0000950170-22-004413 | 10-K | XBRL Viewer

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Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
CURRENT ASSETS
Cash and cash equivalents	$ 292,642	$ 152,818
Restricted cash	148	152
Short-term investments	941	1,267
Accounts receivable (net of allowance for doubtful accounts)	155,772	111,363
Prepaid expenses and other current assets	14,365	8,699
Income tax receivable	2,292	3,479
Total current assets	466,160	277,778
Property and equipment, net	154,309	190,282
Goodwill	793,892	770,089
Trade name, net	79,585	87,702
Customer lists, net	384,766	435,661
Deferred tax asset, net	1,413	807
Other assets	6,456	1,372
TOTAL ASSETS	1,886,581	1,763,691
CURRENT LIABILITIES
Accounts payable	53,977	44,117
Accrued compensation	30,054	18,939
Accrued liabilities	21,829	25,200
Current portion of long-term debt	0	6,700
Income tax payable	2,573	2,451
Deferred revenue	873	431
Total current liabilities	109,306	97,838
Long-term debt (net of deferred financing costs)	554,845	778,605
Deferred tax liability, net	84,653	86,770
Other liabilities	5,539	6,208
Total liabilities	754,343	969,421
COMMITMENTS AND CONTINGENCIES
EQUITY
Common stock	153	130
Additional paid-in-capital	1,165,163	839,148
Accumulated deficit	(31,441)	(47,492)
Accumulated other comprehensive (loss) income	(1,637)	2,484
Total equity	1,132,238	794,270
TOTAL LIABILITIES AND EQUITY	$ 1,886,581	$ 1,763,691

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Statement Of Financial Position [Abstract]
Accounts Receivable (net of allowance for doubtful accounts)	$ 1,258	$ 967
Long term debt (net of deferred financing costs)	$ 9,879	$ 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	152,901,040	130,000,000
Common stock, shares outstanding	152,901,040	130,000,000

Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Income Statement [Abstract]
REVENUES	$ 36,785	$ 472,369	$ 712,295	$ 481,767
OPERATING EXPENSES:
Cost of services (exclusive of depreciation and amortization below)	20,265	240,287	352,170	245,324
Product and technology expense	3,189	32,201	45,507	33,239
Selling, general, and administrative expense	11,235	66,864	107,980	85,084
Depreciation and amortization	2,105	135,057	142,815	25,953
Total operating expenses	36,794	474,409	648,472	389,600
INCOME (LOSS) FROM OPERATIONS	(9)	(2,040)	63,823	92,167
OTHER EXPENSE (INCOME):
Interest expense	4,514	47,914	25,122	51,964
Interest income	(25)	(530)	(150)	(945)
Loss on extinguishment of debt	10,533	0	13,938	0
Transaction expenses, change in control	22,370	9,423	0	0
Total other expense	37,392	56,807	38,910	51,019
Net income (loss) before provision for income taxes	(37,401)	(58,847)	24,913	41,148
Provision (benefit) for income taxes	(871)	(11,355)	8,862	6,898
NET INCOME (LOSS)	(36,530)	(47,492)	16,051	34,250
Foreign currency translation income (loss)	(31)	2,484	(4,121)	(341)
COMPREHENSIVE INCOME (LOSS)	(36,561)	(45,008)	11,930	33,909
Net income (loss)	$ (36,530)	$ (47,492)	$ 16,051	$ 34,250
Basic net (loss) income per share	$ (0.24)	$ (0.37)	$ 0.11	$ 0.23
Diluted net (loss) income per share	$ (0.24)	$ (0.37)	$ 0.11	$ 0.21
Weighted average number of shares outstanding - basic	149,686,460	130,000,000	140,480,590	149,686,460
Weighted average number of shares outstanding - diluted	149,686,460	130,000,000	141,687,384	163,879,766

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	1 Months Ended	2 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$ (36,530)		$ (47,492)	$ 16,051		$ 34,250
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	2,105		135,057	142,815		25,953
Loss on extinguishment of debt	10,533		0	13,938		0
Amortization of deferred financing costs	569		3,242	5,936		3,174
Bad debt (recovery) expense	102		350	(17)		88
Deferred Taxes	(997)		(16,747)	(2,924)		2,085
Share-based compensation	3,976		1,876	9,530		1,216
(Gain) on foreign currency exchange rates	(82)		(31)	(575)		(110)
Loss (gain) on disposal of fixed assets	8		19	76		(23)
Change in fair value of interest rate swaps	0		3,616	(2,284)		0
Changes in operating assets and liabilities:
Accounts receivable	9,384		(28,541)	(40,842)		(10,964)
Prepaid expenses and other current assets	(4,604)		3,561	(5,430)		9,901
Other assets	(62)		55	(5,072)		424
Accounts payable	(8,871)		16,530	7,516		12,760
Accrued compensation and accrued liabilities	4,102		880	8,541		(7,335)
Deferred revenue	11		(271)	196		(13)
Other liabilities	767		826	(87)		836
Income taxes receivable and payable, net	373		(79)	1,309		(659)
Net cash provided by (used in) operating activities	(19,216)		72,851	148,677		71,583
CASH FLOWS FROM INVESTING ACTIVITIES
Changes in short-term investments	(163)		257	305		(1,120)
Proceeds from sale of property and equipment	0		0	0		34
Acquisitions of businesses, net of cash acquired	0		0	(48,934)		0
Purchases of property and equipment	(951)		(5,304)	(7,313)		(6,578)
Capitalized software development costs	(929)		(10,522)	(16,485)		(10,125)
Net cash used in investing activities	(2,043)		(15,569)	(72,427)		(17,789)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions	0		0	320,559		0
Payments of initial public offering issuance costs	0		0	(4,034)		0
Shareholder distribution	0		0	(313)		0
Capital contributions	41,143	$ 50,000	59,423	241		0
Distributions to Predecessor Members and Optionholders	(17,991)		(5,834)	0		0
Borrowings on Successor Revolver	0		25,000	0		0
Repayments on Successor Revolver	0		(25,000)	0		0
Payments of debt issuance costs	0		(1,397)	(1,257)		0
Payments on capital lease obligations	(274)		(2,438)	(1,652)		(3,176)
Payments on deferred purchase agreements	0		0	(705)		0
Proceeds from stock option exercises	0		0	387		0
Net settlement of stock option exercises	0		0	(332)		0
Net cash provided by (used in) financing activities	(11,122)		46,404	63,848		(3,176)
Effect of exchange rate on cash. cash equivalents, and restricted cash	(102)		1,021	(278)		(130)
Increase (decrease) in cash, cash equivalents, and restricted cash	(32,483)		104,707	139,820		50,488
Cash, cash equivalents, and restricted cash at beginning of period	80,746	$ 48,263	48,263	152,970	$ 80,746	30,258
Cash, cash equivalents, and restricted cash at end of period	48,263		152,970	292,790	$ 152,970	80,746
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes, net of refunds received	279		4,786	10,361		5,249
Cash paid for interest	224		41,145	23,029		55,784
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Lease Obligation Incurred	0		0	0		1,860
Non-cash property and equipment additions	289		88	3,643		651
Distributions declared to Optionholders but not paid	781		0	0		0
Successor First Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Borrowings from Successor First Lien Credit Facility	0		0	261,413		0
Repayments of Lien Credit Facility	0		(3,350)	(363,875)		0
Successor Second Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of Lien Credit Facility	0		0	(146,584)		0
Predecessor First Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of Lien Credit Facility	$ (34,000)		$ 0	$ 0		$ 0

Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid In Capital [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive (Loss) [Member]
Beginning Balance at Jan. 31, 2020	$ 779,726	$ 130	$ 779,596
Share-based compensation	1,876		1,876
Capital contributions	59,423		59,423
Shareholder distribution	(1,747)		(1,747)
Foreign currency translation income (loss)	2,484				$ 2,484
Net income (loss)	(47,492)			$ (47,492)
Ending Balance at Dec. 31, 2020	794,270	130	839,148	(47,492)	2,484
Share-based compensation	9,530		9,530
Capital contributions	241		241
Issuance of common stock in connection with initial public offering, net of offering costs,	316,525	23	316,502
Exercise of stock options	387		387
Common stock withheld for tax obligations and net settlement of stock option exercise	(332)		(332)
Shareholder distribution	(313)		(313)
Foreign currency translation income (loss)	(4,121)				(4,121)
Net income (loss)	16,051			16,051
Ending Balance at Dec. 31, 2021	$ 1,132,238	$ 153	$ 1,165,163	$ (31,441)	$ (1,637)

- 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

Consolidated Statement of Changes in Members' (Deficit) Equity - USD ($) $ in Thousands	Total	Predecessor Period	Accumulated Deficit [Member] Predecessor Period	Accumulated Other Comprehensive (Loss) [Member] Predecessor Period	Class A Units Additional Paid In Capital [Member] Predecessor Period	Class B Units Additional Paid In Capital [Member] Predecessor Period	Class C Units Additional Paid In Capital [Member] Predecessor Period
Balance at Dec. 31, 2018		$ (129,342)	$ (235,483)	$ (12,511)	$ 106,090	$ 2,213	$ 10,349
Share-based compensation		1,216				41	1,175
Foreign currency translation income (loss)	$ (341)	(341)		(341)
NET INCOME (LOSS)	34,250	34,250	34,250
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
Distribution to Optionholders		(18,772)				(1,469)	(17,303)
Foreign currency translation income (loss)	(31)	(31)		(31)
NET INCOME (LOSS)	$ (36,530)	(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

Organization, Nature of Business, and Basis of Presentation

12 Months Ended

Dec. 31, 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

First Advantage Corporation, a Delaware corporation, was formed on November 15, 2019. 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 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 services to perform background checks across all phases from pre-onboarding to continuous monitoring after the employees, contractors, contingent and extended workers, drivers, tenants, and volunteers have been onboarded, and generally classify our service offerings into three categories: pre-onboarding, post-onboarding, and other. Pre-onboarding services are comprised of an extensive array of products and solutions that customers typically utilize to enhance their evaluation process and ensure compliance from the time a job or other application is submitted to a successful applicant’s onboarding date. This includes searches such as criminal background checks, drug / health screenings, extended workforce screening, biometrics and identity checks, education / workforce verification, driver records and compliance, healthcare credentials, and executive screening. Post-onboarding services are comprised of continuous monitoring and re-screening solutions which are important tools to help keep their end customers, workforces, and other stakeholders safer, productive, and compliant. Our post-monitoring solutions include criminal records, healthcare sanctions, motor vehicle records, social media, and global sanctions screening continuously or at regular intervals selected by our customers. Other includes products that complement our pre-onboarding and post-onboarding products and solutions. This includes fleet / vehicle compliance, hiring tax credits and incentives, resident / tenant screening, and investigative research.

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 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 costs of $4.0 million, all of which was paid at December 31, 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.

On November 15, 2021, the Company completed a follow-on offering (“November Follow-On”) where certain existing stockholders sold an aggregate of 15,000,000 shares, plus an additional 2,250,000 shares that were sold pursuant to the full exercise of the underwriters’ option to purchase additional shares. The Company did not sell any shares of its common stock in the November Follow-on Offering and did not receive any of the proceeds from the sale of shares.

Basis of Presentation — The accompanying 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 Company has experienced 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 historically occurred between September and November of each year.

Use of Estimates — The preparation of the 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 consolidated financial statements and accompanying notes.

Significant estimates, judgments, and assumptions, include, but are not limited to, the determination of the fair value and useful lives of assets acquired and liabilities assumed through business combinations, the impairment of long-lived assets, and goodwill impairment, collectability of receivables, revenue recognition, capitalized software, assumptions used for purposes of determining share-based compensation and income tax liabilities and assets. 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.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 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 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.

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 December 31, 2021 (Successor) (in thousands):


	Level 1		Level 2		Level 3
Assets
Interest rate swaps	$	—	$	197	$	—

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Other intangible assets are subject to nonrecurring fair value measurement as the result of business acquisitions. The fair values of these assets were estimated using the present value of expected future cash flows through unobservable inputs (Level 3).

Cash and Cash Equivalents — The Company considers cash equivalents to be cash and all short term investments that have an original maturity of ninety days or less. Outstanding checks in excess of funds on deposit are classified as current liabilities in the accompanying consolidated balance sheets. As of December 31, 2021 and 2020 (Successor), the Company had no outstanding checks in excess of funds on deposit.

Restricted Cash — Restricted cash represents monies held in trust for a specific purpose as contractually required under the respective arrangement.

Short-Term Investments — Short-term investments represents fixed time deposits having a maturity date within twelve months.

Accounts Receivable — Accounts receivable are due from customers in a broad range of industries located throughout the United States and internationally. Credit is extended based on evaluation of the customer’s financial condition, and generally, collateral is not required.

The allowance for all uncollectible receivables is based on a combination of historical data, cash payment trends, specific customer issues, write-off trends, general economic conditions, and other factors. These factors are continuously monitored by management to arrive at the estimate for the amount of accounts receivable that may be ultimately uncollectible. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations, the Company records a specific allowance for doubtful accounts against amounts due in order to reduce the net recognized receivable to the amount it reasonably believes will be collected. The Company believes that the allowance for doubtful accounts at December 31, 2021 and 2020 (Successor) is reasonably stated.

Property and Equipment — Property and equipment are recorded at cost. Property and equipment include computer software for internal uses either developed internally, acquired by business combination or otherwise purchased. Software development costs, including internal personnel and third-party professional services, are capitalized during the application development stage of initial development or during development of new features and enhancements. The Company amortizes purchased software using the straight-line method over the estimated useful life of the software and software acquired by business combination on an accelerated basis over its expected useful life of five years. Software development costs not meeting the criteria for capitalization are expensed as incurred.

Depreciation on leasehold improvements is computed on the straight-line method over the shorter of the life of the asset, or the lease term, ranging from one to fifteen years. Depreciation on data processing equipment and furniture and equipment is computed using the straight-line method over their estimated useful lives ranging from three to ten years.

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 $7.9 million and $7.5 million of amortization expense related to the trade name for the year ended December 31, 2021 (Successor) and for the period from February 1, 2020 through December 31, 2020 (Successor), respectively. No amortization expense was recorded for the period from January 1, 2020 through January 31, 2020 (Predecessor) or for the year ended December 31, 2019 (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 $65.5 million, $65.2 million, $0.8 million, and $11.1 million of amortization expense related to customer lists for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively.

