0000950170-23-005110 | 10-K | XBRL Viewer

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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2022	Feb. 23, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Registrant Name	First Advantage Corporation
Entity Central Index Key	0001210677
Trading Symbol	FA
Entity File Number	001-31666
Entity Incorporation, State or Country Code	DE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 734,129,030
Entity Common Stock, Shares Outstanding		147,775,077
Document Annual Report	true
Document Transition Report	false
Entity Tax Identification Number	84-3884690
Entity Address, Address Line One	1 Concourse Parkway NE
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30328
City Area Code	888
Local Phone Number	314-9761
Title of 12(b) Security	Common Stock, $0.001 par value per share
Security Exchange Name	NASDAQ
Documents Incorporated by Reference	Portions of the registrant’s definitive Proxy Statement relating to its 2023 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year ended December 31, 2022 are incorporated herein by reference in Part III.
Auditor Name	Deloitte & Touche LLP
Auditor Location	Atlanta, Georgia
Auditor Firm ID	34

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
CURRENT ASSETS
Cash and cash equivalents	$ 391,655	$ 292,642
Restricted cash	141	148
Short-term investments	1,956	941
Accounts receivable (net of allowance for doubtful accounts)	143,811	155,772
Prepaid expenses and other current assets	25,407	14,365
Income tax receivable	3,225	2,292
Total current assets	566,195	466,160
Property and equipment, net	113,529	154,309
Goodwill	793,080	793,892
Trade name, net	71,162	79,585
Customer lists, net	326,014	384,766
Deferred tax asset, net	2,422	1,413
Other assets	13,423	6,456
TOTAL ASSETS	1,885,825	1,886,581
CURRENT LIABILITIES
Accounts payable	54,947	53,977
Accrued compensation	22,702	30,054
Accrued liabilities	16,400	21,829
Current portion of operating lease liability	4,957	0
Income tax payable	724	2,573
Deferred revenues	1,056	873
Total current liabilities	100,786	109,306
Long-term debt (net of deferred financing costs)	556,649	554,845
Deferred tax liability, net	90,556	84,653
Operating lease liability, less current portion	7,879	0
Other liabilities	3,337	5,539
Total liabilities	759,207	754,343
COMMITMENTS AND CONTINGENCIES
EQUITY
Common stock	149	153
Additional paid-in-capital	1,176,163	1,165,163
Accumulated deficit	(27,363)	(31,441)
Accumulated other comprehensive (loss)	(22,331)	(1,637)
Total equity	1,126,618	1,132,238
TOTAL LIABILITIES AND EQUITY	$ 1,885,825	$ 1,886,581

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Accounts Receivable (net of allowance for doubtful accounts)	$ 1,348	$ 1,258
Long term debt (net of deferred financing costs)	$ 8,075	$ 9,879
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	148,732,603	152,901,040
Common stock, shares outstanding	148,732,603	152,901,040

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, 2022	Dec. 31, 2021
Income Statement [Abstract]
REVENUES	$ 36,785	$ 472,369	$ 810,023	$ 712,295
OPERATING EXPENSES:
Cost of services (exclusive of depreciation and amortization below)	20,265	240,287	408,928	352,170
Product and technology expense	3,189	32,201	51,931	45,507
Selling, general, and administrative expense	11,235	66,864	116,640	107,980
Depreciation and amortization	2,105	135,057	138,246	142,815
Total operating expenses	36,794	474,409	715,745	648,472
INCOME (LOSS) FROM OPERATIONS	(9)	(2,040)	94,278	63,823
OTHER EXPENSE (INCOME):
Interest expense, net	4,489	47,384	9,199	24,972
Loss on extinguishment of debt	10,533	0	0	13,938
Transaction expenses, change in control	22,370	9,423	0	0
Total other expense, net	37,392	56,807	9,199	38,910
Net income (loss) before provision for income taxes	(37,401)	(58,847)	85,079	24,913
Provision (benefit) for income taxes	(871)	(11,355)	20,475	8,862
NET INCOME (LOSS)	(36,530)	(47,492)	64,604	16,051
Foreign currency translation income (loss)	(31)	2,484	(20,694)	(4,121)
COMPREHENSIVE INCOME (LOSS)	(36,561)	(45,008)	43,910	11,930
NET INCOME (LOSS)	$ (36,530)	$ (47,492)	$ 64,604	$ 16,051
Basic net income (loss) per share	$ (0.24)	$ (0.37)	$ 0.43	$ 0.11
Diluted net income (loss) per share	$ (0.24)	$ (0.37)	$ 0.43	$ 0.11
Weighted average number of shares outstanding - basic	149,686,460	130,000,000	150,227,213	140,480,590
Weighted average number of shares outstanding - diluted	149,686,460	130,000,000	151,807,139	141,687,384

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES
NET INCOME (LOSS)	$ (36,530)	$ (47,492)	$ 64,604	$ 16,051
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	2,105	135,057	138,246	142,815
Loss on extinguishment of debt	10,533	0	0	13,938
Amortization of deferred financing costs	569	3,242	1,804	5,936
Bad debt expense (recovery)	102	350	207	(17)
Deferred Taxes	(997)	(16,747)	4,597	(2,924)
Share-based compensation	3,976	1,876	7,856	9,530
Loss (gain) on foreign currency exchange rates	(82)	(31)	91	(575)
Loss on disposal of fixed assets and impairment of ROU assets	8	19	1,263	76
Change in fair value of interest rate swaps		3,616	(12,429)	(2,284)
Changes in operating assets and liabilities:
Accounts receivable	9,384	(28,541)	9,149	(40,842)
Prepaid expenses and other assets	(4,666)	3,616	4,892	(10,502)
Accounts payable	(8,871)	16,530	2,983	7,516
Accrued compensation and accrued liabilities	4,102	880	(11,365)	8,541
Deferred revenues	11	(271)	91	196
Operating lease liabilities			(898)
Other liabilities	767	826	4,724	(87)
Income taxes receivable and payable, net	373	(79)	(3,045)	1,309
Net cash provided by (used in) operating activities	(19,216)	72,851	212,770	148,677
CASH FLOWS FROM INVESTING ACTIVITIES
Changes in short-term investments	(163)	257	(1,106)	305
Acquisitions of businesses, net of cash acquired			(19,052)	(48,934)
Purchases of property and equipment	(951)	(5,304)	(6,165)	(7,313)
Capitalized software development costs	(929)	(10,522)	(22,363)	(16,485)
Proceeds from disposal of property and equipment			90
Net cash used in investing activities	(2,043)	(15,569)	(48,596)	(72,427)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions				320,559
Payments of initial public offering issuance costs				(4,034)
Shareholder distribution				(313)
Capital contributions	41,143	59,423		241
Distributions to Predecessor Members and Optionholders	(17,991)	(5,834)
Share repurchases			(60,530)
Borrowings on Successor Revolver		25,000
Repayments on Successor Revolver		(25,000)
Payments of debt issuance costs		(1,397)		(1,257)
Payments on capital and finance lease obligations	(274)	(2,438)	(884)	(1,652)
Payments on deferred purchase agreements			(884)	(705)
Proceeds from issuance of common stock under share-based compensation plans			3,522	387
Net settlement of share-based compensation plan awards			(378)	(332)
Net cash (used in) provided by financing activities	(11,122)	46,404	(59,154)	63,848
Effect of exchange rate on cash, cash equivalents, and restricted cash	(102)	1,021	(6,014)	(278)
Increase (decrease) in cash, cash equivalents, and restricted cash	(32,483)	104,707	99,006	139,820
Cash, cash equivalents, and restricted cash at beginning of period	80,746	48,263	292,790	152,970	$ 80,746
Cash, cash equivalents, and restricted cash at end of period	48,263	152,970	391,796	292,790	$ 152,970
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes, net of refunds received	279	4,786	17,475	10,361
Cash paid for interest	224	41,145	27,042	23,029
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Property and equipment acquired on account	289	88	105	3,643
Distributions declared to Optionholders but not paid	781
Successor First Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Borrowings from Successor First Lien Credit Facility				261,413
Repayments of Lien Credit Facility		(3,350)		(363,875)
Successor Second Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of Lien Credit Facility				(146,584)
Predecessor First Lien [Member]
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of Lien Credit Facility	$ (34,000)

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)
Repurchases of common stock
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
Common stock withheld for tax obligations and net settlement of stock option exercise	(332)		(332)
Shareholder distribution	(313)		(313)
Repurchases of common stock
Proceeds from issuance of common stock under share-based compensation plans	387		387
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)
Share-based compensation	7,856		7,856
Common stock withheld for tax obligations and net settlement of stock option exercise	(378)	0	(378)
Repurchases of common stock	60,530	(4)		(60,526)
Proceeds from issuance of common stock under share-based compensation plans	3,522	0	3,522
Foreign currency translation income (loss)	(20,694)				(20,694)
NET INCOME (LOSS)	64,604			64,604
Ending Balance at Dec. 31, 2022	$ 1,126,618	$ 149	$ 1,176,163	$ (27,363)	$ (22,331)

Consolidated Statement of Changes in Members' (Deficit) Equity - 1 months ended Jan. 31, 2020 - 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, 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 (LOSS) INCOME	$ (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.

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+ Details

Organization, Nature of Business, and Basis of Presentation

12 Months Ended

Dec. 31, 2022

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 background check and compliance services performed across all phases of the workforce lifecycle from pre-onboarding services to post-onboarding and ongoing monitoring services, covering employees, contractors, contingent workers, tenants, and drivers. We generally classify our service offerings into three categories: pre-onboarding, post-onboarding, and adjacent products.

Pre-onboarding services are comprised of an extensive array of products and solutions that customers typically utilize to enhance their evaluation process and support 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.

Adjacent products include 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, employment eligibility, and investigative research.

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 has historically 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 October and November of each year, driven by many customers’ pre-holiday season hiring initiatives.

Segments — Operating segments are businesses for which separate financial information is available and evaluated regularly by our chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance.

During the first quarter of 2022, the Company made organizational changes and modified information provided to its CODM to better align with how its CODM assesses performance and allocates resources. As a result, the Company now has two reportable segments, Americas and International:

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Americas provides technology solutions for screening, verifications, safety, and compliance in the United States, Canada, and Latin America markets; and

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International provides technology solutions for screening, verifications, safety, and compliance outside of the Americas.

Accordingly, prior period results have been recast to conform to the current presentation of segments. These changes do not impact the Company’s consolidated results.

The Company’s segment disclosure is intended to provide the users of its consolidated financial statements with a view of the business that is consistent with management of the Company. Details of segment results are discussed in Note 17, “Reportable Segments.”

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 revenues 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, revenue recognition, capitalized software, 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, 2022

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, 2022 (Successor) (in thousands):


	Level 1		Level 2		Level 3
Assets
Interest rate swaps	$	—	$	11,570	$	—

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. Interest income earned on short-term investments and interest bearing accounts is included in interest expense, net in the accompanying consolidated statements of operations and comprehensive income (loss). The Company recorded $5.0 million, $0.1 million, $0.5 million, and $0.0 million of interest income for the year ended December 31, 2022 (Successor), 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), respectively. Outstanding checks in excess of funds on deposit are classified as current liabilities in the accompanying consolidated balance sheets. As of December 31, 2022 and 2021 (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, 2022 and 2021 (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. At December 31, 2022, the Company had two reporting units comprised of the Americas and International. When testing goodwill for impairment, the Company may first perform an optional qualitative assessment. If the Company determines it is not more likely than not the reporting unit’s fair value is less than its carrying value, then no further analysis is necessary. If the Company determines that it is more likely than not that the fair value of its reporting unit is less than its carrying amount, then the quantitative impairment test will be performed. Under the quantitative impairment test, if the carrying amount of the Company’s reporting unit exceeds its fair value, the Company will recognize an impairment loss in an amount equal to that excess but limited to the total amount of goodwill. 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 $7.6 million, $7.9 million, and $7.5 million of amortization expense related to the trade name for the year ended December 31, 2022 (Successor), 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).

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 thirteen to 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 $60.7 million, $65.5 million, $65.2 million, and $0.8 million of amortization expense related to customer lists for the year ended December 31, 2022 (Successor), 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), respectively.

