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What changed in ALTISOURCE PORTFOLIO SOLUTIONS S.A.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of ALTISOURCE PORTFOLIO SOLUTIONS S.A.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+353 added−335 removedSource: 10-K (2026-03-04) vs 10-K (2025-03-31)

Top changes in ALTISOURCE PORTFOLIO SOLUTIONS S.A.'s 2025 10-K

353 paragraphs added · 335 removed · 253 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

36 edited+13 added−10 removed34 unchanged
Biggest changeThe Lenders One members’ earnings are included in revenue and reduced from net loss to arrive at net loss attributable to Altisource. 2024 Highlights and Certain Subsequent Events Company, Corporate and Financial : • Grew service revenue by $13.8 million, or 10%, to $150.4 million in 2024 compared to 2023 • Full year 2024 total Company income (loss) from operations of $3.2 million was $20.0 million higher than 2023 due to (1) improving operating income as a percentage of service revenue in the Servicer and Real Estate and Origination segments (together “Business Segments”) to 25.3% in 2024 from 19.1% in 2023, and (2) reducing Corporate and Others operating loss as a percentage of total Company service revenue to (23.1)% in 2024 from (31.4)% in 2023, primarily through efficiency initiatives and cost savings measures and service revenue growth • Ended the year with $29.8 million of cash and cash equivalents • On February 19, 2025, the Company executed and closed an exchange transaction with 100% of lenders under the Company’s senior secured term loans whereby the lenders exchanged the Company’s senior secured term loans with an outstanding balance of $232.8 million for a $160.0 million new first lien loan and the issuance of approximately 58.2 million common shares of Altisource (the “Term Loan Exchange Transaction”); the new first lien loan is comprised of a $110 million term loan and a $50 million non-interest bearing exit fee which is reduced on a pro-rata basis with the repayment of the term loan • In connection with the Term Loan Exchange Transaction, Altisource will be issuing transferable warrants to holders as of February 14, 2025 of the Company’s (i) common stock, (ii) restricted share units and (iii) outstanding penny warrants, to purchase approximately 114.5 million shares of Altisource common stock for $1.20 per share (the “Stakeholder Warrants”); once issued, the Stakeholder Warrants will provide Stakeholders with the ability to purchase approximately 3.25 shares of Altisource common stock for each share of or right to common stock held • On February 19, 2025, Altisource also executed and closed on a $12.5 million super senior credit facility to fund transaction costs related to the Term Loan Exchange Transaction and for general corporate purposes 4 Table of Contents Business and Industry : • In the face of serious market headwinds for both Business Segments, service revenue in the Servicer and Real Estate segment increased by 11% to $120 million and service revenue in the Origination segment increased by 6% to $30 million • Improved income from operations in the Business Segments by $12.0 million to $38.0 million in 2024 compared to $26.1 million in 2023; improved income from operations as a percentage of service revenue in the Business Segments to 25.3% in 2024 from 19.1% in 2023; improvements were primarily through scale benefits and efficiency and cost cutting initiatives • Ended 2024 with a weighted average sales pipeline between $38 million and $47 million of potential estimated revenue on a stabilized basis based upon forecasted probability of closing (comprised of between $26 million and $33 million in the Servicer and Real Estate segment and between $12 million and $15 million in the Origination segment) • Generated 2024 sales wins which we estimate represent potential annualized service revenue on a stabilized basis of $25.8 million for the servicer and Real Estate segment and $13.6 million for the Origination segment • Industrywide foreclosure initiations were 6% lower in 2024 compared to 2023 (and 35% lower than the same pre-COVID-19 period in 2019) • Industrywide foreclosure sales were 14% lower in 2024 compared to 2023 (and 53% lower than the same pre-COVID-19 period in 2019) • Industrywide mortgage origination volume increased by 20% in 2024 compared to 2023, comprised of a 2% decline in purchase origination and a 112% increase in refinance origination • Industrywide seriously delinquent mortgage rate (90+ day past due and loans in foreclosure) increased to 1.4% in December 2024 compared to 1.3% in December 2023 Customers Overview Our customers include large financial institutions, government-sponsored enterprises (“GSEs”), banks, asset managers, servicers, real estate and mortgage investors, property management firms, real estate brokerages, insurance companies, mortgage bankers, originators, correspondent and private money lenders.
Biggest changeThe Lenders One members’ earnings are included in revenue and reduced from net income (loss) to arrive at net income (loss) attributable to Altisource. 2025 Highlights Company, Corporate and Financial : • Grew service revenue by $10.9 million, or 7%, to $161.3 million in 2025 compared to 2024 • Full year 2025 loss before income taxes and non-controlling interest of $14.1 million was an $18.7 million improvement compared to full year 2024 • Full year 2025 net income attributable to Altisource of $1.6 million was a $37.3 million improvement compared to the full year 2024 • Full year 2025 diluted earnings per share of $0.15 was a $10.14 improvement compared to the full year 2024 • Ended the year with $26.6 million of cash and cash equivalents • On February 19, 2025, the Company executed and closed an exchange transaction with 100% of lenders under the Company’s senior secured term loans whereby the lenders exchanged the Company’s senior secured term loans with an outstanding balance of $232.8 million for a $160.0 million new first lien loan and the issuance of approximately 7.3 million common shares of Altisource (collectively, the “Debt Exchange Transaction”); the new first lien loan is comprised of a $110.0 million term loan and a $50.0 million non-interest bearing exit fee which is reduced on a pro-rata basis with the repayment of the term loan • On February 19, 2025, Altisource also executed and closed on a $12.5 million super senior credit facility to fund transaction costs related to the Debt Exchange Transaction and for general corporate purposes (the “Super Senior Facility Transaction”) • On April 3, 2025, in connection with the Debt Exchange Transaction, the Company distributed 70.5 million warrants to purchase approximately 14.3 million shares of Altisource common stock for $9.5998 per share • On a pro forma basis, the Debt Exchange Transaction and the Super Senior Facility Transaction (a) reduce annual cash and payment-in-kind interest by approximately $18 million to $13 million, (b) reduce annual GAAP interest expense by $23 million to approximately $9.5 million and (c) extend the maturity dates of the Company’s senior secured debt 4 Table of Content • During the second quarter of 2025, Management concluded that certain of its India tax positions for several years were more likely than not to be sustained based on current quarter developments.
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, residential and commercial construction inspection and risk mitigation services, and residential real estate renovation services.
Within the Servicer and Real Estate segment we provide: Solutions Our Solutions business includes property preservation and inspection services, foreclosure trustee services, residential real estate renovation services, residential and commercial construction inspection and risk mitigation services, title insurance (as an agent) and settlement services, and real estate valuation services.
We strive to actively protect our rights and intend to continue our policy of taking the measures we deem reasonable and necessary to develop and protect our trademarks, copyrights, trade secrets and other intellectual property rights. In addition, we may make use of data in connection with certain of our services.
We strive to actively protect our rights and intend to continue our policy of taking measures we deem reasonable and necessary to develop and protect our trademarks, copyrights, trade secrets and other intellectual property rights. In addition, we may make use of data in connection with certain of our services.
These intellectual property rights are important factors in the success of our businesses. As of December 31, 2024, we hold registered trademarks in a number of jurisdictions including the United States, the European Union (“EU”), India and four other jurisdictions. These trademarks are generally renewable indefinitely, subject to continued use in commerce.
These intellectual property rights are important factors in the success of our businesses. As of December 31, 2025, we hold registered trademarks in a number of jurisdictions including the United States, the European Union (“EU”), India and four other jurisdictions. These trademarks are generally renewable indefinitely, subject to continued use in commerce.
The following is a summary of certain terms of the Super Senior Facility: • The maturity date of the Super Senior Facility is February 19, 2029 • The original issue discount on the Super Senior Facility is 10.0% • The interest rate on the Super Senior Facility is SOFR plus 6.50% with a 3.50% SOFR floor • Beginning with the fiscal year ending December 31, 2025, the lesser of (a) 75% of the aggregate Excess Cash Flow (as defined in the credit agreement) for the most recently ended fiscal year of the Company for which financial statements 8 Table of Contents have been delivered and (b) such amount which, immediately after giving effect to such repayment, would result in the Company having no less than $30 million of total cash on its balance sheet, shall be applied first to the prepayment of the Super Senior Facility and, second, to the prepayment of the New Facility On February 19, 2025, Altisource entered into an agreement to terminate the $15.0 million revolving credit facility with STS Master Fund, Ltd, an investment fund managed by Deer Park Road Management Company, L.P.
The following is a summary of certain terms of the Super Senior Facility: • The maturity date of the Super Senior Facility is February 19, 2029 • The original issue discount on the Super Senior Facility is 10.0% • The interest rate on the Super Senior Facility is SOFR plus 6.50% with a 3.50% SOFR floor • Beginning with the fiscal year ending December 31, 2025, the lesser of (a) 75% of the aggregate Consolidated Excess Cash Flow (as defined in the Super Senior Facility) for the most recently ended fiscal year of the Company for which financial statements have been delivered and (b) such amount which, immediately after giving effect to such repayment, would result in the Company having no less than $30 million of total cash on its balance sheet, shall be applied first to the prepayment of the Super Senior Facility and, second, to the prepayment of the New Facility On February 19, 2025, Altisource entered into an agreement to terminate the $15.0 million revolving credit facility with STS Master Fund, Ltd, an investment fund managed by Deer Park Road Management Company, L.P., a related party.
We believe there are meaningful growth opportunities to sell our suite of services to new customers. Given the highly regulated nature of the industries 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.
We believe there are meaningful growth opportunities to sell our suite of services to new customers 6 Table of Content Given the highly regulated nature of the industries 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.
We gather this data from a variety of third party sources, 6 Table of Contents 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.
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.
Revenue from Onity as a percentage of segment and consolidated revenue was as follows: 2024 2023 Servicer and Real Estate 55 % 55 % Origination 0 % 0 % Corporate and Others — % — % Consolidated revenue 44 % 44 % We earn additional revenue related to the portfolios serviced and subserviced by Onity when a party other than Onity or the MSR owner selects Altisource as the service provider.
Revenue from Onity as a percentage of segment and consolidated revenue was as follows: 2025 2024 Servicer and Real Estate 54 % 55 % Origination 0 % 0 % Corporate and Others — % — % Consolidated revenue 42 % 44 % We earn additional revenue related to the portfolios serviced and subserviced by Onity when a party other than Onity or the MSR owner selects Altisource as the service provider.
For the years ended December 31, 2024 and 2023, we recognized additional revenue of $10.8 million and $12.6 million, respectively, relating to the Subject MSRs when a party other than Rithm selects Altisource as the service provider. Other Our services are provided to customers predominantly located in the United States.
For the years ended December 31, 2025 and 2024, we recognized additional revenue of $9.6 million and $10.8 million, respectively, relating to the Subject MSRs when a party other than Rithm selects Altisource as the service provider. Other Our services are provided to customers predominantly located in the United States.
Technology and software-as-a-service (“SaaS”) Products Our Technology and SaaS Products business includes Equator ® (a SaaS-based technology to manage real estate owned (“REO”) and investor homes, short sales, foreclosure, bankruptcy and eviction processes), Vendorly Invoice (a vendor invoicing and payment system), RentRange ® (a single and multi-family rental data, analytics and rent-based valuation solution), REALSynergy ® (a commercial loan servicing platform), and NestRange TM (a single family automated valuation model and analytics solution). 3 Table of Contents Origination segment provides originators with solutions and technologies that span the mortgage origination lifecycle.
Technology and software-as-a-service (“SaaS”) Products Our Technology and SaaS Products business includes Equator ® (a SaaS-based technology to manage real estate owned (“REO”) and investor homes, short sales, foreclosure, bankruptcy and eviction processes), Vendorly Invoice (a vendor invoicing and payment system), RentRange ® (a single and multi-family rental data, analytics and rent-based valuation solution) and REALSynergy ® (a commercial loan servicing platform). 3 Table of Content Origination segment provides originators with solutions and technologies that span the mortgage origination lifecycle.
During the year ended December 31, 2024, Onity was our largest customer, accounting for 44% of our total revenue. Onity purchases certain mortgage services from us under the terms of services agreements and amendments thereto (collectively, the “Onity Services Agreements”) with terms extending through August 2030.
During the year ended December 31, 2025, Onity was our largest customer, accounting for 42% of our total revenue. Onity purchases certain mortgage services from us under the terms of services agreements and amendments thereto (collectively, the “Onity Services Agreements”) with terms extending through August 2030.
Under these agreements, the Lenders exchanged the SSTL with an outstanding balance of $232.8 million for a $160.0 million new first lien loan facility (the “New Facility”) and 58.2 million shares of common stock (the “Debt Exchange Shares”).
Under these agreements, the Lenders exchanged the SSTL with an outstanding balance of $232.8 million for a $160.0 million new first lien loan facility (the “New Facility”) and 7.3 million shares of common stock (the “Debt Exchange Shares”).
Technology and SaaS Products Our Technology and SaaS Products business includes Vendorly Monitor (a vendor management platform), Lenders One Loan Automation (“LOLA”) (a marketplace to order services and a tool to automate components of the loan manufacturing process), TrelixAI TM (technology to manage the workflow and automate components of the loan fulfillment and pre and post-close quality control), and ADMS (a document management and data analytics delivery platform).
Technology and SaaS Products Our Technology and SaaS Products business includes Vendorly Monitor (a vendor management platform), Lenders One Loan Automation (“LOLA”) (a marketplace to order services and a tool to automate components of the loan manufacturing process) and TrelixAI TM (technology to manage the workflow and automate components of the loan fulfillment and pre and post-close quality control).
On February 18, 2025, the Company’s shareholders approved an increase in the number of authorized shares of Altisource Portfolio Solutions S.A. common stock (“common stock”) from 100.0 million to 250.0 million, a decrease in the par value of the Company’s common stock from $1.00 to $0.01 and an increase the number of shares of common stock reserved for issuance under the Equity Plan from approximately 11.7 million to approximately 16.3 million.
On February 18, 2025, the Company’s shareholders approved an increase in the number of authorized shares of Altisource Portfolio Solutions S.A. common stock (“common stock”) from 100 million to 250 million, a decrease in the par value of the Company’s common stock from $1.00 to $0.01 and an increase the number of shares of common stock reserved for issuance under the Equity Plan from approximately 1.5 million to approximately 2.0 million.
Customer Concentration Onity Onity Group Inc. (together with its subsidiaries, “Onity”) (formerly Ocwen Financial Corporation, or “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 loans owned by others.
Customer Concentration Onity Onity Group Inc. (together with its subsidiaries, “Onity”) 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 loans owned by others.
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. • Develop new customer relationships by leveraging our comprehensive suite of services, performance and controls.
Our primary sales and marketing focus areas are to: • Expand relationships with existing customers by cross-selling additional services and increasing market share of existing services we provide. We believe our customer relationships represent meaningful growth opportunities for us • Develop new customer relationships by leveraging our comprehensive suite of services, performance and controls.
The New Facility is comprised of a $110.0 million interest-bearing loan (the “New Debt”) and a $50.0 million non-interest-bearing exit fee (the “Exit Fee”).
The New Facility is comprised of a $110.0 million interest-bearing loan (the “New Debt”) and a $50.0 million non-interest-bearing exit fee (the “Exit Fee”). The following is a summary of certain terms of the New Facility.
For the years ended December 31, 2024 and 2023, we recognized revenue from Rithm of $2.3 million and $2.8 million, respectively, under the Rithm Brokerage Agreement.
