Special Committee of the Board of Directors of First Advantage Corporation To Recommend The First American Corporation Exchange
08 Outubro 2009 - 9:56AM
PR Newswire (US)
POWAY, Calif., Oct. 8 /PRNewswire-FirstCall/ -- First Advantage
Corporation (NASDAQ:FADV), a global risk mitigation and business
solutions provider (the "Company"), today announced that The First
American Corporation ("First American") has issued a press release
announcing its intention to commence an exchange offer (the
"Offer") to acquire all of the outstanding shares of the Company's
Class A common stock ("Class A Shares") not owned or controlled by
First American at an exchange ratio of 0.58 of a First American
common share per Class A Share. In response to the First American
press release, the Company announced today that the Special
Committee of the Board of Directors of the Company (the "Special
Committee") has determined to recommend, on behalf of the Board of
Directors of the Company, that the stockholders of the Company
accept the Offer and tender their shares pursuant to the Offer when
the Offer is commenced by First American. Morgan Stanley & Co.
Incorporated is acting as financial advisor and Dewey & LeBoeuf
LLP is acting as legal advisor to the Special Committee. Notice to
stockholders: The Offer described in this communication has not yet
commenced and this communication shall not constitute an offer to
sell or the solicitation of an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any sale of
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. No offering of
securities shall be made except by means of an appropriate
prospectus. When the Offer is commenced, First American will file
an Offer to Exchange and related materials with the Securities and
Exchange Commission ("SEC"), and the Company will file with the SEC
a Solicitation/Recommendation Statement on Schedule 14D-9.
Stockholders are urged to read the Offer to Exchange and related
materials and the Solicitation/Recommendation Statement and any
amendments thereto filed from time to time, because they will
contain important information. Stockholders will be able to obtain
a free copy of the Offer to Exchange and related materials and the
Solicitation/Recommendation Statement at the SEC's Web site at
http://www.sec.gov/ when they become available. In addition, the
Solicitation/Recommendation Statement, if and when filed, as well
as the Company's other public SEC filings, can be obtained at
http://www.fadv.com/. You may also read and copy any reports,
statements and other information filed by First American or the
Company with the SEC at the SEC public reference room at 100 F
Street N.E., Washington, D.C. 20549. Please call the SEC at
800.732.0330 or visit the SEC's Web site for further information on
its public reference room. About First Advantage Corporation First
Advantage Corporation (NASDAQ:FADV) combines industry expertise
with information to create products and services that organizations
worldwide use to make smarter business decisions. First Advantage
is a leading provider of consumer credit information in the
mortgage, automotive and specialty finance markets; business credit
information in the transportation industry; lead generation
services; motor vehicle record reports; employment background
verifications; occupational health services; applicant tracking
systems; recruiting solutions; skills and behavioral assessments;
business tax consulting services; computer forensics; electronic
discovery; data recovery; due diligence reporting; resident
screening; property management software and renters insurance.
First Advantage ranks among the top companies in all of its major
business lines. First Advantage is headquartered in Poway, Calif.,
and has offices throughout the United States and abroad. More
information about First Advantage can be found at
http://www.fadv.com/. First Advantage is a majority-owned
subsidiary of The First American Corporation (NYSE:FAF), a FORTUNE
500(R) company that traces its history to 1889. First American is
America's largest provider of business information, supplying
businesses and consumers with valuable information products to
support the major economic events of people's lives. Additional
information about the First American Family of Companies can be
found at http://www.firstam.com/. Certain statements in this press
release are forward-looking statements. These forward-looking
statements generally can be identified by the use of statements
that include phrases such as "anticipate", "will", "may", "likely",
"plan", "believe", "expect", "intend", "project", "forecast" or
other such similar words and/or phrases. Risks and uncertainties
exist that may cause results to differ materially from those set
forth in these forward-looking statements. Important factors that
could cause actual results to differ materially from those
contained in the forward-looking statements include the
satisfaction of all conditions to the Offer that cannot be waived
and the satisfaction or waiver of conditions to the Offer that may
be waived. The forward-looking statements speak only as of the date
they are made. Except as required by law, the Company does not
undertake to update forward-looking statements to reflect
circumstances or events that occur after the date the
forward-looking statements are made. Investors are advised to
consult the Company's filings with the SEC, including its 2008
Annual Report on Form 10-K, 2009 Second Quarter Report on Form 10-Q
and any subsequent amendments, for a further discussion of these
and other risks. Contacts: Henri Van Parys Cindy Williams Corporate
Communications Manager Director - Investor Relations 727.214.1072
727.214.3438 DATASOURCE: First Advantage Corporation CONTACT: Henri
Van Parys, Corporate Communications Manager, +1-727-214-1072, ,
Cindy Williams, Director - Investor Relations, +1-727-214-3438, Web
Site: http://www.fadv.com/
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