Audited Financial Information. On or prior to the date on which there shall be released to the general public financial information included in or derived from the audited financial statements of the Company for the preceding fiscal year, the Company shall furnish such information to Ameriprise, confirmed in writing, and shall file such information pursuant to the rules and regulations promulgated under the Securities Act or the Exchange Act as required thereunder.
Audited Financial Information. The consolidated balance sheets of the Company as of December 31, 2021 and December 31, 2022, and the related consolidated audited income statements, changes in stockholder or member equity and statements of cash flows for the fiscal years then ended, each audited by a PCAOB qualified auditor in accordance with GAAP and PCAOB standards (the “Audited Company Financials”), fairly present in all material respects the financial position of the Company at the respective dates thereof, subject to adjustments which are not expected to have a Material Adverse Effect. The forecasts and projections, if any, contained in the Audited Company Financials will have been prepared in good faith and on the basis of assumptions that are fair and reasonable in light of current and reasonably foreseeable circumstances.
Audited Financial Information. Except as otherwise provided in subsection (p) of this Section 3, on or prior to the date on which there shall be released to the general public financial information included in or derived from the audited financial statements of the Company for the preceding fiscal year, the Company shall furnish promptly such information to the Selling Agents (if the documents containing such information are not then publicly available on a website or other electronic system maintained by the Commission).
Audited Financial Information. On or prior to the date on which there shall be released to the general public financial information included in or derived from the audited consolidated financial statements of the Company for the preceding fiscal year, the Company shall furnish such information to the Agents, confirmed in writing; provided, however, that if electronically transmitted copies thereof are filed with the Commission pursuant to XXXXX, such information shall be deemed to have been furnished and confirmed.
Audited Financial Information. The consolidated balance sheets of the Target as of December 31, 2020 and December 31, 2021, and the related consolidated audited income statements, changes in stockholder or member equity and statements of cash flows for the fiscal years then ended, each audited by a PCAOB qualified auditor in accordance with GAAP and PCAOB standards (the “Audited Target Financials”), fairly present in all material respects the financial position of the Target at the respective dates thereof, subject to adjustments which are not expected to have a Target Material Adverse Effect. The forecasts and projections, if any, contained in the Audited Target Financials will have been prepared in good faith and on the basis of assumptions that are fair and reasonable in light of current and reasonably foreseeable circumstances.
Audited Financial Information. Except as otherwise provided in Section 4(m), on or prior to the date on which there shall be released to the general public financial information included in or derived from the audited consolidated financial statements of the Company or Global Funding for the preceding fiscal year, Global Funding shall, and Global Funding agrees to cause the Company to, as applicable, furnish such information to the Agent, confirmed in writing, and thereafter promptly shall cause the Prospectus to be amended or supplemented to include such audited consolidated financial statements and the report or reports, and consent or consents to such inclusion, of the independent accountants with respect thereto, as well as such other information and explanations, to the extent required by the 1933 Act or the 1933 Act Regulations.
Audited Financial Information. So long as the Purchaser beneficially owns a majority of the voting rights of the Company, the Company shall deliver to the Purchaser (a) within sixty (60) days after the end of each fiscal year of the Company, the annual audited financial statements of the Company certified by a PCAOB independent public accountants of recognized standing, and (b) within thirty (30) days after the end of each quarter, the Company’s unaudited but reviewed financial statements. Notwithstanding anything to the contrary in this Agreement, the Company consents to the disclosure of such financial information by the Purchaser as reasonably necessary to comply with the Purchaser’s accounting and disclosure requirements. Further, if at any time the Purchaser or its independent auditor determines that applicable auditing standards require that the Company be included within the scope of such auditor’s audit procedures with respect to its audit of the Purchaser and its affiliates, the Company shall, at the Purchaser’s sole expense, reasonably cooperate in a timely fashion with reasonable requests to facilitate any such audit procedures.
Audited Financial Information. On March 15, 2022 or as soon as practicable thereafter, the Target will deliver to the Purchasers an updated Schedule 3.3(e)(ii) including audited consolidated financial statements of the Target (including, in each case, any related notes thereto), consisting of the consolidated balance sheets of the Target as of December 31, 2020 and December 31, 2021, and the related consolidated audited income statements, changes in stockholder or member equity and statements of cash flows for the fiscal years then ended, each audited by a PCAOB qualified auditor in accordance with GAAP and PCAOB standards (the “Audited Target Financials”), which shall fairly present in all material respects the financial position of the Target and its Target Subsidiaries, on a consolidated basis, at the respective dates thereof, subject to adjustments which are not expected to have a Target Material Adverse Effect on the Target and its Target Subsidiaries, taken as a whole. When delivered to the Purchasers, the forecasts and projections, if any, contained in the Audited Target Financials will have been prepared in good faith and on the basis of assumptions that are fair and reasonable in light of current and reasonably foreseeable circumstances.
Audited Financial Information. (a) Prior to the Drape Business Closing, Seller shall cause KPMG to complete and deliver to Seller and Purchaser (i) the audited balance sheets of Seller at December 31, 1999 and 1998 (collectively, the "Audited Balance Sheets"), and (ii) the related audited income statements and related financial information and notes for the twelve month periods then ended (collectively, the "Audited Income Statements") each containing an unqualified audit report of such independent certified public accountant (the Audited Balance Sheets and the Audited Income Statements are herein collectively referred to as the "1999 Audited Financial Statements"). The 1999 Audited Financial Statements will be prepared in accordance with GAAP consistently applied and Regulation S-X.
Audited Financial Information. Shareholders acknowledge that Parent is a “reporting company” pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Parent may file or include in its filings with the SEC (the “Securities Filings”) the financial statements for the Company and its Subsidiaries on a consolidated basis to the extent required under the Exchange Act and the rules and regulations promulgated thereunder. At the reasonable request of Parent (or its successor in interest) at any time during the Parent’s three reporting years following the Closing, Agent shall use his commercially reasonable efforts to deliver promptly such assurances, representation letters and/or opinions of KPMG regarding the Financial Information as may be required by the rules and regulations of the SEC for the use of 52 such statements in the Securities Filings. To the extent required under the applicable SEC rules and regulations, Agent shall use commercially reasonable efforts to prepare and to have audited (to the extent required under such SEC rules and regulations) any supplemental or revised special purpose reports that the SEC may require for the Company and its Subsidiaries on a consolidated basis. Such reports may include: (i) the Company’s and its Subsidiaries’ most recent fiscal year’s audited financial statements (accompanied by related footnotes and footnote disclosure which may require the segregation of the financial results of the Business and the Excluded Business), (ii) unless Closing occurs on December 31, 2002, the Company’s and its Subsidiaries’ unaudited financial statements for the period January 1 through the most recent fiscal quarter before Closing accompanied by the required footnotes and/or footnote disclosure, (iii) an audited consolidated balance sheet and statement of operations of the Company and its Subsidiaries for the period January 1 through the most recent fiscal quarter before Closing, and (iv) such other data from the books and records of the Company and its Subsidiaries on a consolidated basis and of the PHP Group as may be required by the SEC. Agent shall also provide to Buyer or KPMG such other representation letters, comfort letters, supporting schedules and such other documentation as may reasonably and customarily be required by accountants or by underwriters in connection with firm commitment offerings. All such information provided pursuant to this Section 5.4 shall be in form and substance reasonably satisfactory to KPMG, Buyer and suc...
