Luxembourg | 001-34354 | 98-0554932 | ||||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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)) |
Emerging growth company o |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o |
Altisource Portfolio Solutions S.A. | |||
By: | /s/ Michelle D. Esterman | ||
Name: | Michelle D. Esterman | ||
Title: | Chief Financial Officer |
FOR IMMEDIATE RELEASE | FOR FURTHER INFORMATION CONTACT: |
Michelle D. Esterman | |
Chief Financial Officer | |
T: (770) 612-7007 | |
E: Michelle.Esterman@altisource.com |
• | Service revenue of $165.0 million |
• | Income from operations of $0.2 million and adjusted operating income(1) of $18.1 million |
• | Loss before income taxes and non-controlling interests of $(4.0) million and adjusted pre-tax income attributable to Altisource(1) of $11.3 million |
• | Net loss attributable to Altisource of $(3.2) million, or $(0.20) per diluted share, and adjusted net income attributable to Altisource(1) of $8.0 million, or $0.48 per diluted share |
• | On March 28, 2019, entered into a definitive agreement to sell our Financial Services business, consisting of our Asset Recovery Management, Customer Relationship Management and Mortgage Charge-Off Collections businesses, for $44.0 million, consisting of an up-front payment of $40.0 million, subject to a working capital adjustment upon closing of the sale, and an additional $4.0 million to be paid on the one year anniversary of the sale closing; the sale is subject to closing conditions including the receipt of regulatory consents |
• | Achieved several key Project Catalyst milestones, including reorganizing our business units and reporting structure and substantially reducing our costs; we incurred $4.4 million of severance costs and professional services fees in connection with Project Catalyst and reduced compensation and benefits by $15.7 million, or 23%, compared to the first quarter of 2018 |
• | Grew Hubzu inventory from customers other than Ocwen, NRZ and RESI by 116% since March 31, 2018, with such inventory representing 26% of total Hubzu inventory as of March 31, 2019 |
• | Expanded our relationship with a top 10 servicer customer to provide end-to-end asset management services and began receiving referrals |
• | Selected by a middle-market bank to provide end-to-end asset management services and, in April 2019, executed agreements and began receiving referrals |
• | Ended the first quarter 2019 with $89.9 million of cash, cash equivalents and investment in equity securities |
• | Ended the first quarter 2019 with $248.9 million of net debt less investment in equity securities(1), 12.9% lower than March 31, 2018 |
(in thousands, except per share data) | First Quarter 2019 | First Quarter 2018 | % Change | |||||||
Service revenue | $ | 164,999 | $ | 188,766 | (13 | ) | ||||
Income from operations | 171 | 7,120 | (98 | ) | ||||||
Adjusted operating income(1) | 18,116 | 16,468 | 10 | |||||||
Loss before income taxes and non-controlling interests | (3,966 | ) | (4,972 | ) | (20 | ) | ||||
Pretax loss attributable to Altisource(1) | (4,406 | ) | (5,497 | ) | (20 | ) | ||||
Adjusted pretax income attributable to Altisource(1) | 11,301 | 11,352 | — | |||||||
Net loss attributable to Altisource | (3,184 | ) | (4,132 | ) | (23 | ) | ||||
Adjusted net income attributable to Altisource(1) | 8,005 | 8,601 | (7 | ) | ||||||
Diluted loss per share | (0.20 | ) | (0.24 | ) | (17 | ) | ||||
Adjusted diluted earnings per share(1) | 0.48 | 0.48 | — | |||||||
Cash flows from operating activities | (6,655 | ) | (8,569 | ) | (22 | ) | ||||
Adjusted cash flows from operating activities(1) | 604 | 1,346 | (55 | ) | ||||||
Adjusted cash flows from operating activities less additions for premises and equipment(1) | (186 | ) | 88 | (311 | ) |
• | First quarter 2019 income from operations includes restructuring charges of $4.4 million related to Project Catalyst, a sales tax accrual of $2.1 million and an other asset write-off from a business exit of $0.2 million (no comparable amounts in first quarter 2018) |
• | First quarter 2019 and first quarter 2018 pretax income attributable to Altisource(1) include mark-to-market gains (losses) on our equity investment in RESI of $2.2 million and $(7.5) million, respectively |