For the years ended December 31, 2025 and 2024, we recognized revenue from Rithm of $4.2 million and $2.3 million, respectively, under the Rithm Brokerage Agreement.
Rithm purchases brokerage services for REO exclusively from us, irrespective of the subservicer, subject to certain 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 “Rithm Brokerage Agreement”) with terms extending through August 2025.
Rithm purchased brokerage services for REO exclusively from us, irrespective of the subservicer, subject to certain 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 “Rithm Brokerage Agreement”) through August 2025. The Rithm Brokerage Agreement expired on August 31, 2025.
Lenders One Our Lenders One business includes management services provided to the Best Partners Mortgage Cooperative, Inc., doing business as Lenders One ® (“Lenders One”), and certain loan manufacturing and capital markets services provided to the members of the Lenders One cooperative.
Within the Origination segment we provide: Lenders One Our Lenders One business includes management services provided to the Best Partners Mortgage Cooperative, Inc., doing business as Lenders One ® (“Lenders One”), and certain loan manufacturing and capital markets solutions provided to the members of the Lenders One cooperative.
On February 19, 2025, Altisource Portfolio Solutions S.A. and the Borrower also entered into a $12.5 million super senior credit facility (the “Super Senior Facility”) to fund transaction costs related to the Transactions (defined below) and for general corporate purposes.
On February 19, 2025, Altisource Portfolio Solutions S.A. and the Borrower also entered into a $12.5 million super senior credit facility (the “Super Senior Facility”) to fund transaction costs related to the 2025 debt and equity transactions described above (collectively, the “Transactions”) and for general corporate purposes.
The exercise price of the Stakeholder Warrants is $1.95 per Stakeholder Warrant. On February 18, 2025, the Lenders exercised Penny Warrants for approximately 1.5 million shares of common stock. On February 19, 2025, Altisource Portfolio Solutions S.A. and the Borrower entered into agreements with 100% of the lenders under the SSTL (the “Lenders”) under the Amended Credit Agreement.
On February 18, 2025, the Lenders exercised Penny Warrants for approximately 1.5 million shares of common stock. 7 Table of Content On February 19, 2025, Altisource Portfolio Solutions S.A. and the Borrower entered into agreements with 100% of the lenders under the SSTL (the “Lenders”) under the Amended Credit Agreement.
Within the Origination segment we provide: Solutions Our Solutions business includes title insurance (as an agent) and settlement services, real estate valuation services, loan fulfillment and insurance services.
Solutions Our Solutions business includes loan fulfillment services, real estate valuation services, title insurance (as an agent) and settlement services, and insurance services.
Fifty percent of the Stakeholder Warrants will expire on April 2, 2029 and require settlement through the cash payment to the Company of the exercise price of such Stakeholder Warrant (“Cash Exercise Stakeholder Warrants”).
The Distribution Conditions were satisfied during the quarter ended March 31, 2025. Fifty percent of the Stakeholder Warrants will expire on April 2, 2029 and require settlement through the cash payment to the Company of the exercise price of such Stakeholder Warrant (“Cash Exercise Stakeholder Warrants”).
Employees As of December 31, 2024, we had the following number of employees: United States India Uruguay Luxembourg Consolidated Altisource Total employees 192 892 68 8 1,160 Seasonality Certain of our revenues can be impacted by seasonality.
Employees As of December 31, 2025, we had the following number of employees: United States India Uruguay Luxembourg Consolidated Altisource Total employees 204 942 82 8 1,236 8 Table of Content Seasonality Certain of our revenues can be impacted by seasonality.
Onity has disclosed that Rithm is one of its largest servicing clients. As of December 31, 2024, Onity reported that approximately 14% of loans serviced and subserviced by Onity (measured in unpaid principal balance (“UPB”)) and approximately 63% of all delinquent loans that Onity services were related to Rithm MSRs or rights to MSRs (the “Subject MSRs”).
As of December 31, 2025, Onity reported that approximately 10% of loans serviced and subserviced by Onity (measured in unpaid principal balance (“UPB”)) and approximately 50% of all delinquent loans that Onity services were related to Rithm MSRs or rights to MSRs (the “Subject MSRs”).
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.
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.
Fifty percent of the Stakeholder Warrants will expire on April 30, 2032 and require settlement through the forfeiture of shares of common stock to the Company equal to the exercise price of such Stakeholder Warrants.
Fifty percent of the Stakeholder Warrants will expire on April 30, 2032 and require settlement through the forfeiture of shares of common stock to the Company equal to the exercise price of such Stakeholder Warrants (“Net Settle Stakeholder Warrants”). Each Cash Exercise Stakeholder Warrant is exercisable for 0.20313 shares of our common stock (“Cash Exercise Stakeholder Warrant Shares”).
We typically compete based upon product and service awareness and offerings, product performance and service delivery, national coverage, ease of transacting, price, quality and control environment, technology integration and support, reputation, customer service and personal service. Our competitors may have greater financial resources, brand recognition, alternative or disruptive products and technology and other competitive advantages.
We typically compete based upon product and service awareness and offerings, product performance and service delivery, national coverage, ease of transacting, price, quality and control environment, technology integration and support, reputation, customer service and personal service.
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”).
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. 9 Table of Content 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”).
For the years ended December 31, 2024 and 2023, we recognized $9.6 million and $9.2 million, respectively, of such revenue.
For the years ended December 31, 2025 and 2024, we recognized revenue from Onity of $72.3 million and $70.4 million, respectively.
Certain of the Onity Services Agreements contain a “most favored nation” provision and also grant the parties the right to renegotiate pricing, among other things.
Certain of the Onity Services Agreements contain a “most favored nation” provision and also grant the parties the right to renegotiate pricing, among other things. 5 Table of Content Revenue from Onity primarily consists of revenue earned from the loan portfolios serviced and subserviced by Onity when Onity engages us as the service provider, and revenue earned directly from Onity, pursuant to the Onity Services Agreements.
These amounts are not included in deriving revenue from Onity and revenue from Onity as a percentage of revenue discussed above. 5 Table of Contents As of December 31, 2024, accounts receivable from Onity totaled $4.4 million, $3.1 million of which was billed and $1.3 million of which was unbilled.
As of December 31, 2025, accounts receivable from Onity totaled $5.1 million, $2.6 million of which was billed and $2.5 million of which was unbilled. As of December 31, 2024, accounts receivable from Onity totaled $4.4 million, $3.1 million of which was billed and $1.3 million of which was unbilled. Rithm Rithm Capital Corp.
As of December 31, 2023, accounts receivable from Onity totaled $3.4 million, $2.2 million of which was billed and $1.2 million of which was unbilled. Rithm Rithm Capital Corp. (individually, together with one or more of its subsidiaries or one or more of its subsidiaries individually, “Rithm”) is an asset manager focused on the real estate and financial services industries.
(individually, together with one or more of its subsidiaries or one or more of its subsidiaries individually, “Rithm”) is an asset manager focused on the real estate and financial services industries. Onity has disclosed that Rithm is one of its largest servicing clients.
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.
These filings are available to the public on the SEC’s website at www.sec.gov . Our principal Internet address is www.altisource.com. We are providing the address to our website solely for the information of investors. The information contained on, or accessible through, our website is not a part of, nor is it incorporated by reference into this Form 10-K.
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. 9 Table of Contents 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.
In addition to federal and state laws regarding privacy, data security and processing, and automated decision-making practices, we are also subject to legal requirements concerning data protection and processing and use of artificial intelligence 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”).
Removed
Revenue from Onity primarily consists of revenue earned from the loan portfolios serviced and subserviced by Onity when Onity engages us as the service provider, and revenue earned directly from Onity, pursuant to the Onity Services Agreements. For the years ended December 31, 2024 and 2023, we recognized revenue from Onity of $70.4 million and $63.2 million, respectively.
Added
As a result, the Company recognized a net income tax benefit of $17.7 million, comprised of a $9.6 million reversal of its reserve for uncertain tax positions related to its India operations and a $9.0 million reversal of associated accrued interest, partially offset by related Mauritius Income tax expense of $0.9 million • On May 28, 2025, Altisource effected a consolidation of its shares (also known as a reverse stock split) at a ratio of 1-for-8 (the “Share Consolidation”).
Removed
On December 16, 2024, Altisource Portfolio Solutions S.A. and the Borrower entered into that certain Transaction Support Agreement, dated as of December 16, 2024 (the “Transaction Support Agreement”), with certain holders of the Company’s SSTL under the Amended Credit Agreement. The transactions described below (the “Transactions”) were conducted pursuant to the Transaction Support Agreement.
Added
As a result of the Share Consolidation, every eight shares of common stock outstanding immediately prior to effectiveness of the Share Consolidation were combined and converted into one share of common stock, reducing the total number of issued and outstanding shared from 88,129,766 to 11,116,220. No fractional shares were issued in connection with the Share Consolidation.
Removed
On February 13, 2025, the Company granted approximately 4.6 million restricted share units (“RSUs”) (at a weighted average grant date fair value of $1.06 per share) under the Company’s 2009 Equity Incentive Plan (the “Equity Plan”) to senior management in connection with the Transactions.
Added
Instead, shareholders received cash in lieu of fractional shares, based on the closing price of Altisource’s common stock on May 27, 2025.
Removed
On February 18, 2025, the Company’s shareholders also approved proposals to enable, among other things, an issuance of warrants (the “Warrant Distribution”) to purchase approximately 114.5 million shares of common stock for $1.20 per share, subject to adjustment (the “Stakeholder Warrants”) to record and beneficial holders of the following securities of Altisource Portfolio Solutions S.A.
Added
All share and per share amounts and exercise prices of stock options and warrants in this Form 10-K have been retroactively adjusted to reflect the Share Consolidation for all periods presented Business and Industry : • Generated 2025 sales wins which we estimate represent potential annualized service revenue on a stabilized basis of $20.6 million for the servicer and Real Estate segment and $20.9 million for the Origination segment • Primarily from fourth quarter 2025 sales wins in the Servicer and Real Estate segment, significantly grew Hubzu foreclosure auction and REO inventory, reducing the percentage of total Hubzu assets from Rithm Capital Corp, (“Rithm”) to 7.7% of total inventory as of February 15, 2026 (in thousands) February 15, 2026 September 30, 2025 % Change Foreclosure Auction Inventory (5) 10.1 4.0 154 % REO Inventory - Customers other than Rithm 2.4 0.7 230 % REO Inventory - Rithm 1.0 1.0 5 % Total Hubzu Inventory 13.5 5.7 137 % • Ended 2025 with a weighted average sales pipeline between $30.4 million and $38.0 million of potential estimated annual revenue on a stabilized basis based upon forecasted probability of closing (comprised of between $17.1 million and $21.4 million in the Servicer and Real Estate segment and between $13.2 million and $16.6 million in the Origination segment) • Industrywide foreclosure initiations were 25% higher in 2025 compared to the same period in 2024 (although still 19% lower than the same pre-COVID-19 period in 2019) • Industrywide foreclosure sales were 17% higher in 2025 compared to the same period in 2024 (although still 45% lower than the same pre-COVID-19 period in 2019) • Industrywide mortgage origination unit volume increased by 19% in 2025 compared to 2024, comprised of a 2% decline in purchase origination and a 92% increase in refinance origination Customers Overview Our customers include large financial institutions, government-sponsored enterprises (“GSEs”), banks, asset managers, servicers, real estate and mortgage investors, property management firms, real estate brokerages, insurance companies, mortgage bankers, originators, correspondent and private money lenders.
Removed
(collectively, “Stakeholders”): (i) shares of common stock, (ii) RSUs, and (iii) warrants to purchase shares of common stock at an exercise price of $0.01 per share granted on February 14, 2023 (the “Penny Warrants”), in each case, as of 5:00 p.m., New York City time, on February 14, 2025 (such date and time, the “Distribution Record Date”).
Added
For the years ended December 31, 2025 and 2024, we recognized $7.7 million and $9.6 million, respectively, of such revenue. These amounts are not included in deriving revenue from Onity and revenue from Onity as a percentage of revenue discussed above.
Removed
Subject to the right of the Board of Directors to change the Distribution Record Date, the issuance of Stakeholder Warrants shall occur on a date to be subsequently determined by the Board of Directors that will be within 60 days after the Distribution Record Date (i.e., by April 15, 2025).
Added
In November 2025, Onity disclosed that it had received notification from Rithm that Rithm does not intend to renew its subservicing agreements with Onity effective January 31, 2026.
Removed
Pursuant to the Warrant 7 Table of Contents Distribution, each Stakeholder is expected to receive: one Cash Exercise Stakeholder Warrant to purchase 1.625 shares of our common stock and one Net Settle Stakeholder Warrant to purchase 1.625 shares of our common stock for each (a) share of common stock held as of the Distribution Record Date, (b) RSU held as of the Distribution Record Date and (c) share of common stock that could be acquired upon exercise of Penny Warrants held as of the Distribution Record Date.
Added
At Rithm’s discretion, Altisource has continued to manage REO and receive referrals with limited exceptions from portfolios subject to the Rithm Brokerage Agreement despite the expiration of the Rithm Brokerage Agreement. In addition, Rithm also purchases property inspection, preservation and other services from us.
Removed
The Stakeholder Warrants are expected to be exercisable on the later of (i) 90 days after their issuance and (ii) first date on which the VWAP (as defined in the Warrant Agent Agreement for the Stakeholder Warrants (the “Warrant Agent Agreement”)) of the common stock equals or exceeds the Implied Per Share Exercise Price (as such term is defined in the Warrant Agent Agreement) of the Stakeholder Warrants, which is expected to initially be $1.20, for a period of fifteen consecutive trading days (the “VWAP Condition”).
Added
The payment of all amounts owing by the Borrower under the New Facility is guaranteed by Altisource Portfolio Solutions S.A. and certain of its wholly-owned subsidiaries (the “Guarantors”) and is secured by a lien on substantially all of the assets of the Borrower, Altisource Portfolio Solutions S.A. and the other Guarantors, subject to certain exceptions.
Removed
The following is a summary of certain terms of the New Facility: • $158.6 million of the New Facility matures on April 30, 2030 and $1.4 million of the New Facility matures on January 15, 2029 • The interest rate on the New Debt is the Secured Overnight Financing Rate (“SOFR”) plus 6.50% per annum with a 3.50% SOFR floor • The interest rate on the Exit Fee is 0% • All mandatory and voluntary prepayments under the New Facility are allocated between the New Debt and the Exit Fee on a pro rata basis • The principal amortization of the New Facility is 1.0% of the New Debt per year • A minimum of 95% of the net proceeds the Company receives from the exercise of Cash Exercise Stakeholder Warrants (defined below) are to be used to prepay the New Facility • Beginning with the fiscal year ending December 31, 2025, the lesser of (a) 75% of the aggregate Excess Cash Flow (as defined in the credit agreement) for the most recently ended fiscal year of the Company for which financial statements have been delivered and (b) such amount which, immediately after giving effect to such repayment, would result in the Company having no less than $30 million of total cash on its balance sheet, shall be applied first to the prepayment of the Super Senior Facility (defined below) and, second, to the prepayment of the New Facility The payment of all amounts owing by the Borrower under the New Facility is guaranteed by Altisource Portfolio Solutions S.A. and certain of its wholly-owned subsidiaries (the “Guarantors”) and is secured by a lien on substantially all of the assets of the Borrower, Altisource and the other Guarantors, subject to certain exceptions.