The Company regularly evaluates the amortization period assigned to each intangible asset to determine whether there have been any events or circumstances that warrant revised estimates of useful lives. In December 2022, the Company determined that there have 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, ROU assets, 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, ROU assets, and finite-life intangible assets may warrant revision. The Company determined that triggering events occurred for certain leases exited during the year ended December 31, 2022 (Successor) which required an impairment review of certain ROU assets. Based on the results of the analysis, the Company recorded non-cash impairment charges of $0.9 million for the year ended December 31, 2022 (Successor), primarily related to office space exited during the year. The Company determined the carrying values of its property and equipment and finite-life intangible assets were not impaired as of December 31, 2022 and 2021 (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 $2.9 million, $1.4 million, $0.6 million, and $0.1 million for the year ended December 31, 2022 (Successor), 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), 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 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 had one customer which represented approximately 10%, 10%, and 12% of its consolidated revenues for the year ended December 31, 2022 (Successor), for the 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 these periods. The Company did not have any customers which represented 10% or more of its consolidated revenues during the period from January 1, 2020 through January 31, 2020 (Predecessor). 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 and related services to our customers on a transactional basis, in which an individual background screening package or selection of services is ordered by a customer related to a single individual. Substantially all of the Company’s customers are employers, staffing companies, and other businesses or organizations. The Company’s revenues are mostly comprised of a significant volume of low-dollar services fulfilled by multiple highly automated, proprietary systems and applications. The processing of transactions and recording of revenue is based on contractual terms with the Company’s customers. The Company satisfies its performance obligations and recognizes revenues for services rendered as the orders are completed and the completed reports are transmitted, or otherwise made available. The Company’s remaining services, substantially consisting of tax consulting, fleet management, and driver qualification services, are delivered over time as the customer simultaneously receives and consumes the benefits of the services delivered. To measure the Company’s performance over time, the output method is utilized to measure the value to the customer based on the transfer to date of the services promised, with no rights of return once consumed. In these cases, revenues on transactional contracts with a defined price but an undefined quantity are recognized utilizing the right to invoice expedient resulting in 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.

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 revenues 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 revenues than what has been billed. Contract assets are included in accounts receivable in the accompanying condensed consolidated balance sheets. A contract liability is created when the Company transfers a good or service to a customer and recognizes less than what has been billed. The Company recognizes these contract liabilities as deferred revenues 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 revenues 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 revenues 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. Currency translation (loss) income included in accumulated other comprehensive income (loss) were approximately $(20.7) million, $(4.1) million, $2.5 million, and $0.0 million, for the year ended December 31, 2022 (Successor), 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), respectively.

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) was approximately $2.3 million, $(0.1) million, $0.3 million, and $(0.1) million, for the year ended December 31, 2022 (Successor), 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), 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. No outstanding awards are callable, and 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 the 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 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, 2022 and 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 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 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 — Upon the completion of the Company’s IPO in 2021 (see “Note 12. Equity”), the Company qualified as an Emerging Growth Company (“EGC”), as defined in the Jumpstart Our Business Startups Act, which allowed the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements
were made applicable to private companies.

Effective December 31, 2022, the Company lost its EGC status due to becoming a “large accelerated filer” with an aggregate worldwide market value of its common stock held by non-affiliates exceeding $700.0 million measured as of the end of the second quarter of the 2022 fiscal year. As a result, the Company must comply with the adoption requirements of new or revised accounting pronouncements applicable to public companies beginning in the fiscal year ended December 31, 2022.

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, 2022 including interim periods therein. The Company will adopt this guidance in 2023, 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 February 2016, the FASB issued ASU 2016-02, Leases, and subsequently issued additional ASUs amending this ASU (collectively ASC 842, Leases). ASC 842 was issued to increase transparency and comparability among organizations by requiring the recognition of right of use (“ROU”) assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company adopted the provisions of ASC 842 on January 1, 2022 using a modified retrospective approach through a cumulative effect adjustment to retained earnings as of the beginning of the period of adoption in line with the new transition method allowed under ASU 2018-11. ASC 842 provides a number of optional practical expedients in transition. The Company elected the “package of practical expedients” which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification, and initial direct costs. The Company did not elect the use-of-hindsight and elected the practical expedient pertaining to land easements. The new standard also provides practical expedients for an entity’s ongoing accounting for leases. The Company elected the short-term lease exemption for all leases that qualify, meaning the Company will not recognize ROU assets or lease liabilities for leases with terms shorter than twelve months. The Company also elected the practical expedient to not separate lease and non-lease components for a majority of its asset classes, including real estate and most equipment.

The adoption of ASC 842 had a material impact on the Company’s consolidated balance sheets but did not have a material impact on our consolidated statements of operations or cash flow. The most significant impact was the recognition of ROU assets of $12.7 million and lease liabilities for operating leases of $15.0 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. Our accounting for finance leases, described in Note 14, remained unchanged.

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. Adoption of this standard on January 1, 2022 did not have a material impact on the consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments, which changed 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 are 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. Adoption of this standard upon the Company’s loss of EGC status did not have a material impact on the consolidated financial statements.

Acquisitions

12 Months Ended

Dec. 31, 2022

Business Combinations [Abstract]

Acquisitions

Note 3. Acquisitions

2022 Acquisition

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 $19.8 million. The transfer of ownership became effective as of January 1, 2022 and strategically expanded the Company’s product suite offerings through the addition of new I-9 and employment eligibility solutions. The acquired assets were determined to constitute a business and the Company was deemed to be the acquirer under ASC 805. The Company recorded a preliminary allocation of the purchase price to assets acquired and liabilities assumed based on their estimated fair values as of January 1, 2022. The allocation was finalized as of September 30, 2022 and no adjustments were recorded to the Company’s previously recognized fair values.

The allocation of the purchase price is based on the fair value of assets acquired and 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	$	19,087
Total fair value of consideration transferred	$	19,087
Current assets	$	1,151
Property and equipment, including software developed for internal use		3,045
Customer lists		6,100
Current liabilities		(325	)
Total identifiable net assets	$	9,971
Goodwill	$	9,116

Goodwill recognized in the acquisition of Form I-9 Compliance is deductible for tax purposes. Results of operations have been included in the consolidated financial statements of the Company’s Americas segment since the effective date of the acquisition.

2021 Acquisitions

On March 31, 2021, the Company completed its acquisition of selected assets and specified liabilities comprising the United Kingdom background screening business unit of a United Kingdom based company for cash consideration of $7.6 million. The Company recognized $3.1 million of goodwill and $3.0 million of intangible assets subject to amortization. Goodwill recognized is primarily attributable to assembled workforce and the expected growth of the Company and is deductible for tax purposes. Results of operations have been included in the consolidated financial statements of the Company’s International segment since the effective date of the acquisition.

On November 30, 2021, the Company completed its acquisition of a background screening and verification provider based in Mexico. Goodwill recognized as result of this acquisition was not deductible for tax purposes. Results of operations have been included in the consolidated financial statements of the Company’s Americas segment since the effective date of the acquisition.

On November 30, 2021, the Company, through one of its wholly-owned subsidiaries 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 screening and compliance solutions provider which strengthened the Company’s healthcare and higher education solutions by adding technology and expertise tailored to those customers, for cash consideration of $39.4 million. The acquisition was considered an acquisition of assets for tax purposes and, accordingly, a significant portion of the $22.2 million of goodwill recognized was deductible for tax purposes. Identifiable intangible assets related to this acquisition totaled $15.5 million, of which $11.8 million was attributable to a customer related intangible asset, with an estimated useful life of thirteen years and $3.6 million was attributable to developed technology with a useful life of five years. In addition, the Company acquired current assets of $2.9 million and assumed liabilities of $1.6 million. The allocation was finalized as of June 30, 2022. Results of operations have been included in the consolidated financial statements of the Company’s Americas segment since the effective date of the acquisition.

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)
Revenue	$	509,154
Net income (loss)	$	(43,627	)

Property and Equipment, net

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Note 4. Property and Equipment, net

Property and equipment, net as of December 31, 2022 and 2021 (Successor) consisted of the following (in thousands):


	Successor			Successor
	December 31, 2022			December 31, 2021
Furniture and equipment	$	23,422		$	20,462
Capitalized software for internal use, acquired by business combination		227,405			225,005
Capitalized software for internal use, developed internally or otherwise purchased		60,187			37,326
Leasehold improvements		2,957			3,001
Total property and equipment		313,971			285,794
Less: accumulated depreciation and amortization		(200,442	)		(131,485	)
Property and equipment, net	$	113,529		$	154,309

Depreciation and amortization expense of property and equipment was approximately $70.0 million, $69.4 million, $62.3 million, and $1.3 million, for the year ended December 31, 2022 (Successor), 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), respectively. Included in property equipment, net are finance leases with a cost of $5.1 million and $5.0 million and accumulated depreciation of $5.0 million and $4.2 million as of December 31, 2022 and 2021 (Successor), respectively.

Goodwill, Trade Name, and Customer Lists

12 Months Ended

Dec. 31, 2022

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, 2022 and 2021 (Successor) by reportable segment were as follows (in thousands):


	Americas			International			Total
Successor:
Balance – December 31, 2020	$	645,309		$	124,780		$	770,089
Acquisitions		22,714			3,120			25,834
Foreign currency translation		25			(2,056	)		(2,031	)
Balance – December 31, 2021	$	668,048		$	125,844		$	793,892
Acquisitions		9,116			—			9,116
Adjustments to initial purchase price allocations		(35	)		—			(35	)
Foreign currency translation		42			(9,935	)		(9,893	)
Balance – December 31, 2022	$	677,171		$	115,909		$	793,080

The following summarizes the gross carrying value and accumulated amortization for the Company’s trade name and customer lists as of December 31, 2022 and 2021 (Successor) (in thousands):


	December 31, 2022 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	93,959	$	(22,797	)	$	71,162	20 years
Customer lists		515,762		(189,748	)		326,014	13-14 years
Total	$	609,721	$	(212,545	)	$	397,176


	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

Amortization expense of trade name and customer lists was approximately $68.3 million, $73.5 million, $72.7 million, and $0.8 million for the year ended December 31, 2022 (Successor), 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) respectively.

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


Years Ending December 31,
2023	$	61,992
2024		56,028
2025		49,722
2026		42,800
2027		36,226
Thereafter		150,408
	$	397,176

Long-term Debt

12 Months Ended

Dec. 31, 2022

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, 2022 and 2021 (Successor) and consisted of the following (in thousands):


	Successor			Successor
	December 31, 2022			December 31, 2021
Successor First Lien Credit Facility	$	564,724		$	564,724
Less: Deferred financing costs		(8,075	)		(9,879	)
Long-term debt, net	$	556,649		$	554,845

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 Company’s initial public offering (“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 $564.7 million term loan is scheduled to mature on January 31, 2027. As a result of the prepayment, the Company recorded additional interest expense of $3.7 million associated with the accelerated amortization of the related deferred financing costs.

Additionally, in connection with the closing of the IPO, the Company entered into an amendment that increased the borrowing capacity under the Successor Revolver from $75.0 million to $100.0 million and extended the maturity date from January 31, 2025 to July 31, 2026. As of December 31, 2022, 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, 2022 (Successor), are as follows (in thousands):


Years Ending December 31,
2023	$	—
2024		—
2025		—
2026		—
2027		564,724
Thereafter		—
	$	564,724

Derivatives

12 Months Ended

Dec. 31, 2022

Interest Rate Derivatives [Abstract]

Derivatives

Note 7. Derivatives

In February 2020, the Company entered into an interest rate collar agreement with a counterparty bank to reduce its exposure to interest rate volatility. In this agreement, the Company and the counterparty bank agreed to a one-month USD 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 was $405.0 million through February 2022 at which time the notional amount was reduced 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, 2022 (Successor)		As of December 31, 2021 (Successor)
Interest rate swaps	Prepaid expenses and other current assets	$	11,570	$	197

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, 2022 (Successor)		Year Ended December 31, 2021 (Successor)		Period from February 1, 2020 through December 31, 2020 (Successor)
Interest rate swaps	Interest expense, net	$	12,429	$	2,284	$	(4,383	)

Income Taxes

12 Months Ended

Dec. 31, 2022

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, 2022 (Successor), 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), respectively, were as follows (in thousands):


	Successor								Predecessor
	Year Ended December 31, 2022		Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Income (loss) before provision for income taxes from United States operations	$	46,766	$	(7,791	)	$	(68,008	)	$	(38,181	)
Income before provision for income taxes from foreign operations		38,313		32,704			9,161			780
Income (loss) before provision for income taxes	$	85,079	$	24,913		$	(58,847	)	$	(37,401	)

The domestic and foreign components of the provision for income taxes for the year ended December 31, 2022 (Successor), 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), respectively, were as follows (in thousands):


	Successor									Predecessor
	Year Ended December 31, 2022			Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Current:
Federal	$	179		$	58		$	51		$	(2	)
State		4,593			4,003			1,994			(79	)
Foreign		9,817			7,618			3,818			128
Total Current	$	14,589		$	11,679		$	5,863		$	47

Deferred:
Federal	$	1,773		$	549		$	(16,144	)	$	(701	)
State		5,030			(4,495	)		(784	)		(149	)
Foreign		(917	)		1,129			(290	)		(68	)
Total Deferred	$	5,886		$	(2,817	)	$	(17,218	)	$	(918	)
Total	$	20,475		$	8,862		$	(11,355	)	$	(871	)

In the Predecessor periods, our effective tax rate was significantly impacted by the recognition of valuation allowances 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 24.07%, 35.57%, 19.29%, and 2.33%, for the year ended December 31, 2022 (Successor), 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), respectively:


	Successor									Predecessor
	Year Ended December 31, 2022			Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
U.S. statutory federal tax rate		21.00	%		21.00	%		21.00	%		21.00	%
State and local income taxes – net of federal tax benefits		2.85			(5.32	)		(1.50	)		(0.99	)
Foreign rate difference		0.67			3.25			(0.14	)		0.06
Change in valuation allowances		(1.06	)		(2.72	)		0.00			(12.37	)
GILTI inclusion		1.41			7.92			2.71			(0.34	)
Transaction cost		—			5.21			(1.09	)		(3.14	)
Share-based compensation		0.62			5.82			(0.40	)		(2.23	)
Rate change impact		(0.43	)		2.23			—			—
US research and development credit		(1.44	)		(7.15	)		0.85			0.35
Withholding tax		0.38			5.34			(1.90	)		—
Other		0.07			(0.01	)		(0.24	)		(0.01	)
Effective tax rate		24.07	%		35.57	%		19.29	%		2.33	%

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 by these laws, the Company was eligible to increase its deductible interest expense 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).