The Company regularly evaluates the amortization period assigned to each intangible asset to ensure that there have not been any events or circumstances that warrant revised estimates of useful lives. In December 2021, the Company determined that there had been no triggering events that would require impairment of trade names or customer lists.

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. In connection with the Silver Lake Transaction, the Company became a U.S. domiciled corporation for tax purposes. Accordingly, the Company has followed ASC 740, Income Taxes, which provides for income taxes using the liability method, which requires an asset and liability based approach in accounting for income taxes for all periods presented. Deferred income taxes reflect the net tax effect on future years of temporary differences in the carrying amount of assets and liabilities between financial statements and income tax purposes. Valuation allowances are established when the Company determines that it is more likely than not that some portion or the entire deferred tax asset will not be realized. The Company evaluates its effective tax rates regularly and adjusts them when appropriate based on currently available information relative to statutory rates, apportionment factors and the applicable taxable income in the jurisdictions in which the Company operates, among other factors.

The Company calculates additional tax provisions, where applicable, related to accounting for uncertainty in income taxes, which prescribe a recognition threshold and measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The amount recognized is measured as the largest benefit that has a greater than 50% likelihood of being realized upon settlement. The Company adjusts its estimates of uncertain tax positions periodically because of ongoing examinations by, and settlements with, various taxing authorities, as well as changes in tax laws, regulations, and interpretations. The Company classifies interest and penalties associated with its unrecognized tax benefits as a component of income tax expense (see Note 8).

Impairment of Long-Lived Assets — The Company regularly evaluates whether events and circumstances have occurred that indicate the carrying amount of property and equipment and finite-life intangible assets may not be recoverable. Conditions that could indicate an impairment assessment is needed include a significant decline in the observable market value of an asset or asset group, a significant change in the extent or manner in which an asset or asset group is used, or a significant adverse change that would indicate that the carrying amount of an asset or asset group is not recoverable. When factors indicate that these long-lived assets or asset groups should be evaluated for possible impairment, the Company assesses the potential impairment by determining whether the carrying value of such long-lived assets or asset groups will be recovered through the future undiscounted cash flows expected from use of the asset or asset group and its eventual disposition. If the carrying amount of the asset or asset group is determined not to be recoverable, an impairment charge is recorded based on the excess, if any, of the carrying amount over fair value. Fair values are determined based on quoted market values or discounted cash flows analyses as applicable. The Company regularly evaluates whether events and circumstances have occurred that indicate the useful lives of property and equipment and finite-life intangible assets may warrant revision. The Company determined the carrying values of its long-lived assets were not impaired as of December 31, 2021 and 2020 (Successor).

Advertising Costs — Advertising costs are expensed as incurred and are included in selling, general and administrative expense in the accompanying consolidated statements of operations and comprehensive income (loss). Advertising costs were $1.4 million, $0.6 million, $0.1 million, and $1.8 million for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively.

Derivative Instruments — The Company is exposed to certain risks relating to its ongoing business operations and mitigates interest rate risk through the use of derivative instruments. Interest rate swaps have been entered into to manage a portion of the interest rate risk associated with the Company’s variable-rate borrowings.

In accordance with ASC 815, Derivatives and Hedging, the derivative instruments are recognized and subsequently measured on the balance sheet at fair value. The Company reviewed its interest rate swaps and determined they do not meet the definition of cash flow hedges. Therefore, the guidance requires that the change in fair value of the interest rate swaps be recognized as a component of income or expense in the consolidated statements of operations and comprehensive income (loss) (see Note 7).

Concentrations of Credit Risk — Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. Substantially all of the Company’s cash and cash equivalent balances were deposited with financial institutions which management has determined to be high credit quality institutions. Accounts receivable represent credit granted to customers for services provided.

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. The Company has determined the counterparty bank to be a high credit quality institution. The Company does not enter into financial instruments for trading or speculative purposes.

The Company did not have any customers which represented 10% or more of its consolidated revenues for the year ended December 31, 2019 (Predecessor) or during the period from January 1, 2020 through January 31, 2020 (Predecessor). The Company had one customer which represented approximately 10% and 12% of its consolidated revenues during year ended December 31, 2021 (Successor) and for the period from February 1, 2020 to December 31, 2020 (Successor), respectively. No other customer represented 10% or more of its revenue for the period. Additionally, the Company did not have any customers which represented 10% or more of its consolidated accounts receivable, net for any period presented.

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 background screening and related services provided 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 applicant. 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 post-onboarding monitoring, 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 cost of services 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 customers 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. Amounts received from fleet management customers are recorded in cash and cash equivalents in the accompanying consolidated balance sheets as the funds are not legally restricted.

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 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 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 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 (loss) income included in the accompanying consolidated statements of operations and comprehensive income (loss) were approximately $0.1 million, $(0.3) million, $0.1 million, and $0.3 million for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively.

Currency translation (loss) income included in accumulated other comprehensive income (loss) were approximately $(4.1) million, $2.5 million, $0.0 million, and $(0.3) million for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively.

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”). As a result of the Silver Lake Transaction, this plan was dissolved as of the transaction date. After the Silver Lake Transaction, all share-based awards are issued by a parent of the Company under individual grant agreements and the partnership agreement (collectively the “Successor Plan”). Following the IPO, share-based awards were issued to employees and non-employee directors under the 2021 Omnibus Incentive Plan (the “2021 Equity Plan”). All three plans were designed with the intention of promoting the long-term success of the Company by attracting, motivating, and retaining key employees of the Company.

The Company accounts for awards issued under all three plans in accordance with ASC 718, Compensation — Stock Compensation. Management expects to allow its employees granted awards under the Successor Plan to bear the risks and rewards normally associated with equity ownership for a reasonable period of time when all requisite vesting requirements have been rendered. Awards issued under the Successor plan were callable by the issuing parent. However, the call rights expired upon the completion of the IPO, and as of December 31, 2021, no outstanding awards are callable. Therefore, the related share-based awards are classified as equity.

The calculation of share-based employee compensation expense involves estimates that require management’s judgment. These estimates include the fair value of each of the share-based awards granted, which is estimated on the date of grant using a Black-Scholes option-pricing model. There are four inputs into the Black-Scholes option-pricing model: expected volatility, risk-free interest rates, expected term, and estimated fair value of the underlying unit. The Company estimates expected volatility based on an analysis of guidelines of publicly traded peer companies’ historical volatility. The risk-free interest rate is based on the treasury constant maturities rate based on data published by the U.S. Federal Reserve. The expected term of share-based awards granted is derived from historical exercise experience under the Company’s share-based plans and represents the period of time that awards granted are expected to be outstanding. Because of the limitations on the sale or transfer of our equity as a privately held company and a lack of historical option exercises as a public company, the Company does not believe our historical exercise pattern is indicative of the pattern we will experience in future periods. The Company has consequently used the simplified method to calculate the expected term, which is the average of the contractual term and vesting period, and plans to continue to use simplified method until we have sufficient exercise and pricing history. Finally, prior to the IPO, the estimated fair value of the underlying equity was determined using either the Silver Lake Transaction valuation or a blend of income and market approaches. After the IPO, the estimated fair value of the underlying equity was based on the observable market price of the Company’s equity.

The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and the Company uses different assumptions, share-based compensation expenses could be materially different in the future. In addition, for awards with a service condition, the Company has elected to account for forfeitures as they occur. Therefore, the Company will reverse compensation costs previously recognized when an unvested award is forfeited. For awards with a performance condition, the Company is required to estimate the expected forfeiture rate, and only recognize expenses for those shares expected to vest. The Company estimates the expected forfeiture rate based on the Company’s historical data, grant terms, and anticipated plan participant turnover. If the Company’s actual forfeiture rate is materially different from its estimate, the share-based compensation expense could be significantly different from what the Company has recorded in the current period. There were no grants made during the year ended December 31, 2019 (Predecessor) or the period from January 1, 2020 through January 31, 2020 (Predecessor).

Comprehensive Income (Loss) — Comprehensive income (loss) includes gains and losses from foreign currency translation adjustments, net.

Net Income (Loss) Per Share of Equity — Basic and diluted net (loss) income per unit (Predecessor) and basic net income (loss) per share (Successor) are computed by dividing net income (loss) by the weighted average number of common units or shares outstanding during the period. For Successor periods, basic weighted-average shares outstanding excludes nonvested restricted stock. Diluted net income (loss) per unit (Predecessor) and diluted net income (loss) per share (Successor) is computed by dividing net income (loss) by the weighted average number of units or shares outstanding during the period after adjusting for the impact of securities that would have a dilutive effect on net income (loss) per unit or share. Diluted weighted average shares outstanding, is similar to basic weighted-average shares outstanding, except that the weighted-average number of shares is increased to include the number of additional common shares that would have been outstanding if the potentially dilutive common share had been issued, including the dilutive impact of nonvested restricted stock. The Company uses the treasury stock method to incorporate potentially dilutive securities in diluted net income (loss) per unit or share.

The potentially dilutive securities outstanding during the year ended December 31, 2021 (Successor) had a dilutive effect and were included in the calculation of diluted net income per share for the period. The Company did not have any potentially dilutive securities for the period from February 1, 2020 through December 31, 2020 (Successor).

For the year ended December 31, 2019 (Predecessor) and for the period from January 1, 2020 through January 31, 2020 (Predecessor), the Company had Class B options, Class C options, and Class C RSUs issued under the Predecessor Plan. The potentially dilutive securities outstanding during the year ended December 31, 2019 (Predecessor) had a dilutive effect and were included in the calculation of diluted net income per unit for the period. The potentially dilutive securities outstanding during the period ended January 31, 2020 (Predecessor) had an anti-dilutive effect and were therefore not included in the calculation of diluted net (loss) per unit for the period.

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. The Company has elected the extended transition period for the adoption of the Accounting Standards Updates (“ASU”) below, except those where early adoption was both permitted and elected.

In February 2016, the FASB issued ASU 2016-02, Leases, and subsequently issued additional ASUs amending this ASU (collectively ASC 842, Leases) which amends various aspects of existing guidance for leases. This guidance requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. The effective date of the new standard is extended to fiscal years beginning after December 15, 2021, with early adoption being permitted.

A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. If an entity chooses the second option, the transition requirements for existing leases also apply to leases entered into between the date of initial application and the effective date. The entity must also recast its comparative period financial statements and provide the disclosures required by the new standard for the comparative periods. The Company will adopt the new standard on January 1, 2022 and use the effective date as its date of initial application. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2022.

The new standard provides a number of optional practical expedients in transition. The Company intends to elect the ‘package of practical expedients’, which permits it not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs. The Company does not expect to elect the use-of-hindsight or the practical expedient pertaining to land easements; the latter not being applicable.

The Company expects that this standard will have a material effect on its financial statements. On adoption, the Company expects to recognize ROU assets of approximately $11.5 million to $13.5 million and lease liabilities for operating leases of approximately $14.0 million to $16.0 million based on the present value of the future minimum rental payments for existing operating leases. The difference in the balances is due to deferred rent, tenant incentive allowances, and prepaid amounts taken into account for adoption.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments, which changes the way companies evaluate credit losses for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking expected loss model to evaluate impairment, potentially resulting in earlier recognition of allowances for losses. Enhanced disclosures are also required, including the requirement to disclose the information used to track credit quality by year or origination for most financing receivables. The new standard is effective for fiscal years beginning after December 15, 2022. The Company will adopt this guidance in 2023, and does not expect adoption to have a material impact on its consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU removes specific exceptions to the general principles in Topic 740. Among other things it eliminates the need for an organization to analyze whether the following apply in a given period: exception to the incremental approach for intra-period tax allocation; exceptions to accounting for basis differences when there are ownership changes in foreign investments; and exception in interim period income tax accounting for year-to-date losses that exceed anticipated losses. This amendment also improves financial statement preparers’ application of income tax-related guidance and simplifies GAAP for: franchise taxes that are partially based on income; transactions with a government that result in a step up in the tax basis of goodwill; separate financial statements of legal entities that are not subject to tax; and enacted changes in tax laws in interim periods. This guidance is effective for annual reporting periods beginning after December 15, 2021, including interim periods therein. The Company will adopt this guidance in 2022, and does not expect adoption to have a material impact on its consolidated financial statements.

In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and in January 2021 issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope. These ASUs provide temporary optional expedients and exceptions to existing guidance on contract modifications and hedge accounting to facilitate the market transition from existing reference rates, such as the London Inter-bank Offered Rate (“LIBOR”) which is being phased out beginning at the end of 2021, to alternate reference rates, such as the Secured Overnight Financing Rate (“SOFR”). These standards were effective upon issuance and allowed application to contract changes as early as January 1, 2020. These provisions may impact the Company as contract modifications and other changes occur during the LIBOR transition period. The Company continues to evaluate the optional relief guidance provided within these ASUs, has reviewed its debt securities, bank facilities, and derivative instruments and continues to evaluate commercial contracts that may utilize LIBOR as the reference rate. The Company will continue its assessment and monitor regulatory developments during the LIBOR transition period.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers. Prior to the issuance of this guidance, contract assets and contract liabilities were recognized by the acquirer at fair value on the acquisition date. This guidance is effective for annual reporting periods beginning after December 15, 2023 including interim periods therein. The Company will adopt this guidance in 2024, and does not expect adoption to have a material impact on its consolidated financial statements. However, if the Company acquires material customer contracts in the future, this standard will impact the accounting for those arrangements which may have a material effect on future results.

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.

Acquisitions

12 Months Ended

Dec. 31, 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 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 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 consolidated results of operations for the year ended December 31, 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)	Year Ended December 31, 2020 (Unaudited)			Year Ended December 31, 2019 (Unaudited)
Revenue	$	509,154		$	481,767
Net income (loss)	$	(43,627	)	$	(56,549	)

2021 Acquisitions

In November 2021, the Company, through its wholly-owned subsidiary in the United States, entered into an agreement to acquire 100% of the outstanding equity of Corporate Screening Services, LLC (“Corporate Screening”), a U.S.-based healthcare and higher education focused screening and compliance solutions provider for $39.4 million. The acquisition, which closed on November 30, 2021, strengthened the Company’s healthcare and higher education solutions by adding technology and expertise tailored to those customers. Corporate Screening was determined to constitute a business and the Company was deemed to be the acquirer under ASC 805. As a result, the Company has recorded the related purchase accounting as of November 30, 2021.