Added
On April 3, 2025, the Company distributed 70.5 million warrants to purchase approximately 14.3 million shares of Altisource common stock for $9.5998 per share (the “Stakeholder Warrants”). The distribution of Stakeholder Warrants was contingent upon, among other things, approval of the distribution by the Company’s shareholders and the consummation of the Debt Exchange Transaction (such conditions, collectively, the “Distribution Conditions”).
Removed
Pursuant to the terms of the Exchange Agreement, dated February 19, 2025, by and among the Borrower and Altisource Portfolio Solutions S.A., on the one hand, and the Lenders, on the other hand, with limited exceptions, the Lenders may not, among other things, sell, offer to sell, grant any option to purchase or otherwise dispose of any Debt Exchange Shares, without the prior written consent of Altisource Portfolio Solutions S.A., until the date that is the earlier of (i) September 17, 2025 or (ii) the date on which Altisource Portfolio Solutions S.A. completes a liquidation, merger, stock exchange or other similar transaction that results in all of Altisource’s shareholders having the right to exchange their shares of common stock for cash, securities or other property (“Lock-Up”).
Added
Each Net Settle Stakeholder Warrant is exercisable for 0.20313 shares of our common stock (“Net Settle Stakeholder Warrant Shares” and, collectively with the Cash Exercise Stakeholder Warrant Shares, the “Stakeholder Warrant Shares”). The Stakeholder Warrants became exercisable pursuant to their term on July 28, 2025.
Added
The Stakeholder Warrants are listed on the NASDAQ Global Select Market and began trading on May 7, 2025. The Cash Exercise Stakeholder Warrants trade under the symbol “ASPSZ” and the Net Settle Stakeholder Warrants trade under the symbol “ASPSW”.
Added
In addition, an increasing number of U.S. states (including California, Virginia, Colorado, Connecticut, Texas and others) have enacted comprehensive privacy, data-governance, automated-decision-making, and consumer-rights laws, with additional states adopting similar laws each year. These laws impose requirements relating to data-minimization, consent, sensitive-data handling, individual rights requests, data-protection assessments, and restrictions on certain automated decision-making practices.
Added
The European Union has also adopted the EU Artificial Intelligence Act, which imposes obligations on providers and deployers of certain artificial intelligence systems based on risk classification. Depending on the nature of the Company’s technology or services used within the EU, additional governance, documentation, testing, or oversight requirements may apply.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

93 edited+54 added−52 removed163 unchanged
Biggest changeUnauthorized disclosure, access or processing of such information, whether due to a cybersecurity incident, human error or other vulnerabilities, or our failure to comply with applicable information management requirements, privacy laws, or notification obligations, could result in adverse publicity, loss of trust, investigations, regulatory fines, loss of customers, government enforcement actions, private litigation, claims from third parties, and significant financial and operational costs. • Our business continuity and disaster recovery plans may not adequately address potential impacts from business interruptions or pandemics, which could result in operational disruptions, financial losses, or regulatory compliance issues. • The insurance underwriting loss limitation methods we used may not be effective or sufficient. • Certain shareholder arrangements could trigger termination or events of defaults under some of our material agreements. • Changes in economic or market conditions that reduce residential real estate sales, values, or mortgage origination volumes could negatively impact demand for our services. • Changes in residential mortgage delinquencies, defaults, or foreclosures could negatively affect demand for some of our services. • Adapting to changes in technology or marketplace dynamics related to mortgage servicing or origination and changing requirements of governmental authorities, GSEs and customers, could pose risks to us. • Changes to compensation paid in connection with residential property transactions could negatively impact us . • Changes that reduce the frequency or alter or eliminate requirements to use default or origination services of the type we provide may reduce the volume of sales of our services. • Developments impacting residential foreclosures, REO supply, or sales could negatively affect us. • Changes to real estate brokerage commission structures or transaction rates could adversely affect us by reducing revenue from brokerage activities and impacting profitability. • Sales from our awarded business or pipeline may not occur or may take longer than anticipated to develop which could result in lower-than-expected revenue and impact our financial performance. • Business expansion carries potential risks and uncertainties, which could lead to operational inefficiencies, increased costs, or failure to achieve anticipated growth. • Acquisitions to support growth initiatives involve inherent risks. • A majority of our employees and contractors work remotely, potentially impacting control environments, productivity, and cybersecurity. • Dependence on vendors for many aspects of our business exposes us to risks related to vendor availability, performance, and oversight. 11 Table of Contents • Extensive use of contractors could result in reclassification risks, incurring additional costs or penalties. • Our performance could be negatively impacted by the loss of the experience and relationships of certain directors, executives, and key personnel. • Attracting, motivating, and retaining skilled employees could prove difficult. • The presence of operations in multiple countries subjects us to unique risks endemic to those countries and regions. • We may not pay cash dividends, limiting returns to stock appreciation. • Our smaller market capitalization could increase the volatility, and limit investors in and analyst coverage, of our stock. • The market price and trading volume of our stock may be volatile. • As a "smaller reporting company," reduced disclosure requirements may affect the information we provide to stockholders. • Loss of Form S-3 eligibility or offering limitations under SEC regulations could restrict our ability to raise capital efficiently and on favorable terms. • The large number of authorized shares and outstanding warrants may make the market price and trading volume of our stock volatile. • Future issuances of common stock, warrants, or equity grants could dilute existing shareholders' economic and voting interests, potentially negatively impacting the trading price of our stock and leading to litigation. • We may be delisted from the Nasdaq Global Select Market, which could negatively impact the market for our common stock and our business. • We could have conflicts of interest with certain shareholders, lenders, members of management and our Board of Directors.
Biggest changeInsurance may be unavailable or insufficient. • Failure to prevent or detect fraudulent activity could result in financial loss, liability and reputational harm. • Unauthorized access, disclosure or processing of proprietary or personal information, or non-compliance with privacy, data protection, AI or notification laws, could result in investigations, fines, litigation and significant costs. • Business interruptions, pandemics, governmental shutdowns or system failures may not be adequately addressed by our continuity and recovery plans, resulting in operational or compliance disruptions. • Formation of a stockholder “group,” change-of-control events or certain business sales may trigger termination or default rights under material agreements, limiting strategic flexibility. • Certain economic or housing market conditions adverse to our businesses could reduce demand for certain of our services. • Government shutdowns or funding lapses affecting courts or agencies could delay foreclosures and REO activity, reduce volumes and impair performance metrics. • Failure to adapt to technological change, regulatory developments or customer consolidation may reduce demand or competitiveness. • Restrictions on online foreclosure or REO auctions could negatively impact our auction and brokerage revenues. • Changes reducing the frequency or requirement for default or origination services may decrease demand for certain of our services. • Reduced foreclosures, constrained REO supply, buyer participation limits or inability to meet contractual performance metrics could adversely affect our default and related services. • Changes to brokerage commissions, auction fees or other transaction compensation structures could reduce revenues. • Anticipated sales from awarded contracts or pipeline opportunities may not materialize or may be delayed. • Our remote work environment may reduce productivity, impair controls and increase cybersecurity, tax and regulatory risks. • Reliance on vendors exposes us to service failures, pricing increases, compliance deficiencies and potential liability for vendor misconduct. • Reclassification of contractors as employees could result in taxes, penalties and increased compensation costs. • Loss of key directors, executives or personnel, or difficulty attracting leadership in Luxembourg, could adversely affect operations. • Failure to attract and retain skilled and licensed employees could impair service delivery and growth. • International operations expose us to political, economic, corruption, sanctions, trade and labor risks. • We do not expect to pay cash dividends; stockholder returns depend on stock appreciation. • Our relatively small market capitalization may increase stock volatility, limit liquidity and restrict access to capital or analyst coverage. • Issuance of additional shares, exercise of warrants or vesting of equity awards could dilute stockholders and affect trading prices. • The market price and trading volume of our common stock and Stakeholder Warrants have been and may remain volatile, and significant resales could increase volatility or lead to litigation. • Public float limitations restrict our use of Form S-3 and may impair our ability to raise capital efficiently. • Significant ownership by lender stockholders may create conflicts. • Insufficient cash flow, limited capital access or reduced borrowing capacity could impair liquidity and strategic flexibility. 11 Table of Content • Our indebtedness, variable interest rates, mandatory prepayments and covenant restrictions limit financial flexibility and increase sensitivity to performance. • Failure to comply with loan covenants could result in default, acceleration and enforcement against collateral. • We may be unable to repay or refinance debt at maturity on favorable terms or at all. • Luxembourg net operating loss may expire unused, and changes in tax laws, audits or transfer pricing determinations could result in additional taxes, interest, penalties and reduced realization of deferred tax assets.
Our customers may refuse to agree to modifications to technology or infrastructure services which we provide or which interoperate with the technology or infrastructure services which we provide and we believe are desirable to improve the reliability, performance, efficiency or cost in delivering services.
Our customers may refuse to agree to modifications to technology or infrastructure services which we provide or which interoperate with the technology or infrastructure services we provide and we believe are desirable to improve the reliability, performance, efficiency or cost in delivering services.
The provisions of the New Facility and the Super Senior Facility could have other negative consequences to us, including the following: • limiting our ability to borrow money for our working capital, capital expenditures, debt service requirements, or other general corporate purposes; • limiting our flexibility in planning for, or reacting to, changes in our operations, business, or the industry in which we compete; • if we have Excess Cash Flow, requiring us to prepay the debt by the lesser of (a) 75% of the Excess Cash Flow and (b) the amount that would leave the Company with no less than $30 million of total cash on the balance sheet to prepay outstanding debt, beginning with the fiscal year ending December 31, 2025; • to the extent we receive proceeds from the exercise of the Cash Exercise Stakeholder Warrants, requiring us to use 95% of the proceeds to prepay debt; and • placing us at a competitive disadvantage by limiting our ability to invest in our business.
The provisions of the New Facility and the Super Senior Facility could have other negative consequences to us, including the following: • limiting our ability to borrow money for our working capital, capital expenditures, debt service requirements, or other general corporate purposes; • limiting our flexibility in planning for, or reacting to, changes in our operations, business, or the industry in which we compete; • if we have Consolidated Excess Cash Flow, requiring us to prepay the debt by the lesser of (a) 75% of the Consolidated Excess Cash Flow and (b) the amount that would leave the Company with no less than $30 million of total cash on the balance sheet to prepay outstanding debt, beginning with the fiscal year ending December 31, 2025; • to the extent we receive proceeds from the exercise of the Cash Exercise Stakeholder Warrants, requiring us to use 95% of the proceeds to prepay debt; and • placing us at a competitive disadvantage by limiting our ability to invest in our business.
Further, our customers may require modifications to the services we provide to them to manage the volume and complexity of or laws or regulations applicable to their businesses, or to interoperate with other systems, which modifications may be unfeasible, unsuccessful, costly or time-consuming to implement, or may create disruptions in our provision of systems to customers.
Our customers may require modifications to the services we provide to them to manage the volume and complexity of or laws or regulations applicable to their businesses, or to interoperate with other systems, which modifications may be unfeasible, unsuccessful, costly or time-consuming to implement, or may create disruptions in our provision of systems to customers.
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.
A significant challenge of the Luxembourg tax regime or of its interpretation by the Luxembourg tax authorities, or its application to 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.
If faced with an extended period of decline in demand for and revenue from certain of our services as a result of economic conditions, borrower loss mitigation or relief measures, or due to government, GSE, servicer or investor restrictions related to loan delinquencies and foreclosures, including moratoriums on foreclosures and mortgage payment forbearance plans, we may be unable to sufficiently adjust our cost structure, in our operations that provide such impacted services or at the corporate level, to avoid negative impacts to net revenue or profits.
If faced with an extended period of depressed demand for and revenue from certain of our services as a result of economic conditions, borrower loss mitigation or relief measures, or due to government, GSE, servicer or investor restrictions related to loan delinquencies and foreclosures, including moratoriums on foreclosures and mortgage payment forbearance plans, we may be unable to sufficiently adjust our cost structure, in our operations that provide such impacted services or at the corporate level, to avoid negative impacts to net revenue or profits.
This activity may result in, among others, transferring funds to fraudulent actors, paying for services which were not performed or failed to meet applicable requirements, disbursing construction funds when applicable conditions have not been satisfied, selling real estate for below market values, issuing title insurance based on fraudulent ownership documentation, underwriting mortgage applications based on fraudulent information, and insuring fraudulent mortgages.
This activity may result in, among others, transferring funds or real estate property titles to fraudulent actors, paying for services which were not performed or failed to meet applicable requirements, disbursing construction funds when applicable conditions have not been satisfied, selling real estate for below market values, issuing title insurance based on fraudulent ownership documentation, underwriting mortgage applications based on fraudulent information, and insuring fraudulent mortgages.
In accordance with General Instruction I.B.6 of Form S-3, we can only sell $20.8 million (one-third of our public float) of common stock and warrants pursuant to the Form S-3 in a 12-month period, and that amount will not increase unless the market value of the shares of our common stock held by our non-affiliates increases.
In accordance with General Instruction I.B.6 of Form S-3, we can only sell $6.3 million (one-third of our public float) of common stock and warrants pursuant to the Form S-3 in a 12-month period, and that amount will not increase unless the market value of the shares of our common stock held by our non-affiliates increases.
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 applicable debt agreements may preclude us from paying dividends. Any return to stockholders could therefore, be limited to potential stock appreciation.
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 applicable debt agreements may preclude us from paying dividends. Any return to shareholders could therefore, be limited to potential stock appreciation.
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 Onity or Rithm acts as a servicer or subservicer or controls the rights to designate service providers, or a change in the contractual relationship between Altisource and Onity or Rithm.
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 reduction in the MSRs for which Onity acts as a servicer or subservicer or controls the rights to designate service providers, or a change in the contractual relationship between Altisource and Onity.
Volatility in the trading price of our common stock or other securities could result in litigation. 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 divert management’s attention adversely affecting profitability and reputation.
Volatility in the trading price of our common stock or other securities could result in litigation. In the past, following periods of volatility in the market price of a company’s securities, shareholders have often instituted class action securities litigation against those companies. Such litigation, if instituted, could result in substantial costs and divert management’s attention adversely affecting profitability and reputation.
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 the application of tax laws and regulations to our operations.
Certain of our subsidiaries provide services in the United States, India and 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 the application of tax laws and regulations to our operations.
Additionally, the improper implementation or use of Altisource services, such as Equator and others, by customers could adversely impact the operation of our services. The forgoing could potentially cause harm to our reputation, loss of customers, negative publicity, or exposure to liability claims or government investigations or actions.
Additionally, the improper implementation or use of Altisource services, such as Equator and others, by customers could adversely impact the operation of our services. The foregoing could potentially cause harm to our reputation, loss of customers, negative publicity, or exposure to liability claims or government investigations or actions.
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.
For example, if a service metric specifies that a certain percentage of the total REO inventory is to be sold within a defined period of time, a rapid increase in the total REO inventory 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.
Our term loans under the New Facility and Super Senior Facility exposes us to potential risks because a portion of our cash flows from operations and current cash on the balance sheet is dedicated to servicing our debt and is not available for other purposes.
Our term loans under the New Facility and Super Senior Facility expose us to potential risks because a portion of our cash flows from operations and current cash on the balance sheet is dedicated to servicing our debt and is not available for other purposes.
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, may also reduce the number of mortgage loans entering the foreclosure process or 16 Table of Contents suspend pending foreclosure and eviction actions.
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, may also reduce the number of mortgage loans entering the foreclosure process or suspend pending foreclosure and eviction actions.
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.
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. 28 Table of Content We are subject to income, withholding, transaction and other taxes in numerous jurisdictions.
