e8vk
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 28, 2011
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Luxembourg
|
|
001-34354
|
|
Not Applicable |
|
|
|
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer Identification No.) |
|
|
|
291, Route dArlon
L-1150 Luxembourg Grand Duchy of Luxembourg
|
|
|
|
|
|
(Address of principal executive offices)
|
|
(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:
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 2.02 Results of Operations and Financial Condition.
On July 28, 2011, Altisource Portfolio Solutions S.A. (Altisource) issued a press release
announcing financial results for its quarter ended June 30, 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.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
|
|
|
Exhibit No. |
|
Description |
Exhibit 99.1
|
|
Press release of Altisource Portfolio Solutions S.A. dated July 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: July 28, 2011
|
|
|
|
|
|
Altisource Portfolio Solutions S.A.
|
|
|
By: |
/s/ Robert D. Stiles
|
|
|
|
Name: |
Robert D. Stiles |
|
|
|
Title: |
Chief Financial Officer |
|
iii
exv99w1
Exhibit 99.1
|
|
|
FOR IMMEDIATE RELEASE
|
|
FOR FURTHER INFORMATION CONTACT: |
|
|
|
|
|
Robert D. Stiles |
|
|
Chief Financial Officer |
|
|
T: +352 2469 7903 |
|
|
E: robert.stiles@altisource.lu |
ALTISOURCE ANNOUNCES SECOND QUARTER RESULTS
Luxembourg, Luxembourg, 28 July 2011
Altisource
(NASDAQ: ASPS) (the Company) recognized $144.2 million of Service Revenue for the six months ended June
30, 2011, a 30% increase over the same period in 2010. The Company sequentially grew Service
Revenue in the second quarter through higher sales of Real Estate Owned (REO) properties, due to
seasonality and expansion of the title insurance business. Sequential growth in Service Revenue
was constrained by Financial Services, due to seasonality as well as completion of a temporary
assignment in the first quarter, and by Mortgage Services due to decreased foreclosure referrals
which resulted in reduced title search and default management services revenues.
For the third quarter, the Company expects modest growth in Service Revenue facilitated by
seasonally strong REO sales and continued growth of the title insurance operations. For the fourth
quarter, Altisource expects substantially greater growth in Service Revenue assuming Ocwen
Financial Corporation (Ocwen) concludes its acquisition of the Litton platform and the Companys
continued roll-out of its title insurance services.
Income before income tax attributable to Altisource (Pretax Income) grew in both periods over the
comparable periods in 2010 principally as a result of the development of mortgage and real estate
portfolio management services and the growth of Ocwens servicing portfolio. Sequentially, Pretax
Income declined $1.3 million due to increased investments in personnel and technology to support
the Companys growth initiatives, initial investments in infrastructure to support the acquisition
by Ocwen of the Litton portfolio and the seasonal decline in Financial Services revenue.
For the third quarter, Altisource expects initiatives to support the Litton portfolio and
investment in technology will limit margin expansion. The Company continuously undertakes process
improvement initiatives focused on margin enhancement of fully deployed services and believes
implementation of business process management software, deployment of next generation REALSuite
software and leveraging of fixed costs on higher referral volume will facilitate continued growth
in margins over the longer term.
- 1 -
Financial Results
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30, |
|
|
June 30, |
|
(in thousands, except per share data) |
|
2011 |
|
|
2010 |
|
|
2011 |
|
|
2010 |
|
|
|
Service Revenue |
|
$ |
72,504 |
|
|
$ |
58,910 |
|
|
$ |
144,234 |
|
|
$ |
110,566 |
|
Reimbursable Expenses |
|
|
19,459 |
|
|
|
11,141 |
|
|
|
35,100 |
|
|
|
19,671 |
|
Cooperative Non-controlling Interest |
|
|
1,305 |
|
|
|
1,297 |
|
|
|
2,604 |
|
|
|
2,084 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenue |
|
|
93,268 |
|
|
|
71,348 |
|
|
|
181,938 |
|
|
|
132,321 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of Revenue |
|
|
43,638 |
|
|
|
33,234 |
|
|
|
82,946 |
|
|
|
64,058 |
|
Reimbursable Expenses |
|
|
19,459 |
|
|
|
11,141 |
|
|
|
35,100 |
|
|
|
19,671 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
|
|
30,171 |
|
|
|
26,973 |
|
|
|
63,892 |
|
|
|
48,592 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, General and Administrative
Expenses |
|
|
13,904 |
|
|
|
12,476 |
|
|
|
30,158 |
|
|
|
24,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from Operations |
|
|
16,267 |
|
|
|
14,497 |
|
|
|
33,734 |
|
|
|
24,047 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income (Expense), net |
|
|
270 |
|
|
|
40 |
|
|
|
614 |
|
|
|
(32 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before Income Taxes and
Non-controlling Interests |
|
|
16,537 |
|
|
|
14,537 |
|
|
|
34,348 |
|
|
|
24,015 |
|
Income Tax (Provision) Benefit |
|
|
(1,847 |
) |
|
|
3,107 |
|
|
|
(3,534 |
) |
|
|
722 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
|
14,690 |
|
|
|
17,644 |
|
|
|
30,814 |
|
|
|
