Sterling Check acquired by First Advantage for $16.73 cash or 0.979 shares per share; merger completed Oct 31, 2024

Sterling Check Corp.

Per share consideration: $16.73 cash or 0.979 First Advantage shares; prorated to ~71% cash, ~29% stock.
Actual elections: 41.58% elected stock; after proration ~65.71% of those get stock, rest cash.
Sterling Common Stock delisted from NASDAQ; deregistration filed with SEC.
Credit agreement terminated; all directors and officers resigned; charter and bylaws amended.

item 1.02 item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Sterling Check Corp.: Amended and restated certificate of incorporation and bylaws upon consummation of merger.

Change: charter amendment

Exact text from the filing

Pursuant to the Merger Agreement, at the Effective Time, each of the certificate of incorporation and the bylaws of the Company as in effect immediately prior to the Effective Time was amended and restated in its entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.

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Source: SEC EDGAR

accession 0001193125-24-248212

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