Furthermore, even if we believe we comply with applicable laws and regulations, we may choose to settle such allegations 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 27 Table of Contents existing and potential customers.
Furthermore, even if we believe we comply with applicable laws and regulations, we may choose to settle such allegations 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.
Residential real estate value appreciation typically increases equity in 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.
Residential real estate value appreciation typically increases equity in borrowers’ homes providing borrowers with more options to avoid foreclosure, potentially reducing foreclosure auction and REO referrals and ancillary services such as closing and title insurance services.
In addition, our liquidity could 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.
In addition, our liquidity could be adversely affected by an inability to access the capital markets, volatility in the capital markets, unforeseen outflows of cash, funding for contingencies and increased regulatory liquidity requirements.
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 or related defects.
In addition, where a vendor provides services or products that we are required to provide under a 18 Table of Content 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 or related defects.
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 satisfies applicable contractual obligations or supports our planned growth or expansion of services.
We may face an increase in wages or other costs of attracting, training or retaining skilled 19 Table of Content employees. In addition, attrition of current employees may negatively impact our ability to provide services of a quality or volume that satisfies applicable contractual obligations or supports our planned growth or expansion of services.
If the Stakeholder Warrants are exercised and/or the outstanding RSUs vest, a significant number of additional shares of common stock will be issued, which could adversely impact the trading price of our common stock and would further dilute the economic and voting interests of existing shareholders.
If the Stakeholder Warrants are exercised and/or the outstanding RSUs vest, a significant number of additional shares of common stock will be issued, which could adversely 20 Table of Content impact the trading price of our common stock and would further dilute the economic and voting interests of existing shareholders.
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.
Customer concentration also exposes us to concentrated credit risk, as a significant portion of our accounts receivables may be from one or both of these customers.
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.
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 27 Table of Content possess and maintain certain licenses.
In addition, the New Facility and the Super Senior Facility contain covenants that 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 lines of service, disposing or selling of assets or equity, granting liens, and merging or consolidating 24 Table of Contents with other companies.
In addition, the New Facility and the Super Senior Facility contain covenants that limit our flexibility in planning for, or reacting to, changes in our business and our industry, including limitations on incurring additional indebtedness, making 23 Table of Content investments, adding new lines of service, disposing or selling of assets or equity, granting liens, and merging or consolidating with other companies.
Luxembourg may also impose additional limitations and requirements on company actions which may limit our ability to manage the company and respond to market conditions. We are a public limited liability company (société anonyme) organized and existing under the laws of, and headquartered in, Luxembourg.
Luxembourg may also impose additional requirements which may limit our ability to manage the company and respond to market conditions. We are a public limited liability company (société anonyme) organized and existing under the laws of, and headquartered in, Luxembourg.
Rates of residential mortgage delinquencies, defaults and foreclosures, and REO volume can be negatively impacted by numerous factors, such as strengthening economic conditions, increasing housing equity from rising home values, decreasing residential mortgage interest rates, reductions in the number of residential mortgages outstanding, reductions in homeownership levels or governmental or servicer action.
Rates of residential mortgage delinquencies, defaults and foreclosures, and REO volume can be negatively impacted by numerous factors, such as strengthening economic conditions, increasing housing equity from high home values, low residential mortgage interest rates, reductions in the number of residential mortgages outstanding, reductions in homeownership levels or governmental or servicer action.
Economic or market fluctuations that reduce the volume or value of residential mortgage origination or refinancings could decrease the demand for our mortgage origination and mortgage insurance related services, including those provided to members of the Lenders One mortgage cooperative.
Economic or market fluctuations that depress the volume or value of residential mortgage origination or refinancings could depress the demand for our mortgage origination and mortgage insurance related services, including those provided to members of the Lenders One mortgage cooperative.
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 28 Table of Contents information provided by our customers.
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.
Authorities may determine that we or our vendors have misclassified contractors for employment tax or other purposes and, as a result, seek additional taxes from us, require us to pay certain compensation or benefits to wrongly classified 19 Table of Contents employees, or attempt to impose fines or penalties.
Authorities may determine that we or our vendors have misclassified contractors for employment tax or other purposes and, as a result, seek additional taxes from us, require us to pay certain compensation or benefits to wrongly classified employees, or attempt to impose fines or penalties.
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.
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 26 Table of Content or may cause us to modify or terminate certain services we currently offer.
Some of the service metrics which may be impacted include those related to REO conversion rates, aging of REO, time on market and sale price compared to valuation.
Some of the service metrics which may be impacted include those related to REO conversion rates, aging of REO, time on market and sale price 17 Table of Content compared to valuation.
Similarly, any future equity grants to employees, executives, or directors under the Equity Plan, or issuance of additional warrants, if exercised, would increase the number of outstanding shares, further diluting the ownership percentage of existing shareholders. The market price and trading volume of our stock may be volatile.
Similarly, any future equity grants to employees, executives, or directors under the Equity Plan, or issuance of additional warrants, if exercised, would increase the number of outstanding shares, further diluting the ownership percentage of existing shareholders. The market price and trading volume of our common stock and Stakeholder Warrants has been and may continue to be volatile.
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. 25 Table of Contents As a result of prior investments, we have significant goodwill and intangible assets recorded in our financial statements.
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. 24 Table of Content As a result of prior investments, we have significant goodwill and intangible assets recorded in our financial statements.
We rely on critical technology to provide certain of our services, including our proprietary platforms such as Hubzu real estate marketing, Equator, Equator.com, NestRange, LOLA, Keystone, REALSynergy, RentRange, TrelixAI, Vendorly ® , and others.
We rely on critical technology to provide certain of our services, including our proprietary platforms such as Hubzu real estate marketing, Equator, Equator.com, LOLA, Keystone, REALSynergy, RentRange, Trelix Connect, Vendorly®, and others .
In addition, we may be subject to ransomware attacks or other attempts by malicious third parties to interrupt or prevent our access to systems or data to extract payment of a ransom or meeting other conditions.
We may be subject to ransomware attacks or other attempts by malicious third parties to interrupt or prevent our access to systems or data to extract payment of a ransom or meet other conditions.
Such conditions could negatively impact demand for our default services. Reductions in the rates of residential mortgage delinquencies, defaults, foreclosures and REO volume would likely reduce demand for our services related to non-judicial foreclosures, inspecting, maintaining, valuing, marketing and selling such assets.
Such conditions could negatively impact demand for our default services. Depressed rates of residential mortgage delinquencies, defaults, foreclosures and REO volume would likely negatively impact demand for our services related to non-judicial foreclosures, inspecting, maintaining, valuing, marketing and selling such assets.
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 real estate values or mortgage interest rates.
Demand for services from other businesses, such as mortgage origination, valuation, title and closing, may also decline as a result of depressed residential real estate transaction volumes including from increased residential real estate values or mortgage interest rates.
We may be unable to repay or refinance the balance of our loans under the New Facility or the Super Senior Facility upon maturity, particularly if cash from operations fails to improve, assets are not readily available for sale, or we are unable to refinance on favorable terms or at all.
We may be unable to repay or refinance the balance of our loans under the New Facility or the Super Senior Facility prior to maturity, particularly if cash from operations is not sufficient, assets are not readily available for sale, or we are unable to refinance on favorable terms or at all.
If we are unable to agree upon a resolution with our lenders, we might seek applicable legal protections, including under bankruptcy law, which could further provide certain of our customers or vendors the ability to terminate our agreements. We have a significant net operating loss recognized by one of our Luxembourg subsidiaries, Altisource S.à r.l.
If we are unable to agree upon a resolution with our lenders, we might seek applicable legal protections, including under bankruptcy law, which could further provide certain of our customers or vendors the ability to terminate our agreements. We have a significant net operating loss recognized by our Luxembourg entities.
Economic or market fluctuations such as a decrease in sales, sales prices or values of residential properties or origination volumes or an increase in sales transaction timelines could reduce the demand for certain of our services related to marketing and real estate sale transactions, including services ancillary to such transactions, such as closing services and title insurance services.
Economic or market fluctuations such as a low number of residential real estate sales, depressed sales prices or values of residential properties or origination volumes or lengthy sales transaction timelines could reduce the demand for certain of our services related to marketing and real estate sale transactions, including services ancillary to such transactions, such as closing services and title insurance services.
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.
In addition, certain 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.
A majority of our workforce works from a 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.
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.
Our ability to make payments on our indebtedness depends on our ability to generate cash in the future. As a result of the low default, foreclosure and REO levels, and declining origination volumes in the recent rising interest rate environment, our cash flows were and remain severely impacted.
Our ability to make payments on our indebtedness depends on our ability to generate cash in the future. As a result of low default, foreclosure and REO levels, and lower origination volumes, compared to historical levels, our cash flows were and remain severely impacted.
Because of our status, as a “non-accelerated filer” under SEC rules we are not required to comply with Section 404(b) of the Sarbanes-Oxley Act of 2002, which requires an independent registered public accounting firm to provide an attestation report on management’s assessment of the Company’s internal control over financial reporting.
Because of our status, as a “non-accelerated filer” under SEC rules we are not required to comply with Section 404(b) of the Sarbanes-Oxley Act of 2002, which requires an independent registered public accounting firm to provide an attestation report on management’s assessment of the Company’s internal control over financial reporting. 21 Table of Content We intend to utilize these allowances until we no longer qualify as a smaller reporting company or are no longer a “non-accelerated filer”, as applicable.
Our future success will depend on completing these efforts, enhancing our services and technologies, and developing new services that address changes in technology, competing services, applicable marketplaces, or customer needs. These efforts carry risks, including of cost overruns, delays, lack of market acceptance, and performance shortfalls.
Our future success depends on our ability to complete these efforts, enhance our services and technologies, and developing new services that address changes in technology, competing services, applicable marketplaces, or customer needs. These efforts carry risks, including of cost overruns, delays, 16 Table of Content lack of market acceptance, and performance shortfalls.
A reduction in residential mortgage delinquencies, defaults or foreclosures, and REO volume in the United States can negatively affect demand for certain of our services.
A depressed rate of residential mortgage delinquencies, defaults or foreclosures, and REO volume can negatively affect demand for certain of our services.
The Lender Shareholders may exert significant influence over the composition of our Board of Directors, operational decisions, and key business initiatives, which do not align with the interests of non-debt-holding shareholders.
Because the Lender Shareholders collectively hold a significant portion of our outstanding common stock, they may exert significant influence over the composition of our Board of Directors, operational decisions, and key business initiatives, which may not align with the interests of non-debt-holding shareholders.
We have 250 million authorized shares of common stock, approximately 87.6 million of which were outstanding as of March 25, 2025. The unissued shares are available for future issuance by our Board of Directors.
We have 250 million authorized shares of common stock, approximately 11.3 million of which were outstanding as of February 26, 2026. The unissued shares are available for future issuance by our Board of Directors.
Non-debt-holding shareholders may have limited ability to influence the direction or governance of the company. 23 Table of Contents There is no assurance that we will be able to implement or maintain measures to manage these potential conflicts effectively.
Potential conflicts between the Lender Shareholders and non-debt-holding shareholders could complicate decision-making and negatively impact our operations. Non-debt-holding shareholders may have limited ability to influence the direction or governance of the company. 22 Table of Content There is no assurance that we will be able to implement or maintain measures to manage these potential conflicts effectively.
We also leverage third-party technology to provide certain of our services, including using third-party order management and billing technology, and using third-party technology to access data or take actions, such as governmental filings, and externally hosted and managed data centers and operating environments.
We also leverage third-party technology to provide certain of our services, including using third-party order-management and billing technology, and using third-party technology to access data or take actions, such as governmental filings, and externally hosted and managed data centers and operating environments. Our reliance on one or more major cloud-service providers for hosting, storage, and processing creates concentration risk.
Additionally, a default could trigger termination events under certain of our client or vendor agreements, including the Rithm Brokerage Agreement with Rithm, which could negatively impact our revenue, cash flow, or ability to provide services.
Additionally, a default could result in conditions triggering termination events under certain of our client or vendor agreements, which could negatively impact our revenue, cash flow, or ability to provide services.
As a result, our ability to raise capital on favorable terms or at all may be impaired. 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.
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.
The individual and collective interests and objectives of the lenders under our New Facility who are also our shareholders (collectively, the “Lender Shareholders”) may not align or may conflict with those of our other shareholders.
Risks Related to Shareholder Structure and Governance The individual and collective interests and objectives of the lenders under our New Facility which are also our shareholders (collectively, the “Lender Shareholders”) may conflict with those of our other shareholders.
We are a “smaller reporting company,” as defined under Item 10(f)(1) of Regulation S-K. As such, we intend to take advantage of reduced disclosure and other requirements applicable to smaller reporting companies, including scaled disclosure requirements, simplified executive compensation disclosures, and certain other reduced disclosure obligations in our SEC filings.
As such, we intend to take advantage of reduced disclosure and other requirements applicable to smaller reporting companies, including scaled disclosure requirements, simplified executive compensation disclosures, and certain other reduced disclosure obligations in our SEC filings.
The potential for large-scale resales of the Debt Exchange Shares in the public market, or the perception that such sales could occur, may contribute to significant fluctuations in the trading volume and trading price of our common stock. Volatility in our stock could negatively affect investor confidence and impair our ability to raise additional capital in future equity financings.
The potential for large-scale resales of the Debt Exchange Shares by significant shareholders or otherwise in the public market, or the perception that such sales could occur, may contribute to significant fluctuations in the trading volume and trading price of our common stock.
A significant portion of our revenue is earned from providing services to Onity and 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.
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, results of operations, liquidity, and financial condition.
As of March 25, 2025, our public float (i.e., the aggregate market value of our outstanding equity securities held by non-affiliates) was approximately $62.5 million, based on 54.3 million shares of outstanding common stock held by non-affiliates and on the closing price of $1.15 per share of our common stock on February 13, 2025 (a date within 60 days of the date hereof), as calculated in accordance with General Instruction I.B.6 of Form S-3.
As of February 26, 2026, our public float (i.e., the aggregate market value of our outstanding equity securities held by non-affiliates) was approximately $18.9 million, based on 2.4 million shares of outstanding common stock held by non-affiliates and on the closing price of $7.94 per share of our common stock, as calculated in accordance with General Instruction I.B.6 of Form S-3.
The markets for our services are characterized by constant technological and other changes, frequent introduction of new services by competitors, 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 improving existing services and technologies.
The markets for our services are characterized by constant technological and other changes, frequent introduction of new services by competitors, and evolving industry standards and government regulations. We frequently develop and introduce new services and technologies and modify existing services and technologies.
If any of these risks materialize, they could negatively impact the trading price of our common stock and investors could lose all or part of their investment in our common stock. 10 Table of Contents While insurance coverage may help address certain risks that result in losses, recovery under our insurance policies may not be available or sufficient to compensate for damages, expenses, fines, penalties, and other losses we may incur as a result of these and other risks.
While insurance coverage may help address certain risks that result in losses, recovery under our insurance policies may not be available or sufficient to compensate for damages, expenses, fines, penalties, and other losses we may incur as a result of these and other risks.
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. 29 Table of Contents Additionally, evolving tax policies focused on combating base erosion and profit shifting may lead to more aggressive tax enforcement by authorities, increased documentation and compliance requirements, and the potential for disputes with tax authorities.
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.
Such a change of control could constitute a termination event or an event of default under these agreements which could negatively impact us. Risks Related to Our Industry Changes in economic and market conditions that reduce residential real estate sales, values or mortgage origination volumes could negatively impact demand for our services.
