Current Report Filing (8-k)
13 December 2022 - 08:26AM
Edgar (US Regulatory)
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):
December 12, 2022
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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98-0554932 |
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(State or other jurisdiction of incorporation)
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(Commission File Number) |
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(I.R.S. Employer Identification No.)
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33 Boulevard Prince Henri
L-1724 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:
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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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Title of each class |
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Trading Symbol |
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Name of each exchange on which registered |
Common Stock, $1.00 par value
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ASPS |
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NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company |
☐ |
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. |
☐ |
Item 8.01 Other Events.
Altisource Portfolio Solutions S.A. (“Altisource”) is filing this
Current Report on Form 8-K, consistent with ASC 280,
Segment Reporting,
to conform its Historical Consolidated Financial Statements and
Notes, and Management’s Discussion and Analysis of Financial
Condition and Results of Operations and other Form 10-K sections
(see exhibit 99.1 attached hereto) to reflect changes in
Altisource’s reportable segments from those contained in
Altisource’s Annual Report on Form 10-K for the year ended December
31, 2021 filed with the U.S. Securities and Exchange Commission
(“SEC”) on March 3, 2022.
As of December 31, 2021, Altisource operated with one reportable
segment (total Company). Effective January 1, 2022, Altisource’s
reportable segments changed as a result of a change in the way its
Chief Executive Officer (the Company’s chief operating decision
maker) manages the business, allocates resources and evaluates
performance, and the related changes in the Company’s internal
organization. Altisource conformed Exhibit 99.1 to reflect its new
financial reporting structure, including its two operating
segments—Servicer
and Real Estate
and
Origination.
The Company also reports
Corporate and Others
separately. Altisource filed its Quarterly Reports on Form 10-Q for
the quarters and year-to-date periods ended March 31, 2022, June
30, 2022 and September 30, 2022 on April 28, 2022, July 28, 2022
and November 3, 2022, respectively (collectively “2022 Quarterly
Reports on Form 10-Q”).
The information included in this Current Report on Form 8-K
reflects changes to the disclosures related to Altisource’s revised
segment results and does not revise Altisource’s consolidated
financial condition or results of operations nor does it reflect
any events occurring after the filing of the 2021 Annual Report on
Form 10-K. The Historical Consolidated Financial Statements and
Notes will serve as the historical consolidated financial
statements and notes of Altisource for existing and future filings
made pursuant to the Securities Act of 1933, as amended, until
Altisource files its Annual Report on Form 10-K for the year ended
December 31, 2022. This Current Report on Form 8-K, including the
information contained in Exhibit 99.1, should be read in
conjunction with Altisource’s 2021 Annual Report on Form 10-K and
the 2022 Quarterly Reports on Form 10-Q.
Item 9.01 Financial Statements and Exhibits
The following document is filed herewith as an exhibit
hereto:
(d) Exhibits
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Exhibit No. |
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Description |
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101 |
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The following Historical Consolidated Financial Statements and
Notes on Form 8-K of Altisource Portfolio Solutions S.A. for the
year ended December 31, 2021, filed on December 9, 2022, formatted
in Inline XBRL: (i) Consolidated Balance Sheets as of December 31,
2021 and December 31, 2020; (ii) Consolidated Statements of
Operations and Comprehensive Income (Loss) for each of the years in
the two-year period ended December 31, 2021; (iii) Consolidated
Statements of Equity for each of the years in the two-year period
ended December 31, 2021; (iv) Consolidated Statements of Cash Flows
for each of the years in the two-year period ended December 31,
2021; and (v) Notes to Consolidated Financial
Statements. |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL
document) |
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: December 12, 2022
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Altisource Portfolio Solutions S.A. |
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By: |
/s/ Michelle D. Esterman |
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Name: |
Michelle D. Esterman |
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Title: |
Chief Financial Officer |
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