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ASPS > SEC Filings for ASPS > Form 8-K on 20-Nov-2013All Recent SEC Filings

Show all filings for ALTISOURCE PORTFOLIO SOLUTIONS S.A. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for ALTISOURCE PORTFOLIO SOLUTIONS S.A.


20-Nov-2013

Completion of Acquisition or Disposition of Assets, Financial


Item 2.01 Completion of Acquisition or Disposition of
Assets.

On November 15, 2013, Altisource Portfolio Solutions S.A. ("Parent") and its wholly-owned subsidiary, Altisource Solutions S. r.l. (the "Purchaser"), completed the acquisition of all of the outstanding limited liability company interests of Equator, LLC, a California limited liability company ("Equator"), pursuant to the previously reported Purchase and Sale Agreement dated as of August 19, 2013 (the "Purchase Agreement") by and among Parent, the Purchaser, Christopher L. Saitta, Mark A. McKinley and various trusts created by and for the benefit of Saitta's and McKinley's families (collectively, the "Sellers").

Pursuant to the terms of the Purchase Agreement, the Purchaser paid approximately $63.1 million at closing in cash (net of closing working capital adjustments), subject to certain post-closing adjustments based on current assets and current liabilities of Equator at closing, to be settled within 90 days of the closing date. Additionally, the Purchase Agreement provides for the payment of up to $80.0 million in potential additional consideration (the "Earn Out"). The Earn Out consideration is determined based on Equator Adjusted EBITA (as defined in the Purchase Agreement) in the three consecutive 12-month periods following closing. Up to $22.5 million of the Earn Out consideration can be earned in each of the first two 12-month periods, and up to $35.0 million can be earned in the third 12-month period. The Purchaser may, in its discretion, pay up to 20% of each payment of any Earn Out consideration in shares of Parent restricted stock, with the balance to be paid in cash.

The foregoing summary of the Purchase Agreement is qualified in its entirety by reference to the Purchase Agreement, which was attached as Exhibit 2.1 to Parent's Current Report on Form 8-K filed on August 21, 2013.



Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired

The financial statements required by this Item, with respect to the acquisition described in Item 2.01 herein, will be filed as soon as practicable, and in any event not later than 71 days after the date on which this Current Report on Form 8-K is required to be filed pursuant to Item 2.01.

(b) Pro Forma Financial Information

The pro forma financial information required by this Item, with respect to the acquisition described in Item 2.01 herein, will be filed as soon as practicable, and in any event not later than 71 days after the date on which this Current Report on Form 8-K is required to be filed pursuant to Item 2.01.


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