Risks Related to Our Industry Changes in economic and market conditions that depress residential real estate sales, values or mortgage origination volumes could negatively impact demand for our services.
We may be a 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.
Because we store and process consumer information and operate public-facing technology platforms, including our Hubzu marketing platform, we may be a target for network hackers or others with malicious intent.
The reduced 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.
REO properties, or lower sales volumes, could impair our ability to meet certain contractually required service metrics, including conversion percentage requirements, as the size of the applicable REO inventory declines and the remaining properties are often the most difficult to sell.
Some of our customers may require us to use labor based in the United States or cease doing business with Altisource.
Some of our customers may require us to use labor based in the United States or cease doing business with Altisource. 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.
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.
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. 14 Table of Content Our business continuity and disaster recovery plans may not adequately address potential impacts from business interruptions or pandemics, which could result in operational disruptions, financial losses, or regulatory compliance issues.
Additionally, the existence of the Stakeholder Warrants may further affect trading patterns and market price dynamics. If the VWAP Condition is satisfied and the market price of our common stock exceeds the Implied Per Share Exercise Price of the Stakeholder Warrants, a substantial number of shares could be issued upon exercise of the Stakeholder Warrants.
If the market price of our common stock exceeds the Implied Per Share Exercise Price of the Stakeholder Warrants, a substantial number of shares could be issued upon exercise of the Stakeholder Warrants. The potential for such issuances and the resulting dilution could adversely affect trading volume and market price.
Reduced volumes may make it more difficult to provide services in an economic manner, undermine beneficial efficiencies, and increase risks and costs of securing vendors to provide services on a smaller scale. 17 Table of Contents 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.
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.
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.
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. Evolving privacy, data-protection, artificial-intelligence, and automated-decision-making regulations may impose new obligations on our technology and services.
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.
Many of our services and processes require effective interoperation with internal and external technology platforms, data feeds, services and other systems. Failures in such interoperation may result in service disruptions, service level agreement breaches, regulatory exposure, or other negative impact on our operations and the operations of our customers.
Failure to properly and timely integrate acquired businesses may prevent us from realizing expected value and may reduce revenue or earnings anticipated as a result of the acquisition. 18 Table of Contents Risks Related to Human Capital A majority of our employees and contractors work from locations other than in our facilities (“Remote Work Environment”), 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.
Risks Related to Human Capital A 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 majority of our workforce works from a remote work environment.
Our provision of certain services in connection with real estate-related transactions relies upon information provided by employees and third parties, including our vendors, and upon certain technology systems. The provisions of such services could be negatively impacted by fraudulent or incorrect information provided by employees or third parties.
We may not successfully prevent or detect fraudulent activity which could harm our services, clients, third parties, reputation, and our results of operations. Our provision of certain services in connection with real estate-related transactions relies upon information provided by and actions of employees and in some cases third parties, including our vendors and customers, and upon certain technology systems.
The potential for such issuances could create an overhang on our stock, adversely affecting trading volume and market price. 21 Table of Contents We may take advantage of specified reduced disclosure requirements applicable to a “smaller reporting company” or a “non-accelerated filer” under Regulation S-K, and the information that we provide to stockholders may be different than they might receive from other public companies.
We may take advantage of specified reduced disclosure requirements applicable to a “smaller reporting company” or a “non-accelerated filer” under Regulation S-K, and the information that we provide to shareholders may be different from the information they might receive from other public companies. We are a “smaller reporting company,” as defined under Item 10(f)(1) of Regulation S-K.
The Rithm Brokerage Agreement contains such a provision, and we may enter into material agreements in the future that 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.
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 which could negatively impact us.
An increase in residential mortgage interest rates or a decline in financing availability for borrowers, potentially due to an inflationary environment or government actions, could reduce demand for these services. Rising residential real estate values could also reduce the number of sale transactions, leading to a decrease in new mortgage origination.
Relatively high residential mortgage interest rates or a scarcity of financing availability for borrowers, potentially due to an inflationary environment or government actions, could depress demand for these services.
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. 20 Table of Contents Risks Related to Our Common Stock We may never pay cash dividends on our common stock so any returns would be limited to the potential appreciation of our stock.
Risks Related to Our Common Stock We may never pay cash dividends on our common stock so any returns would be limited to the potential appreciation of our stock.
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 some or all of the benefit of such deferred tax asset.
In addition, changes in our structure or operations could prevent us from fully realizing some or all of the benefit of such deferred tax asset.
Technology disruptions, failures, defects, inadequacies, delays, difficulties in implementing software or hardware modifications, acts of vandalism, or the introduction of harmful code could damage our business operations and relationships with clients and stakeholders, and increase our costs.
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. 12 Table of Content Technology disruptions, failures, defects, inadequacies, delays, difficulties in implementing technology modifications, acts of vandalism, the introduction of harmful code or intellectual property disputes could damage our business operations and relationships with clients and stakeholders, and increase our costs.
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.
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. 10 Table of Content Summary • We derive a significant portion of revenue from Onity and Rithm. The Rithm Brokerage Agreement expired on August 31, 2025 and was not renewed.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeSummary results of such assessments are evaluated by the CISO to assist the Company in adjusting its cybersecurity policies, standards, processes and practices; the CISO reviews critical results with the TIS Committee. Governance The Board of Directors oversees the Company’s risk management program, including the management of cybersecurity threats.
Biggest changeThe Company strives to conduct periodic assessments of the Company’s policies, standards, processes and practices. Summary results of such assessments are evaluated by the CISO to assist the Company in adjusting its cybersecurity policies, standards, processes and practices; the CISO reviews critical results with the TIS Committee.
Cybersecurity Risk Management and Strategy The Company’s cybersecurity risk management strategy focuses on several areas: • Identification and Reporting: The Company strives to have controls and procedures designed to identify, assess, manage and respond to cybersecurity threats and incidents, including fulfilling potential public disclosure or reporting requirements as may be applicable. • Technical Safeguards: The Company strives to implement and maintain technical safeguards designed to protect the Company’s information systems and data from cybersecurity threats, including perimeter and web application firewalls, proxy, intrusion prevention and detection systems, anti-malware, endpoint detection response functionality, data loss prevention systems, security incident event management, geo-blocking and access controls.
Cybersecurity Risk Management and Strategy The Company’s cybersecurity risk management strategy focuses on several areas: • Identification and Reporting: The Company strives to have controls and procedures reasonably designed to identify, assess, manage and respond to cybersecurity threats and incidents, including fulfilling potential public disclosure or reporting requirements as may be applicable. • Technical Safeguards: The Company strives to implement and maintain technical safeguards designed to protect the Company’s information systems and data from cybersecurity threats, including perimeter and web application firewalls, proxy, intrusion prevention and detection systems, anti-malware, endpoint detection response functionality, data loss prevention systems, security incident event management, geo-blocking and access controls.
The Company strives to conduct periodic drills and tabletop exercises to test these. • Third-Party Risk Management: The Company strives to conduct initial and periodic risk evaluations of vendors meeting predefined criteria for heightened cybersecurity risk, based on their access to or provision of critical information systems or data. 30 Table of Contents The Company strives to conduct periodic assessments of the Company’s policies, standards, processes and practices.
The Company strives to conduct periodic drills and tabletop exercises to test its procedure. • Third-Party Risk Management: The Company strives to conduct initial and periodic risk evaluations of vendors meeting predefined criteria for heightened cybersecurity risk, based on their access to or provision of critical information systems or data.
The Company seeks to comply with the cybersecurity framework guidelines issued by the NIST and ISO. • Education and Awareness: The Company provides periodic, mandatory training for all levels of employees regarding information security, cybersecurity threats, business continuity planning and disaster recovery in an effort to equip Company employees with tools to address cybersecurity threats, and to communicate the Company’s evolving information security policies, standards, processes and practices. • Incident Response and Recovery Planning: The Company’s Security Operations Center (“SOC”), reporting to the CISO, strives to provide 24x7 incident monitoring.
Management reviews the results of these third-party activities and incorporates relevant findings into its ongoing cybersecurity risk management efforts. • Education and Awareness: The Company provides periodic, training for all levels of employees regarding information security, cybersecurity threats, business continuity planning and disaster recovery in an effort to equip Company employees with tools to address cybersecurity threats, and to communicate the Company’s evolving information security policies, standards, processes and practices. • Incident Response and Recovery Planning: The Company’s Security Operations Center (“SOC”), reporting to the CISO, strives to provide 24x7 incident monitoring.
The CISO holds undergraduate and graduate degrees in Information Systems Management and has attained the professional certification of Certified Information Security Manager from the Information Systems Audit and Control Association. Material Effects of Cybersecurity Incidents Past cybersecurity incidents have not had, and are not reasonably expected to have, a material impact on the Company’s business strategy, operations, or financial condition.
Material Effects of Cybersecurity Incidents Past cybersecurity incidents have not had, and are not reasonably expected to have, a material impact on the Company’s business strategy, operations, or financial condition.
Removed
The Board of Directors receives regular reports from the CTSO on cybersecurity threats and the Company’s mitigation strategies. The TIS Committee provides Management oversight of the Company’s cybersecurity risk management, business continuity planning and disaster recovery strategy and performance.
Added
The Company seeks to comply with the cybersecurity framework guidelines issued by the NIST and ISO. • Independent Assessments: The Company engages independent third-party service providers to support and enhance its cybersecurity risk management program. These third parties perform periodic security testing, assessments, and reviews designed to evaluate the effectiveness of the Company’s security controls and identify potential vulnerabilities.
Removed
To facilitate the success of the Company’s cybersecurity program, cross-functional teams work with the CISO and SOC seek to address cybersecurity threats and respond to cybersecurity incidents.
Added
Such activities include: (i) vulnerability assessments and penetration testing of web applications, infrastructure, and select mobile environments conducted using industry-recognized methodologies; (ii) the use of an independent certification body to conduct ISO-based assessments and certifications of the Company’s information security management program; (iii) testing of information technology general controls by an external audit firm as part of the Company’s Sarbanes-Oxley (“SOX”) compliance program; (iv) periodic reviews conducted by the Company’s cybersecurity insurance provider in connection with underwriting and renewal processes; and (v) independent 29 Table of Content cybersecurity testing and assessments performed by certain clients as part of their vendor risk management and regulatory oversight processes.
Removed
Through ongoing communications with these teams, the CISO and Management are informed about and monitor the prevention, detection, mitigation and remediation of cybersecurity threats and incidents and report such threats and incidents to the Board of Directors, as appropriate. The CISO has served in various roles in information technology, information security, and business continuity for over 20 years.
Added
There can be no assurance that these risks management strategies and assessments will be effective. Governance The Company maintains a formal cybersecurity governance structure. The SOC monitors the Company’s information systems on an ongoing basis and escalates identified threats and incidents to CISO.
Added
The Company maintains a cross-functional incident response team composed of representatives from the following departments: Information Security, Information Technology, Law and Compliance, and Enterprise Risk. Significant cybersecurity incidents and risks are escalated to management through the TIS Committee. The Board of Directors receives quarterly updates regarding cybersecurity risk management, threat landscape developments, and mitigation efforts.
Added
In the event of a material cybersecurity incident, the Board would be notified and would receive updates regarding investigation status, impact assessment, and remediation activities. The Company conducts periodic incident response drills and tabletop exercises to test its incident response procedures, business continuity plans, crisis management processes, and management preparedness in the event of a significant cybersecurity incident.
Added
The CISO has served in various roles in information technology, information security, and business continuity for over 20 years. The CISO holds undergraduate and graduate degrees in Information Systems Management and has attained the professional certification of Certified Information Security Manager from the Information Systems Audit and Control Association.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeWe consider these facilities to be suitable and currently adequate for the management and operations of our businesses.
Biggest changeWe consider these facilities to be suitable and currently adequate for the management and operations of our businesses. 30 Table of Content
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, 2024 include two offices in the United States and one office each in India and Uruguay. We do not own any office facilities.
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, 2025 include two offices in the United States and one office each in India and Uruguay. We do not own any office facilities.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeFor further information, see Item 1A of Part I, “ Risk Factors ” above and Note 22 to the consolidated financial statements. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 31 Table of Contents PART II
Biggest changeFor further information, see Item 1A of Part I, “ Risk Factors ” above and Note 22 to the consolidated financial statements. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 31 Table of Content PART II
Added
National Fair Housing Alliance v. Altisource Solutions, Inc., et al. On or about February 1, 2018, the National Fair Housing Alliance (“NFHA”) and eighteen regional housing groups (collectively, the “Plaintiffs”) filed a civil complaint, subsequently amended, against Altisource Solutions, Inc.
Added
(“ASI”), a wholly owned subsidiary of the Company, Deutsche Bank National Trust, as Trustee, Deutsche Bank Trust Company Americas, as Trustee, and Ocwen Loan Servicing, LLC (n/k/a Onity Group, Inc.) (collectively, the “Defendants”) in the United States District Court for the Northern District of Illinois (the “Litigation”).
Added
The complaint alleged violations of the federal Fair Housing Act in connection with the maintenance and marketing of certain real estate owned properties. On February 11, 2026, Defendants entered into a settlement agreement with the Plaintiffs, providing for a full release of claims against the defendants and dismissal of the Litigation with prejudice.
Added
Altisource recorded a $7.5 million loss for the three months ended December 31, 2025 reflecting the settlement and associated defense costs. The settlement agreement contains customary terms and conditions and does not include any admission of liability, fault or unlawful conduct by the defendants. The Company expects to fund its portion of the settlement from available cash.
Added
The Company expects that a significant portion of the liability may be eligible for reimbursement under applicable insurance, subject to the terms and conditions of the applicable insurance policies. However, one insurer is disputing the extent of its available insurance coverage. There can be no assurance as to the timing or amount of any such reimbursement, if any.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeITEM 4. MINE SAFETY DISCLOSURES 31 PART II ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 32 ITEM 6 [RESERVED] 32 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 33 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 50 ITEM 8.
Biggest changeITEM 4. MINE SAFETY DISCLOSURES 31 PART II ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 32 ITEM 6 [RESERVED] 32 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 33 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 52 ITEM 8.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeAs of December 31, 2024, approximately 3.1 million shares of common stock remain available for repurchase under the program. There were no purchases of shares of common stock during the years ended December 31, 2024 and 2023. Under the New Facility and the Super Senior Facility, we are not permitted to repurchase shares except for limited circumstances.
Biggest changeThere were no other purchases of shares of common stock during the years ended December 31, 2025 and 2024. Under the New Facility and the Super Senior Facility, we are not permitted to repurchase shares except under limited circumstances.
Issuer Purchases of Equity Securities On May 16, 2023, our shareholders approved the renewal and amendment of the share repurchase program previously approved by the shareholders on May 15, 2018.
Issuer Purchases of Equity Securities On May 16, 2023, our shareholders approved the renewal and amendment of the share repurchase program previously approved by our shareholders on May 15, 2018.
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 2025 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
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 2026 annual meeting of shareholders to be filed pursuant to Regulation 14A under the Exchange Act.
Under the program, we are authorized to purchase up to 3.1 million shares of our common stock, based on a limit of 15% 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 $25.00 per share, for a period of five years from the date of approval.
Under the program, we are authorized to purchase up to 0.4 million shares of our common stock, based on a limit of 15% of the outstanding shares of common stock on the date of approval, at a minimum price of $8.00 per share and a maximum price of $200.00 per share, until May 16, 2028.
