| Schedule of Adjusted EBITDA Reconciled to Net Income |
Reconciliations of Segment Adjusted EBITDA to net income (loss) for the three and six months ended June 30, 2026 and 2025 is as follows (in thousands):
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Three Months Ended June 30, 2026 |
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First Advantage Americas |
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First Advantage International |
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Sterling |
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Total |
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Total revenues |
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$ |
216,767 |
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$ |
24,622 |
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$ |
209,062 |
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$ |
450,451 |
|
Intersegment revenues |
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(768 |
) |
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(1,371 |
) |
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|
451 |
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|
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(1,688 |
) |
External revenues |
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$ |
215,999 |
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$ |
23,251 |
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$ |
209,513 |
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$ |
448,763 |
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Less: |
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Adjusted cost of services |
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|
113,125 |
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|
13,890 |
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|
120,396 |
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Other segment items |
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39,826 |
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9,389 |
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|
25,304 |
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Segment Adjusted EBITDA |
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$ |
63,816 |
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$ |
1,343 |
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$ |
63,362 |
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$ |
128,521 |
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Adjustments to reconcile to net income: |
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Interest expense, net |
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31,608 |
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Provision for income taxes |
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8,142 |
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Loss on extinguishment of debt |
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|
359 |
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Depreciation and amortization |
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|
61,893 |
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Share-based compensation |
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|
5,240 |
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Transaction and acquisition-related charges (a) |
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|
497 |
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Integration, restructuring, and other charges (b) |
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3,868 |
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Net income |
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$ |
16,914 |
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Three Months Ended June 30, 2025 |
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First Advantage Americas |
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First Advantage International |
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Sterling |
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Total |
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Total revenues |
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$ |
163,504 |
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$ |
25,920 |
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$ |
203,743 |
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$ |
393,167 |
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Intersegment revenues |
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|
(643 |
) |
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(1,553 |
) |
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(338 |
) |
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(2,534 |
) |
External revenues |
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$ |
162,861 |
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$ |
24,367 |
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$ |
203,405 |
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$ |
390,633 |
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Less: |
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Adjusted cost of services |
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|
82,994 |
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|
14,530 |
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|
112,621 |
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Other segment items |
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|
29,250 |
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|
7,050 |
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|
32,776 |
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Segment Adjusted EBITDA |
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$ |
51,260 |
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|
$ |
4,340 |
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|
$ |
58,346 |
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$ |
113,946 |
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Adjustments to reconcile to net income: |
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Interest expense, net |
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44,785 |
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Benefit for income taxes |
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(7,610 |
) |
Loss on extinguishment of debt |
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|
254 |
|
Depreciation and amortization |
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|
61,906 |
|
Share-based compensation |
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|
5,742 |
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Transaction and acquisition-related charges (a) |
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2,390 |
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Integration, restructuring, and other charges (b) |
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6,171 |
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Net income |
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$ |
308 |
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Six Months Ended June 30, 2026 |
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First Advantage Americas |
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First Advantage International |
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Sterling |
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Total |
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Total revenues |
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$ |
389,501 |
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$ |
48,182 |
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$ |
399,453 |
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$ |
837,136 |
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Intersegment revenues |
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(1,236 |
) |
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(2,506 |
) |
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|
570 |
|
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(3,172 |
) |
External revenues |
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$ |
388,265 |
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$ |
45,676 |
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$ |
400,023 |
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$ |
833,964 |
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Less: |
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Adjusted cost of services |
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|
203,301 |
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|
|
27,682 |
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|
232,000 |
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Other segment items |
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|
72,633 |
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|
17,685 |
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|
50,027 |
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Segment Adjusted EBITDA |
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$ |
113,567 |
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$ |
2,815 |
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$ |
117,426 |
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$ |
233,808 |
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Adjustments to reconcile to net income: |
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Interest expense, net |
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|
61,449 |
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Provision for income taxes |
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|
9,279 |
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Loss on extinguishment of debt |
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|
733 |
|
Depreciation and amortization |
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|
|
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|
124,083 |
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Share-based compensation |
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|
9,670 |
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Transaction and acquisition-related charges (a) |
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|
1,062 |
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Integration, restructuring, and other charges (b) |
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|
8,450 |
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Net income |
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$ |
19,082 |
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Six Months Ended June 30, 2025 |
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|
First Advantage Americas |
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|
First Advantage International |
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|
Sterling |
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Total |
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Total revenues |
|
$ |
308,857 |
|
|
$ |
49,695 |
|
|
$ |
391,261 |
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$ |
749,813 |
|
Intersegment revenues |
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|
(1,134 |
) |
|
|
(2,816 |
) |
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|
(642 |
) |
|
|
(4,592 |
) |
External revenues |
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$ |
307,723 |
|
|
$ |
46,879 |
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|
$ |
390,619 |
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$ |
745,221 |
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Less: |
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|
|
|
|
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|
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Adjusted cost of services |
|
|
157,177 |
|
|
|
28,378 |
|
|
|
217,423 |
|
|
|
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Other segment items |
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|
60,113 |
|
|
|
13,611 |
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|
|
67,053 |
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Segment Adjusted EBITDA |
|
$ |
91,567 |
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|
$ |
7,706 |
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$ |
106,785 |
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$ |
206,058 |
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Adjustments to reconcile to net loss: |
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|
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Interest expense, net |
|
|
|
|
|
|
|
|
|
|
|
91,365 |
|
Benefit for income taxes |
|
|
|
|
|
|
|
|
|
|
|
(5,379 |
) |
Loss on extinguishment of debt |
|
|
|
|
|
|
|
|
|
|
|
254 |
|
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
123,572 |
|
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
13,709 |
|
Transaction and acquisition-related charges (a) |
|
|
|
|
|
|
|
|
|
|
|
6,386 |
|
Integration, restructuring, and other charges (b) |
|
|
|
|
|
|
|
|
|
|
|
17,037 |
|
Net loss |
|
|
|
|
|
|
|
|
|
|
$ |
(40,886 |
) |
(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. Transaction and acquisition related charges for the three and six months ended June 30, 2026 include approximately $0.3 million and $0.5 million, respectively, of expense associated with the Sterling Acquisition. Transaction and acquisition related charges for the three and six months ended June 30, 2025 include approximately $2.3 million and $6.1 million, respectively, of expense associated with the Sterling Acquisition. (b)Represents charges from organizational restructuring and integration activities, non-cash, and other charges primarily related to nonrecurring legal exposures, foreign currency (gains) losses, (gains) losses on the sale of assets, and other non-recurring items. Integration, restructuring, and other charges for the three and six months ended June 30, 2026 include approximately $2.2 million and $3.6 million, respectively, of expense associated with the integration of Sterling. Integration, restructuring, and other charges for the three and six months ended June 30, 2025 include approximately $3.7 million and $11.6 million, respectively, of expense associated with the integration of Sterling.
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