0000950170-21-001382 | 10-Q | XBRL Viewer

Long-term Debt

6 Months Ended

Jun. 30, 2021

Note 6. Long-term Debt

The fair value of the Company’s long-term debt obligations approximated their book value as of June 30, 2021 (Successor) and December 31, 2020 (Successor) and consisted of the following (in thousands):


	Successor			Successor
	June 30, 2021			December 31, 2020
Successor First Lien Credit Facility	$	564,724		$	666,650
Successor Second Lien Credit Facility		—			145,000
Total debt		564,724			811,650
Less: Current portion of long-term debt		—			(6,700	)
Total long-term debt		564,724			804,950
Less: Deferred financing costs		(10,756	)		(26,345	)
Long-term debt, net	$	553,968		$	778,605

On January 31, 2020, prior to the Silver Lake Transaction, the Company repaid $34.0 million of the Predecessor first lien facility. The remaining Predecessor first lien facility and Predecessor second lien facility were fully repaid at the time of the Silver Lake Transaction. As a result of this refinancing, a loss on extinguishment of debt of $10.5 million was recorded in the period from January 1, 2020 through January 31, 2020 (Predecessor).

As part of the Silver Lake Transaction, a new financing structure was established consisting of a new First Lien Credit Agreement (“Successor First Lien Agreement”) and a new Second Lien Credit Agreement (“Successor Second Lien Agreement”) (collectively, the “Successor Credit Agreements”). The Successor First Lien Agreement provided financing in the form of a $670.0 million term loan due January 31, 2027, carrying an interest rate of 3.25% to 3.50%, based on the first lien leverage ratio, plus LIBOR (“Successor First Lien Credit Facility”) and a new $75.0 million revolving credit facility due January 31, 2025 (“Successor Revolver”). The Successor First Lien Credit Facility requires mandatory quarterly repayments of 0.25% of the original loan balance commencing September 30, 2020. Beginning with the year ending December 31, 2021, the Successor First Lien Credit Facility requires mandatory payments based on calculated excess cash flow, as defined within the Successor First Lien Credit Agreement. The Successor Second Lien Agreement provided financing in the form of a $145.0 million term loan due January 31, 2028, carrying an interest rate of 8.50% plus LIBOR (“Successor Second Lien Credit Facility”). The Successor Credit Agreements are collateralized by substantially all assets and capital stock owned by direct and indirect domestic subsidiaries and is governed by certain restrictive covenants including limitations on indebtedness, liens, and other corporate actions such as investments and acquisitions. In the event the Company’s outstanding indebtedness under the Successor Revolver exceeds 35% of the aggregate principal amount of the revolving commitments then in effect, it is required to maintain a consolidated first lien leverage ratio no greater than 7.75 to 1.

In February 2021, the Company refinanced its Successor First Lien Credit Facility at an increased principal amount of $766.6 million due January 31, 2027, carrying a reduced interest rate of 3.00% to 3.25%, based on the first lien leverage ratio, plus LIBOR. No changes were made to the associated revolving credit facility due January 31, 2025. In connection with the refinancing of the Successor First Lien Credit Facility, the Company fully repaid its Successor Second Lien Credit Facility. As a result of these transactions the Company recorded a total loss on extinguishment of debt of $13.9 million, composed of the write-off of unamortized deferred financing costs plus a prepayment premium, accrued interest, and other fees. As of June 30, 2021, the Company had no outstanding amounts under the Successor Revolver, and therefore was not subject to the consolidated first lien leverage ratio covenant and was compliant with all other covenants under the agreement.

In connection with the closing of the IPO on June 30, 2021, the Company repaid $200.0 million of its Successor First Lien Credit Facility outstanding, of which $44.3 million was applied to the remaining quarterly principal payments due under the Successor First Lien Agreement. As a result of the IPO, the Company's interest rate under the Successor First Lien Credit Facility was reduced by 0.25%. The remaining $564.7 million term loan is scheduled to mature on January 31, 2027. As a result of the prepayment, the Company recorded additional interest expense of $3.7 million associated with the accelerated amortization of the related deferred financing costs.

Additionally, in connection with the closing of the IPO, the Company entered into an amendment that increased the borrowing capacity under the Successor Revolver from $75.0 million to $100.0 million and extended the maturity date from January 31, 2025 to July 31, 2026.

Share-Based Compensation - Summary of the RSU Activity (Details) - 2021 Equity Plan [Member]	6 Months Ended
	Jun. 30, 2021 shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, outstanding beginning balance	0
Number of units, granted	45,000
Number of units, vested	0
Number of units, outstanding ending balance	45,000
Number of units, unvested	45,000
Restricted Stock [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, outstanding beginning balance	0
Number of units, granted	2,918,084
Number of units, vested	0
Number of units, outstanding ending balance	2,918,084
Number of units, unvested	2,918,084

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following table presents information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis and their assigned levels within the valuation hierarchy as of June 30, 2021 (Successor) (in thousands):


	Level 1		Level 2		Level 3
Liabilities
Interest rate swaps	$	—	$	1,948	$	—

Acquisitions (Tables)

6 Months Ended

Jun. 30, 2021

Summary of Business Acquisition Pro Forma Results

The pro forma results are not necessarily indicative of the results of operations that actually would have been achieved had the Silver Lake Transaction been consummated as of January 1, 2020.


(in thousands)	Three Months Ended June 30, 2020			Six Months Ended June 30, 2020
Revenue	$	104,993		$	215,832
Net (loss)	$	(12,315	)	$	(41,944	)

Silver Lake Transaction [Member]

Summary of Consideration Paid and Amounts Recognized for Assets Acquired and Liabilities Assumed

The following table summarizes the consideration paid and the amounts recognized for the assets acquired and liabilities assumed (in thousands):


Consideration
Cash, net of cash acquired	$	1,556,810
Rollover management equity interests		19,148
Total fair value of consideration transferred	$	1,575,958
Current assets	$	145,277
Property and equipment, including software developed for internal use		236,775
Trade name		95,000
Customer lists		500,000
Deferred tax asset		106,327
Other assets		1,429
Current liabilities		(71,496	)
Deferred tax liability		(198,535	)
Other liabilities		(6,616	)
Total identifiable net assets	$	808,161
Goodwill	$	767,797

March 2021 U K Acquisition [Member]

Summary of Consideration Paid and Amounts Recognized for Assets Acquired and Liabilities Assumed

The following table summarizes the consideration paid and the amounts recognized for the assets acquired and liability assumed (in thousands):


Consideration
Cash	$	7,588
Property and equipment, including software developed for internal use	$	1,543
Customer lists		2,951
Deferred tax liability		(26	)
Total identifiable net assets	$	4,468
Goodwill	$	3,120

Condensed Consolidated Statement of Changes in Stockholder's Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-In-Capital [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Loss [Member]
Balance at Jan. 31, 2020	$ 779,726	$ 130	$ 779,596
Share-based compensation	281		281
Capital contributions	59,423		59,423
Foreign currency translation	(8,659)				$ (8,659)
Net income (loss)	(21,814)			$ (21,814)
Balance at Mar. 31, 2020	808,957	130	839,300	(21,814)	(8,659)
Balance at Jan. 31, 2020	779,726	130	779,596
Foreign currency translation	(8,173)
Net income (loss)	(38,180)
Balance at Jun. 30, 2020	793,597	130	839,820	(38,180)	(8,173)
Balance at Mar. 31, 2020	808,957	130	839,300	(21,814)	(8,659)
Share-based compensation	520		520
Foreign currency translation	486				486
Net income (loss)	(16,366)			(16,366)
Balance at Jun. 30, 2020	793,597	130	839,820	(38,180)	(8,173)
Balance at Dec. 31, 2020	794,270	130	839,148	(47,492)	2,484
Share-based compensation	562		562
Foreign currency translation	2,760				2,760
Net income (loss)	(19,389)			(19,389)
Balance at Mar. 31, 2021	778,203	130	839,710	(66,881)	5,244
Balance at Dec. 31, 2020	794,270	130	839,148	(47,492)	2,484
Foreign currency translation	1,465
Net income (loss)	(15,619)
Balance at Jun. 30, 2021	1,099,795	153	1,158,804	(63,111)	3,949
Balance at Mar. 31, 2021	778,203	130	839,710	(66,881)	5,244
Share-based compensation	2,664		2,664
Issuance of common stock in connection with initial public offering, net of offering costs, underwriting discount and commissions	316,525	23	316,502
Capital contributions	241		241
Shareholder distribution	313		313
Foreign currency translation	(1,295)				(1,295)
Net income (loss)	3,770			3,770
Balance at Jun. 30, 2021	$ 1,099,795	$ 153	$ 1,158,804	$ (63,111)	$ 3,949

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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- Definition

Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.

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+ Details

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

Fair Value of Financial Instruments — Certain financial assets and liabilities are reported at fair value in the accompanying condensed consolidated balance sheets in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurement. ASC 820 establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques required by ASC 820 are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect internal market assumptions. These two types of inputs create the following fair value hierarchy:

Level 1 — Quoted prices for identical instruments in active markets.

Level 2 — Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 — Significant inputs to the valuation model are unobservable (supported by little or no market activities). These inputs may be used with internally developed methodologies that reflect the Company’s best estimate of fair value from a market participant.

The fair value of an asset is considered to be the price at which the asset could be sold in an orderly transaction between unrelated knowledgeable and willing parties. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, rather than the amount that would be paid to settle the liability with the creditor. Assets and liabilities recorded at fair value are measured using a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

The carrying amounts of cash and cash equivalents, short-term investments, receivables, short-term debt, and accounts payable approximate fair value due to the short-term maturities of these financial instruments (Level 1). The fair values and carrying values of the Company’s long-term debt are disclosed in Note 6.


	Level 1		Level 2		Level 3
Liabilities
Interest rate swaps	$	—	$	1,948	$	—

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Long-lived assets and other intangible assets are subject to nonrecurring fair value measurement for the assessment of impairment or as the result of business acquisitions. The fair value of these assets were estimated using the present value of expected future cash flows through unobservable inputs (Level 3).

As of December 31, 2020 (Successor), the Company completed its annual assessment of the recoverability of goodwill for our reporting units. The fair values of these reporting units were estimated using the present value of expected future cash flows through unobservable inputs (Level 3).

Business Combinations — The Company records business combinations using the acquisition method of accounting in accordance with ASC 805, Business Combinations. Under the acquisition method of accounting, identifiable assets acquired and liabilities assumed are recorded at their acquisition-date fair values. The excess of the purchase price over the estimated fair value is recorded as goodwill. Changes in the estimated fair values of net assets recorded for acquisitions prior to the finalization of more detailed analysis, but not to exceed one year from the date of acquisition, will adjust the amount of the purchase price allocable to goodwill. Measurement period adjustments are reflected in the period in which they occur.

In valuing the trade names, customer lists, and software developed for internal use, the Company utilizes variations of the income approach, which relies on historical financial and qualitative information, as well as assumptions and estimates for projected financial information. The Company considers the income approach the most appropriate valuation technique because the inherent value of these assets is their ability to generate current and future income. Projected financial information is subject to risk if estimates are incorrect. The most significant estimate relates to projected revenues and profitability. If the projected revenues and profitability used in the valuation calculations are not met, then the asset could be impaired.

Goodwill, Trade Name, and Customer Lists — The Company tests goodwill for impairment annually as of December 31 or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit or indefinite-lived intangible asset below its carrying value. Goodwill is tested for impairment at the reporting unit level using a fair value approach. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value, a “Step 0” analysis. If, based on a review of qualitative factors, it is more likely than not that the fair value of a reporting unit is less than its carrying value the Company performs “Step 1” of the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The Company determines the fair value of a reporting unit by estimating the present value of expected future cash flows, discounted by the applicable discount rate. If the carrying value exceeds the fair value, the Company measures the amount of impairment loss, if any, by comparing the implied fair value of the reporting unit goodwill with its carrying amount, the “Step 2” analysis. No impairment charges have been required.

During the Predecessor period, the Company’s trade name had an indefinite life and was not amortized. The Company evaluates indefinite-lived intangible assets for impairment annually as of December 31 or more frequently if an event occurred or circumstances changed that would more likely than not reduce the fair value of a reporting unit or indefinite-lived intangible asset below its carrying value. No impairments were required.

