SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported) July 20, 2004
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FIRST ADVANTAGE CORPORATION
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(Exact Name of the Registrant as Specified in Charter)
Delaware 0-50285 61-1437565
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(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
One Progress Plaza, Suite 2400, St. Petersburg, Florida 33701
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (727) 214-3411
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Not Applicable.
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(Former Name or Former Address, if Changed Since Last Report)
Item 7. Exhibits.
Exhibit No. Description
99.1 Press Release.
Item 12. Results of Operation and Financial Condition.
On July 20, 2004, First Advantage Corporation, a Delaware corporation,
announced financial results for the quarter ended June 30, 2004. The full text
of the press release issued in connection with the announcement is attached
hereto as Exhibit 99.1.
The Company's earnings release contains non-GAAP financial measures.
Pursuant to the requirements of Regulation G, the Company has provided
reconciliations within the press release of the non-GAAP financial measures to
the most directly comparable GAAP financial measures in the text of the press
release.
EBITDA is presented in the earnings release. EBITDA was determined by
adjusting net income (loss) for income tax, interest expense and depreciation
and amortization. Although EBITDA is not a financial measure prepared in
accordance with generally accepted accounting principles ("GAAP"), it is
calculated and communicated by the Company because management believes it is of
interest to investors and lenders in relation to its overall capital structure
and its ability to borrow additional funds.
The Company's calculation of EBITDA may or may not be consistent with the
calculation of this measure by other companies in the same industry. Investors
should not view EBITDA as an alternative to the GAAP measures of net income as a
measure of performance, or cash flows from operating, investing and financing
activities as a measure of liquidity. In addition, EBITDA does not take into
account changes in certain assets and liabilities as well as interest and income
taxes that can affect cash flows. Management does not intend the presentation of
EBITDA to be considered in isolation or as a substitute for results prepared in
accordance with GAAP.
The information in this current report and the exhibit hereto is being
"furnished" pursuant to Item 12 of Form 8-K. As such, this information is not
deemed to be "filed" for the purposes of Section 18 of the Securities Exchange
Act of 1934 and is not incorporated by reference into any filings with the SEC
unless it shall be explicitly so incorporated into such filings.
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.
FIRST ADVANTAGE CORPORATION
Date: July 20, 2004 By: /s/ John Lamson
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Name: John Lamson
Title: Executive Vice President and
Chief Financial Officer