UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K

 


 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 23, 2015 (July 17, 2015)

 


 

ALTISOURCE PORTFOLIO SOLUTIONS S.A.

(Exact name of Registrant as specified in its charter)

 


 

Luxembourg

 

001-34354

 

98-0554932

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification No.)

 

40, avenue Monterey

L-2163 Luxembourg

Grand Duchy of Luxembourg

(Address of principal executive offices including zip code)

 

+352 2469 7900

(Registrant’s telephone number, including area code)

 

NOT APPLICABLE

(Former name or former address, if changed since last report)

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 3.02 Unregistered Sales of Equity Securities.

 

On July 17, 2015, Altisource Portfolio Solutions S.A. (the “Company”), issued 494,500 shares of its common stock, $1.00 par value per share (“Common Stock”), in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”), in connection with its acquisition of all of the outstanding equity of  CastleLine Holdings, LLC and its subsidiaries (collectively, “CastleLine”), as further discussed in Item 8.01 of this report.  Additional shares of Common Stock may be issued in reliance on Section 4(a)(2) of the 1933 Act, pursuant to certain deferred consideration provisions in the acquisition agreement, based on the price per share of the Common Stock on the business day immediately preceding the date of payment of the deferred consideration.  Payment of the deferred consideration in either shares of Common Stock or cash is at the option of the Company.

 

Item 8.01 Other Events.

 

On July 23, 2015, the Company announced that it has completed the acquisition of CastleLine.

 

Item. 9.01 Financial Statements and Exhibits.

 

(d)           Exhibits.

 

Exhibit No.

 

Description

 

 

 

Exhibit 99.1

 

Press release issued by Altisource Portfolio Solutions S.A. dated July 23, 2015

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: July 23, 2015

 

 

 

Altisource Portfolio Solutions S.A.

 

 

 

 

By:

/s/ Kevin J. Wilcox

 

Name:

Kevin J. Wilcox

 

Title:

Chief Administration Officer

 

3


Exhibit 99.1

 

 

Investor Contact:
Michelle D. Esterman
Chief Financial Officer
+352 2469 7950
Michelle.Esterman@Altisource.lu

 

Press Contact:
Nicole L. Messier
Director, Global Communications
617-357-6349
Nicole.Messier@altisource.com

 

Altisource Strengthens Offerings in Originations and Mortgage Servicing With Acquisition of CastleLine

 

Fintech Leader Acquires Specialty Risk Management and Insurance Services Firm

 

LUXEMBOURG, July 23, 2015 — Altisource Portfolio Solutions S.A. (“Altisource”) (NASDAQ: ASPS), a leading provider of mortgage, financial and technology services for the real estate industry, today announced the acquisition of CastleLine Holdings, LLC (“CastleLine”), a specialty risk management and insurance services firm.

 

CastleLine is the leading provider of Certified Loan Insurance products designed to protect mortgage market participants against losses caused by mortgage underwriting defects.  The innovative Certified Loan Insurance Program is enabled by the CastleLine proprietary certification process.  With the  acquisition of CastleLine, Altisource strengthens its origination related offerings with products and services focused on mitigating risk in the origination, underwriting, purchase and securitization of residential mortgages and offers the opportunity to expand CastleLine’s products and services into contiguous markets.  CastleLine’s leadership team will join Altisource.

 

“The acquisition of CastleLine aligns with our strategy to continue helping the mortgage banking industry safely and securely increase production while reducing costs and mitigating risks.  Combined with our existing origination offerings through Altisource® Origination Services and our access to the members of the Lenders One® and Wholesale One® cooperatives, we add meaningful synergies to the existing CastleLine business model,” said William B. Shepro, Chief Executive Officer of Altisource. “The acquisition also brings with it a highly talented leadership team.  I am excited to welcome the CastleLine team to the Altisource family.”

 



 

“Altisource and CastleLine together will continue to promote a safer and more efficient mortgage market that will benefit originators, correspondents, issuers and investors,” said Bryan Binder, Chief Executive Officer of CastleLine. “Our customers and partners now have an incredible opportunity to benefit from Altisource’s comprehensive and innovative suite of origination solutions.  As part of the Altisource family, we know that we can bring great value to many participants of the mortgage market.”

 

About Altisource®

 

Altisource Portfolio Solutions S.A. is a premier marketplace and transaction solutions provider for the real estate, mortgage and consumer-debt industries. Altisource’s proprietary business processes, vendor and electronic payment management software and behavioral science-based analytics improve outcomes for marketplace participants. Altisource has been named to Fortune’s fastest growing global companies two years in a row. Additional information is available at www.altisource.com.

 

About CastleLine Holdings, LLC

 

CastleLine Holdings, LLC, and its subsidiaries, provide financial products and services to parties involved in the origination, underwriting, purchase and securitization of residential mortgages. Additional information is available at www.castleline.com.

 

Forward-Looking Statements

 

This press release contains forward-looking statements that involve a number of risks and uncertainties. These forward-looking statements include all statements that are not historical fact, including statements about management’s beliefs and expectations. Forward-looking statements are based on management’s beliefs as well as assumptions made by and information currently available to management. Because such statements are based on expectations as to future economic performance and are not statements of historical fact, actual results may differ materially from those projected. Altisource undertakes no obligation to update any forward-looking statements whether as a result of new information, future events or otherwise. The risks and uncertainties to which forward-looking statements are subject include, but are not limited to: Altisource’s ability to integrate the acquired business, retain existing customers and attract new customers; general economic and market conditions; governmental regulations, taxes and policies; availability of adequate and timely sources of liquidity; and other risks and uncertainties detailed in the “Forward-Looking Statements,” “Risk Factors” and other sections of Altisource’s Form 10-K and other filings with the Securities and Exchange Commission.

 

Source: Altisource Portfolio Solutions S.A.

 

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