Subsequent to the Silver Lake Transaction, the Company’s trade name is amortized on an accelerated basis over its expected useful life of twenty years. The Company recorded $2.0 million and $2.0 million of amortization expense related to the trade name for the three months ended June 30, 2021 and 2020 (Successor), respectively. The Company recorded $4.0 million for the six months ended June 30, 2021 (Successor) and $3.4 million of amortization expense related to the trade name for the period from February 1, 2020 through June 30, 2020 (Successor). No amortization expense was recorded for the period from January 1, 2020 through January 31, 2020 (Predecessor).

Customer lists are amortized on an accelerated basis based upon their estimated useful lives, ranging from seven to fourteen years during the Predecessor period and fourteen years in the Successor period. In the Predecessor period, the weighted-average amortization period of customer lists was 13.3 years. The Company recorded $16.4 million and $17.7 million of amortization expense related to customer lists for the three months ended June 30, 2021 and 2020 (Successor), respectively. The Company recorded $32.7 million, $29.6 million, and $0.8 million of amortization expense related to customer lists for the six months ended June 30, 2021 (Successor), the period from February 1, 2020 through June 30, 2020 (Successor), and the period from January 1, 2020 through January 31, 2020 (Predecessor), respectively.

The Company regularly evaluates the amortization period assigned to each intangible asset to determine whether there have been any events or circumstances that warrant revised estimates of useful lives. In December 2020, and since that time, the Company determined that there had been no triggering events that would require impairment of trade names or customer lists.

Revenue Recognition — Revenues are recognized when control of the Company’s services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. In accordance with ASC 606, Revenue from Contracts with Customers, which was adopted as of January 1, 2019 using the modified retrospective method, revenues are recognized based on the following steps:

Identify the contract with a customer

Identify the performance obligations in the contract

Determine the transaction price

Allocate the transaction price to the performance obligations in the contract

Recognize revenue when (or as) the entity satisfies a performance obligation

A substantial majority of the Company’s revenues are derived from pre-onboarding and related services to our customers on a transactional basis, in which an individual background screening package or selection of services is ordered by a customer related to a single individual. Substantially all of the Company’s customers are employers, staffing or related businesses. The Company satisfies its performance obligations and recognizes revenues for services rendered as the orders are completed and the completed reports are transmitted, or otherwise made available. The Company’s remaining services, substantially consisting of tax consulting, fleet management and driver qualification services, are delivered over time as the customer simultaneously receives and consumes the benefits of the services delivered. To measure the Company’s performance over time, the output method is utilized to measure the value to the customer based on the transfer to date of the services promised, with no rights of return once consumed. In these cases, revenues on transactional contracts with a defined price but an undefined quantity are recognized utilizing the right to invoice expedient resulting in revenue being recognized when the service is provided and becomes billable. Additionally, under this practical expedient, the Company is not required to estimate the transaction price.

The Company considers negotiated and anticipated incentives and estimated adjustments, including historical collections experience, when recording revenues.

The Company’s contracts with customers generally include standard commercial payment terms acceptable in each region, and do not include any financing components. The Company does not have any significant obligations for refunds, warranties, or similar obligations. The Company records revenues net of sales taxes. Due to the Company’s contract terms and the nature of the background screening industry, the Company determined its contract terms for ASC 606 purposes are less than one year. As a result, the Company uses the practical expedient which allows it to expense incremental costs of obtaining a contract, primarily consisting of sales commissions, as incurred.

The Company records third-party pass-through fees incurred as part of screening related services on a gross revenue basis, with the related expense recorded as a third-party records expense, as the Company has control over the transaction and is therefore considered to be acting as a principal. The Company records motor vehicle registration and other tax payments paid on behalf of the Company’s fleet management clients on a net revenue basis as the Company does not have control over the transaction and therefore is considered to be acting as an agent of the customer.

Contract balances are generated when the revenue recognized in a given period varies from billing. A contract asset is created when the Company performs a service for a customer and recognizes more revenue than what has been billed. Contract assets are included in accounts receivable in the accompanying condensed consolidated balance sheets. A contract liability is created when the Company transfers a good or service to a customer and recognizes less than what has been billed. The Company recognizes these contract liabilities as deferred revenue when the Company has an obligation to perform services for a customer in the future and has already received consideration from the customer. Contract liabilities are included in deferred revenue in the accompanying condensed consolidated balance sheets.

Foreign Currency — The functional currency of all of the Company’s foreign subsidiaries is the applicable local currency. The translation of the applicable foreign currencies into U.S. dollars is performed for balance sheet accounts using current exchange rates in effect at the balance sheet date and for revenue and expense accounts using average exchange rates prevailing during the fiscal year. Adjustments resulting from the translation of foreign currency financial statements are accumulated net of tax in a separate component of equity. Gains or losses resulting from foreign currency transactions are included in the accompanying condensed consolidated statements of operations and comprehensive income (loss), except for those relating to intercompany transactions of a long-term investment nature, which are captured in a separate component of equity as accumulated other comprehensive income (loss).

Currency transaction losses included in the accompanying condensed consolidated statements of operations and comprehensive income (loss) were approximately $(0.2) million and $(0.5) million for the three months ended June 30, 2021 and 2020 (Successor), respectively. Currency transaction (loss) income included in the accompanying condensed consolidated statements of operations and comprehensive income (loss) were approximately $(0.3) million, $(0.9) million, and $0.1 million for the six months ended June 30, 2021 (Successor), for the period from February 1, 2020 through June 30, 2020 (Successor), and for the period from January 1, 2020 through January 31, 2020 (Predecessor), respectively.

Currency translation (loss) income included in accumulated other comprehensive income (loss) were approximately $(1.3) million and $0.5 million for the three months ended June 30, 2021 and 2020 (Successor), respectively. Currency translation income (loss) included in accumulated other comprehensive income (loss) were approximately $1.5 million, $(8.2) million, and $0.0 million for the six months ended June 30, 2021 (Successor), for the period from February 1, 2020 through June 30, 2020 (Successor), and for the period from January 1, 2020 through January 31, 2020 (Predecessor), respectively.

Recent Accounting Pronouncements — The Company qualifies as an emerging growth company under the Jumpstart Our Business Startups (“JOBS”) Act. The JOBS Act permits the Company an extended transition period for complying with new or revised accounting standards affecting public companies. The Company has elected to use this extended transition period and adopt certain new accounting standards on the private company timeline, which means that the Company’s financial statements may not be comparable to the financial statements of public companies that comply with such new or revised accounting standards on a non-delayed basis. There were no accounting pronouncements issued during the six months ended June 30, 2021 which are expected to have a material impact on the condensed consolidated financial statements.

Recently Adopted Accounting Pronouncements — In 2021, the Company adopted ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract, which requires that issuers follow the internal-use software guidance in ASC 350-40 to determine which costs to capitalize as assets or expense as incurred. Adoption of this standard did not have a material impact on the consolidated financial statements. However, if the Company enters into material new cloud computing arrangements in the future, this standard will impact the accounting for those arrangements which may have a material effect on future results.

Long-term Debt - Fair Value of Company's Long-term Debt Obligation (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Total debt	$ 564,724	$ 811,650
Less: Current portion of long-term debt	0	(6,700)
Total long-term debt	564,724	804,950
Less: Deferred financing costs	(10,756)	(26,345)
Long-term debt, net	553,968	778,605
Successor First Lien Credit Facility [Member]
Debt Instrument [Line Items]
Total debt	564,724	666,650
Successor Second Lien Credit Facility [Member]
Debt Instrument [Line Items]
Total debt	$ 0	$ 145,000

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Statement Of Financial Position [Abstract]
Accounts Receivable (net of allowance for doubtful accounts)	$ 666	$ 967
Long term debt (net of deferred financing costs)	$ 10,756	$ 26,345
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	152,856,250	130,000,000
Common stock, shares outstanding	152,856,250	130,000,000

Net Income (Loss) Per Share - Additional Information (Details)	5 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2021
Earnings Per Share [Abstract]
Earnings per share, potentially dilutive securities	not	not

Net Income (Loss) Per Share - Summary of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	2 Months Ended	3 Months Ended			5 Months Ended	6 Months Ended
	Jan. 31, 2020	Mar. 31, 2020	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021
Earnings Per Share [Abstract]
Basic net income (loss) per share/unit	$ (0.24)		$ 0.03		$ (0.13)	$ (0.29)	$ (0.12)
Diluted net income (loss) per share/unit	$ (0.24)		$ 0.03		$ (0.13)	$ (0.29)	$ (0.12)
Numerator:
Net income (loss)	$ (36,530)	$ (21,814)	$ 3,770	$ (19,389)	$ (16,366)	$ (38,180)	$ (15,619)
Denominator:
Weighted average units outstanding - basic	149,686,460		131,507,005		130,000,000	130,000,000	130,757,666
Add options and restricted stock units to purchase units	0		3,861,904		0	0	0
Weighted average units outstanding - diluted	149,686,460		135,368,909		130,000,000	130,000,000	130,757,666

- Definition

The amount of net income (loss) from continuing operations per each share of common stock or unit outstanding during the reporting period.

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The amount of net income (loss) derived from continuing operations during the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Revenues (Tables)

6 Months Ended

Jun. 30, 2021

Revenue From Contract With Customer [Abstract]

Schedule of Revenues by Geographic Region

The following summarizes revenues by geographical location (in thousands):


	Three-Month Period						Six-Month Period

	Successor												Predecessor
	Three Months Ended June 30, 2021			Three Months Ended June 30, 2020			Six Months Ended June 30, 2021			Period from February 1, 2020 through June 30, 2020			Period from January 1, 2020 through January 31, 2020
Revenues
North America	$	146,300		$	94,209		$	262,823		$	160,066		$	32,411
International		30,080			11,499			46,642			20,344			4,665
Eliminations		(1,554	)		(715	)		(2,569	)		(1,363	)		(291	)
Total revenues	$	174,826		$	104,993		$	306,896		$	179,047		$	36,785

Share-Based Compensation - Summary of Assumptions Applied to Establish Fair Value of Options Granted Using Black-Scholes Option Pricing Model (Details) - $ / shares	5 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2021
2021 Equity Plan [Member]
Weighted Average Assumptions
Expected stock price volatility		38.60%
Risk- Free Interest Rate		1.02%
Expected Term (in years)		5 years 10 months 2 days
Estimated fair value of the underlying unit		$ 15.00
Class B Awards
Weighted Average Assumptions
Expected stock price volatility	30.57%
Risk- Free Interest Rate	1.36%
Expected Term (in years)	6 years 3 months
Estimated fair value of the underlying unit	$ 10.00
Class C Awards
Weighted Average Assumptions
Expected stock price volatility	30.08%
Risk- Free Interest Rate	1.47%
Expected Term (in years)	6 years 3 months
Estimated fair value of the underlying unit	$ 10.00

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended	11 Months Ended
	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021	Dec. 31, 2020
Summary Of Significant Accounting Policies [Line Items]
Goodwill impairment					$ 0
Depreciation and amortization	$ 2,105,000	$ 35,918,000	$ 36,572,000	$ 61,059,000	70,681,000
Amortization Period	13 years 3 months 18 days
Gain (loss) on foreign currency exchange rates	$ 82,000			285,000	319,000
Accumulated Other Comprehensive Income Loss Net Of Tax		3,949,000			3,949,000	$ 2,484,000
Other Comprehensive Income (Loss)
Summary Of Significant Accounting Policies [Line Items]
Gain (loss) on foreign currency exchange rates	0.0	(1,300,000)	500,000	(8,200,000)	1,500,000
Operations and Comprehensive Income (Loss)
Summary Of Significant Accounting Policies [Line Items]
Gain (loss) on foreign currency exchange rates	100,000	(200,000)	(500,000)	(900,000)	$ (300,000)
Customer Lists
Summary Of Significant Accounting Policies [Line Items]
Useful life					14 years	14 years
Depreciation and amortization	$ 800,000	$ 16,400,000	17,700,000	29,600,000	$ 32,700,000
Customer Lists \| Minimum
Summary Of Significant Accounting Policies [Line Items]
Useful life	7 years
Customer Lists \| Maximum
Summary Of Significant Accounting Policies [Line Items]
Useful life	14 years
Trade Name [Member]
Summary Of Significant Accounting Policies [Line Items]
Useful life		20 years			20 years
Depreciation and amortization	$ 0	$ 2,000,000.0	$ 2,000,000.0	$ 3,400,000	$ 4,000,000.0

