to holders of Class A Common Stock - basic | $34,923 | $(1,984) | $67,160 | $(7,619) |
| Net loss from discontinued operations | $— | $(203) | $(4,750) | $(4,727) |
| Less: Loss from discontinued operations attributable to noncontrolling interest(1) | — | (98) | (2,722) | (2,719) |
| Net loss from discontinued operations attributable to holders of Class A Common Stock - basic | $— | $(105) | $(2,028) | $(2,008) |
| Denominator | ||||
| Weighted average shares of Class A Common Stock outstanding - basic | 11,041,337 | 9,898,182 | 10,611,689 | 9,773,370 |
| Basic earnings (loss) per share | ||||
| Continuing operations | $3.16 | $(0.20) | $6.33 | $(0.78) |
| Discontinued operations | — | (0.01) | (0.19) | (0.21) |
| Basic earnings (loss) per share | $3.16 | $(0.21) | $6.14 | $(0.99) |
(1) The units of FOA Equity (“Class A LLC Units”) held by certain unitholders and AAG/Bloom (collectively, the “Equity Capital Unitholders”), which comprise the noncontrolling interest in the Company, represents a participating security. Therefore, the numerator was adjusted to reduce net income (loss) by the amount of net income (loss) attributable to noncontrolling interest.
Additionally, the Class B Common Stock does not participate in earnings or losses of the Company and, therefore, is not a participating security. The Class B Common Stock has not been included in either the basic or diluted earnings (loss) per share calculations.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
| For the three months ended June 30, 2025 | For the three months ended June 30, 2024 | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | |
|---|---|---|---|---|
| Diluted earnings (loss) per share: | ||||
| Numerator | ||||
| Net income (loss) from continuing operations attributable to holders of Class A Common Stock - basic | $34,923 | $(1,984) | $67,160 | $(7,619) |
| Reallocation of net income (loss) from continuing operations assuming exchange of Class A LLC Units(1) | 23,743 | (4,869) | 58,443 | (12,643) |
| Reallocation of net income (loss) from continuing operations assuming exchange of Exchangeable Secured Notes(2) | 4,319 | — | 12,327 | — |
| Exchangeable Secured Notes interest expense, net(2) | 1,220 | — | 3,511 | — |
| Net income (loss) from continuing operations attributable to holders of Class A Common Stock - diluted | $64,205 | $(6,853) | $141,441 | $(20,262) |
| Net loss from discontinued operations attributable to holders of Class A Common Stock - basic | $— | $(105) | $(2,028) | $(2,008) |
| Reallocation of net loss from discontinued operations assuming exchange of Class A LLC Units(1) | — | (73) | (1,995) | (2,034) |
| Net loss from discontinued operations attributable to holders of Class A Common Stock - diluted | $— | $(178) | $(4,023) | $(4,042) |
| Denominator | ||||
| Weighted average shares of Class A Common Stock outstanding - basic | 11,041,337 | 9,898,182 | 10,611,689 | 9,773,370 |
| Effect of dilutive securities: | ||||
| Assumed exchange of weighted average Class A LLC Units for shares of Class A Common Stock(3) | 13,219,364 | 13,186,007 | 13,434,386 | 13,240,372 |
| Assumed exchange of Exchangeable Secured Notes for shares of Class A Common Stock(2) | 5,337,928 | — | 5,337,928 | — |
| Additional dilutive shares under the treasury stock method(4) | 538,618 | — | 768,051 | — |
| Weighted average shares of Class A Common Stock outstanding - diluted(5) | 30,137,247 | 23,084,189 | 30,152,054 | 23,013,742 |
| Diluted earnings (loss) per share | ||||
| Continuing operations | $2.13 | $(0.29) | $4.69 | $(0.88) |
| Discontinued operations | — | (0.01) | (0.13) | (0.18) |
| Diluted earnings (loss) per share | $2.13 | $(0.30) | $4.56 | $(1.06) |
(1)For the three and six months ended June 30, 2025 and 2024, this adjustment assumes the reallocation of noncontrolling interest income (loss), on an after-tax basis, due to the assumed exchange of all Class A LLC Units outstanding for shares of Class A Common Stock in FOA as of the beginning of the period following the if-converted method for calculating diluted earnings (loss) per share.
(2)As the Exchangeable Secured Notes are considered participating securities, the Company calculates diluted earnings per share for the assumed exchange of Exchangeable Secured Notes for shares of Class A Common Stock in FOA using the more dilutive of either the if-converted method or the two-class method.
