Form 8-K
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): April 28, 2011
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
(Exact name of registrant as specified in its charter)
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Luxembourg
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001-34354
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Not Applicable |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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291, Route dArlon L-1150 Luxembourg
Grand Duchy of Luxembourg
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: +352 2469 7900
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 2.02 |
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Results of Operations and Financial Condition. |
On April 28, 2011, Altisource Portfolio Solutions S.A. (Altisource) issued a press release
announcing financial results for its quarter ended March 31, 2011. A copy of the press release
is attached hereto as Exhibit 99.1.
The information in this Item 2.02, including the information in Exhibit 99.1 attached
hereto pertaining to this Item 2.02, is furnished solely pursuant to Item 2.02 of this Form 8-K.
Consequently, pursuant to this Item 2.02, it is not deemed filed for the purposes of Section
18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that
Section. It may only be incorporated by reference in another filing under the Securities
Exchange Act of 1934 or Securities Act of 1933 if such subsequent filing specifically references
this Item 2.02 of this Form 8-K.
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Item 9.01 |
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Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit No. |
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Description |
Exhibit 99.1
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Press release of Altisource Portfolio Solutions S.A. dated April 28, 2011. |
ii
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: April 28, 2011
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Altisource Portfolio Solutions S.A.
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By: |
/s/ Robert D. Stiles
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Name: |
Robert D. Stiles |
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Title: |
Chief Financial Officer |
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iii
Exhibit 99.1
Exhibit 99.1
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FOR IMMEDIATE RELEASE
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FOR FURTHER INFORMATION CONTACT: |
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Robert D. Stiles |
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Chief Financial Officer |
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T: +352 2469 7903 |
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E: robert.stiles@altisource.lu |
ALTISOURCE ANNOUNCES FIRST QUARTER RESULTS
Luxembourg, Luxembourg, 28 April, 2011 Altisource Portfolio Solutions S.A. (Altisource or
the Company) (NASDAQ: ASPS), a provider of services focused on high-value, technology-enabled,
knowledge-based functions principally related to real estate and mortgage portfolio management,
asset recovery and customer relationship management, today announced preliminary financial results
for the quarter ended March 31, 2011.
First Quarter Highlights
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Total Revenue of $88.7 million for the quarter ended March 31, 2011, a 45% increase over
the same quarter in 2010 and a 3% decrease compared to the fourth quarter 2010. |
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Service Revenue of $71.7 million for the quarter ended March 31, 2011,
a 39% increase over the same quarter in 2010 and a 3% decrease compared to the
fourth quarter 2010. |
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Income Before Income Tax Attributable to Altisource of $16.5 million for the quarter
ended March 31, 2011, a 90% increase over the same quarter in 2010 and a 15% increase
compared to the fourth quarter 2010. |
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Net Income Attributable to Altisource of $14.8 million for the quarter ended March 31,
2011, a 135% increase over the same quarter in 2010 and a 12% decrease compared to the
fourth quarter 2010. |
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Fully-diluted EPS of $0.57 for the quarter ended March 31, 2011, a 128% increase over
the same quarter in 2010 and an 11% decrease compared to the fourth quarter 2010. |
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During the first quarter, the Company repurchased 0.2 million shares of our common stock
on the open market at an average price of $30.01. Since inception of the stock repurchase
program, 0.9 million shares of common stock have been repurchased on the open market at an
average price of $27.85. |
-1-
Financial Results
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Three Months Ended |
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March 31, |
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(in thousands, except per share data) |
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2011 |
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2010 |
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Service Revenue |
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$ |
71,730 |
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$ |
51,657 |
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Reimbursable Expenses |
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15,641 |
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8,530 |
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Cooperative Non-controlling Interest |
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1,299 |
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787 |
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Total Revenue |
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88,670 |
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60,974 |
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Cost of Revenue |
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39,308 |
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30,824 |
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Reimbursable Expenses |
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15,641 |
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8,530 |
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Gross Profit |
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33,721 |
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21,620 |
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Selling, General and Administrative Expenses |
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16,254 |
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12,069 |
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Income from Operations |
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17,467 |
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9,551 |
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Other Income (Expense), net |
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344 |
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(72 |
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Income before Income Taxes and
Non-controlling Interests |
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17,811 |
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9,479 |
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Income Tax Provision |
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(1,687 |
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(2,385 |
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Net Income |
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16,124 |
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7,094 |
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Net Income Attributable to Non-controlling
Interests |
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(1,299 |
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(787 |
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Net Income Attributable to Altisource |
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$ |
14,825 |
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$ |
6,307 |
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Earnings Per Share: |
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Basic |
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$ |
0.60 |
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$ |
0.26 |
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Diluted |
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$ |
0.57 |
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$ |
0.25 |
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Weighted Average Shares Outstanding: |
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Basic |
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24,845 |
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24,690 |
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Diluted |
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25,928 |
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25,663 |
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Transactions with Related Parties: |
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Revenue |
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$ |
48,790 |
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$ |
28,736 |
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Selling, General and Administrative
Expenses |
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$ |
391 |
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$ |
