First Advantage Announces Secondary Offering of Common Stock
First Advantage (NASDAQ: FA) announced a secondary offering of 15,000,000 shares from certain stockholders, including affiliates of Silver Lake Group. The underwriters, Barclays and BofA Securities, hold a 30-day option to buy an additional 2,250,000 shares. This offering will not involve any stock sold by First Advantage. Proceeds will go directly to the selling stockholders. A preliminary registration statement has been filed with the SEC, but it is not yet effective. The offering is subject to typical regulatory conditions.
- The offering allows stockholders to liquidate their positions.
- Potential for increased liquidity in the stock market.
- No proceeds will benefit First Advantage directly, which may limit growth opportunities for the company.
- The offering may lead to dilution concerns for existing shareholders.
ATLANTA, Nov. 08, 2021 (GLOBE NEWSWIRE) -- First Advantage Corporation (“First Advantage”) (NASDAQ: FA), a leading global provider of technology solutions for screening, verifications, safety and compliance related to human capital, today announced that certain of its stockholders (the “Selling Stockholders”), including affiliates of Silver Lake Group, L.L.C., intend to offer for sale in an underwritten secondary offering 15,000,000 shares of common stock of First Advantage pursuant to a registration statement filed by First Advantage with the U.S. Securities and Exchange Commission (the “SEC”). The Selling Stockholders expect to grant the underwriters in the offering a 30-day option to purchase up to an additional 2,250,000 shares of common stock. No shares are being sold by First Advantage. The Selling Stockholders will receive all of the proceeds from this offering.
Barclays and BofA Securities will act as lead bookrunners for the proposed offering. Citigroup, Evercore ISI, Jefferies, RBC Capital Markets, Stifel and HSBC will act as bookrunners, and Citizens Capital Markets, KKR Capital Markets LLC, MUFG, Loop Capital Markets, R. Seelaus & Co., LLC, Ramirez & Co., Inc. and Roberts & Ryan will act as co-managers for the proposed offering.
A registration statement on Form S-1, which is preliminary and subject to completion, relating to the proposed offering has been filed with the SEC but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time that the registration statement becomes effective, and, even then, the securities may only be sold pursuant to the registration statement and final prospectus. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.
The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus related to the offering can be obtained from: Barclays Capital Inc., Attn: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 888-603-5847, or by email at Barclaysprospectus@broadridge.com; or BofA Securities, Attn: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, North Carolina, 28255-0001, by email at dg.prospectus_requests@bofa.com.
Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify, including those described under the “Risk Factors” under First Advantage’s registration statement relating to the offering. The forward-looking statements included in this press release are made only as of the date of this press release, and we undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law.
About First Advantage
First Advantage (NASDAQ: FA) is a leading global provider of technology solutions for screening, verifications, safety, and compliance related to human capital. First Advantage delivers innovative solutions and insights that help customers manage risk and hire the best talent. Enabled by its proprietary technology platform, First Advantage’s products and solutions help companies protect their brands and provide safer environments for their customers and their most important resources: employees, contractors, contingent workers, tenants, and drivers. Headquartered in Atlanta, Georgia, First Advantage performs screens in over 200 countries and territories on behalf of its more than 30,000 customers.
Contacts
Investors:
Stephanie D. Gorman
Vice President, Investor Relations
Stephanie.Gorman@fadv.com
(888) 314-9761
Media:
Elisabeth Warrick
Senior Brand Communications Manager
Elisabeth.Warrick@fadv.com
(888) 314-9761
FAQ
What is the purpose of the First Advantage stock offering?
How many shares are being offered in the First Advantage secondary offering?
Who are the underwriters for the First Advantage stock offering?
What impact will the secondary offering have on First Advantage shareholders?