Net Income (Loss) Per Share

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

Note 14. Net Income (Loss) Per Share

For the period from January 1, 2020 through January 31, 2020 (Predecessor), the Company had Class B options, Class C options, and Class C profits interests issued under the Predecessor Plan. The potentially dilutive securities outstanding during this period had an anti-dilutive effect and were therefore not included in the calculation of diluted net (loss) per unit for the period. The Company did not have any potentially dilutive securities during the six months ended June 30, 2021 (Successor) and the period from February 1, 2020 through June 30, 2020 (Successor). Basic and diluted net income (loss) per share was calculated as follows:


	Three-Month Period					Six-Month Period

	Successor											Predecessor
	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020			Six Months Ended June 30, 2021			Period from February 1, 2020 through June 30, 2020			Period from January 1, 2020 through January 31, 2020
Basic net income (loss) per share	$	0.03	$	(0.13	)	$	(0.12	)	$	(0.29	)	n/a
Diluted net income (loss) per share	$	0.03	$	(0.13	)	$	(0.12	)	$	(0.29	)	n/a
Numerator:
Net income (loss) (in thousands)	$	3,770	$	(16,366	)	$	(15,619	)	$	(38,180	)	n/a
Denominator:
Weighted-average common shares outstanding used in computing basic net income (loss) per share		131,507,005		130,000,000			130,757,666			130,000,000		n/a
Add options and restricted stock units to purchase units		3,861,904		—			—			—		n/a
Weighted-average common shares outstanding used in computing diluted net income (loss) per share		135,368,909		130,000,000			130,757,666			130,000,000		n/a
Basic net (loss) per unit	n/a		n/a			n/a			n/a			$	(0.24	)
Diluted net (loss) per unit	n/a		n/a			n/a			n/a			$	(0.24	)
Numerator:
Net (loss)	n/a		n/a			n/a			n/a			$	(36,530	)
Denominator:						n/a
Weighted-average common shares outstanding used in computing basic net (loss) per unit	n/a		n/a			n/a			n/a				149,686,460
Add options and restricted stock units to purchase units	n/a		n/a			n/a			n/a				—
Weighted-average shares used in computing diluted net (loss) per unit	n/a		n/a			n/a			n/a				149,686,460

Equity

6 Months Ended

Jun. 30, 2021

Equity [Abstract]

Equity

Note 11. Equity

Successor

Following the Silver Lake Transaction the Company operated with one class of stock.

During the period from February 1, 2020 through March 31, 2020 (Successor), the Company’s parent received a $50.0 million strategic investment in the Company’s equity by Workday, Inc. This investment was contributed to the Company as a capital contribution.

On June 11, 2021, the Company’s Board of Directors approved and made effective a 1,300,000-for-one stock split of the Company’s common stock and filed an Amended and Restated Certificate of Incorporation, which authorized a total of 1,000,000,000 shares of Common Stock, $0.001 par value per share and 250,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”). The par value per share of common stock remained unchanged at $0.001 per share. Authorized shares were increased from 10,000 shares to 1,000,000,000 shares. The condensed consolidated financial statements and notes give retroactive effect to the stock split for all Successor periods presented. After giving retroactive effect to the stock split, as of December 31, 2020, 130,000,000 shares of common stock were issued and outstanding.

In connection with the IPO, Fastball Holdco, L.P., the Company’s parent, was dissolved and all outstanding Class A LP Units, Class B LP Units, and Class C LP Units of Fastball Holdco, L.P. were exchanged for 130,000,000 shares of the Company’s common stock.

On June 25, 2021, the Company sold 22,856,250 shares of Common Stock in its IPO, including 2,981,250 shares that were sold pursuant to the full exercise of the underwriters’ option to purchase additional shares, at an offering price of $15.00 per share. The Company received aggregate net proceeds of $316.5 million after deducting underwriting discounts and commissions of $22.3 million and other offering expenses of $4.0 million. The Company used a portion of the proceeds to repay $200.0 million of outstanding indebtedness (see Note 6).

As of June 30, 2021, no preferred stock had been issued and 152,856,250 shares of common stock were issued and outstanding.

Predecessor

The Company authorized the issuance of an aggregate of 165,000,000 units consisting of three classes of units as follows: 140,000,000 Class A units, 7,500,000 Class B units, and 17,500,000 Class C units. All units had no par value.

Class A Units — During the Predecessor period, 140,000,000 Class A units were authorized and 138,714,853 units were issued. These units represented the most preferred class of equity and entitled the holders to the return of their capital contributions before amounts were distributed with respect to any other units.

Class B Units — During the Predecessor period, 7,500,000 Class B units were authorized and 1,700,051 units were issued. These units represented common equity in that they provided rights to distributions junior to the A Units. These units reflected an equity interest in the entire company and were used for share-based compensation purposes.

Class C Units — During the Predecessor period, 17,500,000 Class C units were authorized and 9,271,556 units were issued. These units represented common equity in that they provided rights to distributions junior to the A Units. These units represented an equity interest in the entire Company with rights to distributions from earnings generated only by the Company’s screening business. Class C units were used for share-based compensation purposes.

Property and Equipment, net

6 Months Ended

Jun. 30, 2021

Property Plant And Equipment [Abstract]

Property and Equipment, net

Note 4. Property and Equipment, net

Property and equipment, net as of June 30, 2021 (Successor) and December 31, 2020 (Successor) consisted of the following (in thousands):


	Successor			Successor
	June 30, 2021			December 31, 2020
Furniture and equipment	$	17,626		$	15,214
Capitalized software for internal use, acquired by business combination		221,405			220,000
Capitalized software for internal use, developed internally or otherwise purchased		26,876			14,438
Leasehold improvements		2,510			2,402
Total property and equipment		268,417			252,054
Less: accumulated depreciation and amortization		(96,178	)		(61,772	)
Property and equipment, net	$	172,239		$	190,282

Depreciation and amortization expense of property and equipment was approximately $17.5 million and $16.8 million for the three months ended June 30, 2021 and 2020 (Successor), respectively. Depreciation and amortization expense of property and equipment was approximately $34.0 million, $28.1 million, and $1.3 million for the six months ended June 30, 2021 (Successor), the period from February 1, 2020 through June 30, 2020 (Successor), and the period from January 1, 2020 through January 31, 2020 (Predecessor), respectively.

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2021	Aug. 12, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Document Period End Date	Jun. 30, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q2
Entity Registrant Name	First Advantage Corporation
Entity Central Index Key	0001210677
Entity Tax Identification Number	84-3884690
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	No
Entity Filer Category	Non-accelerated Filer
Entity File Number	001-31666
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Small Business	false
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1 Concourse Parkway NE
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Atlanta
Entity Address, Country	GA
Entity Address, Postal Zip Code	30328
City Area Code	888
Local Phone Number	314-9761
Trading Symbol	FA
Entity Common Stock, Shares Outstanding		152,856,250
Title of 12(b) Security	Common Stock, $0.001 par value per share
Security Exchange Name	NASDAQ

Condensed Consolidated Statement of Changes in Members' (Deficit) Equity (Unaudited) - 1 months ended Jan. 31, 2020 - USD ($) $ in Thousands	Total	Accumulated Deficit [Member]	Accumulated Other Comprehensive Loss [Member]	Class A Units [Member] Additional Paid-In Capital [Member]	Class B Units [Member] Additional Paid-In Capital [Member]	Class C Units [Member] Additional Paid-In Capital [Member]
BALANCE at Dec. 31, 2019	$ (94,217)	$ (201,233)	$ (12,852)	$ 106,090	$ 2,254	$ 11,524
Share-based compensation	3,976				50	3,926
Capital contributions	41,143			34,186	543	6,414
Distributions to Optionholders	(18,772)				(1,469)	(17,303)
Foreign currency translation	(31)		(31)
Net income (loss)	(36,530)	(36,530)
BALANCE at Jan. 31, 2020	$ (104,431)	$ (237,763)	$ (12,883)	$ 140,276	$ 1,378	$ 4,561

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Share-Based Compensation

6 Months Ended

Jun. 30, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Share-Based Compensation

Note 10. Share-based Compensation

Prior to the Silver Lake Transaction, all share-based awards were issued to employees under the STG-Fairway Holdings, LLC Equity Incentive Plan (“Predecessor Plan”). This plan was dissolved as of the closing date of the Silver Lake Transaction. After the Silver Lake Transaction and prior to the IPO, all share-based awards were issued by Fastball Holdco, L.P., the Company's previous parent company under individual grant agreements and the partnership agreement of such parent company (collectively the “Successor Plan”).

Share-based compensation expense is recognized in cost of services, product and technology expense, and selling, general, and administrative expense, in the accompanying condensed consolidated statements of operations and comprehensive income (loss) as follows (in thousands):


	Three-Month Period				Six-Month Period

	Successor								Predecessor
	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020		Six Months Ended June 30, 2021		Period from February 1, 2020 through June 30, 2020		Period from January 1, 2020 through January 31, 2020
Share-based compensation expense
Cost of services	$	41	$	26	$	73	$	40	$	156
Product and technology expense		67		49		121		77		—
Selling, general, and administrative expense		2,556		445		3,032		684		3,820
Total share-based compensation expense	$	2,664	$	520	$	3,226	$	801	$	3,976

Predecessor Plan

Class B awards issued under the Predecessor Plan consisted of options and profits interests and generally vested over five years at a rate of 20% per year. The Class B options issued under the Predecessor Plan generally expired ten years after the grant date.

Class C awards issued under the Predecessor Plan consisted of options and profits interests and generally vested based on two criteria (50% each): (1) Time — awards vested over five years at a rate of 20% per year; and (2) Performance — awards vested based on the Company achieving certain revenue growth and EBITDA targets or on achieving certain enterprise value targets upon the sale of the Company. The Class C options issued under the Predecessor Plan generally expired ten years after the grant date.

There were 1,700,051 Class B profits interests and 12,621,955 Class C profits interests under the Predecessor Plan for the period from January 1, 2020 through January 31, 2020 (Predecessor). As of January 31, 2020, all profit interest grants were vested.

As a result of the Silver Lake Transaction, certain awards issued under the Predecessor Plan were granted accelerated vesting upon the closing of the transaction. In accordance with ASC 718, Compensation – Stock Compensation, the Company recorded the additional associated expense of approximately $3.9 million in the period from January 1, 2020 through January 31, 2020 (Predecessor). All remaining unvested awards were forfeited.

Successor Plan

Awards issued under the Successor Plan consist of options and profits interests and vest based on two criteria (50% each): (1) Time — awards vest over five years at a rate of 20% per year; and (2) Performance — awards vest based upon a combination of the five year time vesting, subject to the Company’s investors receiving a targeted money-on-money return. Options issued under the Successor Plan generally expire ten years after the grant date. No awards were issued under the plan during the period from January 1, 2021 through June 30, 2021 (Successor).

Prior to the IPO, the fair value for awards granted during the period from February 1, 2020 through June 30, 2020 (Successor) was estimated at the date of grant using the Black-Scholes option-pricing model with the following weighed average assumptions:


	2020 Class B			2020 Class C
Expected stock price volatility		30.57	%		30.08	%
Risk-free interest rate		1.36	%		1.47	%
Expected term (in years)		6.25			6.25
Estimated fair-value of the underlying unit	$	10.00		$	10.00

A summary of the profits interest unit activity under the Successor Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Class C Units
December 31, 2020	Grants outstanding		3,858,048
	Exchanged for common stock in the Company		(411,720	)
	Exchanged for restricted stock in the Company		(3,446,328	)
June 30, 2021	Grants outstanding		—

A summary of the option unit activity under the Successor Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Options			Weighted Average Exercise Price
December 31, 2020	Grants outstanding		2,733,734		$	10.06
	Exercised		(24,112	)	$	10.00
	Forfeited		(107,168	)	$	10.00
	Exchanged for options in the Company		(2,602,454	)	$	10.07
June 30, 2021	Grants outstanding		—

In connection with the Company's IPO, the Company's parent was dissolved. Awards issued by the Company's parent were converted in accordance with non-discretionary anti-dilution provisions of the Successor grants as follows:



All vested outstanding profits interest grants issued by the Company’s parent were converted to common stock in the Company and all unvested outstanding profits interest grants issued by the Company’s parent were converted to restricted stock in the Company under the 2021 Omnibus Incentive Plan (the “2021 Equity Plan”). The number of common stock and restricted stock shares issued to each profits interest holder was ratably adjusted to preserve the fair value of the awards. Additionally, the vesting conditions and equity classification of the awards remained unchanged as a result of the conversion.