The allocation of the purchase price is based on the fair value of assets acquired and liabilities assumed as of the acquisition date. 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	$	39,192
Total fair value of consideration transferred	$	39,192
Current assets	$	2,915
Property and equipment, including software developed for internal use		3,848
Customer lists		11,800
Other assets		18
Current liabilities		(1,555	)
Total identifiable net assets	$	17,026
Goodwill	$	22,166

The Company expects a significant portion of the Goodwill recognized will be deductible for tax purposes.

As of the date these consolidated financial statements were issued, the purchase accounting related to the acquisition of Corporate Screening was incomplete as the valuation of deferred taxes and purchase price were still in the process of being finalized, and certain customary transaction adjustments were not yet finalized. The Company has reflected the provisional amounts for goodwill and deferred taxes in these consolidated financial statements. As such, the above balances may be adjusted in a future period as the valuation is finalized and these adjustments may be material to the consolidated financial statements.

During 2021, the Company also completed the acquisition of two smaller businesses. The first was a March 31, 2021 acquisition of selected assets and specified liabilities comprising the United Kingdom background screening business unit of a United Kingdom based company. The second was a November 30, 2021 acquisition of a background screening and verification provider based in Mexico. These two acquisitions had an aggregated purchase price of $9.7 million which resulted in the recognition of $3.7 million of goodwill and $3.7 million of intangible assets subject to amortization. The factor contributing to goodwill for these two acquisitions is primarily attributable to each acquisition's assembled workforce. Goodwill recognized as a result of the Company’s acquisition in Mexico is not deductible for tax purposes. Goodwill recognized as a result of the Company’s acquisition in the United Kingdom is deductible for tax purposes.

The results for all 2021 Acquisitions have been included in the consolidated financial statements since the closing date of each acquisition and resulted in $24.6 million of revenues for the year ended December 31, 2021 (Successor). Pro forma information was not presented because the effects of the 2021 Acquisitions were not material to the Company’s consolidated financial statements.

Property and Equipment, net

12 Months Ended

Dec. 31, 2021

Property Plant And Equipment [Abstract]

Property and Equipment, Net

Note 4. Property and Equipment, net

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


	Successor			Successor
	December 31, 2021			December 31, 2020
Furniture and equipment	$	20,462		$	15,214
Capitalized software for internal use, acquired by business combination		225,005			220,000
Capitalized software for internal use, developed internally or otherwise purchased		37,326			14,438
Leasehold improvements		3,001			2,402
Total property and equipment		285,794			252,054
Less: accumulated depreciation and amortization		(131,485	)		(61,772	)
Property and equipment, net	$	154,309		$	190,282

Depreciation and amortization expense of property and equipment was approximately $69.4 million, $62.3 million, $1.3 million, and $14.9 million for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively.

Goodwill, Trade Name, and Customer Lists

12 Months Ended

Dec. 31, 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 year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor) and for the period from January 1, 2020, through January 31, 2020 (Predecessor) were as follows (in thousands):


Successor:
Balance – February 1, 2020	$	767,797
Foreign currency translation		2,292
Balance – December 31, 2020	$	770,089
Acquisitions		25,834
Foreign currency translation		(2,031	)
Balance – December 31, 2021	$	793,892

Predecessor:
Balance – December 31, 2019	$	261,590
Foreign currency translation		(61	)
Balance – January 31, 2020	$	261,529

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


	December 31, 2021 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	95,026	$	(15,441	)	$	79,585	20 years
Customer lists		515,524		(130,758	)		384,766	14 years
Total	$	610,550	$	(146,199	)	$	464,351


	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 $73.5 million, $72.7 million $0.8 million, and $11.1 million for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), for the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively.

Amortization expense relating to trade name and customer lists is expected to be as follows (in thousands):


Years Ending December 31,
2022	$	67,912
2023		61,379
2024		55,475
2025		49,324
2026		42,506
Thereafter		187,755
	$	464,351

Long-term Debt

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Long-term Debt

Note 6. Long-term Debt

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


	Successor			Successor
	December 31, 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		(9,879	)		(26,345	)
Long-term debt, net	$	554,845		$	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 required 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 required 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 are 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 1:00.

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.

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% to a range of 2.75% to 3.00%, based on the first lien ratio, plus LIBOR. The remaining outstanding principal of $564.7 million is scheduled to mature on January 31, 2027. As a result of the prepayment, the Company recorded additional interest expense in the accompanying consolidated statements of operations and comprehensive income (loss) 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. As of December 31, 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.

Scheduled maturities of long-term debt as of December 31, 2021 (Successor), are as follows (in thousands):


Years Ending December 31,
2022	$	—
2023		—
2024		—
2025		—
2026		—
Thereafter		564,724
	$	564,724

Derivatives

12 Months Ended

Dec. 31, 2021

Interest Rate Derivatives [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 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 recorded related to the derivative instruments (in thousands):


		Fair Value
Derivatives not designated as hedging instruments	Balance Sheet Location	As of December 31, 2021 (Successor)		As of December 31, 2020 (Successor)
Interest rate swaps	Prepaid expenses and other current assets	$	197	$	—
Interest rate swaps	Other liabilities	$	—	$	3,615

The following is a summary of location and amount of gains and (losses) recorded related to the derivative instruments (in thousands):


		Gain/(Loss)
Derivatives not designated as hedging instruments	Income Statement Location	Year Ended December 31, 2021 (Successor)		Period from February 1, 2020 through December 31, 2020 (Successor)
Interest rate swaps	Interest expense	$	2,284	$	(4,383	)

Income Taxes

12 Months Ended

Dec. 31, 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. In connection with the Silver Lake Transaction, the Company became a U.S. domiciled corporation for tax purposes. The Company’s income tax expense and balance sheet accounts reflect the results of the Company and its subsidiaries.

The domestic and foreign components of income (loss) before provision for income taxes for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively, were as follows (in thousands):


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
(Loss) income before provision for income taxes from United States operations	$	(7,791	)	$	(68,008	)	$	(38,181	)	$	29,196
Income before provision for income taxes from foreign operations		32,704			9,161			780			11,952
Net income (loss) before provision for income taxes	$	24,913		$	(58,847	)	$	(37,401	)	$	41,148

The domestic and foreign components of the provision for income taxes for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively, were as follows (in thousands):


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Current:
Federal	$	58		$	51		$	(2	)	$	(96	)
State		4,003			1,994			(79	)		784
Foreign		7,618			3,818			128			4,161
Total Current	$	11,679		$	5,863		$	47		$	4,849

Deferred:
Federal	$	549		$	(16,144	)	$	(701	)	$	1,778
State		(4,495	)		(784	)		(149	)		389
Foreign		1,129			(290	)		(68	)		(118	)
Total Deferred	$	(2,817	)	$	(17,218	)	$	(918	)	$	2,049
Total	$	8,862		$	(11,355	)	$	(871	)	$	6,898

In the Predecessor periods, our effective tax rate was significantly impacted by the recognition of a valuation allowance against certain deferred tax assets, primarily in the United States. In the Successor period, based upon the weight of all available evidence, the Company no longer maintains a valuation allowance against its deferred tax assets in the United States.

The following table reconciles the U.S. statutory federal tax rate of 21% to the Company’s effective income tax rate of 35.57%, 19.29%, 2.33%, and 16.71%, for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively:


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
U.S. federal statutory rate		21.00	%		21.00	%		21.00	%		21.00	%
State and local income taxes – net of federal tax benefits		(5.32	)		(1.50	)		(0.99	)		4.84
Foreign rate difference		3.25			(0.14	)		0.06			1.28
Change in valuation allowance		(2.72	)		0.00			(12.37	)		(13.81	)
GILTI inclusion		7.92			2.71			(0.34	)		3.41
Transaction cost		5.21			(1.09	)		(3.14	)		—
Share-based compensation		5.82			(0.40	)		(2.23	)		0.47
Rate change impact		2.23			—			—			1.37
US research and development credit		(7.15	)		0.85			0.35			(2.03	)
Withholding tax		5.34			(1.90	)		—			0.78
Other		(0.01	)		(0.24	)		(0.01	)		(0.60	)
Effective rate		35.57	%		19.29	%		2.33	%		16.71	%

On March 18, 2020, the Families First Coronavirus Response Act, and on March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act were each enacted in response to the COVID-19 pandemic. Some of the key tax-related provisions benefiting the Company include favorable modifications to the limitation on the deductibility of business interest and payroll tax deferral. As a result of the adjustment to the business interest limitations, the Company was eligible to increase its deductible interest expense for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor).

On March 11, 2021, the American Rescue Plan Act of 2021 (the “Rescue Plan Act”) was signed into law in the U.S. to provide certain relief as a result of the COVID-19 pandemic. As of December 31, 2021 (Successor), the Company has determined that the Rescue Plan Act had no significant impact on the Company.

As of December 31, 2021 (Successor), the Company had approximately $55.6 million of accumulated unremitted earnings generated by its foreign subsidiaries. Under the U.S. Tax Cuts and Jobs Act of 2017 (“2017 Tax Act”), a portion of these earnings was subject to U.S. federal taxation with the one-time transition tax. With the exception of certain unremitted earnings in India and China, the Company asserted indefinite reinvestment on its unremitted earnings as well as any other additional outside basis differences of its foreign subsidiaries at December 31, 2021. Any future reversals could be subject to additional foreign withholding taxes, U.S. state taxes, and certain tax impacts relating to foreign currency exchange effects on any future repatriations of the unremitted earnings.

The primary components of temporary differences that give rise to the Company’s net deferred tax liability as of December 31, 2021 and 2020 (Successor) consist of the following (in thousands):


	Successor			Successor
	December 31, 2021			December 31, 2020
Deferred tax assets:
Federal net operating loss carryforwards	$	25,227		$	41,498
State net operating loss carryforwards		8,172			9,200
Foreign net operating loss carryforwards		5,556			8,808
Deferred revenue		172			109
Bad debt reserves		203			277
Employee benefits		3,118			2,211
Share-based compensation		586			195
Accrued expenses and loss reserves		2,346			3,997
Other deferred tax assets		9,382			8,679
Less: Valuation allowance		(2,367	)		(4,560	)
Total deferred tax asset	$	52,395		$	70,414
Deferred tax liabilities:
Trade name	$	(19,809	)	$	(22,124	)
Goodwill		(7,340	)		(3,600	)
Depreciable and other amortizable assets		(107,080	)		(130,523	)
Other deferred liabilities		(1,406	)		(130	)
Total deferred tax liability	$	(135,635	)	$	(156,377	)
Net deferred tax liability	$	(83,240	)	$	(85,963	)

As of December 31, 2021 and 2020 (Successor), the Company believes that federal, state, and foreign net operating loss carryforwards will be available to reduce future taxable income after taking into account various federal and foreign limitations on the utilization of such net operating loss carryforwards. The net operating loss carryforward balances as of December 31, 2021 and 2020 (Successor), are as follows (in thousands):


	Successor		Successor
	December 31, 2021		December 31, 2020
Federal	$	120,130	$	197,607
State		147,539		166,196
Foreign		25,063		35,992
	$	292,732	$	399,795

The Company has approximately $5.0 million and $2.7 million of research and development credit carryforwards as of December 31, 2021 and 2020 (Successor), respectively, that will expire beginning in 2034. The Company believes that the research and development credit carryforwards will be utilized to reduce future tax liability before they expire.

After consideration of all of the evidence, the Company has determined that a valuation allowance of approximately $2.4 million and $4.6 million is necessary on December 31, 2021 and 2020 (Successor), respectively. The decrease in the valuation allowance is primarily due to the Dutch tax law change on corporate net operating loss carryforward periods from six years to an unlimited period of time as well as the reversal of Dutch net operating losses expiring during the year ended December 31, 2021.

The Company is no longer subject to U.S. federal examinations by tax authorities for years before 2012, and state, local, and non-U.S. income tax examinations by tax authorities before 2005.

The aggregate changes in the balance of our gross unrecognized tax benefits, excluding accrued interest, for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), for the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), were as follows (in thousands):


	Successor				Predecessor
	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Balance, beginning of period	$	1,341	$	1,290	$	1,296		$	1,384
Increases for tax positions related to prior years		58		51		4			48
Decreases for tax positions related to prior years		—		—		(10	)		(136	)
Balance, end of period	$	1,399	$	1,341	$	1,290		$	1,296

An income tax benefit of approximately $1.4 million would be recorded if these unrecognized tax benefits are recognized. The Company believes it is reasonably possible that its liability for unrecognized tax benefits will significantly decrease in the next twelve months. The Company recognizes accrued interest related to unrecognized tax benefits in interest expense and penalties in income tax expense.

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Revenues

12 Months Ended

Dec. 31, 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 for the year ended December 31, 2021 (Successor), the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (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 region (in thousands):


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Revenues
Americas	$	604,413		$	430,002		$	32,411		$	423,164
International		114,009			45,818			4,665			62,948
Eliminations		(6,127	)		(3,451	)		(291	)		(4,345	)
Total revenues	$	712,295		$	472,369		$	36,785		$	481,767

Contract assets and liabilities

The contract asset balance was $7.4 million and $4.2 million as of December 31, 2021 and 2020 (Successor), respectively, and is included in accounts receivable, net in the accompanying consolidated balance sheets. The contract liability balance was $0.9 million and $0.4 million as of December 31, 2021 and 2020 (Successor), respectively, and is included in deferred revenue in the accompanying consolidated balance sheets. An immaterial amount of revenue was recognized in the current period related to the beginning balance of deferred revenue.

- 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

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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 606
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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+ Details

Share-Based Compensation

12 Months Ended

Dec. 31, 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 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 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 consolidated statements of operations and comprehensive income (loss) as follows (in thousands):


	Successor				Predecessor
	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020		Year Ended December 31, 2019
Share-based compensation expense
Cost of services	$	163	$	100	$	156	$	171
Product and technology expense		459		179		—		92
Selling, general, and administrative expense		8,908		1,597		3,820		953
Total share-based compensation expense	$	9,530	$	1,876	$	3,976	$	1,216

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.

