Altisource Portfolio Solutions S.A. (“Altisource” or the “Company”)
(NASDAQ: ASPS), a leading provider and marketplace for the real
estate and mortgage industries, today announced that its
shareholders have overwhelmingly approved a reverse stock split
(the “Share Consolidation”) at the Company’s Extraordinary General
Meeting of Shareholders held on May 13, 2025.
Pursuant to the Share Consolidation, every eight
(8) shares of the Company’s common stock will be consolidated into
one (1) share of common stock, reducing the total number of
outstanding shares from 88,951,925 to approximately 11,118,990. The
Share Consolidation is scheduled to become effective on May 28,
2025, subject to the completion of required administrative
procedures.
Fractional Share Treatment and Important
Deadlines
No fractional shares will be issued in
connection with the Share Consolidation. Instead, any fractional
shares resulting from the Share Consolidation will be redeemed by
the Company for cash at the closing price of the Company’s common
stock on May 27, 2025, the last trading day prior to the Share
Consolidation effective date.
Shareholders who wish to avoid receiving cash
for fractional shares must ensure their holdings are in amounts
divisible by eight (8) prior to market close on May 27, 2025.
Shareholders holding shares through a bank, broker, or other
nominee are encouraged to contact their financial intermediary to
determine the best way to adjust their holdings if needed.
Proceeds from the redemption of fractional
shares will be distributed to affected shareholders on a pro rata
basis and without interest.
About the Share Consolidation
The Share Consolidation is intended to help the
Company regain compliance with the Nasdaq Global Select Market’s
$1.00 minimum bid price requirement. Additional details regarding
the Share Consolidation, including its rationale, effects, and
associated risks, are described in the Company’s definitive proxy
statement filed with the U.S. Securities and Exchange Commission on
March 31, 2025.
Disclaimer
This press release does not constitute an offer
to sell or buy, nor the solicitation of an offer to sell or buy,
any securities nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in contravention of applicable law.
In particular, this communication is not an offer of securities for
sale into the United States or any other jurisdiction. No offer of
securities shall be made absent registration under the Securities
Act of 1933, as amended, or pursuant to an exemption from, or in a
transaction not subject to, such registration requirements.
Forward-Looking Statements
This press release contains forward-looking
statements that involve a number of risks and uncertainties. These
forward-looking statements include all statements that are not
historical fact, including statements relating to the Share
Consolidation, its expected effectiveness and timing, its impact on
compliance with Nasdaq listing standards, the treatment of
fractional shares, and related shareholder actions. These
statements may be identified by words such as “will”, “anticipate,”
“intend,” “expect,” “may,” “could,” “should,” “would,” “plan,”
“estimate,” “seek,” “believe,” “potential” or “continue” or the
negative of these terms and comparable terminology. Such statements
are based on expectations as to the future and are not statements
of historical fact.
Furthermore, forward-looking statements are not
guarantees of future performance and involve a number of
assumptions, risks, and uncertainties that could cause actual
results to differ materially. Important factors that could cause
actual results to differ materially from those suggested by the
forward-looking statements include, but are not limited to, the
risks discussed in Item 1A of Part I “Risk Factors” in our Form
10-K filed with the Securities and Exchange Commission on March 31,
2025, as updated by the information in Item 1A of Part II “Risk
Factors” in our subsequently filed quarterly reports on Form 10-Q.
We caution you not to place undue reliance on these forward-looking
statements, which reflect our view only as of the date of this
press release. We are under no obligation (and expressly disclaim
any obligation) to update or alter any forward-looking statements
contained herein to reflect any change in our expectations with
regard thereto or any change in events, conditions, or
circumstances on which any such statement is based.
The risks and uncertainties to which
forward-looking statements are subject include, but are not limited
to, risks related to customer concentration, the timing of the
anticipated increase in default-related referrals following the
expiration of foreclosure and eviction moratoriums and forbearance
programs, and any other delays occasioned by government, investor,
or servicer actions, the use and success of our products and
services, our ability to retain existing customers and attract new
customers and the potential for expansion or changes in our
customer relationships, technology disruptions, our compliance with
applicable data requirements, our use of third-party vendors and
contractors, our ability to effectively manage potential conflicts
of interest, macroeconomic and industry-specific conditions, our
ability to effectively manage our regulatory and contractual
obligations, the adequacy of our financial resources, including our
sources of liquidity and ability to repay borrowings and comply
with our debt agreements, including the financial and other
covenants contained therein, as well as Altisource’s ability to
retain key executives or employees, behavior of customers,
suppliers and/or competitors, technological developments,
governmental regulations, taxes and policies.
We undertake no obligation to update these
statements as a result of a change in circumstances, new
information, or future events, except as required by law.
About Altisource
Altisource Portfolio Solutions S.A. is an
integrated service provider and marketplace for the real estate and
mortgage industries. Combining operational excellence
with a suite of innovative services and technologies, Altisource
helps solve the demands of the ever-changing markets we
serve. Additional information is available at
www.Altisource.com.
FOR FURTHER INFORMATION CONTACT: |
|
Michelle D. Esterman |
Chief Financial Officer |
T: (770) 612-7007 |
E: Michelle.Esterman@altisource.com |
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