All outstanding stock option grants issued by the Company’s parent were converted into stock options issued by the Company under the terms of the individual grant agreements. The number of options granted and the strike price of the options was ratably adjusted using an exchange ratio calculated to preserve the fair value of the awards. Additionally, the vesting, vesting conditions, and equity classification of the awards remained unchanged as a result of the conversion.


		Options		Weighted Average Exercise Price
December 31, 2020	Grants outstanding		—	$	—
	Grants issued in exchange for options in the Company’s Parent		3,938,491	$	6.65
June 30, 2021	Grants outstanding		3,938,491
June 30, 2021	Grants vested		367,615	$	6.61
June 30, 2021	Grants unvested		3,570,876	$	6.66

2021 Equity Plan

In connection with the IPO, the Company adopted the First Advantage Corporation 2021 Equity Plan. The 2021 Equity Plan is intended to provide a means through which to attract and retain key personnel and to provide a means whereby our directors, officers, employees, consultants and advisors can acquire and maintain an equity interest in us, or be paid incentive compensation, including incentive compensation measured by reference to the value of our common stock, thereby strengthening their commitment to our welfare and aligning their interests with those of our stockholders. The 2021 Equity Plan provides for the grant of awards of stock options, stock appreciation rights, restricted shares, and restricted stock units, and other equity-based or cash-based awards as determined by the Company’s Compensation Committee. The 2021 Equity Plan has a total of 17,525,000 shares of common stock reserved. The number of reserved shares automatically increases on the first day of each calendar year commencing on January 1, 2022 and ending on January 1, 2030 in an amount equal to the lesser of (x) 2.5% of the total number of shares of common stock outstanding on the last day of the immediately preceding calendar year and (y) a number of shares as determined by the Board of Directors. As of June 30, 2021, 14,257,210 shares were available for issuance under the 2021 Equity Plan.

Stock Options

Stock options issued immediately prior to the IPO under this 2021 Equity Plan vest based on two criteria (50% each): (1) Time — awards vest over five years at a rate of 20% per year; and (2) Performance — awards vest based upon a combination of the five year time vesting, subject to the Company’s investors receiving a targeted money-on-money return. Options issued under the 2021 Equity Plan generally expire ten years after the grant date.

A summary of the option activity under the 2021 Equity Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Options		Weighted Average Exercise Price
December 31, 2020	Grants outstanding		—	$	—
	Grants issued in exchange for options in the Company’s Parent		3,222,790	$	15.00
June 30, 2021	Grants outstanding		3,222,790	$	15.00
June 30, 2021	Grants vested		343,926	$	15.00
June 30, 2021	Grants unvested		2,878,864	$	15.00

The fair value for options granted under the 2021 Equity Plan during the period from January 1, 2021 to June 30, 2021 (Successor) was estimated at the date of grant using the Black-Scholes option-pricing model with the following weighed average assumptions:


	Options
Expected stock price volatility		38.60	%
Risk-free interest rate		1.02	%
Expected term (in years)		5.84
Estimated fair-value of the underlying unit	$	15.00

Restricted Stock Units

Restricted stock units (“RSU”) issued under the 2021 Equity Plan generally vested over three years at a rate of one-third per year.

A summary of the RSU activity under the 2021 Equity Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Shares
December 31, 2020	Nonvested RSUs		—
	Granted		45,000
	Vested		—
June 30, 2021	Nonvested RSUs		45,000

Restricted Stock

The following table summarizes the restricted stock issued by the Company. These include grants of unvested Successor profits interests grants that were converted into restricted stock as described above, as well as restricted stock issued to new recipients. The restricted stock granted as a result of the conversion of Successor profits interests retain the vesting attributes (including original service period vesting start date) of the original award.


		Shares
December 31, 2020	Nonvested restricted stock		—
	Grants issued in exchange for unvested profits interests in the Company’s Parent		2,918,084
	Vested		—
June 30, 2021	Nonvested restricted stock		2,918,084

As of June 30, 2021 (Successor), the Company had approximately $35.4 million of unrecognized pre-tax noncash compensation expense, comprised of approximately $10.8 million related to restricted stock agreements, $0.7 million related to restricted stock units, and approximately $23.9 million related to stock options, which the Company expects to recognize over a weighted average period of 3.6 years.

2021 Employee Stock Purchase Plan

On June 25, 2021, in connection with the IPO, the Company adopted the First Advantage Corporation 2021 Employee Stock Purchase Plan (“ESPP”) that allows eligible employees to voluntarily make after-tax contributions of up to 15% of such employee’s cash compensation. During each offering period, there will be one six-month purchase period, which will have the same duration and coincide with the length of the offering period. During the holding period, ESPP purchased shares are not eligible for sale or broker transfer. There were no stock employee purchase offerings during the three and six months ended June 30, 2021 (Successor) and accordingly no eligible employees were enrolled in the ESPP during the three and six months ended June 30, 2021 (Successor).

Share-Based Compensation - Summary of Recognition of Share-Based Compensation related to Employees (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021
Share-based employee compensation expense
Allocated share based compensation expense	$ 3,976	$ 2,664	$ 520	$ 801	$ 3,226
Cost Of Services
Share-based employee compensation expense
Allocated share based compensation expense	156	41	26	40	73
Product And Technology Expense
Share-based employee compensation expense
Allocated share based compensation expense	0	67	49	77	121
Selling, General and Administrative Expenses
Share-based employee compensation expense
Allocated share based compensation expense	$ 3,820	$ 2,556	$ 445	$ 684	$ 3,032

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Initial Public Offering

Initial Public Offering — The Company’s registration statement on Form S-1 (“IPO Registration Statement”) related to its initial public offering (“IPO”) was declared effective on June 22, 2021, and the Company’s common stock began trading on the Nasdaq Global Select Market on June 23, 2021. On June 25, 2021, the Company completed its IPO of 29,325,000 shares of the Company common stock, $0.001 par value per share (the “Common Stock”) at an offering price of $15.00 per share, pursuant to the Company’s IPO Registration Statement. The Company sold 22,856,250 shares, including 2,981,250 shares that were sold pursuant to the full exercise of the underwriters’ option to purchase additional shares. Certain existing stockholders sold an aggregate of 6,468,750 shares, including 843,750 shares that were sold pursuant to the full exercise of the underwriters' option to purchase additional shares. The Company received aggregate net proceeds of $316.5 million after deducting underwriting discounts and commissions of $22.3 million and other offering expenses of $4.0 million, $3.0 million of which was unpaid at June 30, 2021.

Immediately prior to the completion of the IPO, the Company filed an Amended and Restated Certificate of Incorporation, which authorized a total of 1,000,000,000 shares of Common Stock, $0.001 par value per share and 250,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”). After filing the Amended and Restated Certificate of Incorporation, certain redemptions, exchanges, and conversions (collectively, the “Equity Conversion”) were made in connection with the dissolution of Fastball Holdco, L.P., the Company’s parent, which occurred prior to the completion of the IPO. All outstanding Class A LP Units, Class B LP Units, and Class C LP Units of Fastball Holdco, L.P were exchanged for 130,000,000 shares of the Company’s common stock. Outstanding stock options previously issued by Fastball Holdco, L.P. were converted into 3,865,509 stock options issued by the Company.

Basis of presentation

Basis of Presentation —The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated. The Company includes the results of operations of acquired companies prospectively from the date of acquisition. The Company considers itself to be a single operating and reporting entity structure.

The condensed consolidated financial statements included herein are unaudited, but in the opinion of management, such financial statements include all adjustments, consisting of normal recurring adjustments, necessary to summarize fairly the Company’s financial position, results of operations, and cash flows for the interim periods presented. The interim results reported in these condensed consolidated financial statements should not be taken as indicative of results that may be expected for future interim periods or the full year. For a more comprehensive understanding of the Company and its condensed consolidated financial statements, these interim financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020 included in its IPO Registration Statement.

The Company experiences seasonality with respect to certain customer industries as a result of fluctuations in hiring volumes and other economic activities. Generally, the Company’s highest revenues have occurred in the fourth quarter of each year.

Use of Estimates

Use of Estimates — The preparation of the condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Changes in these estimates and assumptions may have a material impact on the condensed consolidated financial statements and accompanying notes.

Examples of significant estimates and assumptions include valuing assets and liabilities acquired through business combinations; valuing and estimating useful lives of intangible assets; evaluating recoverability of intangible assets, accounts receivable, and capitalized software; estimating future cash flows and valuation-related assumptions associated with goodwill and other asset impairment testing; estimating tax valuation allowances and deferring certain revenues and costs. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates.

Fair Value of Financial Instruments

Level 1 — Quoted prices for identical instruments in active markets.


	Level 1		Level 2		Level 3
Liabilities
Interest rate swaps	$	—	$	1,948	$	—

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Business Combinations

Goodwill Trade Name and Customer Lists

Revenue Recognition

Identify the contract with a customer

Identify the performance obligations in the contract

Determine the transaction price

Allocate the transaction price to the performance obligations in the contract

Recognize revenue when (or as) the entity satisfies a performance obligation

The Company considers negotiated and anticipated incentives and estimated adjustments, including historical collections experience, when recording revenues.

Foreign Currency

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Revenues - Schedule of Revenues by Geographic Region (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	$ 36,785	$ 174,826	$ 104,993	$ 179,047	$ 306,896
North America
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	32,411	146,300	94,209	160,066	262,823
International
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	4,665	30,080	11,499	20,344	46,642
Eliminations
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	$ (291)	$ (1,554)	$ (715)	$ (1,363)	$ (2,569)

- Definition

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

+ References

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+ Details

Revenues

6 Months Ended

Jun. 30, 2021

Revenue From Contract With Customer [Abstract]

Revenues

Note 9. Revenues

Performance obligations

Substantially all of the Company’s revenues are recognized at a point in time when the orders are completed and the completed reports are reported, or otherwise made available. For revenues delivered over time, the output method is utilized to measure the value to the customer based on the transfer to date of the services promised, with no rights of return once consumed. In these cases, revenue on transactional contracts with a defined price but an undefined quantity is recognized utilizing the right to invoice expedient resulting in revenues being recognized when the service is provided and becomes billable. Additionally, under this practical expedient, the Company is not required to estimate the transaction price.

Accordingly, in any period, the Company does not recognize a significant amount of revenues from performance obligations satisfied or partially satisfied in prior periods and the amount of such revenues recognized during the three and six months ended June 30, 2021 (Successor), the three months ended June 30, 2020 (Successor), the period from February 1, 2020 through June 30, 2020 (Successor), and the period from January 1, 2020 through January 31, 2020 (Predecessor) were immaterial.

Disaggregation of revenues

The Company bases revenues by geographic region in which the revenues and invoicing are recorded. Other than the United States, no single country accounted for 10% or more of our total revenues during these periods. The following summarizes revenues by geographical location (in thousands):


	Three-Month Period						Six-Month Period

	Successor												Predecessor
	Three Months Ended June 30, 2021			Three Months Ended June 30, 2020			Six Months Ended June 30, 2021			Period from February 1, 2020 through June 30, 2020			Period from January 1, 2020 through January 31, 2020
Revenues
North America	$	146,300		$	94,209		$	262,823		$	160,066		$	32,411
International		30,080			11,499			46,642			20,344			4,665
Eliminations		(1,554	)		(715	)		(2,569	)		(1,363	)		(291	)
Total revenues	$	174,826		$	104,993		$	306,896		$	179,047		$	36,785

Contract assets and liabilities

The contract asset balance was $8.6 million and $4.2 million as of June 30, 2021 (Successor) and December 31, 2020 (Successor), respectively, and is included in accounts receivable, net in the accompanying condensed consolidated balance sheets. The contract liability balance was $0.5 million and $0.4 million as of June 30, 2021 (Successor) and December 31, 2020 (Successor), respectively, and is included in deferred revenue in the accompanying condensed consolidated balance sheets. An immaterial amount of revenue was recognized in the current period related to the beginning balance of deferred revenue.