(1) | This is a non-GAAP measure that is defined and reconciled to the corresponding GAAP measure herein. |
(2) | Applies to 2019 unless otherwise indicated. |
Three months ended March 31, | ||||||||
2019 | 2018 | |||||||
Service revenue | $ | 164,999 | $ | 188,766 | ||||
Reimbursable expenses | 4,496 | 8,147 | ||||||
Non-controlling interests | 440 | 525 | ||||||
Total revenue | 169,935 | 197,438 | ||||||
Cost of revenue | 119,608 | 139,047 | ||||||
Reimbursable expenses | 4,496 | 8,147 | ||||||
Gross profit | 45,831 | 50,244 | ||||||
Operating expenses: | ||||||||
Selling, general and administrative expenses | 41,240 | 43,124 | ||||||
Restructuring charges | 4,420 | — | ||||||
Income from operations | 171 | 7,120 | ||||||
Other income (expense), net | ||||||||
Interest expense | (6,749 | ) | (5,863 | ) | ||||
Unrealized gain (loss) on investment in equity securities | 2,238 | (7,501 | ) | |||||
Other income (expense), net | 374 | 1,272 | ||||||
Total other income (expense), net | (4,137 | ) | (12,092 | ) | ||||
Loss before income taxes and non-controlling interests | (3,966 | ) | (4,972 | ) | ||||
Income tax benefit | 1,222 | 1,365 | ||||||
Net loss | (2,744 | ) | (3,607 | ) | ||||
Net income attributable to non-controlling interests | (440 | ) | (525 | ) | ||||
Net loss attributable to Altisource | $ | (3,184 | ) | $ | (4,132 | ) | ||
Loss per share: | ||||||||
Basic | $ | (0.20 | ) | $ | (0.24 | ) | ||
Diluted | $ | (0.20 | ) | $ | (0.24 | ) | ||
Weighted average shares outstanding: | ||||||||
Basic | 16,292 | 17,378 | ||||||
Diluted | 16,292 | 17,378 | ||||||
Comprehensive loss: | ||||||||
Net loss | $ | (2,744 | ) | $ | (3,607 | ) | ||
Other comprehensive loss, net of tax: | ||||||||
Reclassification of unrealized gain on investment in equity securities, net of income tax provision of $200, to retained earnings from the cumulative effect of an accounting change | — | (733 | ) | |||||
Comprehensive loss, net of tax | (2,744 | ) | (4,340 | ) | ||||
Comprehensive income attributable to non-controlling interests | (440 | ) | (525 | ) | ||||
Comprehensive loss attributable to Altisource | $ | (3,184 | ) | $ | (4,865 | ) |
March 31, 2019 | December 31, 2018 | ||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 51,509 | $ | 58,294 | |||
Investment in equity securities | 38,419 | 36,181 | |||||
Accounts receivable, net | 28,634 | 36,466 | |||||
Short-term investments in real estate | 40,274 | 39,873 | |||||
Assets held for sale | 26,557 | — | |||||
Prepaid expenses and other current assets | 29,292 | 30,720 | |||||
Total current assets | 214,685 | 201,534 | |||||
Premises and equipment, net | 74,991 | 45,631 | |||||
Goodwill | 79,009 | 81,387 | |||||
Intangible assets, net | 72,160 | 91,653 | |||||
Deferred tax assets, net | 308,509 | 309,089 | |||||
Other assets | 10,194 | 12,406 | |||||
Total assets | $ | 759,548 | $ | 741,700 | |||
LIABILITIES AND EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable and accrued expenses | $ | 64,538 | $ | 87,240 | |||
Current portion of long-term debt | 9,222 | — | |||||
Deferred revenue | 7,597 | 10,108 | |||||
Liabilities held for sale | 8,736 | — | |||||
Other current liabilities | 20,743 | 7,030 | |||||
Total current liabilities | 110,836 | 104,378 | |||||
Long-term debt, less current portion | 322,577 | 331,476 | |||||
Other non-current liabilities | 30,767 | 9,178 | |||||
Commitments, contingencies and regulatory matters | |||||||
Equity: | |||||||
Common stock ($1.00 par value; 100,000 shares authorized, 25,413 issued and 16,309 outstanding as of March 31, 2019; 16,276 outstanding as of December 31, 2018) | 25,413 | 25,413 | |||||
Additional paid-in capital | 125,288 | 122,667 | |||||
Retained earnings | 584,759 | 590,655 | |||||
Treasury stock, at cost (9,104 shares as of March 31, 2019 and 9,137 shares as of December 31, 2018) | (441,149 | ) | (443,304 | ) | |||
Altisource equity | 294,311 | 295,431 | |||||
Non-controlling interests | 1,057 | 1,237 | |||||
Total equity | 295,368 | 296,668 | |||||
Total liabilities and equity | $ | 759,548 | $ | 741,700 |
Three months ended March 31, | |||||||
