This Amendment No. 4 to Schedule 13D (“
Amendment No. 4
”) amends and supplements the statement on Schedule 13D (the “
Original Schedule 13D
”) originally filed jointly by William C. Erbey (the “
Principal Reporting Person
”), his spouse E. Elaine Erbey (“
Mrs. Erbey
”), FF Plaza Limited Partnership (“
FF Plaza
”), Delaware Permanent Corporation (“
Delaware Permanent
”), Salt Pond Holdings, LLC, a U.S. Virgin Islands limited liability company (“
Salt Pond
”) and Erbey Holding Corporation, Inc., a Delaware corporation (“
Erbey Holding
”) with the Securities and Exchange Commission on January 8, 2013 (as amended by Amendment No. 1 originally filed on March 5, 2015, Amendment No. 2 originally filed on April 12, 2016 and Amendment No. 3 originally filed on November 23, 2016 (“
Amendment No. 3
”), the “
Schedule 13D
”). This Amendment 4 is filed by the Principal Reporting Person, Mrs. Erbey, Erbey Holding, Salt Pond, the Christiansted Trust, the Frederiksted Trust, the Carisma Trust and Venia, LLC, a Nevada limited liability company (“
Venia
”) (collectively, the “
Reporting Persons
”). The Principal Reporting Person beneficially owns all of the shares of Altisource Asset Management Corporation, a company organized under the laws of the U.S. Virgin Islands (the “
Issuer
”) beneficially owned by all of the Reporting Persons. Since the filing of Amendment No. 3, the Principal Reporting Person transferred his directly held interest in Erbey Holding and 26,293 shares of the Issuer to the Carisma Trust, the trustee of which is Venia. The transfer of the Principal Reporting Person’s interest in Erbey Holding and the shares of the Issuer did not change the Principal Reporting Person’s beneficial ownership of shares of the Issuer. This Amendment No. 4 reflects the reorganization of ownership of shares of the Issuer by the Principal Reporting Person.
Item 1
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Security and Issuer
.
The securities to which this Schedule 13D relates are the shares of common stock, par value $0.01 per share (“
Common Stock
”), of the Issuer. The principal executive offices of the Issuer are located at 36C Strand St., Christiansted, U.S. Virgin Islands 00820.
Item 2
.
Identity and Background.
Item 2 is amended and restated in its entirety as follows:
(a)
This Amendment No. 4 is filed jointly by each of the Reporting Persons. E. Elaine Erbey is Mr. Erbey’s spouse. The trustees of the C-Trust are Mr. Erbey, Mrs. Erbey, Mr. John Erbey (Mr. Erbey’s brother) and Salt Pond. The trustees of the F-Trust are Mr. Erbey, Mr. John Erbey and Salt Pond. The members of Salt Pond are Erbey Holding, the C-Trust and the F-Trust. Erbey Holding is wholly owned by the Carisma Trust, the trustee of which is Venia. The members of Venia are Mrs. Erbey, Mr. John Erbey and Mr. Andrew Burnett.
(b)
Mr. and Mrs. Erbey’s business address is P.O. Box 25437, Christiansted, Virgin Islands 00824. The principal office of Salt Pond is P.O. Box 25437, Christiansted, Virgin Islands 00824. The principal office of Erbey Holding is P.O. Box 25437, Christiansted, Virgin Islands 00824. The principal office of the C-Trust, a U.S. Virgin Islands trust, is P.O. Box 25390, Christiansted, Virgin Islands 00824. The principal office of the F-Trust, a U.S. Virgin
Islands trust, is P.O. Box 25390, Christiansted, Virgin Islands 00824. The principal office of the Carisma Trust, a Nevada trust, and Venia is 5348 Vegas Drive, Suite C, Las Vegas, Nevada 89108.
