UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 20202022
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number: 1-34354
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
(Exact name of registrant as specified in its Charter)
Luxembourg98-0554932
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
40, avenue Monterey33, Boulevard Prince Henri
L-2163L-1724 Luxembourg
Grand Duchy of Luxembourg
(352) 27 61 49 002060 2055
(Address and telephone number, including area code, of registrant’s principal executive offices)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $1.00 par valueASPSNASDAQ Global Select Market
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐Accelerated filer
Non-accelerated filer Smaller reporting company
Emerging growth company ☐
Indicate by check mark whether the registrant obtained an internal control over financial reporting (“ICFR”) auditor attestation. Yes No o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes No
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes  No
The aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, 20202022 was $168,425,446$60,214,003 based on the closing share price as quoted on the NASDAQ Global Select Market on that day and the assumption that all directors and executive officers of the Company are affiliates. This determination of affiliate status is not necessarily a conclusive determination for any other purpose.
As of March 5, 2021,24, 2023, there were 15,746,52520,814,821 outstanding shares of the registrant’s common stock (excluding 9,666,2239,147,927 shares held as treasury stock).
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s Definitive Proxy Statement to be filed subsequent to the date hereof with the Securities and Exchange Commission pursuant to Regulation 14A in connection with the registrant’s Annual Meeting of Shareholders to be held on May 18, 202116, 2023 are incorporated by reference into Part III of this report. Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission not later than 120 days after the conclusion of the registrant’s fiscal year ended December 31, 2020.2022.



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ALTISOURCE PORTFOLIO SOLUTIONS S.A.

FORM 10-K
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FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K and certain information incorporated herein by reference contain forward-looking statements within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements may relate to, among other things, future events or our future performance or financial condition. Words such as “anticipate,” “intend,” “expect,” “may,” “could,” “should,” “would,” “plan,” “estimate,” “believe,” “predict,” “potential” or “continue” or the negative of these terms and comparable terminology are intended to identify such forward-looking statements. 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.” We caution you not to place undue reliance on these forward-looking statements which reflect our view only as of the date of this report. 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 change in events, conditions or circumstances on which any such statement is based.
PART I
Except as otherwise indicated or unless the context requires otherwise “Altisource,” the “Company,” “we,” “us,” or “our” refer to Altisource Portfolio Solutions S.A., a Luxembourg société anonyme, or public limited liability company, together with its subsidiaries.
ITEM 1.    BUSINESS
The Company
Altisource® 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.
We are publicly traded on the NASDAQ Global Select Market under the symbol “ASPS.” We are organized under the laws of the Grand Duchy of Luxembourg.
We have prepared our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
The Company operates with oneReportable Segments
Our reportable segment (total Company). Our principal revenue generating activitiessegments are as follows:
Core BusinessesServicer and Real Estate segment provides loan servicers and real estate investors with solutions and technologies that span the mortgage and real estate lifecycle. Within the Servicer and Real Estate segment we provide:
Field ServicesSolutions
PropertyOur Solutions business includes property preservation and inspection services, title insurance (as an agent) and vendor management oversight software-as-a-service (“SaaS”) platformsettlement services, real estate valuation services, foreclosure trustee services, and residential and commercial construction inspection and risk mitigation services.
Marketplace
Our Marketplace business includes the Hubzu® online real estate auction platform and real estate auction, real estate brokerage and asset management services.
Technology and software-as-a-service (“SaaS”) Products
Our Technology and SaaS Products business includes Equator®, a (a SaaS-based technology to manage real estate owned (“REO”), short sales, foreclosure, bankruptcy and eviction processesprocesses), Vendorly Invoice (a vendor invoicing and payment system), RentRange® (a single family rental data, analytics and rent-based valuation solution), REALSynergy® (a commercial loan servicing platform), and NestRangeTM (an automated valuation model and analytics solution).
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Origination
segment provides originators with solutions and technologies that span the mortgage origination lifecycle. Within the Origination segment we provide:
Mortgage and Real Estate Solutions
MortgageOur Solutions business includes title insurance (as an agent) and settlement services, real estate valuation services, and loan fulfillment, certification and certification insurance services and technologiesservices.
Lenders One
Title insurance (as an agent) and settlementOur Lenders One business includes management services
Real estate valuation services
Residential and commercial construction inspection and risk mitigation services
Management of provided to the Best Partners Mortgage Cooperative, Inc., doing business as Lenders One® (“Lenders One”), mortgage banking cooperativeand certain loan manufacturing and capital markets services provided to the members of the Lenders One cooperative.
Technology and SaaS Products
Our Technology and SaaS Products business includes Vendorly Monitor (a vendor management platform), Lenders One Loan AutomationTM (“LOLA”) (a marketplace to order services and a tool to automate components of the loan manufacturing process), TrelixAITM (technology to manage the workflow and automate components of the loan fulfillment, pre and post-close quality control and service transfer processes), ADMS (a document management and data analytics delivery platform), and automated valuation technology.
Foreclosure trustee services
Business services
Other Businesses
Earlier Stage Business
Pointillist®Corporate and Others customer journey analytics platform
Other
Commercial loan servicing technology
Financial Services business, including post-charge-off consumer debt, mortgage charge-off collection services and customer relationship management servicesincludes Pointillist, Inc. (“Pointillist”) (sold on JulyDecember 1, 2019)
Buy-Renovate-Lease-Sell (“BRS”) business (wound down in 2019)
Residential loan servicing technologies, document2021), interest expense and costs related to corporate functions including executive, infrastructure and certain technology groups, finance, law, compliance, human resources, vendor management, platformfacilities, risk management and information technology infrastructure management services (wound down in 2019 following Ocwen Financial Corporation’s (together with its subsidiaries, “Ocwen”) transition to another servicing platform)
Owners.com® technology-enabled real estate brokerage and provider of related mortgage brokerage and title services (discontinued in the fourth quarter of 2019)eliminations between reportable segments.
We classify revenue in three categories: service revenue, revenue from reimbursable expenses and non-controlling interests. In evaluating our performance, we focus on service revenue. Service revenue consists of amounts attributable to our fee-based services and sales of short-term investments in real estate (wound down in 2019).services. Reimbursable expenses and non-controlling interests are pass-through items for which we earn no margin. Reimbursable expenses consist of amounts we incur on behalf of our customers in performing our fee-based services that we pass directly on to our customers without a markup. Non-controlling interests represent the earnings of Lenders One. Lenders One is a mortgage cooperative managed, but not owned, by Altisource. The Lenders One members’ earnings are included in revenue and reduced from net income to arrive at net income attributable to Altisource.
20202022 Highlights
Corporate and Financial
Focused on growing the sales pipeline, improving operational efficiencies, reducing costs, and strengthening liquidity as the Company continued to seek to mitigate the impacts of the COVID-19 pandemic, governmental moratoriums and loss mitigation measures that affect the timing of the recovery of the market for default-related services
Reduced 2022 Corporate and Others costs by $31.0 million, representing a 32% reduction, compared to 2021
Ended 20202022 with $58.3$51.0 million of cash and cash equivalents
Ended 20202022 with $188.9$196.2 million of net debt
SoldOn February 14, 2023, the Company’s remaining 3.5Company executed amendments to its senior secured term loans and revolving credit facility (together, “Credit Agreements”) that, among other things, extended the maturity dates to April 2025, with an option to extend to April 2026, subject to certain terms and conditions
On February 14, 2023, Altisource generated approximately $21 million Front Yard Residential Corporation (“RESI”) shares forin net proceeds from the sale of $46.6its common stock (after deducting the underwriting discounts and commissions and other offering expenses)
On February 22, 2023, the Company used $20 million and usedof the net proceeds of the offering to repay a portion of our Senior Secured Term Loanits term loans
Business Highlightsand Industry
The Company’s 2020 financial performance was negatively impacted by:
Temporary servicerServicer and government COVID-19 related measuresReal Estate segment continues to provide financial supportbenefit from the restart of the default business and efficiency initiatives with 47% gross profit growth on 4% service revenue growth compared to borrowers (i.e., foreclosure and eviction moratoriums and borrower forbearance plans), partially offset by growth in our origination business
One of Ocwen’s MSR investors directed it to transition field services, title and valuation referrals to that investor’s captive vendors; we believe the transition of these referrals is largely complete2021
Service revenue from customers other than Ocwen, New Residential Investment Corp. (“NRZ”) and RESI grew by 9%Industrywide foreclosure initiations were 368% higher in 20202022, compared to 2019; this reflects 47% growth from our origination business, excluding our construction risk2021 (although still 45% lower than the pre-COVID-19 period in 2019), as the foreclosure market is beginning to recover following expiration of the Federal government’s foreclosure moratorium on July 31, 2021 and the Consumer Financial Protection Bureau’s (“CFPB’s”) temporary loss mitigation business that was impacted by the pandemic, partially offset by the negative impact of COVID-19measures on our default businessDecember 31, 2021
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The Company’s customer base continues to develop and grow increasing the potential backlog of default related business which we anticipate will begin to be available to usIndustrywide foreclosure sales were 39% higher in 2022, when we forecast thatcompared to 2021 (although still 67% lower than the default market returns to a more normal operating environmentsame pre-COVID-19 period in 2019)
The Company hasServicer and Real Estate segment and Origination segment had strong sales wins that we estimate represent $9.4 million and $21.6 million, respectively, of annualized revenue on a robust unweighted sales pipeline of approximately $220 millionstabilized basis
To address lower revenueThe weighted sales pipeline in the default business, the Company aggressively reduced cash costsServicer and simplified the organization; cash costs (other than outside fees and services, severance and fourth quarter 2020 bonus accrual reversals) were $12Real Estate segment represents $41 million lowerto $51 million in estimated annual revenue on a stabilized basis based upon our forecasted probability of closing
The weighted sales pipeline in the fourth quarter 2020 comparedOrigination segment represents $20 million to the fourth quarter 2019$25 million in estimated annual revenue on a stabilized basis based upon our forecasted probability of closing
Customers
Overview
Our customers include large financial institutions, government-sponsored enterprises (“GSEs”), banks, asset managers, servicers, investors, property management firms, real estate brokerages, insurance companies, mortgage bankers, originators, correspondent and correspondent lenders and mortgage bankers.private money lenders.
Customer Concentration
Ocwen
Ocwen Financial Corporation (together with its subsidiaries, “Ocwen”) is a residential mortgage loan servicer of mortgage servicing rights (“MSRs”) it owns, including those MSRs in which others have an economic interest, and a subservicer of MSRsloans owned by others.
During the year ended December 31, 2020,2022, Ocwen was our largest customer, accounting for 54%41% of our total revenue. Ocwen purchases certain mortgage services from us under the terms of services agreements and amendments thereto (collectively, the “Ocwen Services Agreements”) with terms extending through August 2025.2030. Certain of the Ocwen Services Agreements contain a “most favored nation” provision and also grant the parties the right to renegotiate pricing, among other things.
Revenue from Ocwen primarily consists of revenue earned from the loan portfolios serviced and subserviced by Ocwen when Ocwen engages us as the service provider, and revenue earned directly from Ocwen, pursuant to the Ocwen Services Agreements. For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue from Ocwen of $197.8 million, $362.7$63.5 million and $437.4$55.6 million, respectively. Revenue from Ocwen as a percentage of segment and consolidated revenue was 54%, 56% and 52% for the years ended December 31, 2020, 2019 and 2018, respectively.as follows:
20222021
Servicer and Real Estate53 %49 %
Origination— %— %
Corporate and Others— %— %
Consolidated revenue41 %31 %
We earn additional revenue related to the portfolios serviced and subserviced by Ocwen when a party other than Ocwen or the MSRMSRs owner selects Altisource as the service provider. For both the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue$9.5 million of $23.8 million, $37.5 million and $47.1 million, respectively, related to the portfolios serviced by Ocwen when a party other than Ocwen or the MSR owner selected Altisource as the service provider.such revenue. These amounts are not included in deriving revenue from Ocwen and revenue from Ocwen as a percentage of revenue discussed above.
In February 2019, Altisource and Ocwen entered into agreements that, among other things, facilitated Ocwen’s transition from REALServicing® and related technologies to another mortgage servicing software platform, establish a process for Ocwen to review and approve the assignment of one or more of our agreements to potential buyers of Altisource’s business lines, requiring Ocwen to use Altisource as service provider for certain service referrals totaling an amount equal to 100% of the applicable service referrals on certain portfolios plus an amount equal to not less than 90% of applicable service referrals from certain other portfolios (determined on a service by service basis), subject to certain additional restrictions and limitations, and affirm Altisource’s role as a strategic service provider to Ocwen through August 2025. In connection with these agreements, Altisource expressly preserved and did not waive any of its existing contractual rights relating to service referrals, other than with respect to Ocwen transitioning from the REALServicing and related technologies. If Altisource fails certain performance standards for specified periods of time, then Ocwen may terminate Altisource as a provider for the applicable service(s), subject to certain limitations and Altisource’s right to cure. Ocwen’s transition to another mortgage servicing platform was completed during 2019.
During the second quarter of 2020, Ocwen informed us that an MSR investor instructed Ocwen to use a field services provider other than Altisource on properties associated with certain MSRs. Based upon the impacted portfolios to date and the designated service provider, Altisource believes that Ocwen received these directions from NRZ. We believe Ocwen commenced using another field services provider for these properties in July 2020 and continued to transition services during the third quarter of 2020. We believe that the transition to the replacement field service provider was largely completed as of September 30, 2020. We estimate that $70.1 million, $150.2 million and $171.0 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from Field Services referrals from the NRZ portfolios. Ocwen also communicated to Altisource in the fourth quarter of 2020 that the same investor instructed Ocwen to
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use a provider for default valuations and certain default title services other than Altisource on properties associated with such certain MSRs and commenced moving these referrals to other service providers in the fourth quarter of 2020. We anticipate that the transition of such default valuations and title services will continue during the course of 2021. We estimate that $18.2 million, $33.2 million and $40.1 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from default valuations and title services referrals from the NRZ portfolios. Altisource believes that any action taken by Ocwen to redirect these service referrals breaches Altisource's agreement with Ocwen. We are currently in discussions with Ocwen to address this matter, and have reserved all of our rights with respect to this matter.
To address the reduction in revenue, Altisource is undertaking several measures to further reduce its cost structure and strengthen its operations.
As of December 31, 2020,2022, accounts receivable from Ocwen totaled $5.9$4.0 million, $5.1$3.2 million of which was billed and $0.8 million of which was unbilled. As of December 31, 2019,2021, accounts receivable from Ocwen totaled $19.1$3.0 million, $15.7$2.8 million of which was billed and $3.4$0.2 million of which was unbilled.
NRZRithm
NRZRithm Capital Corp. (individually, together with one or more of its subsidiaries or one or more of its subsidiaries individually, “Rithm”) (formerly New Residential Investment Corp., or “NRZ”) is a real estate investment trust that invests in and manages investments primarily related to residential real estate, including MSRs and excess MSRs.
Ocwen has disclosed that NRZRithm is its largest client. As of December 31, 2020, NRZ MSRs or rights to MSRs relating to2022 approximately 36%17% of loans serviced and subserviced by Ocwen (measured in unpaid principal balance (“UPB”)). In July 2017 and January 2018, Ocwen and NRZ entered into a series of agreements pursuant were related to which the parties agreed, among other things,Rithm MSRs or rights to undertake certain actions to facilitate the transfer from Ocwen to NRZ of Ocwen’s legal title to certain of its MSRs (the “Subject MSRs”) and under which Ocwen will subservice mortgage loans underlying.
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Rithm purchases brokerage services for REO exclusively from us, irrespective of the MSRs for an initial term of five years,subservicer, subject to early termination rights.
On August 28, 2017, Altisource, through its licensed subsidiaries, entered intocertain limitations, for certain MSRs set forth in and pursuant to the terms of a Cooperative Brokerage Agreement, as amended, and related letter agreement (collectively, the “Brokerage Agreement”) with NRZ which extendsterms extending through August 2025. Under this agreement and related amendments, Altisource remains the exclusive provider of brokerage services for REO associated with the Subject MSRs, irrespective of the subservicer, subject to certain limitations. NRZ’s brokerage subsidiary receives a cooperative brokerage commission on the sale of REO properties from these portfolios subject to certain exceptions.
The Brokerage Agreement may be terminated by NRZ upon the occurrence of certain specified events. Termination events include, but are not limited to, a breach of the terms of the Brokerage Agreement (including, without limitation, the failure to meet performance standards and non-compliance with law in a material respect), the failure to maintain licenses which failure materially prevents performance of the contract, regulatory allegations of non-compliance resulting in an adversarial proceeding against NRZ, voluntary or involuntary bankruptcy, appointment of a receiver, disclosure in a Form 10-K or Form 10-Q that there is significant uncertainty about Altisource’s ability to continue as a going concern, failure to maintain a specified level of cash and an unapproved change of control.
For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue from NRZRithm of $8.6 million, $12.5$3.2 million and $28.7$3.1 million, respectively, under the Brokerage Agreement. For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized additional revenue of $35.1 million, $60.0$13.0 million and $83.6$13.6 million, respectively, relating to the Subject MSRs when a party other than NRZRithm selects Altisource as the service provider.
Other
Our services are provided to customers predominantly located in the United States.
Sales and Marketing
Our enterprise sales and marketing team has extensive relationship management and industry experience. These individuals cultivate and maintain relationships throughout the industry sectors we serve. We sell our suite of services to mortgage servicers, mortgage originators, GSEs, buyers and sellers of homes for investment use and financial services firms.
Our primary sales and marketing focus areas are to:
Expand relationships with existing customers by cross-selling additional services and growing the volume of existing services we provide. We believe our customer relationships represent meaningful growth opportunities for us; andus.
Develop new customer relationships by leveraging our comprehensive suite of services, performance and controls. We believe there are meaningful growth opportunities to sell our suite of services to new customers.
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Given the highly regulated nature of the industries that we serve, and the comprehensive purchasing process that our institutional customers and prospects follow, the time and effort we spend in expanding relationships or winning new relationships is significant. For example, it can often take more than one year from the request for proposal or qualified lead stage to the selection of Altisource as a service provider. Furthermore, following the selection of Altisource, it is not unusual for it to take an additional six to twelve months or more to negotiate the services agreement(s), complete the implementation procedures and begin receiving referrals.
Intellectual Property and Data
We rely on a combination of contractual restrictions, internal security practices, patents, trademarks and copyrights to establish and protect our trade secrets, intellectual property, software, technology and expertise. We also own or, as we deem necessary and appropriate, have obtained licenses from third parties to intellectual property relating to our services, processes and businesses. These intellectual property rights are important factors in the success of our businesses.
As of December 31, 2020,2022, we have been awarded two patentsone patent that expireexpires in 2023, one patent that expires in 2024, eightseven patents that expire in 2025, threetwo patents that expire in 2026, one patent that expires in 2027, two patents that expire in 2029, one patent that expires in 2030 and one patent that expires in 2036. In addition, we have registered trademarks in a number of jurisdictions including the United States, the European Union (“EU”), India and ninefive other jurisdictions. These trademarks generally can be renewed indefinitely, provided they are being used in commerce.
We actively protect our rights and intend to continue our policy of taking the measures we deem reasonable and necessary to develop and protect our patents, trademarks, copyrights, trade secrets and other intellectual property rights.
In addition, we may make use of data in connection with certain of our services. This data generally relates to mortgage information, real property information and consumer information. We gather this data from a variety of third party sources, including from governmental entities and, subject to licensed usage rights, we use this data in connection with the delivery of certain of our services, including combining it with proprietary data we generate to further enhance data and metrics in connection with our services.
Market and Competition
We sell our suite of services to mortgage servicers, mortgage originators, GSEs, buyers and sellers of homes for investment use and financial services firms. The mortgage and real estate markets are very large and are influenced by macroeconomic factors such as credit availability, interest rates, home prices, inflation, unemployment rates, consumer confidence and in 2020, the global COVID-19 pandemic.
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The markets to provide services for mortgage servicers and mortgage originators are highly competitive and generally consist of national companies, in-house providers and a large number of regional and local providers. We typically compete based upon product and service awareness and offerings, product performance and service delivery, quality and control environment, technology integration and support, price and financial strength.
The markets to provide services for buyers and sellers of homes for investment are highly competitive and generally consist of several national companies, a large number of regional and local providers and start-up companies. We typically compete based upon product and service awareness and offerings, product performance and service delivery, ease of transacting, price and personal service.
Our competitors may have greater financial resources, brand recognition, alternative or disruptive products and technology and other competitive advantages. We cannot determine our market share with certainty, but believe for mortgage servicers we have a modest share of the market, and for the others we have a relatively small market share.
Human Capital:Common Stock Offering
Every dayOn February 14, 2023, we closed an underwritten public offering of 4,550,000 shares of common stock (inclusive of 550,000 shares that were sold pursuant to the underwriters’ full exercise of their option to purchase additional shares of common stock), at Altisource,a price to the public of $5.00 per share. We received net proceeds from the offering of approximately $21 million, after deducting the underwriting discounts and commissions and other estimated offering expenses payable by us.
On February 22, 2023, we used $20 million of the net proceeds of the offering to repay our global team across four different continents works togetherterm loans.
Term Loan Amendment
On February 9, 2023, we executed Amendment No. 2 (the “Second Amendment”) to provide industry-leading services and solutions to our clients. We consider our diverse workforce as a key differentiator for our business. the Credit Agreement effective February 14, 2023 (as amended by the Second Amendment, the “Amended Credit Agreement”).
The following sections describe someis a summary of certain key terms of the key elementsSecond Amendment and the Amended Credit Agreement.
The maturity date of onethe term loans under the Amended Credit Agreement is April 30, 2025
If the amount of par paydown that we make on the term loans (excluding amortization and other required payments) in the aggregate using proceeds of junior capital raises (the “Par Paydown”) prior to February 14, 2024 (the “Paydown Measurement Date”) is equal to or greater than $30 million, then (subject to the representations and warranties being true and correct as of such date and there being no default or event of default being in existence as of such date) the maturity date of the term loans will be extended to April 30, 2026. Such extension is conditioned upon our greatest assets,payment of a 2% payment-in-kind extension fee
The principal amortization of the term loans under the Amended Credit Agreement is 1.00% per year through April 30, 2025 and, if applicable, 12% per year for the year ended April 30, 2026
The interest rate on the term loans will initially be Secured Overnight Financing Rate (“SOFR”) plus 5.00% per annum payable in cash plus 5.00% per annum payable in kind (“PIK”). The PIK component of the interest rate will be subject to adjustment based on the amount of Par Paydown prior to the Paydown Measurement Date as set forth in the table below:
Par PaydownPIK Component of Interest Rate
Less than $20 million5.00%
$20 million+ but less than below4.50%
$30 million+ but less than below3.75%
$40 million+ but less than below3.50%
$45 million+ but less than below3.00%
$50 million+ but less than below2.50%
$55 million+ but less than below2.00%
$60 million+ but less than below1.00%
$65 million+ but less than below0.50%
$70 million+0.00%
If, as of the end of any calendar quarter, (i) our human capital.amount of unencumbered cash and cash equivalents on a consolidated basis plus (ii) the undrawn commitment amount under our revolving credit facility is, or is forecast as of the end of the
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Culture
We function by a set of core values communicatedimmediately subsequent calendar quarter to be, less than $35 million, then up to 2.00% in interest otherwise payable in cash in the following quarter may be paid in kind at our employees by management and available on our website. The following core values, which are regularly referenced in our employee communications, guide the conduct of Altisource and its employees:election
Act With IntegrityThe lenders under the Amended Credit Agreement received warrants (the “Warrants”) to purchase 3,223,851 shares of Altisource common stock (the “Warrant Shares”). The number of Warrant Shares is subject to reduction based on the amount of Par Paydown by the Paydown Measurement Date as set forth in the table below.
Par PaydownWarrant Shares
Less than $20 million3,223,851
$20 million+ but less than below2,578,743
$30 million+1,612,705
- Exhibit unwavering integrity, complianceThe exercise price per share of common stock under each Warrant is equal to $0.01. The Warrants may be exercised at any time on and ethical conduct at all timesafter the Paydown Measurement Date and prior to their expiration date. The Warrants are exercisable on a cashless basis and will be subject to customary anti-dilution provisions. The Warrants, if not previously exercised or terminated, will be automatically exercised on May 22, 2027. The Warrants are subject to a lock-up agreement, subject to customary exceptions, ending two business days after the Paydown Measurement Date
Energize People - Enable exceptional peopleThe lenders under the Amended Credit Agreement were paid an amendment fee equal to inspire their teams and drive results1.0%, substantially all of which was paid in cash at closing
Empower Innovation - RewardVarious of the relentless creationaffirmative and negative covenants, mandatory prepayments, events of innovativedefault and compliant solutionsother terms to achieve our mission and generate value for our customerswhich we are subject under the Amended Credit Agreement have been modified including in many cases to be more restrictive or to reduce certain permissions previously available to us.
Exceed Customer Expectations - Deliver best-in-class resultsBased on the February 2023 $20 million repayment of the term loans under the Amended Credit Agreement, the PIK component of the interest rate decreased to 4.50% and customer servicethe number of Warrant Shares decreased to 2,578,743.
Win asRevolver Amendment
On February 9, 2023, we entered into Amendment No. 1 (the “First Revolver Amendment”) to our revolving credit facility effective February 14, 2023. The First Revolver Amendment establishes the credit available under our revolving credit facility at $15 million, extends the facility termination and maturity date to coincide with the maturity date of the term loans under the Amended Credit Agreement, and increases the interest rate under our revolving credit facility to 10% per annum payable in cash and 3% per annum PIK. A usage fee of $750,000 will be payable upon the initial drawing under our revolving credit facility following the effectiveness of the First Revolver Amendment. Our revolving credit facility is secured by a Team - Embrace the passion, energy and powerfirst-priority lien on substantially all of our global teams to win as “One-Altisource”
Enrich Communities - Create positive impacts forassets, which lien will be pari passu with liens securing the communities where we liveterm loans under the Amended Credit Agreement, and serve
We adjusted our social and environmental engagement efforts in 2020 in response to the difficulties presented by COVID-19 pandemic. We undertook many successful community support initiatives including our participation in the “National Wreaths Across America” and the “Toys for Tots” programs to give presents to children across the United States, food donations to soup kitchens in Uruguay and providing “Happiness Kits” to underprivileged children in India.
We also sought to play our part in addressing climate change. During 2020, we continued with programs to reduce waste, and paper, energy and water consumption. In 2021 we intend torevolving credit facility will continue to assess our real estate portfolio, telecommutingbe guaranteed by Altisource and transport programs to further reduce our impact on the environment, including as employees potentially return from remote work arrangements.
Workforce and Diversity
Given the naturesubstantially all of our business, our global workforce consists of various diverse talent groups. The majority of our employees support our mortgage default-related and originations services. We also have a significant number of technology employees developing and maintaining our technology enabled solutions. In the United States, in addition to supporting operations, a number of our employees fill roles that require professional licenses and work in the product, sales and marketing, and corporate functions. The India workforce primarily comprises the operations teams supporting operations, technology, and corporate functions, while Uruguay supports several of the corporate functions. The executive management team is mostly based out of Luxembourg, our headquarters.material subsidiaries.
Employees
As of December 31, 2020,2022, we employed 2,726 employees across four continents:
North America, United States: 697 employees
50% female / 50% male
Asia, India: 1,945 employees
30% female / 70% male
South America, Uruguay: 74 employees
69% female / 31% male
Europe, Luxembourg: 10 employees
40% female / 60% male
Inhad the United States, 50% of the workforce self-identifies as members of an ethnic minority group. We believe that our globally diverse, inclusive, and collaborative workforce makes us a more innovative and creative company. We are an equal opportunity employer and prohibit any form of unlawful discrimination or harassment. At Altisource, everyone is valued and appreciated for their distinct contributions to the growth and sustainability of our business.
Hiring Practices
At Altisource, we believe in hiring the best talent, empowering our people and encouraging them to deliver their best. Globally our recruiting conversion rate (initial screening to hire) is approximately 5%. Our hiring process comprises of a mix of assessments and interviews, which help us hire the best candidates who are likely to succeed in our organization. In 2020, we added 922 talented professionals to our global workforce. We also place a strong emphasis on internal development and promotion, as well as encouraging mobility within our internal talent. In 2020, 27% of our open positions were filled internally.
We leverage social and networking platforms to identify and engage with key talent for critical and senior positions. We use Altisource talent communities where we can engage inquiring candidates to share information about our Company and accept profiles for future opportunities. For our entry level roles, where we hire in volumes, we often run campaigns on job portals,
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engage with universities, use career-service platforms and host virtual or walk-in interviews. We may adjust our talent acquisition strategies according to the cultural and social norms of the applicable geographies in which we operate.
People Practices
Our people practices aim to develop our workforce and retain high performers. We maintain various touchpoints along the employee life cycle to support our employees and improve their experiences. At an overall level in 2020, we successfully retained 72% of our workforce, which included the retention of 85% of employees deemed high performers. However, our originations business witnessed significantly higher turnover in 2020 compared to the Companywide average, primarily driven by a highly competitive employment market for experienced originations professionals in the United States and India. Our human resources team partnered with the business to implement measures designed to improve retention rates and develop a steady talent pipeline to meet business requirements for the origination businesses.
We also developed processes in 2020 to adapt to remote working arrangements, including efforts aimed at maintaining employee engagement. We emphasized virtual engagement activities through the year, created virtual recognition forums for our employees and are currently working on further improving our employee experience in a remote environment.
We emphasize employee development and training. Each of our employees invested on average 40 hours in training in 2020, generally including a mix of functional, compliance and behavioral learning programs. We believe that our structured training programs help our employees to acquire and maintain the skills necessary to be effective in their roles. A key focus area for 2021 is to help our employees to improve their work performance in a remote work environment.
We also conduct regular talent review and succession planning exercises that help us identify and develop key talent and to create plans to mitigate potential succession gaps. In 2020, we conducted a detailed succession planning exercise covering several critical roles.
Compensation and Benefits
Our compensation practices strive to attract, retain, motivate, and reward employees to drive performance.
We generally position our compensation levels to the mid-point of the market; however, we may adjust our compensation above the mid-point in response to applicable market conditions or to attract critical resources as may be needed. In 2020, owing to high demand for residential mortgage originations skills, we implemented significant increases in compensation for origination roles in an effort to maintain market competitiveness.
Incentives are a key component of our compensation structure. The incentive plans vary for different businesses and help us drive performance. Our incentive structure primarily comprises of:
Annual incentives for most of the employees in a managerial role, linked to tangible annual scorecards which are comprised of defined financial goals specific to the Company and/or their respective businesses as well as the employees’ individual performance against pre-established metrics
Quarterly or annual incentive plan for our sales employees, linked to defined performance and long-term value add metrics
Monthly or quarterly incentives for our associates in operations, mainly linked to defined production, productivity, quality and compliance metrics
Most of the employees in managerial roles receive a part of their annual incentive in Restricted Stock Units (“RSUs”). The composition of the incentives is determined by the Compensation Committee of our Board of Directors, with the equity component generally constituting between 25% and 40% of the total value of the incentive, depending on the level of the employee, with the Compensation Committee retaining the discretion to increase the equity component up to 100% of the value of the incentive. Employees at senior levels generally receive a larger portion of their incentives in equity. We believe that this methodology helps align the interests of our management level employees with the interests of our shareholders on long term value creation.
Apart from our annual incentive plans, we also employ long-term incentive plans for certain senior executives. Our long-term incentives are primarily comprised of:
Service-based awards to encourage retention, linked to achieving minimum performance goals. These awards generally vest over three to four year periods with vesting in equal annual installments.
Performance-Based Awards. These awards generally vest if certain specific financial measures are achieved; generally one-third vests on each anniversary of the grant date or the awards cliff-vest on the third anniversary of the
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grant date. Thefollowing number of performance-based restricted shares and restricted share units that may vest will be based on the level of achievement, as specified in the award agreements. If the performance criteria achieved is above certain financial performance levels, participants have the opportunity to vest in up to 150% of the restricted share unit award for certain awards. If the performance criteria achieved is below a certain thresholds, the award is canceled.employees:
Performance-Based and Market-Based Awards. These awards generally vest if certain specific financial measures are achieved and if certain specific market conditions are achieved (i.e., Total Shareholder Return (“TSR”) compared against the Russell 3000 stock market index). If the performance criteria achieved is above certain financial performance levels and Altisource’s share performance is above certain established criteria, participants have the opportunity to vest in up to 300% of the restricted share unit award for certain awards. If the performance criteria or the market criteria is below certain thresholds, the award is canceled. We believe that the design of the performance-based award and market-based award, incentivizes the leadership team to focus on the long-term value creation for shareholders and other stakeholders.
Our employee benefit programs are customized for each geography. We regularly benchmark our plans to remain competitive.
Impact of COVID-19 Pandemic
Employee health and well-being is critical for us and we are committed to supporting our employees through the COVID-19 pandemic. As part of this support, we ensure our employees in the United States and India have health coverage to help address medical costs related to the treatment of COVID-19. Our employees in other countries are covered by their local applicable social security or health programs. We also provide time off to those employees who are diagnosed with the virus.
Driven by health considerations, as well as local regulations, we temporarily converted most of our workforce to remote out-of-office work arrangements beginning in March 2020. As of December 31, 2020, most of our workforce continued to work remotely, except for a small number of employees who work at our facilities due to client requirements or other requirements related to their job duties.
To provide a safe working environment for our employees who continue to work from our facilities in the United States, we introduced safety measures in line with the United States Centers for Disease Control (CDC) and Prevention guidelines. For our employees who continue to work from our facilities in India, we defined safety measures in line with the guidelines provided by the regulatory bodies of the central and state governments and the local municipal corporations. We intend to continue reviewing our safety measures and recommendations from the relevant authorities as we consider the return of employees to our facilities.
We believe the remote workforce model has allowed us to continue operations without interruption or a significant impact to productivity. We expect the current remote workforce model to continue for most employees until the threat of the COVID-19 pandemic is substantially reduced. As the COVID-19 pandemic progresses, we will continue to assess its impact on our operations and may adjust our working model to respond to changing circumstances.
We undertook several workforce related initiatives in 2020 in response to declines in our default-related businesses as a result of the COVID-19 pandemic and one of the investors of our largest customer instructing our customer to redirect certain referral from us to the investor’s captive service provider. These cost reduction measures included workforce reductions across our operations, employee furloughs and temporary compensation reductions for most of our United States and Luxembourg employees, senior management and independent directors. As of December 31, 2020, our workforce was 17% lower than our workforce as of January 1, 2020. Our workforce compensation was reinstated between June and October, with the compensation of senior management being reinstated in October. The cash compensation of our independent directors remains reduced to 80% of the pre-reduction compensation.
We provided notice of further workforce reductions in February 2021 in response to certain measures and announcements from the federal government regarding the extension and expansion of the national foreclosure and eviction moratoriums, and the anticipated continued impact to our default related businesses. This reduction will impact approximately 8% of our global workforce through the first two quarters of 2021.
United StatesIndiaUruguayLuxembourgConsolidated Altisource
Total employees279 1,142 66 1,496 
Seasonality
Certain of our revenues can be impacted by seasonality. More specifically, revenues from property sales, loan originations and certain property preservation services in Field Services typically tend to be at their lowest level during the fall and winter months and at their highest level during the spring and summer months. However, as a result of the pandemic and related measures, the seasonal impact to revenue may not follow historical patterns.
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Government Regulation
Our business and the business of our customers are or may be subject to extensive scrutiny and regulation by federal, state and local governmental authorities including the Federal Trade Commission (“FTC”), the Consumer Financial Protection Bureau (“CFPB”),CFPB, the Securities and Exchange Commission (“SEC”), the Department of Housing and Urban Development (“HUD”), the Treasury Department, various federal and state banking, financial and consumer regulators and the state and local agencies that license or oversee certain of our auction, real estate brokerage, title insurance agency, appraisal management, valuation, property preservation and inspection, mortgage and debt collection, services, trustee, services, mortgage origination underwriter and broker, services, property and asset management, servicesinsurance and insurancecredit report reselling services. We also must comply with a number of federal, state and local laws, which may include, among others:
the Americans with Disabilities Act (“ADA”);
the Bank Secrecy Act;
the California Consumer Privacy Act (“CCPA”);
the California Homeowner Bill of Rights (“CHBR”);
the California Privacy Rights Act;
the Controlling the Assault of Non-Solicited Pornography And Marketing Act (“CAN-SPAM”);
the Equal Credit Opportunity Act (“ECOA”);
the Fair and Accurate Credit Transactions Act (“FACTA”);
the Fair Credit Reporting Act (“FCRA”);
the Fair Housing Act;
the Federal Trade Commission Act (“FTC Act”);
the Gramm-Leach-Bliley Act (“GLBA”);
the Home Affordable Refinance Program (“HARP”);
the Home Mortgage Disclosure Act (“HMDA”);
the Home Ownership and Equity Protection Act (“HOEPA”);
the National Housing Act;
the New York Real Property Actions and Proceedings Law (“RPAPL”);
the Real Estate Settlement Procedures Act (“RESPA”);
the Secure and Fair Enforcement for Mortgage Licensing (“SAFE”) Act;
the Servicemembers Civil Relief Act (“SCRA”);
the Telephone Consumer Protection Act (“TCPA”);
the Truth in Lending Act (“TILA”); and
Unfair, Deceptive or Abusive Acts and Practices statutes (“UDAAP”).; and
Applicable state laws addressing consumer data privacy, use or disclosure.
We are also subject to the requirements of the Foreign Corrupt Practices Act (“FCPA”) and comparable foreign laws due to our activities in foreign jurisdictions.
In addition to federal and state laws regarding privacy and data security, we are also subject to data protection laws in the countries in which we operate. Additionally, certain of our entities are or may be subject to the EU General Data Protection Regulation (“GDPR”).
Legal requirements can and do change as statutes and regulations are enacted, promulgated or amended. One such enacted regulation is the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”). The Dodd-Frank Act is extensive and includes reform of the regulation and supervision of financial institutions, as well as the regulation of derivatives, capital market activities and consumer financial services. The Dodd-Frank Act, among other things, created the CFPB, a federal entity responsible for regulating consumer financial services and products. Title XIV of the Dodd-Frank Act contains the Mortgage Reform and Anti-Predatory Lending Act (“Mortgage Act”). The Mortgage Act imposes a number of additional requirements on lenders and servicers of residential mortgage loans by amending and expanding certain existing regulations. The interpretation or enforcement by regulatory authorities of applicable laws and regulations also may change over time. In addition, the creation of new regulatory authorities or changes in the regulatory authorities overseeing applicable laws and regulations may also result in changing interpretation or enforcement of such laws or regulations.
Our failure or the failure of our customers or vendors to comply with applicable laws or regulations or changing interpretation of such laws or regulations could subject the Company to criminal or civil liability, significant penalties, fines, settlements, costs and consent orders affecting us or our customers that may curtail or restrict the business as it is currently conducted and could have a material adverse effect on our financial condition or results of operations.
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Furthermore, certain of our services are provided at the direction of, and pursuant to, the identified requirements of our customers. The failure of our customers to properly identify or account for regulatory requirements applicable to such services could expose us to significant penalties, fines, settlements, costs and consent orders that could have an adverse effect on our financial condition or results of operations.
We may beare subject to licensing and regulation as a provider of certain services including, among others, services as aauction, real estate brokerage, title insurance agency, appraisal management, valuation, property preservation and inspection, mortgage and debt collection, trustee, mortgage origination underwriter mortgageand broker, valuation provider, appraisalproperty and asset management, company, asset manager, property inspectioninsurance and preservation provider, title insurance agent, insurance broker and underwriter, real estate broker, auctioneer and foreclosure trusteecredit report reselling services in a number of jurisdictions. Our employees and subsidiaries may be required to be licensed by or registered with various jurisdictions for the particular type of service sold or provided and to participate in regular continuing education programs. Periodically, we are subject to audits, examinations and investigations by federal, state and local governmental authorities and receive subpoenas, civil investigative demands or other requests for information from such governmental authorities in connection with their regulatory or investigative authority. Due to the inherent uncertainty of such actions, it is often difficult to predict the potential outcome or estimate any potential financial impact in connection with any such inquiries.
Available Information
We file Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other information with the SEC. These filings are available to the public on the SEC’s website at www.sec.gov.
Our principal Internet address is www.altisource.com and we encourage investors to use it as a way to easily find information about us. We promptly make the reports we file or furnish with the SEC, corporate governance information (including our Code of Business Conduct and Ethics), select press releases and other related information available on this website. The contents of our website are available for informational purposes only and shall not be deemed incorporated by reference in this report.
ITEM 1A.    RISK FACTORS
The following risk factors and other information included in this Annual Report on Form 10-K should be carefully considered. The risks and uncertainties described below address the most materials risks, of which we are currently aware but are not the only ones we face. Therefore, the following risk factors should not be considered a complete list of potential risks that we may face.
Any risk factor described in this Annual Report on Form 10-K or in any of our other SEC filings, or any risk not currently known to us or that we currently anticipate to be immaterial may, by itself, or together with other factors, materially adversely affect our business, reputation, prospects, competitive position, liquidity, results of operations, capital position or financial condition, including by materially increasing our expenses or decreasing our revenues or profits, which could result in material losses. If any of these risks occur, the trading price of our common stock could decline, and investors could lose all or part of their investment.
While insurance coverage may be applicable to help address certain risks that may crystalize,result in losses, recovery pursuant to our insurance policies may not be available, and available insurance may be insufficient to compensate for damages, expenses, fines, penalties, and other losses we may incur as a result of these and other risks.
In this ITEM 1A, unless the context otherwise clearly indicates, references to our “services” include any services, products or solutions provided, or made available, by us.
Summary
We may experience a significant and extended reduction in the demand for our default-related services due to the continued low number of residential mortgage foreclosures and reduced supply of Real Estates Owned inventory resulting from COVID-19 foreclosure and eviction moratoriums.
We may be subject to legal claims from customers, employees, vendors and other third parties as a result of the response to COVID-19.
We earn a significant portion of our revenue in connection with providing services to two customers.
Changes that reduce or limit the use of online default real estate auctions or otherwise reduce the volume or rate of success of such auctions can negatively impact us.
If our agreement with Rithm is terminated, expires, is breached, or suffers a significant reduction in volume we could be adversely affected.
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Technology disruptions, failures, defects or inadequacies, delays or difficulties in implementing software or hardware changes, acts of vandalism or the introduction of harmful code could negatively impact us.
We depend on our ability to use services, products, data and infrastructure provided by third parties to maintain and grow our businesses.
The Company’s databases contain our proprietary information, the proprietary information of third parties and personal information of our customers, consumers, vendors and employees. Our failure to comply with applicable information management requirements or best practices or the legal rights of individuals about whom we collect or process personal information, or an unauthorized disclosure of information, could subject us to adverse publicity, investigations, fines, costly government enforcement actions or private litigation and expenses.
Our business continuity and disaster recovery plans and other adjustments to business may not be sufficient to anticipate impacts of, or address or adequately recover from, business interruptions or a pandemic.
The insurance underwriting loss limitation methods we use could fail.
Under certain material agreements to which we are currently a party or into which we may enter in the future, the formation by shareholders of Altisource of a “group” with ownership of Altisource capital stock exceeding a defined percentage may give rise to a termination event or an event of default.
The majority of our employees and contractors work from locations other than our facilities, which could negatively impact our control environment or productivity and create additional risks.
We rely on vendors for many aspects of our business. If our vendor oversight activities are ineffective, we may fail to meet customer or regulatory requirements.
We make extensive use of contractors in certain of our lines of business. If we are required to reclassify contractors as employees, we may incur fines and penalties and additional costs and taxes.
There can be no guarantee that we will be able to continue to implement appropriate measures to manage potential conflicts of interest.
Our success depends on the relevant industry experience and relationships of certain members of our Board of Directors, executive officers and other key personnel.
We may face difficulties to attract, motivate and retain skilled employees.
The presence of our operations in multiple countries subjects us to risks endemic to those countries.
We may be unable to realize sales represented by our awarded business or sales pipeline.
We may fail to adapt our services to changes in technology or in the marketplace related to mortgage servicing or origination, changing requirements of governmental authorities, GSEs and customers.
Acquisitions to accelerate growth initiatives involve potential risks.
Changes in economic and market conditions that reduce residential real estate sales or values or mortgage origination volumes could negatively impact demand for our services.
A reduction in residential mortgage delinquencies, defaults or foreclosures in the United States can negatively affect demand for certain of our services.
Developments that impact residential foreclosures or the supply, sale price or sale of REO could negatively impact us.
We may never pay dividends on our common stock so any returns would be limited to the potential appreciation of our stock.
We may take advantage of specified reduced disclosure requirements applicable to a “smaller reporting company” under Regulation S-K, and the information that we provide to stockholders may be different than they might receive from other public companies.
The market price and trading volume of our stock may be volatile.
If we are unable to generate sufficient cash flow or access the capital markets or our borrowing capacity is reduced, our liquidity and competitive position may be negatively affected.
Our primary source of liquidity is cash flows from operations and unrestricted cash. Our level of debt and the variable interest rate on our term loan makes us sensitive to the effects of our current financial performance and interest rate increases; our level of debt and provisions in our senior secured term loan and revolving credit facility could limit our ability to react to changes in the economy or our industry.
Our failure to comply with the covenants or terms contained in our senior secured term loan agreements or our credit facility, including as a result of events beyond our control, could result in an event of default.
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We may be unable to extend the maturity of our loan agreements from April 2025 to April 2026 if we are unable to raise sufficient funds from the proceeds of issuances of equity interests or from junior indebtedness. We may be unable to repay or refinance the balance of our senior secured term loan or revolving credit loan upon maturity.
We have a significant net operating loss recognized by one of our Luxembourg subsidiaries. We may not be able to fully utilize this deferred tax asset before the net operating loss expires.
Cash, cash equivalents and escrow funds we hold at financial institutions could be lost and not recoverable.
The rights of shareholders under Luxembourg law may differ in certain respects from the rights afforded to shareholders of companies organized under laws in other jurisdictions.
Luxembourg tax law could have a negative impact on us.
Our business and the business of our customers are subject to extensive scrutiny and legal requirements.
Failure to comply with US sanctions, including blocking certain activities in Sanctioned Countries, could expose the company to penalties and other adverse consequences.
We are subject to licensing and regulation as a provider of certain services and our failure to maintain licensing or to comply with licensing or regulatory requirements could adversely impact our ability to continue performing the services in compliance with the applicable legal or contractual requirements.
A violation by our customers of applicable legal requirements in the selection or use of our services could generate legal liability or additional expense for us.
Certain of our customers are subject to governmental oversight, regulations, orders, judgments or settlements which may impose certain obligations and limitations on their use of our services.
The tax regulations, and the interpretation thereof, in the countries, states and local jurisdictions in which we operate periodically change and our operations and intercompany arrangements are subject to the tax laws of various jurisdictions.
Risks Related to the COVID-19 Pandemic
We face certain risks relatedmay experience a significant and extended reduction in the demand for our default-related services due to the continued reduction in residential mortgage foreclosures and reduced supply of REO inventory resulting from COVID-19 pandemicforeclosure and the measures taken to prevent its spread. eviction moratoriums.
The COVID-19 pandemic continues to have a profound impact on our business, our customers, and the industries in which we operate,operate. In response to the COVID-19 pandemic, beginning in March 2020, various governmental entities and servicers implemented unprecedented foreclosure and eviction moratoriums, forbearance programs and loss mitigation measures to help mitigate the impact to borrowers and renters. As a result of these measures and other related actions, industry wide foreclosure initiations were 88% lower in 2021 compared to the same pre-COVID-19 period in 2019. The federal government’s foreclosure moratorium expired on July 1, 2021 and the societiesCFPB’s temporary loss mitigation measures expired on December 31, 2021. Despite the expiration of such governmental measures, new foreclosure initiations for borrowers in default continue to be lower than pre-pandemic rates. Industrywide foreclosure initiations were 368% higher in 2022 compared to 2021, although still 45% lower than the pre-COVID-19 period in 2019.
Industrywide foreclosure sales were 39% higher in 2022 compared to 2021 (although still 67% lower than the pre-COVID-19 period in 2019). The decline in foreclosure initiations and economies in which we conductforeclosure sales throughout the pandemic, partially offset by the restart of the default market, significantly decreased default related referrals to us and continues to negatively impact virtually all of our business and operations. default related services revenue.
We anticipate that we will continue to experience thesignificant impacts of the COVID-19 pandemic through at least the 2021middle of the 2024 calendar yearyear. Based on the expirations of the Federal government’s foreclosure and beyond.eviction moratoriums and the CFPB’s rules on temporary loss mitigation measures, we believe the demand for our Default business will grow, but our estimate may not be correct and is subject to macro and micro economic factors that could negatively impact us. We estimate that in today’s environment it typically takes on average two years to convert foreclosure initiations to foreclosure sales and six months to market and sell the REO. Due to this timing, we anticipate that our later stage foreclosure auction and REO asset management services will not fully benefit from the early 2022 higher foreclosure initiations until late 2023 or early 2024. The extent and duration of the impact of the COVID-19 pandemic and governmental, mortgage servicer, mortgage investor and societal responses will depend on future developments, including the duration, cycles and severity of the pandemic, which remain highly uncertain. We cannot predict the duration of the pandemic and future governmental and industry measures. As a result, it is difficult to predict the impact on our business. Further, as a resultbusiness and the timing for the recovery of interruptions caused by the pandemic and responses to the pandemic by our customers’, various governmental bodies and mortgage investors:
We may not be able to maintain a stable workforce or operate our workforce and facilities in an efficient or productive manner as we respond to changes caused by the COVID-19 pandemic, restrictions on services or work that may be performed, restrictions on workforce reductions, facility closures or remote work arrangements, or mandates fromdefault market, if it recovers at all.
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governments or public health authorities, particularly with respect to our services that require travel or an on-site presence.
The demand for our services and our vendors’ ability to provide services in a timely and cost-effective fashion may be negatively impacted, which could result in a reduction in our revenue and/or an increase in our costs. For example, foreclosure and REO referrals may be impacted by foreclosure and eviction moratoriums. In addition, certain of our field services offerings may be precluded by government orders limiting the performance of non-essential services or become difficult to fulfill due to our field vendors’ reluctance to perform services, especially services that are not clearly specified by authorities as essential or those that present the potential for human contact.
We may need to seek alternate vendors or suppliers as existing vendors and suppliers may be unable to timely and cost effectively provide services. This may disrupt our operations, negatively impact our ability to provide services, and may be more expensive. If we are not able to obtain or contract with alternate vendors or suppliers our operations would be negatively impacted. In addition, our customers or consumers may be unwilling to interact with our employees or vendors, or visit properties related to our services, which may impact our ability to provide such services.
Volatile or uncertain economic conditions caused by the COVID-19 pandemic, or its consequences, have and may continue to affect our customers and the markets we serve, causing customers to reduce, defer or eliminate spending on our services.
Our compliance with work from home, business closure, shelter in place and other similar regulations may impose additional costs on us and could negatively impact our control environment or create additional risks for our business, including increasing our risk for cybersecurity breaches or failures.
We have transitioned a significant portion of our workforce to work remotely to protect the health and safety of our workforce and customers and, in certain instances, in response to government actions. We are not able to anticipate the potential duration of remote work arrangements necessitated by the COVID-19 pandemic. We may incur significant costs associated with such work arrangements. Further, our business continuity plans in the face of remote working and other adjustments to business may not be sufficient to address business interruptions or a global pandemic of COVID-19's scale and magnitude, or may not be implemented on a timely or error free basis in response to changes, resulting in negative operational impacts and errors.
Employing a remote work environment could decrease employee productivity, including due to a lower level of employee oversight, distraction caused by the pandemic and its impact on daily life, employee health conditions or illnesses, employees acting as caregivers, disruption due to home schooling and child care obligations, use of slower residential Internet connections, the instability, inadequacy or unavailability of our network, or unstable electrical services or unreliable Internet access. We also may face increased data privacy and security risks resulting from the use of non-Altisource networks to access information and to provide services. Additional risks to our systems and data, and customer, vendor and/or borrower data are presented by increased phishing activities targeting employees, vendors and counterparties in transactions, the possibility of attacks on our systems or systems of employees working remotely as well as by decreased supervision or monitoring of employees. Remote work arrangements could also negatively impact certain controls, such as our financial reporting systems, internal control over financial reporting and disclosure controls and procedures. If we do face a reduction in productivity, data privacy or cybersecurity failures or breaches, or issues with our controls, we may incur additional costs to address such issues and our financial condition and results may be adversely impacted.
We may be subject to legal claims from customers, employees, vendors and other third parties as a result of the response to COVID-19, including contractual breach claims and personal injury claims.
Interruptions caused by the pandemic and our, our customers’ and various governmental bodies’ responses to the pandemic could adversely impact our ability to comply with various legal and contractual obligations, including service level agreements and performance standards in our revenue agreements, order volume or other requirements in our vendor agreements, restoration obligations in our leases, and obligations to perform or use services in pre-approved locations, whether as a result of an inability to staff personnel for certain services in appropriate locations or as a result of compliance with various imposed regulations. Some of our agreements may not contain force majeure clauses or similar provisions that would sufficiently excuse any non-performance due to the pandemic. Accordingly, counterparties to these contracts may assert that we have breached these contracts and caused damages. Even if our agreements contain force majeure clauses or similar provisions, our customersparties to the agreements may dispute that such provisions are applicable to excuse our failures to perform. In such cases, we could face additional costs, penalties, fee reductions, an exercise of termination rights, legal claims and liabilities.
Further, we could face legal claims from employees, contractors, vendors, borrowers or other individuals who claim to have been exposed to and contracted the COVID-19 virus as a result of our failure to comply with legal or hygiene requirements related to COVID-19 in the provision of our services.
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If we face claims under contracts or claims from employees, contractors, vendors, borrowers or others our insurance coverage may not be applicable to, or sufficient to cover, all claims, costs, and damages we incur, which would result in us bearing these costs.
The COVID-19 pandemic and its ramifications could further aggravate, accelerate, or precipitate any of the risk factors discussed below.
Risks Related to Our Business and Operations
We earn the majoritya significant portion of our revenue in connection with providing services to two customers.
The majorityA significant portion of our revenue is earned from providing services to Ocwen and NRZ.Rithm. If either party substantially reduces the scope or volume of services acquired from us, or otherwise ceases using us as a vendor, it would negatively impact our business. For example, we could experience a reduction in scope or volume of business as a direct or indirect result of the existence or outcome of regulatory matters impacting one or more of these clients, a change in the servicing relationship between these clients, a reduction in the MSRs for which Ocwen acts as a servicer or subservicer, or a change in the contractual relationship between Altisource and Ocwen or Rithm. In addition, providing services to these customers affords us the opportunity to provide certain services to third parties.parties and the loss of these customers or reduction in the quantity of services provided to these customers would also result in the loss or reduction of these additional revenue streams. For example, we may have the opportunity to earn commissions or fees from, or we may be able to provide on-line auction services, title insurance and escrow services, or other services to, buyers on certain real estate transactions, and the loss or reduction in the number of these customers would also result in the loss ofprevent us from offering these additional revenue streams.
services related to the underlying transaction. Customer concentration also exposes us to concentrated credit risk, as a significant portion of our accounts receivable may be from one or both of these customers.
If the characteristics of the portfolios of properties on which we provide services for either of these customers were to significantly change, for example to become less delinquent, more rural or lower value, this could impact the type and volume of services that we provide, increase our costs of doing business, or reduce the value of commissions or fees we earn.
Our business concentration or relationships with these two customers may be viewed as a risk or otherwise negatively by other customers or potential customers, impeding our efforts to retain customers or obtain new customers.
Changes that reduce or limit the use of online default real estate auctions or otherwise reduce the volume or rate of success of such auctions can negatively impact our auction marketplace, real estate brokerage and related default services.
Governmental, GSE, servicer or investor actions or action by others that restrict online real estate auctions (foreclosure and REO), reduce the permissible fees or direct the use of auction providers other than us, could negatively impact demand for our auction marketplace, real estate brokerage and related services, and negatively impact our ability to meet certain contractual performance metrics, including those related to aging of assets, time on market and sale price compared to valuation. If we fail to satisfy applicable performance metrics or perform in a manner satisfactory to our customers, such customers may reduce the services they acquire from us or otherwise terminate us as a provider.
We entered into a Cooperative Brokerage Agreementbrokerage agreement with NRZ’sRithm’s licensed brokerage subsidiary. If the agreement is terminated, expires, is breached or if there is a significant reduction in the volume of services that we provide pursuant to such agreement, our business and results of operations could be adversely affected.
On August 28, 2017, Altisource, through its licensed subsidiaries, entered into the Brokerage Agreement with NRZRithm which extends through August 2025.2025 (“Brokerage Agreement”). Under this agreement and related amendments, Altisource is the
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exclusive provider (with certain exceptions) of brokerage services for REO associated with the certain MSRs,MSR through August 2025, irrespective of the subservicer, as long as NRZRithm owns such MSRs. The Brokerage Agreement may be terminated by NRZRithm upon the occurrence of certain specified events. Termination events include, but are not limited to, a breach of the terms of the Brokerage Agreement (including, without limitation, the failure to meet performance standards and non-compliance with law in a material respect), the failure to maintain licenses which failure materially prevents performance of the contract, regulatory allegations of non-compliance resulting in an adversarial proceeding against NRZ,Rithm, voluntary or involuntary bankruptcy, appointment of a receiver, disclosure in a Form 10-K or Form 10-Q that there is significant uncertainty about Altisource’s ability to continue as a going concern, failure to maintain a specified level of cash and an unapproved change of control. Rithm could decide to not renew or extend the term of the Brokerage Agreement upon its termination in August 2025, in which case Rithm may elect to use a brokerage service provider other than the Altisource subsidiaries for some or all of its REO. If any one of these termination events occurs and the Brokerage Agreement is terminated this could have an adverse impact onor if the Brokerage Agreement is not renewed or extended Altisource’s business and results of operations.operations could be adversely affected.
In addition, NRZRithm operational changes, breach of the Brokerage Agreement or other actions that reduce the number of properties converting to REO status could: (i) reduce the volume of services that we provide on the applicable MSRs pursuant to our agreements with Ocwen, and (ii) reduce the volume of services that we provide pursuant to the Brokerage Agreement.
Technology disruptions, failures, defects or inadequacies, delays or difficulties in implementing software or hardware changes, acts of vandalism or the introduction of harmful code could damage our business operations and increase our costs.
We rely on critical technology to provide certain of our services. We rely on our proprietary technology in our Hubzu real estate marketing, Equator, Equator.com, NestRange, LOLA, REALSynergy, RentRange, TrelixTM Connect, Vendorly® and other platforms. Certain of our proprietary technology includes licensed open source and third-party code or may be created or maintained by using low-code or other coding techniques that contain inherent risks. We also leverage third partythird-party technology to provide certain
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of our services, including using third partythird-party order management and billing technology, in our default businesses, and using third partythird-party technology to access data or take actions, such as governmental filings, and externally hosted and managed data centers and operating environments. Disruptions, failures, defects or inadequacies in our technology or third partythird-party technology or related services we utilize, delays or errors in developing ofor maintaining our technology, or acts of vandalism, misuse or malicious use of our solutions, system attacks or the introduction of malicious code in technology we utilize, or the use of outdated or unsupported open source or third-party code may interrupt or delay our ability to provide products or services to our customers, impact our ability to satisfy performance requirements, or cause the loss, corruption or disclosure of data. We may be a particular target for network hackers or others with malicious intent due to our storage and processing of consumer information as part of providing our services or as a result of operating public-facing technology platforms, including, for example, our Hubzu marketing platform. Any sustained and repeated disruptions in these services may have an adverse impact on our and our customers’ business and results of operations and, in the case of acts of vandalism or introduction of harmful code, could necessitate improvements to our physical and cybersecurity practices that may require an investment of money, time and resources.
Many of our services and processes require effective interoperation with internal and external technology platforms and services, and failures in such interoperation could have a negative impact on our operations and the operations of our customers.
Further, our customers may require changes and improvements to the systems we provide to them to manage the volume and complexity, laws or regulations of their businesses, or to interoperate with other systems, which changes and improvements may be unfeasible, unsuccessful, costly or time-consuming to implement or may create disruptions in our provision of services to customers. Our customers may refuse to agree to modifications to technology or infrastructure that we provide to them or that interoperate with the technology or infrastructure we provide to them that we may believe are desirable to improve the reliability, performance, efficiency and/or cost in delivering. Additionally, the improper implementation or use of Altisource technology, such as Equator, by customers could adversely impact the operation of that technology, and potentially cause harm to our reputation, loss of customers, negative publicity or exposure to liability claims or government investigations or actions.
We depend on our ability to use services, products, data and infrastructure provided by third parties to maintain and grow our businesses.
We rely on certain third parties to provide services, products and solutions including certain data, infrastructure, technology, systems and functionality including a third partythird-party hosted and managed data center and operating environment (collectively, “Technologies”“Inputs”) critical to our services, including our Hubzu real estate marketing, Equator, Field Services, NestRange, RentRange, TrelixTM Connect, Vendorly®, RentRange®Vendorly, and other solutions. The failure of such third parties to provide or make available the TechnologiesInputs in accordance with applicable requirements could negatively impact our ability to provide our services or perform transactions and to meet our obligations. In addition, these third parties could cease providing or reduce the availability, type, details or other
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aspects of the Technologies,Inputs, and change the pricing, performance or functionality of the Technologies.Inputs. If such TechnologiesInputs become unavailable or too expensive and we are unable to obtain suitable alternatives and efficiently and effectively integrate these alternatives into our service offerings or infrastructure, we could experience service disruptions, increased costs and reduced quality of our services.
The Company’s databases contain our proprietary information, the proprietary information of third parties and personal information of our customers, consumers, vendors and employees. Our failure to comply with applicable information management requirements or best practices or the legal rights of individuals about whom we collect or process personal information, or an unauthorized disclosure of information, could subject us to adverse publicity, investigations, fines, costly government enforcement actions or private litigation and expenses.
As part of our business we collect, store, process, transfer and dispose in tangible and electronic forms customer, consumer, vendor and employee personal information (“PI”). We and our vendors rely on processes that are intended to provide necessary notices regarding the collection, storage, processing and destruction of PI, and to permit subjects to exercise their legal rights concerning their PI in our possession. If those processes are not sufficient or experience an error or other disruption, we or our vendors may fail to comply with applicable requirements concerning PI. In addition, we rely on the security of our facilities, networks, databases, systems and processes and, in certain circumstances, third parties, such as vendors, to protect PI. If our controls and those of our customers or vendors are not effective, are outdated or do not exist, or if we fail to detect or respond to attacks or intrusions, unauthorized parties may gain access to our networks or databases or information, or those of our customers or vendors with which we interconnect or share information, and they may be able to steal, publish, delete, or modify PI. In addition, employees may intentionally or inadvertently cause data or security breaches that result in unauthorized release of such PI. Further, our efforts to delete or destroy PI may not be consistent with our disclosed policies or may not be successful, resulting in the theft or unintentional disclosure of PI, including when disposing of media on which PI may be stored. In such circumstances, our business could be harmed and we could be liable to our customers, employees or vendors, or to regulators, consumers or other parties, as well as be subject to notification requirements or regulatory or other actions for breaching applicable laws or failing to adequately protect such information. This could result in costly investigations and litigation, civil or criminal penalties, large scale remediation requirements, operational changes or other response measures, significant penalties, fines, settlements, costs, consent orders, loss of consumer confidence in our security measures and negative publicity.
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TableThe inadequacy, disruption or failure of Contentsour business continuity or disaster recovery plans and procedures in response to significant business or system disruption could adversely affect our business.