Concentrations

The Company did not have any customers which represented 10% or more of consolidated revenues for the three and six months ended June 30, 2021 (Successor) and the period from January 1, 2020 through January 31, 2020 (Predecessor). The Company had two customers which represented approximately 24% in the aggregate and one customer which represented approximately 11% of consolidated revenues for the three months ended June 30, 2020 (Successor) and for the period from February 1, 2020 through June 30, 2020 (Successor), respectively. No other customer represented 10% or more of revenue for such periods. Additionally, the Company did not have any customers which represented 10% or more of consolidated accounts receivable, net for any period presented.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Share-Based Compensation - Summary of the Profits Interest Activity (Details) - Fastball Holdco L P [Member]	6 Months Ended
	Jun. 30, 2021 shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance	2,733,734
Class C Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance	3,858,048
Exchanged for common stock in the Company	(3,446,328)
Exchanged for restricted stock In the company	411,720
Number of units, grant outstanding ending balance	0

Goodwill, Trade Name, and Customer Lists - Schedule of Changes in Carrying Amount of Goodwill (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2021 USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]
Balance - December 31, 2020	$ 770,089
Acquisitions	3,120
Foreign currency translation	1,353
Balance – June 30, 2021	$ 774,562

Revenues - Additional Information (Details) $ in Millions	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
Revenues - Additional Information (Details) $ in Millions	Jan. 31, 2020 Customer	Jun. 30, 2021 USD ($) Customer Country	Jun. 30, 2020 Customer Country	Jun. 30, 2020 Customer Country	Jun. 30, 2021 USD ($) Customer Country	Jun. 30, 2020 Customer	Dec. 31, 2020 USD ($)
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Concentration risk, percentage					10.00%
Contract asset balance \| $		$ 8.6			$ 8.6		$ 4.2
Contract liability balance \| $		$ 0.5			$ 0.5		$ 0.4
Customer Concentration Risk \| Revenue
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Concentration risk, percentage	10.00%	10.00%	24.00%	11.00%	10.00%
Concentration risk, number of customers \| Customer	0	0	2	1	0
Customer Concentration Risk \| Accounts Receivable, Net
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Concentration risk, percentage		10.00%	10.00%	10.00%	10.00%
Concentration risk, number of customers \| Customer		0	0		0	0
Customer Concentration Risk \| International
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Concentration risk, percentage		10.00%	10.00%	10.00%	10.00%
Concentration risk, number of country \| Country		0	0	0	0

Property and Equipment, net - Summary of Property and Equipment, net (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Property Plant And Equipment [Line Items]
Total property and equipment	$ 268,417	$ 252,054
Less: accumulated depreciation and amortization	(96,178)	(61,772)
Property and equipment, net	172,239	190,282
Furniture and equipment [Member]
Property Plant And Equipment [Line Items]
Total property and equipment	17,626	15,214
Capitalized software for internal use, acquired by business combination [Member]
Property Plant And Equipment [Line Items]
Total property and equipment	221,405	220,000
Capitalized software for internal use, developed internally or otherwise purchased [Member]
Property Plant And Equipment [Line Items]
Total property and equipment	26,876	14,438
Leasehold improvements [Member]
Property Plant And Equipment [Line Items]
Total property and equipment	$ 2,510	$ 2,402

Share-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2021

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Recognition of Share-Based Compensation related to Employees


	Three-Month Period				Six-Month Period

	Successor								Predecessor
	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020		Six Months Ended June 30, 2021		Period from February 1, 2020 through June 30, 2020		Period from January 1, 2020 through January 31, 2020
Share-based compensation expense
Cost of services	$	41	$	26	$	73	$	40	$	156
Product and technology expense		67		49		121		77		—
Selling, general, and administrative expense		2,556		445		3,032		684		3,820
Total share-based compensation expense	$	2,664	$	520	$	3,226	$	801	$	3,976

Summary of Assumptions Applied to Establish Fair Value of Options Granted Using Black-Scholes Option Pricing Model


	2020 Class B			2020 Class C
Expected stock price volatility		30.57	%		30.08	%
Risk-free interest rate		1.36	%		1.47	%
Expected term (in years)		6.25			6.25
Estimated fair-value of the underlying unit	$	10.00		$	10.00

Summary of the Profits Interest Activity

A summary of the profits interest unit activity under the Successor Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Class C Units
December 31, 2020	Grants outstanding		3,858,048
	Exchanged for common stock in the Company		(411,720	)
	Exchanged for restricted stock in the Company		(3,446,328	)
June 30, 2021	Grants outstanding		—

Summary of Option Unit Activity

A summary of the option unit activity under the Successor Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Options			Weighted Average Exercise Price
December 31, 2020	Grants outstanding		2,733,734		$	10.06
	Exercised		(24,112	)	$	10.00
	Forfeited		(107,168	)	$	10.00
	Exchanged for options in the Company		(2,602,454	)	$	10.07
June 30, 2021	Grants outstanding		—


		Options		Weighted Average Exercise Price
December 31, 2020	Grants outstanding		—	$	—
	Grants issued in exchange for options in the Company’s Parent		3,938,491	$	6.65
June 30, 2021	Grants outstanding		3,938,491
June 30, 2021	Grants vested		367,615	$	6.61
June 30, 2021	Grants unvested		3,570,876	$	6.66

Summary of the RSU activity


		Shares
December 31, 2020	Nonvested restricted stock		—
	Grants issued in exchange for unvested profits interests in the Company’s Parent		2,918,084
	Vested		—
June 30, 2021	Nonvested restricted stock		2,918,084

2021 Equity Plan [Member]

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Assumptions Applied to Establish Fair Value of Options Granted Using Black-Scholes Option Pricing Model


	Options
Expected stock price volatility		38.60	%
Risk-free interest rate		1.02	%
Expected term (in years)		5.84
Estimated fair-value of the underlying unit	$	15.00

Summary of Option Unit Activity

A summary of the option activity under the 2021 Equity Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Options		Weighted Average Exercise Price
December 31, 2020	Grants outstanding		—	$	—
	Grants issued in exchange for options in the Company’s Parent		3,222,790	$	15.00
June 30, 2021	Grants outstanding		3,222,790	$	15.00
June 30, 2021	Grants vested		343,926	$	15.00
June 30, 2021	Grants unvested		2,878,864	$	15.00

Summary of the RSU activity

A summary of the RSU activity under the 2021 Equity Plan for the period from January 1, 2021 to June 30, 2021 (Successor) is as follows:


		Shares
December 31, 2020	Nonvested RSUs		—
	Granted		45,000
	Vested		—
June 30, 2021	Nonvested RSUs		45,000

Organization, Nature of Business, and Basis of Presentation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Jun. 25, 2021	Jun. 30, 2021	Jun. 11, 2021	Dec. 31, 2020	Jan. 31, 2020
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Common stock, par value		$ 0.001	$ 0.001	$ 0.001
Common stock, shares issued		152,856,250		130,000,000
Option to purchase additional shares of common stock	2,981,250
Proceeds from issuance initial public offering		$ 320,559
Underwriting discounts and commissions		$ 1,028
Common stock, shares authorized		1,000,000,000	1,000,000,000	1,000,000,000
Preferred stock, shares authorized		250,000,000	250,000,000
Preferred stock, par value		$ 0.001	$ 0.001
Class A Units
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Common stock, shares issued					138,714,853
Common stock, shares authorized					140,000,000
Fastball Holdco, L.P
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Granted stock option	3,865,509
IPO [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Stock issued during period shares new issues	29,325,000
Shares offering, price per share	$ 15.00
Option to purchase additional shares of common stock	2,981,250
Proceeds from issuance initial public offering	$ 316,500
Underwriting discounts and commissions	$ 22,300
Offering expenses		$ 4,000
Unpaid offering cost		$ 3,000
Common Stock [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Number of shares exchanged		130,000,000
Common Stock [Member] \| IPO [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Common stock, par value	$ 0.001
Shares offering, price per share	$ 15.00
Option to purchase additional shares of common stock	843,750
Proceeds from issuance initial public offering	$ 316,500
Underwriting discounts and commissions	22,300
Offering expenses	$ 4,000
First Portion of Common Stock [Member] \| IPO [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Stock issued during period shares new issues	22,856,250
Second Portion of Common Stock [Member] \| IPO [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Stock issued during period shares new issues	6,468,750

Long-term Debt (Tables)

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Fair Value of Company’s Long-term Debt Obligations


	Successor			Successor
	June 30, 2021			December 31, 2020
Successor First Lien Credit Facility	$	564,724		$	666,650
Successor Second Lien Credit Facility		—			145,000
Total debt		564,724			811,650
Less: Current portion of long-term debt		—			(6,700	)
Total long-term debt		564,724			804,950
Less: Deferred financing costs		(10,756	)		(26,345	)
Long-term debt, net	$	553,968		$	778,605

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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-SubTopic 10
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+ Details

Goodwill, Trade Name, and Customer Lists (Tables)

6 Months Ended

Jun. 30, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Amount of Goodwill

The changes in the carrying amount of goodwill for the six months ended June 30, 2021 (Successor) were as follows (in thousands):


Successor:
Balance – December 31, 2020	$	770,089
Acquisitions		3,120
Foreign currency translation		1,353
Balance – June 30, 2021	$	774,562

Summary of Gross Carrying Value and Accumulated Amortization of Finite-Lived Intangible Assets

The following summarizes the gross carrying value and accumulated amortization for the Company’s trade name and customer lists as of June 30, 2021 (Successor) and December 31, 2020 (Successor) (in thousands):


	June 30, 2021 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	95,343	$	(11,515	)	$	83,828	20 years
Customer lists		504,774		(98,359	)		406,415	14 years
Total	$	600,117	$	(109,874	)	$	490,243


	December 31, 2020 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	95,230	$	(7,528	)	$	87,702	20 years
Customer lists		501,210		(65,549	)		435,661	14 years
Total	$	596,440	$	(73,077	)	$	523,363

Share-Based Compensation - Summary of the Option Unit Activity (Details)	6 Months Ended
	Jun. 30, 2021 $ / shares shares
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, exchange for options in the company	3,222,790
Number of units, grant outstanding ending balance	3,222,790
Number of units, vested	343,926
Number of units, unvested	2,878,864
Weighted average exercise price, issued in exchange for options in the company's parent \| $ / shares	$ 15.00
Weighted average exercise price, grant outstanding ending balance \| $ / shares	15.00
Weighted average exercise price, grants vested \| $ / shares	15.00
Weighted average exercise price, grants unvested \| $ / shares	$ 15.00
First Advantage Corporation [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, exchange for options in the company	3,938,491
Number of units, grant outstanding ending balance	3,938,491
Number of units, vested	367,615
Number of units, unvested	3,570,876
Weighted average exercise price, issued in exchange for options in the company's parent \| $ / shares	$ 6.65
Weighted average exercise price, grants vested \| $ / shares	6.61
Weighted average exercise price, grants unvested \| $ / shares	$ 6.66
Fastball Holdco L P [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance	2,733,734
Number of units, exercised	(24,112)
Number of units, forfeited	(107,168)
Number of units, exchange for options in the company	(2,602,454)
Weighted average exercise price, grant outstanding beginning balance \| $ / shares	$ 10.06
Weighted average exercise price, exercised \| $ / shares	10.00
Weighted average exercise price, forefeited \| $ / shares	10.00
Weighted average exercise price, exchanged for options \| $ / shares	$ 10.07

Derivatives - Additional Information (Details) - USD ($) $ in Millions	Feb. 29, 2024	Mar. 01, 2022	Feb. 28, 2022	Feb. 29, 2020
Derivative [Line Items]
Derivative, floor interest rate				0.48%
Derivative, cap interest rate				1.50%
Derivative, notional amount				$ 405.0
Forecast [Member]
Derivative [Line Items]
Derivative, notional amount	$ 300.0	$ 300.0	$ 405.0

Acquisitions

6 Months Ended

Jun. 30, 2021

Business Combinations [Abstract]

Acquisitions

Note 3. Acquisitions

Silver Lake Transaction

On January 31, 2020, a fund managed by Silver Lake acquired substantially all of the Company’s equity interests for approximately $1,576.0 million. A portion of the consideration was derived from members of the management team contributing an allocation of their Silver Lake Transaction proceeds. As part of the Silver Lake Transaction, the Predecessor credit facilities were all repaid in full at closing and a new financing structure was executed (see Note 6).