324 |
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-2-
Revenue
The following table presents Total Revenue by segment:
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Three Months Ended |
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March 31, |
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(in thousands) |
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2011 |
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2010 |
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Mortgage Services |
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Service Revenue |
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$ |
43,340 |
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$ |
23,714 |
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Reimbursable Expenses |
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15,068 |
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7,882 |
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Cooperative Non-controlling Interest |
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1,299 |
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787 |
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Mortgage Services Total Revenue |
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59,707 |
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32,383 |
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Financial Services |
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Service Revenue |
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18,920 |
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19,397 |
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Reimbursable Expenses |
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573 |
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648 |
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Financial Services Total Revenue |
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19,493 |
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20,045 |
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Technology Services |
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12,716 |
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11,974 |
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Eliminations |
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(3,246 |
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(3,428 |
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Total Revenue |
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$ |
88,670 |
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$ |
60,974 |
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The Company recognized $71.7 million of Service Revenue for the quarter ended March 31, 2011,
a 39% increase over the same quarter in 2010. Mortgage Services revenue grew as a result of the
national rollout of services during 2010, including property preservation and inspection services,
default management services and sales of real estate owned (REO), and the growth in the loan
portfolio of the Companys largest customer, Ocwen Financial Corporation (Ocwen). Financial
Services revenue declined compared to the prior year due to a decline in revenue from the segments
largest customer. The decline was in part a result of the client shifting work to the Companys
global delivery platform which resulted in lower revenue although higher margins. Technology
Services revenue increased primarily due to the growth in REALSuite revenues, principally
REALServicing®, given the growth in the servicing portfolio of Ocwen during 2010, partially offset
by the impact of lowering infrastructure services pricing (which occurred on January
1st).
Sequentially, Service Revenue declined $2.6 million compared to the fourth quarter of 2010. This
was principally due to the Mortgage Services segment as the boarding of loans by Ocwen in September
triggered an elevated order level of valuation reports, foreclosure related title searches and
initiated foreclosure actions in the fourth quarter. In addition, Mortgage Partnership of America
(MPA) first quarter revenue was impacted by the overall market decline in loan origination
activity compared to the fourth quarter. Service Revenue for the Financial Services segment
slightly increased, driven by stabilized performance with respect to unsecured asset recovery and
improved performance for the customer relationship management business. Technology Services revenue
declined as expected due to lower infrastructure services pricing.
In addition, the Company reorganized our reporting structure in that certain services that were
originally part of component services and other within the Mortgage Services segment are now
classified as part of customer relationship management in the Financial Services segment. Prior
periods have been recast to conform with the current year presentation.
-3-
Income Before Income Tax
The following table presents income before income tax including amounts attributable to Altisource
by segment:
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Three Months Ended |
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March 31, |
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(in thousands) |
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2011 |
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2010 |
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Mortgage Services: |
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Income Before Income Taxes |
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$ |
18,469 |
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$ |
8,650 |
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Non-controlling Interests |
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(1,299 |
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(787 |
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Income Before Income Taxes
Attributable to Altisource |
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$ |
17,170 |
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$ |
7,863 |
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As percent of Service Revenue |
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40 |
% |
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33 |
% |
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Financial Services: |
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Income Before Income Taxes |
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$ |
1,534 |
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$ |
1,403 |
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As percent of Service Revenue |
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8 |
% |
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7 |
% |
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Technology Services: |
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Income Before Income Taxes |
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$ |
4,060 |
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$ |
4,209 |
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As percent of Revenue |
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32 |
% |
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35 |
% |
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Consolidated: |
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Income Before Income Taxes |
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$ |
17,811 |
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$ |
9,479 |
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Non-controlling Interests |
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(1,299 |
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(787 |
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Income Before Income Taxes
Attributable to Altisource |
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$ |
16,512 |
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$ |
8,692 |
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As percent of Service Revenue |
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23 |
% |
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17 |
% |
In evaluating performance, the Company neutralizes the impact of pass-through items for which
it earns no margin by excluding reimbursable expenses and non-controlling interests where
appropriate and calculating all margins based upon Service Revenue. In addition, as of January 1,
2011 to the extent an employee has incentive compensation tied to earnings, it is based either on
income before income tax or diluted earnings per share; therefore, the Company no longer provides
Earnings Before Interest Tax and Depreciation.
On a consolidated basis, income before income tax attributable to Altisource grew principally as a
result of the national rollout of mortgage services and the growth of Ocwens servicing portfolio
during 2010 as previously discussed. Sequentially, income before income taxes attributable to
Altisource grew $2.2 million; however, the fourth quarter included a $2.8 million charge for
goodwill impairment in the Financial Services segment. Adjusting for the impairment charge, income
before income taxes attributable to Altisource as a percent of Service Revenue remained constant at
23% for both quarters.
For the Mortgage Services segment, income before income taxes attributable to Altisource declined
sequentially by $0.8 million attributable to the decline in Service Revenue as previously
discussed. Income before income taxes attributable to Altisource as a percent of Service Revenue
improved to 40% from 39% sequentially, primarily as a result of the mix of services and a reduction
in intersegment technology charges.