Our business continuity and disaster recovery plans and other adjustments to business may not be sufficient to anticipate impacts of, or address or adequately recover from, business interruptions or a pandemic, or may not be implemented on a timely or error free basis in response to business interruptions or a pandemic, resulting in negative operational impacts and errors.
The insurance underwriting loss limitation methods we use could fail.
Altisource, through its subsidiary Association of Certified Mortgage Originators Risk Retention Group, Inc., provides certified loan insurance to its customers. Altisource reduces a portion of its risk of insurance loss through third partythird-party reinsurance. The incidence and severity of claims against insurance policies are inherently unpredictable. Although we attempt to manage our exposure to insurance underwriting risk through the use of disciplined underwriting controls and the purchase of third partythird-party reinsurance, we maintain first loss exposure and the frequency and severity of claims could be greater than contemplated in our pricing and risk management methods and our controls and mitigation efforts may not be effective or sufficient.
We also face counterparty risk when purchasing reinsurance from third partythird-party reinsurers. The insolvency or unwillingness of any of our present or future reinsurers to contract with us or make timely payments to us under the terms of our reinsurance agreements could have an adverse effect on us. Further, there is no certainty that we will be able to purchase the amount or type of reinsurance we desire in the future or that the reinsurance we desire will be available on terms we consider acceptable or with reinsurers with whom we want to do business.
Under certain material agreements thatto which we are currently a party to or into which we may enter into in the future, the formation by shareholders of Altisource of a “group” with ownership of Altisource capital stock exceeding a defined percentage may give rise to a termination event or an event of default.
Under certain of our material agreements a change of control would be deemed to occur if, among other things, a “group” (as that term is used in Sections 13(d) and 14(d) of the Exchange Act) is formed by shareholders holding beneficial ownership of a defined percentage of the combined voting power or economic interest of our capital stock. The Brokerage Agreement with NRZ’sRithm’s licensed brokerage subsidiary contains a similar provision, and we may enter into material agreements in the future that
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contain similar provisions. The formation of a “group” could occur without the involvement of or input by us, and we are not in a position to prevent such an event from occurring. Such a change of control could constitute a termination event or an event of default under these agreements.
Risks Related to Human Capital
The majority of our employees and contractors work from locations other than in our facilities, which could negatively impact our control environment or productivity and create additional risks for our business, including increasing our risk for cybersecurity breaches or failures.
A significant portion of our workforce works from locations other than our facilities (“Remote Work Environment”). We may incur significant costs associated with the Remote Work Environment and we may not be able to increase our fees to cover the additional costs. Employing a Remote Work Environment could decrease workforce productivity, including due to a lower level of oversight, supervision or monitoring, increased distractions, impediments to real-time communication or other challenges to effective collaboration, use of slower residential internet connections, the instability, inadequacy or unavailability of our network, unstable electrical services or unreliable internet access. We also may face increased data privacy and security risks resulting from the use of non-Altisource networks to access information and to provide services.
Additional risks to our systems and data as well as customer, vendor and borrower data include increased phishing activities targeting our workforce, vendors and counterparties in transactions and the possibility of attacks on our systems or systems of our remote workforce. A Remote Work Environment could also negatively impact certain controls, such as our financial reporting systems, internal control over financial reporting and disclosure controls and procedures, and controls designed to detect or prevent misconduct. If any reduction in productivity or data privacy or cybersecurity failures or breaches or issues with our controls occurs, we may incur additional costs to address such issues and our financial condition and results may be adversely impacted.
In addition, our Remote Work Environment may result in difficulties creating and maintaining accurate records of where our employees are working from. Such uncertainty in employee location may subject us to risks related to certain state taxes or maintaining certain state licenses.
We rely on third party vendors for many aspects of our business. If our vendor oversight activities are ineffective, we may fail to meet customer or regulatory requirements. We may face difficulties sourcing required vendors or supplies or managing our relationships with third party vendors.
We rely on third party vendors to provide goods and services in relation to many aspects of our operations, including field services providers and certain providers of web-based services or software as services. Our dependence on these vendors makes our operations vulnerable to the unavailability of such third parties,vendors, the pricing and quality of services and products offered by such third parties,vendors, solvency of those third partiesvendors, security failures of those vendors, deficiencies and failures of business continuity and disaster recovery plans and efforts of such vendors, and such third parties’vendors’ failure to perform adequately under our agreements with them. In addition, where a vendor provides services or products that we are required to provide under a contract with a customer, we are generally responsible for such performance and could be held accountable by the customer for any failure of performance by our vendors.vendors or related defects. If our vendor sourcing efforts are not effective or if we are otherwise not able to secure an appropriate supply and quality of vendors, and services or supplies, if vendors are unable to hire or retain employees or acquire supplies or are prohibited or prevented from performing the services or providing the products for which we contract, including as the result of restrictions imposed by state or local governments or health departments, we may be unable to provide services or compliant services.services or services may become more expensive. If our vendor oversight activities are ineffective, or if a vendor fails to provide the services or products that we require or expect or fails to meet contractual requirements, such as service levels or compliance with applicable laws, or a vendor engages in misconduct, the failure or misconduct could negatively impact our business by adversely affecting our ability to serve our customers or subjecting us to litigation and regulatory risk for ineffective vendor oversight. Furthermore, the failure to obtain services or products at anticipated pricing could impact our cost structure and the prices of our services and we provide.may not be able to increase our fees to cover the additional costs. In addition, Altisource may be contractually required by its customers or by applicable regulations to oversee its vendors and document procedures performed to demonstrate that oversight. If we fail to meet such customer or regulatory requirements, or we face difficulties managing our relationships with third party vendors, we may lose customers or may no longer be granted referrals for certain services or could be subject to adverse regulatory action.
We make extensive use of contractors in certain of our lines of business. If we are required to reclassify contractors as employees, we may incur fines and penalties and additional costs and taxes.
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A significant number of contractors provide services in our operations for whomwhich we do not pay or withhold any federal, state or local employment tax or provide employee benefits. These contractors may be retained by us or retained by vendors providing services to us. There are a number of tests used in determining whether an individual is an employee or a contractor. There can be no assurance that we are in compliance, or that legislative, judicial or regulatory (including tax) authorities will not introduce proposals or assert interpretations of existing rules and regulations that would change, or at least challenge, the classification of our contractors. Although we believe we have properly classified our contractors, and require our vendors to property classify contractors used in connection with providing services to us, theThe United States Internal Revenue Service or other United States federal or state authorities or similar authorities of a foreign government may determine that we or our vendors have misclassified our contractors for employment tax or other purposes and, as a result, seek additional taxes from us, require us to pay certain
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compensation or benefits to wrongly classified employees, or attempt to impose fines or penalties. In addition, contractors, or contractors or employees of our vendors, may assert claims that they are our employees and seek to recover compensation, benefits, damages and penalties from us. If we are required to pay employer taxes, pay backup withholding compensation, benefits, damages or penalties with respect to prior periods with respect to or on behalf of our contractors or thosecontractors or employees of our vendors, our operating costs will increase.
We could have conflicts of interest with Ocwen, NRZ,Rithm, Deer Park Road Management Company L.P., or affiliates of the foregoing, and/or certain of our shareholders, members of management, employees and members of our Board of Directors, which may be resolved in a manner adverse to us.
We have significant business relationships with and provide services to Ocwen and to NRZ.Rithm, and have business relationships with certain companies in which William C. Erbey has invested. We also have a revolving credit facility with a fund managed by Deer Park Road Management Company L.P (“Deer Park”), and Deer Park owns Altisource debt as a lender pursuant to our senior secured term loan agreement, as amended and restated with an effective date of February 14, 2023 (the “Amended Credit Agreement”). Deer Park and William C. Erbey have disclosed that they own equity interest in Altisource representing approximately 24% and 38%, respectively, of Altisource’s outstanding common stock as of December 31, 2022. In addition, as of February 22, 2023, Deer Park holds 466,723 warrants entitling it to purchase an equal number of shares of Altisource common stock, subject to potential reduction prior to February 14, 2024. As of February 14, 2023, Deer Park owned approximately 18% of Altisource’s debt under the Amended Credit Agreement. Certain members of our management and independent members of our Board of Directors (or entities affiliated with such Board of Directors members) have direct or beneficial equity interests in Ocwen or in NRZ,Rithm, including in one instance, equity interests in Ocwen (slightly less than 10%(estimated to be approximately 11%) and Altisource (approximately 24%) as well as debt of both of these parties, and equity interests in NRZRithm (less than 1%). and equity interest in Deer Park. Such interests and relationships could create, or appear to create, potential conflicts of interest with respect to matters potentially or actually involving or affecting us and Ocwen, Rithm, Deer Park, William C. Erbey or NRZ.their affiliates. There can be no assurance that we will implement measures that will enable us to manage such potential conflicts with Ocwen or NRZ.conflicts. There can be no assurance that any current or future measures that may be implemented to manage potential conflicts will be effective or that we will be able to manage or resolve all potential conflicts with Ocwen, Rithm, Deer Park, William C. Erbey or NRZ,their affiliates and, even if we do, that the resolution will be no less favorable to us than if we were dealing with another third partythird-party that has none of the connections we have with Ocwen, Rithm, William C. Erbey or NRZ.
Further, certain employees, directors and officers have, and may continue to hold interests in, non-wholly owned subsidiaries. Their ownership of these interests may divert their time and attention away from operating our business and may otherwise create or appear to create potential conflicts of interest with us.Deer Park. There can be no guarantee that we will be able to continue to implement appropriate measures to manage these potential conflicts of interest.
Our success depends on the relevant industry experience and relationships of certain members of our Board of Directors, executive officers and other key personnel.
Our success is dependent on the efforts and abilities of members of our Board of Directors, our executive officers and other key employees, many of whom have significant experience in the real estate and mortgage, financial services and technology industries or play a substantial role in our relationship with certain customers. In particular, we are dependent on the services of members of our Board of Directors and key executives at our corporate headquarters and personnel at each of our lines of business and support groups. In addition, certain members of our Board of Directors, executive officers or other key employees have relationships with certain customers or vendors that facilitate our business and operations. The loss of the services of any of these members of our Board of Directors, executives or key personnel could have an adverse effect on our business and results of operations or relationships with certain customers or vendors.
To maintain our substance and leadership as a Luxembourg company, we seek to convene at least one Board meetingsof Directors meeting in Luxembourg several times each year and our executive management is largely based in Luxembourg. The travel required by our directors to Luxembourg, and currentpotential future restrictions on and requirements tofor such travel, to Luxembourg may serve as an impediment to attract and retain directors and director candidates. Our Luxembourg location can also make it difficult to attract and retain executive officers and other senior leadership.leadership and to achieve diversity and succession planning in such roles.
We may face difficulties to attract, motivate and retain skilled employees.
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Our business is labor intensive and places significant importance on our ability to recruit, engage, train and retain skilled employees. Additionally, demand for qualified professionals with experience in certain businesses (e.g. residential title, valuation and loan underwriting) or technologies may exceed available supply. Our ability to recruit and train employees is critical to achieving our growth objective. Further, some of our business operations require recruiting and retaining employees with certain professional licenses, particularly in the United States. In 2020, we saw anAn increase in demand for professionals licensed to work in our originationsorigination, real estate brokerage and auction, and default business, and significant turnover in that area. Our originations businessthose areas, may negatively impact our ability to attract and retain such professionals. We face inflationary wage pressures which may continue for an extended period. We may continue to encounter significant challenges in attracting and retaining employees as needed to satisfy demand or growth expectations for our services, or to be able to limit compensation related costs to make operations economically viable. We may not be able to attract and retain skilled employees, weemployees. We may face an increase in wages or other costs of attracting, training or retaining skilled employees. In addition, attrition of current employees may negatively impact our ability to provide services of a quality or volume that satisfy applicable contractual obligations or that support our planned growth or expansion of services.
The presence of our operations in multiple countries subjectsubjects us to risks endemic to those countries.
We have employees and operations outside of the USUnited States, in countries such as Luxembourg, India and Uruguay. The occurrence of natural disasters, epidemics or other health emergencies, or political or economic instability impacting these countries, could interfere with work performed by these labor sources or could result in us having to replace or reduce these labor sources.
We operate in jurisdictions that have experienced corruption, bribery and other similar practices from time-to-time. We are subject to the Foreign Corrupt Practices Act and similar anti-corruption laws in other jurisdictions, and the failure to comply with these laws could result in substantial penalties.
Furthermore, the practice of utilizing labor based in foreign countries has come under increased scrutiny in the United States. Governmental authorities could seek to impose financial costs or restrictions on foreign companies providing services to
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customers in the United States. Governmental authorities may attempt to prohibit or otherwise discourage our United States-based customers from sourcing services from foreign companies and, as a result, some of our customers may require us to use labor based in the United States or cease doing business with Altisource. In addition, some of our customers may require us to use labor based in the United States for other reasons. To the extent that we are required to use labor based in the United States, we may not be able to pass on the increased costs of higher-priced United States-based labor to our customers.
Risks Related to ourOur Growth Strategy
We may be unable to realize sales represented by our awarded business or sales pipeline.
We have significantly expanded the scope of services that we provide to our existing customer base and expanded our customer portfolio with the addition of several new customers. As part of our business and financial planning, we make assumptions about the quantity and timing of services that each of theseour customers and prospect customers will order from us. In many instances, however, our customers may not be obligated to acquire our services or may only be obligated to acquire our services to the extent the customer can make use of such services. Our volume of sales may not materialize to the extent our customers or prospect customers elect to use providers of services other than us, or if economic or industry conditions exist such that our clientscustomers or prospect customers do not require the assumed quantity of services or reduce the fees paid for the services. For example, economic conditions and restrictions instituted by governmental authorities, GSEs, servicers or investors in response to the COVID-19 pandemic may negatively impact the quantity or timing of customer demand for our services despite the existence of an agreement. Our customers may use more than one provider for given services resulting in such customers varying over time the quantity or mix of services acquired from us versus other providers. Even in cases where our customer contracts require minimum purchases by a customer, we may be unable or we may determine that it is unadvisableinadvisable for us to seek to enforce or collect upon the contractual minimums.
We may fail to adapt our services to changes in technology or in the marketplace related to mortgage servicing or originations,origination, changing requirements of governmental authorities, GSEs and customers. Customers may seek to reduce reliance upon or the number of service providers.
The markets for our services are characterized by constant technological and other changes, our customers’ and competitors’ frequent introduction of new services, and evolving industry standards and government regulations. We are currently in the process of, and from time to time will be, developing and introducing new services and technologies and improvements to existing services.services and technologies. Our future success will be significantly affected by our ability to complete our current efforts and in the future enhance, our services and technologies, and to develop and introduce new services that address the increasingly sophisticated needs of our customers and their customers, as well as our ability to reduce costs by relying on cloud architecture and other infrastructure advancements. These efforts may include implementing new real estate auction and marketing capabilities, as well as technological and other modifications to increase efficiency and flexibility in supplying our
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default-related and originationsorigination services. These initiatives carry the risks associated with any new service development effort, including cost overruns, delays in delivery and performance effectiveness. There can be no assurance that we will continue with our current efforts and be successful in developing, enhancing, marketing, selling and implementing new and improved services. In addition, we may experience difficulties that could delay or prevent the successful development, enhancement, introduction and marketing of these services. Our services and their enhancements may also not adequately meet the demands of the marketplace or governmental authorities and achieve market acceptance.
Customers of our default-related services and origination services may seek to reduce the number of service providers employed through vendor consolidation, insourcing (providing the services itself) or by other means. Such changes could reduce the demand for our services or control over the prices we are able to charge for our services.
Acquisitions to accelerate growth initiatives involve potential risks.
Historically, our strategy has included the acquisition of complementary businesses from time to time. In the future, we may consider acquisitions of or merger with other businesses that we believe could complement our business, offer us greater access in our current markets or offer us greater access and expertise in other asset types and markets that are related to ours, but we do not currently serve. Our ability to pursue additional acquisitions in the future is dependentdepends on our access to sufficient capital (equity and/or debt) to fund the acquisition and subsequent integration. Because of the obligations to maintain a minimum cash threshold in the Cooperative Brokerage Agreement and restrictions in our senior secured term loan agreement,Amended Credit Agreement, we may not be able to secure adequate capital as needed on terms that are acceptable to us, or at all.
When we acquire new businesses, we may face a number of integration risks, including a loss of focus on our daily operations, the need for additional management, constraints on operating resources, constraints on financial resources from integration and system conversion costs, and the inability to maintain key pre-acquisition relationships with customers, suppliers and employees. We may have particular integration risks as we are a Luxembourg-domiciled company, resulting in numerous changes that may need to be made immediately or promptly following closing of such an acquisition. In addition, any acquisition may result in the incurrence of additional amortization expense of related intangible assets, which could reduce our profitability.
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Failure to properly and timely integrate any acquired business may result in our inability to realize the expected value from the acquisition, which can lead us to generate less revenue and/or earnings than anticipated, and/or sell or otherwise dispose of the acquired business at a loss.
Risks Related to ourOur Industry
Changes in the housingeconomic and market conditions that reduce residential real estate sales or values or mortgage originations marketsorigination volumes could negatively impact demand for our services.
AEconomic or market fluctuations such as a decrease in sales or sales prices of residential properties or an increase in the United Statessales transaction timelines could reduce the demand for certain of our services provided in connection with therelated to marketing and sale of real estate sale transactions, including services ancillary to the sale,such transactions, such as closing services and title insurance services. In addition, reduced demand forTypically, the volume of residential property could depresssales decline and transaction timelines increase as residential mortgage interest rates increase, financing options and availability for borrowers decline or consumer confidence falls. A reduction in the volume of real estate transactions or the sales price of salesreal estate could negatively impact our residential real estate brokerage and auction businesses which earn commission fees that do occur, negatively impacting commissions and other fees we receive which are generally set as a percentage ofbased on the property sale price.
Reductions Demand for services from other businesses, such as mortgage origination, valuation, title and closing, may also decline as a result of a reduction in real estate transaction volumes including from increasing residential mortgage interest rates. Home price appreciation typically increases equity in the borrowers’ homes providing borrowers with more options to avoid foreclosure and, therefore, reducing foreclosure auction and REO referrals and ancillary services such as closing and title insurance services.
Economic or market fluctuations that reduce the volume or value of residential mortgage originations in the United Statesorigination or re-financings could decrease the demand for our mortgage originationsorigination and mortgage insurance related products,services, including servicesthose provided to members of the Lenders One mortgage cooperative. An increase in residential mortgage interest rates or a decline in financing available for borrowers as a result of an inflationary environment or government action responding to the same could result in a decrease in such demand. Increasing housing prices could also reduce the number of sale transactions resulting in a decrease in new mortgage origination.
A reduction in residential mortgage delinquencies, defaults or foreclosures in the United States can negatively affect demand for certain of our services.
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We provide certain services to residential mortgage servicers and subservicers, as well as government sponsored entities, federal agencies and others, to protect, preserve, manage and potentially dispose of properties securing residential mortgage loans, when such loans become delinquent, default, undergo foreclosure or become a REO asset. Rates of residential mortgage delinquencies, defaults and foreclosures can be negatively impacted by numerous factors, including strengthening economic conditions, increasing housing equity from rising home values, decreasing residential mortgage interest rates, a reduction in the number of residential mortgages outstanding or a reduction in home ownership levels or by governmental or servicer action. National servicing standards, federal and state government scrutiny and regulation, requirements specifying loan loss mitigation, modification and foreclosure procedures, rules instituted by governmental authorities, GSEs, servicers or investors preventing actions related to loan delinquencies and foreclosures, including moratoriums on foreclosures and mortgage payment forbearance plans, such as those implemented in response to the COVID-19 pandemic, among others may also reduce the number of mortgage loans entering the foreclosure process andor suspend pending foreclosure and eviction actions. If theseSuch conditions continue, they would likelycould negatively impact demand for our default services. The expiration dates of certain of these requirements may be indefinite or extended in the future making it difficult to predict when such requirements may end. Reductions in the rates of residential mortgage delinquencies, defaults, foreclosures and REO would likely reduce demand for our services related to non-judicial foreclosures, inspecting, maintaining, valuing, marketing and selling such assets.
If faced with an extended period of decline in demand for and revenue from certain of our services as a result of economic conditions or due to government, GSE, servicer or investor restrictions related to loan delinquencies and foreclosures, including moratoriums on foreclosures and mortgage payment forbearance plans, such as those implemented in response to the COVID-19 pandemic, we may be unable to sufficiently adjust our cost structure, to avoid losses in our operations that provide such impacted services or at the corporate level, to avoid negative impacts to net revenue or profits. We also may be unable to maintain our ability to offer thosesuch services in the future. The expiration dates of certain requirements that impact demand for our services may be indefinite or extended in the future making it difficult to predict when such requirements may end. In response to such conditions, we may be required to modify or suspend such operations which could negatively impact our ability to timely respond to an increase in demand for such services or to provide such services in the future, or which could cause us to incur significant expense to restart or scale such services in response to an increase in demand.
Developments that reduceimpact residential foreclosures or the supply, sale price or sale of REO could negatively affect demand for certain of our default-related services and negatively impact our ability to meet certain contractual performance metrics.
Reduction in residential foreclosures or the supply of REO or sales of REO in the United States could reduce the demand for and volume of certain of our services, including foreclosure trustee, foreclosure auction, REO asset management, REO property inspection and preservation, real estate brokerage, and real estate auction and marketing services, as well as sales of REO, especially in cases where more desirable properties are sold at foreclosure auctions and do not convert to REO. For example, we anticipate that the continuationcontinuing impact of foreclosure and eviction moratoriums and residential mortgage loss mitigation requirements will reduceextend the period of reduced foreclosure sales and supply of foreclosure auctions and REO we receive from our customers through 2021.the middle of 2024 compared to historical levels. Due to this timing, we anticipate that our later stage foreclosure auction and REO asset management services will not fully benefit from the 2022 higher foreclosure initiations until late 2023 or early 2024, but it is possible that this estimate will not materialize at the level anticipated or at all. The reduction in thereduced supply of REO or sales of REO could also impact our ability to meet certain contractually required service metrics, including those metrics tied to satisfying certain conversion percentage requirements as the size of the applicable population declines and the population of REO that remains is often the most difficult to sell. Reduced volumes may make it more difficult to provide services in an economic manner, undermine beneficial efficiencies, and increase the risks and costs of securing vendors to provide required services and products on a smaller scale.
We may not be able to effectively manage rapid or unanticipated increases in foreclosures or the supply, sale price or sale of REO which could negatively impact our ability to satisfy service level metrics that are tied to conversion rates or other percentage requirements. For example, if a service metric specifies that a certain percentage of the total population of REO is to be sold within a defined period of time, a rapid increase in the total REO population may increase the risk of failing to meet the defined percentage metric during the period required to prepare the newly added REO to be marketed.
Some of the service metrics which may be impacted include those related to REO conversion rates, aging of assets,REO, time on market and sale price compared to valuation. If we fail to satisfy applicable performance metrics or perform in a manner satisfactory to our customers, such customers may reduce the services they acquire from us or otherwise terminate us as a service provider.
Risks Related to Our Common Stock
We may never pay dividends on our common stock so any returns would be limited to the potential appreciation of our stock.
We currently anticipate that we will retain future earnings for the development, operation and expansion of our business and do not anticipate we will declare or pay any cash dividends for the foreseeable future. In addition, the terms of any future debt
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agreements may preclude us from paying dividends. Any return to stockholders will therefore be limited to the potential appreciation of their stock.
We may take advantage of specified reduced disclosure requirements applicable to a “smaller reporting company” under Regulation S-K, and the information that we provide to stockholders may be different than they might receive from other public companies.
We are a “smaller reporting company,” as defined under Regulation S-K. As a smaller reporting company, we may take advantage of specified reduced disclosure and other requirements that are otherwise applicable generally to public companies. These provisions include, among other things, scaled disclosure requirements, including simplified executive compensation disclosures in our filings, exemption from the provisions of Section 404(b) of the Sarbanes-Oxley Act requiring that an independent registered accounting firm provide an attestation report on the effectiveness of internal control over financial reporting and certain other decreased disclosure obligations in our SEC filings.
We intend to continue to take advantage of certain of the scaled disclosure requirements of smaller reporting companies. We may continue to take advantage of these allowances until we are no longer a smaller reporting company. Therefore, the information that we provide stockholders may be different than one might get from other public companies. Further, if some investors find our shares of common stock less attractive as a result, there may be a less active trading market for our shares of common stock and the market price of such shares of common stock may be more volatile.
Although we are currently eligible to file new short form registration statements on Form S-3, we cannot guarantee we will remain eligible to do so. If we were to lose such eligibility, it may impair our ability to raise capital on terms favorable to us, in a timely manner or at all.
Form S-3 permits eligible issuers to conduct registered offerings using a short form registration statement that allows the issuer to incorporate by reference its past and future filings and reports made under the Exchange Act. In addition, Form S-3 enables eligible issuers to conduct primary offerings “off the shelf” under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”). The shelf registration process, combined with the ability to forward incorporate information, allows issuers to avoid delays and interruptions in the offering process and to access the capital markets in a more expeditious and efficient manner than raising capital in a standard registered offering pursuant to a registration statement on Form S-1. The ability to newly register securities for resale may also be limited as a result of the loss of Form S-3 eligibility with respect to such registrations.
SEC regulations limit the amount of funds we may raise during any 12-month period pursuant to our shelf registration statement on Form S-3
Our public float was less than $75 million as of the date of filing of this Annual Report on Form 10-K. As a result, under General Instruction I.B.6 to Form S-3, the amount of funds we can raise through primary public offerings of securities, in any 12-month period using our registration statement on Form S-3 is limited to one-third of the aggregate market value of the shares of our common stock held by our non-affiliates. We are subject to this limitation until such time as our public float exceeds $75 million. If we are required to file a new registration statement on another form, we may incur additional costs and be subject to delays due to review by the SEC.
The market price and trading volume of our stock may be volatile.
The market price of our common stock could be subject to significant fluctuations. Stock markets in general have experienced substantial volatility that has often been unrelated to the operating performance of individual companies or our sector. These broad market fluctuations, in addition to our operating performance, may also adversely affect the trading price of our common stock.
If we issue common stock, warrants or other securities, the trading price of our common stock or other Company securities could experience significant volatility or be negatively impacted.
In the past, following periods of volatility in the market price of a company’s securities, stockholders have often instituted class action securities litigation against those companies. Such litigation, if instituted, could result in substantial costs and diversion of management’s attention and resources, which could significantly impact our profitability and reputation.
Owners of our securities could be diluted.
We may issue new shares of common stock or other forms of securities which could dilute the economic and voting interests of current shareholders. We may issue warrants and holders of outstanding warrants may exercise their warrant rights to acquire
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Company securities, which actions would dilute the economic and voting interests of current shareholders. We may fail to make sufficient prepayments of our existing term loans under the Amended Credit Agreement in advance of the applicable deadline to reduce the number of shares of common stock which could be acquired by the holders of warrants issued in connection with the Amended Credit Agreement, which would dilute the economic and voting interests of current shareholders.
Risks Related to Financing, Our Indebtedness and Capital Structure
If we are unable to generate sufficient cash flow or access the capital markets or our borrowing capacity is reduced, our liquidity and competitive position maywill be negatively affected.
An extended period of reduced demand for our default-related servicesall or forcertain of our higher margin default-related services could negatively impact our cash flow such that we may need to use unrestricted cash on hand to satisfy our obligations, which would
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reduce our cash balance negatively impacting our liquidity. If the limitations on foreclosures and evictions, and the forbearance plans, instituted by governmental authorities, GSEs, servicers or investors in response to the COVID-19 pandemic are extended,reimposed, this could lengthen the period of reduced demand for our default-related services, and continue to negatively impact our higher margin default related services, negatively impacting our liquidity.
In addition, our liquidity couldwould be adversely affected by any inability to access the capital markets, volatility in the capital markets, unforeseen outflows of cash, funding for contingencies and increased regulatory liquidity requirements.
Our ability to borrow money could be limited, or our cost of borrowing could increase, due to volatility in the capital markets, worsening terms on which credit is available or limitations in our senior secured term loan agreements. In addition, our financial results, reduced revenue or cash flow, or volatility in the markets which we support, could negatively impact our customer and prospective customer relationships, as well as our ability to borrow or our ability to continue to satisfy the covenants and terms of our senior secured term loan agreements. If we were to have a covenant default under our loan agreements, we would not be able borrow additional funds under our existing agreements and our lenders could seek to enforce the remedies available to them under our loan agreements. A reduction in our ability to borrow funds to support our operations couldor a reduction in cash flow would also reduce our ability to pursue our business strategy to diversify and grow our customer base.
We have a significant net operating loss recognized by one of our Luxembourg subsidiaries, Altisource S.à r.l. We may not be able to fully utilize this deferred tax asset before the net operating loss expires.
In connection with a merger of two of the Company’s wholly-owned subsidiaries in December 2017, which was recognized at fair value, a net operating loss of $1.3 billion with a 17 year life was generated, creating a deferred tax asset of $342.6 million. During 2019, the Company recognized a full valuation allowance with respect to this deferred tax asset. If Altisource S.à r.l. is unable to generate sufficient pretax income by 2034, the Company may not be able to fully utilize this deferred tax asset. In addition, changes in our structure or operations could prevent us from fully realizing the benefit of such deferred tax asset.
Our primary source of liquidity is cash flows from operations.operations and unrestricted cash. Our level of debt and the variable interest rate on our term loan makes us sensitive to the effects of our decliningcurrent financial performance and interest rate increases; our level of debt and provisions in our senior secured term loan agreementAmended Credit Agreement and revolving credit facility could limit our ability to react to changes in the economy or our industry.
Our senior secured term loan makesloans under the Amended Credit Agreement make us more vulnerable to changes in our results of operations because a portion of our cash flows from operations is dedicated to servicing our debt and is not available for other purposes. Our senior secured term loan isloans under the Amended Credit Agreement, and the revolving credit facility (amended with an effective date of February 14, 2023 (the “Revolver”)), are secured by virtually all of our assets and from time to time may trade at a substantial discount to face value.
Our ability to raise additional debt is largely limited, and in many circumstances would beis subject to lender approval and wouldcould require modification of certain senior secured termof the loan agreements. Additionally, increases in interest rates above 1% will negatively impact our cash flows as the interest rate on our debt is variable. The provisions of our senior secured term loan agreementsAmended Credit Agreement could have other negative consequences to us including the following:
limiting our ability to borrow money for our working capital, capital expenditures and debt service requirements or other general corporate purposes;
limiting our flexibility in planning for, or reacting to, changes in our operations, our business or the industry in which we compete;
requiring us to use a portion50% of our consolidated excess cash flow, as specifieddefined in the senior secured term loan agreements,Amended Credit Agreement, to repay debt indebt;
requiring us to use 75% of the event ourfirst $50 million of net debt less marketable securitiesproceeds received from equity issuances or capital contributions to earnings before interest, taxes, depreciation and amortization (“EBITDA”) ratio, as specified in the senior secured term loan agreements, exceed certain thresholds;repay debt; and
placing us at a competitive disadvantage by limiting our ability to invest in our business.business
Our ability to make payments on our indebtedness depends in part, on our ability to generate cash in the future. As a result of the foreclosure and eviction moratoriums related to the COVID-19 pandemic, and declining origination volumes in the recent rising interest rate environment, our cash flows were and remain severely impacted. There can be no assurance that we will be able to achieve pre-COVID-19 levels of revenues and cash flows (adjusted for businesses sold or discontinued). If we do not generate sufficient cash flows and do not have sufficient cash on hand to meet our debt service and working capital requirements, we may need to seek additional financing, raise equity or sell assets, and our ability to take these actions may be limited by the terms of the Amended Credit Agreement, Revolver or the market. We may not be able to refinance our senior secured term loan. This may makeexisting indebtedness when it more difficult for us tobecomes due or obtain alternative financing on terms that are acceptable to us, or at all. Without any such financing,
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we could be forced to sell assets or reduce costs under unfavorable circumstances to make up for any shortfall in our payment obligations. IfEven if necessary, we may not be able to sell assets or reduce costs quickly enough or for sufficient amounts to enable us to meet our obligations. Failure to meet our debt service requirements could result in an event of default under our senior secured term loanloans agreement which, if not cured or waived, couldwould result in the holders of the defaulted debt causing all outstanding amounts with respect to that debt to be immediately due and payable and potentially permitting lenders to execute applicable security interests, negatively impacting our future operations or ability to engage in other favorable business activities. An event of default under the loan agreements would provide certain of our customers, including Ocwen and Rithm, with the ability to terminate our agreements.
In addition, certain senior secured term loan agreements containour Amended Credit Agreement contains covenants that may limit our flexibility in planning for, or reacting to changes in, our business and our industry, including limitations on incurring additional indebtedness, making investments, adding new product lines, disposing or selling of assets, granting liens and merging or consolidating with other
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companies. Complying with these covenants may impair our ability to finance our future operations or capital needs or to engage in other favorable business activities.
Our failure to comply with the covenants or terms contained in our senior secured term loan agreements,Amended Credit Agreement or Revolver, including as a result of events beyond our control, could result in an event of default.
Our senior secured term loan agreements requireAmended Credit Agreement requires us to comply with various operational, reporting and other covenants or terms including, among other things, limiting us from engaging in certain types of transactions. If we do not have appropriate controls, or the controls we implement fail or are not effective, we could experience an event of default under our senior secured term loan agreementsAmended Credit Agreement or Revolver. If we experience an event of default under our Amended Credit Agreement or Revolver that is not cured or waived, it could result in the debt being called and immediately due and payable in full. a going concern uncertainty, which in turn could provide certain of our clientscustomers the ability to terminate our agreements and allowsallow the holders of the defaulted debt to cause all amounts outstanding with respect to that debt to be immediately due and payable or choose to execute on applicable security interests. Our assets or cash flows may not be sufficient to fully repay borrowings under our outstanding senior secured term loanAmended Credit Agreement and Revolver if accelerated upon an event of default and we may not be able to refinance or restructure the payments on the senior secured term loan.borrowings under the Amended Credit Agreement and Revolver.
We may be unable to extend the maturity of our Amended Credit Agreement and Revolver from April 2025 to April 2026 if we are unable to raise sufficient funds from the proceeds of issuances of equity interests or from junior indebtedness. We may be unable to repay or refinance the balance of our senior secured term loanloans under the Amended Credit Agreement or Revolver upon maturity, in April 2024, particularly if cash from operations declines,fails to significantly improve, assets are not readily available for sale and sold or we are unable to timely refinance on favorable terms or at all.
Our senior secured term loan agreements require us to repay the outstanding balance due in April 2025, with an option to extend to April 2026 if we make par paydowns from the proceeds of issuances of equity interests or from junior indebtedness totaling at least $30 million on or before February 13, 2024, ($247.2and there is no continuing default of the loan agreements. We made a paydown in the amount of $20 million basedin February 2023, leaving an additional paydown of $10 million required on scheduled repayments throughor before February 13, 2024 to be able to extend the maturity date). date of our debt to April 2026. There can be no assurance that we will be able to generate proceeds of at least $10 million from equity issuances or junior indebtedness within the applicable timeframe to pay down the debt to qualify for the one-year term extension.
If our cash from operations declines,fails to significantly improve, there can be no assurance that our cash balances and other assets readily available for sale and sold would be sufficient to fully repay borrowings under our outstanding senior secured term loanAmended Credit Agreement and Revolver upon maturity, in April 2024 or that we will be able to refinance the remaining portion of the debt sufficiently prior to the due date.date or on terms acceptable to us. If we were to default on the senior secured term loan,our debt, our lenders could take action adverse to our interests under the terms of the loan agreement,agreements, including seeking to take possession of the applicable collateral. In addition, a default under the loan agreements could constitute a termination event under certain of our client or vendor agreements, which could adversely impact our revenue or cash flow or our ability to provide products and services. Under such circumstances, if we are not able to agree upon a resolution with our lenders, we might seek applicable legal protections including under bankruptcy law, which in turnfurther could provide certain of our clientscustomers or vendors the ability to terminate our agreements. If we refinance the loanloans under less favorable terms, we may be more constrained inrequired to accept a higher interest rate and debt-related costs, as well as additional restrictions and covenants which constrain our ability to finance and operate our business.
Our failureWe have a significant net operating loss recognized by one of our Luxembourg subsidiaries, Altisource S.à r.l. We may not be able to maintainfully utilize this deferred tax asset before the net debt less marketable securitiesoperating loss expires.
In connection with a merger of two of the Company’s wholly owned subsidiaries in December 2017, which was recognized at fair value, a net operating loss of $1.3 billion with a 17-year life was generated, creating a deferred tax asset of $342.6 million.
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During 2019, the Company recognized a full valuation allowance with respect to EBITDA ratio containedthis deferred tax asset. If Altisource S.à r.l. is unable to generate sufficient pretax income by 2034, the Company may not be able to fully utilize this deferred tax asset. In addition, changes in our senior secured term loan agreementsstructure or operations could result in required payments toprevent us from fully realizing some or all of the lendersbenefit of a percentage of our excess cash flows.
Our senior secured term loan agreements require us to distribute to our lenders 50% of our consolidated excess cash flows, as specified in the senior secured term loan agreements, if our net debt less marketable securities to EBITDA ratio, as defined in the senior secured term loan agreements, exceed 3.50 to 1.00, and 25% of our consolidated excess cash flows if our net debt less marketable securities to EBITDA ratio is 3.50 to 1.00 or less, but greater than 3.00 to 1.00. If we were required to distribute a portion of our excess cash flows to our lenders, we may be limited in our ability to support our business, grow our business through acquisitions or investments in technology and we may be limited in our ability to repurchase our common stock, pay dividends or take other potentially advantageous actions. There can be no assurance that we will maintain net debt less marketable securities to EBITDA ratio at levels that will not require us to distribute a portion of our excess cash flows to lenders.such deferred tax asset.
We have significant investments in goodwill and intangible assets recorded as a result of prior acquisitions and an impairment of these assets would require a write-down that would reduce our net income.
As a result of prior investments, we have made, we significant goodwill and intangible assets recorded in our financial statements. Goodwill and intangible assets are assessed for impairment annually or sooner if circumstances indicate a possible impairment. Factors that could lead to impairment of goodwill and intangible assets include significant under-performance relative to historical or projected future operating results, a significant decline in our stock price and market capitalization and negative industry or economic trends, among other indications of impairment. In the event thatIf the recorded values of goodwill and intangible assets are impaired, any such impairment would be charged to earnings in the period of impairment. In the event of significant volatility in the capital markets or a worsening of current economic conditions, we may be required to record an impairment charge, which would adversely affect our business and results of operations.
Cash, cash equivalents and escrow funds we hold at financial institutions could be lost and not recoverable.
We hold our cash and cash equivalents, at various financial institutions, including customer deposits held in escrow accounts pending completion of certain real estate activities.activities, at various financial institutions. These cash balances expose us to purposeful misappropriation of cash by employees or others and unintentional mistakes resulting in a loss of cash which may not be recoverable.
Amounts that are held in escrow accounts for limited periods of time are not included in the accompanying consolidated balance sheets. We may become liable for funds owed to third parties as a result of purposeful misappropriation of cash by employees or others, unintentional mistakes or the failure of one or more of these financial institutions. There is no guarantee
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we would recover the funds deposited, whether through Federal Deposit Insurance Corporation coverage, private insurance or otherwise.
Foreign Exchange
We have operations in India, Luxembourg and Uruguay which may result in us being party to non-United States dollartransactions denominated, transactions or incurring obligations, in currencies other than the United States dollar, including, for example, payroll, taxes, facilities-related expenses. Weakness of the United States dollar in relation to these applicable currencies (e.g., Euro, Indian rupee, Uruguayan peso) may increase our costs.
Risks Relating to Luxembourg Organization and Ownership of Our Shares
We are a Luxembourg company. The rights of shareholdershareholders under Luxembourg law may differ in certain respects from the rights afforded to shareholders of companies organized under laws in other jurisdictions. It may also be difficult to obtain and enforce judgments against us or our directors and executive officers.
We are a public limited liability company (société anonyme) organized and existing under the laws of, and headquartered in, Luxembourg. As a result, Luxembourg law and our amended and restated articles of incorporation, as amended from time to time (“Articles”) govern the rights of shareholders. The rights of shareholders under Luxembourg law may differ from the rights of shareholders of companies incorporated in other jurisdictions. A significant portion of our assets are owned outside of the United States. It may be difficult for our investors to obtain and enforce, in the United States, judgments obtained in United States courts against us or our directors based on the civil liability provisions of the United States securities laws or to enforce, in Luxembourg, judgments obtained in other jurisdictions including the United States.
A significant challenge of the Luxembourg tax regime or of its interpretation by the Luxembourg tax authorities, or its application of us or our business could have a negative impact us.
We received and historically operated under a tax ruling from the Luxembourg tax authorities, which would have expired in 2019 unless extended or renewed. In connection with an internal reorganization by the Company during 2017, we no longer operate under this tax ruling. The European Commission (“EC”) has initiated investigations into several EU member states, including Luxembourg, to determine whether these EU member states have provided tax advantages to companies pursuant to tax rulings or otherwise on a basis not allowed by the EU. While the EC’s investigations continue, it has concluded that certain companies in certain EU member states, including Luxembourg, have been provided such tax advantages. The EC is requiring these EU member states to recover from certain companies the prior year tax benefits they received.
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Risks Relating to Regulation
Our business and the business of our customers are subject to extensive scrutiny and legal requirements. We, or our services, may fail or be perceived as failing to comply with applicable legal requirements.
Our business and the business of our customers are subject to extensive scrutiny and regulation by federal, state and local governmental authorities including the FTC, the CFPB, the SEC, HUD and state and local agencies, including those which license or oversee certain of our auction, real estate brokerage, mortgage services, trustee services, residential mortgage origination services and insurance services.services, as well as collection and use of personal information. We also must comply with a number of federal, state and local consumer protection laws including, among others, the laws and regulations listed in the Government Regulation section of Item 1 of Part I, “Business” above.laws. We are also subject to various foreign laws and regulations based on our operations or the location of our affiliates as well, including those pertaining to data protection, such as the GDPR. These foreign, federal, state and local requirements can and do change as statutes and regulations are enacted, promulgated or amended. Furthermore, the interpretation or enforcement by regulatory authorities of these requirements may change over time or may not be predictable or consistent with our interpretations or expectations. The creation of new regulatory authorities or changes in the regulatory authorities overseeing applicable laws and regulations may also result in changing interpretation or enforcement of such laws or regulations.
If governmental authorities impose new or more restrictive requirements or enhanced oversight related to our services or operations, we may be required to increase or decrease our prices, modify our contracts or course of dealing and/or we may incur significant additional costs to comply with such requirements. Additionally, we may be unable to adapt our services or operations to conform to the new laws and regulations.
Periodically, we are subject to audits and examinations by federal, state and local governmental authorities and receive subpoenas, civil investigative demands or other requests for information from such governmental authorities in connection with their regulatory or investigative authority. Responding to audits, examinations and inquiries will cause us to incur costs, including legal fees or other charges, which may be material in amount, and in addition, may result in management distraction or may cause us to modify or terminate certain services we currently offer. If any such audits, examinations or inquiries result
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in allegations or findings of non-compliance, we could incur significant penalties, fines, settlements, costs and consent orders that may curtail, restrict or otherwise have an adverse effect on our business.
Regulatory inquiries or determinations of failures to comply with applicable requirements could increase our costs and expose us to sanctions which could include limitations on our ability to provide services, or otherwise reduce demand for our services. Furthermore, even if we believe we comply with applicable laws and regulations, we may choose to settle such allegations in order to avoid the potentially significant costs of defending such allegations and to further avoid the risk of increased damages if we ultimately were to receive an unfavorable outcome, but such settlements may also result in further claims or create issues for existing and potential customers. Such settlements and additional actions could increase costs, place limitations on our services, and result in a reduction in demand.
From time to time, we may be subject to costly and time-consuming regulatory or legal proceedings that claim legal violations or wrongful conduct, including claims for violations of consumer protection laws, laws concerning PI or third partythird-party intellectual property rights. These proceedings may involve regulators, customers, our customers’ clients, vendors, competitors, third parties or other large groups of plaintiffs and, if resulting in findings of violations, could result in substantial damages or indemnification obligations. Additionally, we may be forced to settle some claims and change our existing practices, services processes or technologies that are currently revenue generating. Certain regulations to which we are subject provide for potentially significant penalties such that even if we believe we have no liability for the alleged regulatory or legal violations or wrongful conduct, we may choose to settle such regulatory or legal proceedings in order to avoid the potentially significant costs of defending such allegations and to further avoid the risk of increased damages if we ultimately were to receive an unfavorable outcome; however, such settlements may also result in further claims or create issues for existing and potential customers. Such proceedings and settlement could increase our costs and expose us to sanctions, including limitations on our ability to provide services, or otherwise reduce demand for our services.
Failure to comply with US sanctions, including blocking certain activities in Sanctioned Countries, could expose us to penalties and other adverse consequences.
Our business activities may be subject to U.S. sanctions laws administered and maintained by the US government, including restrictions or prohibitions on transactions with, or on dealing in funds transfers to/ from certain embargoed jurisdictions (currently, Iran, North Korea, Syria, Cuba, and the Crimea, so-called- Donetsk People’s Republic, and so-called Luhansk People’s Republic regions of Ukraine). We have recently implemented internet protocol (“IP”) address blocking and screening mechanisms to promote compliance with US sanctions rules and regulations, although the blocking and screening mechanisms may not be able to completely block all unwanted IP access. A determination that we have failed to comply with US sanctions,
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whether knowingly or inadvertently, could result in the imposition of substantial penalties, including enforcement actions, fines, and civil and/or criminal penalties, and may adversely affect our business.
If we fail to timely make required disclosure filings with the U.S. Department of Treasury Financial Crimes Enforcement Network, we could be subject to fines and penalties.
We operate as a title insurance agent through one or more subsidiaries. As a title insurance agent, we are contractually required by insurance underwriters to make Financial Crimes Enforcement Network Currency Transaction Report filings with the U.S. Department of the Treasury in connection with cash real estate transactions in specified United States jurisdictions which satisfy certain requirements (the “Filing Requirements”). Filings pursuant to the Filing Requirements must be made within a specified time period after a subject transaction closes and must be accompanied by certain information concerning the applicable transaction. If our procedures fail to identify transactions which are subject to the Filing Requirements, or if we fail to make required filings or fail to provide the required transaction information, we could be subject to civil, criminal and monetary penalties. The failure to satisfy the Filing Requirements could also cause us to be in breach of our agreements with the title insurance underwriter and could subject us to liability and lead to termination of such agreements.
We are subject to licensing and regulation as a provider of certain services. If we fail to maintain our licenses or if our licenses are suspended or terminated, we may not be able to provide certain of our services. In addition, the lack of certain licenses in one or more jurisdictions could cause us to breach applicable contracts.
We are required to have and maintain licenses as a provider of certain product and services including, among others, services as a residential mortgage origination underwriter, valuation provider, appraisal management company, asset manager, property manager, title insurance agent, insurance broker and underwriter, real estate broker, auctioneer, and foreclosure trustee and credit report provider in a number of jurisdictions. Our employees and subsidiaries may be required to be licensed by various state or regulatory commissions or bodies for the particular type of product or service provided and to participate in regular continuing education programs. If one or more of our licenses are lost, revoked, expire or limited, or if we fail to maintain or otherwise surrender one or more such license, we may be prohibited from doing business in certain markets. Further, certain of our agreements require that we possess and maintain certain licenses. The failure to hold such licenses may result in us breaching certain agreements, which could cause us to be subject to claims for damages, termination of applicable agreements or unable to obtain inputs required for certain of our services.
A violation by our customers of applicable legal requirements in the selection or use of our services could generate legal liability for us.
Certain of our services are provided at the direction and pursuant to the identified requirements of our customers, including property preservation, inspection, title, valuations, brokerage, auction, foreclosure and eviction services that are triggered by information provided by our customers. The failure of our customers to properly identify or account for regulatory requirements applicable to the use of our services, in selecting appropriate services for the intended purposes, or in specifying how services are rendered could expose us to significant penalties, fines, litigation, settlements, costs and consent orders.
Certain of our customers are subject to governmental oversight, regulations, orders, judgments or settlements which may impose certain obligations and limitations on their use of our services.
Participants in the industries in which we operate are subject to a high level of oversight and regulation. The failure of our services to meet applicable legal requirements could subject us to civil and criminal liability, loss of licensure, damage to our reputation, significant penalties, fines, settlements, adverse publicity, litigation, including class action lawsuits or administrative enforcement actions, costs and consent orders against us or our customers that may curtail or restrict our business as it is currently conducted. Such failures could also cause customers to reduce or cease using our services.
Certain of our customers are subject to vendor oversight requirements. As such, we are subject to oversight by our customers. If we do not meet the standards established by or imposed upon our customers, regulators allege that products or services provided by Altisource fail to meet applicable legal requirements, or if any other oversight procedures result in a negative outcome for Altisource, we may lose customers, may no longer be granted referrals for certain services, or may have to conform our business to address these standards.
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The tax regulations, and the interpretation thereof, in the countries, states and local jurisdictions in which we operate periodically change, which may adversely affect our results due to higher taxes, interest and penalties, or our inability to utilize tax credits available to us.
Certain of our subsidiaries provide services in the United States and several other countries. Those jurisdictions are subject to changing tax environments, which may result in higher operating expenses or taxes and which may introduce uncertainty as to
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the application of tax laws and regulations to our operations. Furthermore, we may determine that we owe additional taxes or may be required to pay taxes for services provided in prior periods as interpretations of tax laws and regulations are clarified or revised. Changes in laws concerning sales tax, gross recipient tax, dividends, retained earnings, application of operating or other losses, and intercompany transactions and loans, among others, could impact us. We may not be able to raise our prices to customers or pass-through such taxes to our customers or vendors in response to changes, which could adversely affect our results of operations. If we fail to accurately anticipate or apply tax laws and regulations to our operations, we could be subject to liabilities and penalties. We may be unable to take advantage of operating losses or other tax credits to the full extent available or at all due to changes in tax regulations or our results of operations.
Our operations and intercompany arrangements are subject to the tax laws of various jurisdictions, and we could be obligated to pay additional taxes, which would harm our results of operations.
We conduct our operations in several countries, states and local jurisdictions and may be required to report our taxable income in various jurisdictions worldwide based upon our business operations in those jurisdictions. Our intercompany relationships are subject to complex transfer pricing regulations administered by taxing authorities in various jurisdictions. The amount of taxes paid in different jurisdictions may depend on the application of the tax laws of the various jurisdictions to our business activities, changes in tax rates, new or revised tax laws or interpretations of existing tax laws and policies, and our ability to operate our business in a manner consistent with our corporate structure and intercompany arrangements. The relevant taxing authorities may disagree with our determinations as to the income and expenses attributable to specific jurisdictions. If such a disagreement were to occur, and our position was not sustained, we could be required to pay additional taxes, interest and penalties, which could result in one-time tax charges, higher effective tax rates, reduced cash flows and lower overall profitability of our operations.
We are subject to income, withholding, transaction and other taxes in numerous jurisdictions. Significant judgment will be required in evaluating our tax positions and our worldwide provision for taxes. During the ordinary course of our business, there are many activities and transactions for which the ultimate tax determination may be uncertain. We may be audited in various jurisdictions, and such jurisdictions may assess additional taxes, sales taxes and value added taxes against it. Even if we believe our tax estimates are reasonable, the final determination of any tax audits or litigation could be materially different from our historical tax provisions and accruals, which could have an adverse effect on our results of operations or cash flows in the period or periods for which a determination is made.
ITEM 1B.    UNRESOLVED STAFF COMMENTS
None.
ITEM 2.    PROPERTIES
Our principal executive offices are located in leased office space in Luxembourg, Grand Duchy of Luxembourg. Our principal leased offices in other countries as of December 31, 20202022 include fourthree offices in the United States and one office each in India and Uruguay.
We do not own any office facilities. We consider these facilities to be suitable and currently adequate for the management and operations of our businesses.
ITEM 3.    LEGAL PROCEEDINGS
Litigation
We are currently involved in legal actions in the course of our business, some of which seek monetary damages. We do not believe that the outcome of these proceedings, both individually and in the aggregate, will have a material impact on our financial condition, results of operations or cash flows.
Regulatory Matters
Periodically, we are subject to audits, examinations and investigations by federal, state and local governmental authorities and receive subpoenas, civil investigative demands or other requests for information from such governmental authorities in connection with their regulatory or investigative authority. We are currently responding to such inquiries from governmental authorities relating to certain aspects of our business. We believe it is premature to predict the potential outcome or to estimate any potential financial impact in connection with these inquiries.
Our businesses are also subject to extensive regulation which may result in regulatory proceedings or actions against us. For further information, see Item 1A of Part I, “Risk Factors” above and Note 2522 to the consolidated financial statements.
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ITEM 4.    MINE SAFETY DISCLOSURES
Not applicable.
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PART II
ITEM 5.    MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information
Our common stock is listed on the NASDAQ Global Select Market under the symbol “ASPS.”
The number of holders of record of our common stock as of March 5, 202124, 2023 was 336.300. We believe the number of beneficial shareholders is substantially greater than the number of holders as a large portion of our common stock is held through brokerage firms.
Dividends
We have not historically declared or paid cash dividends on our common stock, but may declare dividends in the future. Under Luxembourg law, shareholders need to approve certain dividends. Such approval typically occurs during a company’s annual meeting of shareholders. Luxembourg law imposes limits on our ability to pay dividends based on annual net income and net income carried forward, less any amounts placed in reserve. The provisions of our senior secured term loan agreement, as amended, also limit our ability to pay dividends.
Stock Performance Graph
The graph below compares the cumulative total stockholder return on our common stock with the cumulative total return on the S&P 500 Index and the NASDAQ Composite Index for the five year period ending on December 31, 2020. The graph assumes an investment of $100 at the beginning of this period. The comparisons in the graph below are based upon historical data and are not indicative of, nor intended to forecast, future performance of our common stock.
asps-20201231_g1.jpg
12/31/156/30/1612/31/166/30/1712/31/176/30/1812/31/186/30/1912/31/196/30/2012/31/20
Altisource$100.00 $100.11 $95.61 $78.46 $100.68 $104.89 $80.87 $70.69 $69.51 $53.00 $46.31 
S&P 500 Index100.00 102.69 109.54 118.57 130.81 133.00 122.65 143.93 158.07 151.68 183.77 
NASDAQ Composite Index100.00 96.71 107.50 122.63 137.86 149.98 132.51 159.89 179.19 200.88 257.38 
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Securities Authorized for Issuance under Equity Compensation Plans
The information required by this item is incorporated herein by reference to our definitive proxy statement in connection with our 20212023 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
Issuer Purchases of Equity Securities
On May 15, 2018, our shareholders approved the renewal and replacement of the share repurchase program previously approved by the shareholders on May 17, 2017. Under the program, we are authorized to purchase up to 4.3 million shares of our common stock, based on a limit of 25% of the outstanding shares of common stock on the date of approval, at a minimum price of $1.00 per share and a maximum price of $500.00 per share, for a period of five years from the date of approval. As of December 31, 2020,2022, approximately 2.4 million shares of common stock remain available for repurchase under the program. There were no purchases of shares of common stock during the yearyears ended December 31, 2020. We purchased 1.0 million shares at an average price of $20.33 per share during the year ended December 31, 20192022 and 1.6 million shares at an average price of $25.53 per share during the year ended December 31, 2018.2021. Luxembourg law limits share repurchases to the balance of Altisource Portfolio Solutions S.A. (unconsolidated parent company) retained earnings, less the value of shares repurchased. As of December 31, 2020,2022, we can repurchase up to approximately $91$69 million of our common stock under Luxembourg law. OurUnder the Amended Credit Agreement, also limits the amount we can spend on share repurchases, which limit was approximately $430 million as of December 31, 2020, and may prevent repurchases in certain circumstances, including if our leverage ratio exceeds 3.50are not permitted to 1.00. Our leverage ratio exceeded 3.50 to 1.00 during the year ended December 31, 2020.repurchase shares except for limited circumstances.
ITEM 6.[Reserved]
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ITEM 6.SELECTED FINANCIAL DATA
The selected financial data as of and for the years ended December 31, 2020, 2019, 2018, 2017 and 2016 has been derived from our audited consolidated financial statements. The historical results may not be indicative of our future performance.
The selected consolidated financial data should be read in conjunction with the information contained in Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and notes thereto in Item 8 of Part II, “Financial Statements and Supplementary Data.”
For the years ended December 31,
(in thousands, except per share data)20202019201820172016
Revenue$365,547 $648,651 $838,202 $942,213 $997,303 
Cost of revenue305,194 493,256 622,165 699,865 690,045 
Gross profit60,353 155,395 216,037 242,348 307,258 
Operating expenses (income):
Selling, general and administrative expenses92,736 141,076 175,670 192,642 214,155 
Gain on sale of businesses— (17,814)(13,688)— — 
Restructuring charges11,972 14,080 11,560 — — 
Litigation settlement loss, net of $4,000 insurance recovery— — — — 28,000 
(Loss) income from operations(44,355)18,053 42,495 49,706 65,103 
Other income (expense), net:
Interest expense(17,730)(21,393)(26,254)(22,253)(24,412)
Unrealized gain (loss) on investment in equity securities(1)
4,004 14,431 (12,972)— — 
Other income (expense), net375 1,348 (1,870)7,922 3,630 
Total other income (expense), net(13,351)(5,614)(41,096)(14,331)(20,782)
(Loss) income before income taxes and non-controlling interests(57,706)12,439 1,399 35,375 44,321 
Income tax (provision) benefit(8,609)(318,296)(4,098)276,256 (12,935)
Net (loss) income(66,315)(305,857)(2,699)311,631 31,386 
Net income attributable to non-controlling interests(841)(2,112)(2,683)(2,740)(2,693)
Net (loss) income attributable to Altisource$(67,156)$(307,969)$(5,382)$308,891 $28,693 
(Loss) income per share:
Basic$(4.31)$(19.26)$(0.32)$16.99 $1.53 
Diluted$(4.31)$(19.26)$(0.32)$16.53 $1.46 
Weighted average shares outstanding:
Basic15,598 15,991 17,073 18,183 18,696 
Diluted15,598 15,991 17,073 18,692 19,612 
Outstanding shares (at December 31)15,664 15,454 16,276 17,418 18,774 
Non-GAAP Financial Measures(2)
Adjusted net (loss) income attributable to Altisource$(29,121)$21,802 $42,609 $55,617 $94,884 
Adjusted diluted (loss) earnings per share$(1.87)$1.34 $2.43 $2.98 $4.84 
Adjusted EBITDA$10,243 $70,800 $118,279 $130,687 $184,501 