The numerator includes a reallocation of net income (loss) from continuing operations attributable to the controlling interest assuming an exchange of the Exchangeable Secured Notes for shares of Class A Common Stock in FOA as of the beginning of the reporting period. Additionally, interest expense attributable to the controlling interest for the Exchangeable Secured Notes, including amortization of debt discount and issuance costs, and net of income tax effects, is added back to the continuing operations numerator in calculating diluted earnings per share, if dilutive.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
The Company in its discretion may elect to settle any exchange of the Exchangeable Secured Notes in part or in whole by delivering the cash value of the shares of Class A Common Stock otherwise deliverable upon such exchange. If dilutive, the denominator in the diluted earnings per share calculation assumes that all of the Exchangeable Secured Notes were converted into Class A Common Stock in FOA at the beginning of the reporting period.
(3)The exchange agreement between FOA, FOA Equity, and Equity Capital Unitholders (the “Exchange Agreement”) allows for the exchange of Class A LLC Units held by Equity Capital Unitholders, representing the noncontrolling interest, on aone-for-one basis for shares of Class A Common Stock in FOA. For the three and six months ended June 30, 2025 and 2024, the diluted weighted average shares outstanding of Class A Common Stock includes the effects of the if-converted method to reflect the provisions of the Exchange Agreement and assumes the Class A LLC Units held by Equity Capital Unitholders, representing the noncontrolling interest, exchange their Class A LLC Units on aone-for-one basis for shares of Class A Common Stock in FOA.
(4)The Company had 538,618 and 768,051 potentially dilutive shares, under the treasury stock method, from RSUs for the three and six months ended June 30, 2025, respectively, andno potentially dilutive shares, under the treasury stock method, from RSUs for the three and six months ended June 30, 2024.
(5) As part of the acquisition of certain assets and liabilities from AAG/Bloom, there were originallytwo forms of contingently issuable Class A LLC Units:705,841 Class A LLC Units that were equity classified and indemnity holdback units totaling up to 714,226 Class A LLC Units that were originally liability classified.
In accordance with Accounting Standards Codification 260, Earnings Per Share, (“ASC 260”) these Class A LLC Units were not included in the diluted weighted average shares outstanding of Class A Common Stock for the three and six months ended June 30, 2024.
On October 29, 2024, FOA Equity issued 705,841 Class A LLC Units to AAG/Bloom in accordance with the terms of the asset purchase agreement. For the three and six months ended June 30, 2025, the diluted weighted average shares outstanding of Class A Common Stock includes the effects of the if-converted method and assumes any Class A LLC Units held by AAG/Bloom were exchanged on aone-for-one basis for shares of Class A Common Stock in FOA.
On March 31, 2025, related to the indemnity holdback units, FOA Equity issued 102,611 Class A LLC Units to AAG/Bloom in accordance with the terms of the asset purchase agreement. For the three and six months ended June 30, 2025, the diluted weighted average shares outstanding of Class A Common Stock includes the effects of the if-converted method and assumes any Class A LLC Units held by AAG/Bloom were exchanged on aone-for-one basis for shares of Class A Common Stock in FOA at the beginning of the reporting period.
The remaining Class A LLC Units that may be issued to AAG/Bloom on March 31, 2026 is dependent on the dollar amount of indemnified claims FOA pays out on behalf of AAG/Bloom related to litigation liabilities and indemnifiable loan losses. In accordance with ASC 260, these Class A LLC Units are not included in the diluted weighted average shares outstanding of Class A Common Stock for the three and six months ended June 30, 2025 and 2024.
- Subsequent Events
Repurchase Agreement
On August 4, 2025, the Company entered into a repurchase agreement (the “Repurchase Agreement”) with FOA Equity, Blackstone Tactical Opportunities Associates - NQ L.L.C., BTO Urban Holdings L.L.C., Blackstone Family Tactical Opportunities Investment Partnership - NQ ESC L.P., and BTO Urban Holdings II L.P. (collectively, the “Blackstone Investor”). Pursuant to the Repurchase Agreement, the Company will purchase (the “Repurchase”) all of the Blackstone Investor’s shares of Class A Common Stock of the Company, Class B Common Stock of the Company, Class A LLC Units of FOA Equity, and rights to receive shares of Class A Common Stock and Class A LLC Units pursuant to the Transaction Agreement, dated as of October 12, 2020 (the “Earnout Rights” and, together with such shares of Class A Common Stock, shares of Class B Common Stock, and Class A LLC Units, the “Sold Equity”), and the TRA dated April 1, 2021 between the Company and the Blackstone Investor will be terminated. Each share of Class A Common Stock and each Class A LLC Unit will be purchased for $10.00 per share or Class A LLC Unit, and the shares of Class B Common Stock and Earnout Rights will be purchased forno consideration, for total consideration of $80,298,170. The closing of the Repurchase is subject to, among other customary conditions, the receipt of a customary opinion and, absent the Company’s prior written consent, may not occur prior to the date that is 105 days after the entry into the Repurchase Agreement.
