M&A - ALTISOURCE PORTFOLIO SOLUTIONS S.A.

Form Type: DEF 14A

Filing Date: 2025-03-31

Corporate Action: Merger

Type: New

Accession Number: 000110465925029719

Filing Summary: On March 31, 2025, Altisource Portfolio Solutions S.A. filed a definitive proxy statement for its upcoming Annual General Meeting and Extraordinary General Meeting, scheduled for May 13, 2025. The meetings will address several significant proposals, including the election of seven directors and the appointment of RSM US LLP as independent auditors for 2025. Another major item is the consolidation of approximately 88.9 million shares into about 11.1 million shares, effectively a share consolidation on an 8-to-1 basis, coupled with a reduction in share capital to allocate surplus to the share premium account. Additional proposals seek to establish a minimum quorum requirement and amend internal governance documents. The proxy statement emphasizes the importance of shareholder participation and outlines methods for voting. Notably, the document highlights a transaction completed on February 19, 2025, involving an exchange of senior secured term loans totaling $232.8 million for a new loan of $160 million and issuance of approximately 58.2 million common shares. This transaction is positioned as a strategic move to streamline capital and enhance flexibility moving forward.

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Form Type: SCHEDULE 13D/A

Filing Date: 2025-03-05

Corporate Action: Acquisition

Type: Update

Accession Number: 000090514825000850

Filing Summary: This document is Amendment No. 9 to Schedule 13D filed by Deer Park Road Management Company, LP, Deer Park Road Management GP, LLC, Deer Park Road Corp, Craig-Scheckman Michael, AgateCreek LLC, and Burg Scott Edward regarding Altisource Portfolio Solutions S.A. The amendment updates beneficial ownership details as of February 24, 2025, indicating that the reporting persons together beneficially own approximately 15,092,491 Shares, representing about 17.3% of the total shares outstanding. Key events leading to this filing include a Warrant Distribution announced by the Company on February 4, 2025, which proposed issuing warrants to stakeholders for each share or RSU held, contingent on shareholder approval obtained on February 18, 2025. On February 19, 2025, an exchange agreement was executed resulting in the issuance of approximately 58,167,018 Shares to Lenders in exchange for their rights under existing Term Loans. Additionally, the Exchange Credit Agreement details borrowing terms, interest rates, and payment conditions scheduled to mature by April 2030. This amendment does not modify previously disclosed information except for specific updates on ownership and agreements related to the transactions from previous Schedules 13D. The various agreements cited, including the 2024 Transaction Support Agreement and subsequent updates, reflect actions to restructure and manage the company's financial obligations, leading to substantial changes in stakeholder equity and ownership.

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Form Type: PRE 14A

Filing Date: 2024-12-23

Corporate Action: Merger

Type: New

Accession Number: 000110465924131365

Filing Summary: The document outlines the proposals that will be discussed at the Extraordinary and Special General Meetings of Shareholders of Altisource Portfolio Solutions S.A. on an unspecified date in 2025. Key proposals include the issuance of shares representing up to 63.5% of outstanding shares in exchange for debt relief amounting to $72.8 million, a decrease in the par value of common stock from $1.00 to $0.01, and an increase in the number of authorized shares from 100 million to 250 million. These actions aim to recapitalize the company, strengthen its balance sheet, provide new debt facilities, and issue warrants to mitigate share dilution for stakeholders. The proposals require shareholder approval to proceed, with the company emphasizing the importance of shareholder participation in the voting process. Various procedural requirements and the necessary voting instructions are included to ensure compliance and facilitate the meetings.

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