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December 31,
(in thousands)20202019201820172016
Cash and cash equivalents$58,263 $82,741 $58,294 $105,006 $149,294 
Investment in equity securities— 42,618 36,181 49,153 45,754 
Accounts receivable, net22,413 43,615 36,466 52,740 87,821 
Short-term investments in real estate— — 39,873 29,405 13,025 
Premises and equipment, net11,894 24,526 45,631 73,273 103,473 
Goodwill73,849 73,849 81,387 86,283 86,283 
Intangible assets, net46,326 61,046 91,653 120,065 155,432 
Total assets265,685 394,256 741,700 865,164 689,212 
Long-term debt (including current portion)242,656 287,882 331,476 409,281 473,545 
Total liabilities348,241 415,613 445,032 525,179 627,018 
Net debt less investment in equity securities(2)
188,941 168,467 244,347 259,422 284,605 
_________________________
(1)Effective January 1, 2018, mark-to-market adjustments of our investment in equity securities are reflected in our results of operations in connection with the adoption of a new accounting principle (previously reflected in comprehensive income).
(2)    These are non-GAAP measures that are defined and reconciled to the corresponding GAAP measures on pages 28 to 33.
Significant events affecting our historical earnings trends from 2018 through 2020, are described in Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
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NON-GAAP MEASURES
Adjusted net (loss) income attributable to Altisource, adjusted diluted (loss) earnings per share, adjusted earnings before interest, taxes depreciation and amortization (“Adjusted EBITDA”) and net debt less investment in equity securities, which are presented elsewhere in this Annual Report on Form 10-K, are non-GAAP measures used by management, existing shareholders, potential shareholders and other users of our financial information to measure Altisource’s performance. These measures do not purport to be alternatives to net (loss) income attributable to Altisource, diluted (loss) earnings per share and long-term debt, including current portion, as measures of Altisource’s performance. We believe these measures are useful to management, existing shareholders, potential shareholders and other users of our financial information in evaluating operating profitability and cash flow generation more on the basis of continuing cost and cash flows as they exclude amortization expense related to acquisitions that occurred in prior periods and non-cash share-based compensation expense and/or depreciation expense, financing expense and income taxes, as well as the effect of more significant non-operational items from earnings and long-term debt net of cash on-hand and investment in equity securities. We believe these measures are also useful in evaluating the effectiveness of our operations and underlying business trends in a manner that is consistent with management’s evaluation of business performance. Furthermore, we believe the exclusion of more significant non-operational items enables comparability to prior period performance and trend analysis.
It is management’s intent to provide non-GAAP financial information to enhance the understanding of Altisource’s GAAP financial information, and it should be considered by the reader in addition to, but not instead of, the financial statements prepared in accordance with GAAP. Each non-GAAP financial measure is presented along with the corresponding GAAP measure so as not to imply that more emphasis should be placed on the non-GAAP measure. The non-GAAP financial information presented may be determined or calculated differently by other companies. The non-GAAP financial information should not be unduly relied upon.
Adjusted net (loss) income attributable to Altisource is calculated by removing intangible asset amortization expense (net of tax), share-based compensation expense (net of tax), restructuring charges (net of tax), Pointillist losses (net of tax), unrealized gain (loss) on investment in equity securities (net of tax), third quarter 2020 cost saving initiatives (net of tax), loss on BRS portfolio sale (net of tax), gain on sale of businesses (net of tax), sales tax net accrual (reimbursements) (net of tax), goodwill and intangible and other assets write-off from business exits (net of tax), write-off of net discount and debt issuance costs from debt refinancing (net of tax), litigation settlement loss, net of insurance recovery (net of tax) and certain income tax related items relating to adjustments to foreign income tax reserves, the Luxembourg deferred tax asset from the Luxembourg subsidiary merger in 2017 and increase in the valuation allowance in 2019 and income tax rate changes in Luxembourg, India and the United States from net (loss) income attributable to Altisource. Adjusted diluted (loss) earnings per share is calculated by dividing net (loss) income attributable to Altisource after removing intangible asset amortization expense (net of tax), share-based compensation expense (net of tax), restructuring charges (net of tax), Pointillist losses (net of tax), unrealized gain (loss) on investment in equity securities (net of tax), third quarter 2020 cost saving initiatives (net of tax), loss on BRS portfolio sale (net of tax), gain on sale of businesses (net of tax), sales tax net accrual (reimbursements) (net of tax), goodwill and intangible and other assets write-off from business exits (net of tax), write-off of net discount and debt issuance costs from debt refinancing (net of tax), litigation settlement loss, net of insurance recovery (net of tax) and certain income tax related items described above by the weighted average number of diluted shares. Adjusted EBITDA is calculated by removing the income tax (provision) benefit, interest expense (net of interest income), depreciation and amortization, intangible asset amortization expense, share-based compensation expense, restructuring charges, Pointillist losses, unrealized gain (loss) on investment in equity securities, third quarter 2020 cost savings initiatives, loss on BRS portfolio sale, sales tax net accrual (reimbursements), goodwill and intangible and other assets write-off from business exits, write-off of net discount and debt issuance costs from debt refinancing, and litigation settlement loss, net of insurance recovery from net (loss) income attributable to Altisource. Net debt less investment in equity securities is calculated as long-term debt, including current portion, less cash and cash equivalents and investment in equity securities.
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Reconciliations of the non-GAAP measures to the corresponding GAAP measures are set forth in the following tables:
For the years ended December 31,
(in thousands, except per share data)20202019201820172016
Net (loss) income attributable to Altisource$(67,156)$(307,969)$(5,382)$308,891 $28,693 
Intangible asset amortization expense, net of tax14,650 14,277 19,905 27,523 36,819 
Share-based compensation expense, net of tax6,939 8,913 7,141 3,311 4,789 
Restructuring charges, net of tax10,586 10,666 8,966 — — 
Pointillist losses, net of tax8,914 — — — — 
Unrealized (gain) loss on investment in equity securities, net of tax(4,004)(10,832)9,598 — — 
Third quarter 2020 cost savings initiatives, net of tax565 — — — — 
Loss on BRS portfolio sale, net of tax— 1,405 — — — 
Gain on sale of businesses, net of tax— (10,642)(9,341)— — 
Sales tax net accrual (reimbursement), net of tax(2,677)233 4,608 — — 
Goodwill and intangible and other assets write-off from business exits, net of tax— 4,578 1,953 — — 
Write-off of net discount and debt issuance costs from debt refinancing, net of tax— — 3,232 — — 
Certain income tax related items, net3,062 311,173 1,588 (284,108)— 
Net litigation settlement loss, net of tax— — 341 — 24,583 
Adjusted net (loss) income attributable to Altisource$(29,121)$21,802 $42,609 $55,617 $94,884 
Diluted (loss) earnings per share$(4.31)$(19.26)$(0.32)$16.53 $1.46 
Impact of using diluted share count instead of basic share count for a loss per share— 0.34 0.01 — — 
Intangible asset amortization expense, net of tax, per diluted share0.94 0.88 1.14 1.47 1.88 
Share-based compensation expense, net of tax, per diluted share0.44 0.55 0.41 0.18 0.24 
Restructuring charges, net of tax, per diluted share0.68 0.66 0.51 — — 
Pointillist losses, net of tax, per diluted share0.57 — — — — 
Unrealized (gain) loss on investment in equity securities, net of tax, per diluted share(0.26)(0.67)0.55 — — 
Third quarter 2020 cost savings initiatives, net of tax, per diluted share0.04 — — — — 
Loss on BRS portfolio sale, net of tax, per diluted share— 0.09 — — — 
Gain on sale of businesses, net of tax, per diluted share— (0.65)(0.53)— — 
Sales tax net accrual (reimbursement) net of tax, per diluted share(0.17)0.01 0.26 — — 
Goodwill and intangible and other assets write-off from business exits, net of tax, per diluted share— 0.28 0.11 — — 
Write-off of net discount and debt issuance costs from debt refinancing, net of tax, per diluted share— — 0.18 — — 
Certain income tax related items, net, per diluted share0.20 19.12 0.09 (15.20)— 
Net litigation settlement loss, net of tax, per diluted share— — 0.02 — 1.25 
Adjusted diluted (loss) earnings per share$(1.87)$1.34 $2.43 $2.98 $4.84 
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For the years ended December 31,
(in thousands, except per share data)20202019201820172016
Calculation of the impact of intangible asset amortization expense, net of tax
Intangible asset amortization expense$14,720 $19,021 $28,412 $35,367 $47,576 
Tax benefit from intangible asset amortization(70)(4,744)(8,507)(7,844)(10,757)
Intangible asset amortization expense, net of tax14,650 14,277 19,905 27,523 36,819 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Intangible asset amortization expense, net of tax, per diluted share$0.94 $0.88 $1.14 $1.47 $1.88 
Calculation of the impact of share-based compensation expense, net of tax
Share-based compensation expense$7,804 $11,874 $10,192 $4,255 $6,188 
Tax benefit from share-based compensation expense(865)(2,961)(3,051)(944)(1,399)
Share-based compensation expense, net of tax6,939 8,913 7,141 3,311 4,789 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Share-based compensation expense, net of tax, per diluted share$0.44 $0.55 $0.41 $0.18 $0.24 
Calculation of the impact of restructuring charges, net of tax
Restructuring charges$11,972 $14,080 $11,560 $— $— 
Tax benefit from restructuring charges(1,386)(3,414)(2,594)— — 
Restructuring charges, net of tax10,586 10,666 8,966 — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Restructuring charges, net of tax, per diluted share$0.68 $0.66 $0.51 $— $— 
Calculation of the impact of Pointillist losses, net of tax
Pointillist losses$7,999 $— $— $— $— 
Tax provision from Pointillist losses915 — — — — 
Pointillist losses, net of tax8,914 — — — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Pointillist losses, net of tax, per diluted share$0.57 $— $— $— $— 
Calculation of the impact of the unrealized (gain) loss on investment in equity securities, net of tax
Unrealized (gain) loss on investment in equity securities$(4,004)$(14,431)$12,972 $— $— 
Tax provision (benefit) from the unrealized (gain) loss on investment in equity securities— 3,599 (3,374)— — 
Unrealized (gain) loss on investment in equity securities, net of tax(4,004)(10,832)9,598 — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Unrealized (gain) loss on investment in equity securities, net of tax, per diluted share$(0.26)$(0.67)$0.55 $— $— 
Calculation of the impact of third quarter 2020 cost savings initiatives, net of tax
Third quarter 2020 cost savings initiatives$697 $— $— $— $— 
Tax benefit from third quarter 2020 cost savings initiatives(132)— — — — 
Third quarter 2020 cost savings initiatives, net of tax565 — — — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Third quarter 2020 cost savings initiatives, net of tax, per diluted share$0.04 $— $— $— $— 
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For the years ended December 31,
(in thousands, except per share data)20202019201820172016
Calculation of the impact of loss on BRS portfolio sale, net of tax
Loss on BRS portfolio sale$— $1,770 $— $— $— 
Tax benefit from loss on BRS portfolio sale— (365)— — — 
Loss on BRS portfolio sale, net of tax— 1,405 — — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Loss on BRS portfolio sale, net of tax, per diluted share$— $0.09 $— $— $— 
Calculation of the impact of gain on sale of businesses, net of tax
Gain on sale of businesses$— $(17,814)$(13,688)$— $— 
Tax provision from gain on sale of businesses— 7,172 4,347 — — 
Gain on sale of businesses, net of tax— (10,642)(9,341)— — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Gain on sale of businesses, net of tax, per diluted share$— $(0.65)$(0.53)$— $— 
Calculation of the impact of sales tax net accrual (reimbursement), net of tax
Sales tax net accrual (reimbursement)$(2,677)$311 $6,228 $— $— 
Tax benefit from sales tax net accrual (reimbursement)— (78)(1,620)— — 
Sales tax net accrual (reimbursement), net of tax(2,677)233 4,608 — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Sales tax net accrual (reimbursement) net of tax, per diluted share$(0.17)$0.01 $0.26 $— $— 
Calculation of the impact of goodwill and intangible and other assets write-off from business exits, net of tax
Goodwill and intangible and other assets write-off from business exits$— $6,102 $2,640 $— $— 
Tax benefit from goodwill and intangible and other assets write-off from business exits— (1,524)(687)— — 
Goodwill and intangible and other assets write-off from business exits, net of tax— 4,578 1,953 — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Goodwill and intangible and other assets write-off from business exits, net of tax, per diluted share$— $0.28 $0.11 $— $— 
Calculation of the impact of the write-off of net discount and debt issuance costs from debt refinancing, net of tax
Write-off of net discount and debt issuance costs from debt refinancing$— $— $4,434 $— $— 
Tax benefit from the write-off of net discount and debt issuance costs from debt refinancing— — (1,202)— — 
Write-off of net discount and debt issuance costs from debt refinancing, net of tax— — 3,232 — — 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Write-off of net discount and debt issuance costs from debt refinancing, net of tax, per diluted share$— $— $0.18 $— $— 
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For the years ended December 31,
(in thousands, except per share data)20202019201820172016
Certain income tax related items resulting from:
Luxembourg deferred tax valuation allowance and Luxembourg subsidiaries merger, net$— $291,484 $— $(300,908)$— 
Income tax rate changes1,384 14,040 — 6,270 — 
Foreign income tax reserves1,678 5,649 1,588 10,530 — 
Certain income tax related items, net3,062 311,173 1,588 (284,108)— 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Certain income tax related items, net, per diluted share$0.20 $19.12 $0.09 $(15.20)$— 
Calculation of the impact of net litigation settlement loss, net of tax
Net litigation settlement loss$— $— $500 $— $28,000 
Tax benefit from net litigation settlement loss— — (159)— (3,417)
Net litigation settlement loss, net of tax— — 341 — 24,583 
Diluted share count15,598 16,277 17,523 18,692 19,612 
Net litigation settlement loss, net of tax, per diluted share$— $— $0.02 $— $1.25 
Net (loss) income attributable to Altisource$(67,156)$(307,969)$(5,382)$308,891 $28,693 
Income tax provision (benefit)8,609 318,296 4,098 (276,256)12,935 
Interest expense (net of interest income)17,616 21,051 25,514 21,983 24,321 
Depreciation and amortization14,890 18,509 30,799 36,447 36,788 
Intangible asset amortization expense14,720 19,021 28,412 35,367 47,576 
Share-based compensation expense7,804 11,874 10,192 4,255 6,188 
Restructuring charges11,972 14,080 11,560 — — 
Pointillist losses7,772 — — — — 
Unrealized (gain) loss on investment in equity securities(4,004)(14,431)12,972 — — 
Third quarter 2020 cost savings initiatives697 — — — — 
Loss on BRS portfolio sale— 1,770 — — — 
Gain on sale of businesses— (17,814)(13,688)— — 
Sales tax net accrual (reimbursement)(2,677)311 6,228 — — 
Goodwill and intangible and other assets write-off from business exits— 6,102 2,640 — — 
Write-off of net discount and debt issuance costs from debt refinancing— — 4,434 — — 
Net litigation settlement loss— — 500 — 28,000 
Adjusted EBITDA$10,243 $70,800 $118,279 $130,687 $184,501 
December 31,
20202019201820172016
Senior secured term loan$247,204 $293,826 $338,822 $413,581 $479,653 
Less: Cash and cash equivalents(58,263)(82,741)(58,294)(105,006)(149,294)
Less: Investment in equity securities— (42,618)(36,181)(49,153)(45,754)
Net debt less investment in equity securities$188,941 $168,467 $244,347 $259,422 $284,605 
____________________________________
Note: Amounts may not add to the total due to rounding.
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ITEM 7.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management’s discussion and analysis of financial condition and results of operations (“MD&A”) is a supplement to the accompanying consolidated financial statements and is intended to provide a reader of our financial statements with a narrative from the perspective of management on our businesses, current developments, financial condition, results of operations and liquidity. Significant sections of the MD&A are as follows:
Overview. This section, beginning below, provides a description of recent developments we believe are important in understanding our results of operations and financial condition as well as understanding anticipated future trends. It also provides a brief description of significant transactions and events that affect the comparability of financial results and a discussion of the progress being made on our strategic initiatives.
Consolidated Results of Operations. This section, beginning on page 45,35, provides an analysis of our consolidated results of operations for the threetwo years ended December 31, 2020.2022 and 2021.
Segment Results of Operations. This section, beginning on page 39, provides analysis of our business segments’ results of operations for the years ended December 31, 2022 and 2021.
Liquidity and Capital Resources. This section, beginning on page 51,46, provides an analysis of our cash flows for the threetwo years ended December 31, 2020.2022 and 2021. We also discuss restrictions on cash movements, future commitments and capital resources.
Critical Accounting Policies, Estimates and Recent Accounting Pronouncements. This section, beginning on page 53,49, identifies those accounting principles we believe are most important to our financial results and that require significant judgment and estimates on the part of management in application. We provide all of our significant accounting policies in Note 2 to the accompanying consolidated financial statements.
Other Matters. This section, beginning on page 56,51, provides a discussion of off-balance sheet arrangements to the extent they exist. In addition, we provide a tabular discussion of contractual obligations, discuss any significant commitments or contingencies and customer concentration.
OVERVIEW
Our Business
We are 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.
TheEffective January 1, 2022, our reportable segments changed as a result of a change in the way our Chief Executive Officer (our chief operating decision maker) manages our businesses, allocates resources and evaluates performance, and the related changes in our internal organization. We now report our operations through two reportable segments: Servicer and Real Estate and Origination. In addition, we report Corporate and Others separately. Prior to the January 1, 2022 change in reportable segments, the Company operatesoperated with one reportable segment (total Company). Prior year comparable period segment disclosures have been restated to conform to the current year presentation.
The Servicer and Real Estate segment provides loan servicers and real estate investors with solutions and technologies that span the mortgage and real estate lifecycle. Within the Servicer and Real Estate segment we provide:
Solutions
Our Solutions business includes property preservation and inspection services, title insurance (as an agent) and settlement services, real estate valuation services, foreclosure trustee services, and residential and commercial construction inspection and risk mitigation services.
Marketplace
Our Marketplace business includes the Hubzu online real estate auction platform and real estate auction, real estate brokerage and asset management services.
Technology and SaaS Products
Our Technology and SaaS Products business includes Equator (a SaaS-based technology to manage REO, short sales, foreclosure, bankruptcy and eviction processes), Vendorly Invoice (a vendor invoicing and payment system),
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RentRange (a single family rental data, analytics and rent-based valuation solution), REALSynergy (a commercial loan servicing platform), and NestRange (an automated valuation model and analytics solution).
The Origination segment provides originators with solutions and technologies that span the mortgage origination lifecycle. Within the Origination segment we provide:
Solutions
Our Solutions business includes title insurance (as an agent) and settlement services, real estate valuation services, and loan fulfillment, certification and certification insurance services.
Lenders One
Our Lenders One business includes management services provided to the Best Partners Mortgage Cooperative, Inc., doing business as Lenders One, and certain loan manufacturing and capital markets services provided to the members of the Lenders One cooperative.
Technology and SaaS Products
Our Technology and SaaS Products business includes Vendorly Monitor (a vendor management platform), LOLA (a marketplace to order services and a tool to automate components of the loan manufacturing process), TrelixAI (technology to manage the workflow and automate components of the loan fulfillment, pre and post-close quality control and service transfer processes), ADMS (a document management and data analytics delivery platform), and automated valuation technology.
Corporate and Others includes Pointillist (sold on December 1, 2021), interest expense and costs related to corporate functions including executive, infrastructure and certain technology groups, finance, law, compliance, human resources, vendor management, facilities and risk management.
We classify revenue in three categories: service revenue, revenue from reimbursable expenses and non-controlling interests. In evaluating our performance, we focus on service revenue. Service revenue consists of amounts attributable to our fee-based services and sales of short-term investments in real estate (wound down in 2019).services. Reimbursable expenses and non-controlling interests are pass-through items for which we earn no margin. Reimbursable expenses consist of amounts we incur on behalf of our customers in performing our fee-based services that we pass directly on to our customers without a markup. Non-controlling interests represent the earnings of Lenders One. Lenders One is a mortgage cooperative managed, but not owned, by Altisource. The Lenders One members’ earnings are included in revenue and reduced from net income to arrive at net income attributable to Altisource.
Strategy and Core Businesses
We are focused on becoming the premier provider of mortgage and real estate marketplaces and related servicestechnology enabled solutions to a broad and diversified customer base of residential real estate and loan investors, and servicers, and originators. The real estate and mortgage marketplaces represent very large markets, and we believe our scale and suite of offerings provide us with competitive advantages that could support our growth. As we navigate the COVID-19 pandemic and its impacts on our business, we continue to evaluate our strategy and core businesses and seek to position our businesses to provide long term value to our customers and stakeholders.
Each of our business segments provides Altisource the potential to grow and diversify our customer and revenue base. We believe these business segments address very large markets and directly leverage our core competencies and distinct competitive advantages. Our business segments and strategic initiatives follow:
Servicer and Real Estate:
Through our offerings that support residential real estate and loan investors and servicers, we provide a suite of servicessolutions and technologies intended to meet their growing and evolving needs. We are focused on growing referrals from our existing customer base and attracting new customers to our offerings. We have a customer base that includes GSEs, asset managers, and several large bank and non-bank servicers including Ocwen and NRZ.Rithm. We believe we are one of only a few providers with a broad suite of servicer solutions, nationwide coverage and scalability. Further, we believe we are well positioned to gain market share from existing and new customers in the event delinquency rates rise, or customers and prospectsas they consolidate to larger, full-service providers or outsource services that have historically been performed in-house.
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We also provide services toOrigination:
Through our offerings that support mortgage loan originators (or other similar mortgage market participants) in originating, buying and selling residential mortgages. We, we provide a suite of servicessolutions and technologies to meet the evolving and growing needs of lenders, mortgage purchasers and securitizers. We are focused on growing referralsbusiness from our existing customer base, and attracting new customers to our offerings and developing new offerings. We have a customer base that includes the Lenders One cooperative members, which includes independent mortgage bankers, credit unions, and mid-size and largerbanks, as well as bank and non-bank loan originators. We believe our suite of services, technologies and unique access to the members of the Lenders One mortgage cooperative position us to grow our relationships with our existing customer base by providing additional products, servicesgrowing membership of Lenders One, increasing member adoption of existing solutions and solutions to these customers.developing and cross-selling new offerings. Further, we believe we are well positioned to gain market share from existing and new customers in the event origination volumes rise, oras customers and prospects consolidatelook to larger, full-service providers or outsource services that have historically been performed in-house.Lenders One to help them improve their profitability and better compete.
Our earlier stage business consists ofCorporate and Others includes Pointillist Inc. (“Pointillist”). The(sold on December 1, 2021), interest expense and costs related to corporate functions including executive, infrastructure and certain technology groups, finance, law, compliance, human resources, vendor management, facilities, risk management and eliminations between reportable segments. We developed the Pointillist business was developed by Altisource through our consumer analytics capabilities. We believe the Pointillist business is a potentially disruptive SaaS-based platform which provides unique customer journey analytics at scale and enables customers to engage through our intelligent platform. During 2019, we created Pointillist as a separate legal entity to position it for accelerated growth and outside investment and contributed the Pointillist business and $8.5 million to it. On May 27, 2021, Pointillist is owned by Altisourceissued $1.3 million in principal of convertible notes to related parties with a maturity date of January 1, 2023. The notes bore interest at a rate of 7% per annum. The principal and managementunpaid accrued interest then outstanding under the notes (1) would automatically convert to Pointillist equity at the earlier of the time Pointillist receives proceeds of $5.0 million or more from the sale of its equity or January 1, 2023, or (2) are repaid in cash or converted into Pointillist common stock equity based on a $13.1 million Pointillist valuation (at the Lenders’ option) in the event of a corporate transaction or initial public offering of Pointillist. ManagementOn October 6, 2021, the shareholders of Pointillist, ownsentered into a non-controlling interest representing 12.1%definitive Stock Purchase Agreement to sell all of the outstandingequity interests in Pointillist to Genesys Cloud Services, Inc. (“Genesys”) for $150.0 million. The Purchase Price consisted of (1) an up-front payment of $144.5 million, subject to certain adjustments, (2) $0.5 million deposited into the Working Capital Escrow, with excess amounts remaining after satisfying such deficits (if any) being paid to the sellers, and (3) $5.0 million deposited into an escrow account to satisfy certain Genesys indemnification claims that may arise on or prior to the first anniversary of the sale closing and, at Genesys’ election, any working capital deficits that exceed the Working Capital Escrow, with the balance to be paid to the sellers thereafter. The transaction closed on December 1, 2021 and the notes were converted to Pointillist equity in connection with the transaction. On a fully diluted basis, we owned approximately 69% of the equity of Pointillist. AdditionalAfter working capital and other applicable adjustments, we received approximately $106.0 million from the sale of our Pointillist equity sharesand the collection of Pointillist are available for issuance to managementoutstanding receivables, with $102.2 million received at closing, approximately $0.3 million deposited into the Working Capital Escrow and board members of Pointillist.approximately $3.5 million deposited into the Indemnification Escrow. Altisource has an option, but no ongoing obligation, to participatereceived the Working Capital Escrow in future funding of Pointillist.
We previously reportedMay 2022. The Indemnification Escrow funds have not yet been received. During the results of Owners.com as an earlier stage business. In October 2019,year ended December 31, 2022, the Company announced its plansrecognized a loss of $(0.2) million based on estimated losses from claims expected to wind down and closebe made against the Owners.com business, which was completed byIndemnification Escrow account. During the year ended December 31, 2019.2021, the Company recognized a pre-tax and after-tax gain of $88.9 million from the sale of Pointillist.
COVID-19 Pandemic Impacts
In response to the COVID-19 pandemic, beginning in March 2020, various governmental entities and servicers implemented unprecedented foreclosure and eviction moratoriums, and forbearance programs and loss mitigation measures to help mitigate the impact to borrowers and renters. Additionally, at various times throughout 2020, certain jurisdictions in the United States placed restrictions on non-essential services and travel. As a result of these measures and other related actions, industrywide foreclosure initiations were 84%88% lower for April through December 2020in 2021, compared to 2019, and foreclosure sales were 76% lower. The Federal government’s foreclosure moratorium expired on July 1, 2021 and the sameCFPB’s temporary loss mitigation measures expired on December 31, 2021. Despite the expiration of such governmental measures, we believe servicers are proceeding slowly with foreclosure initiations for borrowers in default. Industrywide foreclosure initiations were 368% higher in 2022 compared to 2021, although still 45% lower than the pre-COVID-19 period in 2019 despite 271% growth2019. Industrywide foreclosure sales were 39% higher in the number of delinquent mortgages in December 20202022 compared to March 2020 (according to data from a recent Black Knight report).2021, although still 67% lower than the pre-COVID-19 period in 2019. The decline in foreclosure initiations resulted inand foreclosure sales throughout the pandemic, partially offset by the restart of the default market, significantly lower REOdecreased default related referrals to Altisource and continues to negatively impactedimpact virtually all of theAltisource’s default related services performed on delinquent loans, loans in foreclosure and REO. With the expectation that the foreclosure and eviction moratoriums will be extended through at least September 2021, we anticipate that default related referrals will remain severely depressed throughout 2021.revenue.
At the same time, to reduce interest rates, the Federal Reserve lowered the target for the federal funds rate to 0% to 0.25% and bought billions of dollars of mortgage backed securities on the secondary market. As a result of the lower interest rate environment, 2020 mortgage originations were 59% higher than 2019 (according to the Mortgage Bankers Association) driving higher demand for origination related services. The higher demand for origination related services is anticipated to continue into 2021.
While weWe cannot predict the duration of the pandemic and future governmental measures, we anticipate that revenue from our default related businesses will continue to be under significant pressure throughout 2021 with referrals being impacted byand industry measures. Based on the extensionexpirations of the Federal government’s foreclosure and eviction moratoriums and forbearance plans,the CFPB’s rules on temporary loss mitigation measures, we believe the demand for our Default business will grow. We estimate that in today’s environment it typically takes on average two years to convert foreclosure initiations to foreclosure sales and Ocwen’s transition of field services, valuationsix months to market and title referrals associated with certain investor's MSRssell the REO. Due to the investor's captive service provider (see Ocwen Related Matters below). Furthermore,this timing, we anticipate that our Marketplacelater stage foreclosure auction and Field Services businessesREO asset management services will continuenot fully benefit from the early 2022 higher foreclosure initiations until late 2023 or early 2024.
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During 2021 and 2022, to be negatively impacted by low REO referrals andaddress lower REO inventory at the beginning of 2021 compared to the beginning of 2020. We further anticipate that our origination related business will continue to experience growth from a strong originations market, new customer wins and, more recently, new product launches. However, due to the relative size of Altisource’s default related businesses compared to its origination related businesses,revenue, we anticipate that Altisource’s total service revenue will decline in 2021 compared to 2020.
To address the lower anticipated revenue, Altisource is workingworked to (1) reduce our cost structure, (2) maintain the infrastructure to deliver default related services for our customer base and support the anticipated surgeincrease in demand following the expiration of the moratoriums and forbearance plans and CFPB’s rules on temporary loss mitigation measures, (3) grow Lenders One membership, launch new solutions and increase customer adoption of our solutions to accelerate the growth of our originations related businesses.
We anticipate that demand for default related services will begin to return in lateorigination business, and (4) generate cash from the 2021 and into 2022. We anticipate that the volumesale of referrals will be significantly higher driven by much higher delinquency rates than before the pandemic began. We currently anticipate that the default related business should stabilize in 2023 when certain post-forbearance plan foreclosures become REO. We further anticipate that our originations related business will continue to grow from new customer wins and product expansion with our originations customers.
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Pointillist.
Share Repurchase Program
On May 15, 2018, our shareholders approved the renewal and replacement of the share repurchase program previously approved by the shareholders on May 17, 2017. Under the program, we are authorized to purchase up to 4.3 million shares of our common stock, based on a limit of 25% of the outstanding shares of common stock on the date of approval, at a minimum price of $1.00 per share and a maximum price of $500.00 per share, for a period of five years from the date of approval. As of December 31, 2020,2022, approximately 2.4 million shares of common stock remain available for repurchase under the program. There were no purchases of shares of common stock during the yearyears ended December 31, 2020. We purchased 1.0 million shares at an average price of $20.33 per share during the year ended December 31, 20192022 and 1.6 million shares at an average price of $25.53 per share during the year ended December 31, 2018.2021. Luxembourg law limits share repurchases to the balance of Altisource Portfolio Solutions S.A. (unconsolidated parent company) retained earnings, less the value of shares repurchased. As of December 31, 2020,2022, we can repurchase up to approximately $91$69 million of our common stock under Luxembourg law. OurUnder the Amended Credit Agreement, also limits the amount we can spend on share repurchases, which limit was approximately $430 million as of December 31, 2020, and may prevent repurchases in certain circumstances, including if our leverage ratio exceeds 3.50are not permitted to 1.00. Our leverage ratio exceeded 3.50 to 1.00 during the year ended December 31, 2020.repurchase shares except for limited circumstances.
Ocwen Related Matters
During the year ended December 31, 2020,2022, Ocwen was our largest customer, accounting for 54%41% of our total revenue. Additionally, 7%6% of our revenue for the year ended December 31, 20202022 was earned on the loan portfolios serviced by Ocwen, when a party other than Ocwen or the MSR owner selected Altisource as the service provider.
Ocwen has disclosed that it is subject to a number of ongoing federal and state regulatory examinations, consent orders, inquiries, subpoenas, civil investigative demands, requests for information and other actions and is subject to pending and threatened legal proceedings, some of which include claims against Ocwen for substantial monetary damages. In addition to monetary damages, various complaints have sought to obtain injunctive relief, consumer redress, refunds, restitution, disgorgement, civil penalties, costs and fees and other relief. Existing or future similar matters could result in, and in some cases, have resulted in, adverse regulatory or other actions against Ocwen. Previous regulatory actions against Ocwen have subjected Ocwen to independent oversight of its operations and placed certain restrictions on its ability to acquire servicing rights. Existing or future similar matters could result in adverse regulatory or other actions against Ocwen. In addition to the above, Ocwen may become subject to future adverse regulatory or other actions.
Ocwen has disclosed that NRZRithm is its largest client. As of December 31, 2020, NRZ MSRs or rights to MSRs relating to2022, approximately 36%17% of loans serviced and subserviced by Ocwen (measured in UPB). In July 2017 and January 2018, Ocwen and NRZ entered into a series of agreements pursuant were related to which the parties agreed, among other things,Rithm MSRs or rights to undertake certain actions to facilitate the transfer from Ocwen to NRZ of Ocwen’s legal title to the Subject MSRs and under which Ocwen will subservice mortgage loans underlying the MSRs for an initial term of five years. NRZ can terminate its sub-servicing agreement with Ocwen in exchange for the payment of a termination fee.MSRs.
The existence or outcome of Ocwen regulatory matters or the termination of the NRZRithm sub-servicing agreement with Ocwen may have significant adverse effects on Ocwen’s business and/or our continuing relationship with Ocwen.business. For example, Ocwen may be required to alter the way it conducts business, including the parties it contracts with for services, it may be required to seek changes to its existing pricing structure with us, it may lose its non-GSE servicing rights or subservicing arrangements or may lose one or more of its state servicing or origination licenses. Additional regulatory actions or adverse financial developments may impose additional restrictions on or require changes in Ocwen’s business that could require it to sell assets or change its business operations. Any or all of these effects and others could result in our eventual loss of Ocwen as a customer or a reduction in the number and/or volume of services they purchase from us or the loss of other customers.
During the second quarter of 2020, Ocwen informed us that an MSR investor instructed Ocwen to use a field services provider other than Altisource on properties associated with certain MSRs. Based upon the impacted portfolios to date and the designated service provider, Altisource believes that Ocwen received these directions from NRZ. We believe Ocwen commenced using another field services provider for these properties in July 2020 and continued to transition services during the third quarter of 2020. We believe that the transition to the replacement field service provider was largely completed as of September 30, 2020. We estimate that $70.1 million, $150.2 million and $171.0 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from Field Services referrals from the NRZ portfolios. Ocwen also communicated to Altisource in the fourth quarter of 2020 that the same investor instructed Ocwen to use a provider for default valuations and certain default title services other than Altisource on properties associated with such certain MSRs and commenced moving these referrals to other service providers in the fourth quarter of 2020. We anticipate that the transition of such default valuations and title services will continue during the course of 2021. We estimate that $18.2 million, $33.2 million and $40.1 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from default valuations and title services referrals from the NRZ portfolios. Altisource believes
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that any action taken by Ocwen to redirect these service referrals breaches Altisource's agreement with Ocwen. We are currently in discussions with Ocwen to address this matter, and have reserved all of our rights with respect to this matter.
To address the reduction in revenue, Altisource is undertaking several measures to further reduce its cost structure and strengthen its operations.
In addition to expected reductions in our revenue from the transition of referrals for default related services previously identified, ifIf any of the following events occurred, Altisource’s revenue could be further significantly reduced and our results of operations could be materially adversely affected, including from the possible impairment or write-off of goodwill, intangible assets, property and equipment, other assets and accounts receivable:
Altisource loses Ocwen as a customer or there is an additionala significant reduction in the volume of services they purchase from us
Ocwen loses, sells or transfers a significant portion of its GSE or Federal Housing Administration servicing rights or subservicing arrangements or remaining non-GSEother servicing rights or subservicing arrangements and Altisource fails to be retained as a service provider
The contractual relationship between Ocwen and NRZRithm changes significantly, including Ocwen’s sub-servicing arrangement with Rithm expiring without renewal, and this change results in a change in our status as a provider of services related to the Subject MSRs
Ocwen loses state servicing licenses in states with a significant number of loans in Ocwen’s servicing portfolio
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The contractual relationship between Ocwen and Altisource changes significantly or there are significant changes to our pricing to Ocwen for services from which we generate material revenue
Altisource otherwise fails to be retained as a service providerprovider.
Management cannot predict whether any of these events will occur or the amount of any impact they may have on Altisource. However, weWe are focused on diversifyingseeking to diversify and growinggrow our revenue and customer base and we have a sales and marketing strategy to support these efforts. Moreover, in the event one or more of these events materially negatively impact Altisource, we believe the variable nature of our cost structure would allow us to realign our cost structure to address some of the impact to revenue and that current liquidity would be sufficient to meet our working capital, capital expenditures, debt service and other cash needs. There can be no assurance that our plans will be successful or our operations will be profitable.
Factors Affecting Comparability
The following items impact the comparability of our results:
The Company’s financial performanceIndustrywide foreclosure initiations were 368% higher in 2022, compared to 2021 (although still 45% lower than the pre-COVID-19 period in 2019), as the foreclosure market is beginning to recover following expiration of the Federal government’s foreclosure moratorium on July 31, 2021 and the CFPB’s temporary loss mitigation measures on December 31, 2021
Industrywide foreclosure sales were 39% higher in 2022, compared to 2021 (although still 67% lower than the same pre-COVID-19 period in 2019)
On December 1, 2021, the equity interests of Pointillist, a majority owned subsidiary of Altisource, were sold for $150.0 million. On a fully diluted basis, Altisource owned approximately 69% of the equity of Pointillist. After working capital and other applicable adjustments, Altisource received approximately $106.0 million from the sale of its Pointillist equity and the collection of outstanding receivables, with $102.2 million received at closing, approximately $0.3 million deposited into the Working Capital Escrow and approximately $3.5 million deposited into the Indemnification Escrow. We recognized a pre-tax and after-tax (loss) gain of $(0.2) million and $88.9 million from the sale for the years ended December 31, 2022 and 2021, respectively. For the year ended December 31 2021, service revenue from Pointillist was $4.8 million (no comparative amount for the year ended December 31, 2020 in its default related services businesses was negatively impacted by the COVID-19 pandemic. Governmental, and in some instances, servicer measures to provide support to borrowers, including foreclosure and eviction moratoriums and forbearance programs, reduced referral volumes and inflows of REO. Further, COVID-19 pandemic related governmental restrictions and changing vendor and consumer behavior also impacted revenue. This impact was partially offset by stronger performance from the Company’s origination related businesses that benefited from lower interest rates for the year ended December 31, 2020. Across the Company’s three core businesses, service revenue from customers other than Ocwen, NRZ and RESI for the year ended December 31, 2020 grew by 9% compared to the year ended December 31, 2019, despite the COVID-19 pandemic impacts the Company began facing late in the first quarter of 2020. Compared to the year ended December 31, 2019, the increase is primarily from growth in our customer base and market share expansion. Service revenue from the origination businesses such as loan fulfillment, loan certification, title, settlement and valuation services in Mortgage and Real Estate Solutions, excluding our construction risk mitigation business that was impacted by the pandemic, grew by 47% for the year ended December 31, 2020 compared to 2019. In the Marketplace and Field Services businesses, revenue from customers other than Ocwen and NRZ was relatively flat and the decline in service revenue was primarily driven by lower revenue from Ocwen’s declining servicing portfolio and the impact of the COVID-19 pandemic.2022)
During the second quarter of 2020, Ocwen informed us that an MSR investor instructed Ocwen to use a field services provider other than Altisource on properties associated with certain MSRs. Based upon the impacted portfolios to date and the designated service provider, Altisource believes that Ocwen received these directions from NRZ. We believe Ocwen commenced using another field services provider for these properties in July 2020 and continued to transition services during the third quarter of 2020. We believe that the transition to the replacement field service provider was largely completed as of September 30, 2020. We estimate that $70.1 million, $150.2 million and $171.0 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from Field Services referrals from the NRZ portfolios. Ocwen also communicated to Altisource in the fourth quarter of 2020 that the same investor instructed Ocwen to use a provider for default valuations and certain default title services
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other than Altisource on properties associated with such certain MSRs and commenced moving these referrals to other service providers in the fourth quarter of 2020. We anticipate that the transition of such default valuations and title services will continue during the course of 2021. We estimate that $18.2 million, $33.2 million and $40.1 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from default valuations and title services referrals from the NRZ portfolios. To address the reduction in revenue, Altisource is undertaking several measures to further reduce its cost structure and strengthen its operations.
During the years ended December 31, 2020, 2019 and 2018 we recognized an unrealized gain (loss) of $4.0 million, $14.4 million and $(13.0) million, respectively, from the change in fair value on our investment in RESI in other income (expense), net in the consolidated statements of operations and comprehensive loss from a change in the market value of RESI common shares.
In May 2019, the Company began selling its investment in RESI common stock. During the year ended December 31, 2019, the Company sold 0.7 million shares for net proceeds of $8.0 million. Between October 19, 2020 and November 23, 2020, the Company sold all of its remaining 3.5 million shares for net proceeds of $46.6 million. As required by our senior secured term loan agreement, the Company used the net proceeds to repay a portion of its senior secured term loan.
In August 2018, Altisource initiated Project Catalyst, a project intended to optimize its operations and reduce costs to better align its cost structure with its anticipated revenues and improve its operating margins (finalized in 2020). During the years ended December 31, 2020, 2019 and 2018, Altisource incurred $12.0 million, $14.1 million and $11.6 million, respectively, of severance costs, professional services fees, facility consolidation costs, technology costs and business wind down costs related to the reorganization plan.
On July 1, 2019, Altisource sold its Financial Services business, consisting of its post-charge-off consumer debt and mortgage charge-off collection services and customer relationship management services (the “Financial Services Business”) to Transworld Systems Inc. (“TSI”) for $44.0 million consisting of an upfront payment of $40.0 million, subject to a working capital adjustment (finalized during 2019) and transaction costs upon closing of the sale, and an additional $4.0 million payment on the one year anniversary of the sale closing. In connection with the sale, we recognized a $17.8 million pretax gain on sale for the year ended December 31, 2019. On July 1, 2020, the Company received net proceeds of $3.3 million representing TSI’s final installment payment less certain amounts owed to TSI. The parties also entered into a transition services agreement to provide for the management and orderly transition of certain services and technologies to TSI for periods ranging from 2 months to 13 months, subject to additional 3 month extensions. As of December 31, 2020, all of the transition services and technologies have been fully transitioned to TSI. On July 17, 2019,2021, Altisource used $37.0approximately $20.0 million of the net up-front payment to repay a portion of its senior secured term loan. For the years ended December 31, 2019 and 2018, service revenue from the Financial Services Business was $33.4 million and $64.1 million, respectively (no comparative amounts for the year ended December 31, 2020).
In February 2019, Altisource and Ocwen entered into agreements that, among other things, facilitated Ocwen’s transition from REALServicing and related technologies to another mortgage servicing software platform. The transition was completed during 2019. For the years ended December 31, 2019 and 2018, service revenue from REALServicing and related technologies was $14.1 million and $35.1 million, respectively (no comparative amounts for the year ended December 31, 2020).
In November 2018, the Company announced its plans to sell its short-term investments in real estate (“BRS Inventory”) and exit the Company’s BRS business. For the years ended December 31, 2019 and 2018, service revenue from BRS was $42.5 million and $61.2 million, respectively (no comparative amounts for the year ended December 31, 2020). In anticipation of receiving the majority of the proceeds from the sale of the BRS Inventoryits equity interest in 2019, the Company repaid $49.9 million of its senior secured term loan in the fourth quarter of 2018.
In October 2019, the Company announced its plans to wind down and close the Owners.com business, which was completed by December 31, 2019. In connection with the wind down of the Owners.com business, the Company recognized a write-off of $5.9 million of goodwill and intangible assets in 2019 as well as wind down and severance costs. For the years ended December 31, 2019 and 2018, service revenue from Owners.com was $7.1 million and $8.6 million, respectively (no comparative amounts for the year ended December 31, 2020).
Effective January 1, 2019, the Company implemented a new accounting standard on leases which required the recognition of operating leases by companies as operating lease liabilities on their balance sheets and also required the recognition of right-of-use assets. Adoption of this new standard resulted in the recognition of $42.1 million of right-of-use assets in right-of-use assets under operating leases, $45.5 million of operating lease liabilities ($16.7 million in other current liabilities and $28.8 million in other non-current liabilities) and reduced accrued rent and lease incentives by $3.4 million in accounts payable and accrued liabilities and other non-current liabilities on the accompanying consolidated balance sheets.
On June 21, 2018, the United States Supreme Court rendered a 5-4 majority decision in South Dakota v. Wayfair, Inc., holding that a state may require a remote seller with no physical presence in the state to collect and remit sales tax on
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goods and services provided to purchasers in the state, overturning certain existing court precedent. During the year ended December 31, 2019, the Company completed the analysis of its services for potential exposure to sales tax in various jurisdictions in the United States. The Company recognized a $(2.7) million loss reimbursement, $0.3 million and $6.2 million net loss for the years ended December 31, 2020, 2019 and 2018, respectively, in selling, general and administrative (“SG&A”) expenses in the accompanying consolidated statements of operations and comprehensive loss. The Company began invoicing, collecting and remitting sales tax in applicable jurisdictions in 2019. Future changes in our estimated sales tax exposure could result in a material adjustment to our consolidated financial statements which would impact our financial condition and results of operations.
In August 2018, the Company sold its rental property management business to RESI for total transaction proceeds of $18.0 million, $15.0 million of which was received on the closing date of August 8, 2018 and $3.0 million of which is to be received on the earlier of a RESI change of control or August 8, 2023. The Company recognized a $13.7 million pretax gain on the sale of this business during the year ended December 31, 2018 in the consolidated statements of operations and comprehensive income (loss) in connection with this transaction. For the year ended December 31, 2018, service revenue from the rental property management business was $4.2 million (no comparative amounts for the years ended December 31, 2019 and 2020). In addition, the Company used the proceeds received from the sale of the rental property management business to RESI to repay $15.0 million of the Term B Loans in 2018.
On April 3, 2018, Altisource and its wholly-owned subsidiary, Altisource S.à r.l. entered into the Credit Agreement, pursuant to which, among other things, Altisource borrowed $412.0 million in the form of Term B Loans. Proceeds from the Term B Loans were usedPointillist to repay the Company’s prior senior secured term loan. In connection with the refinancing, we recognized a lossoutstanding balance on its revolving line of $(4.4) million from the write-offcredit. This revolving line of unamortized debt issuance costs and debt discount for the year ended December 31, 2018. The comparative average interest rates under the Credit Agreement for the Term B Loans and the prior credit agreement were 5.3%, 6.4% and 6.0% for the years ended December 31, 2020, 2019 and 2018, respectively.remains available to Altisource according to its terms
The Company recognized an income tax provision of $8.6$5.3 million for the year ended December 31, 2020.2022. The income tax provision on losses before income taxes and non-controlling interests for the year ended December 31, 20202022 was primarily driven by income in our US and other foreign operations fromtax expense on transfer pricing on services provided to our Luxembourg operating company,income from India, no tax benefit on the pretax lossesloss from our Luxembourg operating company, for theuncertain tax positions and anticipated withholdings tax on current year ended December 31, 2020 and tax expense on unrepatriated earnings in India, partially offset by lower transfer pricing rates due to the COVID-19 pandemic.India.
The Company recognized an income tax provision of $318.3$3.2 million for the year ended December 31, 2019, which included an increase in the valuation allowance in connection with Luxembourg net operating loss (“NOL”) carryforward of $291.5 million, the impact of a decrease in the Luxembourg statutory2021. The income tax rate on deferred taxes of $14.0 million and foreign income tax reserves of $5.6 million. The resulting effective tax rate differs from Luxembourg statutory income tax rate of 24.9% principally as a result of the increase in the valuation allowance, the impact of the decrease in the Luxembourg statutory income tax rate on deferred taxes and foreign income tax reserves discussed above and the jurisdictional mix of income before income taxes and non-controlling interest. Certain of the Company’s India subsidiaries generated taxable income based on cost plus transfer pricing to our Luxembourg subsidiary for their services and certain US and Luxembourg subsidiaries generated taxable losses that did not result in a tax benefit due to a valuation allowance applied to the tax benefit.
The Company’s effective income tax rateprovision for the year ended December 31, 20182021 was 292.9%, which differs from the Luxembourg statutorydriven by no income tax rateprovision on the gain on sale of 26.0%. In 2018, the Company’s effectivePointillist, income tax rate was unusually high because certain of the Company’s India and United States subsidiaries generated taxable income based on cost plus transfer pricing toincome from India, no tax benefit on the pretax loss from our Luxembourg subsidiary for their servicesoperating company and the Luxembourg subsidiary incurred a taxable loss. As these jurisdictions have different effective incomePointillist, uncertain tax rates (i.e., India has a higher effective incomeposition and tax rate than Luxembourg), and because of a $1.6 million foreign income tax reserve (and related interest), the Company recognized consolidated income tax expense that was greater than income before income taxes and non-controlling interest.on unrepatriated earnings in India.
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CONSOLIDATED RESULTS OF OPERATIONS
FollowingThe following is a discussion of our consolidated results of operations for the years ended December 31, 2020, 20192022 and 2018.2021. For a more detailed discussion of the factors that affected the results of our business segments in these periods, see “Segment Results of Operations” below.
The following table sets forth information on our consolidated results of operations for the years ended December 31:
(in thousands, except per share data)2020% Increase (decrease)2019% Increase (decrease)2018
Service revenue$347,313 (44)$621,866 (23)$805,480 
Reimbursable expenses16,285 (33)24,172 (20)30,039 
Non-controlling interests1,949 (25)2,613 (3)2,683 
Total Revenue365,547 (44)648,651 (23)838,202 
Cost of Revenue305,194 (38)493,256 (21)622,165 
Gross profit60,353 (61)155,395 (28)216,037 
Operating expenses (income):
Selling, general and administrative expenses92,736 (34)141,076 (20)175,670 
Gain on sale of businesses— (100)(17,814)30 (13,688)
Restructuring charges11,972 (15)14,080 22 11,560 
(Loss) income from operations(44,355)(346)18,053 (58)42,495 
Other income (expense), net:
Interest expense(17,730)(17)(21,393)(19)(26,254)
Unrealized gain (loss) on investment in equity securities4,004 (72)14,431 211 (12,972)
Other income (expense), net375 (72)1,348 172 (1,870)
Total other income (expense), net(13,351)138 (5,614)(86)(41,096)
(Loss) income before income taxes and non-controlling interests(57,706)N/M12,439 N/M1,399 
Income tax provision(8,609)(97)(318,296)N/M(4,098)
Net loss(66,315)(78)(305,857)N/M(2,699)
Net income attributable to non-controlling interests(841)(60)(2,112)(21)(2,683)
Net loss attributable to Altisource$(67,156)(78)$(307,969)N/M$(5,382)
Margins: 
Gross profit/service revenue17 % 25 %27 %
(Loss) income from operations/service revenue(13)% %%
Loss per share:
Basic$(4.31)(78)$(19.26)N/M$(0.32)
Diluted$(4.31)(78)$(19.26)N/M$(0.32)
Weighted average shares outstanding:
Basic15,598 (2)15,991 (6)17,073 
Diluted15,598 (2)15,991 (6)17,073 

