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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): November 7, 2017 (November 7, 2017)

ALTISOURCE ASSET MANAGEMENT CORPORATION
(Exact name of Registrant as specified in its charter)

United States Virgin Islands
 
001-36063
 
66-0783125
(State or other jurisdiction of incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

5100 Tamarind Reef
Christiansted, United States Virgin Islands 00820
(Address of principal executive offices including zip code)

(340) 692-1055
(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:

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

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

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

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

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):
 
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 2.02 Results of Operations and Financial Condition
 
On November 7, 2017, Altisource Asset Management Corporation issued a press release announcing its financial results for the quarter ended September 30, 2017.  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, is furnished solely pursuant to Item 2.02 of this Form 8-K. Consequently, 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
 
Press Release of Altisource Asset Management Corporation dated November 7, 2017





SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


 
 
Altisource Asset Management Corporation
November 7, 2017
By:
/s/ Stephen H. Gray
 
 
Stephen H. Gray
General Counsel and Secretary



Exhibit


Exhibit 99.1

https://cdn.kscope.io/257c8d928ec3b4a6e5c40454a3572bdf-a991aamc2015earn_image1a03.jpg

FOR IMMEDIATE RELEASE
FOR FURTHER INFORMATION CONTACT:
 
Robin N. Lowe
 
Chief Financial Officer
 
T: +1-345-815-9919
 
E: Robin.Lowe@AltisourceAMC.com


Altisource Asset Management Corporation Reports Third Quarter 2017 Results;
Strong Progress on RESI's Strategic Objectives

CHRISTIANSTED, U.S. Virgin Islands, November 7, 2017 (GLOBE NEWSWIRE) - Altisource Asset Management Corporation (“AAMC” or the “Company”) (NYSE MKT: AAMC) today announced financial and operating results for the third quarter of 2017.

Third Quarter 2017 Highlights and Recent Developments

•
Represented Altisource Residential Corporation (“RESI”) in confirming the portfolio of 1,750 to 2,000 single-family rental homes comprising the final closing under RESI’s previously announced agreement to acquire up to 3,500 rental homes from entities sponsored by Amherst Holdings, LLC.1 
•
Advised RESI in awarding a sale of up to 365 mortgage loans to a third party, leaving only 66 legacy loans in its portfolio.2 
•
Sold 450 non-rental REO properties for RESI, reducing the number of non-rental REOs by 30% over the prior quarter.
•
Continued to improve RESI’s operating metrics: Stabilized Rental Net Operating Income Margin improved to 65.8%, Stabilized Rental Core Funds from Operations improved to $0.15 per diluted share and stabilized occupancy was 93%.
 
“We continue to make strong progress on RESI’s strategic objectives,” stated Chief Executive Officer, George Ellison. “RESI’s legacy asset disposal is on track, we are executing on new rental home acquisitions and we are delivering strong and improving operating metrics. We continue to believe that RESI’s success will position AAMC for future success.”

Third Quarter 2017 Financial Results

AAMC’s net loss attributable to common stockholders for the third quarter of 2017 was $2.2 million, or $1.38 per diluted share, compared to $1.1 million, or $0.67 per diluted share, for the third quarter of 2016. Net loss attributable to common stockholders for the nine months ended September 30, 2017 was $5.3 million, or $3.42 per diluted share, compared to $3.4 million, or $1.89 per diluted share, for the nine months ended September 30, 2016.

About AAMC

AAMC is an asset management company that provides portfolio management and corporate governance services to investment vehicles. Additional information is available at www.altisourceamc.com.

______________________
1 Closing is scheduled to occur in the fourth quarter of 2017 and is subject to continuing due diligence, inspection of homes and finalization of pricing and transaction documentation.
2 Closing is scheduled to occur in November 2017, subject to execution of a definitive purchase agreement and completion of final due diligence. Certain loans may not be sold in the closing due to their conversion to REO and diligence findings; therefore, the total number of sold loans may be less than 365.




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 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. The risks and uncertainties to which forward-looking statements are subject include, but are not limited to: AAMC’s ability to implement its business plan; AAMC's ability to leverage strategic relationships on an efficient and cost-effective basis; AAMC's and RESI's ability to compete; AAMC’s ability to implement RESI’s business plan; general economic and market conditions; governmental regulations, taxes and policies; AAMC's ability to generate adequate and timely sources of liquidity and financing for itself or RESI; RESI’s ability to sell residential mortgage assets or non-rental real estate owned on favorable terms or at all; AAMC's ability to identify and acquire assets for RESI’s portfolio; RESI’s ability to complete potential transactions in accordance with anticipated terms and on a timely basis or at all; Altisource Portfolio Solutions S.A. and its affiliates’ ability to effectively perform its obligations under various agreements with RESI; the failure of Main Street Renewal, LLC to effectively perform under its property management agreement with RESI; and other risks and uncertainties detailed in the “Risk Factors” and other sections described from time to time in the Company’s current and future filings with the Securities and Exchange Commission. The foregoing list of factors should not be construed as exhaustive.

