Second Amended and Restated Investor Agreement October 6, 2017Letter Agreement • November 14th, 2017 • CF Corp • Life insurance • Delaware
Contract Type FiledNovember 14th, 2017 Company Industry JurisdictionThis amended and restated letter agreement (this “Letter Agreement”) amends, restates and supersedes in its entirety, effective as of the date hereof, that certain Amended and Restated Investor Agreement, dated June 6, 2017, among CF Corporation, Blackstone Tactical Opportunities Fund II L.P. (the “BTO Fund”), GSO Capital Partners LP (“GSO”) and Fidelity National Financial, Inc. (“FNF”, and collectively with the BTO Fund and GSO, the “Investors”). This Letter Agreement is issued in connection with (i) the Agreement and Plan of Merger (as it may be amended, restated, supplemented or otherwise modified from time to time in accordance with the Letter Agreement, the “Merger Agreement”), dated as of May 24, 2017, by and among CF Corporation, FGL US Holdings Inc., FGL Merger Sub Inc. and Fidelity & Guaranty Life and (ii) the Share Purchase Agreement (as it may be amended, restated, supplemented or otherwise modified from time to time in accordance with this Letter Agreement, the “Share Purch
FIRST AMENDMENT TO THE GSO SIDE LETTERCF Corp • November 14th, 2017 • Life insurance
Company FiledNovember 14th, 2017 IndustryThis FIRST AMENDMENT TO THE GSO SIDE LETTER (this “Amendment”), dated as of October 6, 2017 (the “Amendment Effective Date”), is by and between GSO Capital Partners LP (“GSO”), CF Corporation (“CF Corp”), Blackstone Tactical Opportunities Fund II L.P. (the “BTO Fund”) and Fidelity National Financial, Inc. (“FNF”).
Fidelity National Financial, Inc. 601 Riverside Avenue Jacksonville, Florida 32204 October 6, 2017CF Corp • November 14th, 2017 • Life insurance
Company FiledNovember 14th, 2017 IndustryReference is made to the Second Amended and Restated Investor Agreement of even date hereof (the “Second A&R Investor Agreement”) among CF Corporation (“CF Corp”), Blackstone Tactical Opportunities Fund II L.P. (the “BTO Fund”), GSO Capital Partners LP (“GSO”) and Fidelity Financial Ventures, Inc. (“FNF”) that amends the Amended and Restated Investor Agreement dated as of June 6, 2017 (the “First A&R Investor Agreement”) between CF Corp, the BTO Fund, GSO and FNF. Each capitalized term used but not defined in this letter will have the meaning ascribed to it in the First A&R Investor Agreement or the Merger Agreement.