N/M — not meaningful.
(in thousands, except per share data)2022% Increase (decrease)2021
Service revenue
Servicer and Real Estate$112,132 $107,790 
Originations32,364 (44)58,002 
Corporate and Others— (100)4,821 
Service revenue144,496 (15)170,613 
Reimbursable expenses8,039 23 6,555 
Non-controlling interests585 (54)1,285 
Total revenue153,120 (14)178,453 
Cost of revenue131,305 (23)171,366 
Gross profit21,815 208 7,087 
Operating expense (income):
Selling, general and administrative expenses54,755 (18)67,049 
Loss (gain) on sale of business242 100 (88,930)
(Loss) income from operations(33,182)(215)28,968 
Other income (expense), net:
Interest expense(16,639)14 (14,547)
Other income, net2,254 161 864 
Total other income (expense), net(14,385)(5)(13,683)
(Loss) income before income taxes and non-controlling interests(47,567)(411)15,285 
Income tax provision(5,266)63 (3,232)
Net (loss) income(52,833)N/M12,053 
Net income attributable to non-controlling interests(585)143 (241)
Net (loss) income attributable to Altisource$(53,418)N/M$11,812 
Margins: 
Gross profit/service revenue15 % %
Income (loss) from operations/service revenue(23)% 17 %
(Loss) earnings per share:
Basic$(3.32)N/M$0.75 
Diluted$(3.32)N/M$0.74 
Weighted average shares outstanding:
Basic16,070 15,839 
Diluted16,070 — 16,063 
_____________________________________
N/M — not meaningful.
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Certain non-GAAP financial measures for the years ended December 31:
(in thousands, except per share data)2020% Increase (decrease)2019% Increase (decrease)2018
Non-GAAP Financial Measures(1)
Adjusted net (loss) income attributable to Altisource$(29,121)(234)$21,802 (49)$42,609 
Adjusted diluted (loss) earnings per share$(1.87)(240)$1.34 (45)$2.43 
Adjusted EBITDA$10,243 (86)$70,800 (40)$118,279 

(1)    These are non-GAAP measures that are defined and reconciled to the corresponding GAAP measures on pages 28 to 33.
Revenue
Revenue by line of business consists of the following for the years ended December 31:
(in thousands, except per share data)2020% Increase (decrease)2019% Increase (decrease)2018
Service revenue:
Field Services$157,100 (42)$271,924 (8)$296,343 
Marketplace82,189 (35)127,093 (32)186,620 
Mortgage and Real Estate Solutions103,906 (11)116,194 (10)128,926 
Earlier Stage Business2,243 45 1,551 N/M293 
Other1,875 (98)105,104 (46)193,298 
Total service revenue347,313 (44)621,866 (23)805,480 
Reimbursable expenses:
Field Services4,344 (53)9,290 (56)21,083 
Marketplace8,331 (23)10,819 183 3,817 
Mortgage and Real Estate Solutions3,610 (7)3,873 (21)4,900 
Other— (100)190 (21)239 
Total reimbursable expenses16,285 (33)24,172 (20)30,039 
Non-controlling interests:
Mortgage and Real Estate Solutions1,949 (25)2,613 (3)2,683 
Total revenue$365,547 (44)$648,651 (23)$838,202 
N/M — not meaningful.
2020 service revenue of $347.3 million was 44% lower than 2019 primarily from COVID-19 pandemic related foreclosure and eviction moratoriums and borrower forbearance plans, an MSR investor’s instructions to Ocwen to transition field services, title and valuation referrals historically provided to Altisource to the MSR investor’s captive vendors, a higher percentage of a customer’s homes sold at the foreclosure auction (this reduces our REO auction, brokerage, field services and title service revenue) and the 2019 sale, discontinuation and exit from certain businesses, partially offset by an increase in revenue from customers other than Ocwen, NRZ and RESI.
We recognized service revenue of $621.9$144.5 million for the year ended December 31, 2019,2022, a 23%15% decrease compared to the year ended December 31, 2018. Field Services, Marketplace and Mortgage2021. The increase in service revenue in the Servicer and Real Estate Solutions were negatively impacted during 2019 by the reduction in the size of Ocwen’s portfolio and number of delinquent loans, NRZ’s more aggressive sale of homes at foreclosure auctions (which reduces our REO auction, brokerage, field services and title referral service revenue), RESI’s smaller portfolio of non-performing loans and REO and the temporary impact that Ocwen’s transition to another servicing system had on Ocwen and NRZ default related referral volume and Ocwen and NRZ REO inventory conversion rates. The Company estimates that revenue was approximately $7.2 million lower insegment for the year ended December 31, 2019 because2022 was primarily driven by increases across all our Solutions, Marketplace and Technology and SaaS Products businesses as the default market continues to recover. The increase in the Solutions business was driven by revenue growth in all of lower REO inventory conversion ratesthe businesses except for Field Services. Revenue in the Solutions businesses grew as the default market continues to recover. Revenue in the Field Services declined due to fewer preservation referrals per property. Revenue in the other Solutions businesses grew as the default market began to recover following the expiration of the pandemic related to Ocwen’s transition toborrower relief measures. The increase in the Marketplace business was driven by a new servicing system. These decreases werehigher number of homes sold, partially offset by anlower average sales prices and lower average commission rate from a higher percentage of foreclosure auctions. The increase in Field Servicesthe Technology and Mortgage and Real Estate Solutions revenueSaaS Products business was from higher volumes of orders andprofessional services from customers other than Ocwen, NRZ and RESI. In addition, Otherrevenue in the Equator business.
The decrease in service revenue in the Origination segment for the year ended December 31, 2022 was primarily driven by the overall market decline in mortgage origination. The decline in Lenders One revenue was lower than the overall market decline as we gained traction with our solutions that are designed to help our members save money. The decline in the Solutions business revenue was greater than the overall market decline as customers transitioned services in-house to retain their employees in some of our Solutions businesses and a greater percentage of revenue in some of these businesses was derived from refinance transactions which declined faster than the market.
The decrease in service revenue in Corporate and Other was from the July 1, 2019
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sale of the Financial Services Business, lower REALServicing revenue from Ocwen’s second quarter 2019 migration to another servicing system and from the discontinuation of the BRS business.December 2021 Pointillist sale.
We recognized reimbursable expense revenue of $16.3$8.0 million for the year ended December 31, 2020,2022, a 33% decrease23% increase compared to the year ended December 31, 2019. We recognized2021. The increase in reimbursable expense revenue of $24.2 million for the year ended December 31, 2019,2022 was largely due to a 20% decrease compared to the year ended December 31, 2018. The decreases in reimbursable expense revenue for the years ended December 31, 2020higher volume of asset resolution and 2019 were primarily for the reasons discussed in service revenue above, partially offset by increases in reimbursable expense revenue for a new early stage disposition service offering (cash for keys program and evictions) initiated in June 2019 in Marketplace and, for the year ended December 2020, an increase in certain title and foreclosure trustee volumes in Mortgage and Real Estate Solutions.asset management activities.
Certain of our revenues can be impacted by seasonality. More specifically, revenues from property sales, loan originations and certain property preservation services in Field Services typically tend to be at their lowest level during the fall and winter months and at their highest level during the spring and summer months. However, as a result of the pandemic and related measures, the seasonal impact to revenue may not follow historical patterns.
Cost of Revenue and Gross Profit
Cost of revenue principally includes payroll and employee benefits associated with personnel employed in customer service, operations and operationstechnology roles, fees paid to external providers related to the provision of services, cost of real estate sold, reimbursable expenses, technology and telecommunications costs andas well as depreciation and amortization of operating assets.
Cost of revenue consists of the following for the years ended December 31:
(in thousands)(in thousands)2020% Increase (decrease)2019% Increase (decrease)2018(in thousands)2022% Increase (decrease)2021
Compensation and benefitsCompensation and benefits$94,365 (30)$135,502 (32)$200,486 Compensation and benefits$48,064 (31)$69,990 
Outside fees and servicesOutside fees and services146,322 (39)240,796 (14)278,380 Outside fees and services55,979 (16)66,386 
Technology and telecommunicationsTechnology and telecommunications35,912 (1)36,302 (13)41,588 Technology and telecommunications16,937 (33)25,273 
Reimbursable expensesReimbursable expenses16,285 (33)24,172 (20)30,039 Reimbursable expenses8,039 23 6,555 
Depreciation and amortizationDepreciation and amortization12,310 (10)13,721 (43)24,013 Depreciation and amortization2,286 (28)3,162 
Cost of real estate sold— (100)42,763 (10)47,659 
TotalTotal$305,194 (38)$493,256 (21)$622,165 Total$131,305 (23)$171,366 
We recognized cost of revenue of $305.2$131.3 million for the year ended December 31, 2020,2022, a 38%23% decrease compared to the year ended December 31, 2019. The decreases in compensation2021. Compensation and benefits outside feesfor the year ended December 31, 2022 decreased primarily due to cash cost savings measures taken in 2021, the December 2021 sale of Pointillist and services and cost of real estate sold were primarily driven byfrom lower service revenue in Field Servicesthe Origination segment. Outside fees and Marketplace businesses,services for the July 1, 2019 sale of the Financial Services Business, the discontinuation of the BRS business and the wind down of Owners.com, discussedyear ended December 31, 2022 decreased primarily from lower service revenue in the revenue section above. Compensation and benefits also decreased due to lower headcount and temporary reductions in compensation in connection with cash cost savings measures initiated in the second quarter of 2020 in response to the COVID-19 pandemic related decreases in service revenueOrigination segment, as discussed in the revenue section above, and as a resultfrom lower Field Services revenue in the Solutions business of the Project Catalyst reorganization. The decreasesServicer and Real Estate segment. In addition, the increases in reimbursable expenses were consistent with the changes in reimbursable expense revenue discussed in the revenue section above.
We recognized cost of revenue of $493.3 million for the year ended December 31, 2019, a 21% decrease compared to the year ended December 31, 2018. The decrease was primarily driven by lower revenue in Field Services, Marketplace and Mortgage and Real Estate Solutions businesses and the July 1, 2019 sale of the Financial Services Business. Compensation and benefits decreased at a greater percentage than the decline in service revenue due to lower headcount as a result of the Project Catalyst reorganization and the transfer of certain employees to SG&A functions in connection with the Project Catalyst reorganization. Depreciation and amortization was lower from the completion of the depreciation periods of certain premises and equipment and the reduction in capital expenditures. The decrease in reimbursable expenses was consistent with the decrease in reimbursable expense revenue discussed in the revenue section above.
Gross profit decreasedincreased to $60.4$21.8 million, representing 17%15% of service revenue, for the year ended December 31, 20202022 compared to $155.4$7.1 million, representing 25%4% of service revenue, for the year ended December 31, 2019.2021. Gross profit as a percentage of service revenue in 2020 decreased compared to 2019, primarily due to revenue mix with lower revenue from the higher margin Marketplace business, lower gross margin in the Field Services business, the impact of the July 1, 2019 sale of the Financial Services Business and higher revenue from the 2019 sale of the BRS Inventory that resulted in a $1.8 million loss. These decreases were partially offset by our COVID-19 pandemic cost savings measures, Project Catalyst cost reduction initiatives.
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Gross profit decreased to $155.4 million, representing 25% of service revenue for the year ended December 31, 20192022 increased compared to $216.0 million, representing 27% of service revenue, for the year ended December 31, 2018. Gross profit as a percentage2021 primarily due
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to revenue mix with lowerhigher revenue from the higher margin Marketplace business. The revenue mix change was partially impacted by Ocwen's servicing system transition,businesses in Servicer and Real Estate, the December 1, 2021 Pointillist sale, our COVID-19 cash cost savings measures and lower incentive payments as discussed above. Absentwell as the transition, we believe we would have had substantially higher Hubzu sale conversion rates generating more revenue at higher margins. These decreases werepayment of incentive payments in stock as opposed to cash, partially offset by our Project Catalyst cost reduction initiatives.lower gross profit margin in the Origination business from lower revenue.
Selling, General and Administrative Expenses
Selling, general and administrative (“SG&A&A”) expenses includes payroll for personnel employed in executive, sales and marketing, finance, technology, law, compliance, human resources, vendor management, facilities and risk management roles. This category also includes professional services fees, occupancy costs, marketing costs, depreciation and amortization of non-operating assets and other expenses.
SG&A expenses consist of the following for the years ended December 31:
(in thousands)(in thousands)2020% Increase (decrease)2019% Increase (decrease)2018(in thousands)2022% Increase (decrease)2021
Compensation and benefitsCompensation and benefits$35,521 (29)$49,875 (2)$51,043 Compensation and benefits$22,973 (19)$28,367 
Occupancy related costsOccupancy related costs19,363 (26)26,042 (16)30,851 Occupancy related costs5,000 (46)9,332 
Amortization of intangible assetsAmortization of intangible assets14,720 (23)19,021 (33)28,412 Amortization of intangible assets5,129 (46)9,467 
Professional servicesProfessional services11,444 (24)14,975 (12)16,950 Professional services11,595 14 10,163 
Marketing costsMarketing costs3,325 (70)11,212 (24)14,707 Marketing costs3,107 44 2,157 
Depreciation and amortizationDepreciation and amortization2,580 (46)4,788 (29)6,786 Depreciation and amortization1,154 (19)1,430 
OtherOther5,783 (62)15,163 (44)26,921 Other5,797 (5)6,133 
Selling, general and administrative expensesSelling, general and administrative expenses$92,736 (34)$141,076 (20)$175,670 Selling, general and administrative expenses$54,755 (18)$67,049 
SG&A for the year ended December 31, 20202022 of $92.7$54.8 million decreased by 34%18% compared to the year ended December 31, 2019.2021. The decreases weredecrease was primarily driven by lower compensation and benefits, occupancy related costs marketing costs and Other expenses.amortization of intangible assets. Compensation and benefits decreased as we reduced headcount and temporarily reduced compensation as part of our COVID-19 pandemic cost savings measures and Project Catalyst cost reduction initiatives. The decrease in occupancy related costs primarily resulted fromfor the July 1, 2019 sale of the Financial Services Business and facility consolidation initiatives. The decrease in marketing costs was primarily driven by the wind down of Owners.com in the fourth quarter of 2019. Other expensesyear ended December 31, 2022 decreased primarily due to cash cost savings initiatives and lower travel and entertainmentincentive payments as well as the payment of incentive payments in stock as opposed to cash. Occupancy related costs driven by lower headcount and COVID-19 pandemic travel restrictions, billings to TSI for transition services and higher net sales tax loss reimbursements, partially offset by higher bad debt expense. In addition, the decrease in amortizationyear ended December 31, 2022 decreased primarily from facility consolidation initiatives. Amortization of intangible assets for the year ended December 31, 2020 was driven by2022 decreased from the completion of the amortization period of certain intangible assets during 2019,2021. The decreases for year ended December 31, 2022 were partially offset by increases in marketing costs from Lenders One convention activities that were cancelled in the Julyfirst quarter of 2021 due to the pandemic.
Other Operating Income
On December 1, 20192021, Altisource sold its equity interest in Pointillist (see subsection Strategy and Core Businesses in MD&A Overview for more details). After working capital and other applicable adjustments, Altisource received approximately $106.0 million from the sale of its Pointillist equity and the Financial Services Businesscollection of outstanding receivables, with $102.2 million received at closing, approximately $0.3 million deposited into the Working Capital Escrow and lower revenue generated fromapproximately $3.5 million deposited into the Homeward Residential, Inc. (“Homeward”) and ResidentialIndemnification Escrow. Altisource received the Working Capital LLC (“ResCap”) portfolios (revenue-based amortization) consistent with the reductionEscrow in the size of Ocwen’s portfolio, discussed in the revenue section above.
SG&A forMay 2022. The Indemnification Escrow funds have not yet been received. During the year ended December 31, 20192022, the Company recognized a loss of $141.1$(0.2) million decreased by 20% comparedbased on estimated losses from claims expected to be made against the Indemnification Escrow account. During the year ended December 31, 2018. The decrease was primarily driven by lower amortization2021, the Company recognized a pre-tax and after-tax gain of intangible assets and Other expenses. The decrease in amortization of intangible assets was driven by lower revenue generated by$88.9 million from the Homeward and ResCap portfolios consistent with the reduction in the size of Ocwen’s portfolio, discussed in the revenue section above, and the July 1, 2019 sale of the Financial Services Business. Other expenses decreased primarily due to a $6.2 million contingent loss accrual for sales tax exposure in the United States recognized in 2018, lower travel and entertainment costs driven by lower headcount and lower bad debt expense.Pointillist.
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Other Operating Expenses (Income)
Other operating expenses (income) include the gain on sale of businesses and restructuring charges.
Other operating expenses (income) consist of the following for the years ended December 31:
(in thousands)2020% Increase (decrease)2019% Increase (decrease)2018
Gain on sale of businesses$— (100)$(17,814)30 $(13,688)
Restructuring charges11,972 (15)14,080 22 11,560 
Other operating expenses (income), net$11,972 421 $(3,734)75 $(2,128)
On July 1, 2019, we sold the Financial Services Business to TSI for $44.0 million consisting of an up-front payment of $40.0 million, subject to a working capital adjustment (finalized in 2019) and transaction costs upon closing of the sale, and an additional $4.0 million payment on the one year anniversary of the sale closing. On July 1, 2020, the Company received net proceeds of $3.3Loss from operations was $(33.2) million, representing TSI’s final installment payment less certain amounts owed to TSI. In connection with the sale, we recognized a $17.8 million pretax gain on sale for the year ended December 31, 2019.
In August 2018, we sold our rental property management business to RESI for total transaction proceeds of $18.0 million, $15.0 million of which was received on the closing date of August 8, 2018 and $3.0 million of which is to be received on the earlier of a RESI change of control or August 8, 2023. In connection with the sale, we recognized a $13.7 million pretax gain on sale for the year ended December 31, 2018. On October 19, 2020, RESI announced that it had entered into a definitive merger agreement to sell RESI. The merger closed on January 11, 2021 and the Company subsequently received the $3.0 million payment.
In August 2018, Altisource initiated Project Catalyst, a project intended to optimize its operations and reduce costs to better align its cost structure with its anticipated revenues and improve its operating margins (finalized in 2020). During the years ended December 31, 2020, 2019 and 2018, we incurred $12.0 million, $14.1 million and $11.6 million, respectively, of severance costs, professional services fees, facility consolidation costs, technology costs and business wind down costs related to the reorganization plan.
Income from Operations
Income from operations decreased to a loss of $(44.4) million, representing (13)(23)% of service revenue, for the year ended December 31, 20202022 compared to $18.1income from operations of $29.0 million, representing 3%17% of service revenue, for the year ended December 31, 2019. Income2021. (Loss) income from operations as a percentage of service revenue decreased for the year ended December 31, 20202022 compared to the year ended December 31, 2019,2021, primarily as a result of lower gross profit and a higherthe gain on the sale of business recognized during the year ended December 31, 2019,2021, partially offset by lowerhigher 2022 gross profit margins and a greater percentage reduction in 2022 SG&A expenses asthan the percentage change in revenue, discussed above.
Income from operations decreased to $18.1 million, representing 3% of service revenue, for the year ended December 31, 2019 compared to $42.5 million, representing 5% of service revenue, for the year ended December 31, 2018. Income from operations as a percentage of service revenue decreased primarily as a result of lower gross margins and higher restructuring costs, partially offset by lower SG&A expenses, as discussed above. The effect of the higher gain on sale of businesses was largely offset by higher restructuring charges for the year ended December 31, 2019, as discussed above.
Because Ocwen is our largest customer, declines in service revenue from Ocwen and the changes in mix of revenue from Ocwen have had a negative impact on our operating income.
Other Income (Expense), net
Other income (expense), net principally includes interest expense unrealized gain (loss)and other non-operating gains and losses.
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Other income (expense), net was $(14.4) million for the year ended December 31, 2022 compared to $(13.7) million for the year ended December 31, 2021. The change for the year ended December 31, 2022 is primarily driven by an increase of $(2.1) million in interest expense driven by higher interest rate on our investmentsenior secured term loan partially offset by lower average outstanding balance on the Revolver and higher interest income and foreign currency exchange gains.
Income Tax Provision
We recognized an income tax provision of $5.3 million and $3.2 million for the years ended December 31, 2022 and 2021, respectively.
The income tax provision for the year ended December 31, 2022 was driven by income tax expense on transfer pricing income from India, no tax benefit on the pretax loss from our Luxembourg operating company, uncertain tax positions and anticipated withholdings tax on current year earnings in RESI common sharesIndia.
The income tax provision for the year ended December 31, 2021 was driven by no income tax provision on the gain on sale of Pointillist, income tax on transfer pricing income from India, no tax benefit on the pretax loss from our Luxembourg operating company and Pointillist, uncertain tax position and tax on unrepatriated earnings in India.
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SEGMENT RESULTS OF OPERATIONS
The following section provides a discussion of pretax results of operations of our business segments. Transactions between segments are accounted for as third party arrangements for purposes of presenting segment results of operations.
Financial information for our segments was as follows:
 For the year ended December 31, 2022
(in thousands)Servicer and Real EstateOriginationCorporate and OthersConsolidated Altisource
Revenue    
Service revenue$112,132 $32,364 $— $144,496 
Reimbursable expenses7,529 510 — 8,039 
Non-controlling interest— 585 — 585 
119,661 33,459 — 153,120 
Cost of revenue81,148 32,052 18,105 131,305 
Gross profit (loss)38,513 1,407 (18,105)21,815 
Selling, general and administrative expenses12,057 8,825 33,873 54,755 
Loss on sale of businesses— — 242 242 
Income (loss) from operations26,456 (7,418)(52,220)(33,182)
Total other income (expense), net— (14,389)(14,385)
Income (loss) before income taxes and
non-controlling interests
$26,460 $(7,418)$(66,609)$(47,567)
Margins:
Gross profit (loss) /service revenue34 %%N/M15 %
Income (loss) from operations/service revenue24 %(23)%N/M(23)%
_____________________________________
N/M — not meaningful.
 For the year ended December 31, 2021
(in thousands)Servicer and Real EstateOriginationCorporate and OthersConsolidated Altisource
Revenue    
Service revenue$107,790 $58,002 $4,821 $170,613 
Reimbursable expenses5,846 709 — 6,555 
Non-controlling interest— 1,285 — 1,285 
113,636 59,996 4,821 178,453 
Cost of revenue87,427 49,012 34,927 171,366 
Gross profit (loss)26,209 10,984 (30,106)7,087 
Selling, general and administrative expenses12,557 5,702 48,790 67,049 
Gain on sale of businesses— — (88,930)(88,930)
Income from operations13,652 5,282 10,034 28,968 
Total other income (expense), net— (13,691)(13,683)
Income (loss) before income taxes and
non-controlling interests
$13,660 $5,282 $(3,657)$15,285 
Margins:
Gross profit (loss) /service revenue24 %19 %N/M%
Income from operations/service revenue13 %%208 %17 %
_____________________________________
N/M — not meaningful.
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Servicer and Real Estate
Revenue
Revenue by line of business was as follows for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Service revenue:  
Solutions$71,686 $69,475 
Marketplace29,020 28,009 
Technology and SaaS Products11,426 10,306 11 
Total service revenue112,132 107,790 
Reimbursable expenses:
Solutions3,203 3,364 (5)
Marketplace4,326 2,482 74 
Total reimbursable expenses7,529 5,846 29 
Total revenue$119,661 $113,636 
We recognized service revenue of $112.1 million for the year ended December 31, 2022, a 4% increase compared to the year ended December 31, 2021. We also recognized reimbursable expense revenue of $7.5 million for the year ended December 31, 2022, a 29% increase compared to the year ended December 31, 2021. The increase in service revenue in the Servicer and Real Estate segment for the year ended December 31, 2022 was primarily driven by increases across all our Solutions, Marketplace and Technology and SaaS Products businesses as the default market continues to recover. The increase in the Solutions business was primarily driven by higher revenues from our other Solutions businesses, partially offset by fewer preservation referrals per property in the Field Services business. Revenue in the other Solutions businesses grew as the default market began to recover following the expiration of the pandemic related borrower relief measures. The increase in the Marketplace business was driven by a higher number of homes sold, partially offset by lower average sales prices and lower average commission rate from a higher percentage of foreclosure auctions. The increase in the Technology and SaaS Products business was from higher professional services revenue in the Equator business.
Certain of our Servicer and Real Estate businesses are impacted by seasonality. Revenues from property sales and certain property preservation services are generally lowest during the fall and winter months and highest during the spring and summer months. However, as a result of the pandemic and related measures, the seasonal impact to revenue may not follow historical patterns.
Cost of Revenue and Gross Profit
Cost of revenue consisted of the following for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Compensation and benefits$25,786 $29,573 (13)
Outside fees and services40,235 41,860 (4)
Technology and telecommunications6,627 9,066 (27)
Reimbursable expenses7,529 5,846 29 
Depreciation and amortization971 1,082 (10)
Cost of revenue$81,148 $87,427 (7)
Cost of revenue for the year ended December 31, 2022 of $81.1 million decreased by 7% compared to the year ended December 31, 2021. The decrease in cost of revenue for the year ended December 31, 2022 is primarily driven by lower compensation and benefits primarily due to cash cost savings initiatives and lower incentive payments as well as the payment of incentive payments in stock as opposed to cash and lower technology and telecommunications. The decrease in technology and telecommunications was driven by a change in the terms of the vendor agreement for property management technologies executed in December 2021 and other cost savings initiatives. In addition, outside fees and services decreased from lower Field
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Services revenue in the Solutions business, as discussed above. These decreases are partially offset by an increase in reimbursable expenses from a higher volume of asset resolution and asset management activities.
Gross profit increased to $38.5 million, representing 34% of service revenue, for the year ended December 31, 2022 compared to $26.2 million, representing 24% of service revenue, for the year ended December 31, 2021. Gross profit as a percentage of service revenue in 2022 increased compared to 2021 due to our COVID-19 cash cost savings and efficiency measures as well as from revenue mix with higher revenue from the other higher margin default solution businesses.
Selling, General and Administrative Expenses
SG&A expenses consisted of the following for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Compensation and benefits$2,594 $14 N/M
Occupancy related costs931 828 12 
Amortization of intangible assets2,970 7,292 (59)
Professional services2,711 2,473 10 
Marketing costs1,524 697 119 
Depreciation and amortization12 14 (14)
Other1,315 1,239 
Selling, general and administrative expenses$12,057 $12,557 (4)
_____________________________________
N/M — not meaningful.
SG&A for the year ended December 31, 2022 of $12.1 million decreased by 4% compared to the year ended December 31, 2021. The decrease in SG&A for the year ended December 31, 2021 was primarily due to lower amortization of intangible assets driven by the completion of the amortization period of certain intangible assets during 2021. These decreases were partially offset by higher compensation and benefits for the year ended December 31, 2021 from the assignment of sales and marketing employees to the business segments beginning in January 1, 2022 and higher marketing costs from higher participation in convention activities for the Solutions businesses and related Technology and SaaS Products business.
Income from Operations
Income from operations increased to $26.5 million, representing 24% of service revenue, for the year ended December 31, 2022 compared to $13.7 million, representing 13% of service revenue, for the year ended December 31, 2021. The increase in operating income as a percentage of service revenue for the year ended December 31, 2022 was primarily the result of higher gross profit margins and the percentage reduction in SG&A expenses in excess of the percentage change in revenue, discussed above.
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Origination
Revenue
Revenue by business unit was as follows for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Service revenue: 
Solutions$11,025 $32,745 (66)
Lenders One20,612 24,492 (16)
Technology and SaaS Products727 765 (5)
Total service revenue32,364 58,002 (44)
Reimbursable expenses:
Solutions510 709 (28)
Total reimbursable expenses510 709 (28)
Non-controlling interest585 1,285 (54)
Total revenue$33,459 $59,996 (44)
We recognized service revenue of $32.4 million for the year ended December 31, 2022, a 44% decrease compared to the year ended December 31, 2021. We also recognized reimbursable expense revenue of $0.5 million for the year ended December 31, 2022, a 28% decrease compared to the year ended December 31, 2021. The decrease in service revenue in the Origination segment for the year ended December 31, 2022 was primarily driven by the overall market decline in mortgage origination. The decline in Lenders One revenue was lower than the overall market decline as we gained traction with selling our solutions that are designed to help our members save money. The decline in the Solutions business revenue was greater than the overall market decline as customers transitioned services in-house to retain their employees in some of our Solutions businesses and a greater percentage of revenue in some of these businesses was derived from refinance transactions which declined faster than the market.
Cost of Revenue and Gross Profit
Cost of revenue consisted of the following for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Compensation and benefits$13,955 $21,868 (36)
Outside fees and services15,744 24,476 (36)
Technology and telecommunications1,806 1,895 (5)
Reimbursable expenses510 709 (28)
Depreciation and amortization37 64 (42)
Cost of revenue$32,052 $49,012 (35)
Cost of revenue for the year ended December 31, 2022 of $32.1 million decreased by 35% compared to the year ended December 31, 2021. The decrease in cost of revenue for the year ended December 31, 2022 was primarily driven by lower compensation and benefits and outside fees and services driven by the decrease in service revenue discussed above. In addition, the decrease in reimbursable expenses for the year ended December 31, 2022 is consistent with the changes in reimbursable expense revenue discussed in the revenue section above.
Gross profit decreased to $1.4 million, representing 4% of service revenue, for the year ended December 31, 2022 compared to $11.0 million, representing 19% of service revenue, for the year ended December 31, 2021. Gross profit as a percentage of service revenue decreased primarily as costs did not decline at the same rate that revenue declined.
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Selling, General and Administrative Expenses
SG&A expenses consisted of the following for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Compensation and benefits$2,887 $568 408 
Occupancy related costs543 303 79 
Amortization of intangible assets2,159 2,175 (1)
Professional services815 934 (13)
Marketing costs1,569 617 154 
Other852 1,105 (23)
Selling, general and administrative expenses$8,825 $5,702 55 
SG&A for the year ended December 31, 2022 of $8.8 million increased by 55% compared to the year ended December 31, 2021. The increase in SG&A for the year ended December 31, 2022 was primarily due to higher compensation and benefits from the assignment of sales and marketing employees to the business segments beginning in January 1, 2022. In addition, the increase in marketing costs and other for the year ended December 31, 2022 was primarily from Lenders One convention activities that were cancelled in first quarter of 2021 due to the pandemic.
(Loss) income from Operations
Loss from operations was $(7.4) million, representing (23)% of service revenue, for the year ended December 31, 2022 compared to income from operations of $5.3 million, representing 9% of service revenue, for the year ended December 31, 2021. The decrease in operating (loss) income as a percentage of service revenue for the year ended December 31, 2022 was primarily the result of lower gross profit margins and higher SG&A costs, as discussed above.
Corporate and Others
Revenue
Revenue by business unit was as follows for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Service revenue:  
Pointillist$— $4,821 (100)
Total service revenue— 4,821 (100)
Total revenue$— $4,821 (100)
We recognized service revenue of $4.8 million for the year ended December 31, 2021 (no comparative amount for the year ended December 31, 2022). The decrease in service revenue for the year ended December 31, 2022 was driven by the December 1, 2021 Pointillist sale.
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Cost of Revenue
Cost of revenue consisted of the following for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Compensation and benefits$8,323 $18,549 (55)
Outside fees and services— 50 (100)
Technology and telecommunications8,504 14,312 (41)
Depreciation and amortization1,278 2,016 (37)
Cost of revenue$18,105 $34,927 (48)
Cost of revenue for the year ended December 31, 2022 of $18.1 million decreased by 48% compared to the year ended December 31, 2021. The decrease in cost of revenue for the year ended December 31, 2022 is primarily driven by lower compensation and benefits due to cash cost savings initiatives and the December 1, 2021 Pointillist sale. In addition, technology and telecommunications decreased due to lower service contract costs as a result of the December 1, 2021, Pointillist sale and cost savings initiatives.
Selling, General and Administrative Expenses
SG&A in Corporate and Others include costs related to the corporate functions including executive, finance, technology, law, compliance, human resources, vendor management, facilities, risk management and eliminations between reportable segments.
SG&A expenses consisted of the following for the years ended December 31:
(in thousands)20222021% Increase (decrease)
Compensation and benefits$17,492 $27,785 (37)
Occupancy related costs3,526 8,201 (57)
Professional services8,069 6,756 19 
Marketing costs14 843 (98)
Depreciation and amortization1,142 1,416 (19)
Other3,630 3,789 (4)
Selling, general and administrative expenses$33,873 $48,790 (31)
SG&A for the year ended December 31, 2022 of $33.9 million decreased by 31% compared to the year ended December 31, 2021. Compensation and benefits for the year ended December 31, 2022 decreased primarily due to cash cost savings initiatives, and from the assignment of sales and marketing employees to the business segments beginning in January 1, 2022. In addition, the decrease in occupancy related costs for the year ended December 31, 2022 is primarily from facility consolidation initiatives.
Other Operating Income
On December 1, 2021, Altisource sold its equity interest in Pointillist (see subsection Strategy and Core Businesses in MD&A Overview for more details). After working capital and other applicable adjustments, Altisource received approximately $106.0 million from the sale of its Pointillist equity and the collection of outstanding receivables, with $102.2 million received at closing, approximately $0.3 million deposited into the Working Capital Escrow and approximately $3.5 million deposited into the Indemnification Escrow. Altisource received the Working Capital Escrow in May 2022. The Indemnification Escrow funds have not yet been received. During the year ended December 31, 2022, the Company recognized a loss of $(0.2) million based on estimated losses from claims expected to be made against the Indemnification Escrow account. During the year ended December 31, 2021, the Company recognized a pre-tax and after-tax gain of $88.9 million from the sale of Pointillist.
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Other Income (Expense), net
Other income (expense), net principally includes interest expense and other non-operating gains and losses.
Other income (expense), net was $(13.4)$(14.4) million for the year ended December 31, 20202022 compared to $(5.6)$(13.7) million for the year ended December 31, 2019.2021. The increase in other expensechange for the year ended December 31, 20202022 was primarily driven by a $4.0 million unrealized gain on our investment in RESI common shares in 2020 compared to $14.4an increase of $2.1 million in 2019. The increase in other expense was partially offset by lower interest expense during the year ended December 31, 2020. Interest expense decreased primarily due to lower average outstanding balances of thedriven by higher interest rate on our senior secured term loan as a result of repayments during
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2020 and 2019 and lower interest rates. For the year ended December 31, 2020, the interest rate of the senior secured term loan was 5.3% compared to 6.4% for the year ended December 31, 2019.
Other income (expense), net for the year ended December 31, 2019 of $(5.6) million decreased by 86% compared to the year ended December 31, 2018. The decrease in other expense for the year ended December 31, 2019 was primarily driven by a $14.4 million unrealized gain on our investment in RESI in 2019 compared to a $(13.0) million unrealized loss on our investment in RESI in 2018. In addition, on April 3, 2018, Altisource and its wholly-owned subsidiary, Altisource S.à r.l. entered into the Credit Agreement, pursuant to which, among other things, Altisource borrowed $412.0 million in the form of Term B Loans. Proceeds from the Term B Loans were used to repay the Company’s prior senior secured term loan. In connection with the refinancing, we recognized a loss of $(4.4) million from the write-off of unamortized debt issuance costs and debt discount for the year ended December 31, 2018. Interest expense was lower for the year ended December 31, 2019 primarily due to lower average outstanding balances of the senior secured term loan as a result of repayments.
Income Tax (Provision) Benefit
We recognized an income tax provision of $8.6 million, $318.3 million and $4.1 million for the years ended December 31, 2020, 2019 and 2018, respectively.
The Company recognized an income tax provision of $8.6 million for the year ended December 31, 2020. The income tax provision on losses before income taxes and non-controlling interests for the year ended December 31, 2020 was primarily driven by income in our US and other foreign operations from transfer pricing on services provided to our Luxembourg operating company, no tax benefit on the pretax losses from our Luxembourg operating company for the year ended December 31, 2020 and tax expense on unrepatriated earnings in India, partially offset by lower transfer pricing rates due to the COVID-19 pandemic.
The Company recognized anhigher interest income tax provision of $318.3 million for the year ended December 31, 2019, which included an increase in the valuation allowance in connection with the Luxembourg NOL carryforward of $291.5 million, the impact of a decrease in the Luxembourg statutory income tax rate on deferred taxes of $14.0 million and foreign income tax reserves of $5.6 million. The resulting effective tax rate differs from the Luxembourg statutory income tax rate of 24.9% principally as a result of the increase in valuation allowance, the impact of the decrease in the Luxembourg statutory income tax rate on deferred taxes and foreign income tax reserves discussed above and the jurisdictional mix of income before income taxes and non-controlling interests. Certain of the Company’s India subsidiaries generated taxable income based on cost plus transfer pricing to our Luxembourg subsidiary for their services and certain US and Luxembourg subsidiaries generated taxable losses that did not result in a tax benefit due to a valuation allowance applied to the tax benefit.
The Company’s effective income tax rate for the year ended December 31, 2018 was 292.9%, which differed from the Luxembourg statutory income tax rate of 26.0%. In 2018, the Company’s effective income tax rate was unusually high because certain of the Company’s India and United States subsidiaries generated taxable income based on cost plus transfer pricing to our Luxembourg subsidiary for their services and the Luxembourg subsidiary incurred a taxable loss. As these jurisdictions have different effective income tax rates (i.e., India has a higher effective income tax rate than Luxembourg), and because of a $1.6 million foreign income tax reserve (and related interest), the Company recognized consolidated income tax expense that was greater than income before income taxes and non-controlling interests.