2019 | 2018 | ||||||
Cash flows from operating activities: | |||||||
Net loss | $ | (2,744 | ) | $ | (3,607 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Depreciation and amortization | 9,369 | 8,721 | |||||
Amortization of intangible assets | 8,647 | 7,147 | |||||
Unrealized (gain) loss on investment in equity securities | (2,238 | ) | 7,501 | ||||
Share-based compensation expense | 2,621 | 2,201 | |||||
Bad debt expense | 155 | 724 | |||||
Amortization of debt discount | 153 | 89 | |||||
Amortization of debt issuance costs | 170 | 273 | |||||
Deferred income taxes | 582 | (1,972 | ) | ||||
Loss on disposal of fixed assets | 331 | 489 | |||||
Changes in operating assets and liabilities (excludes assets and liabilities held for sale): | |||||||
Accounts receivable | 1,091 | 2,289 | |||||
Short-term investments in real estate | (401 | ) | (9,915 | ) | |||
Prepaid expenses and other current assets | (781 | ) | 702 | ||||
Other assets | (92 | ) | 481 | ||||
Accounts payable and accrued expenses | (16,318 | ) | (18,189 | ) | |||
Other current and non-current liabilities | (7,200 | ) | (5,503 | ) | |||
Net cash used in operating activities | (6,655 | ) | (8,569 | ) | |||
Cash flows from investing activities: | |||||||
Additions to premises and equipment | (790 | ) | (1,258 | ) | |||
Net cash used in investing activities | (790 | ) | (1,258 | ) | |||
Cash flows from financing activities: | |||||||
Repayments and repurchases of long-term debt | — | (1,486 | ) | ||||
Debt issuance costs | — | (496 | ) | ||||
Proceeds from stock option exercises | 28 | 2,617 | |||||
Purchase of treasury shares | — | (9,994 | ) | ||||
Distributions to non-controlling interests | (620 | ) | (672 | ) | |||
Payments of tax withholding on issuance of restricted share units and restricted shares | (585 | ) | — | ||||
Net cash used in financing activities | (1,177 | ) | (10,031 | ) | |||
Net decrease in cash, cash equivalents and restricted cash | (8,622 | ) | (19,858 | ) | |||
Cash, cash equivalents and restricted cash at the beginning of the period | 64,046 | 108,843 | |||||
Cash, cash equivalents and restricted cash at the end of the period | $ | 55,424 | $ | 88,985 | |||
Supplemental cash flow information: | |||||||
Interest paid | $ | 5,634 | $ | 5,269 | |||
Income taxes paid, net | 2,410 | 946 | |||||
Non-cash investing and financing activities: | |||||||
Increase in payables for purchases of premises and equipment | $ | 28 | $ | 264 | |||
Acquisition of right-to-use assets with lease obligations | 209 | — |
Three months ended March 31, | |||||||
2019 | 2018 | ||||||
Income from operations | $ | 171 | $ | 7,120 | |||
Intangible asset amortization expense | 8,647 | 7,147 | |||||
Share-based compensation expense | 2,621 | 2,201 | |||||
Sales tax accrual | 2,053 | — | |||||
Restructuring charges | 4,420 | — | |||||
Other asset write-off from business exit | 204 | — | |||||
Adjusted operating income | $ | 18,116 | $ | 16,468 | |||
Loss before income taxes and non-controlling interests | $ | (3,966 | ) | $ | (4,972 | ) | |
Non-controlling interests | (440 | ) | (525 | ) | |||
Pretax loss attributable to Altisource | (4,406 | ) | (5,497 | ) | |||
Intangible asset amortization expense | 8,647 | 7,147 | |||||
Share-based compensation expense | 2,621 | 2,201 | |||||
Sales tax accrual | 2,053 | — | |||||
Restructuring charges | 4,420 | — | |||||
Other asset write-off from business exit | 204 | — | |||||
Unrealized (gain) loss on investment in equity securities | (2,238 | ) | 7,501 | ||||
Adjusted pretax income attributable to Altisource | $ | 11,301 | $ | 11,352 | |||
Net loss attributable to Altisource | $ | (3,184 | ) | $ | (4,132 | ) | |
Intangible asset amortization expense, net of tax | 5,983 | 5,491 | |||||
Share-based compensation expense, net of tax | 1,813 | 1,691 | |||||
Sales tax accrual, net of tax | 1,519 | — | |||||
Restructuring charges, net of tax | 3,379 | — | |||||
Other asset write-off from business exit, net of tax | 151 | — | |||||
Unrealized (gain) loss on investment in equity securities, net of tax | (1,656 | ) | 5,551 | ||||
Adjusted net income attributable to Altisource | $ | 8,005 | $ | 8,601 | |||
Three months ended March 31, | |||||||
