Balance Sheets and Income Statements Sample Clauses

Balance Sheets and Income Statements. Each of the Lenders shall have received consolidating pro forma balance sheets and income statements (as of the date of the most recent consolidated quarterly balance sheet of the Borrower delivered pursuant to clause (B) of subsection (i) above) and income statements (for the most recent fiscal year, the most recent fiscal quarter, and the most recent twelve-month period for which quarterly income statements have been delivered pursuant to clause (B) of subsection (i) above subject to adjustments required by SEC rules) of the Borrower and its Subsidiaries, giving effect to the ESSI Merger, the Permitted Debt Issuance and the financings contemplated hereby (including the payment of premiums, fees and expenses related to the ESSI Merger, the Permitted Debt Issuance or the financings contemplated hereby) as if each such transaction had occurred (x) on such date, in the case of the balance sheets, and (y) at the beginning of such period, in the case of the income statements, in each case prepared in accordance with Regulation S-X for a registration statement on Form S-1, in each case, reasonably satisfactory in form to the Administrative Agent.
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Balance Sheets and Income Statements. The Company has previously delivered to Purchaser the following financial statements, including the related notes and Schedules thereto (collectively, the "Financial Statements"):
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Balance Sheets and Income Statements. Schedule 7.4 contains copies (i) of the audited balance sheet and income statement of the Company as of December 31, 2003, (ii) the audited balance sheet and income statement of the Company as of December 31, 2004 and (iii) the audited balance sheet and income statement of the Company as of December 31, 2005, in each case, together with the notes and the auditors report (the “Financial Statements”). The Financial Statements are correct and complete in all material respects and were prepared in accordance with the Accounting Principles and adequately reflect the legally required provisions or reserves for all Taxes. They reflect correctly the financial situation of the Company as of the end of period date of the Financial Statements in compliance with the applicable mandatory statutory requirements and of the Accounting Principles and subject to the notes and limitations pursuant to Schedule 7.4. To the best knowledge of the Seller, except as set forth in Schedule 7.4, the Company does not have any liabilities except for liabilities (i) shown in the Financial Statements, (ii) incurred in the ordinary course of business since December 31, 2005, or (iii) arising from agreements and contracts (other than as a result of the breach by, or the default of, the Company thereunder) that have been entered into by the Company in the ordinary course of business or in connection with transactions contemplated by this Agreement.
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Balance Sheets and Income Statements. The Company has previously delivered to Parent and Merger Sub the following financial statements, including the related notes and schedules thereto (collectively, the "FINANCIAL STATEMENTS"):
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Related to Balance Sheets and Income Statements

  • Balance Sheet “Balance Sheet” is defined in Section 3.6 of the Agreement.

  • Pro Forma Balance Sheet; Financial Statements The Lenders shall have received (i) the Pro Forma Balance Sheet, (ii) audited consolidated financial statements of the Borrower and its Subsidiaries for the most recently ended fiscal year and (iii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available.

  • Financial Statements; Fiscal Year The Current Financials were prepared in accordance with GAAP and present fairly, in all material respects, the consolidated financial condition, results of operations, and cash flows of the Companies as of, and for the portion of the fiscal year ending on the date or dates thereof (subject only to normal audit adjustments). All material liabilities of the Companies as of the date or dates of the Current Financials are reflected therein or in the notes thereto. Except for transactions directly related to, or specifically contemplated by, the Loan Documents or disclosed in the Current Financials, no subsequent material adverse changes have occurred in the consolidated financial condition of the Companies from that shown in the Current Financials. The fiscal year of each Company ends on December 31.

  • Interim Financial Statements The unaudited consolidated balance sheet of the Borrower and its Consolidated Subsidiaries as of June 30, 2012 and the related unaudited consolidated statements of income and cash flows for the six months then ended fairly present, in conformity with GAAP applied on a basis consistent with the financial statements referred to in subsection (a) of this Section, the consolidated financial position of the Borrower and its Consolidated Subsidiaries as of such date and their consolidated results of operations and cash flows for such six-month period (subject to normal year-end audit adjustments).

  • Financial Statements; Projections Lenders shall have received from Company (i) the Historical Financial Statements and (ii) the Projections.

  • Pro Forma Financial Statements Agent shall have received a copy of the Pro Forma Financial Statements which shall be satisfactory in all respects to Lenders;

  • Historical Financial Statements The Historical Financial Statements were prepared in conformity with GAAP and fairly present, in all material respects, the financial position, on a consolidated basis, of the Persons described in such financial statements as at the respective dates thereof and the results of operations and cash flows, on a consolidated basis, of the entities described therein for each of the periods then ended, subject, in the case of any such unaudited financial statements, to changes resulting from audit and normal year-end adjustments. As of the Closing Date, neither Holdings nor any of its Subsidiaries has any contingent liability or liability for taxes, long-term lease or unusual forward or long-term commitment that is not reflected in the Historical Financial Statements or the notes thereto and which in any such case is material in relation to the business, operations, properties, assets, condition (financial or otherwise) or prospects of Holdings and any of its Subsidiaries taken as a whole.

  • Monthly Financial Statements As soon as available, but no later than thirty (30) days after the last day of each month, a company prepared consolidated balance sheet and income statement covering Borrower’s consolidated operations for such month certified by a Responsible Officer and in a form acceptable to Bank (the “Monthly Financial Statements”);

  • Interim Statements As soon as available, but in no event later than thirty (30) days after the end of each month, Borrower’s balance sheet and profit and loss statement for the period ended, prepared by Borrower.

  • Company Financial Statements The financial statements of the Company included in the Company’s Reports (including the related notes, where applicable), which have been provided to the Purchasers (i) have been prepared from, and are in accordance with, the books and records of the Company; (ii) fairly present in all material respects the results of operations, cash flows, changes in stockholders’ equity and financial position of the Company and its consolidated Subsidiaries, for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), as applicable; (iii) complied as to form, as of their respective dates of filing in all material respects with applicable accounting and banking requirements as applicable, with respect thereto; and (iv) have been prepared in accordance with GAAP consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. The books and records of the Company have been, and are being, maintained in all material respects in accordance with GAAP and any other applicable legal and accounting requirements. The Company does not have any material liability of any nature whatsoever (whether absolute, accrued, contingent or otherwise and whether due or to become due), except for those liabilities that are reflected or reserved against on the consolidated balance sheet of the Company contained in the Company’s Reports for the Company’s most recently completed quarterly or annual fiscal period, as applicable, and for liabilities incurred in the ordinary course of business consistent with past practice or in connection with this Agreement and the transactions contemplated hereby.

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