On August 16, 2022, the Inflation Reduction Act (“IRA”) was signed into law in the U.S. Some of the key provisions included in the IRA include implementation of a new alternative minimum tax, an excise tax on stock buybacks, and significant tax incentives for energy and climate initiatives. The Company has determined that the IRA had no significant impact on the Company as of and for the year ended December 31, 2022 (Successor).

As of December 31, 2022 (Successor), the Company had approximately $69.2 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, 2022. 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, 2022 and 2021 (Successor) consist of the following (in thousands):


	Successor			Successor
	December 31, 2022			December 31, 2021
Deferred tax assets:
Federal net operating loss carryforwards	$	2,304		$	25,227
State net operating loss carryforwards		6,782			8,172
Foreign net operating loss carryforwards		4,888			5,556
Deferred revenues		205			172
Bad debt reserves		297			203
Employee benefits		1,563			3,118
Share-based compensation		546			586
Accrued expenses and loss reserves		1,802			2,346
Other deferred tax assets		5,890			9,382
Less: Valuation allowances		(1,467	)		(2,367	)
Total deferred tax asset	$	22,810		$	52,395
Deferred tax liabilities:
Trade name	$	(17,632	)	$	(19,809	)
Goodwill		(11,703	)		(7,340	)
Depreciable and other amortizable assets		(77,127	)		(107,080	)
Other deferred liabilities		(4,482	)		(1,406	)
Total deferred tax liability	$	(110,944	)	$	(135,635	)
Net deferred tax liability	$	(88,134	)	$	(83,240	)

As of December 31, 2022 and 2021 (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, 2022 and 2021 (Successor), are as follows (in thousands):


	Successor		Successor
	December 31, 2022		December 31, 2021
Federal	$	10,970	$	120,130
State		125,989		147,539
Foreign		24,207		25,063
	$	161,166	$	292,732

The Company has approximately $4.4 million and $5.0 million of research and development credit carryforwards as of December 31, 2022 and 2021 (Successor). The Company’s remaining research and development credit carryforwards will expire beginning in 2039. 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 $1.5 million and $2.4 million is necessary as of December 31, 2022 and 2021 (Successor), respectively, primarily for certain foreign net operating loss carryforwards. The decrease in the valuation allowance in 2022 is primarily due to the utilization of some of the net operating loss carryforwards during the year and revaluation of the remaining net operating loss carryforwards at December 31, 2022.

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, 2022 (Successor), 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							Predecessor
	Year Ended December 31, 2022			Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2022		Period from January 1, 2020 through January 31, 2020
Balance, beginning of period	$	1,399		$	1,341	$	1,290	$	1,296
Increases for tax positions related to prior years		28			58		51		4
Decreases for tax positions related to prior years		(455	)		—		—		(10	)
Balance, end of period	$	972		$	1,399	$	1,341	$	1,290

An income tax benefit of approximately $1.0 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 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
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Revenues

12 Months Ended

Dec. 31, 2022

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, revenues 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, 2022 (Successor), 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 immaterial.

Contract assets and liabilities

The contract asset balance was $6.5 million and $7.4 million as of December 31, 2022 and 2021 (Successor), respectively, and is included in accounts receivable, net in the accompanying consolidated balance sheets. The contract liability balance was $1.1 million and $0.9 million as of December 31, 2022 and 2021 (Successor), respectively, and is included in deferred revenues in the accompanying consolidated balance sheets. An immaterial amount of revenue was recognized in the current period related to the beginning balance of deferred revenues.

- 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
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-URI https://asc.fasb.org/topic&trid=49130388

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+ Details

Share-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Share-based Compensation

Note 10. Share-based Compensation

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, 2022		Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020
Share-based compensation expense
Cost of services	$	1,103	$	163	$	100	$	156
Product and technology expense		1,351		459		179		—
Selling, general, and administrative expense		5,402		8,908		1,597		3,820
Total share-based compensation expense	$	7,856	$	9,530	$	1,876	$	3,976

Predecessor Plan

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.

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 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, 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

Prior to the IPO, all share-based awards were issued by Fastball Holdco, L.P., the Company’s previous parent company, under individual grant agreements and the partnership agreement of such parent company (collectively the “Successor Plan”).

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).

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 for 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 Omnibus Incentive Plan (the “2021 Equity Plan”). The number of common stock and restricted stock shares issued to each profits interest holder was ratably adjusted to preserve the fair value of the awards. Additionally, the vesting conditions and equity classification of the awards remained unchanged as a result of the conversion.

•

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


		Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
December 31, 2021	Grants outstanding		3,519,563		$	6.66
	Grants exercised		(372,254	)	$	6.68
	Grants cancelled/forfeited		(303,967	)	$	6.61
December 31, 2022	Grants outstanding		2,843,342		$	6.66	7.2 Years	$18.0 million
December 31, 2022	Grants vested		648,926		$	6.65	7.0 Years	$4.1 million
December 31, 2022	Grants unvested		2,194,416		$	6.67

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, restricted stock units, and other equity-based or cash-based awards as determined by the Company’s Compensation Committee. The 2021 Equity Plan initially had a total of 17,525,000 shares of common stock reserved. The number of reserved shares automatically increases on the first day of each calendar year commencing on January 1, 2022 and ending on January 1, 2030, in an amount equal to the lesser of (x) 2.5% of the total number of shares of common stock outstanding on the last day of the immediately preceding calendar year and (y) a number of shares as determined by the Board of Directors. As of December 31, 2022, 13,578,273 shares were available for issuance under the 2021 Equity Plan.

Stock Options

Stock options issued immediately prior to the IPO 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 vest annually, generally over four or five years. Stock options generally expire ten years after the grant date.

A summary of the option activity for the year ended December 31, 2022 (Successor) is as follows:


		Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
December 31, 2021	Grants outstanding		3,714,540		$	15.33
	Grants issued		608,122		$	14.68
	Grants cancelled/forfeited		(11,000	)	$	17.52
December 31, 2022	Grants outstanding		4,311,662		$	15.24	8.7 Years	$	—
December 31, 2022	Grants vested		1,054,302		$	15.20	8.5 Years	$	—
December 31, 2022	Grants unvested		3,257,360		$	15.25

The fair value for stock options granted for the year ended December 31, 2022 and 2021 (Successor) was estimated at the date of grant using the Black-Scholes option-pricing model with the following weighed average assumptions:


	Successor			Successor
	December 31, 2022			December 31, 2021
Expected stock price volatility		34.66	%		38.67	%
Risk-free interest rate		2.77	%		1.06	%
Expected term (in years)		6.23			5.91
Fair-value of the underlying unit	$	14.68		$	15.33

Restricted Stock Units

Restricted stock units (“RSU”) generally vest annually over three to five years.

A summary of the RSU activity for the year ended December 31, 2022 (Successor) is as follows:


		Shares			Weighted Average Grant Date Fair Value
December 31, 2021	Nonvested RSUs		340,875		$	17.19
	Granted		203,032		$	14.36
	Vested		(67,175	)	$	16.96
	Forfeited		(4,400	)	$	17.52
December 31, 2022	Nonvested RSUs		472,332		$	16.00

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 for the year ended December 31, 2022 (Successor) is as follows:


		Shares			Weighted Average Grant Date Fair Value
December 31, 2021	Nonvested restricted stock		2,613,359		$	3.85
	Granted		—		$	—
	Vested		(332,059	)	$	3.85
December 31, 2022	Nonvested restricted stock		2,281,300		$	3.85

During the IPO and the November 2021 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, 2022 (Successor), the Company had approximately $34.8 million of unrecognized pre-tax non-cash compensation expense, comprised of approximately $7.6 million related to restricted stock, $6.4 million related to RSUs, and approximately $20.8 million related to stock options, which the Company expects to recognize over a weighted average period of 2.9 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 acquire Company stock during designated offering periods. During each offering period, there will be one six-month purchase period, which will have the same duration and coincide with the length of the offering period. During the holding period, ESPP purchased shares are not eligible for sale or broker transfer. The Company recorded an associated expense of approximately $0.4 million for the year ended December 31, 2022 (Successor).

Excess Tax Benefits

The Company recognized excess tax benefits of approximately $0.5 million and $0.2 million associated with equity award exercises and vesting in its income tax expense for the year ended December 31, 2022 and 2021 (Successor), respectively. The Company did not recognize any excess tax benefits for the period from February 1, 2020 through December 31, 2020 (Successor) or for the period from January 1, 2020 through January 31, 2020 (Predecessor).

Defined Contribution Plan

12 Months Ended

Dec. 31, 2022

Retirement Benefits [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 year ended December 31, 2022 (Successor), 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) was approximately $1.3 million, $1.2 million, $0.9 million, and $0.1 million, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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+ Details

Equity

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Equity

Note 12. Equity

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.

Successor

Common and Preferred Stock

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 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.

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. After filing the Amended and Restated Certificate of Incorporation, certain redemptions, exchanges, and conversions 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.

On November 15, 2021, the Company completed a follow-on offering (“November 2021 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 2021 Follow-On Offering and did not receive any of the proceeds from the sale of shares.

As of December 31, 2022, no preferred stock had been issued.

Stock Repurchase Program

On August 2, 2022, the Company’s Board of Directors authorized the repurchase of up to $50.0 million of the Company’s common stock over the 12-month period ending August 2, 2023 (the “Repurchase Program”). On November 8, 2022, the Company' Board of Directors authorized an increase to the total available amount under its Repurchase Program to $150.0 million and extended the program through December 31, 2023.

Stock repurchases may be effected through open market repurchases at prevailing market prices, including through the use of block trades and trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, privately-negotiated transactions, through other transactions in accordance with applicable securities laws, or a combination of these methods on such terms and in such amounts as the Company deems appropriate and will be funded from available capital. The Company is not obligated to repurchase any specific number of shares, and the timing, manner, value, and actual number of shares repurchased will depend on a variety of factors, including the Company’s stock price and liquidity requirements, other business considerations and general market and economic conditions. No shares will be purchased from SLP Fastball Aggregator, L.P. and its affiliates. The Company may discontinue or modify purchases without notice at any time.

A summary of the stock repurchase activity under the Repurchase Program, is summarized as follows (in thousands, except share and per share amounts):


	Successor
	Year Ended December 31, 2022
Shares repurchased		4,670,975
Average price per share	$	12.94
Costs recorded to accumulated deficit
Total repurchase costs	$	60,438
Additional associated costs		92
Total costs recorded to accumulated deficit	$	60,530

As of December 31, 2022, the remaining authorized value of shares available to be repurchased under the Repurchase Program was approximately $89.5 million.

Repurchased shares of common stock are retired. The par value of repurchased shares is deducted from common stock and the excess repurchase price over par value is reflected as a reduction to accumulated deficit.

- 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.

+ References

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+ Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 13. Commitments and Contingencies

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 $4.4 million and $7.9 million at December 31, 2022 and 2021 (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 as of December 31, 2022 and 2021 (Successor), respectively.

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 recorded a total liability of $5.5 million for this settlement agreement at December 31, 2021 (Successor). This liability represented 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 had agreed to a single deductible to be applied to the two cases. As a result, the Company recorded a total insurance receivable of $2.1 million for this settlement agreement at December 31, 2021 (Successor), which represented the portion of the legal settlement and legal fees incurred by the Company which were recovered from the Company’s insurers in March 2022. This was 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.

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

Note 14. Leases

Effective January 1, 2022, the Company adopted ASC 842, which requires recognition of ROU assets and lease liabilities on the balance sheet, based on the present value of the future minimum rental payments for existing operating leases. The Company adopted the provisions of ASC 842 on January 1, 2022 using a modified retrospective approach through a cumulative effect adjustment to retained earnings as of the beginning of the period of adoption in line with the new transition method allowed under ASU 2018-11. ASC 842 provides a number of optional practical expedients in transition. The Company elected the “package of practical expedients” which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification, and initial direct costs. The Company did not elect the use-of-hindsight and elected the practical expedient pertaining to land easements. The new standard also provides practical expedients for an entity’s ongoing accounting for leases. The Company elected the short-term lease exemption for all leases that qualify, meaning the Company will not recognize ROU assets or lease liabilities for leases with terms shorter than twelve months. The Company also elected the practical expedient to not separate lease and non-lease components for a majority of its asset classes, including real estate and most equipment.

The Company measures the ROU assets and liabilities based on the present value of the future minimum lease payments over the lease term at the commencement date. Minimum lease payments include the fixed lease and non-lease components of the agreement, as well as any variable rent payments that depend on an index, initially measured using the index at the lease commencement date. The ROU assets are adjusted for any initial direct costs incurred less any lease incentives received, in addition to payments made on or before the commencement date of the lease. The Company recognizes lease expense for leases on a straight-line basis over the lease term.