2019 | 2018 | ||||||
Diluted loss per share | $ | (0.20 | ) | $ | (0.24 | ) | |
Impact of using diluted share count instead of basic share count for a loss per share | 0.01 | 0.01 | |||||
Intangible asset amortization expense, net of tax, per diluted share | 0.36 | 0.31 | |||||
Share-based compensation expense, net of tax, per diluted share | 0.11 | 0.09 | |||||
Sales tax accrual, net of tax, per diluted share | 0.09 | — | |||||
Restructuring charges, net of tax, per diluted share | 0.20 | — | |||||
Other asset write-off from business exit, net of tax, per diluted share | 0.01 | — | |||||
Unrealized (gain) loss on investment in equity securities, net of tax, per diluted share | (0.10 | ) | 0.31 | ||||
Adjusted diluted earnings per share | $ | 0.48 | $ | 0.48 | |||
Calculation of the impact of intangible asset amortization expense, net of tax | |||||||
Intangible asset amortization expense | $ | 8,647 | $ | 7,147 | |||
Tax benefit from intangible asset amortization | (2,664 | ) | (1,656 | ) | |||
Intangible asset amortization expense, net of tax | 5,983 | 5,491 | |||||
Diluted share count | 16,638 | 17,881 | |||||
Intangible asset amortization expense, net of tax, per diluted share | $ | 0.36 | $ | 0.31 | |||
Calculation of the impact of share-based compensation expense, net of tax | |||||||
Share-based compensation expense | $ | 2,621 | $ | 2,201 | |||
Tax benefit from share-based compensation expense | (808 | ) | (510 | ) | |||
Share-based compensation expense, net of tax | 1,813 | 1,691 | |||||
Diluted share count | 16,638 | 17,881 | |||||
Share-based compensation expense, net of tax, per diluted share | $ | 0.11 | $ | 0.09 | |||
Calculation of the impact of sales tax accrual, net of tax | |||||||
Sales tax accrual | $ | 2,053 | $ | — | |||
Tax benefit from sales tax accrual | (534 | ) | — | ||||
Sales tax accrual, net of tax | 1,519 | — | |||||
Diluted share count | 16,638 | 17,881 | |||||
Sales tax accrual, net of tax, per diluted share | $ | 0.09 | $ | — | |||
Calculation of the impact of restructuring charges, net of tax | |||||||
Restructuring charges | $ | 4,420 | $ | — | |||
Tax benefit from restructuring charges | (1,041 | ) | — | ||||
Restructuring charges, net of tax | 3,379 | — | |||||
Diluted share count | 16,638 | 17,881 | |||||
Restructuring charges, net of tax, per diluted share | $ | 0.20 | $ | — | |||
Three months ended March 31, | |||||||
2019 | 2018 | ||||||
Calculation of the impact of other asset write-off from business exit, net of tax | |||||||
Other asset write-off from business exit | $ | 204 | $ | — | |||
Tax benefit from other asset write-off from business exit | (53 | ) | — | ||||
Other asset write-off from business exit, net of tax | 151 | — | |||||
Diluted share count | 16,638 | 17,881 | |||||
Other asset write-off from business exit, net of tax, per diluted share | $ | 0.01 | $ | — | |||
Calculation of the impact of the unrealized (gain) loss on investment in equity securities, net of tax | |||||||
Unrealized (gain) loss on investment in equity securities | $ | (2,238 | ) | $ | 7,501 | ||
Tax provision (benefit) from the unrealized (gain) loss on investment in equity securities | 582 | (1,950 | ) | ||||
Unrealized (gain) loss on investment in equity securities, net of tax | (1,656 | ) | 5,551 | ||||
Diluted share count | 16,638 | 17,881 | |||||
Unrealized (gain) loss on investment in equity securities, net of tax, per diluted share | $ | (0.10 | ) | $ | 0.31 | ||
Cash flows from operating activities | $ | (6,655 | ) | $ | (8,569 | ) | |
Increase in short-term investments in real estate | 401 | 9,915 | |||||
Payment of sales tax accrual | 6,858 | — | |||||
Adjusted cash flows from operating activities | 604 | 1,346 | |||||
Less additions to premises and equipment | (790 | ) | (1,258 | ) | |||
Adjusted cash flows from operating activities less additions to premises and equipment | $ | (186 | ) | $ | 88 | ||
March 31, 2019 | March 31, 2018 | ||||||
Senior secured term loan | $ | 338,822 | $ | 412,095 | |||
Less: Cash and cash equivalents | (51,509 | ) | (84,850 | ) | |||
Less: Investment in equity securities | (38,419 | ) | (41,652 | ) | |||
Net debt less investment in equity securities | $ | 248,894 | $ | 285,593 |