A summary of the option unit activity under the Predecessor Plan for the year ended December 31, 2019 (Predecessor) and for the period from January 1, 2020 to January 31, 2020 (Predecessor) is as follows:


		Class B				Class C
		Options		Weighted Average Exercise Price		Options			Weighted Average Exercise Price
December 31, 2018	Grants Outstanding		331,666	$	1.45		3,792,205		$	2.00
	Forfeited		—	$	—		(3,437	)	$	2.00
December 31, 2019	Grants outstanding		331,666	$	1.45		3,788,768		$	2.00
	Forfeited		—	$	—		(72,500	)	$	2.00
January 31, 2020	Grants outstanding		331,666	$	1.45		3,716,268		$	2.00
January 31, 2020	Grants vested		271,666	$	1.45		3,206,998		$	2.00
January 31, 2020	Grants unvested		60,000	$	1.45		509,270		$	2.00

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 December 31, 2021 (Successor).

Prior to the IPO, the fair value for awards granted during the period from February 1, 2020 through December 31, 2020 (Successor) was estimated at the date of grant using the Black-Scholes option-pricing model with the following weighed average assumptions:


	Period from February 1, 2020 through December 31, 2020
	Class B			Class C
Expected stock price volatility		30.90	%		30.08	%
Risk-free interest rate		1.28	%		1.47	%
Expected term (in years)		6.25			6.25
Estimated fair-value of the underlying unit	$	10.06		$	10.00

A summary of the profits interest unit activity under the Successor Plan for the period from February 1, 2020 through December 31, 2020 (Successor) and the year ended December 31, 2021 (Successor) is as follows:


		Class C Units
February 1, 2020	Grants Outstanding		—
	Issued		4,501,056
	Forfeited		(643,008	)
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	)
December 31, 2021	Grants outstanding		—

A summary of the option unit activity under the Successor Plan for the period from February 1, 2020 through December 31, 2020 (Successor) and the year ended December 31, 2021 (Successor) is as follows:


		Options			Weighted Average Exercise Price
February 1, 2020	Grants Outstanding		—		$	—
	Issued		2,867,694		$	10.06
	Forfeited		(133,960	)	$	10.00
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
December 31, 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 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		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
December 31, 2020	Grants outstanding		—		$	—
	Grants issued in exchange for options in the Company’s Parent		3,938,491		$	6.65
	Grants exercised		(58,552	)	$	6.61
	Grants cancelled/forfeited		(360,376	)	$	6.61
December 31, 2021	Grants outstanding		3,519,563		$	6.66	8.2 years	$43.6 million
December 31, 2021	Grants vested		681,227		$	6.66	8.2 years	$8.4 million
December 31, 2021	Grants unvested		2,838,336		$	6.66

2021 Equity Plan

In connection with the IPO, the Company adopted the 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 as of December 31, 2021. 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 December 31, 2021, 10,551,501 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. Stock options issued after the IPO generally vest over five years. 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 June 21, 2021 (the effective date of the 2021 Equity Plan) to December 31, 2021 (Successor) is as follows:


		Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
June 21, 2021	Grants outstanding		—	$	—
	Grants issued		3,714,540	$	15.33
December 31, 2021	Grants outstanding		3,714,540	$	15.33	9.5 Years	$13.8 million
December 31, 2021	Grants vested		644,556	$	15.00	9.5 Years	$2.6 million
December 31, 2021	Grants unvested		3,069,984	$	15.40

The fair value for options granted under the 2021 Equity Plan during the year ended December 31, 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		38.67	%
Risk-free interest rate		1.06	%
Expected term (in years)		5.91
Estimated fair-value of the underlying unit	$	15.33

Restricted Stock Units

Restricted stock units (“RSU”) issued under the 2021 Equity Plan generally vest annually over three to five years. However, certain executive RSUs 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.

A summary of the RSU activity under the 2021 Equity Plan for the period from June 21, 2021 (the effective date of the 2021 Equity Plan) to December 31, 2021 (Successor) is as follows:


		Shares		Weighted Average Grant Date Fair Value
June 21, 2021	Nonvested RSUs		—	$	—
	Granted		340,875	$	17.19
	Vested		—	$	—
December 31, 2021	Nonvested RSUs		340,875	$	17.19

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. A summary of the restricted stock activity under the 2021 Equity Plan for the period from June 21, 2021 (the effective date of the 2021 Equity Plan) to December 31, 2021 (Successor) is as follows:


		Shares			Weighted Average Grant Date Fair Value
June 21, 2021	Nonvested restricted stock		—		$	—
	Grants issued in exchange for unvested profits interests in the Company’s Parent		2,918,084		$	3.85
	Vested		(304,725	)	$	3.85
December 31, 2021	Nonvested restricted stock		2,613,359		$	3.85

During the IPO and the November Follow-On certain of the Company’s investors realized cash returns. As a result, a portion of the performance based vesting on various awards were considered to have vested during the year ended December 31, 2021 (Successor). This vesting resulted in the recognition of an incremental $3.9 million of share-based compensation expense for the year ended December 31, 2021 (Successor).

As of December 31, 2021 (Successor), the Company had approximately $36.6 million of unrecognized pre-tax non-cash compensation expense, comprised of approximately $8.9 million related to restricted stock, $5.7 million related to RSUs, and $22.0 million related to stock options, which the Company expects to recognize over a weighted average period of 3.7 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 to purchase shares of the Company’s common stock at a 15% discount. During each offering period, there is 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 broker transfer. There were no employee stock purchase offerings during the year ended December 31, 2021 (Successor) and accordingly no eligible employees were enrolled in the ESPP during the year ended December 31, 2021 (Successor).

Excess Tax Benefits

The Company recognized excess tax benefits of approximately $0.2 million associated with equity award exercises and vesting in its income tax expense for the year ended for the year ended December 31, 2021 (Successor). The Company did not recognize any excess tax benefits for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor).

Defined Contribution Plan

12 Months Ended

Dec. 31, 2021

Compensation And Retirement Disclosure [Abstract]

Defined Contribution Plan

Note 11. Defined Contribution Plan

The Company sponsors a defined contribution plan that principally consists of a contributory 401(k) savings plan. The Company makes discretionary matching contributions to the 401(k) savings plan based on a percentage of employee contributions. The expense recognized related to the Company’s contributions to the 401(k) savings plan for the years ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), for the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor) was approximately $1.2 million, $0.9 million, $0.1 million, and $1.0 million, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

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+ Details

Equity

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Equity

Note 12. 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 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 the 130,000,000 outstanding 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 costs of $4.0 million. The Company used a portion of the proceeds to repay $200.0 million of outstanding indebtedness (see Note 6).

On November 15, 2021, the Company completed the November Follow-On where certain existing stockholders sold an aggregate of 15,000,000 shares, plus an additional 2,250,000 shares that were sold pursuant to the full exercise of the underwriters’ option to purchase additional shares. The Company did not sell any shares of its common stock in the November Follow-on Offering and did not receive any of the proceeds from the sale of shares.

As of December 31, 2021, no preferred stock had been issued and 152,901,040 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.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2021

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 13. Commitments and Contingencies

Leases — The Company leases its office facilities and certain equipment under various leases classified as operating leases. Rent expense under operating leases was approximately $6.1 million, $5.3 million, $0.5 million, and $5.9 million for the year ended December 31, 2021 (Successor), for the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), respectively.

The Company leases certain technology equipment assets under various leases classified as capital leases. The leased equipment is depreciated on a straight-line basis over the lease terms, which range from three to five years. Included in property and equipment, net are capital leases with a cost of $5.0 million and $5.0 million and accumulated depreciation of $4.2 million and $2.5 million as of December 31, 2021 and 2020 (Successor), respectively. The current portion of the capital lease liability is included in accrued liabilities and the long-term capital lease liability is included in other liabilities in the accompanying consolidated balance sheets.

Amortization and interest expense related to capital leases for the year ended December 31, 2021 (Successor), the period from February 1, 2020 through December 31, 2020 (Successor), the period from January 1, 2020 through January 31, 2020 (Predecessor), and for the year ended December 31, 2019 (Predecessor), are as follows (in thousands):


	Successor				Predecessor
	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020		Year Ended December 31, 2019
Depreciation and amortization	$	1,441	$	2,282	$	231	$	3,173
Interest expense	$	100	$	206	$	26	$	395

Future minimum rental payments under operating leases that have initial non-cancelable lease terms in excess of one year, future minimum rental payments under capital leases and the present value of minimum lease payments under capital leases as of December 31, 2021 (Successor), are as follows (in thousands):


Years Ending December 31,
	Operating Leases		Capital Leases
2022	$	7,303	$	914
2023		6,110		106
2024		5,354		—
2025		2,124		—
2026		1,653		—
Thereafter		459		—
Total minimum lease payments	$	23,003	$	1,020
Less: Imputed interest				(32	)
Present value of minimum lease payments under capital leases			$	988
Less: Current portion of capital lease liability				(884	)
Total long-term capital lease liability			$	104

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 $7.9 million and $8.1 million at December 31, 2021 and 2020 (Successor), respectively, for matters that it believes a loss is both probable and estimable. This is included in accrued liabilities in the accompanying 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 were coordinated together under a single judge and a single settlement agreement for both cases as coordinated together was approved by the court in December 2021. As a result, the Company has recorded a total liability of $5.5 million and $6.3 million for this settlement agreement at December 31, 2021 and 2020 (Successor), respectively. This liability represents the settlement amount and related class action administrative fees, less certain payments made in December 2021. The remaining settlement amount was paid in February 2022. 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 receivable of $2.1 million and $2.2 million for this settlement agreement at December 31, 2021 and 2020 (Successor), respectively, which represents the portion of the legal settlement and legal fees incurred that was recovered from the Company’s insurers in March 2022. This is included in prepaid expenses and other current assets in the accompanying 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.

Related Party Transactions

12 Months Ended

Dec. 31, 2021

Related Party Transactions

Note 14. Related Party Transactions

Successor

The Company had 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 $6.0 million and $0.0 million for the year ended December 31, 2019 (Predecessor) and for the period from January 1, 2020 through January 31, 2020 (Predecessor), respectively. 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, the Company had previously fully impaired in 2018. Subsequent to the impairment and prior to the execution of the Debt Forgiveness Agreement, $0.4 million in interest was collected related to this note receivable and was recorded in interest income in the accompanying consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2019 (Predecessor).

Net Income (Loss) Per Share

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

Note 15. Net Income (Loss) Per Share

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


	Successor					Predecessor
(in thousands, except share and per share amounts)	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Basic net income (loss) per share	$	0.11	$	(0.37	)	n/a			n/a
Diluted net income (loss) per share	$	0.11	$	(0.37	)	n/a			n/a
Numerator:
Net income (loss)		16,051		(47,492	)	n/a			n/a
Denominator:
Weighted average number of shares outstanding - basic		140,480,590		130,000,000		n/a			n/a
Add options and restricted stock units to purchase units		1,206,794		—		n/a			n/a
Weighted average number of shares outstanding - diluted		141,687,384		130,000,000		n/a			n/a
Basic net (loss) income per unit	n/a		n/a			$	(0.24	)	$	0.23
Diluted net (loss) income per unit	n/a		n/a			$	(0.24	)	$	0.21
Numerator:
Net (loss) income	n/a		n/a			$	(36,530	)	$	34,250
Denominator:
Weighted average units outstanding - basic	n/a		n/a				149,686,460			149,686,460
Add options and restricted stock units to purchase units	n/a		n/a				—			14,193,306
Weighted average units outstanding - diluted	n/a		n/a				149,686,460			163,879,766

For the year ended December 31, 2021 (Successor) 14,488 options were excluded from the calculation of diluted net income (loss) per share because their effect was anti-dilutive.

Entity-Wide Disclosures

12 Months Ended

Dec. 31, 2021

Segments Geographical Areas [Abstract]

Entity-Wide Disclosures

Note 16. Entity-Wide Disclosures

The authoritative guidance for disclosures about segments of an enterprise establishes standards for reporting information about operating segments. It defines operating segments as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-maker (“CODM”) in deciding how to allocate resources and in assessing performance. Our Chief Executive Officer is our CODM. Our CODM manages our business and reviews operating results at the consolidated entity level for purposes of making resource allocation decisions and for evaluating financial performance. Accordingly, we consider ourselves to be in a single operating and reporting segment structure.

The following table sets forth net long-lived assets by geographic area (in thousands):


	Successor		Successor
	December 31, 2021		December 31, 2020
Long-lived assets, net
United States, country of domicile	$	1,213,093	$	1,266,000
International		199,459		217,826
Total long-lived assets, net	$	1,412,552	$	1,483,826

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Subsequent Events

12 Months Ended

Dec. 31, 2021

Subsequent Events [Abstract]

Subsequent Events

Note 17. Subsequent Events

On January 10, 2022, the Company completed its asset purchase of Form I-9 Compliance, a U.S.-based technology solution and consulting service provider for I-9 and E-Verify compliance, for cash consideration of approximately $19.0 million. The acquisition is effective as of January 1, 2022 and strategically expands the Company’s product suite offerings through the addition of new solutions.

In the first quarter of 2022 the Company made changes to the organization and its compensation structure that impacted the way that our CODM allocates resources and assesses performance. As a result, the Company will have two reportable segments in its future reporting periods, Americas and International:

•

The Americas segment performs background checks across all phases from pre-onboarding to continuous monitoring after the employee, contractor, contingent and extended worker, driver, tenant, and volunteer has been onboarded. The Company delivers these solutions across multiple vertical industries in the United States, Canada, and Latin America markets.

•

The International segment provides similar services in regions outside of the Americas. Solutions are delivered across multiple vertical industries in the Europe, India, and Asia Pacific markets.

Condensed Financial Information of Registrant

12 Months Ended

Dec. 31, 2021

Condensed Financial Information Of Parent Company Only Disclosure [Abstract]

Condensed Financial Information Of Registrant

Note 18. Condensed Financial Information of Registrant

FIRST ADVANTAGE CORPORATION

(PARENT COMPANY ONLY)

CONDENSED BALANCE SHEETS

(in thousands, except share and per share data)


	As of December 31,
	2021			2020
ASSETS
Investments in subsidiaries	$	1,120,832		$	792,394
LIABILITIES AND EQUITY
Liabilities	$	—		$	—
EQUITY
Common stock - $0.001 par value; 1,000,000,000 shares authorized, 152,901,040 and 130,000,000 shares issued and outstanding as of December 31, 2021 and December 31, 2020, respectively		153			130
Additional paid-in-capital		1,153,757			837,272
Accumulated deficit		(31,441	)		(47,492	)
Accumulated other comprehensive income		(1,637	)		2,484
Total equity		1,120,832			792,394
TOTAL LIABILITIES AND EQUITY	$	1,120,832		$	792,394

The accompanying note is an integral part of these condensed financial statements.

