UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 25, 2014

ALTISOURCE RESIDENTIAL CORPORATION
(Exact name of Registrant as specified in its charter)

 
 
 
 
 
 
MARYLAND
 
001-35657
 
46-0633510
(State or other jurisdiction of incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

c/o Altisource Asset Management Corporation
402 Strand Street
Frederiksted, United States Virgin Islands 00840-3531
(Address of principal executive offices including zip code)

(340) 692-1055
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 






Item 1.01    Entry into a Material Definitive Agreement.
Increase in Aggregate Borrowing Capacity under Repurchase Agreement with Wells Fargo

On June 25, 2014, Altisource Residential Corporation (the “Company”) amended the terms of its Master Repurchase Agreement and Securities Contract (the “Repurchase Agreement”) with Wells Fargo, National Association (the “Buyer”) to increase the aggregate maximum borrowing capacity under the Repurchase Agreement from $400,000,000 to $1,030,000,000, subject to certain sublimits.

The purpose of the increase in the aggregate borrowing capacity under the Repurchase Agreement is to fund the purchase of non-performing, sub-performing and re-performing mortgage loans.

All other terms and conditions of the Repurchase Agreement remain the same in all material respects. The obligations of the Sellers under the Repurchase Agreement continue to be fully guaranteed by the Company pursuant to an Amended and Restated Guaranty (the “Amended Guaranty”) made by the Company in favor of the Buyer.

For additional disclosure regarding the terms of the Repurchase Agreement and the original guaranty, see the Company’s Current Reports on Form 8-K filed with the SEC on September 23, 2013 and December 24, 2013. The disclosures herein regarding the Repurchase Agreement and the original guaranty do not purport to be complete and are qualified in their entirety by reference to the full text of such documents which were filed as Exhibits 10.18 and 10.19 of Amendment No. 2 to the Company’s Registration Statement on Form S-11 filed with the SEC on September 24, 2013. The disclosures herein regarding the Amended Guaranty do not purport to be complete and are qualified in their entirely to the full text of such document which the Company expects to file with its Quarterly Report on Form 10-Q for the quarter ending June 30, 2014.

Item 2.03    Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
See Item 1.01 above which is incorporated herein by reference.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 
 
 
 
 
 
Altisource Residential Corporation

Date: June 25, 2014
By:
/s/ Stephen H. Gray
 
 
Stephen H. Gray
General Counsel and Secretary