24,737 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to
Non-controlling Interests |
|
|
(1,305 |
) |
|
|
(1,297 |
) |
|
|
(2,604 |
) |
|
|
(2,084 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to Altisource |
|
$ |
13,385 |
|
|
$ |
16,347 |
|
|
$ |
28,210 |
|
|
$ |
22,653 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings Per Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.54 |
|
|
$ |
0.65 |
|
|
$ |
1.14 |
|
|
$ |
0.91 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted |
|
$ |
0.52 |
|
|
$ |
0.62 |
|
|
$ |
1.09 |
|
|
$ |
0.87 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Shares Outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
24,625 |
|
|
|
25,226 |
|
|
|
24,734 |
|
|
|
24,960 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted |
|
|
25,773 |
|
|
|
26,247 |
|
|
|
25,851 |
|
|
|
25,965 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with Related Parties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
$ |
53,694 |
|
|
$ |
35,784 |
|
|
$ |
102,484 |
|
|
$ |
65,035 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, General and Administrative
Expenses |
|
$ |
455 |
|
|
$ |
264 |
|
|
$ |
846 |
|
|
$ |
588 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 2 -
Revenue
The following table presents Total Revenue by segment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30, |
|
|
June 30, |
|
(in thousands) |
|
2011 |
|
|
2010 |
|
|
2011 |
|
|
2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service Revenue |
|
$ |
45,513 |
|
|
$ |
31,001 |
|
|
$ |
88,853 |
|
|
$ |
54,714 |
|
Reimbursable Expenses |
|
|
18,689 |
|
|
|
10,367 |
|
|
|
33,757 |
|
|
|
18,249 |
|
Cooperative Non-controlling Interest |
|
|
1,305 |
|
|
|
1,297 |
|
|
|
2,604 |
|
|
|
2,084 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage Services Total Revenue |
|
|
65,507 |
|
|
|
42,665 |
|
|
|
125,214 |
|
|
|
75,047 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service Revenue |
|
|
17,213 |
|
|
|
19,117 |
|
|
|
36,133 |
|
|
|
38,514 |
|
Reimbursable Expenses |
|
|
770 |
|
|
|
774 |
|
|
|
1,343 |
|
|
|
1,422 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Services Total Revenue |
|
|
17,983 |
|
|
|
19,891 |
|
|
|
37,476 |
|
|
|
39,936 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Technology Services |
|
|
13,572 |
|
|
|
12,485 |
|
|
|
26,288 |
|
|
|
24,459 |
|
Eliminations |
|
|
(3,794 |
) |
|
|
(3,693 |
) |
|
|
(7,040 |
) |
|
|
(7,121 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenue |
|
$ |
93,268 |
|
|
$ |
71,348 |
|
|
$ |
181,938 |
|
|
$ |
132,321 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Tax and Pretax Income
The following table presents income before income tax including amounts attributable to Altisource
by segment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30, |
|
|
June 30, |
|
(in thousands) |
|
2011 |
|
|
2010 |
|
|
2011 |
|
|
2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage Services: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
$ |
19,368 |
|
|
$ |
12,228 |
|
|
$ |
37,837 |
|
|
$ |
20,877 |
|
Non-controlling Interests |
|
|
(1,305 |
) |
|
|
(1,297 |
) |
|
|
(2,604 |
) |
|
|
(2,084 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax Income |
|
$ |
18,063 |
|
|
$ |
10,931 |
|
|
$ |
35,233 |
|
|
$ |
18,793 |
|
As percent of Service Revenue |
|
|
40 |
% |
|
|
35 |
% |
|
|
40 |
% |
|
|
34 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Services: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
$ |
900 |
|
|
$ |
1,640 |
|
|
$ |
2,434 |
|
|
$ |
3,043 |
|
As percent of Service Revenue |
|
|
5 |
% |
|
|
9 |
% |
|
|
7 |
% |
|
|
8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Technology Services: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
$ |
2,689 |
|
|
$ |
4,483 |
|
|
$ |
6,749 |
|
|
$ |
8,692 |
|
As percent of Revenue |
|
|
20 |
% |
|
|
36 |
% |
|
|
26 |
% |
|
|
36 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss Before Income Taxes |
|
$ |
(6,420 |
) |
|
$ |
(3,814 |
) |
|
$ |
(12,672 |
) |
|
$ |
(8,597 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
$ |
16,537 |
|
|
$ |
14,537 |
|
|
$ |
34,348 |
|
|
$ |
24,015 |
|
Non-controlling Interests |
|
|
(1,305 |
) |
|
|
(1,297 |
) |
|
|
(2,604 |
) |
|
|
(2,084 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax Income |
|
$ |
15,232 |
|
|
$ |
13,240 |
|
|
$ |
31,744 |
|
|
$ |
21,931 |
|
As percent of Service Revenue |
|
|
21 |
% |
|
|
22 |
% |
|
|
22 |
% |
|
|
20 |
% |
- 3 -
Income Tax Provision
The Company recognized an income tax provision of $3.5 million for the six months ended June 30,
2011 representing an effective tax rate of 10.3%. The income tax provision computed by applying
the Luxembourg statutory tax rate of 28.8% 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. The Company received a favorable ruling in June 2010 regarding the treatment of
certain intangibles that exist for purposes of determining the Companys taxable income. The
ruling was retroactive to the Companys separation from Ocwen in August 2009. As a result of the
ruling, the Company recognized a $3.4 million credit attributable to 2009 as well as adjusted the
year to date tax provision to the new effective tax rate of 12.5% in the second quarter 2010 which
resulted in a credit of $0.7 million for the six months ended June 30, 2010.
