Sterling Check Corp Completes Acquisition by First Advantage

Sterling Check Corp. (NASDAQ: STER) recently finalized its acquisition by First Advantage Corporation, according to an 8-K SEC filing dated October 31, 2024. The completion of this transaction resulted in Sterling becoming an indirect, wholly-owned subsidiary of First Advantage.

Under the terms of the Agreement and Plan of Merger entered into on February 28, 2024, First Advantage merged with Starter Merger Sub, Inc., an indirect wholly-owned subsidiary of First Advantage. Following the merger, Sterling survived as a subsidiary of First Advantage.

In connection with the merger, on October 31, 2024, Sterling repaid all outstanding term loans and settled its Credit Agreement dated November 29, 2022. Following the transaction, Sterling Common Stock ceased trading on The Nasdaq Stock Market, with a request submitted for removal from the exchange and deregistration under the Securities Exchange Act of 1934.

The Merger Consideration for each share of Sterling Common Stock included the option to receive $16.73 in cash or 0.979 shares of First Advantage Common Stock per share of Sterling Common Stock, subject to proration. Approximately 41.58% of holders elected to receive the Stock Consideration, while the remaining holders opted for the Cash Consideration.

As a result of the acquisition, there has been a change in control of Sterling, now operating as a subsidiary of First Advantage. Following the transaction, all board members of Sterling as of the Effective Time have ended their service, and incumbent officers have been removed from their positions.

The certificate of incorporation and bylaws of Sterling were amended and restated in their entirety as provided in Exhibits 3.1 and 3.2 of the SEC filing. Sterling anticipates filing a certification and notice of termination to request the termination of registration under the Exchange Act.

For detailed information on the transaction and related procedures, the full text of the Merger Agreement can be found within the SEC filing.

The filing also includes the necessary financial statements and exhibits related to the acquisition for public reference.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Sterling Check’s 8K filing here.

About Sterling Check

Sterling Check Corp. provides technology-enabled background and identity verification services in the United States, Canada, Europe, the Middle East and Africa, and the Asia Pacific. The company offers identity verification services, such as telecom and device verification, identification document verification, facial recognition with biometric matching, social security number verification, and live video chat identification proofing; fingerprinting; background checks, including criminal record checks, sex offender registries, civil court records, motor vehicle and driving license records, executive investigations, credit reports, social media searches, and contingent workforce solutions; liens, judgments, and bankruptcies; and sanctions, risk, and compliance checks.