Altisource Residential Corporation Announces Agreement With RESI Shareholders Group
2016年5月11日 - 8:30PM
Altisource Residential Corporation (“Residential” or the “Company”)
(NYSE:RESI) today announced that it has entered into an agreement
with RESI Shareholders Group, a shareholder group with ownership of
approximately 2.5% of the Company’s outstanding shares. Under
the terms of the agreement, the Company has agreed to seek to add
two new independent directors and RESI Shareholders Group has
agreed to withdraw its nomination of certain individuals for
election to the Board at the Company’s 2016 Annual Meeting and to
abide by customary standstill provisions. The Board is
actively recruiting new director candidates.
David B. Reiner, Chairman of the Residential Board of Directors,
said, "As the Company’s initial operating results show, we are
successfully executing our single-family rental strategy and
believe our plan for continued growth will further confirm its
achievability. As our business expands, the Board believes it is
essential to add new directors and to broaden the expertise,
diversity and perspective of the Board. We look forward to working
with the new directors to continue advancing Residential’s position
as it capitalizes on the sustained growth in single-family rental
demand to enhance long-term value for all Residential
stockholders.”
The Board has also reiterated its intention to execute against
its $100 million buyback program announced in August 2015. The
Company may repurchase shares from time to time in its discretion,
based on ongoing assessments of the capital needs of the Company,
the market price of its common stock and general market
conditions.
Mr. Reiner continued, “We intend to continue to buy back stock
in a disciplined and deliberate manner, reflecting our belief that
Residential's stock at current levels represents an attractive
investment opportunity.”
The complete agreement between Residential and RESI Shareholders
Group will be included as an exhibit to a Current Report on Form
8-K, which will be filed by Residential with the Securities and
Exchange Commission (“SEC”).
Residential's definitive proxy materials and other materials
regarding the Board's recommendation for the 2016 Annual Meeting
can be found at the investor relations section of the Company's
website at www.altisourceresi.com.
About ResidentialResidential is focused on
providing quality, affordable rental homes to families throughout
the United States. Additional information is available at
www.altisourceresi.com.
Forward-looking StatementsThis press release
contains “forward-looking statements” within the meaning of Section
27A of the Securities Act of 1933, as amended (the “Securities
Act”), and Section 21E of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”). In some cases, you can identify
forward-looking statements by the use of forward-looking
terminology such as “may,” “will,” “should,” “expects,” “intends,”
“plans,” “anticipates,” “believes,” “estimates,” “predicts” or
“potential” or the negative of these words and phrases or similar
words or phrases that are predictions of or indicate future events
or trends and that do not relate solely to historical matters. You
can also identify forward-looking statements by discussions of
strategy, plans or intentions. The forward-looking statements
contained in this press release reflect our current views about
future events and are subject to numerous known and unknown risks,
uncertainties, assumptions and changes in circumstances that may
cause our actual results to differ significantly from those
expressed in any forward-looking statement. Factors that may
materially affect such forward-looking statements include, but are
not limited to: our ability to implement our business strategy; our
ability to make distributions to our stockholders; our ability to
acquire assets for our portfolio, including difficulties in
identifying single-family rental assets and properties to acquire;
our ability to sell residential mortgage assets on favorable terms;
the impact of changes to the supply of, value of and the returns on
residential mortgage or single-family rental assets; our ability to
successfully modify or otherwise resolve sub-performing and
non-performing loans; our ability to convert residential mortgage
loans to rental properties or acquire single-family rental
properties and generate attractive returns; our ability to predict
our costs; our ability to effectively compete with our competitors;
our ability to apply the proceeds from financing activities or
residential mortgage loan asset sales to target assets in a timely
manner; changes in the market value of our acquired real estate
owned and single-family rental properties; changes in interest
rates and in the market value of the collateral underlying our
sub-performing and non-performing loan portfolios; our ability to
obtain and access financing arrangements on favorable terms, or at
all; our ability to maintain adequate liquidity; our ability to
retain our engagement of Altisource Asset Management Corporation;
the failure of Altisource Portfolio Solutions S.A. to effectively
perform its obligations under various agreements with us; the
failure of our mortgage loan servicers to effectively perform their
servicing obligations; our failure to maintain qualification as a
REIT; our failure to maintain our exemption from registration under
the Investment Company Act; the impact of adverse real estate,
mortgage or housing markets; the impact of adverse legislative,
regulatory or tax changes; and general economic and market
conditions and other risks and uncertainties detailed in the “Risk
Factors” and other sections described from time to time in the
Company’s current and future filings with the Securities and
Exchange Commission. The foregoing list of factors should not be
construed as exhaustive. While forward-looking statements
reflect our good faith beliefs, assumptions and expectations, they
are not guarantees of future performance. Such forward-looking
statements speak only as of their respective dates, and we assume
no obligation to update them to reflect changes in underlying
assumptions or factors, new information or otherwise.
Important Additional Information and Where to Find
ItThe Company has filed a proxy statement and a
WHITE proxy card on Schedule 14A and other
relevant documents with the Securities and Exchange Commission
(“SEC”) in connection with the solicitation of proxies for its 2016
Annual Meeting of Stockholders or any adjournment or postponement
thereof (the “2016 Annual Meeting”). STOCKHOLDERS ARE
STRONGLY ADVISED TO READ THE COMPANY’S 2016 PROXY STATEMENT
(INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO), THE ACCOMPANYING
WHITE PROXY CARD AND ANY OTHER DOCUMENTS FILED
WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. Stockholders may obtain a free copy of
the 2016 proxy statement, any amendments or supplements to the
proxy statement and other documents that the Company files with the
SEC from the SEC’s website at www.sec.gov or the Company’s
website at http://ir.altisourceresi.com as soon as reasonably
practicable after such materials are electronically filed with, or
furnished to, the SEC.
Certain Information Regarding Participants in
SolicitationThe Company, its directors, its executive
officers and its nominees for election as director may be deemed
participants in the solicitation of proxies from stockholders in
connection with the matters to be considered at the Company’s 2016
Annual Meeting. Information regarding the persons who may,
under the rules of the SEC, be considered participants in the
solicitation of stockholders in connection with the Company’s 2016
Annual Meeting, and their direct or indirect interests, by security
holdings or otherwise, which may be different from those of the
Company’s stockholders generally, are set forth in the Company’s
definitive proxy statement for the 2016 Annual Meeting on Schedule
14A that has been filed with the SEC and the other relevant
documents to be filed with the SEC.
FOR FURTHER INFORMATION CONTACT:
Meaghan Repko / Jonathan Keehner / Adam Pollack
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449
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