As the implicit rate is not readily determinable for most of the Company’s lease agreements, the Company uses an estimated incremental borrowing rate to determine the initial present value of lease payments.

The Company determines if a contract is or contains a lease at inception. The Company has operating and finance leases for office space, data centers, and equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company enters into lease contracts ranging from 1 to 8 years with a majority of the Company’s lease terms ranging from 3 to 5 years.

Some leases include one or more options to renew, with renewal terms that can extend the lease term from 1 to 5 years or more. The exercise of these lease renewal options is at the Company’s sole discretion and typically are not reasonably certain to renew at inception. The depreciable life of assets and leasehold improvements are limited by the expected lease term.

Certain of our leases include rental payments that will adjust periodically for inflation or certain adjustments based on step increases. An insignificant number of our leases contain residual value guarantees and none of our agreements contain material restrictive covenants. Variable rent expenses consist primarily of maintenance, property taxes, and charges based on usage.

The components of lease costs are as follows (in thousands):


	Successor
	Year Ended December 31, 2022
Operating lease costs
Fixed	$	7,102
Short-term		247
Variable		28
Sub-leases		(56	)
Total operating lease costs	$	7,321

Finance lease costs
Amortization of leased assets	$	713
Interest on lease liabilities		29
Total finance lease costs	$	742
Total lease cost	$	8,063

Supplemental balance sheet information related to leases is as follows (in thousands):


	Classification	December 31, 2022 (Successor)
Assets
Operating leases
Right of use operating lease assets	Other assets	$	10,674
Finance leases
Property and equipment, gross	Property and equipment, net		5,094
Accumulated depreciation	Property and equipment, net		(5,017	)
Property and equipment, net	Property and equipment, net		77
Total lease assets		$	10,751

Liabilities
Operating leases
Other current	Current portion of operating lease liability	$	4,957
Non-current	Operating lease liability, less current portion		7,879
Total operating liabilities			12,836
Finance leases
Other current	Accrued liabilities		104
Non-current	Other liabilities		—
Total finance liabilities			104
Total lease liabilities		$	12,940

Maturities of lease liabilities are as follows (in thousands):


Years Ending December 31,
	Finance Leases			Operating Leases			Total
2023	$	106		$	5,841		$	5,947
2024		—			5,066			5,066
2025		—			1,861			1,861
2026		—			1,344			1,344
2027		—			112			112
Thereafter		—			—			—
Total minimum lease payments	$	106		$	14,224		$	14,330
Less: Imputed interest		(2	)		(1,025	)
Present value of minimum lease payments	$	104		$	13,199

Lease term and discount rates are as follows:


	December 31, 2022 (Successor)
Weighted average remaining lease term
Operating leases	2.7 Years
Finance leases	0.7 Years

Weighted average discount rate
Operating leases		5.06	%
Finance leases		5.72	%

Supplemental cash flow information related to leases was as follows (in thousands):


	Successor
	Year Ended December 31, 2022
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows from operating leases	$	7,738
Operating cash flows from finance leases		29
Financing cash flows from finance leases		884
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	19,972
Finance leases		—
Amortization:
Amortization of right-of-use operating lease assets (1)	$	6,343

(1)

Amortization of right of use operating lease assets during the period is reflected in operating lease liabilities on the consolidated statements of cash flows.

Rent expense under fixed operating leases was $6.1 million, $5.3 million and $0.5 million 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), respectively.

Related Party Transactions

12 Months Ended

Dec. 31, 2022

Related Party Transactions

Note 15. 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, was $0.0 million for the period from January 1, 2020 through January 31, 2020 (Predecessor). In January 2020, the Company and STG entered into a Termination Agreement, in which all obligations and liabilities under the benefits arrangement were canceled.

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.

Net Income (Loss) Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

Note 16. 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, 2022		Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Basic net income (loss) per share	$	0.43	$	0.11	$	(0.37	)	n/a
Diluted net income (loss) per share	$	0.43	$	0.11	$	(0.37	)	n/a
Numerator:
Net income (loss)		64,604		16,051		(47,492	)	n/a
Denominator:
Weighted average number of shares outstanding - basic		150,227,213		140,480,590		130,000,000		n/a
Add options and restricted stock units to purchase units		1,579,927		1,206,794		—		n/a
Weighted average number of shares outstanding - diluted		151,807,139		141,687,384		130,000,000		n/a
Basic net (loss) per unit	n/a		n/a		n/a			$	(0.24	)
Diluted net (loss) per unit	n/a		n/a		n/a			$	(0.24	)
Numerator:
Net (loss)	n/a		n/a		n/a			$	(36,530	)
Denominator:
Weighted average units outstanding - basic	n/a		n/a		n/a				149,686,460
Add options and restricted stock units to purchase units	n/a		n/a		n/a				—
Weighted average units outstanding - diluted	n/a		n/a		n/a				149,686,460

For the year ended December 31, 2022 and 2021 (Successor), 2,669,162 options and 14,488 options, respectively, were excluded from the calculation of diluted net income (loss) per share because their effect was anti-dilutive.

Reportable Segments

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Reportable Segments

Note 17. Reportable Segments

During the first quarter of 2022, the Company made organizational changes and modified additional information provided to its CODM to better align with how its CODM assesses performance and allocates resources. As a result, we have two reportable segments, Americas and International. Our CODM uses the profit measure of Adjusted EBITDA, on both a consolidated and a segment basis, to allocate resources and assess performance of our businesses. We use Adjusted EBITDA as our profit measure because it eliminates the impact of certain items that we do not consider indicative of operating performance, which is useful to compare operating results between periods. Our Board of Directors and executive management team also use Adjusted EBITDA as a compensation measure for both segment and corporate management under our incentive compensation plans. Adjusted EBITDA is also a measure frequently used by securities analysts, investors, and other interested parties in their evaluation of the operating performance of companies similar to ours.

We define Adjusted EBITDA as net income before interest, taxes, depreciation, and amortization, and as further adjusted for loss on extinguishment of debt, share-based compensation, transaction and acquisition-related charges, integration and restructuring charges, and other non-cash charges. We exclude the impact of share-based compensation because it is a non-cash expense and we believe that excluding this item provides meaningful supplemental information regarding performance and ongoing cash generation potential. We exclude loss on extinguishment of debt, transaction and acquisition related charges, integration and restructuring charges, and other charges because such expenses are episodic in nature and have no direct correlation to the cost of operating our business on an ongoing basis.

The segment financial information below aligns with how we report information to our CODM to assess operating performance and how the Company manages the business. Corporate costs are generally allocated to the segments based upon estimated revenue levels and other assumptions that management considers reasonable. The CODM does not review the Company’s assets by segment; therefore, such information is not presented. The accounting policies of the segments are the same as described in Note 2, “Significant Accounting and Reporting Policies” and Note 9, “Revenues.”

The following is a description of our two reportable segments:

Americas. This segment performs a variety of background check and compliance services across all phases of the workforce lifecycle from pre-onboarding services to post-onboarding and ongoing monitoring services, covering employees, contractors, contingent workers, tenants, and drivers. We generally classify our service offerings into three categories: pre-onboarding, post-onboarding, and adjacent products. We deliver our solutions across multiple vertical industries in the United States, Canada, and Latin America markets.

International. The International segment provides services similar to our Americas segment in regions outside of the Americas. We primarily deliver our solutions across multiple vertical industries in the Europe, India, and Asia Pacific markets.

A reconciliation of Segment Adjusted EBITDA to net income (loss) for the year ended December 31, 2022 (Successor), 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) is as follows (in thousands):


	Successor							Predecessor
	Year Ended December 31, 2022		Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Adjusted EBITDA
Americas	$	221,655	$	198,473	$	135,037		$	6,736
International		27,255		27,821		4,739			286
Total	$	248,910	$	226,294	$	139,776		$	7,022
Adjustments to reconcile to net income (loss):
Interest expense, net		9,199		24,972		47,384			4,489
Provision for income taxes		20,475		8,862		(11,355	)		(871	)
Depreciation and amortization		138,246		142,815		135,057			2,105
Loss on extinguishment of debt		—		13,938		—			10,533
Share-based compensation		7,856		9,530		1,876			3,976
Transaction and acquisition-related charges (a)		6,018		9,314		10,146			22,840
Integration, restructuring, and other charges (b)		2,512		812		4,160			480
Net income (loss)	$	64,604	$	16,051	$	(47,492	)	$	(36,530	)

(a)

Represents charges incurred related to acquisitions and similar transactions, primarily consisting of change in control-related costs, professional service fees, and other third-party costs. Additionally includes incremental professional service fees incurred related to the initial public offering, subsequent one-time compliance efforts, and the registered common stock offering by certain selling stockholders in November 2021. The years ended December 31, 2021 and 2022 (Successor) include a transaction bonus expense related to one of the Company’s 2021 acquisitions.

(b)

Represents charges from organizational restructuring and integration activities, non-cash, and other charges primarily related to legal exposures inherited from legacy acquisitions, foreign currency (gains) losses, and (gains) losses on the sale of assets.

Geographic Information

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, 2022			Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Revenues
Americas	$	694,865		$	604,413		$	430,002		$	32,411
International		122,599			114,009			45,818			4,665
Eliminations		(7,441	)		(6,127	)		(3,451	)		(291	)
Total revenues	$	810,023		$	712,295		$	472,369		$	36,785

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


	Successor		Successor
	December 31, 2022		December 31, 2021
Long-lived assets, net
United States, country of domicile	$	1,134,201	$	1,213,093
International		180,258		199,459
Total long-lived assets, net	$	1,314,459	$	1,412,552

- 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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

Note 18. Subsequent Events

In February 2023, the Company entered into an interest rate swap agreement with a notional amount of $100.0 million. The interest rate swap will hedge our floating LIBOR rate outstanding debt with a fixed rate of 4.36%. The interest rate swap agreement matures on February 28, 2026. The related accounting impacts of this transaction will be recognized beginning in 2023.

In February 2023, the Company’s Board of Directors authorized an increase to the total available amount under its Repurchase Program to $200.0 million effective February 28, 2023. Through February 23, 2023, the Company had made $75.7 million of purchases under the Repurchase Program.

Condensed Financial Information of Registrant

12 Months Ended

Dec. 31, 2022

Condensed Financial Information Disclosure [Abstract]

Condensed Financial Information Of Registrant

Note 19. 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,
	2022			2021
ASSETS
Investments in subsidiaries	$	1,107,356		$	1,120,832
LIABILITIES AND EQUITY
Liabilities	$	—		$	—
EQUITY
Common stock - $0.001 par value; 1,000,000,000 shares authorized, 148,732,603 and 152,901,040 shares issued and outstanding as of December 31, 2022 and 2021, respectively		149			153
Additional paid-in-capital		1,156,901			1,153,757
Accumulated deficit		(27,363	)		(31,441	)
Accumulated other comprehensive income		(22,331	)		(1,637	)
Total equity		1,107,356			1,120,832
TOTAL LIABILITIES AND EQUITY	$	1,107,356		$	1,120,832

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, 2022			For the Year Ended December 31, 2021			For the Year Ended December 31, 2020
Equity in net income (loss) of subsidiaries	$	64,604		$	16,051		$	(47,492	)
NET INCOME (LOSS)		64,604			16,051			(47,492	)
Foreign currency translation adjustments		(20,694	)		(4,121	)		2,484
COMPREHENSIVE INCOME (LOSS)	$	43,910		$	11,930		$	(45,008	)

NET INCOME (LOSS)	$	64,604		$	16,051		$	(47,492	)
Basic net income (loss) per share	$	0.43		$	0.11		$	(0.37	)
Diluted net income (loss) per share	$	0.43		$	0.11		$	(0.37	)
Weighted average number of shares outstanding - basic		150,227,213			140,480,590			130,000,000
Weighted average number of shares outstanding - diluted		151,807,139			141,687,384			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, 2022, 2021 or 2020.

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, 2022

Accounting Policies [Abstract]

Basis of presentation

Segments

•

Americas provides technology solutions for screening, verifications, safety, and compliance in the United States, Canada, and Latin America markets; and

•

International provides technology solutions for screening, verifications, safety, and compliance outside of the Americas.

Accordingly, prior period results have been recast to conform to the current presentation of segments. These changes do not impact the Company’s consolidated results.

