Letter Agreement, dated as of October 31, 2024, by and among First Advantage Corporation, Broad Street Principal Investments, L.L.C., Checkers Control Partnership, L.P., Broad Street Control Advisors, L.L.C. and the other parties thereto
Exhibit 10.1
October 31, 2024
First Advantage Corporation
1 Concourse Parkway NE
Suite 200
Atlanta, Georgia 30328
Broad Street Principal Investments, L.L.C.
Checkers Control Partnership, L.P.
Broad Street Control Advisors, L.L.C.
200 West Street
New York, New York 10282
Re: Termination of Stockholders’ Agreement
Ladies and Gentlemen:
Reference is made to that certain Stockholders’ Agreement, dated as of February 28, 2024 (as amended, restated, supplemented or otherwise modified from time to time in accordance with its terms, the “Agreement”), by and among First Advantage Corporation, a Delaware corporation, Broad Street Principal Investments, L.L.C., a Delaware limited liability company, Checkers Control Partnership, L.P., a Delaware limited partnership, and Broad Street Control Advisors, L.L.C., a Delaware limited liability company, and the other parties thereto. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.
The undersigned acknowledge and agree that, as of the Effective Time (as defined in the Merger Agreement), no Holder owns any Equity Securities or Registrable Securities. Accordingly, the undersigned hereby terminate, in accordance with Section 4.9 of the Agreement and effective as of the Effective Time, the Agreement and any rights or obligations of any party thereunder that would purport to survive the termination thereof.
Sections 4.1, 4.2, 4.3, 4.4, 4.5, 4.6, 4.7, 4.10, 4.13 and 4.16 of the Agreement are incorporated by reference herein, mutatis mutandis.
[signature page follows]
IN WITNESS WHEREOF, the parties have executed this letter agreement as of the date hereof.
FIRST ADVANTAGE CORPORATION
By: /s/ Bret T. Jardine
Name: Bret T. Jardine
Title: Chief Legal Officer & Corporate
Secretary
[Stockholders’ Agreement Termination Letter]
BROAD STREET PRINCIPAL INVESTMENTS, L.L.C.
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Vice President
CHECKERS CONTROL PARTNERSHIP, L.P.
By: Broad Street Control Advisors, L.L.C.
Its: General Partner
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Vice President
BROAD STREET CONTROL ADVISORS, L.L.C.
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Vice President
[Stockholders’ Agreement Termination Letter]
BRIDGE STREET 2015, L.P.
By: Broad Street Control Advisors, L.L.C.
Its: General Partner
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Vice President
STONE STREET 2015, L.P.
By: Broad Street Control Advisors, L.L.C.
Its: General Partner
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Vice President
MBD 2015, L.P.
By: Broad Street Control Advisors, L.L.C.
Its: General Partner
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Vice President
[Stockholders’ Agreement Termination Letter]
2015 EMPLOYEE OFFSHORE AGGREGATOR, L.P.
By: Broad Street Control Advisors, L.L.C.
Its: General Partner
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Vice President
GS FUND HOLDINGS, L.L.C.
By: The Goldman Sachs Group, Inc., as Manager
By: /s/ Adrian Jones
Name: Adrian Jones
Title: Attorney-in-Fact
[Stockholders’ Agreement Termination Letter]
CAISSE DE DEPOT ET PLACEMENT DU QUEBEC
By: /s/ Caroline Cote
Name: Caroline Côté
Title: Authorized signatory
By: /s/ Jean-Philippe Lapointe
Name: Jean-Philippe Lapointe
Title: Authorized signatory
[Stockholders’ Agreement Termination Letter]