currency exchange gains.
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LIQUIDITY AND CAPITAL RESOURCES
Liquidity
Our primary source of liquidity has historically been cash flow from operations, cash proceeds from sales of businesses and cash on hand. However, due to governmental and market responses to the COVID-19 pandemic, and an MSR investor’s instructions to Ocwen to transition field services, valuation and title services to the investor's captive service providers, revenue has declined significantly. The lower revenue, partially offset by cost savings initiatives, resulted in negative operating cash flow from operations for the yearyears ended December 31, 2020.2022 and 2021. To addressincrease our current operating environment,liquidity we plan to continueentered into a $20.0 million revolving credit facility during the second quarter of 2021 ($15.0 million available as of December 31, 2022). In addition, Altisource’s December 1, 2021 sale of its equity interest in Pointillist increased our cost reduction initiatives to reduceliquidity. The Pointillist sale generated approximately $106.0 million in cash, burn. We anticipate that referral volumeswith $102.2 million received at closing, approximately $0.3 million deposited into the Working Capital Escrow and received in May 2022, and approximately $3.5 million deposited into the Indemnification Escrow. Finally, we believe our anticipated revenue growth from delinquent mortgages will increase following the expirationreturn of the foreclosure moratoriums.default market, on-boarding sales wins, and revenue mix together with our reduced cost structure, should help reduce negative operating cash flow. We seek to deploy cash generated in a disciplined manner. Principally, we intend to use cash to develop and grow complementary services and businesses that we believe will generate attractive margins in line with our core capabilities and strategy.strategy and fund negative operating cash flow. We also use cash for repayments of our long-term debt and capital investments. We anticipate that we may use cashIn addition, from time to time to repurchase shares of our common stock. In addition, we consider and evaluate business acquisitions, dispositions, closures or other similar actions from time to time that are aligned with our strategy.
Credit Agreement
InOn April 3, 2018, Altisource Portfolio Solutions S.A. and its wholly-owned subsidiary, Altisource S.à r.l. entered into the Credit Agreementa credit agreement (the “Credit Agreement”) pursuant to which Altisource borrowed $412.0 million in the form of Term B Loans and obtained a $15.0 million revolving credit facility. The Term B Loans mature in April 2024 andWe terminated the revolving credit facility matures in April 2023.on December 1, 2021. As of December 31, 2020, $247.2 million2022, the principal balance of the Term B Loans were outstanding. Borrowingswas $247.2 million. The Credit Agreement was amended effective February 14, 2023 (the “Amended Credit Agreement”). The Term B Loans under the revolving credit facilityAmended Credit Agreement mature in April 2025. The maturity date can be extended by one year, to April 2026, at Altisource’s option if certain par paydowns in the aggregate using proceeds from issuances of equity interest or from junior indebtedness made prior to February 14, 2024 (“Aggregate Paydowns”) total $30 million or more and certain other conditions are not permitted if our leverage ratio exceeds to 3.50 to 1.00. Our leverage ratio exceeded 3.50 to 1.00 duringsatisfied. In February 2023, the year ended December 31, 2020. There were no borrowings outstanding underCompany made payments toward the revolving credit facility asdetermination of December 31, 2020.Aggregate Paydowns of $20 million.
There are no mandatory repaymentsThe principal amortization of the Term B Loans due until maturity inunder the Amended Credit Agreement is 1% per year through April 2024.2025 and, if applicable, 12% per year paid monthly for the year ended April 2026. All amounts outstanding under the Term B Loans will become due on the earlier of (i) April 3, 2024,the maturity date described above, and (ii) the date on which the loans are declared to be due and owing by the administrative agent at the request (or with the consent) of the Required Lenders (as defined in the Credit Agreement; other capitalized terms, unless defined herein, are defined in the Credit Agreement) or as otherwise provided in the Credit Agreement upon the occurrence of any event of default.
In addition to the scheduled principal payments, subject to certain exceptions, the Term B Loans are subject to mandatory prepayment upon issuances of debt, certain casualty and condemnation events and sales of assets, as well as from a percentage50% of Consolidated Excess Cash Flow, if our leverage ratio as of each year-end computation date is greater than 3.00 to 1.00, as calculated in accordance with the provisions of the Amended Credit Agreement (the percentage increases if our leverage ratio exceeds 3.50 to 1.00). Our leverage ratio exceeded 3.50 to 1.00 during the year ended December 31, 2020. However, because the Company did not generate any Consolidated Excess Cash Flow in 2020, no amounts are due under this provision.Agreement.
The interest rate on the Term B Loans as of December 31, 20202022 was 7.67%, representing the sum of (i) the greater of (x) the Adjusted Eurodollar Rate for a three month interest period and (y) 1.00% plus (ii) 4.00%. Under the Amended Credit Agreement, the Term B Loans bear interest at rates based upon, at our option, the Secured Overnight Financing Rate (“SOFR”) or the Base Rate. SOFR term loans initially bear interest at a rate per annum equal to SOFR plus 5.00% payable in cash plus 5.00% payable in kind (“PIK”). Base Rate loans initially bear interest at a rate per annum equal to the Base Rate plus 4.00% payable in cash plus 5.00% PIK. Base Rate term loans bear interest at a rate per annum equal to the sum of (i) the greater of (x) the Base Rate and (y) 2.00% plus (ii) 4.00%.
Altisource may incur incremental indebtedness under the Amended Credit Agreement from one or more incremental lenders, which may include existing lenders, in an aggregate incremental principal amount not to exceed $125.0$50.0 million, subject to certain conditions set forth in the Amended Credit Agreement, including a sublimit of $80.0 million with respect to incremental revolving credit commitments and, after giving effect to the incremental borrowing, the Company’s leverage ratio does not exceed 3.00 to 1.00. Our leverage ratio exceeded 3.00 to 1.00 during the year ended December 31, 2020.Agreement. The lenders have no obligation to provide any incremental indebtedness.
The Credit Agreement includes covenants that restrict or limit, among other things, our ability, subject to certain exceptions and baskets, to incur additional debt, pay dividends and repurchase shares of our common stock. Under the Amended Credit Agreement, we are not permitted to repurchase shares except for limited circumstances. In the event we require additional liquidity, our ability to obtain it may be limited by the Credit Agreement.
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Revolver
On June 22, 2021 Altisource S.à r.l, a subsidiary of Altisource Portfolio Solutions S.A., entered into a revolving credit facility with a related party, STS Master Fund, Ltd. (“STS”) (the “Revolver”). STS is an investment fund managed by Deer Park. Deer Park owns approximately 24% of Altisource’s common stock as of December 31, 2022 and owns Altisource debt as a lender pursuant to our senior secured term loan agreement, as amended and restated with an effective date of February 14, 2023. Deer Park’s Chief Investment Officer and managing partner was a member of Altisource’s Board of Directors until his resignation on March 1, 2022. The replacement director appointed by the Board of Directors is a current employee of Deer Park. The Revolver was amended effective February 14, 2023 (the “Amended Revolver”). Under the terms of the Amended Revolver, STS will make loans to Altisource from time to time, in amounts requested by Altisource and Altisource may voluntarily prepay all or any portion of the outstanding loans at any time. The Amended Revolver provides Altisource the ability to borrow a maximum amount of $15.0 million. Amounts that are repaid may be re-borrowed in accordance with the limitations set forth below.
The maturity date of the Amended Revolver coincides with the maturity date of the Term B Loans under the Amended Credit Agreement, as it may be extended. The outstanding balance on the Amended Revolver is due and payable on such maturity date.
Borrowings under the Amended Revolver bear interest of 10.00% per annum in cash and 3.00% per annum PIK and are payable quarterly on the last business day of each March, June, September and December. In connection with the Amended Revolver, Altisource is required to pay a usage fee equal to $0.75 million at the initial extension of credit pursuant to the Amended Revolver.
Altisource’s obligations under the Amended Revolver are secured by first-priority lien on substantially all of the assets of the Company, which lien will be pari passu with liens securing the Term B Loans under the Amended Credit Agreement.
The Amended Revolver contains additional representations, warranties, covenants, terms and conditions customary for transactions of this type, that restrict or limit, among other things, our ability to use the proceeds of credit only for general corporate purposes.
As of December 31, 2022, there was no outstanding debt under the Revolver.
Cash Flows
The following table presents our cash flows for the years ended December 31:
(in thousands)2020% Increase (decrease)2019% Increase (decrease)2018
Net (loss) income adjusted for non-cash items$(13,541)(135)$39,182 (46)$72,510 
Changes in operating assets and liabilities(8,860)(218)7,506 283 (4,108)
Cash flows (used in) provided by operating activities(22,401)(148)46,688 (32)68,402 
Cash flows provided by investing activities47,224 44,887 305 11,084 
Cash flows used in financing activities(49,310)29 (69,038)44 (124,283)
Net (decrease) increase in cash, cash equivalents and restricted cash(24,487)(209)22,537 150 (44,797)
Cash, cash equivalents and restricted cash at the beginning of the period86,583 35 64,046 (41)108,843 
Cash, cash equivalents and restricted cash at the end of the period$62,096 (28)$86,583 35 $64,046 
(in thousands)2022% Increase (decrease)2021
Net Cash used in operating activities$(44,888)26 $(60,405)
Net Cash (used in) provided by investing activities(767)(101)102,762 
Net Cash used in financing activities(2,221)(2,304)
Net (decrease) increase in cash, cash equivalents and restricted cash(47,876)(220)40,053 
Cash, cash equivalents and restricted cash at the beginning of the period102,149 65 62,096 
Cash, cash equivalents and restricted cash at the end of the period$54,273 (47)$102,149 
Cash Flows from Operating Activities
Cash flows from operating activities generally consist of the cash effects of transactions and events that enter into the determination of net (loss) income. For the year ended December 31, 2020,2022, net cash flows used in operating activities were $(22.4)was $(44.9) million, or approximately $(0.06) for every dollar of service revenue, compared to net cash flows provided byused in operating activities of $46.7$(60.4) million or approximately $0.08 for every dollar of service revenue, for the year ended December 31, 2019 and $68.4 million of cash flows from operating activities, or approximately $0.08 for every dollar of service revenue, for the year ended December 31, 2018.2021. During the year ended December 31, 2020,2022, the decreaseincrease in cash provided byused in operating activities was driven by a $52.7$24.3 million decrease in net loss excluding the gain (loss) on sale of business partially offset by a $1.5 million decrease in non-cash depreciation, amortization of intangibles, stock based compensation expenses and deferred income tax expenses, and a $7.4 million increase in net loss, adjustedcash used for non-cash items, and lower cash provided by changes in operating assets and liabilities of $16.4 million.working capital. The increasedecrease in net loss adjusted for non-cash items,excluding the gain on sale of business was primarily due to lowerhigher gross profit during the year ended December 31, 20202022 from lower service revenue driven bymix with higher revenue from the COVID-19 pandemic, reduced customer volumeshigher margin businesses in Servicer and the July 1, 2019 sale of the Financial Services Business, partially offset by decreases in expenses as a result of COVID-19 pandemicReal Estate, our cash cost savings measures, the Project Catalyst cost reduction initiativessale of Pointillist and lower SG&A expenses. The decrease in cash provided by changes in operating assets and liabilities was primarily driven by a decrease in short-term investments in real estate of $39.9 million during the year ended December 31, 2019 related to the sale of the majority of the remaining BRS Inventory. The decrease in cash provided by changes in operating assets and liabilities was largelyexpenses, partially offset by a decreaselower gross profit in accounts receivable of $15.0 million for the year ended December 31, 2020 compared to anOrigination business from lower revenue. The increase in accounts receivable of $12.2 million during the year ended December 31, 2019, largely driven by the timing of collections, a decrease in cash used for changes in operating assets and liabilitiesworking capital was primarily driven by $6.9 million of payments of sales tax accruals during the first quarter of 2019 and lowerhigher cash payments for annual incentive compensation bonuses in the first quarter of 20202022 by $7.3 million. During 2019, accounts receivable increased in part$3.7
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million ($0 accrued as a result of delays in receiving payments from Ocwen in connection with Ocwen’s transition to another mortgage servicing software platform.
The decrease in cash provided by operating activities for the year ended December 31, 2019 was driven by a decline in net income, adjusted for non-cash items of $33.3 million. The decrease in net income, adjusted for non-cash items, was partially driven by lower gross profit during the year ended December 31, 2019 from lower service revenue and the Project Catalyst restructuring charges, partially offset by lower SG&A costs and decreases in expenses as a result of the Project Catalyst cost reduction initiatives. The decrease in cash provided by operating activities was partially offset by cash provided by operating activities related to changes in operating assets and liabilities of $11.6 million. The changes in operating assets and liabilities were driven by the decrease in short-term investments in real estate of $39.9 million in 2019 related to the sale of the remaining BRS Inventory, compared to an increase in short-term investments in real estate of $10.5 million in 2018. This increase in cash from operating activities was partially offset by an increase of $12.2 million in accounts receivable in 2019, compared to a decrease in accounts receivable of $14.6 million in 2018, largely driven by the timing of collections. During 2019, accounts receivable increased in part as a result of delays in receiving payments from Ocwen in connection with Ocwen’s transition to another mortgage servicing software platform. In addition, the decrease in accounts payable and accrued liabilities of $16.3 million in 2019 decreased cash from operating activities, largely driven by the timing of payments,2022) and a $6.9fourth quarter of 2022 prepayment of insurance premiums of $2.4 million payment(prior year was paid in the first quarter of sales tax accruals in 2019.
2022). Operating cash flows can be negatively impacted because of the nature of some of our services and the mix of services provided. Certain services are performed immediately following or shortly after the referral, but the collection of the receivable
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does not occur until a specific event occurs (e.g., the foreclosure is complete, the REO asset is sold, etc.). Furthermore, lower margin services generate lower income and cash flows from operations. Consequently, our cash flows from operations may be negatively impacted when comparing one period to another.
Cash Flows from Investing Activities
Cash flows from investing activities generally include additions to premises and equipment, acquisitions and sales of businesses, and sales of equity securities. Cash flowsNet cash (used in) provided by investing activities were $47.2 million, $44.9was $(0.8) million and $11.1$102.8 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively. Cash flows fromThe change in cash provided by investing activities included $3.3 million and $38.6was primarily driven by $104.1 million in proceeds from the sale of businesses for the Financial Services Business for 2020year ended December 31, 2021, including $101.1 million from the sale of equity in Pointillist and 2019, respectively, and, in 2018, $15.0$3.0 million in proceedsconnection with the second installment from the August 2018 sale of the rental property management business to RESI. In addition, we sold 3.5 million and 0.7 million shares of RESI stock for net proceeds of $46.6 million and $8.0 million for 2020 and 2019, respectively. We used $2.7 million, $2.2 million and $3.9$0.9 million for the yearsyear ended December 31, 2020, 2019 and 2018, respectively,2022 compared to $1.4 million in 2021, for additions to premises and equipment primarily related to investments in the development of certain software applications IT infrastructure and facility improvements.
Cash Flows from Financing Activities
Cash flows from financing activities primarily include activities associated with long-term debt issuances, debt repayments, debt issuance costs, proceeds from stock option exercises, the purchase of treasury shares, distributions to non-controlling interests andincluded payments of tax withholdings on issuance of restricted share units and restricted shares. Cash flowsshares, distributions to non-controlling interests, debt repayments and, for the year ended December 31, 2021, included proceeds from issuance of debt and debt issuance costs and the repayment of debt. Net cash used in financing activities were $(49.3) million, $(69.0)$(2.2) million and $(124.3)$(2.3) million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively. We used $(46.6) million and $(45.0) million in 2020 and 2019, respectively, for repayments of long-term debt, largely from proceeds from the sale of RESI common shares and the sale of the Financial Services Business, $(84.0) million in 2018 to refinance and reduce our debt, including debt issuance costs and repayments. We received proceeds from stock option exercises of $0.4 million and $3.6 million forDuring the years ended December 31, 20192022 and 2018, respectively (no comparative amount for the year ended December 31, 2020). We also used $(20.0) million and $(40.4) million to repurchase shares of our common stock for the years ended December 31, 2019 and 2018, respectively (no comparative amount for the year ended December 31, 2020). We distributed $(1.1) million to non-controlling interests for the years ended December 31, 2020 and $(2.8) million in each of the years ended December 31, 2019 and 2018. In addition,2021, we made payments of $(1.6) million, $(1.7)$(1.1) million and $(0.8)$(1.0) million, for the years ended December 31, 2020, 2019 and 2018, respectively, to satisfy employee tax withholding obligations on the issuance of restricted share units and restricted shares. These payments were made to tax authorities, at the employees’ direction, to satisfy the employees’ tax obligations rather than issuing a portion of vested restricted share units and restricted shares to employees.
Liquidity Requirements after In addition, during the years ended December 31, 20202022 and 2021, we distributed $(1.1) million and $(2.0) million, respectively, to non-controlling interests. During the year ended December 31, 2021, we used $(20.0) million for repayments of debt from proceeds from the sale of equity in Pointillist and from proceeds from the sale of RESI common shares as discussed in the cash flows from investing activities section above. During the year ended December 31, 2021, we received proceeds from the issuance of long-term debt of $20.0 million and paid $0.5 million in debt issuance costs in connection with borrowings under the Credit Facility (no comparable amount for the year ended December 31, 2022). During the year ended December 31, 2021, we also received proceeds from the Pointillist convertible notes payable to related parties of $1.2 million (no comparable amount for the year ended December 31, 2022).
Future Uses of Cash
Our significant future liquidity obligations primarily pertain to long-term debt repayments andthe maturity of the Amended Credit Agreement, interest expense under the Amended Credit Agreement (see Liquidity section above), lease payments and distributions to Lenders One members. Duringmembers and operating lease payments on certain of our premises and equipment.
Significant future uses of cash include the next 12 months, we expectfollowing:
Payments Due by Period
(in thousands)Total20232024-20252026-2027
Credit Agreement outstanding balance (1) (2)
$271,293 $20,000 $251,293 $— 
Interest expense payments (3)
54,997 22,899 32,099 — 
Lease payments6,415 2,657 3,122 636 
Total$332,705 $45,556 $286,514 $636 

(1)    The outstanding balance of our Amended Credit Agreement of $247.2 million is due on April 30, 2025 and can be extended to pay $12.4April 30, 2026 if Aggregate Paydowns made prior to February 14, 2024 total $30 million or more. The table herein reflects a maturity of April 2025 as the Company has not made Aggregate Paydowns of $30 million or more at the time of this filing. The increase in outstanding balance is from the PIK component of our interest expense and is assumed to be paid in kind.
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(2)    In the first quarter of 2023, the Company made $20 million of payments toward the determination of Aggregate Paydowns. Such amount is reflected in the 2023 column herein.
(3)    Estimated future interest expense (assuming no further principal repayments andpayments based on the December 31, 2020SOFR interest rate) underrate as of February 14, 2023, the effective date of the Amended Credit Agreement, and make lease payments of $8.3 million.the April 30, 2025 maturity date. Based on the April 30, 2025 maturity date, no interest expense has been included beyond April 30, 2025.
We believe that ouranticipate to fund future liquidity requirements with a combination of existing cash balances, cash anticipated to be generated by operating activities and, cash equivalents balances, our anticipated cash flowsif needed, proceeds from operationsthe Amended Revolver. For further information, see Note 12, Note 22 and availability under our revolving credit facility will be sufficientNote 24 to meet our liquidity needs, including to fund operating expenses, required interestthe consolidated financial statements.
Off-Balance Sheet Arrangements
Our off-balance sheet arrangements consist of escrow arrangements.
We hold customers’ assets in escrow accounts at various financial institutions pending completion of certain real estate activities. These amounts are held in escrow accounts for limited periods of time and lease payments, forare not included in the next 12 months.consolidated balance sheets. Amounts held in escrow accounts were $13.2 million and $27.5 million as of December 31, 2022 and 2021, respectively.
CRITICAL ACCOUNTING POLICIES, ESTIMATES AND RECENT ACCOUNTING PRONOUNCEMENTS
We prepare our consolidated financial statements in accordance with GAAP. In applying many of these accounting principles, we need to make assumptions, estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses in our consolidated financial statements. We base our estimates and judgments on historical experience and other assumptions that we believe are reasonable under the circumstances. These assumptions, estimates and judgments, however, are often subjective. Actual results may be negatively affected based on changing circumstances. If actual amounts are ultimately different from our estimates, the revisions are included in our results of operations for the period in which the actual amounts become known.
We have identified the critical accounting policies and estimates addressed below. We also have other key accounting policies, which involve the use of assumptions, estimates and judgments that are significant to understanding our results. For additional information, see Note 2 to the consolidated financial statements. Although we believe that our assumptions, estimates and judgments are reasonable, they are based upon information presently available. Actual results may differ significantly from these estimates under different assumptions, judgments or conditions.
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Revenue Recognition
We recognize revenue when we satisfy a performance obligation by transferring control of a product or service to a customer in an amount that reflects the consideration that we expect to receive. This revenue can be recognized at a point in time or over time. We invoice customers based on our contractual arrangements with each customer, which may not be consistent with the period that revenues are recognized. When there is a timing difference between when we invoice customers and when revenues are recognized, we record either a contract asset (unbilled accounts receivable) or a contract liability (deferred revenue or other current liabilities), as appropriate.
Descriptions of our principal revenue generating activities are as follows:
Core Businesses
Field ServicesServicer and Real Estate
For property preservation and inspection services and payment management technologies, we recognize transactional revenue when the service is provided.
For vendor management transactions, and our vendor management oversight SaaS platform, we recognize revenue over the period during which we perform the services.
Reimbursable expensesFor loan disbursement review services, we recognize revenue related to our property preservation and inspectionover the period during which we perform the processing services is included in revenue with an equal amount recognized in costfull recognition upon completion of revenue. These amounts are recognized on a gross basis, principally because generally we have control over selection of vendors and the vendor relationships are with us, rather than with our customers.disbursements.
MarketplaceFor foreclosure trustee services, we recognize revenue over the period during which we perform the related services, with full recognition upon completion and/or recording the related foreclosure deed. We use judgment to determine the period over which we recognize revenue for certain of these services.
For the real estate auction platform, real estate auction and real estate brokerage services, we recognize revenue on a net basis (i.e., the commission on the sale) as we perform services as an agent without assuming the risks and rewards of ownership of the asset and the commission earned on the sale is a fixed percentage or amount.
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For SaaS based technology to manage REO, short sales, foreclosure, bankruptcy and eviction processes, we recognize revenue over the estimated average number of months the REO are on the platform.platform or ratably over the contract period. We generally recognize revenue for professional services as services are provided.
For loan servicing technologies, we recognize revenue based on the number of loans on the system. We generally recognized revenue from professional services over the contract period.
Reimbursable expenses revenue related to ourproperty preservation and inspection services, real estate sales, title services and foreclosure trustee services is included in revenue with an equal amount recognized in cost of revenue. These amounts are recognized on a gross basis, principally because generally we have control over selection of vendors and the vendor relationships are with us, rather than with our customers.
Mortgage and Real Estate SolutionsOrigination
For the majority of the services we provide, we recognize transactional revenue when the service is provided. We recognize membership fees from Lender One members ratably over the term of membership.
For loan disbursement processing services,vendor management oversight SaaS, we recognize revenue over the period during which we perform the processing services with full recognition upon completion of the disbursements. For foreclosure trustee services, we recognize revenue over the period during which we perform the related services, with full recognition upon completion and/or recording the related foreclosure deed. We use judgment to determine the period over which we recognize revenue for certain of these services.
Reimbursable expenses revenue related to our titleCorporate and foreclosure trustee services businesses is included in revenue with an equal amount recognized in cost of revenue. These amounts are recognized on a gross basis, principally because generally we have control over selection of vendors and the vendor relationships are with us, rather than with our customers.
Other Businesses
Earlier Stage BusinessOthers
For our customer journey analytics platform (sold on December 1, 2021), we recognizerecognized revenue primarily based on subscription fees. We recognizerecognized revenue associated with implementation services and maintenance services ratably over the contract term.
Other
For our Financial Services business (sold on July 1, 2019), we generally earned fees for our post-charge-off consumer debt collection services as a percentage of the amount we collected on delinquent consumer receivables and recognized revenue following collection from the borrowers. For mortgage charge-off collections performed on behalf of our clients, we recognized revenue as a percentage of amounts collected following collection from the borrowers. We provided customer relationship management services for which we typically earned and recognized revenue on a per-person, per-call or per-minute basis as the related services were performed.
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For loan servicing technologies, we recognized revenue based on the number of loans on the system. We generally recognized revenue from professional services over the contract period.
For short-term investments in real estate (wind down completed in 2019), we recognized revenue associated with our sales of short-term investments in real estate on a gross basis (i.e., the selling price of the property) as we assumed the risks and rewards of ownership of the asset.
For our consumer real estate brokerage (discontinued in the fourth quarter of 2019), we recognized revenue on a net basis (i.e., the commission on the sale) as we performed services as an agent without assuming the risks and rewards of ownership of the asset and the commission earned on the sale was a fixed percentage or amount.
Goodwill and Identifiable Intangible Assets
Goodwill
We evaluate goodwill for impairment annually during the fourth quarter or more frequently when an event occurs or circumstances change in a manner that indicates the carrying value may not be recoverable. We first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value as a basis for determining whether we need to perform the quantitative goodwill impairment test. Only if we determine, based on qualitative assessment, that it is more likely than not that a reporting unit’s fair value is less than its carrying value will we calculate the fair value of the reporting unit. We estimate the fair value of the reporting units using discounted cash flows and market comparisons. The discounted cash flow method is based on the present value of projected cash flows. Forecasts of future cash flows are based on our estimate of future sales and operating expenses, based primarily on estimated pricing, sales volumes, market segment share, cost trends and general economic conditions. The estimated cash flows are discounted using a rate that represents our estimated weighted average cost of capital. The market comparisons include an analysis of revenue and earnings multiples of guideline public companies compared to the Company.
Identifiable Intangible Assets
Identified intangible assets consist primarily of customer related intangible assets, operating agreements, trademarks and trade names and other intangible assets. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any arrangements, the history of the asset, our long-term strategy for use of the asset and other economic factors. We amortize intangible assets that we deem to have definite lives in proportion to actual and expected customer revenues or on a straight-line basis over their useful lives, generally ranging from 4 to 20 years.
We perform tests for impairment if conditions exist that indicate the carrying value may not be recoverable. When facts and circumstances indicate that the carrying value of intangible assets determined to have definite lives may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of cash flows of discrete intangible assets generally consistent with models utilized for internal planning purposes. If the sum of the undiscounted expected future cash flows is less than the carrying value, we recognize an impairment to the extent the carrying amount exceeds fair value.
Income Taxes
We record income taxes in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 740, Income Taxes (“ASC Topic 740”). We account for certain income and expense items differently for financial reporting purposes and income tax purposes. We recognize deferred income tax assets and liabilities for these differences between the financial reporting basis and the tax basis of our assets and liabilities as well as expected benefits of utilizing net operating loss and credit carryforwards. The most significant temporary differences relate to accrued compensation, amortization, loss
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carryforwards and valuation allowances. We measure deferred income tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which we anticipate recovery or settlement of those temporary differences. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized.
Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in determining tax expense and in evaluating tax positions including evaluating uncertainties under ASC Topic 740. We recognize tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Resolution of these uncertainties in a manner inconsistent with management’s expectations could have a material impact on our results of operations.
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Recently Adopted and Future Adoption of New Accounting Pronouncements
See Note 2 to the consolidated financial statements for a discussion of the recent adoption of a new accounting pronouncements and the future adoption of new accounting pronouncements.
OTHER MATTERS
Off-Balance Sheet Arrangements
Our off-balance sheet arrangements consist of escrow arrangements.
We hold customers’ assets in escrow accounts at various financial institutions pending completion of certain real estate activities. These amounts are held in escrow accounts for limited periods of time and are not included in the consolidated balance sheets. Amounts held in escrow accounts were $20.0 million and $12.3 million as of December 31, 2020 and 2019, respectively.
Contractual Obligations, Commitments and Contingencies
Our long-term contractual obligations generally include our long-term debt and operating lease payments on certain of our premises and equipment. The following table sets forth information relating to our contractual obligations as of December 31, 2020:
Payments due by period
(in thousands)TotalLess than 1 year1-3 years3-5 yearsMore than 5 years
Senior secured term loan$247,204 $— $— $247,204 $— 
Non-cancelable operating lease obligations22,204 8,268 10,436 3,500 — 
Contractual interest payments(1)
40,239 12,360 24,720 3,159 — 
Total$309,647 $20,628 $35,156 $253,863 $— 

(1)    Represents estimated future interest payments on our Credit Agreement based on the interest rate as of December 31, 2020.
For further information, see Note 14 and Note 25 to the consolidated financial statements.
Customer Concentration
Ocwen
Revenue from Ocwen primarily consists of revenue earned from the loan portfolios serviced and subserviced by Ocwen when Ocwen engages us as the service provider, and revenue earned directly from Ocwen, pursuant to the Ocwen Services Agreements. For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue from Ocwen of $197.8 million, $362.7$63.5 million and $437.4$55.6 million, respectively. Revenue from Ocwen as a percentage of segment and consolidated revenue was 54%, 56% and 52% for the years ended December 31, 2020, 2019 and 2018, respectively.as follows:
20222021
Servicer and Real Estate53 %49 %
Origination— %— %
Corporate and Others— %— %
Consolidated revenue41 %31 %
We earn additional revenue related to the portfolios serviced and subserviced by Ocwen when a party other than Ocwen or the MSRMSRs owner selects Altisource as the service provider. For both the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue$9.5 million, of $23.8 million, $37.5 million and $47.1 million, respectively, related to the portfolios serviced by Ocwen when a party other than Ocwen or the MSR owner selected Altisource as the service provider.such revenue. These amounts are not included in deriving revenue from Ocwen and revenue from Ocwen as a percentage of revenue discussed above.
In February 2019, Altisource and Ocwen entered into agreements that, among other things, facilitated Ocwen’s transition from REALServicing and related technologies to another mortgage servicing software platform, establish a process for Ocwen to review and approve the assignment of one or more of our agreements to potential buyers of Altisource’s business lines, requiring Ocwen to use Altisource as service provider for certain service referrals totaling an amount equal to 100% of the applicable service referrals on certain portfolios plus an amount equal to not less than 90% of applicable service referrals from certain other portfolios (determined on a service by service basis), subject to certain additional restrictions and limitations, and affirm Altisource’s role as a strategic service provider to Ocwen through August 2025. In connection with these agreements, Altisource expressly preserved and did not waive any of its existing contractual rights relating to service referrals, other than with respect to Ocwen transitioning from the REALServicing and related technologies. If Altisource fails certain performance
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standards for specified periods of time, then Ocwen may terminate Altisource as a provider for the applicable service(s), subject to certain limitations and Altisource’s right to cure. Ocwen’s transition to another mortgage servicing platform was completed during 2019.
During the second quarter of 2020, Ocwen informed us that an MSR investor instructed Ocwen to use a field services provider other than Altisource on properties associated with certain MSRs. Based upon the impacted portfolios to date and the designated service provider, Altisource believes that Ocwen received these directions from NRZ. We believe Ocwen commenced using another field services provider for these properties in July 2020 and continued to transition services during the third quarter of 2020. We believe that the transition to the replacement field service provider was largely completed as of September 30, 2020. We estimate that $70.1 million, $150.2 million and $171.0 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from Field Services referrals from the NRZ portfolios. Ocwen also communicated to Altisource in the fourth quarter of 2020 that the same investor instructed Ocwen to use a provider for default valuations and certain default title services other than Altisource on properties associated with such certain MSRs and commenced moving these referrals to other service providers in the fourth quarter of 2020. We anticipate that the transition of such default valuations and title services will continue during the course of 2021. We estimate that $18.2 million, $33.2 million and $40.1 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from default valuations and title services referrals from the NRZ portfolios. Altisource believes that any action taken by Ocwen to redirect these service referrals breaches Altisource's agreement with Ocwen. We are currently in discussions with Ocwen to address this matter, and have reserved all of our rights with respect to this matter.
To address the reduction in revenue, Altisource is undertaking several measures to further reduce its cost structure and strengthen its operations.
As of December 31, 2020,2022, accounts receivable from Ocwen totaled $5.9$4.0 million, $5.1$3.2 million of which was billed and $0.8 million of which was unbilled. As of December 31, 2019,2021, accounts receivable from Ocwen totaled $19.1$3.0 million, $15.7$2.8 million of which was billed and $3.4$0.2 million of which was unbilled.
NRZRithm
Ocwen has disclosed that NRZRithm is its largest client. As of December 31, 2020, NRZ MSRs or rights to MSRs relating to2022, approximately 36%17% of loans serviced and subserviced by Ocwen (measured in UPB). In July 2017 and January 2018, Ocwen and NRZ entered into a series of agreements pursuant were related to which the parties agreed, among other things,Rithm MSRs or rights to undertake certain actions to facilitate the transfer from Ocwen to NRZ of Ocwen’s legal title to the Subject MSRs and under which Ocwen will subservice mortgage loans underlying the MSRs for an initial term of five years, subject to early termination rights.MSRs.
On August 28, 2017, Altisource, through its licensed subsidiaries, entered into a Cooperative Brokerage Agreement with NRZ which extends through August 2025. Under this agreement and related amendments, Altisource remains the exclusive provider ofRithm purchases brokerage services for REO associated with the Subject MSRs,exclusively from us, irrespective of the subservicer, subject to certain limitations. NRZ’s brokerage subsidiary receives a cooperative brokerage commission on the sale of REO properties from these portfolios subjectlimitations, for certain MSRs set forth in and pursuant to certain exceptions.
The Brokerage Agreement may be terminated by NRZ upon the occurrence of certain specified events. Termination events include, but are not limited to, a breach of the terms of thea Cooperative Brokerage Agreement, (including, without limitation,as amended, and related letter agreement (collectively, the failure to meet performance standards and non-compliance“Brokerage Agreement”) with law in a material respect), the failure to maintain licenses which failure materially prevents performance of the contract, regulatory allegations of non-compliance resulting in an adversarial proceeding against NRZ, voluntary or involuntary bankruptcy, appointment of a receiver, disclosure in a Form 10-K or Form 10-Q that there is significant uncertainty about Altisource’s ability to continue as a going concern, failure to maintain a specified level of cash and an unapproved change of control.terms extending through August 2025.
For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue from NRZRithm of $8.6 million, $12.5$3.2 million and $28.7$3.1 million, respectively, under the Brokerage Agreement. For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized additional revenue of $35.1 million, $60.0$13.0 million and $83.6$13.6 million, respectively, relating to the Subject MSRs when a party other than NRZRithm selects Altisource as the service provider.
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ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market Risk
Our financial market risk consists primarily of interest rate and foreign currency exchange rate risk.
Interest Rate Risk
AsUnder the terms of December 31, 2020,the Amended Credit Agreement, the interest rate charged on the Term B Loan was 5.00%. The interest rateLoans is calculated based on the Adjusted Eurodollar RateSOFR (as defined in the senior secured term loan agreement)Amended Credit Agreement) with a minimum floor of 1.00% plus 4.00%.5.00% paid in cash plus 5.00% PIK. Based on the first quarter 2023 par paydown of $20 million, the PIK component was reduced to 4.50% and may be further reduced on a prospective basis based on the Aggregate Paydowns made prior to February 14, 2024.
Based on the principal amount outstanding and the Adjusted Eurodollar RateSOFR as of December 31, 2020,February 14, 2023, the effective date of the Amended Credit Agreement, a one percentage point increase in SOFR above the Eurodollar rateminimum floor would increase our annual interest expense by approximately $2.5 million. There would be no$2.5 million decrease in our annual cash interest expense if there was a one percentage point decrease in the Eurodollar Rate, as a result of the 1.00% minimum floor.SOFR.
Currency Exchange Risk
We are exposed to currency risk from potential changes in currency values of our non-United States dollar denominated expenses, assets, liabilities and cash flows. Our most significant currency exposure relates to the Indian rupee. Based on expenses incurred in Indian rupees for the year ended December 31, 2020,2022, a one percentage point increase or decrease in value of the Indian rupee in relation to the United States dollar would increase or decrease our annual expenses by approximately $0.4$0.2 million.
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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
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Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Altisource Portfolio Solutions S.A.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheet of Altisource Portfolio Solutions S.A. and subsidiaries (the Company) as of December 31, 2022, the related consolidated statements of operations and comprehensive (loss) income, equity, and cash flows for the year then ended, and the related notes (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.
Emphasis of a Matter
As discussed in Notes 3, 14, and 22 to the financial statements, the Company has a concentration of revenue associated with its largest customer, Ocwen Financial Corporation (together with its subsidiaries, Ocwen). The Company has disclosed various uncertainties associated with Ocwen.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.
Accounting for Income Taxes
As described in Notes 2 and Note 20 to the financial statements, the Company is subject to income taxes in the United States and a number of foreign jurisdictions. Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in determining tax expense and in evaluating tax positions, including evaluating uncertainties. The Company recorded $5.0 million of net deferred tax assets, $9.0 million of net deferred tax liabilities, and $16.7 million of total unrecognized tax benefits, including interest and penalties, as of December 31, 2022. The Company also recorded a $5.3 million income tax provision for the year ending December 31, 2022.
We identified the accounting for income taxes as a critical audit matter because of the specialized expertise and high degree of auditor judgment required in auditing the income tax provision due to the Company’s presence in foreign jurisdictions, transfer pricing determinations, and evaluating the reasonableness of uncertain tax positions.
Our audit procedures related to the Company’s accounting for income taxes included the following, among others:
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We tested components of the income tax provision for significant jurisdictions, including evaluating permanent and temporary differences between book and tax reporting balances, and tested the application of statutory tax rates;
With the assistance of our tax professionals, including international tax professionals, we:
Evaluated the reasonableness of management's estimates by considering the application of foreign tax jurisdiction laws and regulations;
Evaluated the transfer pricing analyses provided by the Company and tested certain transfer pricing computations;
Evaluated the completeness of uncertain tax positions and the reasonableness of the outcomes and measurements.
/s/ RSM US LLP
We have served as the Company’s auditor since 2022.
Jacksonville, Florida
March 30, 2023

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Report of Independent Registered Public Accounting Firm
To the Board of Directors and
Shareholders of Altisource Portfolio Solutions S.A.:
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheetssheet of Altisource Portfolio Solutions S.A. and subsidiaries (the “Company”) as of December 31, 2020 and 2019,2021, and the related consolidated statements of operations and comprehensive income (loss), equity, and cash flows for the three yearsyear in the period ended December 31, 2020,2021, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements, present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019,2021, and the results of its operations and its cash flows for the three yearsyear in the period ended December 31, 2020,2021, in conformity with accounting principles generally accepted in the United States of America.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)America (“PCAOB”U.S. GAAP”), the Company’s internal control over financial reporting as of December 31, 2020, based on criteria established in 2013Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 11, 2021 expressed an unqualified opinion.