FIRST ADVANTAGE CORPORATION (PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS)

(in thousands, except share and per share data)


	For the Year Ended December 31, 2021			For the Year Ended December 31, 2020			For the Period from November 15 through December 31, 2019
Equity in net income (loss) of subsidiaries	$	16,051		$	(47,492	)	$	—
NET INCOME (LOSS)		16,051			(47,492	)		—
Foreign currency translation adjustments		(4,121	)		2,484			—
COMPREHENSIVE INCOME (LOSS)	$	11,930		$	(45,008	)	$	—

NET INCOME (LOSS)	$	16,051		$	(47,492	)	$	—
Basic net income (loss) per share	$	0.11		$	(0.37	)	$	—
Diluted net income (loss) per share	$	0.11		$	(0.37	)	$	—
Weighted average number of shares outstanding - basic		140,480,590			130,000,000			130,000,000
Weighted average number of shares outstanding - diluted		141,687,384			130,000,000			130,000,000

A statement of cash flows has not been presented as First Advantage Corporation (parent company) did not have any cash as of, or at any point in time during, the year ended December 31, 2021 and 2020 or for the period from November 15, 2019 through December 31, 2019.

The accompanying note is an integral part of these condensed financial statements.

Note to Condensed Financial Statements of Registrant (Parent Company Only)

Basis of Presentation

Fastball Intermediate, Inc. was formed on November 15, 2019. In March 2021, Fastball Intermediate, Inc. changed its name to First Advantage Corporation. Prior to the Silver Lake Transaction, the Company had no operations of its own and held no equity interest in any operating subsidiaries.

These condensed parent company-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of First Advantage Corporation (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed the specified threshold amount of the consolidated net assets of the Company. Because we have a consolidated accumulated deficit, the 25% threshold described in Rule 4-08 does not apply and any restrictions of net assets at our subsidiaries trigger the requirement to present parent company-only financial information. The ability of First Advantage Corporation’s operating subsidiaries to pay dividends may be restricted due to the terms of the subsidiaries’ outstanding term loan and revolving credit facility borrowings under the Successor Credit Facilities, as described in Note 6 to the audited consolidated financial statements.

These condensed parent company-only financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the only exception being that the parent company accounts for its subsidiaries using the equity method. These condensed parent company-only financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Annual Report.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Initial Public Offering

Basis of presentation

Use of Estimates

Fair Value of Financial Instruments

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


	Level 1		Level 2		Level 3
Assets
Interest rate swaps	$	—	$	197	$	—

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Cash and Cash Equivalents

Restricted Cash

Restricted Cash — Restricted cash represents monies held in trust for a specific purpose as contractually required under the respective arrangement.

Short-Term Investments

Short-Term Investments — Short-term investments represents fixed time deposits having a maturity date within twelve months.

Accounts Receivable

Property and Equipment

Business Combinations

Goodwill,Trade Name, and Customer Lists

Income Taxes

Impairment of Long-Lived Assets

Advertising Cost

Derivative Instruments

Concentrations of Credit Risk

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

Share-based Compensation

Comprehensive Income (Loss)

Comprehensive Income (Loss) — Comprehensive income (loss) includes gains and losses from foreign currency translation adjustments, net.

Net Income (Loss) Per Share of Equity

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

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


	Level 1		Level 2		Level 3
Assets
Interest rate swaps	$	—	$	197	$	—

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2021

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

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)	Year Ended December 31, 2020 (Unaudited)			Year Ended December 31, 2019 (Unaudited)
Revenue	$	509,154		$	481,767
Net income (loss)	$	(43,627	)	$	(56,549	)

Corporate Screening [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	$	39,192
Total fair value of consideration transferred	$	39,192
Current assets	$	2,915
Property and equipment, including software developed for internal use		3,848
Customer lists		11,800
Other assets		18
Current liabilities		(1,555	)
Total identifiable net assets	$	17,026
Goodwill	$	22,166

The Company expects a

Property and Equipment, net (Tables)

12 Months Ended

Dec. 31, 2021

Property Plant And Equipment [Abstract]

Summary of Property and Equipment, Net

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


	Successor			Successor
	December 31, 2021			December 31, 2020
Furniture and equipment	$	20,462		$	15,214
Capitalized software for internal use, acquired by business combination		225,005			220,000
Capitalized software for internal use, developed internally or otherwise purchased		37,326			14,438
Leasehold improvements		3,001			2,402
Total property and equipment		285,794			252,054
Less: accumulated depreciation and amortization		(131,485	)		(61,772	)
Property and equipment, net	$	154,309		$	190,282

Goodwill, Trade Name, and Customer Lists (Tables)

12 Months Ended

Dec. 31, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Amount of Goodwill


Successor:
Balance – February 1, 2020	$	767,797
Foreign currency translation		2,292
Balance – December 31, 2020	$	770,089
Acquisitions		25,834
Foreign currency translation		(2,031	)
Balance – December 31, 2021	$	793,892

Predecessor:
Balance – December 31, 2019	$	261,590
Foreign currency translation		(61	)
Balance – January 31, 2020	$	261,529

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 December 31, 2021 and 2020 (Successor) (in thousands):


	December 31, 2021 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	95,026	$	(15,441	)	$	79,585	20 years
Customer lists		515,524		(130,758	)		384,766	14 years
Total	$	610,550	$	(146,199	)	$	464,351


	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

Schedule of Intangible Assets, Future Amortization Expense

Amortization expense relating to trade name and customer lists is expected to be as follows (in thousands):


Years Ending December 31,
2022	$	67,912
2023		61,379
2024		55,475
2025		49,324
2026		42,506
Thereafter		187,755
	$	464,351

Long-term Debt (Tables)

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Fair Value of Company’s Long-term Debt Obligations

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


	Successor			Successor
	December 31, 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		(9,879	)		(26,345	)
Long-term debt, net	$	554,845		$	778,605

Schedule of Future Maturities of Long-term Debt

Scheduled maturities of long-term debt as of December 31, 2021 (Successor), are as follows (in thousands):


Years Ending December 31,
2022	$	—
2023		—
2024		—
2025		—
2026		—
Thereafter		564,724
	$	564,724

- 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.

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+ Details

Derivatives (Tables)

12 Months Ended

Dec. 31, 2021

Interest Rate Derivatives [Abstract]

Summary of Location and Fair Value of Financial Position and Location of Derivative Instruments

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


		Fair Value
Derivatives not designated as hedging instruments	Balance Sheet Location	As of December 31, 2021 (Successor)		As of December 31, 2020 (Successor)
Interest rate swaps	Prepaid expenses and other current assets	$	197	$	—
Interest rate swaps	Other liabilities	$	—	$	3,615

The following is a summary of location and amount of gains and (losses) recorded related to the derivative instruments (in thousands):


		Gain/(Loss)
Derivatives not designated as hedging instruments	Income Statement Location	Year Ended December 31, 2021 (Successor)		Period from February 1, 2020 through December 31, 2020 (Successor)
Interest rate swaps	Interest expense	$	2,284	$	(4,383	)

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Summary of (Loss) Income Before Income Tax Benefits


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
(Loss) income before provision for income taxes from United States operations	$	(7,791	)	$	(68,008	)	$	(38,181	)	$	29,196
Income before provision for income taxes from foreign operations		32,704			9,161			780			11,952
Net income (loss) before provision for income taxes	$	24,913		$	(58,847	)	$	(37,401	)	$	41,148

Summary of Current and Deferred Portions of Income Tax Benefits


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Current:
Federal	$	58		$	51		$	(2	)	$	(96	)
State		4,003			1,994			(79	)		784
Foreign		7,618			3,818			128			4,161
Total Current	$	11,679		$	5,863		$	47		$	4,849

Deferred:
Federal	$	549		$	(16,144	)	$	(701	)	$	1,778
State		(4,495	)		(784	)		(149	)		389
Foreign		1,129			(290	)		(68	)		(118	)
Total Deferred	$	(2,817	)	$	(17,218	)	$	(918	)	$	2,049
Total	$	8,862		$	(11,355	)	$	(871	)	$	6,898

Summary of Reconciliation of U.S. Federal Statutory Income Tax Rate and Effective Income Tax Rate


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
U.S. federal statutory rate		21.00	%		21.00	%		21.00	%		21.00	%
State and local income taxes – net of federal tax benefits		(5.32	)		(1.50	)		(0.99	)		4.84
Foreign rate difference		3.25			(0.14	)		0.06			1.28
Change in valuation allowance		(2.72	)		0.00			(12.37	)		(13.81	)
GILTI inclusion		7.92			2.71			(0.34	)		3.41
Transaction cost		5.21			(1.09	)		(3.14	)		—
Share-based compensation		5.82			(0.40	)		(2.23	)		0.47
Rate change impact		2.23			—			—			1.37
US research and development credit		(7.15	)		0.85			0.35			(2.03	)
Withholding tax		5.34			(1.90	)		—			0.78
Other		(0.01	)		(0.24	)		(0.01	)		(0.60	)
Effective rate		35.57	%		19.29	%		2.33	%		16.71	%

Summary of Net Deferred Tax Assets

The primary components of temporary differences that give rise to the Company’s net deferred tax liability as of December 31, 2021 and 2020 (Successor) consist of the following (in thousands):


	Successor			Successor
	December 31, 2021			December 31, 2020
Deferred tax assets:
Federal net operating loss carryforwards	$	25,227		$	41,498
State net operating loss carryforwards		8,172			9,200
Foreign net operating loss carryforwards		5,556			8,808
Deferred revenue		172			109
Bad debt reserves		203			277
Employee benefits		3,118			2,211
Share-based compensation		586			195
Accrued expenses and loss reserves		2,346			3,997
Other deferred tax assets		9,382			8,679
Less: Valuation allowance		(2,367	)		(4,560	)
Total deferred tax asset	$	52,395		$	70,414
Deferred tax liabilities:
Trade name	$	(19,809	)	$	(22,124	)
Goodwill		(7,340	)		(3,600	)
Depreciable and other amortizable assets		(107,080	)		(130,523	)
Other deferred liabilities		(1,406	)		(130	)
Total deferred tax liability	$	(135,635	)	$	(156,377	)
Net deferred tax liability	$	(83,240	)	$	(85,963	)

Summary of Net Operating Loss Carryforwards

The net operating loss carryforward balances as of December 31, 2021 and 2020 (Successor), are as follows (in thousands):


	Successor		Successor
	December 31, 2021		December 31, 2020
Federal	$	120,130	$	197,607
State		147,539		166,196
Foreign		25,063		35,992
	$	292,732	$	399,795

Summary of Income Tax Contingencies


	Successor				Predecessor
	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Balance, beginning of period	$	1,341	$	1,290	$	1,296		$	1,384
Increases for tax positions related to prior years		58		51		4			48
Decreases for tax positions related to prior years		—		—		(10	)		(136	)
Balance, end of period	$	1,399	$	1,341	$	1,290		$	1,296

Revenues (Tables)

12 Months Ended

Dec. 31, 2021

Revenue From Contract With Customer [Abstract]

Schedule of Revenues by Geographic Region

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


	Successor						Predecessor
	Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Revenues
Americas	$	604,413		$	430,002		$	32,411		$	423,164
International		114,009			45,818			4,665			62,948
Eliminations		(6,127	)		(3,451	)		(291	)		(4,345	)
Total revenues	$	712,295		$	472,369		$	36,785		$	481,767

Share-based Compensation (Tables)

12 Months Ended

Dec. 31, 2021

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

Summary of Recognition of Share-Based Compensation related to Employees


	Successor				Predecessor
	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020		Year Ended December 31, 2019
Share-based compensation expense
Cost of services	$	163	$	100	$	156	$	171
Product and technology expense		459		179		—		92
Selling, general, and administrative expense		8,908		1,597		3,820		953
Total share-based compensation expense	$	9,530	$	1,876	$	3,976	$	1,216

Summary of outstanding stock option grants issued

Additionally, the vesting, vesting conditions, and equity classification of the awards remained unchanged as a result of the conversion.


		Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
December 31, 2020	Grants outstanding		—		$	—
	Grants issued in exchange for options in the Company’s Parent		3,938,491		$	6.65
	Grants exercised		(58,552	)	$	6.61
	Grants cancelled/forfeited		(360,376	)	$	6.61
December 31, 2021	Grants outstanding		3,519,563		$	6.66	8.2 years	$43.6 million
December 31, 2021	Grants vested		681,227		$	6.66	8.2 years	$8.4 million
December 31, 2021	Grants unvested		2,838,336		$	6.66

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		38.67	%
Risk-free interest rate		1.06	%
Expected term (in years)		5.91
Estimated fair-value of the underlying unit	$	15.33

Summary of Option Unit Activity

A summary of the option activity under the 2021 Equity Plan for the period from June 21, 2021 (the effective date of the 2021 Equity Plan) to December 31, 2021 (Successor) is as follows:


		Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
June 21, 2021	Grants outstanding		—	$	—
	Grants issued		3,714,540	$	15.33
December 31, 2021	Grants outstanding		3,714,540	$	15.33	9.5 Years	$13.8 million
December 31, 2021	Grants vested		644,556	$	15.00	9.5 Years	$2.6 million
December 31, 2021	Grants unvested		3,069,984	$	15.40

Summary of the RSU activity

A summary of the RSU activity under the 2021 Equity Plan for the period from June 21, 2021 (the effective date of the 2021 Equity Plan) to December 31, 2021 (Successor) is as follows:


		Shares		Weighted Average Grant Date Fair Value
June 21, 2021	Nonvested RSUs		—	$	—
	Granted		340,875	$	17.19
	Vested		—	$	—
December 31, 2021	Nonvested RSUs		340,875	$	17.19

2021 Equity Plan [Member] | Restricted Stock

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

Summary of the RSU activity


		Shares			Weighted Average Grant Date Fair Value
June 21, 2021	Nonvested restricted stock		—		$	—
	Grants issued in exchange for unvested profits interests in the Company’s Parent		2,918,084		$	3.85
	Vested		(304,725	)	$	3.85
December 31, 2021	Nonvested restricted stock		2,613,359		$	3.85

Successor 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


	Period from February 1, 2020 through December 31, 2020
	Class B			Class C
Expected stock price volatility		30.90	%		30.08	%
Risk-free interest rate		1.28	%		1.47	%
Expected term (in years)		6.25			6.25
Estimated fair-value of the underlying unit	$	10.06		$	10.00

Summary of the Profits Interest Activity


		Class C Units
February 1, 2020	Grants Outstanding		—
	Issued		4,501,056
	Forfeited		(643,008	)
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	)
December 31, 2021	Grants outstanding		—

Summary of Option Unit Activity


		Options			Weighted Average Exercise Price
February 1, 2020	Grants Outstanding		—		$	—
	Issued		2,867,694		$	10.06
	Forfeited		(133,960	)	$	10.00
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
December 31, 2021	Grants outstanding		—		$	—

Predecessor Plan [Member]

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

Summary of Option Unit Activity


		Class B				Class C
		Options		Weighted Average Exercise Price		Options			Weighted Average Exercise Price
December 31, 2018	Grants Outstanding		331,666	$	1.45		3,792,205		$	2.00
	Forfeited		—	$	—		(3,437	)	$	2.00
December 31, 2019	Grants outstanding		331,666	$	1.45		3,788,768		$	2.00
	Forfeited		—	$	—		(72,500	)	$	2.00
January 31, 2020	Grants outstanding		331,666	$	1.45		3,716,268		$	2.00
January 31, 2020	Grants vested		271,666	$	1.45		3,206,998		$	2.00
January 31, 2020	Grants unvested		60,000	$	1.45		509,270		$	2.00

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2021

Commitments And Contingencies Disclosure [Abstract]

Amortization and Interest Expense Related to Capital Leases


	Successor				Predecessor
	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020		Year Ended December 31, 2019
Depreciation and amortization	$	1,441	$	2,282	$	231	$	3,173
Interest expense	$	100	$	206	$	26	$	395

Schedule of Future Minimum Rental Payments


Years Ending December 31,
	Operating Leases		Capital Leases
2022	$	7,303	$	914
2023		6,110		106
2024		5,354		—
2025		2,124		—
2026		1,653		—
Thereafter		459		—
Total minimum lease payments	$	23,003	$	1,020
Less: Imputed interest				(32	)
Present value of minimum lease payments under capital leases			$	988
Less: Current portion of capital lease liability				(884	)
Total long-term capital lease liability			$	104

Net Income (Loss) Per Share (Tables)

12 Months Ended

Dec. 31, 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:


	Successor					Predecessor
(in thousands, except share and per share amounts)	Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020			Year Ended December 31, 2019
Basic net income (loss) per share	$	0.11	$	(0.37	)	n/a			n/a
Diluted net income (loss) per share	$	0.11	$	(0.37	)	n/a			n/a
Numerator:
Net income (loss)		16,051		(47,492	)	n/a			n/a
Denominator:
Weighted average number of shares outstanding - basic		140,480,590		130,000,000		n/a			n/a
Add options and restricted stock units to purchase units		1,206,794		—		n/a			n/a
Weighted average number of shares outstanding - diluted		141,687,384		130,000,000		n/a			n/a
Basic net (loss) income per unit	n/a		n/a			$	(0.24	)	$	0.23
Diluted net (loss) income per unit	n/a		n/a			$	(0.24	)	$	0.21
Numerator:
Net (loss) income	n/a		n/a			$	(36,530	)	$	34,250
Denominator:
Weighted average units outstanding - basic	n/a		n/a				149,686,460			149,686,460
Add options and restricted stock units to purchase units	n/a		n/a				—			14,193,306
Weighted average units outstanding - diluted	n/a		n/a				149,686,460			163,879,766

For the year ended December 31, 2021 (Successor) 14,488 options were excluded from the calculation of diluted net income (loss) per share because their effect was anti-dilutive.

Entity-Wide Disclosures (Tables)

12 Months Ended

Dec. 31, 2021

Segments Geographical Areas [Abstract]

Summary of Long Lived Assets by Geographical Area

The following table sets forth net long-lived assets by geographic area (in thousands):


	Successor		Successor
	December 31, 2021		December 31, 2020
Long-lived assets, net
United States, country of domicile	$	1,213,093	$	1,266,000
International		199,459		217,826
Total long-lived assets, net	$	1,412,552	$	1,483,826

Condensed Financial Information of Registrant (Tables)

12 Months Ended

Dec. 31, 2021

Condensed Financial Information Of Parent Company Only Disclosure [Abstract]

Condensed Balance Sheets

FIRST ADVANTAGE CORPORATION

(PARENT COMPANY ONLY)

CONDENSED BALANCE SHEETS

(in thousands, except share and per share data)


	As of December 31,
	2021			2020
ASSETS
Investments in subsidiaries	$	1,120,832		$	792,394
LIABILITIES AND EQUITY
Liabilities	$	—		$	—
EQUITY
Common stock - $0.001 par value; 1,000,000,000 shares authorized, 152,901,040 and 130,000,000 shares issued and outstanding as of December 31, 2021 and December 31, 2020, respectively		153			130
Additional paid-in-capital		1,153,757			837,272
Accumulated deficit		(31,441	)		(47,492	)
Accumulated other comprehensive income		(1,637	)		2,484
Total equity		1,120,832			792,394
TOTAL LIABILITIES AND EQUITY	$	1,120,832		$	792,394

Condensed Statements of Operations and Comprehensive (Loss)

FIRST ADVANTAGE CORPORATION (PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS)

(in thousands, except share and per share data)


	For the Year Ended December 31, 2021			For the Year Ended December 31, 2020			For the Period from November 15 through December 31, 2019
Equity in net income (loss) of subsidiaries	$	16,051		$	(47,492	)	$	—
NET INCOME (LOSS)		16,051			(47,492	)		—
Foreign currency translation adjustments		(4,121	)		2,484			—
COMPREHENSIVE INCOME (LOSS)	$	11,930		$	(45,008	)	$	—

NET INCOME (LOSS)	$	16,051		$	(47,492	)	$	—
Basic net income (loss) per share	$	0.11		$	(0.37	)	$	—
Diluted net income (loss) per share	$	0.11		$	(0.37	)	$	—
Weighted average number of shares outstanding - basic		140,480,590			130,000,000			130,000,000
Weighted average number of shares outstanding - diluted		141,687,384			130,000,000			130,000,000

Organization, Nature of Business, and Basis of Presentation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended	11 Months Ended	12 Months Ended
	Nov. 15, 2021	Jun. 25, 2021	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019	Jun. 11, 2021
Common stock, par value				$ 0.001	$ 0.001		$ 0.001
Proceeds from issuance initial public offering			$ 0	$ 0	$ 320,559	$ 0
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
Fastball Holdco L P [Member]
Granted stock option		3,865,509
IPO
Stock issued during period shares new issues		29,325,000
Shares offering, price per share		$ 15.00
Proceeds from issuance initial public offering		$ 316,500
Underwriting discounts and commissions		$ 22,300
Offering expenses					$ 4,000
Common Stock [Member]
Number of shares exchanged					130,000,000
Common Stock [Member] \| IPO
Common stock, par value		$ 0.001
Shares offering, price per share		$ 15.00
Proceeds from issuance initial public offering		$ 316,500
Underwriting discounts and commissions		22,300
Offering expenses		$ 4,000
First Portion Of Common Stock \| IPO
Stock issued during period shares new issues		22,856,250
Option to purchase additional shares of common stock		2,981,250
Second Portion Of Common Stock \| IPO
Stock issued during period shares new issues		6,468,750
Option to purchase additional shares of common stock		843,750
November Follow-On
Stock issued during period shares new issues	15,000,000
Option to purchase additional shares of common stock	2,250,000

Summary of Significant Accounting Policies - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - Interest Rate Swap [Member] $ in Thousands	Dec. 31, 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	197
Level 3 [Member]
Summary Of Significant Accounting Policies [Line Items]
Fair value of net assets and liabilities	$ 0

Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands		1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($) shares	Jan. 31, 2020 USD ($) Customer shares	Dec. 31, 2020 USD ($) Customer shares	Dec. 31, 2021 USD ($) Customer shares	Dec. 31, 2019 USD ($) Customer shares
Summary Of Significant Accounting Policies [Line Items]
Outstanding funds on deposit	$ 0		$ 0	$ 0
Impairment on carrying values of long-lived assets			0	0
Depreciation and amortization		$ 2,105	135,057	142,815	$ 25,953
Advertising Costs		100	600	1,400	1,800
Gain (loss) on foreign currency exchange rates		$ 82	$ 31	$ 575	$ 110
Income Tax Examination, Description	The Company is no longer subject to U.S. federal examinations by tax authorities for years before 2012, and state, local, and non-U.S. income tax examinations by tax authorities before 2005.			For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The amount recognized is measured as the largest benefit that has a greater than 50% likelihood of being realized upon settlement.
Number of grants \| shares	3,519,563	0	0	3,519,563	0
Potentially dilutive securities		$ 0	$ 0
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount \| shares				14,488
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Other Liabilities [Member]			Other Liabilities [Member]
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets Noncurrent			Other Assets Noncurrent
Operations and comprehensive income (loss) [Member]
Summary Of Significant Accounting Policies [Line Items]
Gain (loss) on foreign currency exchange rates		100	(300)	$ 100	$ 300
Other Comprehensive Income [Member]
Summary Of Significant Accounting Policies [Line Items]
Gain (loss) on foreign currency exchange rates		$ 0	$ 2,500	$ (4,100)	$ (300)
Customer Concentration Risk [Member] \| Revenue Benchmark \| No Customers
Summary Of Significant Accounting Policies [Line Items]
Percentage of sales		10.00%			10.00%
Number of Customers \| Customer		0			0
Customer Concentration Risk [Member] \| Revenue Benchmark \| One Customer
Summary Of Significant Accounting Policies [Line Items]
Percentage of sales			12.00%	10.00%
Number of Customers \| Customer			1	1
Customer Concentration Risk [Member] \| Accounts Receivable [Member] \| No Customers
Summary Of Significant Accounting Policies [Line Items]
Percentage of sales			10.00%	10.00%
Number of Customers \| Customer			0	0
Minimum
Summary Of Significant Accounting Policies [Line Items]
Operating lease liabilities	$ 14,000			$ 14,000
Right-of-Use Asset	11,500			11,500
Maximum
Summary Of Significant Accounting Policies [Line Items]
Operating lease liabilities	16,000			16,000
Right-of-Use Asset	$ 13,500			13,500
Trade Names [Member]
Summary Of Significant Accounting Policies [Line Items]
Impairment of intangible assets			$ 0	$ 0
Useful life			20 years	20 years
Depreciation and amortization		$ 0	$ 7,500	$ 7,900	$ 0
Customer Lists [Member]
Summary Of Significant Accounting Policies [Line Items]
Impairment of intangible assets				$ 0
Useful life			14 years	14 years
Depreciation and amortization		$ 800	$ 65,200	$ 65,500	$ 11,100
Amortization Period		13 years 3 months 18 days
Customer Lists [Member] \| Minimum
Summary Of Significant Accounting Policies [Line Items]
Useful life		7 years
Customer Lists [Member] \| Maximum
Summary Of Significant Accounting Policies [Line Items]
Useful life		14 years
Non Us [Member] \| Customer Concentration Risk [Member] \| Revenue Benchmark
Summary Of Significant Accounting Policies [Line Items]
Percentage of sales		10.00%	10.00%	10.00%	10.00%
Capitalized Software Acquired by Business Combination [Member]
Summary Of Significant Accounting Policies [Line Items]
Useful life				5 years
Goodwill [Member]
Summary Of Significant Accounting Policies [Line Items]
Goodwill impairment			$ 0

Acquisitions - Additional Information (Details) - USD ($) $ in Thousands			1 Months Ended	11 Months Ended	12 Months Ended
	Nov. 30, 2021	Jan. 31, 2020	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Restructuring Cost And Reserve [Line Items]
Goodwill				$ 770,089	$ 793,892	$ 770,089
Revenues			$ 36,785	$ 472,369	712,295		$ 481,767
Silver Lake Transaction [Member]
Restructuring Cost And Reserve [Line Items]
Fair value of consideration transferred		$ 1,575,958
Closing costs & transaction expenses						$ 31,800
2021 Acquisitions [Member]
Restructuring Cost And Reserve [Line Items]
Cash, net of cash acquired					9,700
Goodwill					3,700
Intangible assets					3,700
Revenues					$ 24,600
Corporate Screening [Member]
Restructuring Cost And Reserve [Line Items]
Fair value of consideration transferred	$ 39,192
Cash, net of cash acquired	$ 39,400
Business acquisition, Percentage acquired	100.00%

Acquisitions - Summary of Consideration Paid and Amounts Recognized for Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands			1 Months Ended	11 Months Ended	12 Months Ended
	Nov. 30, 2021	Jan. 31, 2020	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Consideration
Cash, net of cash acquired			$ 0	$ 0	$ 48,934	$ 0
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	145,277
Property and equipment, including software developed for internal use		236,775	236,775
Trade name		95,000	95,000
Customer lists		500,000	500,000
Deferred tax asset		106,327	106,327
Other assets		1,429	1,429
Current liabilities		(71,496)	(71,496)
Deferred tax liability		(198,535)	(198,535)
Other liabilities		(6,616)	(6,616)
Total identifiable net assets		808,161	808,161
Goodwill		$ 767,797	$ 767,797
Corporate Screening [Member]
Consideration
Cash, net of cash acquired	$ 39,192
Total fair value of consideration transferred	39,192
Current assets	2,915
Property and equipment, including software developed for internal use	3,848
Customer lists	11,800
Other assets	18
Other liabilities	(1,555)
Total identifiable net assets	17,026
Goodwill	$ 22,166

Acquisitions - Summary of Business Acquisition Pro Forma Results (Details) - Silver Lake Transaction [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Restructuring Cost And Reserve [Line Items]
Revenue	$ 509,154	$ 481,767
Net income (loss)	$ (43,627)	$ (56,549)

Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Property Plant And Equipment [Line Items]
Property and equipment, net	$ 154,309	$ 190,282
Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	285,794	252,054
Less: accumulated depreciation and amortization	(131,485)	(61,772)
Property and equipment, net	154,309	190,282
Furniture and equipment [Member] \| Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	20,462	15,214
Capitalized software for internal use, acquired by business combination [Member] \| Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	225,005	220,000
Capitalized software for internal use, developed internally or otherwise purchased [Member] \| Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	37,326	14,438
Leasehold improvements [Member] \| Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	$ 3,001	$ 2,402

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Property Plant And Equipment [Abstract]
Depreciation and amortization expense	$ 1.3	$ 62.3	$ 69.4	$ 14.9

Goodwill, Trade Name, and Customer Lists - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021
Goodwill [Line Items]
Beginning Balance			$ 770,089
Ending Balance		$ 770,089	793,892
Successor Period [Member]
Goodwill [Line Items]
Beginning Balance		767,797	770,089
Foreign currency translation		2,292	(2,031)
Acquisitions			25,834
Ending Balance	$ 767,797	770,089	$ 793,892
Predecessor Period
Goodwill [Line Items]
Beginning Balance	261,590	$ 261,529
Foreign currency translation	(61)
Ending Balance	$ 261,529

Goodwill, Trade Name, and Customer Lists - Summary of Gross Carrying Value and Accumulated Amortization of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	11 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 596,440	$ 610,550
Accumulated Amortization	(73,077)	(146,199)
Net Carrying Value	523,363	464,351
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	95,230	95,026
Accumulated Amortization	(7,528)	(15,441)
Net Carrying Value	$ 87,702	$ 79,585
Useful life	20 years	20 years
Customer Lists [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 501,210	$ 515,524
Accumulated Amortization	(65,549)	(130,758)
Net Carrying Value	$ 435,661	$ 384,766
Useful life	14 years	14 years

Goodwill, Trade Name, and Customer Lists - Additional information (Details) - USD ($) $ in Millions	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]
Amortization expense	$ 0.8	$ 72.7	$ 73.5	$ 11.1

Goodwill, Trade Name, and Customer Lists - Schedule of Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Goodwill And Intangible Assets Disclosure [Abstract]
2022	$ 67,912
2023	61,379
2024	55,475
2025	49,324
2026	42,506
Thereafter	187,755
Net book value	$ 464,351	$ 523,363

Long-term Debt - Fair Value of Company's Long-term Debt Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 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	(9,879)	(26,345)
Long-term debt (net of deferred financing costs)	554,845	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

Long-term Debt - Additional Information (Details) $ in Thousands	1 Months Ended			11 Months Ended	12 Months Ended
	Feb. 28, 2021 USD ($)	Feb. 28, 2020 USD ($)	Jan. 31, 2020 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2019 USD ($)
Debt Instrument [Line Items]
Loss on extinguishment of debt	$ (13,900)		$ (10,533)	$ 0	$ (13,938)	$ 0
Total debt				$ 811,650	$ 564,724
Description of borrowing capacity not subject to net leverage ratio covenant		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 1:00.			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.
Additional interest expense related to deferred financing costs					$ 3,700
Successor Revolver [Member]
Debt Instrument [Line Items]
Maturity date		Jan. 31, 2025
Current borrowing capacity under successor revolver		$ 75,000			$ 100,000
Debt instrument, maturity date, description					the maturity date from January 31, 2025 to July 31, 2026.
Maximum borrowing capacity under successor revolver		$ 75,000
Maximum
Debt Instrument [Line Items]
Debt instrument, net leverage ratio		1
Minimum
Debt Instrument [Line Items]
Debt instrument, net leverage ratio		7.75
Term Loan due January 31, 2027 [Member]
Debt Instrument [Line Items]
Total debt	$ 766,600	$ 670,000			$ 564,700
Maturity date	Jan. 31, 2027				Jan. 31, 2027
Repayments of Long-term Debt					$ 200,000
Amortizing Principal Payment Repayment					$ 44,300
Debt instrument interest rate reduced during period					0.25%
Term Loan due January 31, 2027 [Member] \| Maximum \| LIBOR [Member]
Debt Instrument [Line Items]
Interest rate	3.25%	3.50%			3.00%
Term Loan due January 31, 2027 [Member] \| Minimum \| LIBOR [Member]
Debt Instrument [Line Items]
Interest rate	3.00%	3.25%			2.75%
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%
Successor First Lien [Member]
Debt Instrument [Line Items]
Revolving credit facility quarterly payments, percentage		0.25%
Predecessor First Lien Facility [Member]
Debt Instrument [Line Items]
Repayments of Long-term Debt			$ 34,000

Long-term Debt - Schedule of Future Maturities of Long-term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
2022	$ 0
2023	0
2024	0
2025	0
2026	0
Thereafter	564,724
Total long-term debt	$ 564,724	$ 804,950

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

Derivatives - Summary of Location and Fair Value of Financial Position and Location of Derivative Instruments (Details) - Interest Rate Swap [Member] - Derivatives Not Designated as Hedging Instruments [Member] - USD ($) $ in Thousands	11 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2021
Interest Expense [Member]
Derivative [Line Items]
Gain/(loss)	$ (4,383)	$ 2,284
Prepaid Expenses and Other Current Assets [Member]
Derivative [Line Items]
Fair Value	0	197
Other Liabilities [Member]
Derivative [Line Items]
Fair Value	$ 3,615	$ 0

Income Taxes - Summary of (Loss) Income Before Income Tax Benefits (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Income Tax Disclosure [Abstract]
(Loss) income before provision for income taxes from United States operations	$ (38,181)	$ (68,008)	$ (7,791)	$ 29,196
Income before provision for income taxes from foreign operations	780	9,161	32,704	11,952
Net income (loss) before provision for income taxes	$ (37,401)	$ (58,847)	$ 24,913	$ 41,148

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (c)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Income Taxes - Summary of Current and Deferred Portions of Income Tax Benefits (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Current:
Federal	$ (2)	$ 51	$ 58	$ (96)
State	(79)	1,994	4,003	784
Foreign	128	3,818	7,618	4,161
Total Current	47	5,863	11,679	4,849
Deferred:
Federal	(701)	(16,144)	549	1,778
State	(149)	(784)	(4,495)	389
Foreign	(68)	(290)	1,129	(118)
Total Deferred	(918)	(17,218)	(2,817)	2,049
Total	$ (871)	$ (11,355)	$ 8,862	$ 6,898

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands		1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2021	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019	Dec. 31, 2018
Tax Credit Carryforward [Line Items]
Effective tax rate		2.33%	19.29%	35.57%	16.71%
Federal tax rate		21.00%	21.00%	21.00%	21.00%
Income Tax Examination, Description	The Company is no longer subject to U.S. federal examinations by tax authorities for years before 2012, and state, local, and non-U.S. income tax examinations by tax authorities before 2005.			For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The amount recognized is measured as the largest benefit that has a greater than 50% likelihood of being realized upon settlement.
Research and development tax credit carryforward, amount	$ 5,000		$ 2,700	$ 5,000
Research and development tax credit carryforward expiration year				2034
Valuation allowance	(2,367)		(4,560)	$ (2,367)
Accumulated unremitted foreign earnings	55,600			55,600
Unrecognized Tax Benefits	$ 1,399	$ 1,290	$ 1,341	$ 1,399	$ 1,296	$ 1,384

Income Taxes - Summary of Reconciliation of U.S. Federal Statutory Income Tax Rate and Effective Income Tax Rate (Details)	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Federal tax rate	21.00%	21.00%	21.00%	21.00%
State and local income taxes – net of federal tax benefits	(0.99%)	(1.50%)	(5.32%)	4.84%
Foreign rate difference	0.06%	(0.14%)	3.25%	1.28%
Change in valuation allowance	(12.37%)	0.00%	(2.72%)	(13.81%)
GILTI inclusion	(0.0034)	0.0271	0.0792	0.0341
Transaction cost	(3.14%)	(1.09%)	5.21%	0.00%
Share-based compensation	(2.23%)	(0.40%)	5.82%	0.47%
Rate change impact	0.00%	0.00%	2.23%	1.37%
US research and development credit	0.35%	0.85%	(7.15%)	(2.03%)
Withholding tax	0.00%	(1.90%)	5.34%	0.78%
Other	(0.01%)	(0.24%)	(0.01%)	(0.60%)
Effective rate	2.33%	19.29%	35.57%	16.71%

Income Taxes - Summary of Net Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Federal net operating loss carryforwards	$ 25,227	$ 41,498
State net operating loss carryforwards	8,172	9,200
Foreign net operating loss carryforwards	5,556	8,808
Deferred revenue	172	109
Bad debt reserves	203	277
Employee benefits	3,118	2,211
Share-based compensation	586	195
Accrued expenses and loss reserves	2,346	3,997
Other deferred tax assets	9,382	8,679
Less: Valuation allowance	(2,367)	(4,560)
Total deferred tax asset	52,395	70,414
Deferred tax liabilities:
Trade name	(19,809)	(22,124)
Goodwill	(7,340)	(3,600)
Depreciable and other amortizable assets	(107,080)	(130,523)
Other deferred liabilities	(1,406)	(130)
Total deferred tax liability	(135,635)	(156,377)
Net deferred tax liability	$ (83,240)	$ (85,963)

Income Taxes - Summary of Operating Loss Carryforwards (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	$ 292,732	$ 399,795
Federal
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	120,130	197,607
State
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	147,539	166,196
Foreign
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	$ 25,063	$ 35,992

Income Taxes - Summary of Income Tax Contingencies (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Balance, beginning of period	$ 1,296	$ 1,290	$ 1,341	$ 1,384
Increases for tax positions related to prior years	4	51	58	48
Decreases for tax positions related to prior years	(10)	0	0	(136)
Balance, end of period	$ 1,290	$ 1,341	$ 1,399	$ 1,296

Revenues - Additional Information (Details) $ in Millions	1 Months Ended	11 Months Ended	12 Months Ended
Revenues - Additional Information (Details) $ in Millions	Jan. 31, 2020 Customer	Dec. 31, 2020 USD ($) Customer	Dec. 31, 2021 USD ($) Customer	Dec. 31, 2019 Customer
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Contract asset balance		$ 4.2	$ 7.4
Contract liability balance		$ 0.4	$ 0.9
Customer Concentration Risk [Member] \| Non-US
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Concentration risk, number of customers \| Customer	0	0	0	0
Customer Concentration Risk [Member] \| Revenue Benchmark \| Non-US
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Percentage of sales	10.00%	10.00%	10.00%	10.00%

Revenues - Schedule of Revenues by Geographic Region (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	$ 36,785	$ 472,369	$ 712,295	$ 481,767
Americas
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	32,411	430,002	604,413	423,164
International
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	4,665	45,818	114,009	62,948
Eliminations
Segment Reporting Revenue Reconciling Item [Line Items]
Total revenues	$ (291)	$ (3,451)	$ (6,127)	$ (4,345)

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130545-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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-Paragraph 32
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-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Paragraph 32
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 606
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-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130543-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Name Accounting Standards Codification
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-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Share-Based Compensation - Summary of Recognition of Share-Based Compensation related to Employees (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	$ 3,976	$ 1,876	$ 9,530	$ 1,216
Cost of Services [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	156	100	163	171
Product and Technology Expense [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense		179	459	92
Selling, General and Administrative Expenses [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	$ 3,820	$ 1,597	$ 8,908	$ 953

Share-Based Compensation - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based compensation expenses			$ 3.9
Unrecognized pre-tax noncash compensation			$ 36.6
Expected weighted average period			3 years 8 months 12 days
ESPP percentage			15.00%
IPO
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			5 years
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, reserved for future issuance			17,525,000
Share available for issuance			10,551,501
2021 Employee Stock Purchase Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock employee purchase offering			0
Percentage of purchase of common stock			15.00%
Predecessor Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based compensation expenses	$ 3.9
Excess Tax Benefits	$ 0.0			$ 0.0
Successor Plan [Member]
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
Number of units, issued			0
Excess Tax Benefits		$ 0.0	$ 0.2
Class B Awards [Member]
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 [Member]
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 [Member] \| Share-based Payment Arrangement, Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage	20.00%
Share-based Payment Arrangement, Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage			50.00%
Vesting period			5 years
Unrecognized pre-tax noncash compensation			$ 22.0
Share-based Payment Arrangement, Option \| 2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			10 years
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 \| Successor Plan [Member] \| 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
Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized pre-tax noncash compensation			$ 8.9
Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage			50.00%
Vesting period			5 years
Unrecognized pre-tax noncash compensation			$ 5.7
Restricted Stock Units [Member] \| 2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage			20.00%
Vesting period			5 years
Restricted Stock Units [Member] \| 2021 Equity Plan [Member] \| Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			3 years
Restricted Stock Units [Member] \| 2021 Equity Plan [Member] \| Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			5 years

Share-Based Compensation - Summary of Assumptions Applied to Establish Fair Value of Options Granted Using Black-Scholes Option Pricing Model (Details) - $ / shares	11 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2021
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected stock price volatility		38.67%
Risk-free interest rate		1.06%
Expected term (in years)		5 years 10 months 28 days
Estimated fair-value of the underlying unit		$ 15.33
Class B Awards [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected stock price volatility	30.90%
Risk-free interest rate	1.28%
Expected term (in years)	6 years 3 months
Estimated fair-value of the underlying unit	$ 10.06
Class C Awards [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
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

Share-Based Compensation - Summary of the Profits Interest Activity (Details) - shares	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, forfeited			(360,376)
Number of units, grant outstanding beginning balance	0	0	0
Number of units, grant outstanding ending balance	0	0	3,519,563
Class C Units \| Fastball Holdco L P [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Gross		4,501,056
Number of units, forfeited		(643,008)
Number of units, grant outstanding beginning balance		0	3,858,048
Exchanged for common stock in the Company			(411,720)
Exchanged for restricted stock In the company			(3,446,328)
Number of units, grant outstanding ending balance	0	3,858,048	0

