- Current report filing (8-K)
18 11월 2009 - 7:19AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of
1934
Date of Report (Date of earliest event reported):
November 11, 2009
FIRST ADVANTAGE CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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001-31666
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61-1437565
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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12395 First American Way
Poway, CA 92064
(Address of principal executive offices)
(727) 214-3411
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last
report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions (
see
General Instruction A.2):
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
As previously announced, The First American Corporation (First
American) has reported that, promptly following the completion of the subsequent offering period on November 17, 2009 of its exchange offer to acquire all of the issued and outstanding shares of Class A common stock (the Class
A Shares) of First Advantage Corporation (the Company) that First American does not already own for 0.58 of a common share of First American for each Class A Share, First American intends to cause the Company to be merged with
a subsidiary of First American (the Merger).
On November 11, 2009, Parker Kennedy, J. David Chatham, Barry Connelly, Jill
Kanin-Lovers, Frank V. McMahon, Anand Nallathambi, Donald Nickelson, Donald Robert, D. Van Skilling and David Walker, constituting the entire board of directors of the Company, each tendered their respective resignations as a director of the
Company, to become effective as of the effective time of the Merger.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: November 17, 2009
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FIRST ADVANTAGE CORPORATION
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By:
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/s/ John Lamson
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Name: John Lamson
Title:
Executive Vice President and
Chief Financial
Officer
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First Advantage Corp CL A (MM) (NASDAQ:FADV)
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