For the Financial Services segment, income before income taxes improved $4.7 million sequentially
primarily due to the $2.8 million goodwill impairment recognized in the fourth quarter and the
benefit of a seasonally strong first quarter. In addition, the Financial Services segment started
to see the initial benefits of disciplined floor management and improved performance for our
customers. Technology costs for the Financial Services segment increased sequentially; however,
this is expected to improve in the second half of 2011 as the Company implements certain cost
containment measures.
-4-
For the Technology Services segment, income before income taxes declined $1.2 million sequentially
principally as a result of the reduced pricing for IT infrastructure services as previously
discussed.
Corporate costs increased $0.6 million principally due to increased personnel costs associated with
compliance and quality assurance to support our growing business.
Income Tax Provision
The Company recognized an income tax provision of $1.7 million for the three months ended March 31,
2011 representing an effective tax rate of 9%. The income tax provision computed by applying the
Luxembourg statutory tax rate of 28.9% differs from the effective tax rate primarily because of the
effect of the favorable tax ruling as well as the mix of income and losses in multiple taxing
jurisdictions. In the fourth quarter of 2010, we recognized a tax benefit of $2.4 million
primarily as a result of certain non-recurring items during the year and the recognition of losses
in the United States primarily attributable to our Financial Services segment.
-5-
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited, Dollars in thousands, Except Per Share Data)
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March 31, |
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December 31, |
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2011 |
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2010 |
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ASSETS
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Current Assets: |
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Cash and Cash Equivalents |
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$ |
26,324 |
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$ |
22,134 |
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Accounts Receivable, net |
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53,008 |
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53,495 |
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Prepaid Expenses and Other Current Assets |
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9,445 |
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13,076 |
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Deferred Tax Assets, net |
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641 |
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551 |
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Total Current Assets |
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89,418 |
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89,256 |
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Restricted Cash |
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1,222 |
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1,045 |
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Premises and Equipment, net |
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16,910 |
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17,493 |
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Deferred Tax Assets, net |
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892 |
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1,206 |
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Intangible Assets, net |
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70,292 |
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72,428 |
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Goodwill |
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11,836 |
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11,836 |
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Investment in Equity Affiliate |
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1,113 |
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Other Non-Current Assets |
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4,708 |
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4,536 |
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Total Assets |
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$ |
196,391 |
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$ |
197,800 |
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LIABILITIES AND EQUITY
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Current Liabilities: |
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Accounts Payable and Accrued Expenses |
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$ |
26,606 |
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$ |
35,384 |
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Capital Lease Obligations Current |
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694 |
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|
680 |
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Other Current Liabilities |
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6,180 |
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5,616 |
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Total Current Liabilities |
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33,480 |
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|
41,680 |
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Capital Lease Obligations Non-current |
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689 |
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|
852 |
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Other Non-current Liabilities |
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|
3,027 |
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|
3,370 |
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Commitments and Contingencies |
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Equity: |
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Common Stock ($1.00 par value; 100,000
shares authorized; 25,413 shares issued
and 24,715 outstanding in 2011; 25,413
shares issued and 24,881outstanding in
2010) |
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25,413 |
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25,413 |
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Retained Earnings |
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71,954 |
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|
58,546 |
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Additional Paid-in-Capital |
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80,085 |
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|
79,297 |
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Treasury Stock, at cost ($1.00 par
value; 698 and 532 shares in 2011 and
2010, respectively) |
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(19,798 |
) |
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|
(14,418 |
) |
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Altisource Equity |
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|
157,654 |
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|
148,838 |
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Non-controlling Interests |
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|
1,541 |
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|
3,060 |
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Total Equity |
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|
159,195 |
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|
|
151,898 |
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Total Liabilities and Equity |
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$ |
196,391 |
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|
$ |
197,800 |
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-6-
Forward-Looking Statements
This press release contains forward-looking statements that involve a number of risks and
uncertainties. Those forward-looking statements include all statements that are not historical
fact, including statements about our managements beliefs and expectations. Forward-looking
statements are based on managements 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. The Company 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:
Altisources ability to 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 Statement Regarding
Forward-Looking Information, Risk Factors and other sections of the Companys Form 10-K and
other filings with the Securities and Exchange Commission.
Webcast
Altisource will host a webcast at 11:00 am Eastern today to discuss first quarter results. A link
to the live audio web cast as well as an accompanying slide deck will be available on our website
through the Investor Relations home page. Those who want to listen to the call should go to the
website fifteen minutes prior to the call to register, download and install any necessary audio
software. A replay of the conference call will be available via our website approximately two
hours after the conclusion of the call.
About Altisource
Altisource Portfolio Solutions S.A. (NASDAQ: ASPS) is a provider of services focused on high value,
technology-enable knowledge-based functions principally related to real estate and mortgage
portfolio management, asset recovery and customer relationship management. Utilizing its
integrated technology that includes decision models and behavioral based scripting engines,
Altisource provides solutions that improve its clients performance and maximize their returns.
Additional information is available at www.altisource.com.
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