Adoption of New Accounting Standards
As discussed in Note 25 to the financial statements, the Company changed its method of accounting for leases as a result of the adoption of Accounting Standards Codification (“ASC”) Topic 842, Leases, effective January 1, 2019, under the modified retrospective transition approach..
Emphasis of Concentration of Revenue and Uncertainties
As discussed in Note 3 to the financial statements, Ocwen Financial Corporation (��Ocwen”(together with its subsidiaries, “Ocwen”) is the Company’s largest customer. Ocwen purchases certain mortgage services from the Company under the terms of services agreements with terms extending through August 2025.2030. Ocwen has disclosed that Rithm Capital Corp. (“Rithm”, formerly New Residential Investment Corp. (“NRZ”), or “NRZ” is its largest client. In July 2017 and January 2018, Ocwen and NRZRithm entered into a series of agreements pursuant to which the parties agreed, among other things, to undertake certain actions to facilitate the transfer from Ocwen to NRZRithm of Ocwen’s legal title to certain mortgage servicing rights (“MSRs”) and under which Ocwen will subservice mortgage loans underlying these MSRs for an initial term of five years.years, subject to early termination rights. As discussed in Note 2522 to the financial statements, NRZ can terminate its sub-servicing agreement with Ocwen in exchange for the payment of a termination fee. During the second quarter of 2020, Ocwen informed the Company that an MSR investor instructed Ocwen to use a field services provider other than the Company on properties associated with certain MSRs. Ocwen also communicated to the Company in the fourth quarter of 2020 that the same investor instructed Ocwen to use a provider for default valuations and certain default title services other than the Company on properties associated with certain MSRs and commenced moving these referrals to other providers in the fourth quarter of 2020. Ocwen has disclosed that it is subject to a number of regulatory matters and may become subject to future adverse regulatory or other actions. The existence or outcome of Ocwen regulatory matters or the termination of the NRZ sub-servicing agreement with Ocwen may have significant adverse effects on Ocwen’s business and/or the Company’s continuing relationship with Ocwen. Note 2522 also discusses potential events that could further significantly reduce the Company’s revenue.
Opinion on the Supplemental Information
The Schedule II - Valuation and Qualifying Accounts schedule listed in the index at Item 15 of the Form 10-K (the “valuation and qualifying accounts schedule”) has been subjected to audit procedures performed in conjunction with the audit of the Company’s financial statements. The valuation and qualifying accounts schedule is the responsibility of the Company’s management. Our audit procedures included determining whether the valuation and qualifying accounts schedule reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the valuation and qualifying accounts schedule. In forming our opinion on the valuation and qualifying accounts schedule, we evaluated whether the valuation and qualifying accounts schedule, including its form and content, is presented in conformity with accounting principles generally accepted in the United States of America. In our opinion, the valuation and qualifying accounts schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.
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Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Accounting for Income Taxes
As described further in Note 2 and Note 22 to the financial statements, the Company is subject to income taxes in Luxembourg, as well as in the United States and a number of other foreign jurisdictions. The application of tax laws to the Company’s operations can be complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in the application of tax laws to each of the different jurisdictions to determine the consolidated income tax expense. The application of different tax laws also requires judgment in evaluating tax positions including evaluating uncertainties under ASC Topic 740, Income Taxes, and complexities in determining the recoverability of deferred tax assets in both domestic and foreign jurisdictions, based on the weight of positive and negative evidence, which includes anticipated future reversals of deferred tax liabilities, projections of future taxable income, and tax planning strategies. We identified the evaluation of the accounting for income taxes as a critical audit matter.
The principal considerations for our determination that auditing income taxes is a critical audit matter included: (i) the specialized expertise and experience necessary in evaluating the completeness and valuation of the foreign tax provisions primarily due to the Company’s multinational presence in numerous foreign jurisdictions with varying complexity in tax laws and regulations; (ii) the subjective auditor judgment involved in evaluating the transfer pricing methodology and existence of the uncertain tax positions; (iii) the complex auditor judgment involved in evaluating the valuation of the Company’s identified uncertain tax positions; and (iv) the complex auditor judgment involved in evaluating the various forms of available positive and negative evidence regarding the recoverability of deferred tax assets, specifically due to the Company’s multinational presence.
The primary procedures we performed to address this critical audit matter included:
Testing the design and operating effectiveness of certain internal controls over the Company’s income tax reporting process, including controls related to the identification and application of tax laws in different jurisdictions, the recoverability of deferred tax assets, and the identification and evaluation of significant assumptions used in determining the assessment of uncertain tax positions;
Obtaining an understanding of the Company’s overall legal entity structure by reading and evaluating the Company’s organizational charts and associated documentation, including legal documents;
Testing the income tax provision in each significant taxable jurisdiction, including performing procedures designed to test the completeness and accuracy of the permanent and temporary differences by obtaining an understanding of the tax laws applicable in the respective jurisdiction and evaluating communications with tax advisors and governmental taxing authorities, accounting records, tax returns, and other evidential documentation, including assessing the completeness and accuracy of the underlying data used by the Company in its calculations;
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Evaluating and testing the appropriateness of the methods and assumptions used in developing the Company’s estimate of the recoverability of its deferred tax assets and the identification and assessment of the valuation of uncertain tax positions in each of its taxable jurisdictions, including the determination of whether the methods were consistent with the requirements of U.S. GAAP, whether the data was appropriately used, and whether the significant assumptions were reasonable and appropriately applied within the methods.
In addition, we involved domestic and international tax professionals with specialized skills and knowledge who assisted in (1) obtaining an understanding of the tax laws in each respective jurisdiction; (2) assessing tax positions and transfer pricing studies; and (3) evaluating the Company’s interpretation of tax law and its assessment and measurement of certain tax uncertainties and expected outcomes by interpreting tax laws and evaluating and reading advice obtained from the Company’s external specialists as well as correspondence with governmental taxing authorities.

/s/ Mayer Hoffman McCann P.C.

We have served as the Company’s auditor since 2016.

from 2016 through 2022.
March 11, 20213, 2022, except for Note 23, as to which the date is December 12, 2022
Clearwater, Florida

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Report of Independent Registered Public Accounting Firm


To the Board of Directors and
Shareholders of Altisource Portfolio Solutions S.A.:
Opinion on Internal Control Over Financial Reporting
We have audited Altisource Portfolio Solutions S.A. and subsidiaries’ (the “Company”) internal control over financial reporting as of December 31, 2020, based on criteria established in 2013 Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in 2013 Internal Control - Integrated Framework issued by the COSO.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheets and related consolidated statements of operations and comprehensive income (loss), consolidated statement of equity, cash flows and financial statement schedule as of December 31, 2020 and 2019 and for the three years in the period ended December 31, 2020 of the Company, and our report dated March 11, 2021, expressed an unqualified opinion on those financial statements and included an explanatory paragraph related to the change in the method of accounting for leases as a result of Accounting Standards Codification Topic 842, Leases, effective January 1, 2019, and an emphasis of matter paragraph regarding concentration of revenue and uncertainties with Ocwen Financial Corporation (“Ocwen”) and uncertainties faced by Ocwen.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.


/s/ Mayer Hoffman McCann P.C.

March 11, 2021
Clearwater,St. Petersburg, Florida
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Consolidated Balance Sheets
(in thousands, except per share data)
December 31,December 31,
2020201920222021
ASSETSASSETSASSETS
Current assets:Current assets:Current assets:
Cash and cash equivalentsCash and cash equivalents$58,263 $82,741 Cash and cash equivalents$51,025 $98,132 
Accounts receivable, netAccounts receivable, net22,413 43,615 Accounts receivable, net12,989 18,008 
Prepaid expenses and other current assetsPrepaid expenses and other current assets19,479 15,214 Prepaid expenses and other current assets23,544 21,864 
Investment in equity securities42,618 
Total current assetsTotal current assets100,155 184,188 Total current assets87,558 138,004 
Premises and equipment, netPremises and equipment, net11,894 24,526 Premises and equipment, net4,222 6,873 
Right-of-use assets under operating leasesRight-of-use assets under operating leases18,213 29,074 Right-of-use assets under operating leases5,321 7,594 
GoodwillGoodwill73,849 73,849 Goodwill55,960 55,960 
Intangible assets, netIntangible assets, net46,326 61,046 Intangible assets, net31,730 36,859 
Deferred tax assets, netDeferred tax assets, net5,398 10,763 Deferred tax assets, net5,048 6,386 
Other assetsOther assets9,850 10,810 Other assets5,166 6,132 
Total assetsTotal assets$265,685 $394,256 Total assets$195,005 $257,808 
LIABILITIES AND EQUITY
LIABILITIES AND DEFICITLIABILITIES AND DEFICIT
Current liabilities:Current liabilities:Current liabilities:
Accounts payable and accrued expensesAccounts payable and accrued expenses$56,779 $67,671 Accounts payable and accrued expenses$33,507 $46,535 
Deferred revenueDeferred revenue5,461 5,183 Deferred revenue3,711 4,342 
Other current liabilitiesOther current liabilities9,305 14,724 Other current liabilities2,867 3,870 
Total current liabilitiesTotal current liabilities71,545 87,578 Total current liabilities40,085 54,747 
Long-term debtLong-term debt242,656 287,882 Long-term debt245,230 243,637 
Deferred tax liabilities, netDeferred tax liabilities, net8,801 9,137 Deferred tax liabilities, net9,028 9,028 
Other non-current liabilitiesOther non-current liabilities25,239 31,016 Other non-current liabilities19,536 19,266 
Commitments, contingencies and regulatory matters (Note 25)00
Commitments, contingencies and regulatory matters (Note 22)Commitments, contingencies and regulatory matters (Note 22)
Equity (deficit):Equity (deficit):Equity (deficit):
Common stock ($1.00 par value; 100,000 shares authorized, 25,413 issued and 15,664 outstanding as of December 31, 2020; 15,454 outstanding as of December 31, 2019)25,413 25,413 
Common stock ($1.00 par value; 100,000 shares authorized, 25,413 issued and 16,129 outstanding as of December 31, 2022; 15,911 outstanding as of December 31, 2021)Common stock ($1.00 par value; 100,000 shares authorized, 25,413 issued and 16,129 outstanding as of December 31, 2022; 15,911 outstanding as of December 31, 2021)25,413 25,413 
Additional paid-in capitalAdditional paid-in capital141,473 133,669 Additional paid-in capital149,348 144,298 
Retained earningsRetained earnings190,383 272,026 Retained earnings118,948 186,592 
Treasury stock, at cost (9,749 shares as of December 31, 2020 and 9,959 shares as of December 31, 2019)(441,034)(453,934)
Treasury stock, at cost (9,284 shares as of December 31, 2022 and 9,502 shares as of December 31, 2021)Treasury stock, at cost (9,284 shares as of December 31, 2022 and 9,502 shares as of December 31, 2021)(413,358)(426,445)
Altisource deficitAltisource deficit(83,765)(22,826)Altisource deficit(119,649)(70,142)
Non-controlling interestsNon-controlling interests1,209 1,469 Non-controlling interests775 1,272 
Total deficitTotal deficit(82,556)(21,357)Total deficit(118,874)(68,870)
Total liabilities and deficitTotal liabilities and deficit$265,685 $394,256 Total liabilities and deficit$195,005 $257,808 

See accompanying notes to consolidated financial statements
.
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Consolidated Statements of Operations and Comprehensive (Loss) Income
(in thousands, except per share data)
For the years ended December 31,
 20222021
Revenue$153,120 $178,453 
Cost of revenue131,305 171,366 
Gross profit21,815 7,087 
Operating expense (income):
Selling, general and administrative expenses54,755 67,049 
Loss (gain) on sale of business242 (88,930)
(Loss) income from operations(33,182)28,968 
Other income (expense), net:
Interest expense(16,639)(14,547)
Other income, net2,254 864 
Total other income (expense), net(14,385)(13,683)
(Loss) income before income taxes and non-controlling interests(47,567)15,285 
Income tax provision(5,266)(3,232)
Net (loss) income(52,833)12,053 
Net income attributable to non-controlling interests(585)(241)
Net (loss) income attributable to Altisource$(53,418)$11,812 
(Loss) earnings per share:
Basic$(3.32)$0.75 
Diluted$(3.32)$0.74 
Weighted average shares outstanding:
Basic16,070 15,839 
Diluted16,070 16,063 
Comprehensive (loss) income:
Comprehensive (loss) income, net of tax(52,833)12,053 
Comprehensive income attributable to non-controlling interests(585)(241)
Comprehensive (loss) income attributable to Altisource$(53,418)$11,812 
See accompanying notes to consolidated financial statements.
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Consolidated Statements of Equity
(in thousands)
 Altisource Equity (Deficit)
 Common stockAdditional paid-in capitalRetained earningsTreasury stock, at costNon-controlling interestsTotal
 Shares
Balance, January 1, 202125,413 $25,413 $141,473 $190,383 $(441,034)$1,209 $(82,556)
Net income— — — 11,812 — 241 12,053 
Non-controlling interests eliminated on deconsolidation (Note 2)— — — — — 1,781 1,781 
Distributions to non-controlling interest holders— — — — — (1,959)(1,959)
Share-based compensation expense— — 2,825 — — — 2,825 
Issuance of restricted share units and restricted shares— — — (11,092)11,092 — — 
Treasury shares withheld for the payment of tax on restricted share unit and restricted share issuances— — — (4,511)3,497 — (1,014)
Balance, December 31, 202125,413 25,413 144,298 186,592 (426,445)1,272 (68,870)
Net loss— — — (53,418)— 585 (52,833)
Distributions to non-controlling interest holders— — — — — (1,082)(1,082)
Share-based compensation expense— — 5,050 — — — 5,050 
Issuance of restricted share units and restricted shares— — — (9,747)9,747 — — 
Treasury shares withheld for the payment of tax on restricted share unit and restricted share issuances— — — (4,479)3,340 — (1,139)
Balance, December 31, 202225,413 $25,413 $149,348 $118,948 $(413,358)$775 $(118,874)
See accompanying notes to consolidated financial statements.
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Consolidated Statements of Operations and Comprehensive Loss
(in thousands, except per share data)
For the years ended December 31,
 202020192018
Revenue$365,547 $648,651 $838,202 
Cost of revenue305,194 493,256 622,165 
Gross profit60,353 155,395 216,037 
Operating expenses (income):
Selling, general and administrative expenses92,736 141,076 175,670 
Gain on sale of businesses(17,814)(13,688)
Restructuring charges11,972 14,080 11,560 
(Loss) income from operations(44,355)18,053 42,495 
Other income (expense), net:
Interest expense(17,730)(21,393)(26,254)
Unrealized gain (loss) on investment in equity securities4,004 14,431 (12,972)
Other income (expense), net375 1,348 (1,870)
Total other income (expense), net(13,351)(5,614)(41,096)
(Loss) income before income taxes and non-controlling interests(57,706)12,439 1,399 
Income tax provision(8,609)(318,296)(4,098)
Net loss(66,315)(305,857)(2,699)
Net income attributable to non-controlling interests(841)(2,112)(2,683)
Net loss attributable to Altisource$(67,156)$(307,969)$(5,382)
Loss per share:
Basic$(4.31)$(19.26)$(0.32)
Diluted$(4.31)$(19.26)$(0.32)
Weighted average shares outstanding:
Basic15,598 15,991 17,073 
Diluted15,598 15,991 17,073 
Comprehensive loss:
Net loss$(66,315)$(305,857)$(2,699)
Other comprehensive loss, net of tax:
Reclassification of unrealized gain on investment in equity securities, net of income tax provision of $200, to retained earnings from the cumulative effect of an accounting change(733)
Comprehensive loss, net of tax(66,315)(305,857)(3,432)
Comprehensive income attributable to non-controlling interests(841)(2,112)(2,683)
Comprehensive loss attributable to Altisource$(67,156)$(307,969)$(6,115)

See accompanying notes to consolidated financial statements.
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Consolidated Statements of Equity
(in thousands)
 Altisource Equity (Deficit)
 Common stockAdditional paid-in capitalRetained earningsAccumulated other comprehensive income (loss)Treasury stock, at costNon-controlling interestsTotal
 Shares
Balance, January 1, 201825,413 $25,413 $112,475 $626,600 $733 $(426,609)$1,373 $339,985 
Net loss— — — (5,382)— — 2,683 (2,699)
Distributions to non-controlling interest holders— — — — — — (2,819)(2,819)
Share-based compensation expense— — 10,192 — — — — 10,192 
Cumulative effect of an accounting change (Note 5 and 18)— — (9,715)(733)— — (10,448)
Exercise of stock options and issuance of restricted shares— — — (19,245)— 22,889 — 3,644 
Treasury shares withheld for the payment of tax on restricted share issuances and stock option exercises— — — (1,603)— 778 — (825)
Repurchase of shares— — — — — (40,362)— (40,362)
Balance, December 31, 201825,413 25,413 122,667 590,655 (443,304)1,237 296,668 
Net loss— — — (307,969)— — 2,112 (305,857)
Distributions to non-controlling interest holders— — — — — — (2,752)(2,752)
Share-based compensation expense— — 11,002 — — — 872 11,874 
Exercise of stock options and issuance of restricted share units and restricted shares— — — (7,222)— 7,622 — 400 
Treasury shares withheld for the payment of tax on restricted share issuances and stock option exercises— — — (3,438)— 1,743 — (1,695)
Repurchase of shares— — — — — (19,995)— (19,995)
Balance, December 31, 201925,413 25,413 133,669 272,026 (453,934)1,469 (21,357)
Net loss— — — (67,156)— — 841 (66,315)
Distributions to non-controlling interest holders— — — — — — (1,101)(1,101)
Share-based compensation expense— — 7,804 — — — — 7,804 
Exercise of stock options and issuance of restricted share units and restricted shares— — — (9,548)— 9,548 — 
Treasury shares withheld for the payment of tax on restricted share unit and restricted share issuances and stock option exercises— — — (4,939)— 3,352 — (1,587)
Balance, December 31, 202025,413 $25,413 $141,473 $190,383 $$(441,034)$1,209 $(82,556)

See accompanying notes to consolidated financial statements.
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Consolidated Statements of Cash Flows
(in thousands)
For the years ended December 31,
202020192018
Cash flows from operating activities:  
Net loss$(66,315)$(305,857)$(2,699)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:  
Depreciation and amortization14,890 18,509 30,799 
Amortization of right-of-use assets under operating leases10,245 11,769 — 
Amortization of intangible assets14,720 19,021 28,412 
Unrealized (gain) loss on investment in equity securities(4,004)(14,431)12,972 
Goodwill and intangible assets write-off from business exits5,900 2,640 
Share-based compensation expense7,804 11,874 10,192 
Bad debt expense2,229 720 2,830 
Amortization of debt discount666 666 717 
Amortization of debt issuance costs730 736 965 
Deferred income taxes5,033 307,339 (5,791)
Loss on disposal of fixed assets461 750 727 
Gain on sale of businesses(17,814)(13,688)
Loss on debt refinancing4.434 
Changes in operating assets and liabilities (excludes effect of sale of businesses):  
Accounts receivable14,973 (12,207)14,556 
Short-term investments in real estate39,873 (10,468)
Prepaid expenses and other current assets(4,140)13,628 4,617 
Other assets947 (132)2,278 
Accounts payable and accrued expenses(10,338)(16,257)1,651 
Current and non-current operating lease liabilities(10,599)(12,738)— 
Other current and non-current liabilities297 (4,661)(16,742)
Net cash (used in) provided by operating activities(22,401)46,688 68,402 
Cash flows from investing activities:  
Additions to premises and equipment(2,705)(2,161)(3,916)
Proceeds received from sale of equity securities46,622 7,994 
Proceeds from the sale of businesses3,307 38,632 15,000 
Other investing activities422 
Net cash provided by investing activities47,224 44,887 11,084 
Cash flows from financing activities:  
Proceeds from issuance of long-term debt407,880 
Repayments and repurchases of long-term debt(46,622)(44,996)(486,759)
Debt issuance costs(5,042)
Proceeds from stock option exercises400 3,644 
Purchase of treasury shares(19,995)(40,362)
Distributions to non-controlling interests(1,101)(2,752)(2,819)
Payments of tax withholding on issuance of restricted share units and restricted shares(1,587)(1,695)(825)
Net cash used in financing activities(49,310)(69,038)(124,283)
Net (decrease) increase in cash, cash equivalents and restricted cash(24,487)22,537 (44,797)
Cash, cash equivalents and restricted cash at the beginning of the period86,583 64,046 108,843 
Cash, cash equivalents and restricted cash at the end of the period$62,096 $86,583 $64,046 
Supplemental cash flow information:  
Interest paid$15,697 $20,856 $24,123 
Income taxes paid, net2,061 2,688 7,136 
Acquisition of right-of-use assets with operating lease liabilities1,075 13,775 — 
Reduction of right-of-use assets from operating lease modifications or reassessments(1,691)(5,844)— 
Non-cash investing and financing activities:  
Net increase (decrease) in payables for purchases of premises and equipment$139 $(101)$(32)

For the years ended December 31,
20222021
Cash flows from operating activities: 
Net (loss) income$(52,833)$12,053 
Adjustments to reconcile net (loss) income to net cash used in operating activities: 
Depreciation and amortization3,440 4,592 
Amortization of right-of-use assets under operating leases2,730 7,935 
Amortization of intangible assets5,129 9,467 
Share-based compensation expense5,050 2,825 
Bad debt expense885 1,354 
Amortization of debt discount661 665 
Amortization of debt issuance costs932 847 
Deferred income taxes1,098 (705)
Loss on disposal of fixed assets10 47 
Loss (gain) on sale of business242 (88,930)
Other non-cash items— 137 
Changes in operating assets and liabilities: 
Accounts receivable4,134 2,963 
Prepaid expenses and other current assets(1,922)1,146 
Other assets341 902 
Accounts payable and accrued expenses(12,964)(8,442)
Current and non-current operating lease liabilities(2,911)(8,803)
Other current and non-current liabilities1,090 1,542 
Net cash used in operating activities(44,888)(60,405)
Cash flows from investing activities: 
Additions to premises and equipment(863)(1,379)
Proceeds from the sale of businesses346 104,141 
Other investing activities(250)— 
Net cash (used in) provided by investing activities(767)102,762 
Cash flows from financing activities: 
Proceeds from revolving credit facility— 20,000 
Repayments of long-term debt and revolving credit facility— (20,000)
Debt issuance costs— (531)
Proceeds from convertible debt payable to related parties (Note 2)— 1,200 
Distributions to non-controlling interests(1,082)(1,959)
Payments of tax withholding on issuance of restricted share units and restricted shares(1,139)(1,014)
Net cash used in financing activities(2,221)(2,304)
Net (decrease) increase in cash, cash equivalents and restricted cash(47,876)40,053 
Cash, cash equivalents and restricted cash at the beginning of the period102,149 62,096 
Cash, cash equivalents and restricted cash at the end of the period$54,273 $102,149 
Supplemental cash flow information: 
Interest paid$14,962 $12,532 
Income taxes paid, net3,299 2,455 
Acquisition of right-of-use assets with operating lease liabilities920 7,318 
Reduction of right-of-use assets from operating lease modifications or reassessments(463)(6,119)
Non-cash investing and financing activities: 
Net decrease in payables for purchases of premises and equipment$(64)$(116)
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets and the consolidated statements of cash flows as of December 31:
20222021
Cash and cash equivalents$51,025 $98,132 
Restricted cash3,248 4,017 
Total cash, cash equivalents and restricted cash reported in the statements of cash flow$54,273 $102,149 
See accompanying notes to consolidated financial statements.
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Notes to Consolidated Financial Statements