Stock Repurchase Update
For the six months ended June 30, 2011 the Company repurchased 0.4 million shares (0.2 million
shares during the second quarter) of common stock on the open market at an average price of $30.94.
Since inception of the stock repurchase program, 1.0 million shares of common stock have been
repurchased on the open market at an average price of $28.51.
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 a.m. Eastern today to discuss second 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 solutions principally related to real estate and mortgage
portfolio management, asset recovery and customer relationship management. Additional information
is available at www.altisource.com.
- 4 -
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited, Dollars in thousands, Except Per Share Data)
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
|
|
2011 |
|
|
2010 |
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
Current Assets: |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents |
|
$ |
35,032 |
|
|
$ |
22,134 |
|
Accounts Receivable, net |
|
|
52,495 |
|
|
|
53,495 |
|
Prepaid Expenses and Other Current Assets |
|
|
4,405 |
|
|
|
13,076 |
|
Deferred Tax Assets, net |
|
|
633 |
|
|
|
551 |
|
|
|
|
|
|
|
|
Total Current Assets |
|
|
92,565 |
|
|
|
89,256 |
|
|
|
|
|
|
|
|
|
|
Restricted Cash |
|
|
1,222 |
|
|
|
1,045 |
|
Premises and Equipment, net |
|
|
16,814 |
|
|
|
17,493 |
|
Deferred Tax Assets, net |
|
|
490 |
|
|
|
1,206 |
|
Intangible Assets, net |
|
|
69,269 |
|
|
|
72,428 |
|
Goodwill |
|
|
12,537 |
|
|
|
11,836 |
|
Investment in Equity Affiliate |
|
|
3,328 |
|
|
|
|
|
Other Non-current Assets |
|
|
6,824 |
|
|
|
4,536 |
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
203,049 |
|
|
$ |
197,800 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
|
|
Current Liabilities: |
|
|
|
|
|
|
|
|
Accounts Payable and Accrued Expenses |
|
$ |
27,625 |
|
|
$ |
35,384 |
|
Capital Lease Obligations Current |
|
|
651 |
|
|
|
680 |
|
Other Current Liabilities |
|
|
3,574 |
|
|
|
5,616 |
|
|
|
|
|
|
|
|
Total Current Liabilities |
|
|
31,850 |
|
|
|
41,680 |
|
|
|
|
|
|
|
|
|
|
Capital Lease Obligations Non-current |
|
|
541 |
|
|
|
852 |
|
Other Non-current Liabilities |
|
|
2,782 |
|
|
|
3,370 |
|
|
|
Commitments and Contingencies |
|
|
|
|
|
|
|
|
|
|
Equity: |
|
|
|
|
|
|
|
|
Common Stock ($1.00 par value; 100,000
shares authorized; 25,413 shares issued
and 24,586 outstanding in 2011; 25,413
shares issued and 24,881 outstanding in
2010) |
|
|
25,413 |
|
|
|
25,413 |
|
Retained Earnings |
|
|
84,744 |
|
|
|
58,546 |
|
Additional Paid-in-Capital |
|
|
80,676 |
|
|
|
79,297 |
|
Treasury Stock, at cost ($1.00 par
value; 827 and 532 shares in 2011 and
2010, respectively) |
|
|
(24,442 |
) |
|
|
(14,418 |
) |
|
|
|
|
|
|
|
Altisource Equity |
|
|
166,391 |
|
|
|
148,838 |
|
|
|
|
|
|
|
|
|
|
Non-controlling Interests |
|
|
1,485 |
|
|
|
3,060 |
|
|
|
|
|
|
|
|
Total Equity |
|
|
167,876 |
|
|
|
151,898 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
203,049 |
|
|
$ |
197,800 |
|
|
|
|
|
|
|
|
- 5 -