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 25, 2025 was 387.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our common stock and publicly traded warrants are listed on the NASDAQ Global Select Market under the symbols “ASPS”, “ASPSW” and “ASPSZ.” The number of holders of record of our common stock as of February 26, 2026 was 368.
Added
As of December 31, 2025, approximately 0.4 million shares of common stock remain available for repurchase under the program. In connection with the elimination of fractional shares resulting from the Share Consolidation, the Company purchased 204 shares of common stock during the year ended December 31, 2025.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

108 edited+21 added−16 removed46 unchanged
Biggest changeThe income tax provision for the year ended December 31, 2023 was driven primarily by income tax expense on transfer pricing income from India and the United States, reduction in deferred tax assets related to intangible assets, no tax benefit on the pretax loss from our Luxembourg operating company and uncertain tax positions. 37 Table of Contents CONSOLIDATED RESULTS OF OPERATIONS The following is a discussion of our consolidated results of operations for the years ended December 31, 2024 and 2023.
Biggest changeFor further information, see Item 3. of Part I, “ Legal Proceedings ” and Note 22 to the consolidated financial statements • The Company recognized $3.6 million of expenses related to the Debt Exchange Transaction for the year ended December 31, 2025 • The Company recognized an income tax benefit of $16.1 million for the year ended December 31, 2025, which was driven primarily by the reversal of liabilities for uncertain tax positions, partially offset by income tax expense on transfer pricing income from India and the United States and no tax benefit on the pretax loss from our Luxembourg operating company and uncertain tax positions • The Company recognized an income tax provision of $2.6 million for the year ended December 31, 2024, which was driven primarily by income tax expense on transfer pricing income from India and the United States, no tax benefit on the pretax loss from our Luxembourg operating company and uncertain tax positions. 37 Table of Content CONSOLIDATED RESULTS OF OPERATIONS The following is a discussion of our consolidated results of operations for the years ended December 31, 2025 and 2024.
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, residential and commercial construction inspection and risk mitigation services, and residential real estate renovation services.
Within the Servicer and Real Estate segment we provide: Solutions Our Solutions business includes property preservation and inspection services, foreclosure trustee services, residential real estate renovation services, residential and commercial construction inspection and risk mitigation services, title insurance (as an agent) and settlement services, and real estate valuation services.
Share Repurchase Program On May 16, 2023, our shareholders approved the renewal and amendment of the share repurchase program previously approved by the shareholders on May 15, 2018.
Share Repurchase Program On May 16, 2023, our shareholders approved the renewal and amendment of the share repurchase program previously approved by our shareholders on May 15, 2018.
However, as a result of the current default market, home price appreciation and higher mortgage interest rates, the seasonal impact to revenue may not follow historical patterns.
However, as a result of the current default market, home price appreciation and higher mortgage interest rates, the seasonal impact to revenue may not follow historical patterns.
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 48 , 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 also discuss restrictions on cash movements, future commitments and capital resources. Critical Accounting Policies, Estimates and Recent Accounting Pronouncements. This section, beginning on page 50 , 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 49 , provides a discussion of customer concentration. OVERVIEW Our Business We are an integrated service provider and marketplace for the real estate and mortgage industries.
We provide all of our significant accounting policies in Note 2 to the accompanying consolidated financial statements. Other Matters. This section, beginning on page 51 , provides a discussion of customer concentration. OVERVIEW Our Business We are an integrated service provider and marketplace for the real estate and mortgage industries.
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 38 , provides an analysis of our consolidated results of operations for the two years ended December 31, 2024 and 2023.
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 38 , provides an analysis of our consolidated results of operations for the two years ended December 31, 2025 and 2024.
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.
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 income (loss).
Our business segments and strategic initiatives follow: Servicer and Real Estate: Through our offerings that support residential real estate and loan investors and forward and reverse servicers, we provide a suite of solutions and technologies intended to meet their growing and evolving needs.
Our business segments and strategic initiatives follow: Servicer and Real Estate: Through our offerings that support residential real estate and loan investors and forward and reverse servicers, we provide a suite of loan default and real estate investor solutions and technologies intended to meet their growing and evolving needs.
The change in cash provided by investing activities was primarily driven by $2.3 million in proceeds received in the year ended December 31, 2024 in connection with the indemnity escrow from the Pointillist sale (no comparable amount for the year ended December 31, 2023).
The change in cash provided by investing activities was primarily driven by $2.3 million in proceeds received in the year ended December 31, 2024 in connection with the indemnity escrow from the Pointillist sale (no comparable amount for the year ended December 31, 2025).
Previous regulatory actions against Onity have 35 Table of Contents subjected Onity to independent oversight of its operations and placed certain restrictions on its ability to acquire servicing rights or proceed with default-related actions on the loans it services. Existing or future similar matters could result in adverse regulatory or other actions against Onity.
Previous regulatory actions against Onity have subjected Onity to independent oversight of its operations and placed certain restrictions on its ability to acquire servicing rights or proceed with default-related actions on the loans it services. Existing or future similar matters could result in adverse regulatory or other actions against Onity.
We first assess qualitative factors 48 Table of Contents 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.
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.
Amounts that are repaid may be re-borrowed in accordance with the limitations set forth below. The maturity date of the Revolving Loan Agreement is June 3, 2025 and may be automatically extended for one year on each anniversary of the maturity date.
Amounts that are repaid may be re-borrowed in accordance with the limitations set forth below. The maturity date of the Revolving Loan Agreement was June 3, 2025 and can be automatically extended for one year on each anniversary of the maturity date.
If any of the following events occurred, Altisource’s revenue could be 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 Onity as a customer or there is a significant reduction in the volume of services it purchases from us • Onity loses, sells or transfers a significant portion of its GSE or Federal Housing Administration servicing rights or subservicing arrangements or remaining other servicing rights or subservicing arrangements and Altisource fails to be retained as a service provider • The contractual relationship between Onity and Rithm changes significantly, including Onity’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 • Onity loses state servicing licenses in states with a significant number of loans in Onity’s servicing portfolio • Onity is subject to stays, moratoriums, suspensions or other restrictions that limit or delay default-related actions on the loans it services • The contractual relationship between Onity and Altisource changes significantly or there are significant changes to our pricing to Onity for services from which we generate material revenue • Altisource otherwise fails to be retained as a service provider and/or there is a reduction in referral volumes The foregoing list is not intended to be exhaustive.
If any of the following events occurred, Altisource’s revenue could be 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 Onity as a customer or there is a significant reduction in the volume of services it purchases from us • Onity loses, sells or transfers a significant portion of its GSE or Federal Housing Administration servicing rights or subservicing arrangements or remaining other servicing rights or subservicing arrangements and Altisource fails to be retained as a service provider • Onity loses state servicing licenses in states with a significant number of loans in Onity’s servicing portfolio • Onity is subject to stays, moratoriums, suspensions or other restrictions that limit or delay default-related actions on the loans it services • The contractual relationship between Onity and Altisource changes significantly or there are significant changes to our pricing to Onity for services from which we generate material revenue • Altisource otherwise fails to be retained as a service provider and/or there is a reduction in referral volumes The foregoing list is not intended to be exhaustive.
Actual results may differ significantly from these estimates under different assumptions, judgments or conditions. 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.
Actual results may differ significantly from these estimates under different assumptions, judgments or conditions. 50 Table of Content 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.
The increase in service revenue for the year ended December 31, 2024 was driven by higher revenue in both segments.
The increase in service revenue for the year ended December 31, 2025 was driven by higher revenue in both segments.
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), RentRange (a single and multi-family rental data, analytics and rent-based valuation solution), REALSynergy (a commercial loan servicing platform), and NestRange (a single-family automated valuation model and analytics solution). 33 Table of Contents The Origination segment provides originators with solutions and technologies that span the mortgage origination lifecycle.
Technology and SaaS Products Our Technology and SaaS Products business includes Equator (a SaaS-based technology to manage REO and investor homes, short sales, foreclosure, bankruptcy and eviction processes), Vendorly Invoice (a vendor invoicing and payment system), RentRange (a single and multi-family rental data, analytics and rent-based valuation solution) and REALSynergy (a commercial loan servicing platform). 33 Table of Content The Origination segment provides originators with solutions and technologies that span the mortgage origination lifecycle.
For the years ended December 31, 2024 and 2023, we recognized $9.6 million and $9.2 million, respectively, of such revenue. These amounts are not included in deriving revenue from Onity and revenue from Onity as a percentage of revenue discussed above.
For the years ended December 31, 2025 and 2024, we recognized $7.7 million and $9.6 million, respectively, of such revenue. These amounts are not included in deriving revenue from Onity and revenue from Onity as a percentage of revenue discussed above.
Further, we believe we are well positioned to gain market share from existing and new customers if they consolidate to larger, full-service providers or outsource services that have historically been performed in-house. 34 Table of Contents Origination: Through our offerings that support mortgage loan originators (or other similar mortgage market participants), we provide a suite of solutions and technologies to meet the evolving and growing needs of lenders, mortgage purchasers and securitizers.
Further, we believe we are well positioned to gain market share from existing and new customers if loan delinquency rates and foreclosure initiations and sales rise, or if they consolidate to larger, full-service providers or outsource services that have historically been performed in-house. 34 Table of Content Origination: Through our offerings that support mortgage loan originators (or other similar mortgage market participants), we provide a suite of solutions and technologies to meet the evolving and growing needs of lenders, mortgage purchasers and securitizers.
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 and pre and post-close quality control), and ADMS (a document management and data analytics delivery platform).
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) and TrelixAI (technology to manage the workflow and automate components of the loan fulfillment and pre and post-close quality control).
Revolving Loan Agreement In connection with the Company’s residential real estate renovation services business, on June 3, 2024 Altisource Solutions, Inc., an indirect subsidiary of Altisource Portfolio Solutions S.A, entered into a revolving loan agreement with a related party, Altisource Asset Management Corporation (“AAMC”) (the “Revolving Loan Agreement”).
Revolving Loan Agreement In connection with the Company’s Renovation business, on June 3, 2024 Altisource Solutions, Inc., an indirect subsidiary of Altisource Portfolio Solutions S.A, entered into a revolving loan agreement with a then related party, Altisource Asset Management Corporation (“AAMC”) (the “Revolving Loan Agreement”).
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 loss to arrive at net loss attributable to Altisource.
Lenders One is a mortgage cooperative managed, but not owned, by Altisource. Lenders One’s earnings are included in revenue and reduced from net income (loss) to arrive at net income (loss) attributable to Altisource.
We believe lower interest expense as a result of the February 2025 Transactions, our anticipated revenue growth from the renovation business launched in 2024, the anticipated improvement in the default market, on-boarding sales wins, and revenue mix together with our reduced cost structure, should help improve operating cash flow.
We believe lower interest expense as a result of the February 2025 Debt Exchange Transactions, more recent revenue growth from the renovation business launched in 2024, the anticipated improvement in the default market, on-boarding sales wins, converting sales prospects to wins and revenue mix together with our reduced cost structure, should help improve operating cash flow.
Rithm Onity has disclosed that Rithm is one of its largest servicing clients. As of December 31, 2024, Onity reported that approximately 14% of loans serviced and subserviced by Onity (measured in UPB) and approximately 63% of all delinquent loans that Onity services were related to Rithm MSRs or rights to MSRs.
Rithm Onity has disclosed that Rithm is one of its largest servicing clients. As of December 31, 2025, Onity reported that approximately 10% of loans serviced and subserviced by Onity (measured in UPB) and approximately 50% of all delinquent loans that Onity services were related to Rithm MSRs or rights to MSRs.
During the years ended December 31, 2024 and 2023, we made payments of $0.7 million and $0.5 million, respectively, to satisfy employee tax withholding obligations on the issuance of restricted share units and restricted shares.
During the years ended December 31, 2025 and 2024, we made payments of $0.4 million and $0.7 million, respectively, to satisfy employee tax withholding obligations on the issuance of restricted share units (“RSUs”) and restricted shares.
Revenue from Onity as a percentage of segment and consolidated revenue was as follows: 49 Table of Contents 2024 2023 Servicer and Real Estate 55 % 55 % Origination 0 % 0 % Corporate and Others — % — % Consolidated revenue 44 % 44 % We earn additional revenue related to the portfolios serviced and subserviced by Onity when a party other than Onity or the MSR owner selects Altisource as the service provider.
Revenue from Onity as a percentage of segment and consolidated revenue was as follows: 51 Table of Content 2025 2024 Servicer and Real Estate 54 % 55 % Origination 0 % 0 % Corporate and Others — % — % Consolidated revenue 42 % 44 % We earn additional revenue related to the portfolios serviced and subserviced by Onity when a party other than Onity or the MSR owner selects Altisource as the service provider.
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.
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.
As of December 31, 2024, accounts receivable from Onity totaled $4.4 million, $3.1 million of which was billed and $1.3 million of which was unbilled. As of December 31, 2023, accounts receivable from Onity totaled $3.4 million, $2.2 million of which was billed and $1.2 million of which was unbilled.
As of December 31, 2025, accounts receivable from Onity totaled $5.1 million, $2.6 million of which was billed and $2.5 million of which was unbilled. As of December 31, 2024, accounts receivable from Onity totaled $4.4 million, $3.1 million of which was billed and $1.3 million of which was unbilled.
Segment Results of Operations. This section, beginning on page 41 , provides analysis of our business segments’ results of operations for the years ended December 31, 2024 and 2023. Liquidity and Capital Resources . This section, beginning on page 46 , provides an analysis of our cash flows for the two years ended December 31, 2024 and 2023.
Segment Results of Operations. This section, beginning on page 42 , provides analysis of our business segments’ results of operations for the years ended December 31, 2025 and 2024. Liquidity and Capital Resources . This section, beginning on page 48 , provides an analysis of our cash flows for the two years ended December 31, 2025 and 2024.
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 and fund negative operating cash flow. We also use cash for repayments of our long-term debt and capital investments.
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 and fund negative operating cash flow, if necessary. We also use cash for repayments of our long-term debt and capital investments.
Income (loss) from Operations Income (loss) from operations was $0.1 million, representing less than 1% of service revenue, for the year ended December 31, 2024 compared to income (loss) from operations of $(6.0) million, representing (21)% of service revenue, for the year ended December 31, 2023.
Income from Operations Income from operations was $0.1 million, representing less than 1% of service revenue, for the year ended December 31, 2025 compared to income from operations of $0.1 million, representing less than 1% of service revenue, for the year ended December 31, 2024.
As of December 31, 2024, Onity reported that approximately 14% of loans serviced and subserviced by Onity (measured in UPB) and approximately 63% of all delinquent loans that Onity services were related to Rithm MSRs or rights to MSRs.
As of December 31, 2025, Onity reported that approximately 10% of loans serviced and subserviced by Onity (measured in UPB) and approximately 50% of all delinquent loans that Onity services were related to Rithm MSRs or rights to MSRs.
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.
Within the Origination segment we provide: 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 solutions provided to the members of the Lenders One cooperative.
For the year ended December 31, 2024, net cash used in operating activities was $(5.0) million compared to net cash used in operating activities of $(21.8) million for the year ended December 31, 2023.
For the year ended December 31, 2025, net cash used in operating activities was $(5.1) million compared to net cash used in operating activities of $(5.0) million for the year ended December 31, 2024.
For the years ended December 31, 2024 and 2023, we recognized additional revenue of $10.8 million and $12.6 million, respectively, relating to the Subject MSRs when a party other than Rithm selects Altisource as the service provider.
For the years ended December 31, 2025 and 2024, we recognized additional revenue of $9.6 million and $10.8 million, respectively, relating to the Subject MSRs when a party other than Rithm selected us as the service provider.
