This Amendment No. 3 to Schedule 13D ("
Amendment No. 3
") 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 and Erbey Holding with the Securities and Exchange Commission on January 8, 2013 (as amended by Amendment No. 1 originally filed on March 5, 2015 and Amendment No. 2 originally filed on April 12, 2016 ("
Amendment No. 2
"), the "
Schedule 13D
"). This Amendment No. 3 reflects a change to the reporting entities comprising the Reporting Persons. The Principal Reporting Person beneficially owns all of the shares of the Issuer beneficially owned by all of the Reporting Persons. Since the filing of Amendment No. 2, Mr. Erbey transferred his interest in Salt Pond to the C-Trust. The transfer of Mr. Erbey's interest in Salt Pond to the C-Trust did not change his beneficial ownership of shares of the Issuer.
Item 1
.
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 Altisource Asset Management Corporation, a company organized under the laws of the U.S. Virgin Islands (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. 3 is filed jointly by each of the Reporting Persons. The trustees of the C-Trust are Mr. Erbey, Mrs. Erbey, Mr. John Erbey 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 Mr. Erbey.
(b)
Mr. Erbey's business address is P.O. Box 25437, Christiansted, Virgin Islands 00824. The principal office of Salt Pond, a U.S. Virgin Islands limited liability company, is P.O. Box 25437, Christiansted, Virgin Islands 00824. The principal office of Erbey Holding, a Delaware corporation, 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.
(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. 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 and the F-Trust are irrevocable non-grantor trusts.
(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. Erbey is a U.S. citizen.
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 1,579,722 shares of Common Stock outstanding as of October 28, 2016, as reported in the Issuer's 10-Q for the fiscal quarter ended September 30, 2016. For Mr. Erbey, 83,427 shares of Common Stock, which were exercisable on or within 60 days after October 27, 2016, have been added to the shares outstanding to arrive at a total number of shares outstanding of 1,663,149 for purposes of calculating his beneficial ownership only.
(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 within past 60 days of October 27, 2016: None.
(d)
Not applicable.
(e)
Not applicable.
Item 7
.
Material to be Filed as Exhibits
.
Exhibit
|
Description
|
|
99.1
|
Joint Filing Agreement, dated November 22, 2016, by and among William C. Erbey, Christiansted Trust, Frederiksted Trust, Salt Pond Holdings, LLC and Erbey Holding Corporation, Inc.
|