The statements made in this press release are current as of the date of this press release only. The Company undertakes no obligation to publicly update or revise any forward-looking statements or any other information contained herein, whether as a result of new information, future events or otherwise.





Altisource Asset Management Corporation
Condensed Consolidated Statements of Operations
(In thousands, except share and per share amounts)
(Unaudited)

 
Three months ended September 30, 2017
 
Three months ended September 30, 2016
 
Nine months ended September 30, 2017
 
Nine months ended September 30, 2016
Revenues:
 
 
 
 
 
 
 
Management fees from RESI
$
3,966

 
$
4,208

 
$
12,176

 
$
12,838

Conversion fees from RESI
163

 
450

 
1,201

 
1,396

Expense reimbursements from RESI
300

 
196

 
706

 
553

Total revenues
4,429

 
4,854

 
14,083

 
14,787

Expenses:
 
 
 
 
 
 
 
Salaries and employee benefits
5,035

 
4,460

 
15,003

 
13,054

Legal and professional fees
899

 
420

 
1,919

 
1,503

General and administrative
778

 
1,152

 
2,661

 
3,343

Total expenses
6,712

 
6,032

 
19,583

 
17,900

Other income:
 
 
 
 
 
 
 
Dividend income on RESI common stock
244

 
244

 
731

 
780

Other income
41

 
4

 
68

 
64

Total other income
285

 
248

 
799

 
844

Loss before income taxes
(1,998
)
 
(930
)
 
(4,701
)
 
(2,269
)
Income tax expense
127

 
141

 
484

 
1,003

Net loss
(2,125
)
 
(1,071
)
 
(5,185
)
 
(3,272
)
Amortization of preferred stock issuance costs
(52
)
 
(51
)
 
(155
)
 
(155
)
Net loss attributable to common stockholders
$
(2,177
)
 
$
(1,122
)
 
$
(5,340
)
 
$
(3,427
)
 
 
 
 
 
 
 
 
Loss per share of common stock – basic:
 
 
 
 
 
 
 
Loss per basic share
$
(1.38
)
 
$
(0.67
)
 
$
(3.42
)
 
$
(1.89
)
Weighted average common stock outstanding – basic
1,574,822

 
1,676,651

 
1,562,056

 
1,813,929

 
 
 
 
 
 
 
 
Loss per share of common stock – diluted:
 
 
 
 
 
 
 
Loss per diluted share
$
(1.38
)
 
$
(0.67
)
 
$
(3.42
)
 
$
(1.89
)
Weighted average common stock outstanding – diluted
1,574,822

 
1,676,651

 
1,562,056

 
1,813,929






Altisource Asset Management Corporation
Condensed Consolidated Balance Sheets
(In thousands, except share and per share amounts)

 
September 30, 2017
 
December 31, 2016
 
(Unaudited)
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
32,813

 
$
40,584

Available-for-sale securities (RESI common stock)
18,048

 
17,934

Receivable from RESI
4,680

 
5,266

Prepaid expenses and other assets
3,168

 
1,964

Total assets
$
58,709

 
$
65,748

 
 
 
 
Current liabilities:
 
 
 
Accrued salaries and employee benefits
$
4,428

 
$
4,100

Accounts payable and other accrued liabilities
2,016

 
4,587

Total liabilities
6,444

 
8,687

 
 
 
 
Commitments and contingencies
—

 
—

 
 
 
 
Redeemable preferred stock:
 
 
 
Preferred stock, $0.01 par value, 250,000 shares issued and outstanding as of September 30, 2017 and December 31, 2016; redemption value $250,000
249,495

 
249,340

 
 
 
 
Stockholders' deficit:
 
 
 
Common stock, $0.01 par value, 5,000,000 authorized shares; 2,795,830 and 1,583,613 shares issued and outstanding, respectively, as of September 30, 2017 and 2,637,629 and 1,513,912 shares issued and outstanding, respectively, as of December 31, 2016
28

 
26

Additional paid-in capital
36,499

 
30,696

Retained earnings
40,805

 
46,145

Accumulated other comprehensive loss
(2,548
)
 
(2,662
)
Treasury stock, at cost, 1,212,217 shares as of September 30, 2017 and 1,123,717 shares as of December 31, 2016
(272,014
)
 
(266,484
)
Total stockholders' deficit
(197,230
)
 
(192,279
)
Total liabilities and equity
$
58,709

 
$
65,748