Revenue was higher in the Origination segment from growth of reseller products in the Lenders One business. We recognized reimbursable expense revenue of $9.6 million for the year ended December 31, 2024, a 16% increase compared to the year ended December 31, 2023.
Revenue was higher in the Origination segment from growth in reseller products in the Lenders One business. We recognized reimbursable expense revenue of $9.4 million for the year ended December 31, 2025, a 2% decrease compared to the year ended December 31, 2024.
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.
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.
For the years ended December 31, 2024 and 2023, we recognized revenue from Rithm of $2.3 million and $2.8 million, respectively, under the Rithm Brokerage Agreement.
For the years ended December 31, 2025 and 2024, we recognized revenue from Rithm of $4.2 million and $2.3 million, respectively, under the Rithm Brokerage Agreement and other agreements.
The income tax provision for the year ended December 31, 2023 was driven primarily by income tax expense on transfer pricing income from India and the United States, reduction in deferred tax assets related to intangible assets, no tax benefit on the pretax loss from our Luxembourg operating company and uncertain tax positions. 40 Table of Contents SEGMENT RESULTS OF OPERATIONS The following section provides a discussion of pretax results of operations of our business segments.
The income tax provision for the year ended December 31, 2024 was driven primarily by income tax expense on transfer pricing income from India and the United States, no tax benefit on the pretax loss from our Luxembourg operating company and uncertain tax positions. 41 Table of Content SEGMENT RESULTS OF OPERATIONS The following section provides a discussion of pretax results of operations of our business segments.
Revenue was higher in the Servicer and Real Estate segment from growth in our Field Services, Foreclosure Trustee and Property Renovation Services businesses in the Solutions business, partially offset by $0.8 million of first quarter 2023 non-recurring professional services revenue in the Equator business within the Technology and SaaS Products business and fewer home sales in the Marketplace business.
Revenue was higher in the Servicer and Real Estate segment from growth in our Property Renovation Services, Foreclosure Trustee, Granite and Field Services businesses in the Solutions business, partially offset by fewer home sales in the Marketplace business and lower professional services revenue in the Equator business within the Technology and SaaS products business.
We are focused on growing business from our existing customer base, 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 banks, as well as bank and non-bank loan originators.
We are focused on growing business from our existing customer base, attracting new customers to our offerings and developing new offerings. We have a customer base that includes the Lenders One cooperative members (Lenders One is a residential mortgage cooperative managed by Altisource), which includes independent mortgage bankers, credit unions, and banks.
Income from operations Income from operations increased to $37.9 million, representing 32% of service revenue, for the year ended December 31, 2024 compared to $32.1 million, representing 30% of service revenue, for the year ended December 31, 2023.
Income from operations Income from operations decreased to $33.1 million, representing 26% of service revenue, for the year ended December 31, 2025 compared to $37.9 million, representing 32% of service revenue, for the year ended December 31, 2024.
For the years ended December 31, 2024 and 2023, we recognized revenue from Onity of $70.4 million and $63.2 million, respectively.
For the years ended December 31, 2025 and 2024, we recognized revenue from Onity of $72.3 million and $70.4 million, respectively.
However, primarily due to governmental and market responses to the COVID-19 pandemic, lower delinquency rates, and higher home equity, revenue has declined significantly compared to pre pandemic levels. The lower revenue, partially offset by efficiency initiatives and cost savings measures, has resulted in negative operating cash flow from operations.
However, primarily due to lower delinquency and foreclosure rates, and higher home equity, revenue has declined significantly compared to pre pandemic levels (although revenue grew in 2025 compared to 2024 and in 2024 compared to 2023). The lower revenue, partially offset by efficiency initiatives and cost savings initiatives, has resulted in negative operating cash flow from operations.
We also recognized reimbursable expense revenue of $0.6 million for the year ended December 31, 2024, a 1% decrease compared to the year ended December 31, 2023. The increase in service revenue in the Origination segment for the year ended December 31, 2024 was primarily driven by an increase in product adoption in the Lenders One business.
We also recognized reimbursable expense revenue of $0.6 million for the year ended December 31, 2025, an 8% increase compared to the year ended December 31, 2024. The increase in service revenue in the Origination segment for the year ended December 31, 2025 was primarily driven by growth in reseller products in the Lenders One business.
The increase in service revenue for the year ended December 31, 2024 was driven by growth in our Field Services, Foreclosure Trustee and Property Renovation Services businesses in the Solutions business, partially offset by $0.8 million of first quarter 2023 non-recurring professional services revenue in the Equator business within the Technology and SaaS Products business and fewer home sales in the Marketplace business.
The increase in service revenue for the year ended December 31, 2025 was driven by growth in our Property Renovation Services, Foreclosure Trustee businesses, Granite and Field Services businesses in the Solutions business, partially offset by fewer home sales in the Marketplace business and lower professional services revenue in the Equator business within the Technology and SaaS products business.
Within the Origination segment we provide: Solutions Our Solutions business includes title insurance (as an agent) and settlement services, real estate valuation services, loan fulfillment and insurance services.
Solutions Our Solutions business includes loan fulfillment services, real estate valuation services, title insurance (as an agent) and settlement services, and insurance services.
As of December 31, 2024, approximately 3.1 million shares of common stock remain available for repurchase under the program. There were no purchases of shares of common stock during the years ended December 31, 2024 and 2023. Under the New Facility and the Super Senior Facility, we are not permitted to repurchase shares except for limited circumstances.
There were no other purchases of shares of common stock during the years ended December 31, 2025 and 2024. Under the New Facility and the Super Senior Facility, we are not permitted to repurchase shares except for limited circumstances.
During 2023 and 2024, to address the close to historically low delinquency rates, we worked to (1) reduce our cost structure, (2) maintain the infrastructure to deliver default related services for our customer base and support the anticipated increase in demand should delinquency rates rise, (3) launch a residential renovation business to renovate single family homes, and (4) in Lenders One members, launch new solutions and increase customer adoption of our solutions to accelerate the growth of our origination business.
During 2024 and 2025, to address the close to historically low delinquency rates, we worked to (1) reduce our cost structure, (2) maintain the infrastructure to deliver default related services for our customer base and support the anticipated increase in demand should delinquency rates, foreclosure initiations and/or foreclosure sales rise, (3) launch a residential renovation business to renovate single family homes and launch a commercial real estate auction business on Hubzu, our online auction platform, and (4) launch new solutions and increase customer adoption of our existing solutions to accelerate the growth of our Origination segment.
The income tax provision for the year ended December 31, 2024 was driven primarily by income tax expense on transfer pricing income from India and the United States, no tax benefit on the pretax loss from our Luxembourg operating company and uncertain tax positions.
Income tax benefit for the year ended December 31, 2025 was driven primarily by the reversal of liabilities for uncertain tax positions partially offset by income tax expense on transfer pricing income from India and the United States and no tax benefit on the pretax loss from our Luxembourg operating company. For further information, see Note 20.
Gross profit increased to $49.3 million, representing 41% of service revenue, for the year ended December 31, 2024 compared to $41.7 million, representing 39% of service revenue, for the year ended December 31, 2023.
Gross profit increased to $7.3 million, representing 21% of service revenue, for the year ended December 31, 2025 compared to $6.7 million, representing 22% of service revenue, for the year ended December 31, 2024.
Financial information for our segments was as follows: For the year ended December 31, 2024 (in thousands) Servicer and Real Estate Origination Corporate and Others Consolidated Altisource Revenue Service revenue $ 119,939 $ 30,415 $ — $ 150,354 Reimbursable expenses 9,011 581 — 9,592 Non-controlling interests — 188 — 188 128,950 31,184 — 160,134 Cost of revenue 79,631 24,473 6,501 110,605 Gross profit (loss) 49,319 6,711 (6,501) 49,529 Selling, general and administrative expenses 11,421 6,584 27,615 45,620 Loss on sale of business — — 685 685 Income (loss) from operations 37,898 127 (34,801) 3,224 Total other income (expense), net 120 — (36,211) (36,091) Income (loss) before income taxes and non-controlling interests $ 38,018 $ 127 $ (71,012) $ (32,867) Margins: Gross profit (loss) / service revenue 41 % 22 % N/M 33 % Income (loss) from operations / service revenue 32 % 1 % N/M 2 % _____________________________________ N/M — not meaningful.
For the year ended December 31, 2024 (in thousands) Servicer and Real Estate Origination Corporate and Others Consolidated Altisource Revenue Service revenue $ 119,939 $ 30,415 $ — $ 150,354 Reimbursable expenses 9,011 581 — 9,592 Non-controlling interests — 188 — 188 128,950 31,184 — 160,134 Cost of revenue 79,631 24,473 6,501 110,605 Gross profit (loss) 49,319 6,711 (6,501) 49,529 Selling, general and administrative expenses 11,421 6,584 27,615 45,620 Loss on sale of business — — 685 685 Income (loss) from operations 37,898 127 (34,801) 3,224 Total other income (expense), net 120 — (36,211) (36,091) Income (loss) before income taxes and non-controlling interests $ 38,018 $ 127 $ (71,012) $ (32,867) Margins: Gross profit (loss) / service revenue 41 % 22 % N/M 33 % Income (loss) from operations / service revenue 32 % 0 % N/M 2 % _____________________________________ N/M — not meaningful. 42 Table of Content Servicer and Real Estate Revenue Revenue by line of business was as follows for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Service revenue: Solutions $ 92,338 $ 82,438 12 Marketplace 24,293 26,894 (10) Technology and SaaS Products 9,426 10,607 (11) Total service revenue 126,057 119,939 5 Reimbursable expenses: Solutions 4,528 4,409 3 Marketplace 4,252 4,602 (8) Total reimbursable expenses 8,780 9,011 (3) Total revenue $ 134,837 $ 128,950 5 We recognized service revenue of $126.1 million for the year ended December 31, 2025, a 5% increase compared to the year ended December 31, 2024.
As of December 31, 2024, there was $1.0 million outstanding debt under the Revolving Loan Agreement. 46 Table of Contents Cash Flows The following table presents our cash flows for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Net cash used in operating activities $ (5,025) $ (21,833) (77) Net cash provided by investing activities 2,254 — N/M Net cash provided by financing activities 55 2,976 (98) Net decrease in cash, cash equivalents and restricted cash (2,716) (18,857) (86) Cash, cash equivalents and restricted cash at the beginning of the period 35,416 54,273 (35) Cash, cash equivalents and restricted cash at the end of the period $ 32,700 $ 35,416 (8) _____________________________________ N/M — not meaningful.
As of December 31, 2025, there was no outstanding debt under the Revolving Loan Agreement. 48 Table of Content Cash Flows The following table presents our cash flows for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Net cash used in operating activities $ (5,065) $ (5,025) 1 Net cash (used in) provided by investing activities (319) 2,254 (114) Net cash provided by financing activities 3,177 55 N/M Net decrease in cash, cash equivalents and restricted cash (2,207) (2,716) (19) Cash, cash equivalents and restricted cash at the beginning of the period 32,700 35,416 (8) Cash, cash equivalents and restricted cash at the end of the period $ 30,493 $ 32,700 (7) _____________________________________ N/M — not meaningful.
Under the program, we are authorized to purchase up to 3.1 million shares of our common stock, based on a limit of 15% 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 $25.00 per share, for a period of five years from the date of approval.
Under the program, we are authorized to purchase up to 0.4 million shares of our common stock, based on a limit of 15% of the outstanding shares of common stock on the date of approval, at a minimum price of $8.00 per share and a maximum price of $200.00 per share, until May 16, 2028.
Gross profit increased to $49.5 million, representing 33% of service revenue, for the year ended December 31, 2024 compared to $29.7 million, representing 22% of service revenue, for the year ended December 31, 2023.
Gross profit decreased to $48.9 million, representing 30% of service revenue, for the year ended December 31, 2025 compared to $49.5 million, representing 33% of service revenue, for the year ended December 31, 2024.
Cost of revenue consists of the following for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Outside fees and services $ 59,808 $ 55,858 7 Compensation and benefits 29,321 35,396 (17) Technology and telecommunications 11,282 14,196 (21) Reimbursable expenses 9,592 8,273 16 Depreciation and amortization 602 1,691 (64) Total $ 110,605 $ 115,414 (4) We recognized cost of revenue of $110.6 million for the year ended December 31, 2024, a 4% decrease compared to the year ended December 31, 2023.
Cost of revenue consists of the following for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Outside fees and services $ 69,317 $ 59,808 16 Compensation and benefits 31,115 29,321 6 Technology and telecommunications 11,848 11,282 5 Reimbursable expenses 9,405 9,592 (2) Depreciation and amortization 380 602 (37) Total $ 122,065 $ 110,605 10 We recognized cost of revenue of $122.1 million for the year ended December 31, 2025, a 10% increase compared to the year ended December 31, 2024.
Income (loss) from Operations Income from operations was $3.2 million, representing 2% of service revenue, for the year ended December 31, 2024 compared to loss from operations of $(16.8) million, representing (12)% of service revenue, for the year ended December 31, 2023.
Income from operations Income from operations was $0.4 million, representing less than 1% of service revenue, for the year ended December 31, 2025 compared to income from operations of $3.2 million, representing 2% of service revenue, for the year ended December 31, 2024.
Cost of Revenue and Gross Profit Cost of revenue consisted of the following for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Outside fees and services $ 41,011 $ 35,962 14 Compensation and benefits 22,104 22,214 — Reimbursable expenses 9,011 7,688 17 Technology and telecommunications 7,182 7,138 1 Depreciation and amortization 323 744 (57) Cost of revenue $ 79,631 $ 73,746 8 Cost of revenue for the year ended December 31, 2024 of $79.6 million increased by 8% compared to the year ended December 31, 2023.
Cost of Revenue and Gross Profit Cost of revenue consisted of the following for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Outside fees and services $ 46,435 $ 41,011 13 Compensation and benefits 23,611 22,104 7 Reimbursable expenses 8,780 9,011 (3) Technology and telecommunications 7,678 7,182 7 Depreciation and amortization 248 323 (23) Cost of revenue $ 86,752 $ 79,631 9 Cost of revenue for the year ended December 31, 2025 of $86.8 million increased by 9% compared to the year ended December 31, 2024.
SG&A expenses consist of the following for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Compensation and benefits $ 19,212 $ 20,879 (8) Professional services 10,118 7,885 28 Amortization of intangible assets 5,080 5,182 (2) Occupancy related costs 3,556 4,917 (28) Marketing costs 2,051 1,977 4 Depreciation and amortization 395 701 (44) Other 5,208 4,879 7 Selling, general and administrative expenses $ 45,620 $ 46,420 (2) SG&A expenses for the year ended December 31, 2024 of $45.6 million decreased by 2% compared to the year ended December 31, 2023.
SG&A expenses consist of the following for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Compensation and benefits $ 20,008 $ 19,212 4 Professional services 5,157 10,118 (49) Amortization of intangible assets 5,183 5,080 2 Occupancy related costs 3,388 3,556 (5) Marketing costs 2,375 2,051 16 Depreciation and amortization 137 395 (65) Other 4,728 5,208 (9) Selling, general and administrative expenses $ 40,976 $ 45,620 (10) SG&A expenses for the year ended December 31, 2025 of $41.0 million decreased by 10% compared to the year ended December 31, 2024.
Cash Flows from Financing Activities Net cash provided by financing activities was $0.1 million and $3.0 million for the years ended December 31, 2024 and 2023, respectively.
