Debt and Financial Obligations - The company may incur significant additional indebtedness in the future, with restrictions on incurring such debt being subject to qualifications and exceptions [157]. - The ability to generate cash to service debt is dependent on factors beyond the company's control, and failure to meet debt obligations could adversely affect business operations [158]. - If the company does not generate sufficient cash flow, it may need to refinance debt, sell assets, or seek additional capital, which could materially impact operations [159]. - The credit agreement imposes significant operating and financial restrictions, limiting the company's ability to respond to changes or take certain actions [160]. - The carrying value of the company's long-term debt was $2,080.0 million as of December 31, 2025, with a hypothetical 100 basis point change in interest rates potentially impacting interest expense by approximately $21.1 million over the next 12 months [342]. Shareholder and Stock Information - Silver Lake beneficially owned 51.4% of the company's outstanding common stock as of December 31, 2025, allowing it to control corporate policies and decisions [163]. - The company does not intend to pay dividends for the foreseeable future, with any future dividends dependent on various factors including financial condition and cash needs [169]. - As of December 31, 2025, approximately 825,809,539 shares of common stock are authorized but unissued, which could dilute existing shareholders if issued [173]. - Future sales of common stock by existing stockholders could negatively impact the market price of the company's shares [174]. - Anti-takeover provisions in the company's organizational documents may delay or prevent a change of control that stockholders might consider beneficial [177]. - The company’s amended and restated certificate of incorporation allows the Board of Directors to issue up to 250,000,000 shares of preferred stock without stockholder approval, which may affect common stock value [181]. - The company has a classified board of directors with staggered three-year terms, which may complicate potential takeover attempts [179]. Cash and Liquidity - As of December 31, 2025, the company had cash and cash equivalents of $240.0 million, up from $168.7 million in 2024, indicating a significant increase of approximately 42.3% [340]. Interest Rate and Currency Exposure - The company entered into an interest rate collar agreement with a notional amount of $405.0 million in 2020, which was reduced to $300.0 million in March 2022, and transitioned from LIBOR to SOFR in June 2023 [343]. - In February 2023, the company entered into an interest rate swap agreement with a notional amount of $100.0 million, transitioning from LIBOR to SOFR and reducing the fixed rate to 4.32% [344]. - The company has exposure to foreign currency exchange rate fluctuations, primarily with the British Pound Sterling, Australian Dollar, and Canadian Dollar, which could impact financial results [348]. - Currency translation income (loss) for the years ended December 31 were approximately $17.0 million in 2025, $(16.2) million in 2024, and $1.2 million in 2023, indicating volatility in foreign currency impacts [350]. - The company has not hedged its investments in foreign subsidiaries, which may expose it to transaction gains or losses from currency fluctuations [350]. Inflation Impact - The company does not believe inflation has materially affected its business, but acknowledges potential risks if costs rise significantly [351]. Corporate Governance - The company qualifies as a "controlled company" under Nasdaq rules, which may exempt it from certain corporate governance requirements [172].
First Advantage(FA) - 2025 Q4 - Annual Report