NOTE 1 — ORGANIZATION
Description of Business
Altisource Portfolio Solutions S.A., together with its subsidiaries (which may be referred to as “Altisource,” the “Company,” “we,” “us” or “our”), 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.
The Company operates with 1 reportable segment (total Company).
NOTE 2 — BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting and Presentation
The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Intercompany transactions and accounts have been eliminated in consolidation.
Principles of Consolidation
The financial statements include the accounts of the Company, its wholly-owned subsidiaries and those entities in which we have a variable interest and are the primary beneficiary.
Altisource consolidates Best Partners Mortgage Cooperative, Inc., which is managed by The Mortgage Partnership of America, L.L.C. (“MPA”), a wholly-owned subsidiary of Altisource. Best Partners Mortgage Cooperative, Inc. is a mortgage cooperative doing business as Lenders One® (“Lenders One”). MPA provides services to Lenders One under a management agreement that ends on December 31, 2025 (with renewals for 3three successive five-year periods at MPA’s option).
The management agreement between MPA and Lenders One, pursuant to which MPA is the management company, represents a variable interest in a variable interest entity. MPA is the primary beneficiary of Lenders One as it has the power to direct the activities that most significantly impact the cooperative’s economic performance and the right to receive benefits from the cooperative. As a result, Lenders One is presented in the accompanying consolidated financial statements on a consolidated basis and the interests of the members are reflected as non-controlling interests. As of December 31, 2020,2022, Lenders One had total assets of $2.3$1.2 million and total liabilities of $0.1$1.1 million. As of December 31, 2019,2021, Lenders One had total assets of $1.6$2.2 million and total liabilities of $0.3$1.4 million.
In 2019, Altisource created Pointillist, Inc. (“Pointillist”) and contributed the Pointillist® customer journey analytics business and $8.5 million to it. On May 27, 2021, Pointillist isissued $1.3 million in principal of convertible notes to related parties with a maturity date of January 1, 2023. The notes bore interest at a rate of 7% per annum. The principal and unpaid accrued interest then outstanding under the notes (1) would automatically convert to Pointillist equity at the earlier of the time Pointillist receives proceeds of $5.0 million or more from the sale of its equity or January 1, 2023, or (2) are repaid in cash or converted into Pointillist common stock equity based on a $13.1 million Pointillist valuation (at the Lenders’ option) in the event of a corporate transaction or initial public offering of Pointillist. On December 1, 2021, the notes were converted to Pointillist equity and Altisource and other shareholders of Pointillist sold all of the equity interests in Pointillist (See Note 4 for additional information). Prior to the sale, Pointillist was owned by Altisource and management of Pointillist. ManagementPointillist, with management of Pointillist ownsowning a non-controlling interest representing 12.1% of the outstanding equity of Pointillist. Additional equity shares of Pointillist are available for issuance to management and board members of Pointillist. Altisource has no ongoing obligation to provide future funding to Pointillist.Through December 1, 2021 Pointillist is presented in the accompanying consolidated financial statements on a consolidated basis and the portion of Pointillist owned by Pointillist management is reported as non-controlling interests.interests as of December 31, 2021.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and related disclosures of contingent liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, determining share-based compensation, income taxes, collectability of receivables, valuation of acquired intangibles and goodwill, depreciable lives and valuation of fixed assets and contingencies. Actual results could differ materially from those estimates.
Cash and Cash Equivalents
We classify all highly liquid instruments with an original maturity of three months or less at the time of purchase as cash equivalents.
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Notes to Consolidated Financial Statements (Continued)
Accounts Receivable, Net
Accounts receivable are presented net of an allowance for expected credit losses. We monitor and estimate the allowance for credit losses based on our historical write-offs, historical collections, our analysis of past due accounts based on the contractual terms of the receivables, relevant market and industry reports and our assessment of the economic status of our customers, if known. The carrying value of accounts receivable, net, approximates fair value.
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Notes to Consolidated Financial Statements (Continued)
Premises and Equipment, Net
We report premises and equipment, net at cost or estimated fair value at acquisition for premises and equipment recorded in connection with a business combination and depreciate these assets over their estimated useful lives using the straight-line method as follows:
Furniture and fixtures5 years
Office equipment5 years
Computer hardware3-5 years
Computer software3-7 years
Leasehold improvementsShorter of useful life, 10 years or the term of the lease
Maintenance and repair costs are expensed as incurred. We capitalize expenditures for significant improvements and new equipment and depreciate the assets over the shorter of the capitalized asset’s life or the life of the lease.
We review premises and equipment for impairment following events or changes in circumstances that indicate the carrying amount of an asset or asset group may not be recoverable. We measure recoverability of assets to be held and used by comparing the carrying amount of an asset or asset group to estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset or asset group exceeds its estimated future cash flows, we recognize an impairment charge for the amount that the carrying value of the asset or asset group exceeds the fair value of the asset or asset group.
Computer software includes the fair value of software acquired in business combinations, capitalized software development costs and purchased software. Capitalized software development and purchased software are recorded at cost and amortized using the straight-line method over their estimated useful lives. Software acquired in business combinations is recorded at fair value and amortized using the straight-line method over its estimated useful life.
Business Combinations
We account for acquisitions using the purchase method of accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 805, Business Combinations. The purchase price of an acquisition is allocated to the assets acquired and liabilities assumed using their fair value as of the acquisition date.
Goodwill
Goodwill represents the excess cost of an acquired business over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed in a business combination. We evaluate goodwill for impairment annually during the fourth quarter or more frequently when an event occurs or circumstances change in a manner that indicates the carrying value may not be recoverable. We first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value as a basis for determining whether we need to perform the quantitative goodwill impairment test. Only if we determine, based on qualitative assessment, that it is more likely than not that a reporting unit’s fair value is less than its carrying value will we calculate the fair value of the reporting unit. We would then test goodwill for impairment by comparing the fair value of the reporting unit with its carrying amount. If the fair value is determined to be less than its carrying amount, we recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. We estimate the fair value of the reporting unit using discounted cash flows and market comparisons. The discounted cash flow method is based on the present value of projected cash flows. Forecasts of future cash flows are based on our estimate of future sales and operating expenses, based primarily on estimated pricing, sales volumes, market segment share, cost trends and general economic conditions. The estimated cash flows are discounted using a rate that represents our weighted average cost of capital. The market comparisons include an analysis of revenue and earnings multiples of guideline public companies compared to the Company.
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Notes to Consolidated Financial Statements (Continued)
Intangible Assets, Net
Identified intangible assets consist primarily of customer related intangible assets, operating agreements, trademarks and trade names and other intangible assets. Identifiable intangible assets acquired in business combinations are recorded based on their fair values at the date of acquisition. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any arrangements, the history of the asset, our long-term strategy for use of the asset and other economic factors. We amortize intangible assets that we deem to have definite lives in proportion to actual and expected customer revenues or on a straight-line basis over their useful lives, generally ranging from 4 to 20 years.
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Notes to Consolidated Financial Statements (Continued)
We perform tests for impairment if conditions exist that indicate the carrying value may not be recoverable. When facts and circumstances indicate that the carrying value of intangible assets determined to have definite lives may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of cash flows of discrete intangible assets generally consistent with models utilized for internal planning purposes. If the sum of the undiscounted expected future cash flows is less than the carrying value, we recognize an impairment to the extent the carrying amount exceeds fair value.
Long-Term Debt
Long-term debt is reported net of applicable discount or premium and net of debt issuance costs. The debt discount or premium and debt issuance costs are amortized to interest expense through maturity of the related debt using the effective interest method.
Fair Value Measurements
Fair value is defined as an exit price, representing the amount that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The three-tier hierarchy for inputs used in measuring fair value, which prioritizes the inputs used in the methodologies of measuring fair value for assets and liabilities, is as follows:
Level 1Quoted prices in active markets for identical assets and liabilities
Level 2 Observable inputs other than quoted prices included in Level 1
Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of assets or liabilities.
Financial assets and financial liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Our assessment of the significance of a particular input to the fair value measurements requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy.
Functional Currency
The currency of the primary economic environment in which our operations are conducted is the United States dollar. Therefore, the United States dollar has been determined to be our functional and reporting currency. Non-United States dollar transactions and balances have been measured in United States dollars in accordance with ASC Topic 830, Foreign Currency Matters. All transaction gains and losses from the measurement of monetary balance sheet items denominated in non-United States dollar currencies are reflected in the consolidated statements of operations and comprehensive loss(loss) income as income or expenses, as appropriate.
Defined Contribution 401(k) Plan
Some of our employees currently participate in a defined contribution 401(k) plan under which we may make matching contributions equal to a discretionary percentage determined by us. We recorded expenses of $0.6 million, $0.9$0.2 million and $1.2$0.5 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively, related to our discretionary contributions.
Revenue Recognition
We recognize revenue when we satisfy a performance obligation by transferring control of a product or service to a customer in an amount that reflects the consideration that we expect to receive. This revenue can be recognized at a point in time or over time. We invoice customers based on our contractual arrangements with each customer, which may not be consistent with the period that revenues are recognized. When there is a timing difference between when we invoice customers and when revenues are recognized, we record either a contract asset (unbilled accounts receivable) or a contract liability (deferred revenue or other current liabilities), as appropriate. Descriptions of our principal revenue generating activities are as follows:
Core Businesses
Field Services
For property preservation and inspection services and payment management technologies, we recognize transactional revenue when the service is provided.
For vendor management transactions and our vendor management oversight software-as-a-service (“SaaS”) platform, we recognize revenue over the period during which we perform the services.
Reimbursable expenses revenue related to our property preservation and inspection services is included in revenue with an equal amount recognized in cost of revenue. These amounts are recognized on a gross basis, principally
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Notes to Consolidated Financial Statements (Continued)
because generally we have control over selection of vendors and the vendor relationships are with us, rather than with our customers.
Marketplace
For the real estate auction platform, real estate auction and real estate brokerage services, we recognize revenue on a net basis (i.e., the commission on the sale) as we perform services as an agent without assuming the risks and rewards of ownership of the asset and the commission earned on the sale is a fixed percentage or amount.
For SaaS based technology to manage real estate owned (“REO”), short sales, foreclosure, bankruptcy and eviction processes, we recognize revenue over the estimated average number of months the REO are on the platform. We generally recognize revenue for professional services over the contract period.
Reimbursable expenses revenue related to our real estate sales is included in revenue with an equal amount recognized in cost of revenue. These amounts are recognized, onwe record either a gross basis, principally because generally we have control over selection of vendors and the vendor relationships are with us, rather than with our customers.
Mortgage and Real Estate Solutions
For the majority of the services we provide, we recognize transactionalcontract asset (unbilled accounts receivable) or a contract liability (deferred revenue when the service is provided.
For loan disbursement processing services, we recognize revenue over the period during which we perform the processing services with full recognition upon completion of the disbursements. For foreclosure trustee services, we recognize revenue over the period during which we perform the related services, with full recognition upon completion and/or recording the related foreclosure deed. We use judgment to determine the period over which we recognize revenueother current liabilities), as appropriate. See Note 23 for certain of these services.
Reimbursable expenses revenue related to our title and foreclosure trustee services businesses is included in revenue with an equal amount recognized in cost of revenue. These amounts are recognized on a gross basis, principally because generally we have control over selection of vendors and the vendor relationships are with us, rather than with our customers.
Other Businesses
Earlier Stage Business
For our customer journey analytics platform, we recognize revenue primarily based on subscription fees. We recognize revenue associated with implementation services and maintenance services ratably over the contract term.
Other
For our Financial Services business (sold on July 1, 2019, see Note 4), we generally earned fees for our post-charge-off consumer debt collection services as a percentage of the amount we collected on delinquent consumer receivables and recognized revenue following collection from the borrowers. For mortgage charge-off collections performed on behalfdescriptions of our clients, we recognizedprincipal revenue as a percentage of amounts collected following collection from the borrowers. We provided customer relationship management services for which we typically earned and recognized revenue on a per-person, per-call or per-minute basis as the related services were performed.
For loan servicing technologies, we recognized revenue based on the number of loans on the system. We generally recognized revenue from professional services over the contract period.
For short-term investments in real estate (wind down completed in 2019, see Note 8), we recognized revenue associated with our sales of short-term investments in real estate on a gross basis (i.e., the selling price of the property) as we assumed the risks and rewards of ownership of the asset.
For our consumer real estate brokerage (discontinued in the fourth quarter of 2019, see Note 8), we recognized revenue on a net basis (i.e., the commission on the sale) as we performed services as an agent without assuming the risks and rewards of ownership of the asset and the commission earned on the sale was a fixed percentage or amount.generating activities.
Share-Based Compensation
Share-based compensation is accounted for under the provisions of ASC Topic 718, Compensation - Stock Compensation (“ASC Topic 718”). Under ASC Topic 718, the cost of services received in exchange for an award of equity instruments is generally measured based on the grant date fair value of the award. Share-based awards that do not require future service are expensed immediately. Share-based awards that require future service are recognized over the relevant service period. The Company has made an accounting policy election to account for forfeitures in compensation expense as they occur.
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Notes to Consolidated Financial Statements (Continued)
Income Taxes
We record income taxes in accordance with ASC Topic 740, Income Taxes (“ASC Topic 740”). We account for certain income and expense items differently for financial reporting purposes and income tax purposes. We recognize deferred income tax assets and liabilities for these differences between the financial reporting basis and the tax basis of our assets and liabilities as well as expected benefits of utilizing net operating loss and credit carryforwards. The most significant temporary differences relate to accrued compensation, interest expense, amortization, loss carryforwards and valuation allowances. We measure deferred income tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which we anticipate recovery or settlement of those temporary differences. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized.
Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in determining tax expense and in evaluating tax positions including evaluating uncertainties under ASC Topic 740. We recognize tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Resolution of these uncertainties in a manner inconsistent with management’s expectations could have a material impact on our results of operations.
Earnings Per Share
We compute earnings per share in accordance with ASC Topic 260, Earnings Per Share. Basic net income per share is computed by dividing net income attributable to Altisource by the weighted average number of shares of common stock outstanding for the period. Diluted net income per share reflects the assumed conversion of all dilutive securities using the treasury stock method.
Recently Adopted Accounting Pronouncements
In January 2017, the FASB issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This standard simplified the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Prior guidance required that companies compute the implied fair value of goodwill under Step 2 by performing procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. This updated standard requires companies to perform annual or interim goodwill impairment tests by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The Company adopted this standard effective January 1, 2020 and has applied it prospectively. Adoption of this new standard did not have any impact on the Company’s consolidated financial statements.
In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. This standard modified certain disclosure requirements such as the valuation processes for Level 3 fair value measurements. This standard also requires new disclosures such as the disclosure of certain assumptions used to develop significant unobservable inputs for Level 3 fair value measurements. The Company adopted this standard effective January 1, 2020 and has applied it prospectively. Adoption of this new standard did not have any impact on the Company’s consolidated financial statements.
In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force). This standard aligns the requirements for capitalizing implementation costs in a hosting arrangement service contract with the existing guidance for capitalizing implementation costs incurred for an internal-use software license. This standard also requires capitalizing or expensing implementation costs based on the nature of the costs and the project stage during which they are incurred and establishes additional disclosure requirements. The Company adopted this standard effective January 1, 2020 and has applied it prospectively. Adoption of this new standard did not have any impact on the Company’s consolidated financial statements.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU and its related amendments (collectively, the "Credit Loss Standard") introduced the current expected credit losses (“CECL”) methodology for the measurement of credit losses on financial assets measured at
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Notes to Consolidated Financial Statements (Continued)
amortized cost basis, replacing the previous incurred loss methodology. The CECL model applies to financial assets measured at amortized cost, including trade and other receivables, net, investments in leases, loans receivable held-to-maturity securities and off-balance sheet exposures. The Credit Loss Standard requires consideration of a broader range of information to estimate expected credit losses, including historical information and current conditions through a reasonable forecast period. The Credit Loss Standard requires that the income statement reflect the measurement of credit losses for newly recognized financial assets as well as the expected increase or decrease of expected credit losses that have taken place during the period, which may result in earlier recognition of certain losses. The Company adopted this standard effective January 1, 2020 utilizing a modified retrospective approach, which did not have any impact on the Company’s consolidated financial statements (See Note 6).
Future Adoption of New Accounting Pronouncements
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.  This standard is part of the FASB’s initiative to reduce complexity in accounting standards by instituting several simplifying provisions and removing several exceptions pertaining to income tax accounting.  This standard will be effective for annual periods beginning after December 15, 2020, including interim periods within that reporting period.  Early adoption of this standard is permitted.  The Company is currently evaluating the impact this guidance may have on its consolidated financial statements.
In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and in January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope. This standard applies only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. This standard provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting, in response to concerns about structural risks of interbank offered rates, and, particularly, the risk of cessation of LIBOR. This standard is effective from the period from March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. Once elected for a topic or an industry subtopic, the standard must be applied prospectively for all eligible contract modifications for that topic or industry subtopic. The Company is currently evaluating the impact this guidance may have on its consolidated financial statements.
NOTE 3 — CUSTOMER CONCENTRATION
Ocwen
Ocwen Financial Corporation (together with its subsidiaries, “Ocwen”) is a residential mortgage loan servicer of mortgage servicing rights (“MSRs”) it owns, including those MSRs in which others have an economic interest, and a subservicer of MSRsloans owned by others.
During the year ended December 31, 2020,2022, Ocwen was our largest customer, accounting for 54%41% of our total revenue. Ocwen purchases certain mortgage services from us under the terms of services agreements and amendments thereto (collectively, the “Ocwen Services Agreements”) with terms extending through August 2025.2030. Certain of the Ocwen Services Agreements contain a “most favored nation” provision and also grant the parties the right to renegotiate pricing, among other things.
Revenue from Ocwen primarily consists of revenue earned from the loan portfolios serviced and subserviced by Ocwen when Ocwen engages us as the service provider, and revenue earned directly from Ocwen, pursuant to the Ocwen Services Agreements. For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue from Ocwen of $197.8 million, $362.7$63.5 million and $437.4$55.6 million, respectively. Revenue from Ocwen as a percentage of consolidated revenue was 54%, 56%41% and 52%31% for the years ended December 31, 2020, 20192022 and 2018,2021, respectively.
We earn additional revenue related to the portfolios serviced and subserviced by Ocwen when a party other than Ocwen or the MSRMSRs owner selects Altisource as the service provider. For both the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue$9.5 million of $23.8 million, $37.5 million and $47.1 million, respectively, related to the portfolios serviced by Ocwen when a party other than Ocwen or the MSR owner selected Altisource as the service provider.such revenue. These amounts are not included in deriving revenue from Ocwen and revenue from Ocwen as a percentage of revenue discussed above.
In February 2019, Altisource and Ocwen entered into agreements that, among other things, facilitated Ocwen’s transition from REALServicing® and related technologies to another mortgage servicing software platform, establish a process for Ocwen to review and approve the assignment of one or more of our agreements to potential buyers of Altisource’s business lines, requiring Ocwen to use Altisource as service provider for certain service referrals totaling an amount equal to 100% of the
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Notes to Consolidated Financial Statements (Continued)
applicable service referrals on certain portfolios plus an amount equal to not less than 90%As of applicable service referralsDecember 31, 2022, accounts receivable from certain other portfolios (determined on a service by service basis), subject to certain additional restrictionsOcwen totaled $4.0 million, $3.2 million of which was billed and limitations,$0.8 million of which was unbilled. As of December 31, 2021, accounts receivable from Ocwen totaled $3.0 million, $2.8 million of which was billed and affirm Altisource’s role as a strategic service provider to Ocwen through August 2025. In connection with these agreements, Altisource expressly preserved and did not waive any$0.2 million of its existing contractual rights relating to service referrals, other than with respect to Ocwen transitioning from the REALServicing and related technologies. If Altisource fails certain performance standards for specified periods of time, then Ocwen may terminate Altisource as a provider for the applicable service(s), subject to certain limitations and Altisource’s right to cure. Ocwen’s transition to another mortgage servicing platformwhich was completed during 2019.unbilled.
During the second quarter of 2020, Ocwen informed us that an MSR investor instructed Ocwen to use a field services provider other than Altisource on properties associated with certain MSRs. Based upon the impacted portfolios to date and the designated service provider, Altisource believes that Ocwen received these directions from New Residential InvestmentRithm
Rithm Capital Corp. (individually, together with one or more of its subsidiaries or one or more of its subsidiaries individually, “Rithm”) (formerly New Residential Investment Corp., or “NRZ”). We believe Ocwen commenced using another field services provider for these properties in July 2020 and continued to transition services during the third quarter of 2020. We believe that the transition to the replacement field service provider was largely completed as of September 30, 2020. We estimate that $70.1 million, $150.2 million and $171.0 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from Field Services referrals from the NRZ portfolios. Ocwen also communicated to Altisource in the fourth quarter of 2020 that the same investor instructed Ocwen to use a provider for default valuations and certain default title services other than Altisource on properties associated with such certain MSRs and commenced moving these referrals to other service providers in the fourth quarter of 2020. We anticipate that the transition of such default valuations and title services will continue during the course of 2021. We estimate that $18.2 million, $33.2 million and $40.1 million of service revenue from Ocwen for the years ended December 31, 2020, 2019 and 2018, respectively, was derived from default valuations and title services referrals from the NRZ portfolios. Altisource believes that any action taken by Ocwen to redirect these service referrals breaches Altisource's agreement with Ocwen. We are currently in discussions with Ocwen to address this matter, and have reserved all of our rights with respect to this matter.
To address the reduction in revenue, Altisource is undertaking several measures to further reduce its cost structure and strengthen its operations.
As of December 31, 2020, accounts receivable from Ocwen totaled $5.9 million, $5.1 million of which was billed and $0.8 million of which was unbilled. As of December 31, 2019, accounts receivable from Ocwen totaled $19.1 million, $15.7 million of which was billed and $3.4 million of which was unbilled.
NRZ
NRZ is a real estate investment trust that invests in and manages investments primarily related to residential real estate, including MSRs and excess MSRs.
Ocwen has disclosed that NRZRithm is its largest client. As of December 31, 2020, NRZ MSRs or rights to MSRs relating to2022, approximately 36%17% of loans serviced and subserviced by Ocwen (measured in unpaid principal balance (“UPB”)). In July 2017 and January 2018, Ocwen and NRZ entered into a series of agreements pursuant were related to which the parties agreed, among other things,Rithm MSRs or rights to undertake certain actions to facilitate the transfer from Ocwen to NRZ of Ocwen’s legal title to certain of its MSRs (the “Subject MSRs”) and under which Ocwen will subservice mortgage loans underlying.
Rithm purchases brokerage services for real estate owned (“REO”) exclusively from us, irrespective of the MSRs for an initial term of five years,subservicer, subject to early termination rights.
On August 28, 2017, Altisource, through its licensed subsidiaries, entered intocertain limitations, for certain MSRs set forth in and pursuant to the terms of a Cooperative Brokerage Agreement, as amended, and related letter agreement (collectively, the “Brokerage Agreement”) with NRZ which extendsterms extending through August 2025. Under this agreement and related amendments, Altisource remains the exclusive provider of brokerage services for REO associated with the Subject MSRs, irrespective of the subservicer, subject to certain limitations. NRZ’s brokerage subsidiary receives a cooperative brokerage commission on the sale of REO properties from these portfolios subject to certain exceptions.
The Brokerage Agreement may be terminated by NRZ upon the occurrence of certain specified events. Termination events include, but are not limited to, a breach of the terms of the Brokerage Agreement (including, without limitation, the failure to meet performance standards and non-compliance with law in a material respect), the failure to maintain licenses which failure materially prevents performance of the contract, regulatory allegations of non-compliance resulting in an adversarial proceeding against NRZ, voluntary or involuntary bankruptcy, appointment of a receiver, disclosure in a Form 10-K or Form 10-Q that there is significant uncertainty about Altisource’s ability to continue as a going concern, failure to maintain a specified level of cash and an unapproved change of control.
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Notes to Consolidated Financial Statements (Continued)
For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized revenue from NRZRithm of $8.6 million, $12.5$3.2 million and $28.7$3.1 million, respectively, under the Brokerage Agreement. For the years ended December 31, 2020, 20192022 and 2018,2021, we recognized additional revenue of $35.1 million, $60.0$13.0 million and $83.6$13.6 million, respectively, relating to the Subject MSRs when a party other than NRZRithm selects Altisource as the service provider.
NOTE 4 — SALE OF BUSINESSES
FinancialPointillist Business
On October 6, 2021 Altisource and other shareholders of Pointillist entered into a definitive Stock Purchase Agreement to sell all of the equity interests in Pointillist to Genesys Cloud Services, Business
On July 1, 2019, Altisource sold its Financial Services business, consisting of its post-charge-off consumer debt and mortgage charge-off collection services and customer relationship management services (the “Financial Services Business”) to Transworld Systems Inc. (“TSI”Genesys”) for $44.0$150.0 million consisting(the “Purchase Price”) (the “Transaction”). The Purchase Price consisted of (1) an up-front payment of $40.0$144.5 million, subject to acertain adjustments, (2) $0.5 million deposited into an escrow account to be used to satisfy potential deficits between estimated closing date working capital adjustment (finalized during 2019) and transaction costs uponactual closing ofdate working capital (the “Working Capital Escrow”), with excess amounts remaining after satisfying such deficits (if any) being paid to the sale,sellers, and (3) $5.0 million deposited into an additional $4.0 million paymentescrow account to satisfy certain Genesys indemnification claims that may arise on or prior to the one yearfirst anniversary of the sale closing. In connectionclosing and, at Genesys’ election, any working capital deficits that exceed the Working Capital Escrow (the “Indemnification Escrow”), with the balance to be paid to the sellers thereafter. The Transaction closed on December 1, 2021. On a fully diluted basis, Altisource owned approximately 69% of the equity of Pointillist. After working capital and other applicable adjustments, Altisource received approximately $106.0 million from the sale we recognized a $17.8of its Pointillist equity and the collection of outstanding receivables, with $102.2 million pretax gain on sale forreceived at closing, approximately $0.3 million deposited into the Working Capital Escrow and approximately $3.5 million deposited into the Indemnification Escrow. Altisource received the working Capital Escrow in May 2022. The Indemnification Escrow funds have not yet been received. During the year ended December 31, 2019. On July 1, 2020,2022, the Company received net proceeds recognized a loss of $3.3$(0.2) million representing TSI’s final installment payment less certainbased on estimated losses from claims expected to be made against the Indemnification Escrow account. The present value of the amounts owed to TSI. The parties also entered intoin escrow is included in other current assets in the accompanying consolidated balance sheets at a transition services agreement to provide for the managementdiscounted value of $3.2 million and orderly transition of certain services and technologies to TSI for periods ranging from 2 months to 13 months, subject to additional 3 month extensions. These services included support for information technology systems and infrastructure, facilities management, finance, compliance and human resources functions and were charged to TSI on a fixed fee or hourly basis. As$3.6 million as of December 31, 2020, all2022 and 2021, respectively. During the year ended December 31, 2021, the Company recognized a pre-tax and after-tax gain of $88.9 million from the transition services and technologies have been fully transitioned to TSI.sale of Pointillist.
Rental Property Management Business
In August 2018, Altisource entered into an amendment to its agreements with Front Yard Residential Corporation (“RESI”) to sell Altisource’s rental property management business to RESI and permit RESI to internalize certain services that had been provided by Altisource. The proceeds from the transaction totaled $18.0 million, payable in 2two installments. The first installment of $15.0 million was received onin August 2018 and the closing date of August 8, 2018. The second installment of $3.0 million is to bewas received on the earlier of a RESI change of control or on August 8, 2023. On October 19, 2020, RESI announced that it had entered into a definitive merger agreement to sell RESI. The merger closed onin January 11, 2021 and the Company subsequently received the $3.0 million payment. The present value of the second installment is included in other assets in the accompanying consolidated balance sheets at a discounted value of $2.5 million and $2.4 million as of December 31, 2020 and 2019, respectively.
NOTE 5 — INVESTMENT IN EQUITY SECURITIES
During 2016, we purchased 4.1 million shares of RESI common stock. This investment is reflected in the accompanying consolidated balance sheets at fair value and changes in fair value are included in other income (expense), net in the accompanying consolidated statements of operations and comprehensive loss. As of December 31, 2019, we held 3.5 million shares of RESI common stock (0 comparative amount as of December 31, 2020). As of December 31, 2019 and 2018, the fair value of our investment was $42.6 million and $36.2 million, respectively (0 comparative amount as of December 31, 2020). During the years ended December 31, 2020, 2019 and 2018, we recognized an unrealized gain (loss) from the change in fair value of $4.0 million, $14.4 million and $(13.0) million, respectively, in the consolidated statements of operations and comprehensive loss.
In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, that required equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This standard was effective for the Company on January 1, 2018. The adoption of this standard resulted in a cumulative effect adjustment to increase retained earnings and decrease accumulated other comprehensive income by $0.7 million, net of income tax provision, on January 1, 2018.
The unrealized gain for years ended December 31, 2020 and 2019 included $4.1 million and $2.0 million of net gains recognized on RESI shares sold during the period, respectively (0 comparative amount for the year ended December 31, 2018). During the years ended December 31, 2020, 2019 and 2018, we earned dividends of $0.5 million, $1.7 million and $2.5 million, respectively, related to this investment.
During the year ended December 31, 2020, the Company sold all of its remaining 3.5 million shares for net proceeds of $46.6 million. During the year ended December 31, 2019, the Company sold 0.7 million shares for net proceeds of $8.0 million. As required by our senior secured term loan agreement, the Company used the net proceeds to repay a portion of its senior secured term loan.2021.
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Notes to Consolidated Financial Statements (Continued)
NOTE 65 — ACCOUNTS RECEIVABLE, NET
Accounts receivable, net consists of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
BilledBilled$19,703 $35,921 Billed$11,993 $17,907 
UnbilledUnbilled8,291 12,166 Unbilled5,359 5,398 
27,994 48,087 17,352 23,305 
Less: Allowance for credit lossesLess: Allowance for credit losses(5,581)(4,472)Less: Allowance for credit losses(4,363)(5,297)
TotalTotal$22,413 $43,615 Total$12,989 $18,008 
Unbilled accounts receivable consist primarily of certain real estate asset management, REO sales, title and closing services for which we generally recognize revenue when the service is provided but collect upon closing of the sale, and foreclosure trustee services, for which we generally recognize revenues over the service delivery period but bill following completion of the service. We also include amounts in unbilled accounts receivable that are earned during a month and billed in the following month.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU and its related amendments (collectively, the "Credit Loss Standard") introduced the current expected credit losses (“CECL”) methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The CECL model applies to financial assets measured at amortized cost, including trade and other receivables, net, investments in leases, loans receivable held-to-maturity securities and off-balance sheet exposures. The Credit Loss Standard requires consideration of a broader range of information to estimate expected credit losses, including historical information and current conditions through a reasonable forecast period. The Credit Loss Standard requires that the income statement reflect the measurement of credit losses for newly recognized financial assets as well as the expected increase or decrease of expected credit losses that have taken place during the period, which may result in earlier recognition of certain losses. The Company adopted this standard effective January 1, 2020 utilizing a modified retrospective approach, which did not have any impact on the Company’s consolidated financial statements.
We are exposed to credit losses through our sales of products and services to our customers which are recorded as Accounts Receivable,accounts receivable, net on the Company’s consolidated financial statements. We monitor and estimate the allowance for credit losses based on our historical write-offs, historical collections, our analysis of past due accounts based on the contractual terms of the receivables, relevant market and industry reports and our assessment of the economic status of our customers, if known. Estimated credit losses are written off in the period in which the financial asset is determined to be no longer collectible. There can be no assurance that actual results will not differ from estimates or that consideration of these factors in the future will not result in an increase or decrease to our allowance for credit losses.
Prior to January 1, 2020, ourChanges in the allowance for expected credit losses represents an amount that we estimate to be uncollectible.consist of the following:
Bad debt expense amounted to $2.2 million, $0.7 million and $2.8 million for the years ended December 31, 2020, 2019 and 2018, respectively, and is included in selling, general and administrative expenses in the consolidated statements of operations and comprehensive loss.
Additions
(in thousands)Balance at Beginning of PeriodCharged to Expenses
Charged to Other Accounts Note(1)
Deductions Note(2)
Balance at End of Period
Allowance for expected credit losses:
Year ended December 31, 2022$5,297 $885 $(260)$1,559 $4,363 
Year ended December 31, 20215,581 1,354 — 1,638 5,297 
______________________________________
(1) Primarily includes amounts previously written off which were credited directly to this account when recovered.
(2) Amounts written off as uncollectible or transferred to other accounts or utilized.
NOTE 76 — PREPAID EXPENSES AND OTHER CURRENT ASSETS
Prepaid expenses and other current assets consist of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Maintenance agreements, current portion$2,513 $1,923 
Income taxes receivableIncome taxes receivable7,053 5,098 Income taxes receivable$7,031 $8,403 
Prepaid expensesPrepaid expenses4,812 3,924 Prepaid expenses5,165 2,865 
Maintenance agreements, current portionMaintenance agreements, current portion1,498 1,717 
Surety bond collateralSurety bond collateral4,000 2,000 
Other current assetsOther current assets5,101 4,269 Other current assets5,850 6,879 
TotalTotal$19,479 $15,214 Total$23,544 $21,864 
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Notes to Consolidated Financial Statements (Continued)
NOTE 8 — DISCONTINUATION OF LINES OF BUSINESS
Owners.com
In October 2019, the Company announced its plans to wind down and close the Owners.com business, which was completed by December 31, 2019. Owners.com was a technology-enabled real estate brokerage and provider of related mortgage brokerage and title services. Owners.com was not material in relation to the Company’s results of operations or financial position. In connection with the wind down of Owners.com, the Company wrote off $5.2 million of goodwill and $0.7 million of intangible assets (see Note 11). In addition, wind down expenses were included in the Project Catalyst restructuring charges (see Note 24).
Buy-Renovate-Lease-Sell
On November 26, 2018, the Company announced its plans to sell its short-term investments in real estate (“BRS Inventory”) and discontinue the Company’s Buy-Renovate-Lease-Sell (“BRS”) business. Altisource’s BRS business focused on buying, renovating, leasing and selling single-family homes to real estate investors. The BRS business was not material in relation to the Company’s results of operations or financial position. The Company completed the sale of the BRS Inventory during the year ended December 31, 2019.
NOTE 97 — PREMISES AND EQUIPMENT, NET
Premises and equipment, net consists of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Computer hardware and softwareComputer hardware and software$52,837 $144,608 Computer hardware and software$49,339 $50,452 
Leasehold improvementsLeasehold improvements14,792 23,800 Leasehold improvements5,794 5,927 
Furniture and fixturesFurniture and fixtures5,882 8,775 Furniture and fixtures3,832 4,441 
Office equipment and otherOffice equipment and other1,817 4,004 Office equipment and other346 811 
75,328 181,187  59,311 61,631 
Less: Accumulated depreciation and amortizationLess: Accumulated depreciation and amortization(63,434)(156,661)Less: Accumulated depreciation and amortization(55,089)(54,758)
TotalTotal$11,894 $24,526 Total$4,222 $6,873 
Depreciation and amortization expense amounted to $14.9 million, $18.5$3.4 million and $30.8$4.6 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively, and is included in cost of revenue for operating assets and in selling, general and administrative expenses for non-operating assets in the consolidated statements of operations and comprehensive loss.(loss) income.
Premises and equipment, net consist of the following by country as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
LuxembourgLuxembourg$2,455 $3,883 
United StatesUnited States$5,530 $13,426 United States586 1,932 
Luxembourg5,451 10,295 
IndiaIndia822 671 India1,129 999 
UruguayUruguay91 39 Uruguay52 59 
Philippines95 
TotalTotal$11,894 $24,526 Total$4,222 $6,873 
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Notes to Consolidated Financial Statements (Continued)
NOTE 108 — RIGHT-OF-USE ASSETS UNDER OPERATING LEASES, NET
Right-of-use assets under operating leases, net consists of the following as of December 31:
(in thousands)20202019
Right-of-use assets under operating leases$31,932 $39,729 
Less: Accumulated amortization(13,719)(10,655)
Total$18,213 $29,074 
(in thousands)20222021
Right-of-use assets under operating leases$11,808 $19,595 
Less: Accumulated amortization(6,487)(12,001)
Total$5,321 $7,594 
Amortization of operating leases was $10.2$2.7 million and $11.8$7.9 million for the years ended December 31, 20202022 and 2019,2021, respectively, (0 comparative amount for the year ended December 31, 2018), and is included in cost of revenue for operating assets and in selling, general and administrative expenses for non-operating assets in the consolidated statements of operations and comprehensive loss.
NOTE 11 — GOODWILL AND INTANGIBLE ASSETS, NET
Goodwill
Changes in goodwill during the years ended December 31, 2020 and 2019 are summarized below:
(in thousands)Total
Balance as of January 1, 2019$81,387 
Disposition (1)
(2,378)
Write-off (2)
(5,160)
Balance as of December 31, 2020 and 2019$73,849 
______________________________________
(1)    During 2019, the Company sold the Financial Services Business (see Note 4) which had $2.4 million of goodwill attributed to it.
(2)    During 2019, we recorded a $5.2 million write-off of goodwill attributable to the Owners.com business, as a result of our decision to wind down and close the business (see Note 8).
Intangible Assets, Net
Intangible assets, net consist of the following as of December 31:
Weighted average estimated useful life (in years)
Gross carrying amountAccumulated amortizationNet book value
(in thousands)202020192020201920202019
Definite lived intangible assets:
Customer related intangible assets9$214,973 $214,973 $(187,923)$(176,043)$27,050 $38,930 
Operating agreement2035,000 35,000 (19,126)(17,376)15,874 17,624 
Trademarks and trade names169,709 9,709 (6,307)(5,893)3,402 3,816 
Non-compete agreements41,230 1,230 (1,230)(1,215)15 
Intellectual property300 (175)125 
Other intangible assets51,800 3,745 (1,800)(3,209)536 
Total$262,712 $264,957 $(216,386)$(203,911)$46,326 $61,046 
(loss) income.
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Notes to Consolidated Financial Statements (Continued)
NOTE 9 — GOODWILL AND INTANGIBLE ASSETS, NET
Goodwill
Changes in goodwill during the years ended December 31, 2022 and 2021 are summarized below:
(in thousands)Total
Balance as of January 1, 2021$73,849 
Write-off (1)
(17,889)
Balance as of December 31, 2021 and 2022$55,960 
______________________________________
(1)    During 2021, the Company sold its equity interest in Pointillist (See Note 4 for additional information) which had $17.9 million of goodwill attributed to it. The amount of goodwill attributable to Pointillist was based on the relative fair values of Pointillist and the Company excluding Pointillist. Pointillist was determined to be a business within the Company’s existing reporting unit.
We determined that each reportable segment represents a reporting unit. Goodwill was allocated to each reporting unit based on the relative fair value of each of our reporting units.
Intangible Assets, net
Intangible assets, net consist of the following as of December 31:
Weighted average estimated useful life (in years)
Gross carrying amountAccumulated amortizationNet book value
(in thousands)202220212022202120222021
Definite lived intangible assets:
Customer related intangible assets9$214,307 $214,307 $(197,594)$(194,594)$16,713 $19,713 
Operating agreement2035,000 35,000 (22,604)(20,854)12,396 14,146 
Trademarks and trade names169,709 9,709 (7,088)(6,709)2,621 3,000 
Total$259,016 $259,016 $(227,286)$(222,157)$31,730 $36,859 
Amortization expense for definite lived intangible assets was $14.7 million, $19.0$5.1 million and $28.4$9.5 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively. ExpectedForecasted annual definite lived intangible asset amortization expense for 20212023 through 20252027 is $9.5 million, $5.1 million, $5.1 million, $5.1 million, $4.9 million and $5.1$4.7 million, respectively.
NOTE 1210 — OTHER ASSETS
Other assets consist of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Restricted cashRestricted cash$3,248 $4,017 
Security depositsSecurity deposits$2,416 $3,473 Security deposits596 1,043 
Restricted cash3,833 3,842 
OtherOther3,601 3,495 Other1,322 1,072 
TotalTotal$9,850 $10,810 Total$5,166 $6,132 
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Notes to Consolidated Financial Statements (Continued)
NOTE 1311 — ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Accounts payable and accrued expenses consist of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Accounts payableAccounts payable$16,797 $22,431 Accounts payable$14,981 $15,978 
Accrued expenses - generalAccrued expenses - general24,422 24,558 Accrued expenses - general11,858 13,653 
Accrued salaries and benefitsAccrued salaries and benefits11,226 18,982 Accrued salaries and benefits5,501 12,254 
Income taxes payableIncome taxes payable4,334 1,700 Income taxes payable1,167 4,650 
TotalTotal$56,779 $67,671 Total$33,507 $46,535 
Other current liabilities consist of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Operating lease liabilitiesOperating lease liabilities$7,609 $11,398 Operating lease liabilities$2,097 $2,893 
OtherOther1,696 3,326 Other770 977 
TotalTotal$9,305 $14,724 Total$2,867 $3,870 
NOTE 1412 — LONG-TERM DEBT
Long-term debt consists of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Senior secured term loansSenior secured term loans$247,204 $293,826 Senior secured term loans$247,204 $247,204 
Less: Debt issuance costs, netLess: Debt issuance costs, net(2,389)(3,119)Less: Debt issuance costs, net(878)(1,632)
Less: Unamortized discount, netLess: Unamortized discount, net(2,159)(2,825)Less: Unamortized discount, net(833)(1,494)
Total Senior secured term loansTotal Senior secured term loans245,493 244,078 
Long-term debt$242,656 $287,882 
Credit FacilityCredit Facility— — 
Less: Debt issuance costs, netLess: Debt issuance costs, net(263)(441)
Total Credit facilityTotal Credit facility(263)(441)
Total Long-term debtTotal Long-term debt$245,230 $243,637 
Credit Agreement
Altisource Portfolio Solutions S.A. and its wholly-owned subsidiary, Altisource S.à r.l., entered into a credit agreement (the “Credit Agreement”) in April 2018 with Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent, and certain lenders. Under the Credit Agreement, Altisource borrowed $412.0 million in the form of Term B Loans and obtained a $15.0 million revolving credit facility. The Term B Loans mature in April 2024 and2024. Altisource terminated the revolving credit facility matures in April 2023.on December 1, 2021. Altisource Portfolio Solutions S.A. and certain subsidiaries are guarantors of the term loan and the revolving credit facilityTerm B Loans (collectively, the “Guarantors”).
Proceeds from the Term B Loans were used to repay the Company’s prior senior secured term loan, which had an outstanding balance of $412.1 million as of April 3, 2018. In connection with the refinancing, we recognized a loss of $4.4 million from the write-off of unamortized debt issuance costs and debt discount in the second quarter of 2018. This loss was included in other income (expense), net in the consolidated statements of operations and comprehensive loss.
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Notes to Consolidated Financial Statements (Continued)
There are no mandatory repayments of the Term B Loans dueexcept as set forth below until the April 2024 maturity when the balance is due at maturity. During 2020 and 2019, the Company sold 3.5 million and 0.7 million, respectively, RESI shares for net proceeds of $46.6 million and $8.0 million, respectively, and used the net proceeds to repay a portion of the senior secured term loan (see Note 5). Also during 2019, the Company used net proceeds of $37.0 million from the sale of the Financial Services Business (see Note 4) to repay a portion of the senior secured term loan. In addition, the Company repaid $49.9 million of the Term B Loans in the fourth quarter of 2018 from proceeds from the sale certain of the BRS Inventory received during December 2018 and in anticipation of receiving additional proceeds during the first half of 2019 (see Note 8). Also during 2018, the Company used the proceeds received from the sale of the rental property management business (see Note 4) to repay $15.0 million of the Term B Loans. These repayments were applied to contractual amortization payments in the direct order of maturity.due. All amounts outstanding under the Term B Loans will become due on the earlier of (i) April 3, 2024, and (ii) the date on which the loans are declared to be due and owing by the administrative agent at the request (or with the consent) of the Required Lenders (as defined in the Credit Agreement; other capitalized terms, unless defined herein, are defined in the Credit Agreement) or as otherwise provided in the Credit Agreement upon the occurrence of any event of default.
In addition to the scheduled principal payments, subject to certain exceptions, the Term B Loans are subject to mandatory prepayment upon issuances of debt, certain casualty and condemnation events and sales of assets, as well as from a percentage of Consolidated Excess Cash Flow if our leverage ratio as of each year-end computation date is greater than 3.00 to 1.00, as calculated in accordance with the provisions of the Credit Agreement (the percentage increases if our leverage ratio exceeds
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Notes to Consolidated Financial Statements (Continued)
3.50 to 1.00). Our leverage ratio exceeded 3.50 to 1.00 during the year ended December 31, 2020.2022. However, because the Company did not generate any Consolidated Excess Cash Flow in 2020,2022, no amounts arewere due under this provision.
Altisource may incur incremental indebtedness under the Credit Agreement from 1one or more incremental lenders, which may include existing lenders, in an aggregate incremental principal amount not to exceed $125.0 million, subject to certain conditions set forth in the Credit Agreement, including a sublimit of $80.0 million with respect to incremental revolving credit commitments and, after giving effect to the incremental borrowing, the Company’s leverage ratio does not exceed 3.00 to 1.00. Our leverage ratio exceeded 3.00 to 1.00 during the year ended December 31, 2020. The lenders have no obligation to provide any incremental indebtedness.
The Term B Loans bear interest at rates based upon, at our option, the Adjusted Eurodollar Rate or the Base Rate. Adjusted Eurodollar Rate term loans bear interest at a rate per annum equal to the sum of (i) the greater of (x) the Adjusted Eurodollar Rate for a three month interest period and (y) 1.00% plus (ii) 4.00%. Base Rate term loans bear interest at a rate per annum equal to the sum of (i) the greater of (x) the Base Rate and (y) 2.00% plus (ii) 3.00%. The interest rate as of December 31, 20202022 was 5.00%7.67%.
Loans under the revolving credit facility bear interest at rates based upon, at our option, the Adjusted Eurodollar Rate or the Base Rate. Adjusted Eurodollar Rate revolving loans bear interest at a rate per annum equal to the sum of (i) the Adjusted Eurodollar Rate for a three month interest period plus (ii) 4.00%. Base Rate revolving loans bear interest at a rate per annum equal to the sum of (i) the Base Rate plus (ii) 3.00%. The unused commitment fee is 0.50%. Borrowings under the revolving credit facility are not permitted if our leverage ratio exceeds 3.50 to 1.00. Our leverage ratio exceeded 3.50 to 1.00 during the year ended December 31, 2020. There were 0 borrowings outstanding under the revolving credit facility as of December 31, 2020.
The payment of all amounts owing by Altisource under the Credit Agreement is guaranteed by the Guarantors and is secured by a pledge of all equity interests of certain subsidiaries of Altisource, as well as a lien on substantially all of the assets of Altisource S.à r.l. and the Guarantors, subject to certain exceptions.
The Credit Agreement includes covenants that restrict or limit, among other things, our ability, subject to certain exceptions and baskets, to incur indebtedness; incur liens on our assets; sell, transfer or dispose of assets; make Restricted Junior Payments including share repurchases, dividends and repayment of junior indebtedness; make investments; dispose of equity interests of any Material Subsidiaries; engage in a line of business substantially different than existing businesses and businesses reasonably related, complimentary or ancillary thereto; amend material debt agreements or other material contracts; engage in certain transactions with affiliates; enter into sale/leaseback transactions; grant negative pledges or agree to such other restrictions relating to subsidiary dividends and distributions; make changes to our fiscal year; and engage in mergers and consolidations; and to the extent any Revolving Credit Loans are outstanding on the last day of a fiscal quarter, permit the Total Leverage Ratio to be greater than 3.50:1.00 as of the last day of such fiscal quarter, subject to a customary cure provision (the “Revolving Financial Covenant”).consolidations.
The Credit Agreement contains certain events of default including (i) failure to pay principal when due or interest or any other amount owing on any other obligation under the Credit Agreement within five days of becoming due, (ii) material incorrectness of representations and warranties when made, (iii) breach of certain other covenants, subject to cure periods described in the
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Notes to Consolidated Financial Statements (Continued)
Credit Agreement, (iv) a breach of the Revolving Financial Covenant, subject to a customary cure provision and not an Event of Default with respect to the Term Loans unless and until the Required Revolving Lenders accelerate the Revolving Credit Loans, (v) failure to pay principal or interest on any other debt that equals or exceeds $40.0 million when due, (vi)(v) default on any other debt that equals or exceeds $40.0 million that causes, or gives the holder or holders of such debt the ability to cause, an acceleration of such debt, (vii)(vi) occurrence of a Change of Control, (viii)(vii) bankruptcy and insolvency events, (ix)(viii) entry by a court of one or more judgments against us in an amount in excess of $40.0 million that remain unbonded, undischarged or unstayed for a certain number of days after the entry thereof, (x)(ix) the occurrence of certain ERISA events and (xi)(x) the failure of certain Loan Documents to be in full force and effect. If any event of default occurs and is not cured within applicable grace periods set forth in the Credit Agreement or waived, all loans and other obligations could become due and immediately payable and the facility could be terminated.
As of December 31, 2020,2022, debt issuance costs were $2.4$0.9 million, net of $2.2$3.6 million of accumulated amortization. As of December 31, 2019,2021, debt issuance costs were $3.1$1.6 million, net of $1.4$2.9 million of accumulated amortization.
Interest expense on the senior secured term loans, including amortization of debt issuance costs and the net debt discount, totaled $17.7 million, $21.4$16.4 million and $26.3$13.9 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively.
MaturitiesAs of December 31, 2022, maturities of our long-term debt are as follows:
(in thousands)(in thousands)Maturities(in thousands)Maturities
2021$
2022
202320232023$— 
20242024247,204 2024247,204 
$247,204 $247,204 
Altisource entered into an amendment to the Credit Agreement effective February 14, 2023. See Note 24, Subsequent Events.
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Notes to Consolidated Financial Statements (Continued)
Revolver
On June 22, 2021 Altisource S.à r.l, a subsidiary of Altisource Portfolio Solutions S.A., entered into a revolving credit facility with a related party, STS Master Fund, Ltd. (“STS”) (the “Revolver”). STS is an investment fund managed by Deer Park Road Management Company, LP (“Deer Park”). Deer Park owns approximately 24% of Altisource’s common stock as of December 31, 2022. Deer Park’s Chief Investment Officer and managing partner was a member of Altisource’s Board of Directors until his resignation on March 1, 2022. The replacement director appointed by the Board of Directors is a current employee of Deer Park. Under the terms of the Revolver, STS will make loans to Altisource from time to time, in amounts requested by Altisource and Altisource may voluntarily prepay all or any portion of the outstanding loans at any time. The Revolver provides Altisource the ability to borrow a maximum amount of $20.0 million through June 22, 2022, $15.0 million through June 22, 2023, and $10.0 million until the end of the term. Amounts that are repaid may be re-borrowed in accordance with the limitations set forth below.
Outstanding amounts borrowed pursuant to the Revolver will amortize over the three-year term as follows: on June 22, 2022, the difference between the then outstanding balance above $15.0 million and $15.0 million, on June 22, 2023, the difference between the then outstanding balance above $10.0 million and $10.0 million, and on June 22, 2024, the then outstanding balance of the loan will be due and payable by Altisource.
Borrowings under the Revolver bear interest at 9.00% per annum and are payable quarterly on the last business day of each March, June, September and December. In connection with the Revolver, Altisource is required to pay customary fees, including an upfront fee equal to $0.5 million at the initial extension of credit pursuant to the facility, an unused line fee of 0.5% and, an early termination fee in the event of a refinancing transaction.
Altisource’s obligations under the Revolver are secured by a lien on all equity in Altisource’s subsidiary incorporated in India, Altisource Business Solutions Private Limited, pursuant to a pledge agreement entered into by Altisource Asia Holdings Ltd I, a wholly owned Altisource subsidiary.
The Revolver contains additional representations, warranties, covenants, terms and conditions customary for transactions of this type, that restrict or limit, among other things, our ability to use the proceeds of credit only for general corporate purposes.
The Revolver contains certain events of default including (i) failure to pay principal when due or interest or any other amount owing on any other obligation under the Revolver within three business days of becoming due, (ii) failure to perform or observe any material provisions of the Revolver Documents to be performed or complied with, (iii) material incorrectness of representations and warranties when made, (iv) default on any other debt that equals or exceeds $40.0 million that causes, or gives the holder or holders of such debt the ability to cause, an acceleration of such debt, (v) entry by a court of one or more judgments against us in an amount in excess of $40.0 million that remain unbonded, undischarged or unstayed for a certain number of days after the entry thereof, (vi) occurrence of a Change of Control, (vii) bankruptcy and insolvency events. If any event of default occurs and is not cured within applicable grace periods set forth in the Revolver or waived, all loans and other obligations could become due and immediately payable and the facility could be terminated.
As of December 31, 2022 and 2021, there was no outstanding debt under the Revolver. As of December 31, 2022, debt issuance costs were $0.3 million, net of $0.3 million of accumulated amortization. As of December 31, 2021, debt issuance costs were $0.4 million, net of $0.1 million of accumulated amortization.
Altisource entered into an amendment to the Revolver effective February 14, 2023. See Note 24, Subsequent Events.
NOTE 1513 — OTHER NON-CURRENT LIABILITIES
Other non-current liabilities consist of the following as of December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Operating lease liabilitiesOperating lease liabilities$12,281 $19,707 Operating lease liabilities$3,371 $5,029 
Income tax liabilitiesIncome tax liabilities12,414 10,935 Income tax liabilities16,079 14,156 
Deferred revenueDeferred revenue504 88 Deferred revenue82 — 
Other non-current liabilitiesOther non-current liabilities40 286 Other non-current liabilities81 
TotalTotal$25,239 $31,016 Total$19,536 $19,266 
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Notes to Consolidated Financial Statements (Continued)
NOTE 1614 — FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS
The following table presents the carrying amount and estimated fair value of financial instruments and certain liabilities measured at fair value as of December 31, 20202022 and 2019.2021. The following fair values are estimated using market information and what the Company believes to be appropriate valuation methodologies under GAAP:
December 31, 2020December 31, 2019December 31, 2022December 31, 2021
(in thousands)(in thousands)Carrying amountFair valueCarrying amountFair value(in thousands)Carrying amountFair valueCarrying amountFair value
Level 1Level 2Level 3Level 1Level 2Level 3Level 1Level 2Level 3Level 1Level 2Level 3
Assets:Assets:Assets:
Cash and cash equivalentsCash and cash equivalents$58,263 $58,263 $$$82,741 $82,741 $$Cash and cash equivalents$51,025 $51,025 $— $— $98,132 $98,132 $— $— 
Restricted cashRestricted cash3,833 3,833 3,842 3,842 Restricted cash3,248 3,248 — — 4,017 4,017 — — 
Investment in equity securities42,618 42,618 
Long-term receivable2,531 2,531 2,371 2,371 
Short-term receivableShort-term receivable3,223 — — 3,223 3,643 — — 3,643 
Liabilities:Liabilities:Liabilities:
Senior secured term loanSenior secured term loan247,204 201,472 293,826 277,666 Senior secured term loan247,204 — 200,235 — 247,204 — 224,956 — 
Fair Value Measurements on a Recurring Basis
Cash and cash equivalents and restricted cash are carried at amounts that approximate their fair values due to the highly liquid nature of these instruments and were measured using Level 1 inputs.
Investment in equity securities is carried at fair value and consists of 3.5 million shares of RESI common stock as of December 31, 2019 (0 comparative amount as of December 31, 2020). The investment in equity securities is measured using Level 1 inputs as these securities have quoted prices in active markets.
The fair value of our senior secured term loan is based on quoted market prices. Based on the frequency of trading, we do not believe that there is an active market for our debt. Therefore, the quoted prices are considered Level 2 inputs.
In connection with the sale of Pointillist on December 1, 2021, $3.5 million was deposited into the rental property management business in August 2018,Indemnification Escrow and $0.3 million was deposited into the Working Capital Escrow. These amounts were recorded as short-term receivables. Altisource is to receive $3.0 million on the earlier of a RESI change of control or on August 8, 2023. On October 19, 2020, RESI announced that it had entered into a definitive merger agreement to sell RESI. The merger closed on January 11, 2021 and the Company subsequently received the $3.0 million paymentWorking Capital Escrow in May 2022. The Indemnification Escrow funds have not yet been received. (See Note 4 for additional information). We measure long-termshort-term receivables without a stated interest rate based on the present value of the future payments.
There were no transfers between different levels during the periods presented.
Concentrations of Credit Risk
Financial instruments that subject us to concentrations of credit risk primarily consist of cash and cash equivalents and accounts receivable. Our policy is to deposit our cash and cash equivalents with larger, highly rated financial institutions. The Company derived 54%41% of its revenuesrevenue from Ocwen for the year ended December 31, 20202022 (see Note 3 for additional information on Ocwen revenues and accounts receivable balance). The Company strives to mitigate its concentrations of credit risk with respect to accounts receivable by actively monitoring past due accounts and the economic status of larger customers, if known.
NOTE 1715 — SHAREHOLDERS’ EQUITY AND SHARE-BASED COMPENSATION
Common Stock
As of December 31, 2020,2022, we had 100.0 million shares authorized, 25.4 million issued and 15.716.1 million shares of common stock outstanding. As of December 31, 2019,2021, we had 100.0 million shares authorized, 25.4 million shares issued and 15.515.9 million shares of common stock outstanding. The holders of shares of Altisource common stock generally are entitled to 1one vote for each share on all matters voted on by shareholders, and the holders of such shares generally will possess all voting power.
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Notes to Consolidated Financial Statements (Continued)
Equity Incentive Plan
Our 2009 Equity Incentive Plan (the “Plan”) provides for various types of equity awards, including stock options, stock appreciation rights, stock purchase rights, restricted shares, restricted share units and other awards, or a combination of any of the above. Under the Plan, we may grant up to 6.7 million Altisource share-based awards to officers, directors, employees and to employees of our affiliates. As of December 31, 2020, 1.02022, 2.5 million share-based awards were available for future grant under the Plan. Expired and forfeited awards are available for reissuance.
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Notes to Consolidated Financial Statements (Continued)
Share Repurchase Program
On May 15, 2018, our shareholders approved the renewal and replacement of the share repurchase program previously approved by the shareholders on May 17, 2017. Under the program, we are authorized to purchase up to 4.3 million shares of our common stock, based on a limit of 25% of the outstanding shares of common stock on the date of approval, at a minimum price of $1.00 per share and a maximum price of $500.00 per share, for a period of five years from the date of approval. As of December 31, 2020,2022, approximately 2.4 million shares of common stock remain available for repurchase under the program. There were 0no purchases of shares of common stock during the yearyears ended December 31, 2020. We purchased 1.0 million shares at an average price of $20.33 per share during the year ended December 31, 20192022 and 1.6 million shares at an average price of $25.53 per share during the year ended December 31, 2018.2021. Luxembourg law limits share repurchases to the balance of Altisource Portfolio Solutions S.A. (unconsolidated parent company) retained earnings, less the value of shares repurchased. As of December 31, 2020,2022, we can repurchase up to approximately $91$69 million of our common stock under Luxembourg law. Our Credit Agreement also limits the amount we can spend on share repurchases which limit was approximately $430 million as of December 31, 2020, and may prevent repurchases in certain circumstances, including if our leverage ratio exceeds 3.50 to 1.00. Our leverage ratio exceeded 3.50 to 1.00 during the year ended December 31, 2020.2022.
Share-Based Compensation
We issue share-based awards in the form of stock options, restricted shares and restricted share units for certain employees, officers and directors. We recognized share-based compensation expense of $7.8 million, $11.9$5.1 million and $10.2$2.8 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively. As of December 31, 2020,2022, estimated unrecognized compensation costs related to share-based awards amounted to $6.6$3.1 million, which we expect to recognize over a weighted average remaining requisite service period of approximately 1.481.46 years.
Stock Options
Stock option grants are composed of a combination of service-based, market-based and performance-based options.
Service-Based Options. These options generally vest over three or four years with equal annual vesting and generally expire on the earlier of ten years after the date of grant or following termination of service. A total of 253188 thousand service-based options were outstanding as of December 31, 2020.2022.
Market-Based Options. These option grants generally have 2two components, each of which vests only upon the achievement of certain criteria. The first component, which we refer to as “ordinary performance” grants, generally consists of two-thirds of the market-based grant and begins to vest if the stock price is at least double the exercise price, as long as the stock price realizes a compounded annual gain of at least 20% over the exercise price. The remaining third of the market-based options, which we refer to as “extraordinary performance” grants, generally begins to vest if the stock price is at least triple the exercise price, as long as the stock price realizes a compounded annual gain of at least 25% over the exercise price. Market-based options vest in three or four year installments with the first installment vesting upon the achievement of the criteria and the remaining installments vesting thereafter in equal annual installments. Market-based options generally expire on the earlier of ten years after the date of grant or following termination of service, unless the performance criteria is met prior to termination of service or in the final three years of the option term, in which case vesting will generally continue in accordance with the provisions of the award agreement. A total of 20196 thousand market-based options were outstanding as of December 31, 2020.2022.
Performance-Based Options. These option grants generally will vest if certain specific financial measures are achieved; typically with one-fourth vestsvesting on each anniversary of the grant date. For certain other financial measures, options cliff-vest upon the achievement of the specific performance during the period from 2019 through 2021. The award of performance-based options is adjusted based on the level of achievement specified in the award agreements. If the performance criteria achieved is above threshold performance levels, participants have the opportunity to vest in 50% to 200% of the option grants, depending upon performance achieved. If the performance criteria achieved is below a certain threshold, the options are canceled. The options generally expire on the earlier of ten years after the date of grant or following termination of service.service, unless the performance criteria is met prior to termination of service in which case vesting will generally continue in accordance with the provisions of the award agreement. There were 446461 thousand performance-based options outstanding as of December 31, 2020.2022.
The Company granted 120 thousand stock options (at a weighted average exercise price of $11.86 per share) for the year ended December 31, 2022 (no comparative amount for the year ended December 31, 2021).
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Notes to Consolidated Financial Statements (Continued)
There were 0 stock options granted during 2020 and 2019. Outstanding stock options increased by 228 thousand in February 2019 in connection with the determination of the level of achievement for certain performance-based options granted in 2018. The Company granted 277 thousand stock options (at a weighted average exercise price of $25.15 per share) during the year ended December 31, 2018.
The fair values of the service-based options and performance-based options are determined using the Black-Scholes option pricing model and the fair values of the market-based options were determined using a lattice (binomial) model. The following assumptions were used to determine the fair values as of the grant date for the yearsyear ended December 31:31,:
 2018
 Black-ScholesBinomial
Risk-free interest rate (%)2.66 – 3.101.64 – 3.22
Expected stock price volatility (%)70.31 – 71.8671.36 – 71.86
Expected dividend yield00
Expected option life (in years)6.00 – 6.252.56 – 4.33
Fair value$16.17 – $19.68$14.67 – $20.26
2022
Black-Scholes
Risk-free interest rate (%)1.62 - 4.20
Expected stock price volatility (%)67.75 - 67.99
Expected dividend yield— 
Expected option life (in years)6
Fair value$7.27 - $7.63
We determined the expected option life of all service-based stock option grants using the simplified method, determined based on the graded vesting term plus the contractual term of the options, divided by two. We use the simplified method because we believe that our historical data does not provide a reasonable basis upon which to estimate expected option life.
The following table summarizes the weighted average grant date fair value of stock options granted per share, the total intrinsic value of stock options exercised and the grant date fair value of stock options that vested during the years ended December 31:
(in thousands, except per share data)(in thousands, except per share data)202020192018(in thousands, except per share data)20222021
Weighted average grant date fair value of stock options granted per shareWeighted average grant date fair value of stock options granted per share$$$16.31 Weighted average grant date fair value of stock options granted per share$8.25 $— 
Intrinsic value of options exercisedIntrinsic value of options exercised54 4,609 Intrinsic value of options exercised— — 
Grant date fair value of stock options that vestedGrant date fair value of stock options that vested2,730 3,053 1,760 Grant date fair value of stock options that vested$1,031 $1,203 
The following table summarizes the activity related to our stock options:
 Number of optionsWeighted average exercise price
Weighted average contractual term (in years)
Aggregate intrinsic value (in thousands)
Outstanding as of December 31, 20191,468,046 $29.19 4.60$94 
Forfeited(568,132)24.00 
Outstanding as of December 31, 2020899,914 32.47 5.63
Exercisable as of December 31, 2020557,620 28.69 5.45
In 2018, the Company modified the performance thresholds that are required to be met in order for vesting to occur for 263 thousand stock options granted to 16 employees during the year ended December 31, 2018. The award modification did not change the inputs into the valuation model or the Company’s assessment of the probability of vesting as of the effective date of the modifications. Consequently, no incremental compensation expense was required as a result of this modification.
 Number of optionsWeighted average exercise price
Weighted average contractual term (in years)
Aggregate intrinsic value (in thousands)
Outstanding as of December 31, 2021687,339 $27.99 4.57$— 
Granted120,000 11.86 
Forfeited(62,062)58.95 
Outstanding as of December 31, 2022745,277 27.03 4.83— 
Exercisable as of December 31, 2022542,290 25.44 4.17— 
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Notes to Consolidated Financial Statements (Continued)
The following table summarizes information about stock options outstanding and exercisable as of December 31, 2020:2022:
Options outstandingOptions exercisable
Exercise price range (1)
Number
Weighted average remaining contractual life (in years)
Weighted average exercise priceNumber
Weighted average remaining contractual life (in years)
Weighted average exercise price
$10.01 — $20.00154,200 4.29$18.79 150,038 4.29$18.79 
$20.01 — $30.00548,348 6.1825.19 324,937 5.7725.19 
$30.01 — $40.0068,866 6.0833.32 21,270 5.5933.32 
$60.01 — $70.0058,500 1.1960.76 43,875 1.1960.76 
$80.01 — $90.0025,000 3.6086.69 6,250 3.6086.69 
$90.01 — $100.0045,000 3.1895.67 11,250 3.1895.67 
899,914 557,620 

(1)    These options contain market-based and performance-based components as described above.
Options outstandingOptions exercisable
Exercise price range (1)
Number
Weighted average remaining contractual life (in years)
Weighted average exercise priceNumber
Weighted average remaining contractual life (in years)
Weighted average exercise price
$10.01 — $20.00247,400 5.66$15.43 123,238 2.29$18.79 
$20.01 — $30.00413,398 4.1424.85 388,046 4.1524.82 
$30.01 — $40.0029,479 3.6533.19 17,256 3.6533.58 
$80.01 — $90.0025,000 1.6086.69 6,250 1.6086.69 
$90.01 — $100.0030,000 1.7596.87 7,500 1.7596.87 
745,277 542,290 
______________________________________
(1) These options contain market-based and performance-based components as described above.
The following table summarizes the market prices necessary in order for the market-based options to begin to vest:
Market-based optionsMarket-based options
Vesting priceVesting priceOrdinary performanceExtraordinary performanceVesting priceOrdinary performanceExtraordinary performance
$50.01 — $60.00$50.01 — $60.0036,726 4,162 $50.01 — $60.007,581 4,162 
$60.01 — $70.00$60.01 — $70.0011,648 6,250 $60.01 — $70.008,148 6,250 
$70.01 — $80.0011,500 
$80.01 — $90.00$80.01 — $90.007,362 $80.01 — $90.00— 3,791 
$90.01 — $100.00$90.01 — $100.005,325 $90.01 — $100.00— 4,075 
$100.01 — $110.001,000 
$170.01 — $180.00$170.01 — $180.0012,500 $170.01 — $180.0012,500 — 
$180.01 — $190.007,500 14,625 
Over $190.00Over $190.0015,000 17,500 Over $190.0015,000 13,750 
TotalTotal83,374 67,724 Total43,229 32,028 
Weighted average share priceWeighted average share price$55.14 $50.67 Weighted average share price$69.69 $53.74 
Other Share-Based Awards
The Company’s other share-based and similar types of awards are composedcomprised of restricted shares and restricted share units. The restricted shares and restricted share units are composedcomprised of a combination of service-based awards, performance-based awards and market-based awards.
Service-Based Awards. These awards generally vest over two to four year periods with (a) vesting in equal annual installments, or (b) vesting of all of the restricted shares and restricted share units at the end of the vesting period.periods. A total of 403391 thousand service-based awards were outstanding as of December 31, 2020. Beginning in 2019, service-based restricted share units were awarded as a component of most employees’ annual incentive compensation.2022.
Performance-Based Awards. These awards generally vest if certain specific financial measures are achieved; generally one-third vests on each anniversary of the grant date or the awards cliff-vest on the third anniversary of the grant date. The number of performance-based restricted shares and restricted share units that may vest will beis based on the level of achievement, as specified in the award agreements. If the performance criteria achieved is above certain financial performance levels and Altisource’s share performance is above certain established criteria, participants have the opportunity to vest in up to 150% of the restricted share unit award for certain awards. If the performance criteria achieved is below a certain thresholds, the award is canceled. A total of 213154 thousand performance-based awards were outstanding as of December 31, 2020.2022.
Market-Based Awards. 50% of these awards generally vest if certain specific market conditions are achieved over a 30-day period and the remaining 50% of these awards generally vest on the one year anniversary of the initial vesting. The
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
Notes to Consolidated Financial Statements (Continued)
Company estimates the grant date fair value of these awards using a lattice (binomial) model. A total of 194112 thousand market-based awards were outstanding as of December 31, 2020.2022.
Performance-Based and Market-Based Awards. These awards generally vest if certain specific financial measures are achieved and if certain specific market conditions are achieved. If the performance criteria achieved is above certain financial performance levels and Altisource’s share performance is above certain established criteria, participants have the
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Notes to Consolidated Financial Statements (Continued)
opportunity to vest in up to 300% of the restricted share unit award for certain awards. If the performance criteria or the market criteria is below certain thresholds, the award is canceled. The Company estimates the grant date fair value of these awards using a Monte Carlo simulation model. A total of 6998 thousand performance-based and market-based awards were outstanding as of December 31, 2020.2022.
The Company granted 609501 thousand restricted share units (at a weighted average grant date fair value of $13.47$10.33 per share) during the year ended December 31, 2020.2022. These grants include 8246 thousand performance-based awards that include both a performance condition and a market condition, and 19446 thousand market-basedperformance-based awards for the year ended December 31, 2020. The Company granted 68 thousand performance-based awards that include both a performance condition and a market condition for the year ended December 31, 2019 (0 comparative amounts for the year ended December 31, 2018). There were no market-based awards granted for the years ended December 31, 2019 and 2018.2022.
The following table summarizes the activity related to our restricted shares and restricted share units:
 Number of restricted shares and restricted
share units
Outstanding as of December 31, 20192021636,146625,638 
Granted608,695500,631 
Issued(210,556)(218,106)
Forfeited/canceled(155,764)(153,157)
Outstanding as of December 31, 20202022878,521755,006 
The following assumptions were used to determine the fair values for the performance-based awards that include both a performance condition and a market condition, and fair values for market-based awards as of the grant date for the years ended December 31:
20202019 20222021
Monte CarloBinomialMonte CarloBinomial Monte CarloBinomialMonte CarloBinomial
Risk-free interest rate (%)Risk-free interest rate (%)2.47 0.09 – 0.272.47 Risk-free interest rate (%)1.04 — 0.16 
Expected stock price volatility (%)Expected stock price volatility (%)17.72 80.36 58.90 Expected stock price volatility (%)59.90 — 39.54 — 
Expected dividend yieldExpected dividend yieldExpected dividend yield— — — — 
Expected life (in years)Expected life (in years)3230Expected life (in years)3030
Fair valueFair value$0 $12.58 $20.54 $0 Fair value$— $— $10.16 $— 
In 2018, the Company modified the vesting condition to remove the requirement that a certain employee be employed by the Company in order for the restricted shares to vest for 31 thousand restricted shares granted in the fourth quarter of 2017 and the first quarter of 2018. The award modification did not change the inputs into the valuation model or the Company’s assessment of the probability of vesting as of the effective date of the modifications. Consequently, no incremental compensation expense was required as a result of this modification.
During the year ended December 31, 2019, Pointillist issued 1.1 million shares of its common stock, or 12.1% of Pointillist equity to Pointillist management in exchange for their services. The fair value of the Pointillist shares of $0.9 million was recognized as share-based compensation expense for the year ended December 31, 2019.
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Notes to Consolidated Financial Statements (Continued)
NOTE 1816 REVENUE
We classify revenue in three categories: service revenue, revenue from reimbursable expenses and non-controlling interests. Service revenue consists of amounts attributable to our fee-based services and sales of short-term investments in real estate.services. Reimbursable expenses and non-controlling interests are pass-through items for which we earn no margin. Reimbursable expenses consist of amounts we incur on behalf of our customers in performing our fee-based services that we pass directly on to our customers without a markup. Non-controlling interests represent the earnings of Lenders One, a consolidated entity that is a mortgage cooperative managed, but not owned, by Altisource. The Lenders One members’ earnings are included in revenue and reduced from net income to arrive at net income attributable to Altisource (see Note 2). Our services are provided to customers located in the United States. The components of revenue were as follows for the years ended December 31:
(in thousands)(in thousands)202020192018(in thousands)20222021
Service revenueService revenue$347,313 $621,866 $805,480 Service revenue$144,496 $170,613 
Reimbursable expensesReimbursable expenses16,285 24,172 30,039 Reimbursable expenses8,039 6,555 
Non-controlling interestsNon-controlling interests1,949 2,613 2,683 Non-controlling interests585 1,285 
TotalTotal$365,547 $648,651 $838,202 Total$153,120 $178,453 
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The Company adopted ASU No. 2014-09, Notes to Consolidated Financial Statements (Revenue from Contracts from Customers (Topic 606)Continued, and related interpretations (“Topic 606”), effective January 1, 2018 retrospectively with the cumulative effect recognized on the date of initial application (the modified retrospective approach) for all contracts. As a result of this adoption, the Company recognized an $11.2 million increase in deferred revenue, a $1.1 million increase in unbilled accounts receivable, a $0.3 million increase in other current liabilities and a $10.4 million decrease in retained earnings as of January 1, 2018.
Disaggregation of Revenue
Disaggregation of total revenues by major source iswas as follows:
(in thousands)Revenue recognized when services are performed or assets are soldRevenue related to technology platforms and professional servicesReimbursable expenses revenueTotal revenue
For the year ended December 31, 2020$332,084 $17,178 $16,285 $365,547 
For the year ended December 31, 2019579,929 44,550 24,172 648,651 
For the year ended December 31, 2018719,739 88,424 30,039 838,202 
(in thousands)Revenue recognized when services are performed or assets are soldRevenue related to technology platforms and professional servicesReimbursable expenses revenueTotal revenue
For the year ended December 31, 2022$134,631 $10,450 $8,039 $153,120 
For the year ended December 31, 2021157,855 14,043 6,555 178,453 
Contract Balances
Our contract assets consist of unbilled accounts receivable (see Note 6)5). Our contract liabilities consist of current deferred revenue and other non-current liabilities as reported on the accompanying consolidated balance sheets. Revenue recognized that was included in the contract liability at the beginning of the period was $4.8 million, $9.8$4.2 million and $20.6$5.5 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively.
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Notes to Consolidated Financial Statements (Continued)
NOTE 1917 — COST OF REVENUE
Cost of revenue principally includes payroll and employee benefits associated with personnel employed in customer service, operations and operationstechnology roles, fees paid to external providers related to the provision of services, cost of real estate sold, reimbursable expenses, technology and telecommunications costs as well as depreciation and amortization of operating assets. The components of cost of revenue were as follows for the years ended December 31:
(in thousands)(in thousands)202020192018(in thousands)20222021
Compensation and benefitsCompensation and benefits$94,365 $135,502 $200,486 Compensation and benefits$48,064 $69,990 
Outside fees and servicesOutside fees and services146,322 240,796 278,380 Outside fees and services55,979 66,386 
Technology and telecommunicationsTechnology and telecommunications35,912 36,302 41,588 Technology and telecommunications16,937 25,273 
Reimbursable expensesReimbursable expenses16,285 24,172 30,039 Reimbursable expenses8,039 6,555 
Depreciation and amortizationDepreciation and amortization12,310 13,721 24,013 Depreciation and amortization2,286 3,162 
Cost of real estate sold42,763 47,659 
TotalTotal$305,194 $493,256 $622,165 Total$131,305 $171,366 
Transactions with Related Parties
In May 2022, John G. Aldridge, Jr., the Managing Partner of Aldridge Pite LLP (“Aldridge Pite”), joined the Board of Directors of Altisource. Aldridge Pite provides eviction and other real estate related services to the Company. Between May 2022 and December 2022, the Company recognized $0.5 million of reimbursable expenses relating to services provided to Aldridge Pite.
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Notes to Consolidated Financial Statements (Continued)
NOTE 2018 — SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses include payroll and employee benefits associated with personnel employed in executive, sales and marketing, finance, technology, law, compliance, human resources, vendor management, facilities and risk management roles. This category also includes professional services fees, occupancy costs, marketing costs, depreciation and amortization of non-operating assets and other expenses. The components of selling, general and administrative expenses were as follows for the years ended December 31:
(in thousands)(in thousands)202020192018(in thousands)20222021
Compensation and benefitsCompensation and benefits$35,521 $49,875 $51,043 Compensation and benefits$22,973 $28,367 
Professional servicesProfessional services11,595 10,163 
Amortization of intangible assetsAmortization of intangible assets5,129 9,467 
Occupancy related costsOccupancy related costs19,363 26,042 30,851 Occupancy related costs5,000 9,332 
Amortization of intangible assets14,720 19,021 28,412 
Professional services11,444 14,975 16,950 
Marketing costsMarketing costs3,325 11,212 14,707 Marketing costs3,107 2,157 
Depreciation and amortizationDepreciation and amortization2,580 4,788 6,786 Depreciation and amortization1,154 1,430 
OtherOther5,783 15,163 26,921 Other5,797 6,133 
TotalTotal$92,736 $141,076 $175,670 Total$54,755 $67,049 
NOTE 2119 — OTHER INCOME (EXPENSE), NET
Other income (expense), net consists of the following for the years ended December 31:
(in thousands)(in thousands)202020192018(in thousands)20222021
Interest incomeInterest income$114 $342 $740 Interest income$665 $
Loss on debt refinancing(4,434)
Other, netOther, net261 1,006 1,824 Other, net1,589 860 
TotalTotal$375 $1,348 $(1,870)Total$2,254 $864 

