RESIForm8-KreCSupsize
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): June 11, 2014
ALTISOURCE RESIDENTIAL CORPORATION
(Exact name of Registrant as specified in its charter)
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MARYLAND | | 001-35657 | | 46-0633510 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
c/o Altisource Asset Management Corporation
402 Strand Street
Frederiksted, United States Virgin Islands 00840-3531
(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 (see General Instruction A.2. below):
¨ 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))
Item 1.01 Entry into a Material Definitive Agreement.
Amendment to Master Repurchase Agreement with Credit Suisse First Boston Mortgage Capital LLC
On June 11, 2014, Altisource Residential, L.P. (the “Operating Partnership”), a subsidiary of Altisource Residential Corporation (the “Company”), amended the Master Repurchase Agreement, dated as of March 22, 2013 and amended on April 21, 2014 (the “Repurchase Agreement”) with Credit Suisse First Boston Mortgage Capital LLC (the “Buyer”). The amendment increases the aggregate maximum borrowing capacity under the Repurchase Agreement from $200,000,000 to $375,000,000, subject to certain sublimits, for the period from June 11, 2014 through October 11, 2014 (the “Temporary Increase Period”). The aggregate borrowing capacity under the Repurchase Agreement will revert to $200,000,000 at the end of the Temporary Increase Period.
The intent of this amendment is to facilitate the conversion of the assets collateralizing the increased borrowing capacity into a securitization transaction. There can be no assurance that the Company will be able to reach a definitive agreement with the Buyer regarding a securitization transaction on reasonable terms, on a timely basis or at all.
All other terms and conditions of the Repurchase Agreement remain the same in all material respects. The obligations of the Operating Partnership under the Repurchase Agreement continue to be fully guaranteed by the Company pursuant to a guaranty made by the Company in favor of the Buyer.
For additional disclosure regarding the terms of the Repurchase Agreement and the related guaranty, see the Company’s Current Reports on Form 8-K filed with the SEC on March 26, 2013 and April 23, 2014. The disclosures herein regarding the Repurchase Agreement and the related guaranty do not purport to be complete and are qualified in their entirety by reference to the full text of such documents which were filed as Exhibits 10.10 and 10.11 of Amendment No. 1 to the Company’s Registration Statement on Form S-11 filed with the SEC on April 8, 2013.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
See Item 1.01 above which is incorporated herein by reference.
SIGNATURES
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.
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| | Altisource Residential Corporation
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Date: June 13, 2014 | By: | /s/ Stephen H. Gray |
| | Stephen H. Gray General Counsel and Secretary |