Silver Lake accounted for the Silver Lake Transaction as a business combination under ASC 805 and elected to apply pushdown accounting to the Company.

The allocation of the purchase price is based on the fair value of assets acquired and liabilities assumed as of the acquisition date, less transaction expenses funded by transaction proceeds. The following table summarizes the consideration paid and the amounts recognized for the assets acquired and liabilities assumed (in thousands):


Consideration
Cash, net of cash acquired	$	1,556,810
Rollover management equity interests		19,148
Total fair value of consideration transferred	$	1,575,958
Current assets	$	145,277
Property and equipment, including software developed for internal use		236,775
Trade name		95,000
Customer lists		500,000
Deferred tax asset		106,327
Other assets		1,429
Current liabilities		(71,496	)
Deferred tax liability		(198,535	)
Other liabilities		(6,616	)
Total identifiable net assets	$	808,161
Goodwill	$	767,797

Goodwill recognized in the Silver Lake Transaction is primarily attributable to assembled workforce and the expected growth of the Company, and a significant portion of goodwill is not deductible for tax purposes.

Costs incurred by the Company related to the Silver Lake Transaction were primarily composed of deferred financing costs associated with the new financing structure which have been capitalized within long-term debt in the accompanying condensed consolidated balance sheets (see Note 6) and approximately $31.8 million of closing costs which have been recorded in transaction expenses, change in control in the accompanying condensed consolidated statements of operations and comprehensive income (loss). Seller related costs were recorded as transaction expenses in the Predecessor period, Silver Lake related costs were pushed down to the Company in the Successor period.

Pro Forma Results

The following summary, prepared on a pro forma basis pursuant to ASC 805, presents the Company’s condensed consolidated results of operations for the three and six months ended June 30, 2020 as if the Silver Lake Transaction had been completed on January 1, 2020. The pro forma results below include the impact of certain adjustments related to the amortization of intangible assets, transaction-related costs incurred as of the acquisition date, and interest expense on related borrowings, and in each case, the related income tax effects, as well as certain other post-acquisition adjustments attributable to the Silver Lake Transaction. This pro forma presentation does not include any impact of transaction synergies. The pro forma results are not necessarily indicative of the results of operations that actually would have been achieved had the Silver Lake Transaction been consummated as of January 1, 2020.


(in thousands)	Three Months Ended June 30, 2020			Six Months Ended June 30, 2020
Revenue	$	104,993		$	215,832
Net (loss)	$	(12,315	)	$	(41,944	)

March 2021 UK Acquisition

In March 2021, the Company, through its wholly-owned subsidiary in the United Kingdom, entered into an agreement to acquire certain assets comprising the United Kingdom background screening business unit from GB Group plc for £5.4 million, or approximately $7.6 million. The transfer of ownership became effective on March 31, 2021 and established the Company as one of the largest background screening providers in the region. The acquired assets were determined to constitute a business and the Company was deemed to be the acquirer under ASC 805. The Company recorded a preliminary allocation of the purchase price to assets acquired and liabilities assumed based on their estimated fair values as of March 31, 2021. The allocation was finalized as of June 30, 2021 and no adjustments were recorded to the Company’s previously recognized fair values.

The allocation of the purchase price is based on the fair value of assets acquired and liability assumed as of the acquisition date. The following table summarizes the consideration paid and the amounts recognized for the assets acquired and liability assumed (in thousands):


Consideration
Cash	$	7,588
Property and equipment, including software developed for internal use	$	1,543
Customer lists		2,951
Deferred tax liability		(26	)
Total identifiable net assets	$	4,468
Goodwill	$	3,120

Goodwill recognized in the March 2021 UK Acquisition is primarily attributable to assembled workforce and the expected growth of the Company and is not deductible for tax purposes.

Acquisitions - Summary of Business Acquisition Pro Forma Results (Details) - Silver Lake Transaction [Member] - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020
Restructuring Cost And Reserve [Line Items]
Revenue	$ 104,993	$ 215,832
Net (loss)	$ (12,315)	$ (41,944)

Net Income (Loss) Per Share (Tables)

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

Summary of Basic and Diluted Net Income (Loss) Per Share

Basic and diluted net income (loss) per share was calculated as follows:


	Three-Month Period					Six-Month Period

	Successor											Predecessor
	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020			Six Months Ended June 30, 2021			Period from February 1, 2020 through June 30, 2020			Period from January 1, 2020 through January 31, 2020
Basic net income (loss) per share	$	0.03	$	(0.13	)	$	(0.12	)	$	(0.29	)	n/a
Diluted net income (loss) per share	$	0.03	$	(0.13	)	$	(0.12	)	$	(0.29	)	n/a
Numerator:
Net income (loss) (in thousands)	$	3,770	$	(16,366	)	$	(15,619	)	$	(38,180	)	n/a
Denominator:
Weighted-average common shares outstanding used in computing basic net income (loss) per share		131,507,005		130,000,000			130,757,666			130,000,000		n/a
Add options and restricted stock units to purchase units		3,861,904		—			—			—		n/a
Weighted-average common shares outstanding used in computing diluted net income (loss) per share		135,368,909		130,000,000			130,757,666			130,000,000		n/a
Basic net (loss) per unit	n/a		n/a			n/a			n/a			$	(0.24	)
Diluted net (loss) per unit	n/a		n/a			n/a			n/a			$	(0.24	)
Numerator:
Net (loss)	n/a		n/a			n/a			n/a			$	(36,530	)
Denominator:						n/a
Weighted-average common shares outstanding used in computing basic net (loss) per unit	n/a		n/a			n/a			n/a				149,686,460
Add options and restricted stock units to purchase units	n/a		n/a			n/a			n/a				—
Weighted-average shares used in computing diluted net (loss) per unit	n/a		n/a			n/a			n/a				149,686,460

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Commitments And Contingencies Disclosure [Abstract]
Company’s contractual obligations	$ 0
Indemnity liability	8,600	$ 8,100
Total liability settlement and related to administrative fees	6,300	6,300
Total insurance recoverable asset	$ 2,200	$ 2,200

Organization, Nature of Business, and Basis of Presentation

6 Months Ended

Jun. 30, 2021

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Organization, Nature of Business, and Basis of Presentation

Note 1. Organization, Nature of Business, and Basis of Presentation

Fastball Intermediate, Inc., a Delaware corporation, was formed on November 15, 2019 and subsequently changed its name to First Advantage Corporation in March 2021. Hereafter, First Advantage Corporation and its subsidiaries will collectively be referred to as the “Company”. On January 31, 2020, a fund managed by Silver Lake acquired substantially all of the Company’s equity interests from the Predecessor equity owners, primarily funds managed by Symphony Technology Group (“STG”) (the “Silver Lake Transaction”). For the purposes of the condensed consolidated financial statements, periods on or before January 31, 2020 reflect the financial position, results of operations and cash flows of the Company and its consolidated subsidiaries prior to the Silver Lake Transaction, referred to herein as the Predecessor, and periods beginning after January 31, 2020 reflect the financial position, results of operations and cash flows of the Company and its consolidated subsidiaries as a result of the Silver Lake Transaction, referred to herein as the Successor. As a result of the Silver Lake Transaction, the results of operations and financial position of the Predecessor and Successor are not directly comparable.

The Company derives its revenues from a variety of background check services across the hiring/onboarding and employment/worker lifecycle including pre-onboarding checks and post-onboarding monitoring of employees, extended workers, volunteers, and tenants, and classifies these service offerings into three categories: pre-onboarding, post-onboarding and other.

Share-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021	Jun. 11, 2021	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, par value		$ 0.001			$ 0.001	$ 0.001	$ 0.001
Share-based compensation	$ 3,976			$ 801	$ 3,226
Unrecognized pre-tax noncash compensation		$ 35,400			35,400
Allocated share based compensation expense	3,976	2,664	$ 520	801	$ 3,226
ESPP percentage					15.00%
Expected weighted average period					3 years 7 months 6 days
Cost Of Services
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	156	41	26	40	$ 73
Selling, General and Administrative Expenses
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	3,820	2,556	445	684	3,032
Product And Technology Expense
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	0	$ 67	$ 49	$ 77	$ 121
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options plan expiration period					10 years
Common stock, reserved for future issuance		17,525,000			17,525,000
Share available for issuance		14,257,210			14,257,210
Successor Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options plan expiration period					10 years
Predecessor Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	$ 3,900
Share-based Payment Arrangement, Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized pre-tax noncash compensation		$ 23,900			$ 23,900
Share-based Payment Arrangement, Option \| 2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage					50.00%
Share-based Payment Arrangement, Option \| Share-based Payment Arrangement, Tranche One \| 2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage					20.00%
Vesting period					5 years
Share-based Payment Arrangement, Option \| Share-based Payment Arrangement, Tranche Two \| 2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period					5 years
Share-based Payment Arrangement, Option \| Successor Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage					50.00%
Share-based Payment Arrangement, Option \| Successor Plan \| Share-based Payment Arrangement, Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage					20.00%
Vesting period					5 years
Share-based Payment Arrangement, Option \| Successor Plan \| Share-based Payment Arrangement, Tranche Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period					5 years
Restricted Stock Agreements [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized pre-tax noncash compensation		10,800			$ 10,800
Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized pre-tax noncash compensation		$ 700			$ 700
Class B Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage	20.00%
Vesting period	5 years
Stock options plan expiration period	10 years
Profit interest unit, shares	1,700,051
Class C Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage	50.00%
Vesting period	5 years
Stock options plan expiration period	10 years
Profit interest unit, shares	12,621,955
Class C Awards \| Share-based Payment Arrangement, Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage	20.00%

Derivatives

6 Months Ended

Jun. 30, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

Note 7. Derivatives

In February 2020, the Company entered into an interest rate collar agreement with a counterparty bank in order to reduce its exposure to interest rate volatility. In this agreement, the Company and the counterparty bank agreed to a one-month LIBOR floor of 0.48% and a cap of 1.50% on a portion of the Company’s Successor First Lien Credit Facility. The notional amount of this agreement is $405.0 million through February 2022 at which time the notional amount reduces to $300.0 million through February 2024.

The following is a summary of location and fair value of the financial position and location and amount of gains and losses recorded related to the derivative agreement (in thousands):


		Fair Value					Gain/(Loss)
Derivatives not designated as hedging instruments	Balance Sheet Location	As of June 30, 2021 (Successor)		As of December 31, 2020 (Successor)		Income Statement Location	Three Months Ended June 30, 2021 (Successor)			Three Months Ended June 30, 2020 (Successor)			Six Months Ended June 30, 2021 (Successor)		Period from February 1, 2020 through June 30, 2020 (Successor)
Interest rate swaps	Other liabilities	$	1,948	$	3,615	Interest expense	$	(79	)	$	(1,179	)	$	953	$	(5,156	)

Derivatives - Summary of Location and Fair Value of Financial Position and Location and Amount of Gains and Losses Recorded Related to Derivative Instruments (Details) - Derivatives Not Designated as Hedging Instruments [Member] - Interest Rate Swaps [Member] - USD ($) $ in Thousands	3 Months Ended		5 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021	Dec. 31, 2020
Interest Expense [Member]
Derivative [Line Items]
Gain/(Loss)	$ (79)	$ (1,179)	$ (5,156)	$ 953
Other Liabilities [Member]
Derivative [Line Items]
Fair Value	$ 1,948			$ 1,948	$ 3,615

Commitments and Contingencies

6 Months Ended

Jun. 30, 2021

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 12. Commitments and Contingencies

Except for certain changes to our debt agreements previously discussed in Note 6, there have been no material changes to the Company’s contractual obligations as compared to December 31, 2020 (Successor).