Finance of America Companies Inc.Notes to Condensed Consolidated Financial Statements (Unaudited)
The Repurchase Agreement includes certain interim operating covenants during the pendency of the Repurchase Agreement. The Repurchase Agreement also contains certain termination rights for the Company and the Blackstone Investor, including the right of the Blackstone Investor to terminate the Repurchase Agreement if the Repurchase has not been consummated prior to December 6, 2025 and the right of the Company to terminate the Repurchase Agreement if the Repurchase has not been consummated prior to February 28, 2026. In addition, if the Repurchase has not been consummated prior to December 6, 2025, the Blackstone Investor will have the right to transfer its Sold Equity to unaffiliated third parties, and any Sold Equity so transferred will reduce the amount repurchased by the Company under the Repurchase Agreement.
Convertible Note Purchase Agreements
On August 4, 2025, the Company entered into convertible note purchase agreements with certain existing institutional investors, providing for the purchase of an aggregate of $40.0 million of a new series of unsecured convertible promissory notes (the “New Notes”). The New Notes, funded and issued on August 4, 2025, mature on August 4, 2028, have a 0% coupon rate, and are convertible, in whole or in part, at the option of the Company or the holder into shares of Class A Common Stock at $18.00 per share for the first year following the issuance date or $19.00 per share startingone year from the issuance date, in each case, subject to customary adjustments.
Consent Support Agreement and Amendment to Pledge and Security Agreement
In order to permit the transactions under the Repurchase Agreement, on August 4, 2025, FOA Equity, FOAF, certain of their direct and indirect subsidiaries who act as guarantors, and a requisite majority of holders of FOAF’s Senior Secured Notes due 2026 and the Exchangeable Secured Notes due 2029 entered into a consent support agreement to support and achieve the consummation of certain amendments which, once effective will provide that $60 million of the principal amount of the Senior Secured Notes will mature on the stated maturity date of November 30, 2026, with FOAF retaining the option to extend the remaining principal balance to the extended maturity date of November 30, 2027, and to provide for required uses of net proceeds from certain of the Additional Collateral (as defined below).
Concurrently, on August 4, 2025, FOA Equity, FOAF, and certain of their direct and indirect subsidiaries who act as guarantors, together with U.S. Bank Trust Company, National Association, as collateral trustee, entered into the first amendment to the Pledge and Security Agreement, dated October 31, 2024, to provide for liens on certain additional collateral to secure the Senior Secured Notes and the Exchangeable Secured Notes, including certain residual proceeds, equity interests, and call rights related to securitizations of the MSR of FAR or any of its affiliates relating to home equity conversion mortgages pooled in Ginnie Mae HECM securities (the “Additional Collateral”). The Additional Collateral will be automatically released on the earlier of February 28, 2026, if the intended supplemental indentures governing the Senior Secured Notes and Exchangeable Secured Notes have not been executed, or at payment in full of the non-extendable Senior Secured Notes on November 30, 2026.
Working Capital Agreement
On August 4, 2025 (following a maturity date extension from August 1, 2025 to August 5, 2025), the Working Capital Promissory Notes by and between FOA Equity, BTO Urban Holdings L.L.C., and LFH, were repaid and terminated in full in accordance with the terms of the Working Capital Promissory Notes. As a result of the termination, the Senior Secured Notes and the Exchangeable Secured Notes have a first priority security interest in the collateral securing such notes.
Additionally, on August 4, 2025, FAR entered into an unsecured revolving working capital promissory note with LFH, (the “LFH Facility”), providing for an uncommitted revolving facility for general corporate and working capital purposes of up to $20 million, which was fully drawn on such date. The LFH Facility is not guaranteed by any other entity and matures on August 4, 2026. The LFH Facility contains certain covenants and customary events of default.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.