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	$	—	$	11,570	$	—

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, 2022

Accounting Policies [Abstract]

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


	Level 1		Level 2		Level 3
Assets
Interest rate swaps	$	—	$	11,570	$	—

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2022

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)
Revenue	$	509,154
Net income (loss)	$	(43,627	)

Form I-9 Compliance

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	$	19,087
Total fair value of consideration transferred	$	19,087
Current assets	$	1,151
Property and equipment, including software developed for internal use		3,045
Customer lists		6,100
Current liabilities		(325	)
Total identifiable net assets	$	9,971
Goodwill	$	9,116

Property and Equipment, net (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment, Net

Property and equipment, net as of December 31, 2022 and 2021 (Successor) consisted of the following (in thousands):


	Successor			Successor
	December 31, 2022			December 31, 2021
Furniture and equipment	$	23,422		$	20,462
Capitalized software for internal use, acquired by business combination		227,405			225,005
Capitalized software for internal use, developed internally or otherwise purchased		60,187			37,326
Leasehold improvements		2,957			3,001
Total property and equipment		313,971			285,794
Less: accumulated depreciation and amortization		(200,442	)		(131,485	)
Property and equipment, net	$	113,529		$	154,309

Goodwill, Trade Name, and Customer Lists (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Amount of Goodwill

The changes in the carrying amount of goodwill for the year ended December 31, 2022 and 2021 (Successor) by reportable segment were as follows (in thousands):


	Americas			International			Total
Successor:
Balance – December 31, 2020	$	645,309		$	124,780		$	770,089
Acquisitions		22,714			3,120			25,834
Foreign currency translation		25			(2,056	)		(2,031	)
Balance – December 31, 2021	$	668,048		$	125,844		$	793,892
Acquisitions		9,116			—			9,116
Adjustments to initial purchase price allocations		(35	)		—			(35	)
Foreign currency translation		42			(9,935	)		(9,893	)
Balance – December 31, 2022	$	677,171		$	115,909		$	793,080

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, 2022 and 2021 (Successor) (in thousands):


	December 31, 2022 (Successor)
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life (in years)
Trade name	$	93,959	$	(22,797	)	$	71,162	20 years
Customer lists		515,762		(189,748	)		326,014	13-14 years
Total	$	609,721	$	(212,545	)	$	397,176


	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

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,
2023	$	61,992
2024		56,028
2025		49,722
2026		42,800
2027		36,226
Thereafter		150,408
	$	397,176

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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+ Details

Long-term Debt (Tables)

12 Months Ended

Dec. 31, 2022

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, 2022 and 2021 (Successor) and consisted of the following (in thousands):


	Successor			Successor
	December 31, 2022			December 31, 2021
Successor First Lien Credit Facility	$	564,724		$	564,724
Less: Deferred financing costs		(8,075	)		(9,879	)
Long-term debt, net	$	556,649		$	554,845

Schedule of Future Maturities of Long-term Debt

Scheduled maturities of long-term debt as of December 31, 2022 (Successor), are as follows (in thousands):


Years Ending December 31,
2023	$	—
2024		—
2025		—
2026		—
2027		564,724
Thereafter		—
	$	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, 2022

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, 2022 (Successor)		As of December 31, 2021 (Successor)
Interest rate swaps	Prepaid expenses and other current assets	$	11,570	$	197

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, 2022 (Successor)		Year Ended December 31, 2021 (Successor)		Period from February 1, 2020 through December 31, 2020 (Successor)
Interest rate swaps	Interest expense, net	$	12,429	$	2,284	$	(4,383	)

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Summary of (Loss) Income Before Income Tax Benefits


	Successor								Predecessor
	Year Ended December 31, 2022		Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Income (loss) before provision for income taxes from United States operations	$	46,766	$	(7,791	)	$	(68,008	)	$	(38,181	)
Income before provision for income taxes from foreign operations		38,313		32,704			9,161			780
Income (loss) before provision for income taxes	$	85,079	$	24,913		$	(58,847	)	$	(37,401	)

Summary of Current and Deferred Portions of Income Tax Benefits


	Successor									Predecessor
	Year Ended December 31, 2022			Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Current:
Federal	$	179		$	58		$	51		$	(2	)
State		4,593			4,003			1,994			(79	)
Foreign		9,817			7,618			3,818			128
Total Current	$	14,589		$	11,679		$	5,863		$	47

Deferred:
Federal	$	1,773		$	549		$	(16,144	)	$	(701	)
State		5,030			(4,495	)		(784	)		(149	)
Foreign		(917	)		1,129			(290	)		(68	)
Total Deferred	$	5,886		$	(2,817	)	$	(17,218	)	$	(918	)
Total	$	20,475		$	8,862		$	(11,355	)	$	(871	)

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


	Successor									Predecessor
	Year Ended December 31, 2022			Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
U.S. statutory federal tax rate		21.00	%		21.00	%		21.00	%		21.00	%
State and local income taxes – net of federal tax benefits		2.85			(5.32	)		(1.50	)		(0.99	)
Foreign rate difference		0.67			3.25			(0.14	)		0.06
Change in valuation allowances		(1.06	)		(2.72	)		0.00			(12.37	)
GILTI inclusion		1.41			7.92			2.71			(0.34	)
Transaction cost		—			5.21			(1.09	)		(3.14	)
Share-based compensation		0.62			5.82			(0.40	)		(2.23	)
Rate change impact		(0.43	)		2.23			—			—
US research and development credit		(1.44	)		(7.15	)		0.85			0.35
Withholding tax		0.38			5.34			(1.90	)		—
Other		0.07			(0.01	)		(0.24	)		(0.01	)
Effective tax rate		24.07	%		35.57	%		19.29	%		2.33	%

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, 2022 and 2021 (Successor) consist of the following (in thousands):


	Successor			Successor
	December 31, 2022			December 31, 2021
Deferred tax assets:
Federal net operating loss carryforwards	$	2,304		$	25,227
State net operating loss carryforwards		6,782			8,172
Foreign net operating loss carryforwards		4,888			5,556
Deferred revenues		205			172
Bad debt reserves		297			203
Employee benefits		1,563			3,118
Share-based compensation		546			586
Accrued expenses and loss reserves		1,802			2,346
Other deferred tax assets		5,890			9,382
Less: Valuation allowances		(1,467	)		(2,367	)
Total deferred tax asset	$	22,810		$	52,395
Deferred tax liabilities:
Trade name	$	(17,632	)	$	(19,809	)
Goodwill		(11,703	)		(7,340	)
Depreciable and other amortizable assets		(77,127	)		(107,080	)
Other deferred liabilities		(4,482	)		(1,406	)
Total deferred tax liability	$	(110,944	)	$	(135,635	)
Net deferred tax liability	$	(88,134	)	$	(83,240	)

Summary of Net Operating Loss Carryforwards

The net operating loss carryforward balances as of December 31, 2022 and 2021 (Successor), are as follows (in thousands):


	Successor		Successor
	December 31, 2022		December 31, 2021
Federal	$	10,970	$	120,130
State		125,989		147,539
Foreign		24,207		25,063
	$	161,166	$	292,732

Summary of Income Tax Contingencies


	Successor							Predecessor
	Year Ended December 31, 2022			Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2022		Period from January 1, 2020 through January 31, 2020
Balance, beginning of period	$	1,399		$	1,341	$	1,290	$	1,296
Increases for tax positions related to prior years		28			58		51		4
Decreases for tax positions related to prior years		(455	)		—		—		(10	)
Balance, end of period	$	972		$	1,399	$	1,341	$	1,290

Share-based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

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, 2022		Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020		Period from January 1, 2020 through January 31, 2020
Share-based compensation expense
Cost of services	$	1,103	$	163	$	100	$	156
Product and technology expense		1,351		459		179		—
Selling, general, and administrative expense		5,402		8,908		1,597		3,820
Total share-based compensation expense	$	7,856	$	9,530	$	1,876	$	3,976

Summary of outstanding stock option grants issued


		Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
December 31, 2021	Grants outstanding		3,519,563		$	6.66
	Grants exercised		(372,254	)	$	6.68
	Grants cancelled/forfeited		(303,967	)	$	6.61
December 31, 2022	Grants outstanding		2,843,342		$	6.66	7.2 Years	$18.0 million
December 31, 2022	Grants vested		648,926		$	6.65	7.0 Years	$4.1 million
December 31, 2022	Grants unvested		2,194,416		$	6.67

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


	Successor			Successor
	December 31, 2022			December 31, 2021
Expected stock price volatility		34.66	%		38.67	%
Risk-free interest rate		2.77	%		1.06	%
Expected term (in years)		6.23			5.91
Fair-value of the underlying unit	$	14.68		$	15.33

Summary of Option Unit Activity

A summary of the option activity for the year ended December 31, 2022 (Successor) is as follows:


		Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
December 31, 2021	Grants outstanding		3,714,540		$	15.33
	Grants issued		608,122		$	14.68
	Grants cancelled/forfeited		(11,000	)	$	17.52
December 31, 2022	Grants outstanding		4,311,662		$	15.24	8.7 Years	$	—
December 31, 2022	Grants vested		1,054,302		$	15.20	8.5 Years	$	—
December 31, 2022	Grants unvested		3,257,360		$	15.25

Summary of the RSU activity

A summary of the RSU activity for the year ended December 31, 2022 (Successor) is as follows:


		Shares			Weighted Average Grant Date Fair Value
December 31, 2021	Nonvested RSUs		340,875		$	17.19
	Granted		203,032		$	14.36
	Vested		(67,175	)	$	16.96
	Forfeited		(4,400	)	$	17.52
December 31, 2022	Nonvested RSUs		472,332		$	16.00

2021 Equity Plan [Member] | Restricted Stock

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

Summary of Restricted Stock Activity

A summary of the restricted stock activity for the year ended December 31, 2022 (Successor) is as follows:


		Shares			Weighted Average Grant Date Fair Value
December 31, 2021	Nonvested restricted stock		2,613,359		$	3.85
	Granted		—		$	—
	Vested		(332,059	)	$	3.85
December 31, 2022	Nonvested restricted stock		2,281,300		$	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

he 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

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

A summary of the option unit activity under the Predecessor Plan 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, 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

Equity (Tables)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Schedule of Share Repurchase Activity Table Text Block

A summary of the stock repurchase activity under the Repurchase Program, is summarized as follows (in thousands, except share and per share amounts):


	Successor
	Year Ended December 31, 2022
Shares repurchased		4,670,975
Average price per share	$	12.94
Costs recorded to accumulated deficit
Total repurchase costs	$	60,438
Additional associated costs		92
Total costs recorded to accumulated deficit	$	60,530

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Summary of lease cost

The components of lease costs are as follows (in thousands):


	Successor
	Year Ended December 31, 2022
Operating lease costs
Fixed	$	7,102
Short-term		247
Variable		28
Sub-leases		(56	)
Total operating lease costs	$	7,321

Finance lease costs
Amortization of leased assets	$	713
Interest on lease liabilities		29
Total finance lease costs	$	742
Total lease cost	$	8,063

Summary of Supplemental balance sheet information related to leases

Supplemental balance sheet information related to leases is as follows (in thousands):


	Classification	December 31, 2022 (Successor)
Assets
Operating leases
Right of use operating lease assets	Other assets	$	10,674
Finance leases
Property and equipment, gross	Property and equipment, net		5,094
Accumulated depreciation	Property and equipment, net		(5,017	)
Property and equipment, net	Property and equipment, net		77
Total lease assets		$	10,751

Liabilities
Operating leases
Other current	Current portion of operating lease liability	$	4,957
Non-current	Operating lease liability, less current portion		7,879
Total operating liabilities			12,836
Finance leases
Other current	Accrued liabilities		104
Non-current	Other liabilities		—
Total finance liabilities			104
Total lease liabilities		$	12,940

Summary of maturities of lease liabilities

Maturities of lease liabilities are as follows (in thousands):


Years Ending December 31,
	Finance Leases			Operating Leases			Total
2023	$	106		$	5,841		$	5,947
2024		—			5,066			5,066
2025		—			1,861			1,861
2026		—			1,344			1,344
2027		—			112			112
Thereafter		—			—			—
Total minimum lease payments	$	106		$	14,224		$	14,330
Less: Imputed interest		(2	)		(1,025	)
Present value of minimum lease payments	$	104		$	13,199

Summary of weighted average lease term and discount rate operating lease and financing lease

Lease term and discount rates are as follows:


	December 31, 2022 (Successor)
Weighted average remaining lease term
Operating leases	2.7 Years
Finance leases	0.7 Years

Weighted average discount rate
Operating leases		5.06	%
Finance leases		5.72	%

Summary of Supplemental cash flow information related to leases

Supplemental cash flow information related to leases was as follows (in thousands):


	Successor
	Year Ended December 31, 2022
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows from operating leases	$	7,738
Operating cash flows from finance leases		29
Financing cash flows from finance leases		884
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	19,972
Finance leases		—
Amortization:
Amortization of right-of-use operating lease assets (1)	$	6,343

(1)

Amortization of right of use operating lease assets during the period is reflected in operating lease liabilities on the consolidated statements of cash flows.