(c)
As announced on December 22, 2014, Mr. Erbey stepped down from his position as a director and Chairman of the Board of Directors of the Issuer effective January 16, 2015 pursuant to a consent order between Ocwen Financial Corporation (“
Ocwen
”) and the New York State Department of Financial Services (the “
Consent Order
”). Mr. Erbey also stepped down as an officer and director of Ocwen and from the boards of Ocwen’s related companies at that time. Erbey Holding is a holding company for the investment of securities. Mrs. Erbey is Chief Financial Officer of Salt Pond. Salt Pond is a service business providing merchant banking services and family office services, which encompass trading in stocks or securities and possibly financing operations for businesses. The C-Trust, the F-Trust and the Carisma Trust are irrevocable non-grantor trusts. Venia serves as a trustee of trusts for the benefit of the spouse of the Principal Reporting Person.
(d)
None of the Reporting Persons have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)
None of the Reporting Persons have, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which they were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or a finding of any violation with respect to such laws.
(f)
Mr. and Mrs. Erbey are U.S. citizens.
Item 5
.
Interest in Securities of the Issuer
.
Item 5 is amended and restated in its entirety as follows:
(a)
The responses of the Reporting Persons to Rows (11) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5.
For purposes of this Schedule 13D, the ownership percentage for each Reporting Person is based upon 1,594,943 shares of Common Stock outstanding as of October 31, 2017, as reported in the Issuer’s Form 10-Q for the quarter ended September 30, 2017.
(b)
The Common Stock deemed beneficially owned by each of the Reporting Persons with respect to which such person (i) has sole voting power, (ii) shares voting power, (iii) has sole dispositive power and (iv) shares dispositive power are listed in the responses to Items 7, 8, 9 and 10, respectively, of the cover pages of this Schedule 13D relating to such person and are hereby incorporated by reference in this Item 5.
(c)
Transactions since Amendment No. 3: on November 17, 2017, the Principal Reporting Person transferred 26,293 shares of the Issuer to the Carisma Trust as a gift.
(d)
Not applicable.
(e)
Not applicable.
Item 7
.
Material to be Filed as Exhibits
.
Exhibit
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Description
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99.1
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Joint Filing Agreement, dated December 7, 2017, by and among William C. Erbey, E. Elaine Erbey, Christiansted Trust, Frederiksted Trust, Erbey Holding Corporation, Inc., Carisma Trust, Venia, LLC and Salt Pond Holdings, LLC.
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: December 7, 2017
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/s/ William C. Erbey
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William C. Erbey
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/s/ E. Elaine Erbey
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E. Elaine Erbey
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Christiansted Trust
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Co-Trustee
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By:
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/s/ E. Elaine Erbey
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Name: E. Elaine Erbey
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Co-Trustee
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By:
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/s/ John R. Erbey
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Name: John R. Erbey
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Co-Trustee
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By:
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/s/ William C. Erbey
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Name: Salt Pond Holdings, LLC
Title: Co-Trustee
Signed By:
Name: William C. Erbey
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Title: President
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Frederiksted Trust
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Co-Trustee
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By:
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/s/ John R. Erbey
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Name: John R. Erbey
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Co-Trustee
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By:
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/s/ William C. Erbey
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Name: Salt Pond Holdings, LLC
Title: Co-Trustee
Signed By:
Name: William C. Erbey
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Title: President
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Erbey Holding Corporation, Inc.
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By:
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Carisma Trust, its Sole Shareholder
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By:
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Venia, LLC, Carisma Trust’s Sole Trustee
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By:
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/s/ E. Elaine Erbey
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Name: E. Elaine Erbey
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Title: Member
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Carisma Trust
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By:
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Venia, LLC, its Sole Trustee
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By:
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/s/ E. Elaine Erbey
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Name: E. Elaine Erbey
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Title: Member
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Venia, LLC
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By:
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/s/ E. Elaine Erbey
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Name: E. Elaine Erbey
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Title: Member
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Salt Pond Holdings, LLC
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Title: President
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