0000899243-21-045104.txt : 20211117 0000899243-21-045104.hdr.sgml : 20211117 20211117181600 ACCESSION NUMBER: 0000899243-21-045104 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211115 FILED AS OF DATE: 20211117 DATE AS OF CHANGE: 20211117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SLTA V (GP), L.L.C. CENTRAL INDEX KEY: 0001737652 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31666 FILM NUMBER: 211421873 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Silver Lake Group, L.L.C. CENTRAL INDEX KEY: 0001418226 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31666 FILM NUMBER: 211421872 BUSINESS ADDRESS: STREET 1: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6502338120 MAIL ADDRESS: STREET 1: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Osnoss Joseph CENTRAL INDEX KEY: 0001603955 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31666 FILM NUMBER: 211421869 MAIL ADDRESS: STREET 1: C/O SILVER LAKE EUROPE LLP STREET 2: BROADBENT HOUSE, 65 GROSVENOR STREET CITY: LONDON STATE: X0 ZIP: W1K 3JH REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SLP Fastball Aggregator, L.P. CENTRAL INDEX KEY: 0001866145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31666 FILM NUMBER: 211421870 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2776 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2776 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Silver Lake Technology Associates V, L.P. CENTRAL INDEX KEY: 0001737657 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31666 FILM NUMBER: 211421871 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SLP V Aggregator GP, L.L.C. CENTRAL INDEX KEY: 0001811441 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31666 FILM NUMBER: 211421868 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST ADVANTAGE CORP CENTRAL INDEX KEY: 0001210677 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 843884690 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 CONCOURSE PARKWAY NE, SUITE 200 STREET 2: ATTN: BRET T. JARDINE, ESQ. CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 888-314-9761 MAIL ADDRESS: STREET 1: 1 CONCOURSE PARKWAY NE, SUITE 200 STREET 2: ATTN: BRET T. JARDINE, ESQ. CITY: ATLANTA STATE: GA ZIP: 30328 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-11-15 0 0001210677 FIRST ADVANTAGE CORP FA 0001737652 SLTA V (GP), L.L.C. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0001418226 Silver Lake Group, L.L.C. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0001737657 Silver Lake Technology Associates V, L.P. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0001866145 SLP Fastball Aggregator, L.P. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0001603955 Osnoss Joseph C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 0 0 0001811441 SLP V Aggregator GP, L.L.C. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK GA 94025 1 0 1 0 Common Stock 2021-11-15 4 S 0 15786333 19.30 D 94947680 I Held through SLP Fastball Aggregator, L.P. Common Stock 2021-11-15 4 J 0 5389840 0.00 D 89557840 I Held through SLP Fastball Aggregator, L.P. Common Stock 2021-11-16 4 S 0 54134 19.34 D 75329 I Held through Silver Lake Technology Associates V, L.P. Common Stock 2021-11-16 4 S 0 5991 19.34 D 8337 I See footnote Common Stock 2021-11-17 4 S 0 75329 19.48 D 0 I Held through Silver Lake Technology Associates V, L.P. Common Stock 2021-11-17 4 S 0 8337 19.48 D 0 I See footnote Common Stock 322839 I Held through Silver Lake Group, L.L.C. Common Stock 90373 D Common Stock 25563 I See footnote This amount represents the $20.00 secondary public offering price per share of common stock of First Advantage Corporation (the "Issuer"), less the underwriting discount of $0.70 per share for shares sold pursuant to a registered public offering. Represents securities held by SLP Fastball Aggregator, L.P. ("SLP Fastball"). SLP V Aggregator GP, L.L.C. ("SLP V GP") is the general partner of SLP Fastball. Silver Lake Technology Associates V, L.P. ("SLTA V") is the managing member of SLP V GP. SLTA V (GP), L.L.C. ("SLTA V GP") is the general partner of SLTA V. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA V GP. Mr. Joseph Osnoss serves as a member of the board of directors of the Issuer and is a Managing Member of SLG. Each of SLP Fastball, SLP V GP, SLTA V, SLTA V GP and SLG may be deemed to be a director by deputization of the Issuer. SLP Fastball and certain of its affiliates distributed shares of Common Stock to their respective partners and members as in-kind distributions. The receipt of shares of Common Stock by each of the Reporting Persons was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. These shares of Common Stock were received by SLTA V in connection with the distribution made by SLP Fastball described above. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. These shares of Common Stock were received indirectly by Mr. Joseph Osnoss through his indirect interest in an entity in which he may be deemed to have a pecuniary interest, in connection with the pro rata distributions made by SLP Fastball and its affiliates described above. The receipt of such shares of Common Stock indirectly by Mr. Osnoss was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. These shares of Common Stock were received by SLG in connection with the distributions made by SLP Fastball and its affiliates described above. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Represents shares of Common Stock held by Mr. Joseph Osnoss immediately following the receipt of such shares in connection with the distributions of shares of Common Stock reported above. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Represents shares of Common Stock beneficially owned indirectly by Mr. Osnoss through a trust for the benefit of certain family members, which received such shares in connection with the distributions of shares of Common Stock reported above. The receipt of such shares of Common Stock indirectly by Mr. Osnoss was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.175 to $19.64, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.12 to $19.75, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any. By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C. 2021-11-17 By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C. 2021-11-17 By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., general partner of Silver Lake Technology Associates V, L.P. 2021-11-17 By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., general partner of Silver Lake Technology Associates V, L.P., managing member of SLP V Aggregator GP, L.L.C. 2021-11-17 By: /s/ Andrew J. Schader, Managing Director and GC of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., GP of Silver Lake Technology Associates V, L.P., managing member of SLP V Aggregator GP, L.L.C., GP of SLP Fastball Aggregator, L.P. 2021-11-17 /s/ Joseph Osnoss 2021-11-17