Net Income (Loss) Per Share (Tables)

12 Months Ended

Dec. 31, 2022

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, 2022		Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Basic net income (loss) per share	$	0.43	$	0.11	$	(0.37	)	n/a
Diluted net income (loss) per share	$	0.43	$	0.11	$	(0.37	)	n/a
Numerator:
Net income (loss)		64,604		16,051		(47,492	)	n/a
Denominator:
Weighted average number of shares outstanding - basic		150,227,213		140,480,590		130,000,000		n/a
Add options and restricted stock units to purchase units		1,579,927		1,206,794		—		n/a
Weighted average number of shares outstanding - diluted		151,807,139		141,687,384		130,000,000		n/a
Basic net (loss) per unit	n/a		n/a		n/a			$	(0.24	)
Diluted net (loss) per unit	n/a		n/a		n/a			$	(0.24	)
Numerator:
Net (loss)	n/a		n/a		n/a			$	(36,530	)
Denominator:
Weighted average units outstanding - basic	n/a		n/a		n/a				149,686,460
Add options and restricted stock units to purchase units	n/a		n/a		n/a				—
Weighted average units outstanding - diluted	n/a		n/a		n/a				149,686,460

Entity-Wide Disclosures (Tables)

12 Months Ended

Dec. 31, 2022

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, 2022		December 31, 2021
Long-lived assets, net
United States, country of domicile	$	1,134,201	$	1,213,093
International		180,258		199,459
Total long-lived assets, net	$	1,314,459	$	1,412,552

Reportable Segments (Tables)

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Schedule of Adjusted EBITDA Reconciled to Net Income


	Successor							Predecessor
	Year Ended December 31, 2022		Year Ended December 31, 2021		Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Adjusted EBITDA
Americas	$	221,655	$	198,473	$	135,037		$	6,736
International		27,255		27,821		4,739			286
Total	$	248,910	$	226,294	$	139,776		$	7,022
Adjustments to reconcile to net income (loss):
Interest expense, net		9,199		24,972		47,384			4,489
Provision for income taxes		20,475		8,862		(11,355	)		(871	)
Depreciation and amortization		138,246		142,815		135,057			2,105
Loss on extinguishment of debt		—		13,938		—			10,533
Share-based compensation		7,856		9,530		1,876			3,976
Transaction and acquisition-related charges (a)		6,018		9,314		10,146			22,840
Integration, restructuring, and other charges (b)		2,512		812		4,160			480
Net income (loss)	$	64,604	$	16,051	$	(47,492	)	$	(36,530	)

(a)

(b)

Schedule of Revenues by Geographic Region

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


	Successor									Predecessor
	Year Ended December 31, 2022			Year Ended December 31, 2021			Period from February 1, 2020 through December 31, 2020			Period from January 1, 2020 through January 31, 2020
Revenues
Americas	$	694,865		$	604,413		$	430,002		$	32,411
International		122,599			114,009			45,818			4,665
Eliminations		(7,441	)		(6,127	)		(3,451	)		(291	)
Total revenues	$	810,023		$	712,295		$	472,369		$	36,785

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, 2022		December 31, 2021
Long-lived assets, net
United States, country of domicile	$	1,134,201	$	1,213,093
International		180,258		199,459
Total long-lived assets, net	$	1,314,459	$	1,412,552

Condensed Financial Information of Registrant (Tables)

12 Months Ended

Dec. 31, 2022

Condensed Balance Sheets

Supplemental balance sheet information related to leases is as follows (in thousands):


	Classification	December 31, 2022 (Successor)
Assets
Operating leases
Right of use operating lease assets	Other assets	$	10,674
Finance leases
Property and equipment, gross	Property and equipment, net		5,094
Accumulated depreciation	Property and equipment, net		(5,017	)
Property and equipment, net	Property and equipment, net		77
Total lease assets		$	10,751

Liabilities
Operating leases
Other current	Current portion of operating lease liability	$	4,957
Non-current	Operating lease liability, less current portion		7,879
Total operating liabilities			12,836
Finance leases
Other current	Accrued liabilities		104
Non-current	Other liabilities		—
Total finance liabilities			104
Total lease liabilities		$	12,940

Parent [Member]

Condensed Balance Sheets

(PARENT COMPANY ONLY)

CONDENSED BALANCE SHEETS

(in thousands, except share and per share data)


	As of December 31,
	2022			2021
ASSETS
Investments in subsidiaries	$	1,107,356		$	1,120,832
LIABILITIES AND EQUITY
Liabilities	$	—		$	—
EQUITY
Common stock - $0.001 par value; 1,000,000,000 shares authorized, 148,732,603 and 152,901,040 shares issued and outstanding as of December 31, 2022 and 2021, respectively		149			153
Additional paid-in-capital		1,156,901			1,153,757
Accumulated deficit		(27,363	)		(31,441	)
Accumulated other comprehensive income		(22,331	)		(1,637	)
Total equity		1,107,356			1,120,832
TOTAL LIABILITIES AND EQUITY	$	1,107,356		$	1,120,832

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, 2022			For the Year Ended December 31, 2021			For the Year Ended December 31, 2020
Equity in net income (loss) of subsidiaries	$	64,604		$	16,051		$	(47,492	)
NET INCOME (LOSS)		64,604			16,051			(47,492	)
Foreign currency translation adjustments		(20,694	)		(4,121	)		2,484
COMPREHENSIVE INCOME (LOSS)	$	43,910		$	11,930		$	(45,008	)

NET INCOME (LOSS)	$	64,604		$	16,051		$	(47,492	)
Basic net income (loss) per share	$	0.43		$	0.11		$	(0.37	)
Diluted net income (loss) per share	$	0.43		$	0.11		$	(0.37	)
Weighted average number of shares outstanding - basic		150,227,213			140,480,590			130,000,000
Weighted average number of shares outstanding - diluted		151,807,139			141,687,384			130,000,000

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, 2022 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	11,570
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)	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020 USD ($) Customer shares	Dec. 31, 2020 USD ($) Customer	Dec. 31, 2022 USD ($) Customer Unit shares	Dec. 31, 2021 USD ($) Customer shares	Jan. 01, 2022 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Interest income	$ 0.0	$ 500,000	$ 5,000,000.0	$ 100,000
Outstanding funds on deposit			$ 0	0
Number of Reporting Units \| Unit			2
Non cash impairment charges			$ 900,000
Impairment on carrying values of long-lived assets			0	0
Depreciation and amortization	2,105,000	135,057,000	138,246,000	142,815,000
Advertising Costs	100,000	600,000	2,900,000	1,400,000
Gain (loss) on foreign currency exchange rates	$ 82,000	31,000	$ (91,000)	$ 575,000
Tax Credit Carryforward, Description			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	0
Potentially dilutive securities	$ 0	0
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount \| shares			2,669,162	14,488
Present value of minimum lease payments			$ 13,199,000		$ 15,000,000.0
Right-of-Use Asset			$ 10,674,000		$ 12,700,000
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]			Other Assets, Noncurrent		Other Assets, Noncurrent
Revenues	36,785,000	472,369,000	$ 810,023,000	$ 712,295,000
Operations and comprehensive income (loss) [Member]
Summary Of Significant Accounting Policies [Line Items]
Gain (loss) on foreign currency exchange rates	(100,000)	300,000	2,300,000	(100,000)
Other Comprehensive Income [Member]
Summary Of Significant Accounting Policies [Line Items]
Gain (loss) on foreign currency exchange rates	$ 0.0	$ 2,500,000	$ (20,700,000)	$ (4,100,000)
Customer Concentration Risk [Member] \| Revenue Benchmark \| No Customers
Summary Of Significant Accounting Policies [Line Items]
Percentage of sales	10.00%
Number of Customers \| Customer	0
Customer Concentration Risk [Member] \| Revenue Benchmark \| One Customer
Summary Of Significant Accounting Policies [Line Items]
Percentage of sales		12.00%	10.00%	10.00%
Number of Customers \| Customer		1	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%	10.00%	10.00%
Number of Customers \| Customer	0	0	0	0
Trade Names [Member]
Summary Of Significant Accounting Policies [Line Items]
Impairment of intangible assets			$ 0
Useful life			20 years
Depreciation and amortization	$ 0	$ 7,500,000	$ 7,600,000	$ 7,900,000
Customer Lists [Member]
Summary Of Significant Accounting Policies [Line Items]
Impairment of intangible assets			0
Depreciation and amortization	$ 800,000	$ 65,200,000	$ 60,700,000	$ 65,500,000
Amortization Period	13 years 3 months 18 days
Customer Lists [Member] \| Minimum
Summary Of Significant Accounting Policies [Line Items]
Useful life	7 years		13 years
Customer Lists [Member] \| Maximum
Summary Of Significant Accounting Policies [Line Items]
Useful life	14 years			14 years
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		3 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Nov. 30, 2021	Jan. 31, 2020	Mar. 31, 2021	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Restructuring Cost And Reserve [Line Items]
Goodwill						$ 793,080	$ 793,892
Revenues			$ 36,785		$ 472,369	810,023	$ 712,295
Silver Lake Transaction [Member]
Restructuring Cost And Reserve [Line Items]
Fair value of consideration transferred	$ 1,575,958
Closing costs & transaction expenses								$ 31,800
Current assets	145,277		145,277
Current liabilities	$ (71,496)		$ (71,496)
Form I-9 Compliance
Restructuring Cost And Reserve [Line Items]
Fair value of consideration transferred						19,087
Cash, net of cash acquired						19,800
Current assets						1,151
Current liabilities						$ (325)
March2021 U K Acquisition
Restructuring Cost And Reserve [Line Items]
Cash, net of cash acquired				$ 7,600
Goodwill				3,100
Intangible assets				$ 3,000
Corporate Screening [Member]
Restructuring Cost And Reserve [Line Items]
Cash, net of cash acquired		$ 39,400
Business acquisition, Percentage acquired		100.00%
Goodwill		$ 22,200
Intangible assets		15,500
Customer Related Intangible Assets Current		$ 11,800
Finite-Lived Intangible Asset, Useful Life		13 years
Current assets		$ 2,900
Current liabilities		(1,600)
Corporate Screening [Member] \| Developed Technology Rights [Member]
Restructuring Cost And Reserve [Line Items]
Intangible assets		$ 3,600
Finite-Lived Intangible Asset, Useful Life		5 years

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
	Jan. 31, 2020	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Nov. 30, 2021
Consideration
Cash, net of cash acquired				$ 19,052	$ 48,934
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
Form I-9 Compliance
Consideration
Cash, net of cash acquired				19,087
Total fair value of consideration transferred				19,087
Current assets				1,151
Property and equipment, including software developed for internal use				3,045
Customer lists				6,100
Current liabilities				(325)
Total identifiable net assets				9,971
Goodwill				$ 9,116
Corporate Screening [Member]
Consideration
Current assets						$ 2,900
Current liabilities						$ (1,600)

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

Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Property and equipment, net	$ 113,529	$ 154,309
Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	313,971	285,794
Less: accumulated depreciation and amortization	(200,442)	(131,485)
Property and equipment, net	113,529	154,309
Furniture and equipment [Member] \| Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	23,422	20,462
Capitalized software for internal use, acquired by business combination [Member] \| Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	227,405	225,005
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	60,187	37,326
Leasehold improvements [Member] \| Successor Period [Member]
Property Plant And Equipment [Line Items]
Total property and equipement gross	$ 2,957	$ 3,001

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 1,300	$ 62,300	$ 70,000	$ 69,400
Accumulated depreciation			5,000	4,200
Finance Lease [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross			5,094	$ 5,000
Accumulated depreciation			$ 5,017

Goodwill, Trade Name, and Customer Lists - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Line Items]
Beginning Balance	$ 793,892
Ending Balance	793,080	$ 793,892
Successor Period [Member]
Goodwill [Line Items]
Beginning Balance	793,892	770,089
Acquisitions	9,116	25,834
Foreign currency translation	(9,893)	(2,031)
Adjustments to initial purchase price allocations	(35)
Ending Balance	793,080	793,892
Americas [Member] \| Successor Period [Member]
Goodwill [Line Items]
Beginning Balance	668,048	645,309
Acquisitions	9,116	22,714
Foreign currency translation	42	25
Adjustments to initial purchase price allocations	(35)
Ending Balance	677,171	668,048
International [Member] \| Successor Period [Member]
Goodwill [Line Items]
Beginning Balance	125,844	124,780
Acquisitions	0	3,120
Foreign currency translation	(9,935)	(2,056)
Adjustments to initial purchase price allocations	0
Ending Balance	$ 115,909	$ 125,844

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Goodwill, Trade Name, and Customer Lists - Summary of Gross Carrying Value and Accumulated Amortization of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Net Carrying Value		$ 397,176
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Useful life		20 years
Customer Lists [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Useful life	14 years		14 years
Customer Lists [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Useful life	7 years	13 years
Successors [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value		$ 609,721	$ 610,550
Accumulated Amortization		(212,545)	(146,199)
Net Carrying Value		397,176	464,351
Successors [Member] \| Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value		93,959	95,026
Accumulated Amortization		(22,797)	(15,441)
Net Carrying Value		$ 71,162	$ 79,585
Useful life		20 years	20 years
Successors [Member] \| Customer Lists [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value		$ 515,762	$ 515,524
Accumulated Amortization		(189,748)	(130,758)
Net Carrying Value		$ 326,014	$ 384,766
Useful life			14 years
Successors [Member] \| Customer Lists [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Useful life		14 years
Successors [Member] \| Customer Lists [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Useful life		13 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, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 0.8	$ 72.7	$ 68.3	$ 73.5

Goodwill, Trade Name, and Customer Lists - Schedule of Intangible Assets, Future Amortization Expense (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2023	$ 61,992
2024	56,028
2025	49,722
2026	42,800
2027	36,226
Thereafter	150,408
Net book value	$ 397,176