Net cash (used in) provided by investing activities was $(0.3) million and $2.3 million for the years ended December 31, 2025 and 2024, respectively.
SG&A expenses consisted of the following for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Compensation and benefits $ 15,280 $ 16,374 (7) Professional services 6,120 5,257 16 Occupancy related costs 2,686 3,984 (33) Depreciation and amortization 392 698 (44) Marketing costs 6 (9) 167 Other 3,131 2,801 12 Selling, general and administrative expenses $ 27,615 $ 29,105 (5) SG&A for the year ended December 31, 2024 of $27.6 million decreased by 5% compared to the year ended December 31, 2023.
SG&A expenses consisted of the following for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Compensation and benefits $ 15,979 $ 15,280 5 Professional services 4,259 6,120 (30) Occupancy related costs 2,780 2,686 3 Depreciation and amortization 136 392 (65) Marketing costs 1 6 (83) Other 3,156 3,131 1 Selling, general and administrative expenses $ 26,311 $ 27,615 (5) SG&A for the year ended December 31, 2025 of $26.3 million decreased by 5% compared to the year ended December 31, 2024.
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 Onity and Rithm. We believe we are one of only a few providers with a broad suite of solutions, nationwide coverage and scalability.
We are focused on gaining market share on existing solutions and launching new solutions with 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 Onity and Rithm.
Rithm purchases brokerage services for REO exclusively from us, irrespective of the subservicer, subject to certain limitations, for certain MSRs set forth in and pursuant to the terms of the Rithm Brokerage Agreement with terms extending through August 2025.
Rithm purchased brokerage services for REO exclusively from us, irrespective of the subservicer, subject to certain 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 ‘Rithm Brokerage Agreement”) through August 2025. The Rithm Brokerage Agreement expired on August 31, 2025.
Selling, General and Administrative Expenses SG&A expenses consisted of the following for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Amortization of intangible assets $ 2,960 $ 2,960 — Compensation and benefits 1,991 2,311 (14) Professional services 3,563 1,734 105 Marketing costs 1,249 1,258 (1) Occupancy related costs 545 631 (14) Depreciation and amortization 2 2 — Other 1,111 726 53 Selling, general and administrative expenses $ 11,421 $ 9,622 19 SG&A for the year ended December 31, 2024 of $11.4 million increased by 19% compared to the year ended December 31, 2023.
Selling, General and Administrative Expenses SG&A expenses consisted of the following for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Amortization of intangible assets $ 2,960 $ 2,960 — Compensation and benefits 1,932 1,991 (3) Professional services 33 3,563 (99) Marketing costs 1,352 1,249 8 Occupancy related costs 420 545 (23) Depreciation and amortization 1 2 (50) Other 805 1,111 (28) Selling, general and administrative expenses $ 7,503 $ 11,421 (34) SG&A for the year ended December 31, 2025 of $7.5 million decreased by 34% compared to the year ended December 31, 2024.
The higher interest expense was driven by higher interest rates on the SSTL. 45 Table of Contents LIQUIDITY AND CAPITAL RESOURCES Liquidity Our primary source of liquidity has historically been cash flow from operations, cash proceeds from sales of businesses, cash proceeds from the sale of equity securities and cash on hand.
The lower interest expense was driven by the decrease in outstanding debt and a lower interest rate from the February 19, 2025 Debt Exchange Transaction. 47 Table of Content LIQUIDITY AND CAPITAL RESOURCES Liquidity Our primary source of liquidity has historically been cash flow from operations, cash proceeds from sales of businesses, cash proceeds from the sale of equity securities and cash on hand.
Income (loss) from operations as a percentage of service revenue improved for the year ended December 31, 2024 compared to the year ended December 31, 2023, primarily as a result of higher gross profit margins and lower SG&A expenses as a percentage of service revenue.
Income from operations as a percentage of service revenue declined for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily from a $7.5 million loss from litigation settlement with NFHA and associated defense costs and lower gross profit margins, partially offset by lower SG&A expenses as a percentage of service revenue.
Selling, General and Administrative Expenses SG&A expenses consisted of the following for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Compensation and benefits $ 1,941 $ 2,194 (12) Amortization of intangible assets 2,120 2,222 (5) Professional services 435 894 (51) Marketing costs 796 728 9 Occupancy related costs 325 302 8 Depreciation and amortization 1 1 — Other 966 1,352 (29) Selling, general and administrative expenses $ 6,584 $ 7,693 (14) SG&A for the year ended December 31, 2024 of $6.6 million decreased by 14% compared to the year ended December 31, 2023.
Gross profit as a percentage of service revenue for the year ended December 31, 2025 decreased slightly compared to the year ended December 31, 2024 from revenue mix. 45 Table of Content Selling, General and Administrative Expenses SG&A expenses consisted of the following for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Compensation and benefits $ 2,097 $ 1,941 8 Amortization of intangible assets 2,223 2,120 5 Professional services 865 435 99 Marketing costs 1,022 796 28 Occupancy related costs 188 325 (42) Depreciation and amortization — 1 (100) Other 767 966 (21) Selling, general and administrative expenses $ 7,162 $ 6,584 9 SG&A for the year ended December 31, 2025 of $7.2 million increased by 9% compared to the year ended December 31, 2024.
Cost of Revenue and Gross Profit Cost of revenue consisted of the following for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Outside fees and services $ 18,800 $ 19,896 (6) Compensation and benefits 4,413 6,320 (30) Technology and telecommunications 659 1,108 (41) Reimbursable expenses 581 585 (1) Depreciation and amortization 20 37 (46) Cost of revenue $ 24,473 $ 27,946 (12) Cost of revenue for the year ended December 31, 2024 of $24.5 million decreased by 12% compared to the year ended December 31, 2023.
Cost of Revenue and Gross Profit Cost of revenue consisted of the following for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Outside fees and services $ 22,882 $ 18,800 22 Compensation and benefits 4,566 4,413 3 Technology and telecommunications 777 659 18 Reimbursable expenses 625 581 8 Depreciation and amortization 11 20 (45) Cost of revenue $ 28,861 $ 24,473 18 Cost of revenue for the year ended December 31, 2025 of $28.9 million increased by 18% compared to the year ended December 31, 2024.
During any extension period, AAMC may terminate the Revolving Loan Agreement upon 150 days prior written notice and the loan will mature upon such termination. The outstanding balance on the Revolving Loan Agreement is due and payable on such maturity date.
During any extension period, AAMC may terminate the Revolving Loan Agreement upon 150 days prior written notice and the loan will mature upon such termination. During the second quarter of 2025 the Revolving Loan Agreement was renewed, extending the maturity date to June 3, 2026.
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. In addition, during the years ended December 31, 2024 and 2023, we distributed $0.1 million and $0.4 million, respectively, to non-controlling interests.
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.
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.
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.
The increase in SG&A for the year ended December 31, 2024 is primarily due to higher professional services and other expenses, partially offset by lower compensation and benefits. Professional services for the year ended December 31, 2024 increased primarily due to accruals for potential settlements of certain legacy indemnity claims.
The increase in SG&A for the year ended December 31, 2025 was primarily due to higher professional services and compensation and benefits, partially offset by lower occupancy related costs. Professional services for the year ended December 31, 2025 increased primarily from a legacy litigation matter.
In addition, we used less than $0.1 million for the year ended December 31, 2024 (no comparable amount for the year ended December 31, 2023), for additions to premises and equipment primarily related to the purchase of technology hardware.
In addition, we used less than $0.1 million for each of the years ended December 31, 2025 and 2024 for additions to premises and equipment primarily related to the purchase of technology hardware. Cash Flows from Financing Activities Net cash provided by financing activities was $3.2 million and $0.1 million for the years ended December 31, 2025 and 2024, respectively.
Onity has disclosed that it is subject to a number of ongoing 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 Onity for substantial monetary damages.
Additionally, 5% of our revenue for the year ended December 31, 2025 was earned on the loan portfolios serviced by Onity, when a party other than Onity or the MSR owner selected Altisource as the service provider. 35 Table of Content Onity has disclosed that it is subject to a number of ongoing 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 Onity for substantial monetary damages.
The increase in reimbursable expenses for the year ended December 31, 2024 was primarily driven by higher asset resolution and asset management activities in the Marketplace business, higher-value REO title related expenses and growth in the foreclosure trustee business in the Solutions business within the Servicer and Real Estate segment. Certain of our revenues can be impacted by seasonality.
The decrease in reimbursable expenses for the year ended December 31, 2025 was primarily driven by fewer asset resolution and asset management activities in the Marketplace business, lower REO title related expenses and a decrease in property preservation services in the Servicer and Real Estate Solutions business, partially offset by growth in the Foreclosure Trustee business in the Servicer and Real Estate Solutions business.
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.
The decrease in cost of revenue for the year ended December 31, 2025 was primarily driven by lower depreciation and amortization from the completion of the depreciation periods for certain premises and equipment. 46 Table of Content 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.
The following table sets forth information on our consolidated results of operations for the years ended December 31: (in thousands, except per share data) 2024 2023 % Increase (decrease) Service revenue Servicer and Real Estate $ 119,939 $ 107,779 11 Origination 30,415 28,786 6 Total service revenue 150,354 136,565 10 Reimbursable expenses 9,592 8,273 16 Non-controlling interests 188 228 (18) Total revenue 160,134 145,066 10 Cost of revenue 110,605 115,414 (4) Gross profit 49,529 29,652 67 Operating expense: Selling, general and administrative expenses 45,620 46,420 (2) Loss on sale of business 685 — N/M Income (loss) from operations 3,224 (16,768) 119 Other income (expense), net: Interest expense (38,877) (36,103) 8 Change in fair value of warrant liability — 1,145 (100) Debt amendment costs — (3,410) 100 Other income (expense), net 2,786 2,788 — Total other income (expense), net (36,091) (35,580) (1) Loss before income taxes and non-controlling interests (32,867) (52,348) 37 Income tax provision (2,581) (3,714) (31) Net loss (35,448) (56,062) 37 Net income attributable to non-controlling interests (188) (228) (18) Net loss attributable to Altisource $ (35,636) $ (56,290) 37 Margins: Gross profit / service revenue 33 % 22 % Income (loss) from operations / service revenue 2 % (12) % Loss per share: Basic $ (1.25) $ (2.51) 50 Diluted $ (1.25) $ (2.51) 50 Weighted average shares outstanding: Basic 28,534 22,418 27 Diluted 28,534 22,418 27 _____________________________________ N/M — not meaningful. 38 Table of Contents Revenue We recognized service revenue of $150.4 million for the year ended December 31, 2024, a 10% increase compared to the year ended December 31, 2023.
The following table sets forth information on our consolidated results of operations for the years ended December 31: (in thousands, except per share data) 2025 2024 % Increase (decrease) Service revenue Servicer and Real Estate $ 126,057 $ 119,939 5 Origination 35,200 30,415 16 Total service revenue 161,257 150,354 7 Reimbursable expenses 9,405 9,592 (2) Non-controlling interests 313 188 66 Total revenue 170,975 160,134 7 Cost of revenue 122,065 110,605 10 Gross profit 48,910 49,529 (1) Selling, general and administrative expenses 40,976 45,620 (10) Litigation settlement loss 7,517 — N/M Loss on sale of business — 685 (100) Income from operations 417 3,224 (87) Other income (expense), net: Interest expense (12,173) (38,877) (69) Debt exchange transaction expenses (3,646) — N/M Other income (expense), net 1,256 2,786 (55) Total other income (expense), net (14,563) (36,091) 60 Loss before income taxes and non-controlling interests (14,146) (32,867) 57 Income tax benefit (provision) 16,074 (2,581) N/M Net income (loss) 1,928 (35,448) 105 Net income attributable to non-controlling interests (313) (188) 66 Net income (loss) attributable to Altisource $ 1,615 $ (35,636) 105 Margins: Gross profit / service revenue 30 % 33 % Income from operations / service revenue — % 2 % Earnings (loss) per share: Basic $ 0.16 $ (9.99) 102 Diluted $ 0.15 $ (9.99) 102 Weighted average shares outstanding: Basic 10,066 3,567 182 Diluted 11,067 3,567 210 _____________________________________ N/M — not meaningful. 38 Table of Content Revenue We recognized service revenue of $161.3 million for the year ended December 31, 2025, a 7% increase compared to the year ended December 31, 2024.
The decrease in cost of revenue for the year ended December 31, 2024 was primarily driven by the prior year alignment of compensation and benefits with lower origination volume and lower outside fees and services from a change in revenue mix.
The increase in cost of revenue for the year ended December 31, 2025 was primarily driven by higher outside fees and services, compensation and benefits and higher technology and telecommunications.
Selling, General and Administrative Expenses Selling, general and administrative (“SG&A”) expenses includes payroll for personnel employed in executive, sales and marketing, finance, technology, law, compliance, audit, human resources, vendor management, facilities and risk management 39 Table of Contents roles. This category also includes professional services fees, occupancy costs, marketing costs, depreciation and amortization of non-operating assets and other expenses.
Our margins can vary substantially depending upon the service revenue mix. 39 Table of Content Selling, General and Administrative Expenses Selling, general and administrative (“SG&A”) expenses includes payroll for personnel employed in executive, sales and marketing, finance, technology, law, compliance, audit, human resources, vendor management, facilities and risk management roles.
Origination Revenue Revenue by business unit was as follows for the years ended December 31: (in thousands) 2024 2023 % Increase (decrease) Service revenue: Lenders One $ 23,837 $ 22,644 5 Solutions 5,915 5,507 7 Technology and SaaS Products 663 635 4 Total service revenue 30,415 28,786 6 Reimbursable expenses: Solutions 581 585 (1) Total reimbursable expenses 581 585 (1) Non-controlling interests 188 228 (18) Total revenue $ 31,184 $ 29,599 5 We recognized service revenue of $30.4 million for the year ended December 31, 2024, a 6% increase compared to the year 43 Table of Contents ended December 31, 2023.
Operating income as a percentage of service revenue for the year ended December 31, 2025 declined compared to the year ended December 31, 2024 primarily from a $7.5 million loss from litigation settlement with NFHA and lower gross profit margins, partially offset by lower SG&A expenses. 44 Table of Content Origination Revenue Revenue by business unit was as follows for the years ended December 31: (in thousands) 2025 2024 % Increase (decrease) Service revenue: Lenders One $ 28,158 $ 23,837 18 Solutions 6,306 5,915 7 Technology and SaaS Products 736 663 11 Total service revenue 35,200 30,415 16 Reimbursable expenses: Solutions 625 581 8 Total reimbursable expenses 625 581 8 Non-controlling interests 313 188 66 Total revenue $ 36,138 $ 31,184 16 We recognized service revenue of $35.2 million for the year ended December 31, 2025, a 16% increase compared to the year ended December 31, 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

2 edited+0 added−1 removed2 unchanged
Biggest changeITEM 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 Under the terms of the New Facility, the interest rate charged on the New Debt is SOFR, with a minimum floor of 3.50%, plus 6.50%.
Biggest changeITEM 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 Under the terms of the New Facility, the interest rate charged on each of the New Debt and the Super Senior Facility is SOFR plus 6.50% (with a 3.50% SOFR floor).
Based on expenses incurred in Indian rupees for the year ended December 31, 2024, 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 $0.04 million. 50 Table of Contents
Based on expenses incurred in Indian rupees for the year ended December 31, 2025, 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 $0.6 million. 52 Table of Content
Removed
The interest rate charged on the Super Senior Facility is SOFR, with a minimum floor of 3.50%, plus 6.50%.

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