NOTE 20 — INCOME TAXES
The components of (loss) income before income taxes and non-controlling interests consist of the following for the years ended December 31:
(in thousands)20222021
Domestic - Luxembourg$(47,432)$25,490 
Foreign - U.S.912 (9,536)
Foreign - non-U.S.(1,047)(669)
Total$(47,567)$15,285 
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Notes to Consolidated Financial Statements (Continued)
NOTE 22 — INCOME TAXES
The components of income before income taxes and non-controlling interests consist of the following for the years ended December 31:
(in thousands)202020192018
Domestic - Luxembourg$(50,821)$8,919 $(22,513)
Foreign - U.S.(13,243)(12,602)8,398 
Foreign - non-U.S.6,359 16,122 15,514 
Total$(57,705)$12,439 $1,399 
The income tax (provision) benefitprovision consists of the following for the years ended December 31:
(in thousands)(in thousands)202020192018(in thousands)20222021
Current:Current:Current:
Domestic - LuxembourgDomestic - Luxembourg$(2,158)$$(275)Domestic - Luxembourg$(570)$— 
Foreign - U.S. federalForeign - U.S. federal4,992 187 (1,838)Foreign - U.S. federal547 (432)
Foreign - U.S. stateForeign - U.S. state(322)(174)(336)Foreign - U.S. state497 (308)
Foreign - non-U.S.Foreign - non-U.S.(6,088)(10,970)(7,440)Foreign - non-U.S.(4,642)(3,197)
$(3,576)$(10,957)$(9,889)$(4,168)$(3,937)
Deferred:Deferred:Deferred:
Domestic - LuxembourgDomestic - Luxembourg$224 $(308,657)$4,927 Domestic - Luxembourg$— $(140)
Foreign - U.S. federalForeign - U.S. federal(2,808)329 291 Foreign - U.S. federal(495)519 
Foreign - U.S. stateForeign - U.S. state(465)341 (134)Foreign - U.S. state(400)836 
Foreign - non-U.S.Foreign - non-U.S.(1,984)648 707 Foreign - non-U.S.(203)(510)
$(5,033)$(307,339)$5,791 $(1,098)$705 
Income tax (provision) benefit$(8,609)$(318,296)$(4,098)
Income tax provisionIncome tax provision$(5,266)$(3,232)
We operate under a tax holiday in Uruguay. The Philippines and India tax holidays expired on June 30, 2019 and March 31, 2019 with the election of the reduced income tax rate, respectively. We operate in a Uruguay free trade zone that provides an indefinite future tax benefit. The tax holiday is conditioned upon our meeting certain employment and investment thresholds. The impact of these tax holidays decreased foreign taxes by $0.1 million ($0.01per diluted share), $0.3 million ($0.02 per diluted share) and $0.7$0.1 million ($0.040.01 per diluted share) for the years ended December 31, 2020, 20192022 and 2018,2021, respectively.
The Company accounts for certain income and expense items differently for financial reporting purposes and income tax purposes. We recognize deferred income tax assets and liabilities for these differences between the financial reporting basis and the tax basis of our assets and liabilities as well as expected benefits of utilizing net operating loss and credit carryforwards. We measure deferred income tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which we expect to recover or settle those temporary differences.
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Notes to Consolidated Financial Statements (Continued)
A summary of the tax effects of the temporary differences is as follows for the years ended December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Non-current deferred tax assets:Non-current deferred tax assets:Non-current deferred tax assets:
Net operating loss carryforwardsNet operating loss carryforwards$353,358 $338,403 Net operating loss carryforwards$383,908 $368,824 
U.S. federal and state tax creditsU.S. federal and state tax credits242 189 U.S. federal and state tax credits282 194 
Other non-U.S. deferred tax assetsOther non-U.S. deferred tax assets11,327 13,980 Other non-U.S. deferred tax assets12,775 13,326 
Share-based compensationShare-based compensation1,658 2,010 Share-based compensation1,317 1,220 
Accrued expensesAccrued expenses1,205 2,691 Accrued expenses1,369 962 
Unrealized lossesUnrealized losses10,351 9,011 Unrealized losses10,112 10,397 
OtherOther526 Other— 334 
DepreciationDepreciation144 61 
Non-current deferred tax liabilities:Non-current deferred tax liabilities:Non-current deferred tax liabilities:
Intangible assetsIntangible assets(8,133)(8,325)Intangible assets(9,082)(8,290)
Depreciation(441)(302)
Other non-U.S. deferred tax liabilityOther non-U.S. deferred tax liability(7)(998)Other non-U.S. deferred tax liability(420)(523)
OtherOther(736)Other(244)— 
368,824 357,185 400,161 386,505 
Valuation allowanceValuation allowance(372,227)(355,559)Valuation allowance(404,141)(389,147)
Non-current deferred tax (liabilities) assets, net$(3,403)$1,626 
Non-current deferred tax liabilities, netNon-current deferred tax liabilities, net$(3,980)$(2,642)
A valuation allowance is provided when it is deemed more likely than not that some portion or all of a deferred tax asset will not be realized. In determining whether a valuation allowance is needed requires an extensive analysis of positive and negative evidence regarding realization of the deferred tax assets and, inherent in that, an assessment of the likelihood of sufficient future
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Notes to Consolidated Financial Statements (Continued)
taxable income. When there is a cumulative pretax loss for financial reporting for the current and two preceding years (i.e., a three year cumulative loss), this is a significant element of negative evidence that would be difficult to overcome on a more likely than not or any other basis. Therefore, the Company recorded aCompany’s valuation allowance of $372.2was $404.1 million and $355.6$389.1 million for the year endingas of December 31, 20202022 and 2019,2021, respectively.
Previously, theThe Company hasdoes not recognizedrecognize deferred taxes on cumulative earnings of non-Luxembourg affiliates. In 2019 withits U.S. subsidiaries because the saleCompany intends for those earnings to be indefinitely reinvested. As of the NCI business and the impending closureJanuary 1, 2021, approximately $15 million of the Philippines, taxes of $0.9 millionearnings in India were provided on the Philippines earnings. In 2020,deemed to be indefinitely reinvested. During 2021, the Company recognized income tax expense on $68the $15 million of accumulatedas the Company no longer intended for India earnings in India that had previously been consideredto be indefinitely reinvested. The Company also recognized income tax expense on 2020 earnings in India. The Company continues to remain indefinitely reinvested in all other non-Luxembourg earning not previously discussed. The other non-Luxembourg earnings that are indefinitely reinvested as of December 31, 20202022 were approximately $13.8$3.8 million, which if distributed would result in no additional tax due totaling approximately $0.5 million.due.
The Company had a deferred tax asset of $353.4$383.9 million as of December 31, 20202022 relating to Luxembourg, U.S. federal, state and foreign net operating losses compared to $338.4$368.8 million as of December 31, 2019.2021. As of December 31, 20202022 and 2019,2021, a valuation allowance of $349.8$383.1 million and $337.7$367.8 million, respectively, has been established related to Luxembourg net operating loss (“NOL”), a valuation allowance of $0.8 million and $0.5 million, respectively, has been established related to state NOLs and a valuation allowance of $2.4 million and $0.1 million, respectively, has been established related to U.S. federal NOLs.. The gross amount of net operating losses available for carryover to future years is approximately $1,415.9$1,537.7 million as of December 31, 20202022 and approximately $1,355.4$1,476.8 million as of December 31, 2019.2021. These losses are scheduled to expire between the years 20232024 and 2040.
The deferred tax asset created from the sale of the Financial Services Business was adjusted to reflect the final capital loss balance of $10.4 million in the U.S. Because it is not more likely than not the Company will have sufficient taxable income of the appropriate character (a capital gain) in the carryforward period, a full valuation allowance has been established related to the capital loss.
On September 20, 2019, the corporate income tax rate in India lowered from 34.94% to 25.17% retroactive to April 1, 2019. The Company remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future. As of December 31, 2020, the amount recorded related to remeasurement of our deferred tax balance was $1.4 million.
On April 25, 2019, the Luxembourg Parliament voted to approve the 2019 Budget Law. The new legislation reduced the overall effective corporate income tax rate from 26.01% to 24.94% for accounting periods beginning on or after January 1,
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Notes to Consolidated Financial Statements (Continued)
2019. The Company remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 24.94%. As of December 31, 2019, the amount recorded related to remeasurement of our deferred tax balance was $14.0 million.2042.
In addition, the Company had a deferred tax asset of $0.9$0.8 million and $0.6$0.8 million as of December 31, 20202022 and 2019,2021, respectively, relating to state tax credits. Some of the state tax credit carryforwards have an indefinite carryforward period.
The Company is taking advantage of the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act signed into law on March 27, 2020 by utilizingallowed the Company to utilize a five year carryback of the full $14.8 million net operating loss generated in the U.S. in 2020. The CARES Act allows a five yearCompany’s income tax receivable related to such carryback was $5.1 million and $6.0 million as of the $14.8December 31, 2022 and 2021, respectively. The Company received $5.1 million net operating loss generatedrelated to such receivable in the U.S. in 2020first quarter of 2023.
The effective tax rate differs from the Luxembourg statutory tax rate due to tax rate differences on foreign earnings, increases in uncertain tax positions, state taxes, remeasurement of deferred tax assets related to tax rate changes, a decrease in unrecognized tax benefits, tax exempt income primarily from the sale of Pointillist (see Note 4) and a valuation allowance against deferred tax assets the Company believes it is more likely than not will not be realized
The following table reconciles the Luxembourg statutory tax rate to our effective tax rate for the years ended December 31:
20202019201820222021
Statutory tax rateStatutory tax rate24.94 %24.94 %26.01 %Statutory tax rate24.94 %24.94 %
Change in valuation allowanceChange in valuation allowance(29.79)2,526.53 43.08 Change in valuation allowance(32.14)130.03 
State tax expenseState tax expense(1.25)(1.63)28.58 State tax expense(0.01)(3.87)
Tax creditsTax credits0.10 Tax credits— 0.36 
Uncertain tax positionsUncertain tax positions(2.94)39.60 114.18 Uncertain tax positions(6.80)11.82 
Unrecognized tax loss(67.18)
Income tax rate change(2.40)
Tax rate differences on foreign earningsTax rate differences on foreign earnings(6.62)28.75 73.11 Tax rate differences on foreign earnings(1.21)6.46 
Tax Exempt IncomeTax Exempt Income0.19 (145.91)
Provision to ReturnProvision to Return3.45 — 
OtherOther3.04 7.85 7.96 Other0.51 (2.70)
Effective tax rateEffective tax rate(14.92)%2,558.86 %292.92 %Effective tax rate(11.07)%21.14 %
The Company follows ASC Topic 740 which clarifies the accounting and disclosure for uncertainty in tax positions. We analyzed our tax filing positions in the domestic and foreign tax jurisdictions where we are required to file income tax returns as well as for all open tax years subject to audit in these jurisdictions. The Company has open tax years in the United States (2017(2016 through 2019)2021), India (2011 through 2019)2022) and Luxembourg (2014(2016 through 2018)2021).
The following table summarizes changes in unrecognized tax benefits during the years ended December 31:
(in thousands)20202019
Amount of unrecognized tax benefits as of the beginning of the year$9,767 $9,687 
Decreases as a result of tax positions taken in a prior period(2,591)(192)
Increases as a result of tax positions taken in a prior period767 22 
Increases as a result of tax positions taken in the current period598 250 
Amount of unrecognized tax benefits as of the end of the year$8,541 $9,767 
The total amount of unrecognized tax benefits including interest and penalties that, if recognized, would affect the effective tax rate is $13.2 million and $13.5 million as of December 31, 2020 and 2019, respectively. The Company recognizes interest, if any, related to unrecognized tax benefits as a component of income tax expense. As of December 31, 2020 and 2019, the Company had recorded accrued interest and penalties related to unrecognized tax benefits of $4.6 million and $3.7 million, respectively.
NOTE 23 — LOSS PER SHARE
Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted loss per share reflects the assumed conversion of all dilutive securities using the treasury stock method. Diluted net loss per share excludes all dilutive securities because their impact would be anti-dilutive, as described below.
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Notes to Consolidated Financial Statements (Continued)
The following table summarizes changes in unrecognized tax benefits during the years ended December 31:
(in thousands)20222021
Amount of unrecognized tax benefits as of the beginning of the year$9,023 $8,541 
Decreases as a result of tax positions taken in a prior period(1,595)(1,648)
Increases as a result of tax positions taken in a prior period11 2,130 
Increases as a result of tax positions taken in the current period1,576 — 
Amount of unrecognized tax benefits as of the end of the year$9,015 $9,023 
The total amount of unrecognized tax benefits including interest and penalties that, if recognized, would affect the effective tax rate is $16.7 million and $14.9 million as of December 31, 2022 and 2021, respectively. The Company recognizes interest, if any, related to unrecognized tax benefits as a component of income tax expense. As of December 31, 2022 and 2021, the Company had recorded accrued interest and penalties related to unrecognized tax benefits of $7.6 million and $5.8 million, respectively.
NOTE 21 — (LOSS) EARNINGS PER SHARE
Basic (loss) earnings per share is computed by dividing (loss) earnings available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted (loss) earnings per share reflects the assumed conversion of all dilutive securities using the treasury stock method. Diluted net (loss) earnings per share excludes all dilutive securities because their impact would be anti-dilutive, as described below.
Basic and diluted loss(loss) earnings per share are calculated as follows for the years ended December 31:
(in thousands, except per share data)(in thousands, except per share data)202020192018(in thousands, except per share data)20222021
Net loss attributable to Altisource$(67,156)$(307,969)$(5,382)
Net (loss) income attributable to AltisourceNet (loss) income attributable to Altisource$(53,418)$11,812 
Weighted average common shares outstanding, basicWeighted average common shares outstanding, basic15,598 15,991 17,073 Weighted average common shares outstanding, basic16,070 15,839 
Dilutive effect of stock options, restricted shares and
restricted share units
Dilutive effect of stock options, restricted shares and
restricted share units
— 224 
Weighted average common shares outstanding, dilutedWeighted average common shares outstanding, diluted15,598 15,991 17,073 Weighted average common shares outstanding, diluted16,070 16,063 
Loss per share:
(Loss) earnings per share:(Loss) earnings per share:
BasicBasic$(4.31)$(19.26)$(0.32)Basic$(3.32)$0.75 
DilutedDiluted$(4.31)$(19.26)$(0.32)Diluted$(3.32)$0.74 
For the years ended December 31, 2020, 20192022 and 2018, 1.6 million, 1.62021, 1.3 million and 1.2 million, respectively, of stock options, restricted shares and restricted share units were excluded from the computation of loss(loss) earnings per share, as a result of the following:
As a result ofFor the net loss attributable to Altisource for the yearsyear ended December 31, 2020, 2019 and 2018,2022, 0.2 million 0.3 million and 0.5 million, respectively, stock options, restricted shares and restricted share units in each period were anti-dilutive and have been excluded from the computation of diluted loss(loss) earnings per share as their impacts were anti-dilutivea result of the net (loss) income attributable to Altisource for the year ended December 31, 2022.
For the years ended December 31, 2020, 20192022 and 2018, 0.5 million, 0.52021, 0.2 million and 0.3 million, respectively, of stock options were anti-dilutive and have been excluded from the computation of diluted loss(loss) earnings per share because their exercise price was greater than the average market price of our common stockstock.
For the years ended December 31, 2020, 20192022 and 2018,2021, 0.9 million 0.8and 0.9 million, and 0.5 million, respectively, of stock options, restricted shares and restricted share units, which begin to vest upon the achievement of certain market criteria related to our common stock price, performance criteria and an annualized rate ofa total shareholder return compared to shareholdersthe market benchmark that have not yet been met in each period have been excluded from the computation of diluted loss(loss) earnings per share.
NOTE 24 — RESTRUCTURING CHARGES
In August 2018, Altisource initiated Project Catalyst, a project intended to optimize its operations and reduce costs to better align its cost structure with its anticipated revenues and improve its operating margins (finalized in 2020). During the years ended December 31, 2020, 2019 and 2018, Altisource incurred $12.0 million, $14.1 million and $11.6 million, respectively, of severance costs, professional services fees, facility consolidation costs, technology costs and business wind down costs related to the reorganization plan.
NOTE 2522 COMMITMENTS, CONTINGENCIES AND REGULATORY MATTERS
We record a liability for contingencies if an unfavorable outcome is probable and the amount of loss can be reasonably estimated, including expected insurance coverage. For proceedings where the reasonable estimate of loss is a range, we record a best estimate of loss within the range.
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Notes to Consolidated Financial Statements (Continued)
Litigation
We are currently involved in legal actions in the course of our business, some of which seek monetary damages. We do not believe that the outcome of these proceedings, both individually and in the aggregate, will have a material impact on our financial condition, results of operations or cash flows.
Regulatory Matters
Periodically, we are subject to audits, examinations and investigations by federal, state and local governmental authorities and receive subpoenas, civil investigative demands or other requests for information from such governmental authorities in connection with their regulatory or investigative authority. We are currently responding to such inquiries from governmental authorities relating to certain aspects of our business. We believe it is premature to predict the potential outcome or to estimate any potential financial impact in connection with these inquiries.
Sales Taxes
On June 21, 2018, the United States Supreme Court rendered a 5-4 majority decision in South Dakota v. Wayfair, Inc., holding that a state may require a remote seller with no physical presence in the state to collect and remit sales tax on goods and services provided to purchasers in the state, overturning existing court precedent. During the year ended December 31, 2019,
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Notes to Consolidated Financial Statements (Continued)
the Company completed the analysis of its services for potential exposure to sales tax in various jurisdictions in the United States. The Company recognized a $(2.7) million loss reimbursement, $0.3 million and $6.2 million net loss for the years ended December 31, 2020, 2019 and 2018, respectively, in selling, general and administrative expenses in the accompanying consolidated statements of operations and comprehensive loss. The Company began invoicing, collecting and remitting sales tax in applicable jurisdictions in 2019. Future changes in our estimated sales tax exposure could result in a material adjustment to our consolidated financial statements, which would impact our financial condition and results of operations.
Ocwen Related Matters
As discussed in Note 3, during the year ended December 31, 2020,2022, Ocwen was our largest customer, accounting for 54%41% of our total revenue. Additionally, 7%6% of our revenue for the year ended December 31, 20202022 was earned on the loan portfolios serviced by Ocwen, when a party other than Ocwen or the MSRMSRs owner selected Altisource as the service provider.
Ocwen has disclosed that it is subject to a number of ongoing federal and state regulatory examinations, consent orders, inquiries, subpoenas, civil investigative demands, requests for information and other actions and is subject to pending and threatened legal proceedings, some of which include claims against Ocwen for substantial monetary damages. In addition to monetary damages, various complaints have sought to obtain injunctive relief, consumer redress, refunds, restitution, disgorgement, civil penalties, costs and fees and other relief. Existing or future similar matters could result in, and in some cases, have resulted in, adverse regulatory or other actions against Ocwen. Previous regulatory actions against Ocwen have subjected Ocwen to independent oversight of its operations and placed certain restrictions on its ability to acquire servicing rights. Existing or future similar matters could result in adverse regulatory or other actions against Ocwen. In addition to the above, Ocwen may become subject to future adverse regulatory or other actions.
Ocwen has disclosed that NRZRithm is its largest client. As of December 31, 2020, NRZ MSRs or rights to MSRs relating to2022, approximately 36%17% of loans serviced and subserviced by Ocwen (measured in UPB). In July 2017 and January 2018, Ocwen and NRZ entered into a series of agreements pursuant were related to which the parties agreed, among other things,Rithm MSRs or rights to undertake certain actions to facilitate the transfer from Ocwen to NRZ of Ocwen’s legal title to the Subject MSRs and under which Ocwen will subservice mortgage loans underlying the MSRs for an initial term of five years. NRZ can terminate its sub-servicing agreement with Ocwen in exchange for the payment of a termination fee.MSRs.
The existence or outcome of Ocwen regulatory matters or the termination of the NRZRithm sub-servicing agreement with Ocwen may have significant adverse effects on Ocwen’s business and/or our continuing relationship with Ocwen.business. For example, Ocwen may be required to alter the way it conducts business, including the parties it contracts with for services, it may be required to seek changes to its existing pricing structure with us, it may lose its non-government-sponsored enterprise (“GSE”) servicing rights or subservicing arrangements or may lose one or more of its state servicing or origination licenses. Additional regulatory actions or adverse financial developments may impose additional restrictions on or require changes in Ocwen’s business that could require it to sell assets or change its business operations. Any or all of these effects and others could result in our eventual loss of Ocwen as a customer or a reduction in the number and/or volume of services they purchase from us or the loss of other customers.
During the second quarter of 2020, Ocwen informed us that an MSR investor instructed Ocwen to use a field services provider other than Altisource on properties associated with certain MSRs. Based upon the impacted portfolios to date and the designated service provider, Altisource believes that Ocwen received these directions from NRZ. We believe Ocwen commenced using another field services provider for these properties in July 2020 and continued to transition services during the third quarter of 2020. We believe that the transition to the replacement field service provider was largely completed as of September 30, 2020. We estimate that $70.1 million, $150.2 million and $171.0 million of service revenue from Ocwen for the year ended December 31, 2020, 2019 and 2018, respectively, was derived from Field Services referrals from the NRZ portfolios. Ocwen also communicated to Altisource in the fourth quarter of 2020 that the same investor instructed Ocwen to use a provider for default valuations and certain default title services other than Altisource on properties associated with such certain MSRs and commenced moving these referrals to other service providers in the fourth quarter of 2020. We anticipate that the transition of such default valuations and title services will continue during the course of 2021. We estimate that $18.2 million, $33.2 million and $40.1 million of service revenue from Ocwen for the year ended December 31, 2020, 2019 and 2018, respectively, was derived from default valuations and title services referrals from the NRZ portfolios. Altisource believes that any action taken by Ocwen to redirect these service referrals breaches Altisource's agreement with Ocwen. We are currently in discussions with Ocwen to address this matter, and have reserved all of our rights with respect to this matter.
To address the reduction in revenue, Altisource is undertaking several measures to further reduce its cost structure and strengthen its operations.
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Notes to Consolidated Financial Statements (Continued)
In addition to expected reductions in our revenue from the transition of referrals for default related services previously identified, ifIf any of the following events occurred, Altisource’s revenue could be further significantly reduced and our results of operations could be materially adversely affected, including from the possible impairment or write-off of goodwill, intangible assets, property and equipment, other assets and accounts receivable:
Altisource loses Ocwen as a customer or there is an additionala significant reduction in the volume of services they purchase from us
Ocwen loses, sells or transfers a significant portion of its GSE or Federal Housing Administration servicing rights or subservicing arrangements or remaining non-GSEother servicing rights or subservicing arrangements and Altisource fails to be retained as a service provider
The contractual relationship between Ocwen and NRZRithm changes significantly, including Ocwen’s sub-servicing arrangement with Rithm expiring without renewal, and this change results in a change in our status as a provider of services related to the Subject MSRs
Ocwen loses state servicing licenses in states with a significant number of loans in Ocwen’s servicing portfolio
The contractual relationship between Ocwen and Altisource changes significantly or there are significant changes to our pricing to Ocwen for services from which we generate material revenue
Altisource otherwise fails to be retained as a service provider
Management cannot predict whether any of these events will occur or the amount of any impact they may have on Altisource. However, we are focused on diversifying and growing our revenue and customer base and we have a sales and marketing strategy
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Notes to support these efforts. Moreover, in the event one or more of these events materially negatively impact Altisource, we believe the variable nature of our cost structure would allow us to realign our cost structure to address some of the impact to revenue and that current liquidity would be sufficient to meet our working capital, capital expenditures, debt service and other cash needs. There can be no assurance that our plans will be successful or our operations will be profitable.Consolidated Financial Statements (Continued)
Leases
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) and in July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases and ASU No. 2018-11, Leases (Topic 842): Targeted Improvements (collectively “Topic 842”). Topic 842 introduced a new lessee model that brings substantially all leases on the balance sheet. The Company adopted Topic 842 effective January 1, 2019 using the modified retrospective transition approach. In addition, the Company elected the practical expedients permitted under the transition guidance within the new standard, including allowing the Company to carry forward its historical lease classification, using hindsight to determine the lease term for existing leases, combining fixed lease and non-lease components and excluding short-term leases. Adoption of this new standard resulted in the recognition of $42.1 million of right-of-use assets in right-of-use assets under operating leases, $45.5 million of operating lease liabilities ($16.7 million in other current liabilities and $28.8 million in other non-current liabilities) and reduced accrued rent and lease incentives of $3.4 million in accounts payable and accrued expenses and other non-current liabilities on the accompanying consolidated balance sheets.
We lease certain premises and equipment, primarily consisting of office space and information technology equipment. Certain of our leases include options to renew at our discretion or terminate leases early, and these options are considered in our determination of the expected lease term. Certain of our lease agreements include rental payments adjusted periodically for inflation. Our lease agreements generally do not contain any material residual value guarantees or material restrictive covenants. We sublease certain office space to third parties. Sublease income was $1.4 million, $1.7$0.5 million and $1.6$1.0 million for the years ended December 31, 2020, 20192022 and 2018,2021, respectively. The amortization periods of right-of-use assets are generally limited by the expected lease term. Our leases generally have expected lease terms at adoption of one to six years. As of December 31, 2020, we entered into a five year lease for additional office space which has not yet commenced.
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Notes to Consolidated Financial Statements (Continued)
Information about our lease terms and our discount rate assumption iswas as follows as of December 31:
2020201920222021
Weighted average remaining lease term (in years)Weighted average remaining lease term (in years)3.183.23Weighted average remaining lease term (in years)2.993.30
Weighted average discount rateWeighted average discount rate7.01 %7.11 %Weighted average discount rate5.68 %5.84 %
Our lease activity was as follows for the years ended December 31:
(in thousands)(in thousands)20202019(in thousands)20222021
Operating lease costs:Operating lease costs:Operating lease costs:
Selling, general and administrative expenseSelling, general and administrative expense$9,712 $10,698 Selling, general and administrative expense$2,787 $6,026 
Cost of revenueCost of revenue1,919 2,757 Cost of revenue265 2,294 
Cash used in operating activities for amounts included in the measurement of lease liabilitiesCash used in operating activities for amounts included in the measurement of lease liabilities$13,113 $15,446 Cash used in operating activities for amounts included in the measurement of lease liabilities$2,198 $9,072 
Short-term (twelve months or less) lease costsShort-term (twelve months or less) lease costs3,797 4,999 Short-term (twelve months or less) lease costs1,183 (1,017)
Maturities of our lease liabilities as of December 31, 20202022 are as follows:
(in thousands)(in thousands)Operating lease obligations(in thousands)Operating lease obligations
2021$8,268 
20225,765 
202320234,671 2023$2,657 
202420242,901 20241,889 
20252025599 20251,233 
20262026636 
20272027— 
Total lease paymentsTotal lease payments22,204 Total lease payments6,415 
Less: interestLess: interest(2,314)Less: interest(947)
Present value of lease liabilitiesPresent value of lease liabilities$19,890 Present value of lease liabilities$5,468 
We have executed 3no standby letters of credit totaling $0.8 million related to 3 office leases that are secured by restricted cash balances.
Escrow Balances
We hold customers’ assets in escrow accounts at various financial institutions pending completion of certain real estate activities. These amounts are held in escrow accounts for limited periods of time and are not included in the consolidated balance sheets. Amounts held in escrow accounts were $20.0$13.2 million and $12.3$27.5 million as of December 31, 20202022 and 2019,2021, respectively.
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Notes to Consolidated Financial Statements (Continued)
NOTE 26 23QUARTERLY FINANCIAL DATA (UNAUDITED)SEGMENT REPORTING
The following tables contain selected unaudited statement of operations information for each quarter of 2020 and 2019. The following information reflects all recurring adjustments necessary for a fair presentation of the information for the periods presented. The operating results for any quarter are not necessarily indicative of results for any future period. Overview
Our business can be affected by seasonality.
2020 quarter ended (1)(2)(3)(4)(5)(6)
(in thousands, except per share data)March 31,June 30,September 30,December 31,
Revenue$121,444 $95,342 $88,795 $59,966 
Gross profit26,863 12,714 16,225 4,551 
Loss before income taxes and non-controlling interests(9,124)(33,747)(11,140)(3,695)
Net loss(11,545)(34,864)(12,897)(7,009)
Net loss attributable to Altisource(11,650)(35,061)(13,237)(7,208)
Loss per share:
Basic$(0.75)$(2.25)$(0.85)$(0.46)
Diluted$(0.75)$(2.25)$(0.85)$(0.46)
Weighted average shares outstanding:
Basic15,497 15,601 15,637 15,657 
Diluted15,497 15,601 15,637 15,657 
2019 quarter ended (1)(2)(3)(4)(5)(7)(8)
(in thousands, except per share data)March 31,June 30,September 30,December 31,
Revenue$169,935 $196,535 $141,493 $140,688 
Gross profit45,720 43,821 30,771 35,083 
(Loss) income before income taxes and non-controlling interests(3,966)11,909 12,955 (8,459)
Net (loss) income(2,744)(4,604)7,576 (306,085)
Net (loss) income attributable to Altisource(3,184)(5,844)7,165 (306,106)
(Loss) earnings per share:
Basic$(0.20)$(0.36)$0.45 $(19.66)
Diluted$(0.20)$(0.36)$0.44 $(19.66)
Weighted average shares outstanding:
Basic16,292 16,214 15,897 15,568 
Diluted16,292 16,214 16,151 15,568 

(1)    The sum of quarterly amounts, including per share amounts, may not equal amounts reported for year-to-date periods. This is due tosegments are based upon our organizational structure, which focuses primarily on the effects of roundingservices offered, and changes in the number of weighted average shares outstanding for each period.
(2)    The income tax provisions on losses before income taxes and non-controlling interests for each quarter of 2020 were primarily driven by the income in our US and other foreign operations from transfer pricing on services provided to our Luxembourg operating company and no tax benefit on pretax losses from our Luxembourg operating company. During the fourth quarter of 2019, we recognized net income tax provision of $318.3 million, which included an increase in the valuation allowance in connectionare consistent with the Luxembourg netinternal reporting used by our Chief Executive Officer (our chief operating loss carryforwarddecision maker) to evaluate operating performance and to assess the allocation of $291.5 million, the impact of a decrease in the Luxembourg statutory income tax rate on deferred taxes of $1.7 million and foreign income tax reserves of $5.6 million. During the second quarter of 2019, we recognized $12.3 millionour resources.
Effective January 1, 2022, our reportable segments changed as a result of thea change in the Luxembourg statutory income tax rate on deferred taxes. See Note 22.way our Chief Executive Officer (our chief operating decision maker) manages our businesses, allocates resources and evaluates performance, and the related changes in our internal organization. We now report our operations through two reportable segments: Servicer and Real Estate and Origination. In addition, we report Corporate and Others separately. Prior to the January 1, 2022 change in reportable segments, the Company operated with one reportable segment (total Company). Prior year comparable period segment disclosures have been restated to conform to the current year presentation.
(3)The DuringServicer and Real Estate segment provides loan servicers and real estate investors with solutions and technologies that span the first quartermortgage and real estate lifecycle. The Origination segment provides originators with solutions and technologies that span the mortgage origination lifecycle. Corporate and Others includes Pointillist (sold on December 1, 2021), interest expense and costs related to corporate functions including executive, infrastructure and certain technology groups, finance, law, compliance, human resources, vendor management, facilities, risk management, as well as eliminations between reportable segments.
Revenue
Descriptions of 2020, second quarterour principal revenue generating activities are as follows:
Servicer and Real Estate
For property preservation and inspection services and payment management technologies, we recognize transactional revenue when the service is provided.
For vendor management transactions, we recognize revenue over the period during which we perform the services.
For loan disbursement review services, we recognize revenue over the period during which we perform the processing services with full recognition upon completion of 2020, third quarterthe disbursements.
For foreclosure trustee services, we recognize revenue over the period during which we perform the related services, with full recognition upon completion and/or recording the related foreclosure deed. We use judgment to determine the period over which we recognize revenue for certain of 2020these services.
For the real estate auction platform, real estate auction and fourth quarterreal estate brokerage services, we recognize revenue on a net basis (i.e., the commission on the sale) as we perform services as an agent without assuming the risks and rewards of 2020,ownership of the asset and the commission earned on the sale is a fixed percentage or amount.
For SaaS based technology to manage REO, we recognize revenue over the estimated average number of months the REO are on the platform or ratably over the contract period. We generally recognize revenue for professional services as services are provided.
For loan servicing technologies, we recognized unrealized (losses) gainsrevenue based on the number of loans on the system. We generally recognize revenue from our investment in RESI common shares of $(1.3) million, $(11.2) million, $0.1 million and $16.4 million, respectively. Duringprofessional services over the first quarter of 2019, second quarter of 2019, third quarter of 2019 and fourth quarter of 2019, we recognized unrealized gains (losses) from our investment in RESI common shares of $2.2 million, $11.8 million, $(2.3) million and $2.7 million, respectively. See Note 5.contract period.
(4)    In August 2018,Reimbursable expenses revenue related to property preservation and inspection services, real estate sales title services and foreclosure trustee services is included in revenue with an equal amount recognized in cost of revenue. These amounts are recognized on a gross basis, principally because generally we initiated Project Catalyst, a restructuring plan intended to optimize our operationshave control over selection of vendors and reduce costs to align our cost structurethe vendor relationships are with us, rather than with our anticipated revenues and improve our operating margins. Duringcustomers.
Origination
For the first quartermajority of 2020,the services we provide, we recognize transactional revenue when the service is provided. We recognize membership fees from Lender One members ratably over the term of membership.
For vendor management oversight software-as-a-service (“SaaS”), we recognize revenue over the period during which we perform the services.
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Notes to Consolidated Financial Statements (Continued)
second quarter of 2020, third quarter of 2020Corporate and fourth quarter of 2020,Others
For our customer journey analytics platform (sold on December 1, 2021), we recognized $2.9revenue primarily based on subscription fees. We recognized revenue associated with implementation services and maintenance services ratably over the contract term.
During the years ended December 31, 2022 and 2021, Ocwen was our largest customer. Revenue from Ocwen as a percentage of segment and consolidated revenue was as follows:
20222021
Servicer and Real Estate53 %49 %
Origination— %— %
Corporate and Others— %— %
Consolidated revenue41 %31 %
Disaggregation of Revenue
Disaggregation of total revenues by segment and major source was as follows for the years ended December 31:
2022
(in thousands)Revenue recognized when services are performed or assets are soldRevenue related to technology platforms and professional servicesReimbursable expenses revenueTotal revenue
Servicer and Real Estate$101,716 $10,416 $7,529 $119,661 
Originations32,915 34 510 33,459 
For the year ended December 31, 2022$134,631 $10,450 $8,039 $153,120 
2021
(in thousands)Revenue recognized when services are performed or assets are soldRevenue related to technology platforms and professional servicesReimbursable expenses revenueTotal revenue
Servicer and Real Estate$98,610 $9,180 $5,846 $113,636 
Originations59,245 42 709 59,996 
Corporate and Others— 4,821 — 4,821 
For the year ended December 31, 2021$157,855 $14,043 $6,555 $178,453 
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Notes to Consolidated Financial Statements (Continued)
Financial Information
Financial information for our segments is as follows:
 For the year ended December 31, 2022
(in thousands)Servicer and Real EstateOriginationCorporate and OthersConsolidated Altisource
Revenue$119,661 $33,459 $— $153,120 
Cost of revenue81,148 32,052 18,105 131,305 
Gross profit (loss)38,513 1,407 (18,105)21,815 
Selling, general and administrative expenses12,057 8,825 33,873 54,755 
Loss on sale of businesses— — 242 242 
Income (loss) from operations26,456 (7,418)(52,220)(33,182)
Total other income (expense), net— (14,389)(14,385)
Income (loss) before income taxes and
non-controlling interests
$26,460 $(7,418)$(66,609)$(47,567)
 For the year ended December 31, 2021
(in thousands)Servicer and Real EstateOriginationCorporate and OthersConsolidated Altisource
Revenue$113,636 $59,996 $4,821 $178,453 
Cost of revenue87,427 49,012 34,927 171,366 
Gross profit (loss)26,209 10,984 (30,106)7,087 
Selling, general and administrative expenses12,557 5,702 48,790 67,049 
Gain on sale of businesses— — (88,930)(88,930)
Income from operations13,652 5,282 10,034 28,968 
Total other income (expense), net— (13,691)(13,683)
Income (loss) before income taxes and
non-controlling interests
$13,660 $5,282 $(3,657)$15,285 
Total Assets
Total assets for our segments are as follows:
(in thousands)Servicer and Real EstateOriginationCorporate and OthersConsolidated Altisource
Total assets:
December 31, 2022$63,696 $53,984 $77,325 $195,005 
December 31, 202161,832 59,741 136,235 257,808 
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Notes to Consolidated Financial Statements (Continued)

Goodwill
Changes in goodwill during the years ended December 31, 2022 and 2021 are summarized below:
(in thousands)Servicer and Real EstateOriginationCorporate and OthersTotal
Balance as of January 1, 2021$30,681 $25,279 $17,889 $73,849 
Write-off (1)
— — (17,889)(17,889)
Balance as of December 31, 2021 and 2022$30,681 $25,279 $— $55,960 
______________________________________
(1)    During 2021, the Company sold its equity interest in Pointillist (See Note 4 for additional information) which had $17.9 million $5.8of goodwill attributed to it. The amount of goodwill attributable to Pointillist was based on the relative fair values of Pointillist and the Company excluding Pointillist. Pointillist was determined to be a business within the Company’s existing reporting unit.
We determined that each reportable segment represents a reporting unit. Goodwill was allocated to each reporting unit based on the relative fair value of each of our reporting units.
NOTE 24— SUBSEQUENT EVENTS
Public offering of Common Stock
On February 14, 2023, Altisource closed on an underwritten public offering to sell 4,550,000 shares of its common stock, at a price of $5.00 per share, generating net proceeds of approximately $21 million, $2.2after deducting the underwriting discounts and commissions and other offering expenses.
On February 22, 2023, Altisource used $20 million of the net proceeds of the offering to repay its term loans.
Term Loan Amendment
Altisource Portfolio Solutions S.A. and $1.1 million, respectively, of severance costs, professional services fees, facility consolidation costs, technology costs and business wind down costs relatedits wholly-owned subsidiary, Altisource S.a.r.l., executed Amendment No. 2 (the “Second Amendment”) to the restructuring plan. DuringCredit Agreement effective February 14, 2023 (as amended by the first quarterSecond Amendment, the “Amended Credit Agreement”).
The following is a summary of 2019, second quartercertain key terms of 2019, third quarterthe Second Amendment and the Amended Credit Agreement.
The maturity date of 2019the term loans under the Amended Credit Agreement is April 30, 2025
If the amount of par paydown that the Company makes on the term loans (excluding amortization and fourth quarterother required payments) in the aggregate using proceeds of 2019, we recognized $4.4junior capital raises (the “Par Paydown”) prior to February 14, 2024 (the “Paydown Measurement Date”) is equal to or greater than $30 million, $1.9 million, $2.8 million and $5.0 million, respectively, of severance costs, professional services fees, facility consolidation costs, technology costs and business wind down costs relatedthen (subject to the restructuring plan. See Note 24.representations and warranties being true and correct as of such date and there being no default or event of default being in existence as of such date) the maturity date of the term loans will be extended to April 30, 2026. Such extension is conditioned upon the Company’s payment of a 2% payment-in-kind extension fee
(5)    In connection with a United States Supreme Court decisionThe principal amortization of the term loans under the Amended Credit Agreement is 1.00% per year through April 30, 2025 and, if applicable, 12% per year for the year ended April 30, 2026
The interest rate on the term loans will initially be Secured Overnight Financing Rate (“SOFR”) plus 5.00% per annum payable in June 2018, we analyzed our services for potential exposurecash plus 5.00% per annum payable in kind (“PIK”). The PIK component of the interest rate will be subject to sales tax in various jurisdictionsadjustment based on the amount of Par Paydown prior to the Paydown Measurement Date as set forth in the United Statestable below:
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Notes to Consolidated Financial Statements (Continued)
Par PaydownPIK Component of Interest Rate
Less than $20 million5.00%
$20 million+ but less than below4.50%
$30 million+ but less than below3.75%
$40 million+ but less than below3.50%
$45 million+ but less than below3.00%
$50 million+ but less than below2.50%
$55 million+ but less than below2.00%
$60 million+ but less than below1.00%
$65 million+ but less than below0.50%
$70 million+0.00%
If, as of the end of any calendar quarter, (i) the amount of unencumbered cash and recognizedcash equivalents of Altisource S.à r.l. and its direct and indirect subsidiaries on a net loss reimbursementconsolidated basis plus (ii) the undrawn commitment amount under the Revolver is, or is forecast as of $(0.6)the end of the immediately subsequent calendar quarter to be, less than $35 million, and $(2.1) million for the third and fourth quarter of 2020, respectively. In addition, we recognized a net (loss reimbursement) loss of $2.1 million and $(1.7) millionthen up to 2.00% in interest otherwise payable in cash in the first and thirdfollowing quarter of 2019, respectively. See Note 25.may be paid in kind at the Company’s election
(6)    DuringThe lenders under the third quarterAmended Credit Agreement received warrants (the “Warrants”) to purchase 3,223,851 shares of 2020 we recognized $0.7 millionAltisource common stock (the “Warrant Shares”). The number of severanceWarrant Shares is subject to reduction based on the amount of Par Paydown by the Paydown Measurement Date as set forth in connection with cost savings initiatives (no comparable amounts in 2019).the table below.
Par PaydownWarrant Shares
Less than $20 million3,223,851
$20 million+ but less than below2,578,743
$30 million+1,612,705
(7)    In July 2019, we soldThe exercise price per share of common stock under each Warrant is equal to $0.01. The Warrants may be exercised at any time on and after the Financial Services BusinessPaydown Measurement Date and prior to TSI for $44.0 million consisting of an up-front payment of $40.0 million,their expiration date. The Warrants are exercisable on a cashless basis and will be subject to customary anti-dilution provisions. The Warrants, if not previously exercised or terminated, will be automatically exercised on May 22, 2027. The Warrants are subject to a working capital adjustment and transaction costs uponlock-up agreement, subject to customary exceptions, ending two business days after the Paydown Measurement Date
The lenders under the Amended Credit Agreement were paid an amendment fee equal to 1.0%, substantially all of which was paid in cash at closing
Various of the sale,affirmative and an additional $4.0negative covenants, mandatory prepayments, events of default and other terms to which the Company is subject under the Amended Credit Agreement have been modified including in many cases to be more restrictive or to reduce certain permissions previously available to the Company.
Revolver Amendment
The Company entered into Amendment No. 1 (the “First Revolver Amendment”) to the Revolver effective February 14, 2023. The First Revolver Amendment establishes the credit available under the Revolver at $15 million, payment onextends the one year anniversaryfacility termination and maturity date to coincide with the maturity date of the sale closing. We recognized a $17.6 million pretax gain on saleterm loans under the Amended Credit Agreement, and increases the interest rate under the Revolver to 10% per annum payable in cash and 3% per annum PIK. A usage fee of $750,000 will be payable upon the third quarter of 2019 and a working capital true-up gain of an additional $0.3 million ininitial drawing under the fourth quarter of 2019. See Note 4.
(8)    In connection withRevolver following the wind down of Owners.com, we wrote off $5.2 million of goodwill and $0.7 million of intangible assets during the fourth quarter of 2019. In November 2018, we announced our plans to sell the BRS Inventory and discontinue the BRS business. During the second quarter of 2019, we recognized a loss on the saleeffectiveness of the BRS InventoryFirst Revolver Amendment. The Revolver is secured by a first-priority lien on substantially all of $1.8 million. See Note 8.

the assets of the Company, which lien will be pari passu with liens securing the term loans under the Amended Credit Agreement, and the Revolver will continue to be guaranteed by Altisource and substantially all of the material subsidiaries of the Borrower.
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ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A.    CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports we file or submit under the Exchange Act is accumulated and communicated to our management, including the Chairman and Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
As of December 31, 2020,2022, an evaluation was conducted under the supervision and with the participation of our management, including our Chairman and Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based on this evaluation, such officers have concluded that our disclosure controls and procedures were effective as of December 31, 2020.2022.
Management’s Report on Internal Control over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Management has assessed the effectiveness of our internal control over financial reporting as of December 31, 20202022 based on criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management concluded that, as of December 31, 2020,2022, our internal control over financial reporting was effective in providing reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Mayer Hoffman McCann P.C. has independently assessed the effectiveness of our internal control over financial reporting and its report is included herein.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the quarter ended December 31, 2020,2022, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Limitations on Controls
Our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their objectives as specified above. Management does not expect, however, that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all error and fraud. Any control system, no matter how well designed and operated, is based upon certain assumptions and can provide only reasonable, not absolute, assurance that its objectives will be met. Further, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected.
ITEM 9B.    OTHER INFORMATION
None.

ITEM 9C.    DISCLOSURES REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
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PART III
ITEM 10.    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by this item is incorporated herein by reference to our definitive proxy statement in connection with our 20212023 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
ITEM 11.    EXECUTIVE COMPENSATION
The information required by this item is incorporated herein by reference to our definitive proxy statement in connection with our 20212023 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by this item is incorporated herein by reference to our definitive proxy statement in connection with our 20212023 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this item is incorporated herein by reference to our definitive proxy statement in connection with our 20212023 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
ITEM 14.    PRINCIPAL ACCOUNTING FEES AND SERVICES
The information required by this item is incorporated herein by reference to our definitive proxy statement in connection with our 20212023 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
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PART IV

ITEM 15.    EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)The following documents are filed as part of this annual report.
1.Financial Statements
See Item 8 above.
2.Financial Statement Schedules:
Schedule II - Valuation and Qualifying Accounts -Financial statements schedules are omitted because they are not required or applicable or the required information is included below.elsewhere in this Annual Report on Form 10-K.
3.
Exhibits:
Exhibit NumberExhibit Description
2.4 **
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10.9
10.10
10.12
10.13
10.15
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10.46
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10.68
10.7610.72 ** †
10.7710.73 ** †
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10.86 * **
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101*Pursuant to Rule 405 of Regulation S-T, the following financial information from the Company’s Annual Report on Form 10-K for the year ended December 31, 20202022 is formatted in Inline XBRL interactive data files: (i) Consolidated Balance Sheets as of December 31, 20202022 and December 31, 2019;2021; (ii) Consolidated Statements of Operations and Comprehensive Loss(Loss) Income for each of the years in the three-yeartwo-year period ended December 31, 2020;2022; (iii) Consolidated Statements of Equity for each of the years in the three-yeartwo-year period ended December 31, 20202022 (iv) Consolidated Statements of Cash Flows for each of the years in the three-yeartwo-year period ended December 31, 2020;2022; (v) Notes to Consolidated Financial Statements; and (vi) Financial Statement Schedule.
104*Cover Page Interactive Data File formatted as Inline XBRL and contained in Exhibit 101
______________________________________
*Filed herewith
**Portions of this exhibit have been redacted pursuant to a request for confidential treatment. The non-public information has been filed separately with the Securities and Exchange Commission.
Denotes management contract or compensatory arrangement

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SCHEDULE II.    VALUATION AND QUALIFYING ACCOUNTS
For the years ended December 31, 2020, 2019 and 2018:
Additions
(in thousands)Balance at Beginning of PeriodCharged to Expenses
Charged to Other Accounts Note (1)
Deductions Note (2)
Balance at End of Period
Deductions from asset accounts:
Allowance for doubtful accounts and expected credit losses:
Year 2020$4,472 $2,229 $0 $1,120 $5,581 
Year 201910,883 720 (70)7,061 4,472 
Year 201810,579 2,830 (7)2,519 10,883 
Valuation allowance for deferred tax assets:
Year 2020$355,559 $16,668 $0 $0 $372,227 
Year 201946,751 308,808 355,559 
Year 201846,283 468 46,751 

(1)    For allowance for credit losses, primarily includes amounts previously written off which were credited directly to this account when recovered.
(2)    For allowance for credit losses, amounts written off as uncollectible or transferred to other accounts or utilized.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 11, 202130, 2023
Altisource Portfolio Solutions S.A.
By:/s/ William B. Shepro
Name:William B. Shepro
Title:Chairman and Chief Executive Officer
(Principal Executive Officer)
By:/s/ Michelle D. Esterman
Name:Michelle D. Esterman
Title:Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
SignatureTitleDate
/s/ William B. SheproChairman and Chief Executive OfficerMarch 11, 202130, 2023
William B. Shepro(Principal Executive Officer)
/s/ Scott E. BurgLead Independent DirectorMarch 11, 2021
Scott E. Burg
/s/ Joseph L. MorettiniDirectorMarch 11, 202130, 2023
Joseph L. Morettini
/s/ Roland Müller-IneichenDirectorMarch 11, 202130, 2023
Roland Müller-Ineichen
/s/ John G. AldridgeDirectorMarch 30, 2023
John G. Aldridge
/s/ Mary HickokDirectorMarch 30, 2023
Mary Hickok
/s/ Michelle D. EstermanChief Financial OfficerMarch 11, 202130, 2023
Michelle D. Esterman(Principal Financial Officer and Principal Accounting Officer)


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