Long-term Debt - Fair Value of Company's Long-term Debt Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Total debt	$ 564,724
Less: Deferred financing costs	(8,075)	$ (9,879)
Long-term debt (net of deferred financing costs)	556,649	554,845
Successor First Lien Credit Facility [Member]
Debt Instrument [Line Items]
Total debt	$ 564,724	$ 564,724

Long-term Debt - Additional Information (Details) $ in Thousands		1 Months Ended			11 Months Ended	12 Months Ended
	Jun. 30, 2021 USD ($)	Feb. 28, 2021 USD ($)	Feb. 28, 2020 USD ($)	Jan. 31, 2020 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Loss on extinguishment of debt		$ (13,900)		$ (10,533)	$ 0	$ 0	$ (13,938)
Total debt						$ 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			7.75
Minimum
Debt Instrument [Line Items]
Debt instrument, net leverage ratio			1.00
Term Loan due January 31, 2027 [Member]
Debt Instrument [Line Items]
Total debt	$ 564,700	$ 766,600	$ 670,000
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	3.00%	3.25%	3.50%
Term Loan due January 31, 2027 [Member] \| Minimum \| LIBOR [Member]
Debt Instrument [Line Items]
Interest rate	2.75%	3.00%	3.25%
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) $ in Thousands	Dec. 31, 2022 USD ($)
Debt Disclosure [Abstract]
2023	$ 0
2024	0
2025	0
2026	0
2027	564,724
Thereafter	0
Total long-term debt	$ 564,724

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%
Derivative notional amount	$ 300.0	$ 405.0

Derivatives - Summary of Location and Fair Value of Financial Position and Location of Derivative Instruments (Details) - USD ($) $ in Thousands	11 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021
Derivative [Line Items]
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Income (Expense), Net	Interest Income (Expense), Net	Interest Income (Expense), Net
Interest Rate Swap [Member] \| Derivatives Not Designated as Hedging Instruments [Member]
Derivative [Line Items]
Gain/(loss)	$ (4,383)	$ 12,429	$ 2,284
Interest Rate Swap [Member] \| Derivatives Not Designated as Hedging Instruments [Member] \| Prepaid Expenses and Other Current Assets [Member]
Derivative [Line Items]
Fair Value		$ 11,570	$ 197

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, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income (loss) before provision for income taxes from United States operations	$ (38,181)	$ (68,008)	$ 46,766	$ (7,791)
Income before provision for income taxes from foreign operations	780	9,161	38,313	32,704
Net income (loss) before provision for income taxes	$ (37,401)	$ (58,847)	$ 85,079	$ 24,913

- 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
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 940
-SubTopic 20
-Section 25
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=126941158&loc=d3e41242-110953

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(8))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 235
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-URI https://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(15))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

+ 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, 2022	Dec. 31, 2021
Current:
Federal	$ (2)	$ 51	$ 179	$ 58
State	(79)	1,994	4,593	4,003
Foreign	128	3,818	9,817	7,618
Total Current	47	5,863	14,589	11,679
Deferred:
Federal	(701)	(16,144)	1,773	549
State	(149)	(784)	5,030	(4,495)
Foreign	(68)	(290)	(917)	1,129
Total Deferred	(918)	(17,218)	5,886	(2,817)
Total	$ (871)	$ (11,355)	$ 20,475	$ 8,862

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2019
Tax Credit Carryforward [Line Items]
Effective tax rate	2.33%	19.29%	24.07%	35.57%
U.S. statutory 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.
Research and development tax credit carryforward, amount			$ 4,400	$ 5,000
Research and development tax credit carryforward expiration year			2039
Valuation allowance			$ (1,467)	(2,367)
Accumulated unremitted foreign earnings			69,200
Unrecognized Tax Benefits	$ 1,290	$ 1,341	$ 972	$ 1,399	$ 1,296

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, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
U.S. statutory 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%)	2.85%	(5.32%)
Foreign rate difference	0.06%	(0.14%)	0.67%	3.25%
Change in valuation allowances	(12.37%)	0.00%	(1.06%)	(2.72%)
GILTI inclusion	(0.34%)	2.71%	1.41%	7.92%
Transaction cost	(3.14%)	(1.09%)	0.00%	5.21%
Share-based compensation	(2.23%)	(0.40%)	0.62%	5.82%
Rate change impact	0.00%	0.00%	(0.43%)	2.23%
US research and development credit	0.35%	0.85%	(1.44%)	(7.15%)
Withholding tax	0.00%	(1.90%)	0.38%	5.34%
Other	(0.01%)	(0.24%)	0.07%	(0.01%)
Effective tax rate	2.33%	19.29%	24.07%	35.57%

Income Taxes - Summary of Net Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Federal net operating loss carryforwards	$ 2,304	$ 25,227
State net operating loss carryforwards	6,782	8,172
Foreign net operating loss carryforwards	4,888	5,556
Deferred revenues	205	172
Bad debt reserves	297	203
Employee benefits	1,563	3,118
Share-based compensation	546	586
Accrued expenses and loss reserves	1,802	2,346
Other deferred tax assets	5,890	9,382
Less: Valuation allowances	(1,467)	(2,367)
Total deferred tax asset	22,810	52,395
Deferred tax liabilities:
Trade name	(17,632)	(19,809)
Goodwill	(11,703)	(7,340)
Depreciable and other amortizable assets	(77,127)	(107,080)
Other deferred liabilities	(4,482)	(1,406)
Total deferred tax liability	(110,944)	(135,635)
Net deferred tax liability	$ (88,134)	$ (83,240)

Income Taxes - Summary of Operating Loss Carryforwards (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	$ 161,166	$ 292,732
Federal
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	10,970	120,130
State
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	125,989	147,539
Foreign
Operating Loss Carryforwards [Line Items]
Total operating loss carryforwards	$ 24,207	$ 25,063

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, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Balance, beginning of period	$ 1,296	$ 1,290	$ 1,399	$ 1,341
Increases for tax positions related to prior years	4	51	28	58
Decreases for tax positions related to prior years	(10)	0	(455)	0
Balance, end of period	$ 1,290	$ 1,341	$ 972	$ 1,399

Revenues - Additional Information (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Contract asset balance	$ 6.5	$ 7.4
Contract liability balance	$ 1.1	$ 0.9

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, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	$ 3,976	$ 1,876	$ 7,856	$ 9,530
Cost of Services [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense	156	100	1,103	163
Product and Technology Expense [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Allocated share based compensation expense		179	1,351	459
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	$ 5,402	$ 8,908

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, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Employee stock purchase plan expenses			$ 0.4
Stock based compensation expenses				$ 3.9
Unrecognized pre-tax noncash compensation			$ 34.8
Expected weighted average period			2 years 10 months 24 days
ESPP percentage			15.00%
Excess Tax Benefits	$ 0.0	$ 0.0	$ 0.5	$ 0.2
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options plan expiration period			10 years
Common stock, reserved for future issuance			17,525,000
Share available for issuance			13,578,273
2021 Equity Plan [Member] \| Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			4 years
2021 Equity Plan [Member] \| Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			5 years
Predecessor Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based compensation expenses	$ 3.9
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
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%
Employee Stock Option [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized pre-tax noncash compensation			$ 20.8
Employee Stock Option [Member] \| 2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage			50.00%
Vesting period			5 years
Employee Stock Option [Member] \| 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
Employee Stock Option [Member] \| 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			$ 7.6
Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized pre-tax noncash compensation			$ 6.4
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, 2022	Dec. 31, 2021
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected stock price volatility		34.66%	38.67%
Risk-free interest rate		2.77%	1.06%
Expected term (in years)		6 years 2 months 23 days	5 years 10 months 28 days
Estimated fair-value of the underlying unit		$ 14.68	$ 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	11 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance	0
Number of units, grant outstanding ending balance
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, cancelled/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	3,858,048	0

Share-Based Compensation - Summary of the Option Unit Activity (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance		0
Number of units, grant outstanding ending balance	0
Weighted Average Remaining Contractual Term, Grants Vested			2 years 10 months 24 days
2021 Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance			3,714,540
Number of units, cancelled/forfeited			(11,000)
Number of units, granted			608,122
Number of units, grant outstanding ending balance			4,311,662	3,714,540
Number of units, vested			1,054,302
Number of units, unvested			3,257,360
Weighted average exercise price, grant outstanding beginning balance			$ 15.33
Weighted Average Exercise Price, Grant Issued			14.68
Weighted average exercise price, cancelled/forefeited			17.52
Weighted average exercise price, grant outstanding ending balance			$ 15.24	$ 15.33
Weighted Average Remaining Contractual Term, Grants Outstanding			8 years 8 months 12 days
Weighted Average Remaining Contractual Term, Grants Vested			8 years 6 months
Weighted average exercise price, grants vested			$ 15.20
Weighted average exercise price, grants unvested			$ 15.25
First Advantage Corporation [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, grant outstanding beginning balance			3,519,563
Number of units, exercised			(372,254)
Number of units, cancelled/forfeited			(303,967)
Number of units, grant outstanding ending balance			2,843,342	3,519,563
Number of units, vested			648,926
Number of units, unvested			2,194,416
Weighted average exercise price, grant outstanding beginning balance			$ 6.66
Weighted average exercise price, exercised			6.68
Weighted average exercise price, cancelled/forefeited			6.61
Weighted average exercise price, grant outstanding ending balance			$ 6.66	$ 6.66
Weighted Average Remaining Contractual Term, Grants Outstanding			7 years 2 months 12 days
Weighted Average Remaining Contractual Term, Grants Vested			7 years
Aggregate Intrinsic Value, Grants Outstanding			$ 18.0
Aggregate Intrinsic Value, Grants Vested			$ 4.1
Weighted average exercise price, grants vested			$ 6.65
Weighted average exercise price, grants unvested			$ 6.67
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
Number of units, cancelled/forfeited	0
Number of units, grant outstanding ending balance	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
Weighted average exercise price, cancelled/forefeited	0
Weighted average exercise price, grant outstanding ending balance	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
Number of units, cancelled/forfeited	(72,500)
Number of units, grant outstanding ending balance	3,716,268
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
Weighted average exercise price, cancelled/forefeited	2.00
Weighted average exercise price, grant outstanding ending balance	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	0	2,733,734
Number of units, exercised				(24,112)
Number of units, cancelled/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	2,733,734		0
Number of units, issued		2,867,694
Weighted average exercise price, grant outstanding beginning balance		$ 0	$ 0	$ 10.06
Weighted Average Exercise Price, Grant Issued		10.06
Weighted average exercise price, exercised				10.00
Weighted average exercise price, cancelled/forefeited		10.00		10.00
Weighted average exercise price, exchanged for options				10.07
Weighted average exercise price, grant outstanding ending balance	$ 0	$ 10.06		$ 0

Share-Based Compensation - Summary of the RSU Activity (Details) - 2021 Equity Plan [Member]	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, outstanding beginning balance \| shares	340,875
Number of units, granted \| shares	203,032
Number of units, vested \| shares	(67,175)
Number of units, forfeited \| shares \| shares	(4,400)
Number of units, outstanding ending balance \| shares	472,332
Weighted Average Grant Date Fair Value, beginning value \| $ / shares \| $ / shares	$ 17.19
Weighted Average Grant Date Fair Value, Granted \| $ / shares \| $ / shares	14.36
Weighted Average Grant Date Fair Value, Vested \| $ / shares \| $ / shares	16.96
Weighted Average Grant Date Fair Value, Forfeited \| $ / shares \| $ / shares	17.52
Weighted Average Grant Date Fair Value, Ending balance \| $ / shares \| $ / shares	$ 16.00
Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, outstanding beginning balance \| shares	2,613,359
Number of units, granted \| shares	0
Number of units, vested \| shares	(332,059)
Number of units, outstanding ending balance \| shares	2,281,300
Weighted Average Grant Date Fair Value, beginning value \| $ / shares \| $ / shares	$ 3.85
Weighted Average Grant Date Fair Value, Granted \| $ / shares \| $ / shares	0
Weighted Average Grant Date Fair Value, Vested \| $ / shares \| $ / shares	3.85
Weighted Average Grant Date Fair Value, Ending balance \| $ / shares \| $ / shares	$ 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, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Company's total contributions to savings plans	$ 0.1	$ 0.9	$ 1.3	$ 1.2

- Definition

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

+ References + Details

Equity - Schedule of Share Repurchase Activity (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) $ / shares shares
Shares Repurchased Abstract
Shares repurchased \| shares	4,670,975
Average price per share \| $ / shares	$ 12.94
Costs recorded to accumulated deficit
Total repurchase costs	$ 60,438
Additional Associated Cost	92
Total costs recorded to accumulated deficit	$ 60,530

