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	1.	Names of Reporting Persons Frederiksted Trust
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	ý
		(b)	£
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) N/A
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)  £
	6.	Citizenship or Place of Organization U.S. Virgin Islands
Number of Shares Beneficially Owned by Each Reporting Person With				7.	Sole Voting Power 0
				8.	Shared Voting Power 5,452,489 (6)
				9.	Sole Dispositive Power 0
				10.	Shared Dispositive Power 5,452,489 (6)
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 5,452,489 (6)
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  £
	13.	Percent of Class Represented by Amount in Row (11) 30.5%*
	14.	Type of Reporting Person (See Instructions) OO

 

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(8)	Includes 5,452,489 shares held by Salt Pond Holdings, LLC.

 

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(9)	Includes 5,452,489 shares held by Salt Pond Holdings, LLC.

 

 

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This Amendment No. 8 to Schedule 13D (“Amendment No. 8”) amends and supplements the statement on Schedule 13D (the “Original Schedule 13D”) originally filed jointly by William C. Erbey (the “Principal Reporting Person”), Mrs. Erbey, FF Plaza Limited Partnership (“FF Plaza”), Delaware Permanent Corporation (“Delaware Permanent”) and Erbey Holding Corporation, Inc., a Delaware corporation (“Erbey Holding”) with the Securities and Exchange Commission on November 1, 2011 (as amended by Amendment No. 1 originally filed on January 16, 2015, Amendment No. 2 originally filed on March 4, 2015, Amendment No. 3 originally filed on March 6, 2015, Amendment No. 4 originally filed on April 12, 2016, Amendment No. 5 originally filed on August 8, 2016, Amendment No. 6 originally filed on August 12, 2016 and Amendment No. 7 originally filed on November 23, 2016 (“Amendment No. 7”), the “Schedule 13D”).  This Amendment 8 is filed by the Principal Reporting Person, Mrs. Erbey, Erbey Holding, Salt Pond Holdings, LLC, a U.S. Virgin Islands limited liability company (“Salt Pond”), the Christiansted Trust (the “C-Trust”), the Frederiksted Trust (the “F-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 Portfolio Solutions S.A., a company organized under the laws of Luxembourg (the “Issuer”) beneficially owned by all of the Reporting Persons.  Since the filing of Amendment No. 7, (a) Salt Pond pledged a portion of its shares of the Issuer to UBS Financial Services Inc. (the “Lender”) pursuant to the margin agreement provision of its brokerage agreement with the Lender and (b) the Principal Reporting Person transferred his directly held interest in Erbey Holding to the Carisma Trust, the trustee of which is Venia.  The pledge and the transfer of the Principal Reporting Person’s interest in Erbey Holding did not change the Principal Reporting Person’s beneficial ownership of shares of the Issuer.  This Amendment No. 8 reflects the pledge by Salt Pond and the reorganization of ownership of shares of the Issuer by the Principal Reporting Person.

Item 1. Security and Issuer.

The securities to which this Schedule 13D relates are the shares of common stock, par value $1.00 per share (“Common Stock”), of the Issuer.  The principal executive offices of the Issuer are located at 40, avenue Monterey, L-2163 Luxembourg City, Grand Duchy of Luxembourg.

Item 2. Identity and Background.

Item 2 is amended and restated in its entirety as follows:

 

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.

Item 4 is amended by adding the following:

On December 1, 2017, Salt Pond elected to implement the margin agreement provision of its brokerage agreement with the Lender.  As security for its obligation under the margin agreement, Salt Pond has pledged 1,300,000 shares of the Issuer’s common stock to the Lender.  All voting rights and rights to receive dividends and distributions with respect to the pledged shares will remain with Salt Pond unless and until an event of default under the margin agreement occurs.  Pursuant to an agreement, dated October 30, 2017, entered into by and between the Principal Reporting Person and the Lender, the Lender agrees that it will not lend, pledge, re-pledge, hypothecate or re-hypothecate any of the pledged shares of the Issuer to any affiliate of the Lender or others.  The Lender further agrees that in the event it sells any of the pledged shares pursuant to its rights under the margin agreement provision of its brokerage agreement, it will do so in accordance with the requirements of Rule 144 to the extent applicable to sales by a non-affiliate pledgee.

 

Item 5. Interest in Securities of the Issuer.

Item 5 is amended and restated in its entirety as follows:

For purposes of this Schedule 13D, the ownership percentage for each Reporting Person is based upon 17,904,739 shares of Common Stock outstanding as of October 20, 2017, as reported in the Issuer’s Form 10-Q for the quarter ended September 30, 2017.

Item 6 is amended by adding the following:

Item 4 above summarizes the margin agreement of the brokerage agreement between Salt Pond and the Lender and the agreement between the Principal Reporting Person and the Lender and is incorporated herein by reference.

Item 7. Material to be Filed as Exhibits.

 

Exhibit Number	Description
99.1	Joint Filing Agreement, dated December 1, 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.

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.

 

 

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