First Advantage Corporation Acquires The Credit Information Group of First American
September 14, 2005, SANTA ANA, Calif.
First Advantage Corporation (NASDAQ: FADV) and The First American Corporation (NYSE: FAF) today jointly announced that First Advantage, a global risk mitigation and business solutions provider, has acquired the Credit Information Group (CIG) of The First American Corporation, the nation’s largest data provider and First Advantage’s largest shareholder, in an all-stock transaction.
First American and First Advantage originally announced the letter of intent for the transaction on March 22, 2005, and announced the signing of the definitive agreement on May 25, 2005. The transaction was approved by a majority of common shareholders and disinterested Class A shareholders voting by proxy or in person at the company’s annual shareholder meeting held on Sept. 13, 2005.
Parker S. Kennedy, chairman and chief executive officer of The First American Corporation and chairman of First Advantage Corporation said: “With the completion of this transaction, our two companies will each have a distinct focus—First American will continue as the leading provider of real estate information, and First Advantage will provide business information and related services. Together, our companies will form the largest data provider in the
Under the terms of the definitive agreement, The First American Corporation and its First American Real Estate Solutions (FARES) joint venture contributed their mortgage, automotive, consumer and sub-prime credit businesses to First Advantage in exchange for 29,073,170 shares of First Advantage Class B common stock, valued at approximately $596 million, based upon the agreed upon stock price of $20.50 per share. First Advantage also issued 975,610 Class B shares to First American in a $20 million debt-to-equity conversion.
As a result of the transaction, First American has increased its ownership interest in First Advantage from its previous position of 67 percent to approximately 80 percent.
With the closing of the CIG transaction and the inclusion of its operating results, First Advantage expects the company’s diluted earnings per share will be in the range of $0.30 to $0.32 for the quarter ending Sept. 30, 2005.
About First Advantage Corporation
First Advantage Corporation (NASDAQ: FADV) provides best‑in‑class, single-source risk mitigation and business process solutions for enterprise clients. Incorporating state-of-the-art technology, proprietary systems and data resources, First Advantage is a leading provider of employment background screening, drug-free workplace programs and other occupational health testing, mortgage and automotive credit reporting, corporate tax consulting services, resident screening, property management software, motor vehicle records, transportation credit reporting, insurance fraud investigations, computer forensics, data recovery, due diligence, electronic discovery and supply chain security consulting. First Advantage ranks among the top three companies in all of its major business lines. First Advantage is headquartered in
About The First American Corporation
The First American Corporation (NYSE: FAF), a Fortune 500 company that traces its history to 1889, is the nation’s largest data provider. First American combines advanced analytics with its vast data resources to supply businesses and consumers with valuable information products to support the major economic events of people’s lives, such as getting a job, renting an apartment, buying a car or house, securing a mortgage and opening or buying a business. The First American Family of Companies, many of which command leading market share positions in their respective industries, operate within six primary business segments, including: Title Insurance and Services, Specialty Insurance, Mortgage Information, Property Information, Credit Information and Screening Information. With revenues of $6.72 billion in 2004, First American has approximately 2,000 offices throughout the
Certain statements made in this press release, including those related to the growth strategy, shareholder value and third quarter earnings guidance are forward looking. Risks and uncertainties exist that may cause results to differ materially from those set forth in these forward-looking statements. Factors that could cause the anticipated results to differ from those described in the forward-looking statements include: interest rate fluctuations; changes in the performance of the real estate markets; limitations on access to public records and other data; general volatility in the capital markets; changes in applicable government regulations; consolidation among both companies’ significant customers and competitors; the companies’ continued abilities to identify and complete acquisitions and successfully integrate acquired businesses; the market price of First Advantage’s Class A common stock; First Advantage’s ability to successfully raise capital; increases in First Advantage’s expenses; unanticipated technological changes and requirements; First Advantage’s ability to identify suppliers of quality and cost-effective data, and other factors described in both companies’ Annual Reports on Form 10-K for the year ended Dec. 31, 2004, as filed with the Securities and Exchange Commission. The forward-looking statements speak only as of the date they are made. Neither First American nor First Advantage undertakes to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.