Equity - Additional Information (Details) - USD ($)			1 Months Ended	11 Months Ended	12 Months Ended
Equity - Additional Information (Details) - USD ($)	Nov. 15, 2021	Jun. 25, 2021	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Nov. 08, 2022	Aug. 02, 2022
Class Of Stock [Line Items]
Capital contributions			$ 41,143,000	$ 59,423,000		$ 241,000
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	250,000,000
Preferred stock, par value		$ 0.001			$ 0.001	$ 0.001
Common stock, shares outstanding					148,732,603	152,901,040
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions						$ 320,559,000
Preferred Stock Shares Issued					0
Common stock, shares issued					148,732,603	152,901,040
Share Repurchase Program
Class Of Stock [Line Items]
Remaining Authorized Repurchase Amount					$ 89,500,000
Authorized stock repurchase program, Initial							$ 150,000.0	$ 50,000,000.0
Common Stock [Member]
Class Of Stock [Line Items]
Common stock, par value		$ 0.001
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
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		$ 316,500,000
Underwriting discounts and commissions		22,300,000
Offering expenses		$ 4,000,000.0
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 \| Second Portion of Common Stock [Member]
Class Of Stock [Line Items]
Stock issued during period shares new issues		6,468,750
Option to purchase additional shares of common stock		843,750
Common Class A B C
Class Of Stock [Line Items]
Common stock, shares authorized					165,000,000
Common stock, no par value					$ 0
Class A Units
Class Of Stock [Line Items]
Common stock, shares authorized					140,000,000
Common stock, shares issued					138,714,853
Class B Units
Class Of Stock [Line Items]
Common stock, shares authorized					7,500,000
Common stock, shares issued					1,700,051
Class C Units
Class Of Stock [Line Items]
Common stock, shares authorized					17,500,000
Common stock, shares issued					9,271,556

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Loss Contingencies [Line Items]
Indemnity liability	$ 4.4	$ 7.9
Total liability		5.5
Total insurance receivable		$ 2.1

Leases - Schedule of components of lease cost (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Lessee, Lease, Description [Line Items]
Lease, Cost, Total	$ 8,063
Finance Lease
Lessee, Lease, Description [Line Items]
Amortization of leased assets	713
Interest on lease liabilities	29
Total finance lease costs	742
Operating Lease
Lessee, Lease, Description [Line Items]
Fixed lease cost	7,102
Short-term	247
Variable	28
Sub-leases	(56)
Total operating lease costs	$ 7,321

Lease - Supplemental balance sheet information related to leases (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
Assets [Abstract]
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets, Noncurrent	Other Assets, Noncurrent
Right of use operating lease assets	$ 10,674	$ 12,700
Less: accumulated depreciation and amortization	(5,000)		$ (4,200)
Property and equipment, net	113,529		154,309
Total lease assets	10,751
Liabilities [Abstract]
Operating leases other current	4,957		0
Operating lease liability, less current portion	7,879		0
Operating Lease Liability Current and Noncurrent, Total	$ 12,836
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accrued Liabilities, Current
Finance Lease, Liability, Current	$ 104
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other Liabilities, Noncurrent
Finance Lease, Liability, Noncurrent	$ 0
Finance Lease Liability Current and Noncurrent, Total	104
Total lease liabilities, Total	12,940
Finance Lease [Member]
Assets [Abstract]
Property and equipment, gross	5,094		$ 5,000
Less: accumulated depreciation and amortization	(5,017)
Property and equipment, net	$ 77

Leases - Maturities of lease liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022
Leases [Abstract]
Finance Lease, 2023	$ 106
Finance Lease, 2024	0
Finance Leases, 2025	0
Finance Lease, 2026	0
Finance Lease, 2027	0
Thereafter	0
Total minimum lease payments	106
Finance Lease, Less: Imputed interest	(2)
Present value of minimum lease payments	104
Operating Lease 2023	5,841
Operating Lease, 2024	5,066
Operating Lease, 2025	1,861
Operating Lease, 2026	1,344
Operating Lease, 2027	112
Thereafter	0
Total minimum lease payments	14,224
Less: Imputed interest	(1,025)
Present value of minimum lease payments	13,199	$ 15,000
2023	5,947
2024	5,066
2025	1,861
2026	1,344
2027	112
Thereafter	0
Lease Liability Payments Due, Total	$ 14,330

Leases - Summary of Cash Flow Information, Lease Term And Discount Rate of Lease (Details)
$ in Thousands

12 Months Ended

Dec. 31, 2022

USD ($)

Leases [Abstract]

Operating Lease, Weighted Average Remaining Lease Term

2 years 8 months 12 days

Finance Lease, Weighted Average Remaining Lease Term

8 months 12 days

Operating Lease, Weighted Average Discount Rate, Percent

5.06%

Finance Lease, Weighted Average Discount Rate, Percent

5.72%

Operating cash flows from operating leases

$ 7,738

Operating cash flows from finance leases

Financing cash flows from finance leases

884

Right-of-Use Asset Obtained in Exchange for Operating Lease Liability

19,972

Right-of-Use Asset Obtained in Exchange for Finance Lease Liability

Operating Lease, Right-of-Use Asset, Amortization Expense

$ 6,343

^[1]

[1]	Amortization of right of use operating lease assets during the period is reflected in operating lease liabilities on the consolidated statements of cash flows.

Leases (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, 2022
Lessee, Lease, Description [Line Items]
Rent expense under operating leases	$ 0.5	$ 5.3	$ 6.1
Maximum
Lessee, Lease, Description [Line Items]
Lease Term of contract				8 years
Lease term of contract in majority				5 years
Renewal lease terms				5 years
Minimum
Lessee, Lease, Description [Line Items]
Lease Term of contract				1 year
Lease term of contract in majority				3 years
Renewal lease terms				1 year

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

- 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, 2022	Dec. 31, 2021
Earnings Per Share [Abstract]
Basic net income (loss) per share	$ (0.24)	$ (0.37)	$ 0.43	$ 0.11
Diluted net income (loss) per share	$ (0.24)	$ (0.37)	$ 0.43	$ 0.11
Numerator:
NET INCOME (LOSS)	$ (36,530)	$ (47,492)	$ 64,604	$ 16,051
Denominator:
Weighted average number of shares outstanding - basic	149,686,460	130,000,000	150,227,213	140,480,590
Add options and restricted stock units to purchase units	0	0	1,579,927	1,206,794
Weighted average number of shares outstanding - diluted	149,686,460	130,000,000	151,807,139	141,687,384

- Definition

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

+ References

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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) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2,669,162	14,488

Reportable Segments - Additional Information (Details)	12 Months Ended
Reportable Segments - Additional Information (Details)	Dec. 31, 2022 Customer Segment
Product Information [Line Items]
Number of Reportable Segments \| Segment	2
Geographic Concentration Risk [Member] \| Non-US [Member]
Product Information [Line Items]
Concentration Risk Number Of Customers \| Customer	0
Geographic Concentration Risk [Member] \| Non-US [Member] \| Revenue Benchmark [Member]
Product Information [Line Items]
Concentration Risk, Percentage	10.00%

Reportable Segments - Schedule of Adjusted EBITDA Reconciled to Net Income (Details) - USD ($)
$ in Thousands

1 Months Ended

11 Months Ended

12 Months Ended

Feb. 28, 2021

Jan. 31, 2020

Dec. 31, 2020

Dec. 31, 2022

Dec. 31, 2021

Segment Reporting Information [Line Items]

Interest Income (Expense), Net

$ (4,489)

$ (47,384)

$ (9,199)

$ (24,972)

Provision (benefit) for income taxes

(871)

(11,355)

20,475

8,862

Depreciation and amortization

2,105

135,057

138,246

142,815

Loss on extinguishment of debt

$ (13,900)

(10,533)

(13,938)

Share-based compensation

3,976

1,876

7,856

9,530

NET INCOME (LOSS)

(36,530)

(47,492)

64,604

16,051

Other Segments [Member]

Segment Reporting Information [Line Items]

Adjusted Income Loss Before Interest Taxes Depreciation and Amortization

7,022

139,776

248,910

226,294

Interest Income (Expense), Net

4,489

47,384

9,199

24,972

Provision (benefit) for income taxes

(871)

(11,355)

20,475

8,862

Depreciation and amortization

2,105

135,057

138,246

142,815

Loss on extinguishment of debt

10,533

13,938

Share-based compensation

3,976

1,876

7,856

9,530

Transaction and acquisition-related charges

^[1]

22,840

10,146

6,018

9,314

Integration, restructuring, and other charges

^[2]

480

4,160

2,512

812

NET INCOME (LOSS)

(36,530)

(47,492)

64,604

16,051

Americas [Member] | Other Segments [Member]

Segment Reporting Information [Line Items]

Adjusted Income Loss Before Interest Taxes Depreciation and Amortization

6,736

135,037

221,655

198,473

International except United States Canada and Latin America [Member] | Other Segments [Member]

Segment Reporting Information [Line Items]

Adjusted Income Loss Before Interest Taxes Depreciation and Amortization

$ 286

$ 4,739

$ 27,255

$ 27,821

[1]

[2]

Reportable Segments - 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, 2022	Dec. 31, 2021
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenues	$ 36,785	$ 472,369	$ 810,023	$ 712,295
Eliminations
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenues	(291)	(3,451)	(7,441)	(6,127)
Americas [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenues	32,411	430,002	694,865	604,413
International
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenues	$ 4,665	$ 45,818	$ 122,599	$ 114,009

- 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.

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+ Details

Reportable Segments - Summary of Long Lived Assets by Geographical Area (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
United States Country of Domicile
Long-lived assets, net
Total long-lived assets, net	$ 1,134,201	$ 1,213,093
International
Long-lived assets, net
Total long-lived assets, net	180,258	199,459
Operating Segments
Long-lived assets, net
Total long-lived assets, net	$ 1,314,459	$ 1,412,552

Subsequent Events (Additional Information) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Feb. 29, 2024	Feb. 28, 2023	Feb. 23, 2023	Feb. 28, 2022
Subsequent Event [Line Items]
Derivative, Notional Amount		$ 300.0			$ 405.0
Subsequent Event [Member]
Subsequent Event [Line Items]
Derivative, Notional Amount			$ 100.0
Board of Directors [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Stock Repurchase Program, Authorized Amount			$ 200.0
Amount Purchased Under the Share Repurchase Program				$ 75.7
Interest Rate Swap [Member]
Subsequent Event [Line Items]
Derivative, Maturity Date	Feb. 28, 2026
Interest Rate Swap [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Derivative, Fixed Interest Rate			4.36%

Condensed Financial Information of Registrant - Condensed Balance Sheets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
LIABILITIES AND EQUITY
Liabilities	$ 759,207	$ 754,343
EQUITY
Common stock	149	153
Additional paid-in-capital	1,176,163	1,165,163
Accumulated deficit	(27,363)	(31,441)
Accumulated other comprehensive income	(22,331)	(1,637)
Total equity	1,126,618	1,132,238
TOTAL LIABILITIES AND EQUITY	1,885,825	1,886,581
Parent [Member]
ASSETS
Investments in subsidiaries	1,107,356	1,120,832
LIABILITIES AND EQUITY
Liabilities	0	0
EQUITY
Common stock	149	153
Additional paid-in-capital	1,156,901	1,153,757
Accumulated deficit	(27,363)	(31,441)
Accumulated other comprehensive income	(22,331)	(1,637)
Total equity	1,107,356	1,120,832
TOTAL LIABILITIES AND EQUITY	$ 1,107,356	$ 1,120,832

Condensed Financial Information of Registrant - Condensed Balance Sheets (Parenthetical) (Details) - $ / shares	Dec. 31, 2022	Dec. 31, 2021	Jun. 25, 2021
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	148,732,603	152,901,040
Common stock, shares outstanding	148,732,603	152,901,040
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	148,732,603	152,901,040
Common stock, shares outstanding	148,732,603	152,901,040

Condensed Financial Information of Registrant - Condensed Statement Of Operations And Comprehensive (Loss) (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
NET (LOSS) INCOME	$ (36,530)	$ (47,492)	$ 64,604	$ 16,051
Foreign currency translation adjustments	(31)	2,484	(20,694)	(4,121)
COMPREHENSIVE (LOSS) INCOME	(36,561)	(45,008)	43,910	11,930
NET INCOME (LOSS)	$ (36,530)	$ (47,492)	$ 64,604	$ 16,051
Basic net (loss) income per share	$ (0.24)	$ (0.37)	$ 0.43	$ 0.11
Diluted net (loss) income per share	$ (0.24)	$ (0.37)	$ 0.43	$ 0.11
Weighted average number of shares outstanding - basic	149,686,460	130,000,000	150,227,213	140,480,590
Weighted average number of shares outstanding - diluted	149,686,460	130,000,000	151,807,139	141,687,384
Parent [Member]
Equity in net (loss) income of subsidiaries			$ 64,604	$ 16,051	$ (47,492)
NET (LOSS) INCOME			64,604	16,051	(47,492)
Foreign currency translation adjustments			(20,694)	(4,121)	2,484
COMPREHENSIVE (LOSS) INCOME			43,910	11,930	(45,008)
NET INCOME (LOSS)			$ 64,604	$ 16,051	$ (47,492)
Basic net (loss) income per share			$ 0.43	$ 0.11	$ (0.37)
Diluted net (loss) income per share			$ 0.43	$ 0.11	$ (0.37)
Weighted average number of shares outstanding - basic			150,227,213	140,480,590	130,000,000
Weighted average number of shares outstanding - diluted			151,807,139	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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+ Details

- 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, 2022
Percentage of threshold described in rule 4-08 not applied due to consolidated accumulated deficit	25.00%