SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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FIRST ADVANTAGE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 61-1437565
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
805 Executive Center Drive West
Suite 300
St. Petersburg, Florida 33702
(Address of principal executive offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. [ ] box. [X]
Securities Act registration statement
file number to which this form relates: 333-102565
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(If Applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
None.
Securities to be registered pursuant to Section 12(g) of the Act:
Title of Each Class
to be so Registered
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Class A Common Stock, par value $.001 per share
Item 1 Description of Securities to be Registered
A description of the Class A Common Stock being registered hereunder is given
under the heading "Description of First Advantage Capital Stock" on pages 116
and 117 of the registration statement on Form S-4 filed by the registrant under
the Securities Act of 1933 on January 17, 2003 (File Number 333-102565), as
amended by pre-effective amendment no. 1 filed April 4, 2003, pre-effective
amendment no. 2 filed April 24, 2003, pre-effective amendment no. 3 filed May 6,
2003, pre-effective amendment no. 4 filed May 12, 2003 and as further amended
from time to time, and is hereby incorporated into this registration statement
by reference.
Item 2 Exhibits.
All exhibits required by the Instruction to Item 2 will be provided to the
Nasdaq National Market.
3.1 Form of First Amended and Restated Certificate of Incorporation of the
registrant (incorporated by reference to Exhibit 3.1 of the registrant's
registration statement on Form S-4 filed by the registrant under the
Securities Act of 1933 (File Number 333-102565)),
3.2 Bylaws of the registrant (incorporated by reference to Exhibit 3.2 of the
registrant's registration statement on Form S-4 filed by the registrant
under the Securities Act of 1933 (File Number 333-102565)),
4.1 Form of certificate representing shares of the registrant's Class A common
stock (incorporated by reference to Exhibit 4.1 of the registrant's
registration statement on Form S-4 filed by the registrant under the
Securities Act of 1933 (File Number 333-102565)),
4.2 Form of certificate representing shares of the registrant's Class B common
stock (incorporated by reference to Exhibit 4.2 of the registrant's
registration statement on Form S-4 filed by the registrant under the
Securities Act of 1933 (File Number 333-102565)),
4.3 Description of the registrant's capital stock in Article IV of the
registrant's First Amended and Restated Certificate of Incorporation
(included in Exhibit 3.1).
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
FIRST ADVANTAGE CORPORATION
(Registrant)
Date: May 12, 2003 By: /s/ Kenneth D. DeGiorgio
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Name: Kenneth D. DeGiorgio
Title: Vice President, General Counsel
and Assistant Secretary