Litigation — The Company is involved in litigation from time to time in the ordinary course of business. At times, the Company, given the nature of its background screening business, could become subject to lawsuits, or potential class action lawsuits, in multiple jurisdictions, related to claims brought primarily by consumers or individuals who were the subject of its screening services.

For all pending matters, the Company believes it has meritorious defenses and intends to defend vigorously or otherwise seek indemnification from other parties as appropriate. However, the Company has recorded a liability of $8.6 million and $8.1 million at June 30, 2021 (Successor) and December 31, 2020 (Successor), respectively, for matters that it believes a loss is both probable and estimable. This is included in accrued liabilities in the accompanying condensed consolidated balance sheets.

In June 2014 and September 2015, two separate class action cases were filed against the Company in the State of California. The two cases are now being coordinated together under a single judge and a settlement agreement has been agreed to, pending final court approval. As a result, the Company has recorded a total liability of $6.3 million for these two cases at June 30, 2021 (Successor) and December 31, 2020 (Successor). This liability represents the Company’s agreed-upon settlement amount and related class action administrative fees. Additionally, the Company maintains liability insurance programs to manage its litigation risks and the Company’s insurers have agreed to a single deductible to be applied to the two cases. As a result, the Company has recorded a total insurance recoverable asset of $2.2 million for these two cases at June 30, 2021 (Successor) and December 31, 2020 (Successor), which represents the portion of the legal settlement and legal fees incurred expected to be recovered from the Company’s insurers. This is included in prepaid expenses and other current assets in the accompanying condensed consolidated balance sheets.

The Company will continue to evaluate information as it becomes known and will record an estimate for losses at the time when it is both probable that a loss has been incurred and the amount of the loss is reasonably estimable.

Acquisitions - Summary of Consideration Paid and Amounts Recognized for Assets Acquired and Liabilities Assumed (Details) $ in Thousands, £ in Millions	Mar. 31, 2021 GBP (£)	Mar. 31, 2021 USD ($)	Jan. 31, 2020 USD ($)
Silver Lake Transaction [Member]
Consideration
Cash, net of cash acquired			$ 1,556,810
Rollover management equity interests			19,148
Total fair value of consideration transferred			1,575,958
Current assets			145,277
Property and equipment, including software developed for internal use			236,775
Trade name			95,000
Customer lists			500,000
Deferred tax asset			106,327
Other assets			1,429
Current liabilities			(71,496)
Deferred tax liability			(198,535)
Other liabilities			(6,616)
Total identifiable net assets			808,161
Goodwill			$ 767,797
March 2021 U K Acquisition [Member]
Consideration
Cash, net of cash acquired	£ 5.4	$ 7,588
Property and equipment, including software developed for internal use		1,543
Customer lists		2,951
Deferred tax liability		(26)
Total identifiable net assets		4,468
Goodwill		$ 3,120

Property and Equipment, net (Tables)

6 Months Ended

Jun. 30, 2021

Property Plant And Equipment [Abstract]

Summary of Property and Equipment, net

Property and equipment, net as of June 30, 2021 (Successor) and December 31, 2020 (Successor) consisted of the following (in thousands):


	Successor			Successor
	June 30, 2021			December 31, 2020
Furniture and equipment	$	17,626		$	15,214
Capitalized software for internal use, acquired by business combination		221,405			220,000
Capitalized software for internal use, developed internally or otherwise purchased		26,876			14,438
Leasehold improvements		2,510			2,402
Total property and equipment		268,417			252,054
Less: accumulated depreciation and amortization		(96,178	)		(61,772	)
Property and equipment, net	$	172,239		$	190,282

Summary of Significant Accounting Policies - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - Interest Rate Swaps [Member] $ in Thousands	Jun. 30, 2021 USD ($)
Level 1 [Member]
Summary Of Significant Accounting Policies [Line Items]
Fair value of net assets and liabilities	$ 0
Level 2 [Member]
Summary Of Significant Accounting Policies [Line Items]
Fair value of net assets and liabilities	1,948
Level 3 [Member]
Summary Of Significant Accounting Policies [Line Items]
Fair value of net assets and liabilities	$ 0

Derivatives (Tables)

6 Months Ended

Jun. 30, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of Location and Fair Value of Financial Position and Location and Amount of Gains and Losses Recorded Related to Derivative Instruments

The following is a summary of location and fair value of the financial position and location and amount of gains and losses recorded related to the derivative agreement (in thousands):


		Fair Value					Gain/(Loss)
Derivatives not designated as hedging instruments	Balance Sheet Location	As of June 30, 2021 (Successor)		As of December 31, 2020 (Successor)		Income Statement Location	Three Months Ended June 30, 2021 (Successor)			Three Months Ended June 30, 2020 (Successor)			Six Months Ended June 30, 2021 (Successor)		Period from February 1, 2020 through June 30, 2020 (Successor)
Interest rate swaps	Other liabilities	$	1,948	$	3,615	Interest expense	$	(79	)	$	(1,179	)	$	953	$	(5,156	)

Related Party Transactions

6 Months Ended

Jun. 30, 2021

Related Party Transactions

Note 13. Related Party Transactions

Successor

The Company has no material related party transactions.

Predecessor

In the ordinary course of business in the Predecessor period, the Company entered into transactions with related parties, primarily with STG and one of STG’s other investments, Symphony Talent, LLC.

Total expenses recorded and paid to STG, primarily related to healthcare premiums, were $0.0 million for the period from January 1, 2020 through January 31, 2020 (Predecessor). In January 2020, the Company and STG entered into a Termination Agreement, in which all obligations and liabilities under the benefits arrangement were cancelled.

In January 2020, the Company and Symphony Talent, LLC entered into a Debt Forgiveness Agreement in which the Company forgave a loan receivable, including accrued interest and other transaction related receivables, that the Company had previously fully impaired in 2018.

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021
Income Statement [Abstract]
REVENUES	$ 36,785	$ 174,826	$ 104,993	$ 179,047	$ 306,896
OPERATING EXPENSES:
Cost of services (exclusive of depreciation and amortization below)	20,265	84,868	52,404	89,220	150,813
Product and technology expense	3,189	11,680	7,205	12,152	22,233
Selling, general, and administrative expense	11,235	25,075	15,014	27,299	49,053
Depreciation and amortization	2,105	35,918	36,572	61,059	70,681
Total operating expenses	36,794	157,541	111,195	189,730	292,780
INCOME (LOSS) FROM OPERATIONS	(9)	17,285	(6,202)	(10,683)	14,116
OTHER EXPENSE:
Interest expense	4,514	10,467	13,816	26,699	17,281
Interest income	(25)	(15)	(153)	(206)	(112)
Loss on extinguishment of debt	10,533				13,938
Transaction expenses, change in control	22,370			9,423
Total other expense	37,392	10,452	13,663	35,916	31,107
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES	(37,401)	6,833	(19,865)	(46,599)	16,991
Provision (benefits) for income taxes	(871)	3,063	(3,499)	(8,419)	(1,372)
NET INCOME (LOSS)	(36,530)	3,770	(16,366)	(38,180)	(15,619)
Foreign currency translation (loss) income	(31)	(1,295)	486	(8,173)	1,465
COMPREHENSIVE INCOME (LOSS)	(36,561)	2,475	(15,880)	(46,353)	(14,154)
NET INCOME (LOSS)	$ (36,530)	$ 3,770	$ (16,366)	$ (38,180)	$ (15,619)
Basic net income (loss) per share	$ (0.24)	$ 0.03	$ (0.13)	$ (0.29)	$ (0.12)
Diluted net income (loss) per share	$ (0.24)	$ 0.03	$ (0.13)	$ (0.29)	$ (0.12)
Weighted average number of shares outstanding - basic	149,686,460	131,507,005	130,000,000	130,000,000	130,757,666
Weighted average number of shares outstanding - diluted	149,686,460	135,368,909	130,000,000	130,000,000	130,757,666

Long-term Debt - Additional Information (Details) $ in Thousands	1 Months Ended			3 Months Ended	6 Months Ended
	Feb. 28, 2021 USD ($)	Feb. 28, 2020 USD ($)	Jan. 31, 2020 USD ($)	Jun. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	May 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Debt Instrument [Line Items]
Loss on extinguishment of debt	$ (13,900)		$ (10,533)		$ (13,938)
Total debt				$ 564,724	564,724		$ 811,650
Revolving credit facility quarterly payments, percentage		0.25%
Long-term debt				564,724	564,724		$ 804,950
Current borrowing capacity under successor revolver						$ 75,000
Maximum borrowing capacity under successor revolver				$ 100,000	$ 100,000
Debt instrument, maturity date, description					extended the maturity date from January 31, 2025 to July 31, 2026.
Extended maturity date under successor revolver					Jul. 31, 2026
Additional interest expense related to deferred financing costs					$ 3,700
Minimum [Member]
Debt Instrument [Line Items]
Debt instrument, net leverage ratio				7.75	7.75
Maximum [Member]
Debt Instrument [Line Items]
Debt instrument, net leverage ratio				1	1
Revolving Credit Facility due January 31, 2025 [Member]
Debt Instrument [Line Items]
Total debt		$ 75,000
Maturity date		Jan. 31, 2025
Debt Instrument, increase (decrease) for period, description		In the event the Company’s outstanding indebtedness under the Successor Revolver exceeds 35% of the aggregate principal amount of the revolving commitments then in effect, it is required to maintain a consolidated first lien leverage ratio no greater than 7.75 to 1.			the Company had no outstanding amounts under the Successor Revolver, and therefore was not subject to the consolidated first lien leverage ratio covenant and was compliant with all other covenants under the agreement.
Term Loan due January 31, 2027 [Member]
Debt Instrument [Line Items]
Total debt	$ 766,600	$ 670,000
Maturity date	Jan. 31, 2027	Jan. 31, 2027
Term Loan due January 31, 2027 [Member] \| LIBOR [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Interest rate	3.00%	3.25%
Term Loan due January 31, 2027 [Member] \| LIBOR [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Interest rate	3.25%	3.50%
Term Loan due January 31, 2028 [Member]
Debt Instrument [Line Items]
Total debt		$ 145,000
Maturity date		Jan. 31, 2028
Term Loan due January 31, 2028 [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Interest rate		8.50%
First Lien [Member]
Debt Instrument [Line Items]
Repayment of predecessor first lien credit facility			$ 34,000		$ 363,875
First Lien [Member] \| IPO [Member]
Debt Instrument [Line Items]
Total debt				$ 564,700	$ 564,700
Maturity date					Jan. 31, 2027
Repayment of the successor first lien credit facility				$ 44,300	$ 200,000
Debt instrument interest rate reduced during period					0.25%

Goodwill, Trade Name, and Customer Lists - Summary of Gross Carrying Value and Accumulated Amortization of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	6 Months Ended	11 Months Ended
	Jun. 30, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 600,117	$ 596,440
Accumulated Amortization	(109,874)	(73,077)
Net Carrying Value	490,243	523,363
Trade Name [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	95,343	95,230
Accumulated Amortization	(11,515)	(7,528)
Net Carrying Value	$ 83,828	$ 87,702
Useful Life (in years)	20 years	20 years
Customer Lists [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 504,774	$ 501,210
Accumulated Amortization	(98,359)	(65,549)
Net Carrying Value	$ 406,415	$ 435,661
Useful Life (in years)	14 years	14 years

