FIRST ADVANTAGE CORP (FA): M&A transaction — First Advantage closes $2.2B Sterling Check acquisition; $2.185B term loan funded

FIRST ADVANTAGE CORP

Stockholders received $16.73 cash or 0.979 FA shares; 71% cash / 29% stock proration applied.
Financed via $2.185B term loans (due 2031) and upsized $250M revolver (due 2029).
Expected $50-$70M run-rate synergies; pro forma combined revenue ~$1.5B.
CEO Scott Staples gets $450K one-time bonus; base salary raised to $700K plus $525K annual incentive.
Stockholders' Agreement terminated as Broad Street principals held no FA shares post-merger.

item 1.01 item 1.02 item 2.01 item 2.03 item 5.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

FIRST ADVANTAGE CORP completed an acquisition involving Sterling Check Corp. for $16.73 in cash per share or 0.979 of a share of First Advantage Common Stock per share (closed 2024-10-31).

Action: acquisition
Counterparty: Sterling Check Corp.
Consideration: $16.73 in cash per share or 0.979 of a share of First Advantage Common Stock per share
Closing: 2024-10-31

Exact text from the filing

to proration in accordance with the Merger Agreement as described below, one of the following forms of consideration (or a combination thereof) (the “Merger Consideration”): • $16.73 in cash, without interest (the “Cash Consideration”) per share of Sterling Common Stock; or • 0.979 (the “Exchange Ratio”) of a share of common stock, par value $0.001 per share,

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Source: SEC EDGAR

accession 0000950170-24-119269

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