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): 22 September 2009
Altisource Portfolio Solutions S.A.
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Luxembourg
|
|
1-34354
|
|
N/A |
|
|
|
|
|
|
| (State or other jurisdiction
|
|
(Commission
|
|
(I.R.S. Employer |
| of incorporation)
|
|
File Number)
|
|
Identification No.) |
| |
|
|
| 2, rue Jean Bertholet |
|
|
| L-1233, Luxembourg
|
|
N/A |
|
|
|
|
| (Address of principal executive office)
|
|
(Zip Code) |
Registrant’s telephone number, including area code: +352 24 69 79 00
N/A
(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:
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 4.01 Changes in Registrant’s Certifying Accountant.
On 22 September 2009, the Audit Committee of the Board of Directors of Altisource Portfolio
Solutions S.A. (the “Company”) approved the dismissal of PricewaterhouseCoopers LLP as the
Company’s independent registered public accounting firm for the year ending December 31, 2009 and
the engagement of Deloitte & Touche LLP as the Company’s independent registered public accounting
firm for the year ending 31 December 2009, subject to the completion of their customary client
acceptance procedures. The dismissal of PricewaterhouseCoopers LLP is effective as of 22 September
2009.
The report of PricewaterhouseCoopers LLP on the Company’s consolidated financial statements
for each of the two years in the period ended 31 December 31 2008, which was included in the
Company’s Registration Statement as filed on Form 10-12B/A on 24 July 2009, did not contain any
adverse opinion or disclaimer of opinion, nor was such report qualified or modified as to
uncertainty, audit scope or accounting principle.
During each of the two years in the period ended 31 December 2008 and through 22 September
2009, (i) there were no disagreements with PricewaterhouseCoopers LLP on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of PricewaterhouseCoopers LLP, would have caused
PricewaterhouseCoopers LLP to make reference to the subject matter of the disagreements in
connection with its reports on the financial statements for such years, and (ii) there were no
“reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K.
During each of the two years in the period ended 31 December 2008 and through 22 September
2009, neither the Company nor anyone on its behalf consulted with Deloitte & Touche LLP with
respect to either (i) the application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on the Company’s
consolidated financial statements, and no written report or oral advice was provided by Deloitte &
Touche LLP to the Company that Deloitte & Touche LLP concluded was an important factor considered
by the Company in reaching a decision as to the accounting, auditing or financial reporting issue,
or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv)
of Regulation S-K and the related instructions to that Item) or a reportable event (as described in
Item 304(a)(1)(v) of Regulation S-K).
The Company provided PricewaterhouseCoopers LLP with a copy of this Current Report on Form 8-K
prior to its filing with the Securities and Exchange Commission (the “SEC”). The Company requested
that PricewaterhouseCoopers LLP furnish the Company with a letter addressed to the SEC stating
whether or not PricewaterhouseCoopers LLP agrees with the above statements that are related to
PricewaterhouseCoopers LLP. A copy of PricewaterhouseCoopers LLP’s letter, dated 25 September 2009,
is attached hereto as Exhibit 16.1.
Item 9.01 Financial Statements and Exhibits
(a) — (c) Not applicable.
(d) Exhibits:
| |
|
|
16.1
|
|
Letter, dated 25 September 2009, from
PricewaterhouseCoopers LLP to the
Securities and Exchange Commission. |
Page 2 of 4
SIGNATURES
Pursuant to the requirements 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, hereunto duly
authorized.
| |
|
|
|
|
| |
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
(Registrant)
|
|
| Date: 25 September 2009 |
By: |
/s/ Robert D Stiles
|
|
| |
Name: |
Robert D. Stiles |
|
| |
Title: |
Chief Financial Officer
(On behalf of the
Registrant and as its
principal financial
officer) |
|
| |
Page 3 of 4