Sterling Check Corp.’s $94.4 Million Initial Public Offering

Fried, Frank, Harris, Shriver & Jacobson represented Sterling Check, while Latham & Watkins represented the underwriters in the offering.

Sterling Check Corp., a leading provider of background and identity services, executed its initial public offering of an aggregate of 14,285,000 shares of common stock at a price to the public of US$23.00 per share. Of the offered shares, 4,760,000 are being offered by Sterling and 9,525,000 are being offered by certain of Sterling’s existing stockholders. The net proceeds from the offering to Sterling, after deducting underwriting discounts and commissions and estimated offering expenses payable by Sterling, are expected to be approximately US$94.4 million. Sterling intends to use the net proceeds, together with cash on hand, to repay approximately US$100.0 million outstanding under its term loan. Sterling will not receive any proceeds from the sale of the shares by the selling stockholders. In addition, the underwriters have been granted a 30-day option to purchase up to an additional 2,142,750 shares of common stock from the selling stockholders at the initial public offering price, less underwriting discounts and commissions. Shares of Sterling’s common stock began trading on the Nasdaq Global Select Market on September 23, 2021 under the symbol “STER”.

Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Robert W. Baird & Co. Incorporated, William Blair & Company, L.L.C., KeyBanc Capital Markets Inc., Nomura Securities International, Inc., Stifel, Nicolaus & Company, Incorporated, ING Financial Markets LLC, and R. Seelaus & Co., LLC acted as underwriters for the offering.

Latham & Watkins represented the underwriters in the offering with a capital markets team led by New York/Los Angeles partner Greg Rodgers and New York partner Benjamin Cohen, with New York associates Hana Nah and James Dorian. Advice was also provided on OFAC/sanctions matters by Washington, D.C. partner Eric Volkman, with Washington, D.C. associate Matthew Gregory; on FCPA matters by Washington, D.C. partner Erin Brown Jones; on government contracts matters by Washington, D.C. counsels Dean Baxtresser and Kyle Jefcoat, with Washington, D.C. associate Josh Craddock; on IP matters by New York partner Jeffrey Tochner; on benefits & compensation matters by New York partner Jennifer Pepin, with Los Angeles associate Tara McCarney; on tax matters by Century City/Orange County partner Sam Weiner; with Century City associate Ryan Brenner; and on data privacy & security matters by Washington, D.C. counsel Marissa Boynton, with Boston associate Deborah Hinck, and London counsel Danielle van der Merwe, with London associate Calum Docherty.

Involved fees earner: Dean Baxtresser – Latham & Watkins; Marissa Boynton – Latham & Watkins; Ryan Brenner – Latham & Watkins; Erin Brown Jones – Latham & Watkins; Benjamin Cohen – Latham & Watkins; Josh Craddock – Latham & Watkins; Calum Docherty – Latham & Watkins; James Dorian – Latham & Watkins; Matthew Gregory – Latham & Watkins; Deborah Hinck – Latham & Watkins; Kyle Jefcoat – Latham & Watkins; Tara McCarney – Latham & Watkins; Hana Nah – Latham & Watkins; Jennifer Pepin – Latham & Watkins; Gregory Rodgers – Latham & Watkins; Jeffrey Tochner – Latham & Watkins; Danielle van der Merwe – Latham & Watkins; Eric Volkman – Latham & Watkins; Samuel Weiner – Latham & Watkins;

Law Firms: Latham & Watkins;

Clients: Goldman Sachs & Co.; ING Financial Markets LLC; J.P. Morgan Securities LLC; KeyBanc Capital Markets; Morgan Stanley; Nomura Securities International Inc.; R. Seelaus & Co.; Robert W. Baird & Co.; Stifel, Nicolaus & Company, Incorporated; William Blair & Company, L.L.C.;