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
CURRENT ASSETS
Cash and cash equivalents	$ 257,122	$ 152,818
Restricted cash	156	152
Short-term investments	1,352	1,267
Accounts receivable (net of allowance for doubtful accounts of $666 and $967 at June 30, 2021 and December 31, 2020, respectively)	128,906	111,363
Prepaid expenses and other current assets	11,338	8,699
Income tax receivable	2,272	3,479
Total current assets	401,146	277,778
Property and equipment. net	172,239	190,282
Goodwill	774,562	770,089
Trade name, net	83,828	87,702
Customer lists, net	406,415	435,661
Deferred tax asset, net	1,592	807
Other assets	2,397	1,372
TOTAL ASSETS	1,842,179	1,763,691
CURRENT LIABILITIES
Accounts payable	47,314	44,117
Accrued compensation	22,244	18,939
Accrued liabilities	27,346	25,200
Current portion of long-term debt	0	6,700
Income tax payable	1,922	2,451
Deferred revenue	540	431
Total current liabilities	99,366	97,838
Long-term debt (net of deferred financing costs of $10,756 and $26,345 at June 30, 2021 and December 31, 2020, respectively)	553,968	778,605
Deferred tax liability net	81,744	86,770
Other liabilities	7,306	6,208
Total liabilities	742,384	969,421
COMMITMENTS AND CONTINGENCIES (Note 12)
EQUITY
Common stock - $0.001 par value; 1,000,000,000 shares authorized, 152,856,250 and 130,000,000 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively	153	130
Additional paid-in-capital	1,158,804	839,148
Accumulated deficit	(63,111)	(47,492)
Accumulated other comprehensive income	3,949	2,484
Total equity	1,099,795	794,270
TOTAL LIABILITIES AND EQUITY	$ 1,842,179	$ 1,763,691

Property and Equipment, net- Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021
Property Plant And Equipment [Abstract]
Depreciation and amortization expense	$ 1.3	$ 17.5	$ 16.8	$ 28.1	$ 34.0

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	1 Months Ended	5 Months Ended	6 Months Ended
	Jan. 31, 2020	Jun. 30, 2020	Jun. 30, 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)	$ (36,530)	$ (38,180)	$ (15,619)
Adjustments to reconcile net (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	2,105	61,059	70,681
Loss on extinguishment of debt	10,533		13,938
Amortization of deferred financing costs	569	1,456	5,059
Bad debt (recovery) expense	102	56	(367)
Deferred taxes	(997)	(9,231)	(5,975)
Share-based compensation	3,976	801	3,226
(Gain) on foreign currency exchange rates	(82)	(285)	(319)
Loss on disposal of fixed assets	8	63	81
Change in fair value of interest rate swaps		5,156	(953)
Changes in operating assets and liabilities:
Accounts receivable	9,384	7,058	(16,895)
Prepaid expenses and other current assets	(4,604)	4,468	(2,654)
Other assets	(62)	(287)	(1,032)
Accounts payable	(8,871)	3,651	2,590
Accrued compensation and accrued liabilities	4,102	(11,337)	2,780
Deferred revenue	11	(16)	106
Other liabilities	767	(389)	545
Income taxes receivable and payable, net	373	(634)	906
Net cash provided by (used in) operating activities	(19,216)	23,409	56,098
CASH FLOWS FROM INVESTING ACTIVITIES
Changes in short-term investments	(163)	706	(92)
Acquisition of business			(7,588)
Purchase of property and equipment	(951)	(2,724)	(3,841)
Capitalized software development costs	(929)	(4,465)	(7,482)
Net cash used in investing activities	(2,043)	(6,483)	(19,003)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions			320,559
Payments of initial public offering issuance costs			(1,028)
Shareholder distribution			(313)
Capital contributions	41,143	59,423	241
Distributions to Predecessor Members and Option holders	(17,991)	(4,087)
Borrowings on Successor Revolver		25,000
Repayments on Successor Revolver		(25,000)
Payments of debt issuance costs		(1,397)	(1,257)
Payments on capital lease obligations	(274)	(977)	(925)
Payments on Deferred Purchase Agreements			(362)
Net cash provided by (used in) financing activities	(11,122)	52,962	67,869
Effect of exchange rate on cash. cash equivalents, and restricted cash	(102)	(1,141)	(656)
(Increase) decrease in cash, cash equivalents, and restricted cash	(32,483)	68,747	104,308
Cash, cash equivalents, and restricted cash at beginning of period	80,746	48,263	152,970
Cash, cash equivalents, and restricted cash at end of period	48,263	117,010	257,278
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFROMATION:
Cash paid for income taxes, net of refunds received	279	1,915	3,736
Cash paid for interest	224	19,994	13,721
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Offering costs included in accounts payable and accrued expenses and other current liabilities			3,006
Non-cash property and equipment additions	289	274	2,797
Distributions declared to Optionholders but not paid	781	$ 0	0
First Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Borrowings from Successor First Lien Credit Facility			261,413
Repayments of Credit Facility	$ (34,000)		(363,875)
Second Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of Credit Facility			$ (146,584)

Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended	2 Months Ended	5 Months Ended	6 Months Ended
	Jun. 25, 2021	Jun. 11, 2021	Jan. 31, 2020	Mar. 31, 2020	Jun. 30, 2020	Jun. 30, 2021	Dec. 31, 2020
Class Of Stock [Line Items]
Common stock, shares authorized		1,000,000,000				1,000,000,000	1,000,000,000
Common stock, shares issued						152,856,250	130,000,000
Common stock, shares outstanding						152,856,250	130,000,000
Common stock, par value		$ 0.001				$ 0.001	$ 0.001
Stockholders' equity note, stock split		1,300,000-for-one stock split
Proceeds from contributed capital			$ 41,143	$ 50,000	$ 59,423	$ 241
Preferred stock, shares authorized		250,000,000				250,000,000
Preferred stock, shares issued						0
Preferred stock, shares outstanding						0
Preferred stock, par value		$ 0.001				$ 0.001
Option to purchase additional shares of common stock	2,981,250
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions						$ 320,559
IPO
Class Of Stock [Line Items]
Stock issued during period shares new issues	29,325,000
Option to purchase additional shares of common stock	2,981,250
Shares offering, price per share	$ 15.00
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions	$ 316,500
Underwriting discounts and commissions	$ 22,300
Offering expenses						4,000
IPO \| Common Stock [Member]
Class Of Stock [Line Items]
Common stock, par value	$ 0.001
Option to purchase additional shares of common stock	843,750
Shares offering, price per share	$ 15.00
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions	$ 316,500
Underwriting discounts and commissions	22,300
Offering expenses	$ 4,000
Repayment of the successor first lien credit facility						$ 200,000
IPO \| First Portion of Common Stock [Member]
Class Of Stock [Line Items]
Stock issued during period shares new issues	22,856,250
Fastball Holdco, L.P
Class Of Stock [Line Items]
Conversion of stock, Shares converted						130,000,000
Common Class A B C [Member]
Class Of Stock [Line Items]
Common stock, shares authorized			165,000,000
Class A Units
Class Of Stock [Line Items]
Common stock, shares authorized			140,000,000
Common stock, shares issued			138,714,853
Common stock, no par value			$ 0
Class B Units
Class Of Stock [Line Items]
Common stock, shares authorized			7,500,000
Common stock, shares issued			1,700,051
Common stock, no par value			$ 0
Class C Units
Class Of Stock [Line Items]
Common stock, shares authorized			17,500,000
Common stock, shares issued			9,271,556
Common stock, no par value			$ 0

Income Taxes - Additional Information (Details)	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
Income Taxes - Additional Information (Details)	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021
Income Tax Disclosure [Abstract]
Income tax rate	2.30%	44.80%	17.60%	18.10%	8.10%
U.S. Federal statutory income tax rate	21.00%	21.00%	21.00%	21.00%	21.00%

Income Taxes

6 Months Ended

Jun. 30, 2021

Income Tax Disclosure [Abstract]

Income Taxes

Note 8. Income Taxes

Prior to the Silver Lake Transaction, the Company was not a taxable entity. However, the Company’s wholly owned C-corporation subsidiaries were taxable entities. The Company is now a U.S. domiciled corporation. The Company’s income tax expense and balance sheet accounts reflect the results of First Advantage Corporation and its subsidiaries.

In accordance with ASC 740-270, Interim Reporting, at the end of each interim period, the Company is required to determine the best estimate of its annual effective tax rate and then apply that rate in providing for income taxes on an interim period. However, in certain circumstances where the Company is unable to make a reliable estimate of the annual effective tax rate, ASC 740-270 allows the actual effective tax rate for the interim period to be used. As of June 30, 2021, the Company calculated its effective rate and applied that rate to the results for the six months ended June 30, 2021 (Successor). The Company used this approach because it was unable to reasonably estimate its annual effective rate due to the variability of the rate as a result of small changes in forecasted income, fluctuations in annual pre-tax income and loss between quarters, and the effects of being taxed in multiple tax jurisdictions.

The effective income tax rate for the three and six months ended June 30, 2021 (Successor) was 44.8% and 8.1%, respectively. The Company’s effective income tax rate for the three months ended June 30, 2021 (Successor) was higher than the U.S. federal statutory rate of 21%, primarily due to the increase of the deferred income tax liability on intangibles as a result of the UK corporate income tax rate increase and U.S. state income tax expenses. The Company’s effective income tax rate for the six months ended June 30, 2021 (Successor) was lower than the U.S. federal statutory rate of 21%, primarily due to the increase of the deferred income tax liability on intangibles as a result of the UK corporate income tax rate increase, foreign withholding tax and state income tax expenses on losses before provision for income taxes for the six months ended June 30, 2021 (Successor).

The Company’s effective income tax rate for the three and five months ended June 30, 2020 (Successor) was 17.6% and 18.1%, respectively, and for the period January 1, 2020 through January 31, 2020 (Predecessor) was 2.3%. The Company’s effective income tax rates for the three and five months ended June 30, 2020 (Successor) and the period January 1, 2020 through January 31, 2020 (Predecessor) were lower than the U.S. Federal statutory rate of 21.0%, primarily as a result of the foreign withholding and U.S. state income tax expenses on losses before provision for income taxes. The lower effective income tax rate for the period January 1, 2020 through January 31, 2020 (Predecessor) compared to the period February 1, 2020 through June 30, 2020 (Successor) and the three and six months ended June 30, 2021 (Successor) was primarily due to the change of the Company’s valuation allowance on certain deferred tax assets, nondeductible transaction costs, and variations in jurisdictional earnings in the period from January 1, 2020 through January 31, 2020 (Predecessor).

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Related Party Transactions - Additional Information (Details) $ in Millions	1 Months Ended
	Jan. 31, 2020 USD ($)
STG [Member]
Related Party Transaction [Line Items]
Related party expenses	$ 0.0

Goodwill, Trade Name, and Customer Lists - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended
	Jan. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2021
Goodwill And Intangible Assets Disclosure [Abstract]
Amortization expense	$ 0.8	$ 18.4	$ 19.8	$ 33.0	$ 36.7

Acquisitions - Additional Information (Details) $ in Thousands, £ in Millions	Mar. 31, 2021 GBP (£)	Mar. 31, 2021 USD ($)	Jan. 31, 2020 USD ($)
Silver Lake Transaction [Member]
Restructuring Cost And Reserve [Line Items]
Fair value of consideration transferred			$ 1,575,958
Cash, net of cash acquired			1,556,810
Closing costs & transaction expenses			$ 31,800
March 2021 U K Acquisition [Member]
Restructuring Cost And Reserve [Line Items]
Cash, net of cash acquired	£ 5.4	$ 7,588

Goodwill, Trade Name, and Customer Lists

6 Months Ended

Jun. 30, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill, Trade Name, and Customer Lists

Note 5. Goodwill, Trade Name, and Customer Lists

The changes in the carrying amount of goodwill for the six months ended June 30, 2021 (Successor) were as follows (in thousands):


Successor:
Balance – December 31, 2020	$	770,089
Acquisitions		3,120
Foreign currency translation		1,353
Balance – June 30, 2021	$	774,562


	June 30, 2021 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	95,343	$	(11,515	)	$	83,828	20 years
Customer lists		504,774		(98,359	)		406,415	14 years
Total	$	600,117	$	(109,874	)	$	490,243


	December 31, 2020 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	95,230	$	(7,528	)	$	87,702	20 years
Customer lists		501,210		(65,549	)		435,661	14 years
Total	$	596,440	$	(73,077	)	$	523,363

Amortization expense of trade name and customer lists was approximately $18.4 million and $19.8 million for the three months ended June 30, 2021 and 2020 (Successor), respectively. Amortization expense of trade name and customer lists was approximately $36.7 million, $33.0 million, and $0.8 million for the six months ended June 30, 2021 (Successor), the period from February 1, 2020 through June 30, 2020 (Successor), and the period from January 1, 2020 through January 31, 2020 (Predecessor), respectively.