Share-Based Compensation - Summary of the Option Unit Activity (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	6 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance	0		0	0
Number of units, exercised				(58,552)
Number of units, forfeited				(360,376)
Number of units, exchange for options in the company				(3,938,491)
Number of units, grant outstanding ending balance	0	3,519,563	0	3,519,563	0
Number of units, vested		681,227		681,227
Number of units, unvested		2,838,336		2,838,336
Weighted average exercise price, grant outstanding beginning balance				$ 0
Weighted average exercise price, issued in exchange for options in the company's parent				6.65
Weighted average exercise price, exercised				6.61
Weighted average exercise price, forefeited				6.61
Weighted average exercise price, grant outstanding ending balance		$ 6.66	$ 0	$ 6.66
Weighted Average Remaining Contractual Term, Grants Outstanding				8 years 2 months 12 days
Expected weighted average period				3 years 8 months 12 days
Aggregate Intrinsic Value, Grants Outstanding		$ 43.6		$ 43.6
Aggregate Intrinsic Value, Grants Vested		$ 8.4		$ 8.4
Weighted average exercise price, grants vested		$ 6.66		$ 6.66
Weighted average exercise price, grants unvested		$ 6.66		$ 6.66
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance		0
Number of units, granted		3,714,540
Number of units, grant outstanding ending balance		3,714,540		3,714,540
Number of units, vested		644,556		644,556
Number of units, unvested		3,069,984		3,069,984
Weighted average exercise price, grant outstanding beginning balance		$ 0
Weighted Average Exercise Price, Grant Issued		15.33
Weighted average exercise price, grant outstanding ending balance		$ 15.33		$ 15.33
Weighted Average Remaining Contractual Term, Grants Outstanding				9 years 6 months
Expected weighted average period				9 years 6 months
Aggregate Intrinsic Value, Grants Outstanding		$ 13.8		$ 13.8
Aggregate Intrinsic Value, Grants Vested		$ 2.6		$ 2.6
Weighted average exercise price, grants vested		$ 15.00		$ 15.00
Weighted average exercise price, grants unvested		$ 15.40		$ 15.40
Class B Awards [Member] \| Predecessor Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance	331,666		331,666		331,666
Number of units, forfeited	0				0
Number of units, grant outstanding ending balance	331,666				331,666
Number of units, vested	271,666
Number of units, unvested	60,000
Weighted average exercise price, grant outstanding beginning balance	$ 1.45		$ 1.45		$ 1.45
Weighted average exercise price, forefeited	0				0
Weighted average exercise price, grant outstanding ending balance	1.45				$ 1.45
Weighted average exercise price, grants vested	1.45
Weighted average exercise price, grants unvested	$ 1.45
Class C Awards [Member] \| Predecessor Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance	3,788,768		3,716,268		3,792,205
Number of units, forfeited	(72,500)				(3,437)
Number of units, grant outstanding ending balance	3,716,268				3,788,768
Number of units, vested	3,206,998
Number of units, unvested	509,270
Weighted average exercise price, grant outstanding beginning balance	$ 2.00		$ 2.00		$ 2.00
Weighted average exercise price, forefeited	2.00				2.00
Weighted average exercise price, grant outstanding ending balance	2.00				$ 2.00
Weighted average exercise price, grants vested	2.00
Weighted average exercise price, grants unvested	$ 2.00
Fastball Holdco L P [Member] \| Class B Awards [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance			0	2,733,734
Number of units, exercised				(24,112)
Number of units, forfeited			(133,960)	(107,168)
Number of units, exchange for options in the company				(2,602,454)
Number of units, grant outstanding ending balance	0	0	2,733,734	0
Number of units, issued			2,867,694
Weighted average exercise price, grant outstanding beginning balance			$ 0	$ 10.06
Weighted Average Exercise Price, Grant Issued			10.06
Weighted average exercise price, exercised				10.00
Weighted average exercise price, forefeited			10.00	10.00
Weighted average exercise price, exchanged for options				10.07
Weighted average exercise price, grant outstanding ending balance	$ 0	$ 0	$ 10.06	$ 0

Share-Based Compensation - Summary of the RSU Activity (Details)	6 Months Ended
	Dec. 31, 2021 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted Average Exercise Price, Ending Balance	$ 6.66
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted Average Exercise Price, Ending Balance	$ 15.40
2021 Equity Plan [Member] \| Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, outstanding beginning balance \| shares	0
Number of units, granted \| shares	340,875
Number of units, vested \| shares	0
Number of units, outstanding ending balance \| shares	340,875
Weighted Average Exercise Price, Beginning Balance	$ 0
Weighted Average Grant Date Fair Value, Granted	17.19
Weighted Average Grant Date Fair Value, Vested	0
Weighted Average Exercise Price, Ending Balance	$ 17.19
2021 Equity Plan [Member] \| Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, outstanding beginning balance \| shares	0
Number of units, granted \| shares	2,918,084
Number of units, vested \| shares	(304,725)
Number of units, outstanding ending balance \| shares	2,613,359
Weighted Average Exercise Price, Beginning Balance	$ 0
Weighted Average Grant Date Fair Value, Granted	3.85
Weighted Average Grant Date Fair Value, Vested	3.85
Weighted Average Exercise Price, Ending Balance	$ 3.85

Defined Contribution Plan - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Defined Benefit Plan Disclosure [Line Items]
Company's total contributions to savings plans	$ 0.1	$ 0.9	$ 1.2	$ 1.0

- Definition

Amount of contribution received by defined benefit plan from employer which increases plan assets.

+ References + Details

Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands				1 Months Ended	2 Months Ended	11 Months Ended	12 Months Ended
	Nov. 15, 2021	Jun. 25, 2021	Jun. 11, 2021	Jan. 31, 2020	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Class Of Stock [Line Items]
Capital contributions				$ 41,143	$ 50,000	$ 59,423	$ 241	$ 0
Stockholders' equity note, stock split			1,300,000-for-one stock split
Common stock, shares authorized			1,000,000,000			1,000,000,000	1,000,000,000
Common stock, par value			$ 0.001			$ 0.001	$ 0.001
Preferred stock, shares authorized			250,000,000				250,000,000
Preferred stock, par value			$ 0.001				$ 0.001
Common stock, shares authorized pre-stock split			10,000
Common stock, shares outstanding						130,000,000	152,901,040
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions				$ 0		$ 0	$ 320,559	$ 0
Preferred stock, shares outstanding							0
Common stock, shares issued						130,000,000	152,901,040
November Follow-On
Class Of Stock [Line Items]
Stock issued during period shares new issues	15,000,000
Option to purchase additional shares of common stock	2,250,000
Proceeds from the sale of shares	$ 0
IPO
Class Of Stock [Line Items]
Stock issued during period shares new issues		29,325,000
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 \| First Portion Of Common Stock
Class Of Stock [Line Items]
Stock issued during period shares new issues		22,856,250
Option to purchase additional shares of common stock		2,981,250
IPO \| Common Stock [Member]
Class Of Stock [Line Items]
Common stock, par value		$ 0.001
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
Repayments of Long-term Debt		$ 200,000
Fastball Holdco L P [Member]
Class Of Stock [Line Items]
Conversion of stock, Shares converted							130,000,000
Common Class A B C
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, no par value				$ 0
Common stock, shares issued				138,714,853
Class B Units
Class Of Stock [Line Items]
Common stock, shares authorized				7,500,000
Common stock, no par value				$ 0
Common stock, shares issued				1,700,051
Class C Units
Class Of Stock [Line Items]
Common stock, shares authorized				17,500,000
Common stock, no par value				$ 0
Common stock, shares issued				9,271,556

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Loss Contingencies [Line Items]
Operating leases, rent expense, net	$ 0.5	$ 5.3	$ 6.1	$ 5.9
Capital Leased Assets Gross		5.0	5.0
Capital leased assets accumulated depreciation		2.5	4.2
Indemnity liability		8.1	7.9
Total liability		6.3	5.5
Total insurance receivable		$ 2.2	$ 2.1
Legal fee recovery date			2022-03
Minimum \| Assets Held under Capital Leases [Member]
Loss Contingencies [Line Items]
Capital lease term			3 years
Maximum \| Assets Held under Capital Leases [Member]
Loss Contingencies [Line Items]
Capital lease term			5 years

Commitments and Contingencies - Amortization and Interest Expense Related to Capital Leases (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Amortization and Interest Expense Related to Capital Leases [Abstract]
Depreciation and amortization	$ 2,105	$ 135,057	$ 142,815	$ 25,953
Interest expense	4,514	47,914	25,122	51,964
Successor Period [Member]
Amortization and Interest Expense Related to Capital Leases [Abstract]
Depreciation and amortization		2,282	1,441
Interest expense		$ 206	$ 100
Predecessor Period [Member]
Amortization and Interest Expense Related to Capital Leases [Abstract]
Depreciation and amortization	231			3,173
Interest expense	$ 26			$ 395

Commitments and Contingencies - Schedule of Future Minimum Rental Payments (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
2022	$ 7,303
2023	6,110
2024	5,354
2025	2,124
2026	1,653
Thereafter	459
Total minimum lease payments	23,003
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
2022	914
2023	106
2024	0
2025	0
2026	0
Thereafter	0
Total minimum lease payments	1,020
Less: Imputed interest	(32)
Present value of minimum lease payments under capital leases	988
Less: Current portion of capital lease liability	(884)
Total long-term capital lease liability	$ 104

Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2019
STG [Member]
Related Party Transaction [Line Items]
Related party expenses	$ 0.0	$ 6.0
Debt Forgiveness Agreement [Member] \| Symphony Talent LLC [Member]
Related Party Transaction [Line Items]
Interest Income, Related Party		$ 0.4

- Definition

Direct costs arising from transactions with related parties who are not affiliates or joint Ventures. These costs are categorized as cost of goods sold.

+ References

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+ Details

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	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2019
Earnings Per Share [Abstract]
Basic net income (loss) per share	$ (0.24)	$ (0.37)	$ 0.11	$ 0.23
Diluted net income (loss) per share	$ (0.24)	$ (0.37)	$ 0.11	$ 0.21
Numerator:
Net income (loss)	$ (36,530)	$ (47,492)	$ 16,051	$ 34,250
Denominator:
Weighted average number of shares outstanding - basic	149,686,460	130,000,000	140,480,590	149,686,460
Add options and restricted stock units to purchase units	0	0	1,206,794	14,193,306
Weighted average number of shares outstanding - diluted	149,686,460	130,000,000	141,687,384	163,879,766

- 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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- Definition

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

Net Income (Loss) Per Share (Additional Information) (Details)	12 Months Ended
	Dec. 31, 2021 shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	14,488

Entity-Wide Disclosures - Summary of Long Lived Assets by Geographical Area (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
United States Country of Domicile
Long-lived assets, net
Total long-lived assets, net	$ 1,213,093	$ 1,266,000
International
Long-lived assets, net
Total long-lived assets, net	199,459	217,826
Operating Segments
Long-lived assets, net
Total long-lived assets, net	$ 1,412,552	$ 1,483,826

Subsequent Events (Additional Information) (Details) - Subsequent Event [Member] $ in Millions		3 Months Ended
	Jan. 10, 2022 USD ($)	Mar. 31, 2022 Segment
Subsequent Event [Line Items]
Number of Reportable Segments \| Segment		2
Form I-9 [Member]
Subsequent Event [Line Items]
Asset Acquisition Effective Date	Jan. 01, 2022
Cash Consideration \| $	$ 19.0

Condensed Financial Information of Registrant - Condensed Balance Sheets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
LIABILITIES AND EQUITY
Liabilities	$ 754,343	$ 969,421
EQUITY
Common stock	153	130
Additional paid-in-capital	1,165,163	839,148
Accumulated deficit	(31,441)	(47,492)
Accumulated other comprehensive income	(1,637)	2,484
Total equity	1,132,238	794,270
TOTAL LIABILITIES AND EQUITY	1,886,581	1,763,691
Parent [Member]
ASSETS
Investments in subsidiaries	1,120,832	792,394
LIABILITIES AND EQUITY
Liabilities	0	0
EQUITY
Common stock	153	130
Additional paid-in-capital	1,153,757	837,272
Accumulated deficit	(31,441)	(47,492)
Accumulated other comprehensive income	(1,637)	2,484
Total equity	1,120,832	792,394
TOTAL LIABILITIES AND EQUITY	$ 1,120,832	$ 792,394

Condensed Financial Information of Registrant - Condensed Balance Sheets (Parenthetical) (Details) - $ / shares	Dec. 31, 2021	Jun. 11, 2021	Dec. 31, 2020
Common stock, par value	$ 0.001	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000	1,000,000,000
Common stock, shares issued	152,901,040		130,000,000
Common stock, shares outstanding	152,901,040		130,000,000
Parent [Member]
Common stock, par value	$ 0.001		$ 0.001
Common stock, shares authorized	1,000,000,000		1,000,000,000
Common stock, shares issued	152,901,040		130,000,000
Common stock, shares outstanding	152,901,040		130,000,000

Condensed Financial Information of Registrant - Condensed Statement Of Operations And Comprehensive (Loss) (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	2 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2019	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
NET INCOME (LOSS)	$ (36,530)		$ (47,492)	$ 16,051		$ 34,250
Foreign currency translation adjustments	(31)		2,484	(4,121)		(341)
COMPREHENSIVE INCOME (LOSS)	(36,561)		(45,008)	11,930		33,909
Net income (loss)	$ (36,530)		$ (47,492)	$ 16,051		$ 34,250
Basic net income (loss) per share	$ (0.24)		$ (0.37)	$ 0.11		$ 0.23
Diluted net income (loss) per share	$ (0.24)		$ (0.37)	$ 0.11		$ 0.21
Weighted average number of shares outstanding - basic	149,686,460		130,000,000	140,480,590		149,686,460
Weighted average number of shares outstanding - diluted	149,686,460		130,000,000	141,687,384		163,879,766
Parent [Member]
Equity in net (loss) income of subsidiaries				$ 16,051	$ (47,492)
NET INCOME (LOSS)				16,051	(47,492)
Foreign currency translation adjustments				(4,121)	2,484
COMPREHENSIVE INCOME (LOSS)				11,930	(45,008)
Net income (loss)				$ 16,051	$ (47,492)
Basic net income (loss) per share				$ 0.11	$ (0.37)
Diluted net income (loss) per share				$ 0.11	$ (0.37)
Weighted average number of shares outstanding - basic		130,000,000		140,480,590	130,000,000
Weighted average number of shares outstanding - diluted		130,000,000		141,687,384	130,000,000

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

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- Definition

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

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The amount of net income (loss) for 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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- Definition

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

+ References

+ Details

Condensed Financial Information of Registrant - Additional Information (Details)	12 Months Ended
	Dec. 31, 2021
Percentage of threshold described in rule 4-08 not applied due to consolidated accumulated deficit	25.00%