Company Financial Statements; No Undisclosed Liabilities. (a) The Company has delivered to Parent correct and complete copies of (i) the consolidated unaudited financial statements of the Company and its Subsidiaries as of December 31, 2019 and for the twelve (12) month period then ended (including balance sheets, statements of income and statements of cash flows) and (ii) the consolidated unaudited financial statements of the Company and its Subsidiaries as of December 31, 2020 and for the twelve (12) month period then ended (including balance sheets, statements of income and statements of cash flows) ((i) and (ii) collectively, the “Financials”), which are included as Section 3.6(a) of the Disclosure Schedule. The Financials (A) are derived from and in accordance with the books and records of the Company, (B) complied as to form with applicable accounting requirements with respect thereto as of their respective dates, (C) fairly and accurately present in all material respects the consolidated financial condition of the Company at the dates therein indicated and the consolidated results of operations and cash flows of the Company for the periods therein specified (subject, in the case of unaudited interim period financial statements, to normal recurring year-end audit adjustments, none of which individually or in the aggregate are or shall be material in amount), and (D) were prepared in accordance with GAAP, except for the absence of footnotes in the unaudited Financials, applied on a consistent basis throughout the periods indicated and consistent with each other.
Company Financial Statements; No Undisclosed Liabilities. (a) The audited consolidated financial statements (including any related notes thereto) representing the financial condition of Company as of December 31, 2021 and December 31, 2022, which has been delivered by an auditing firm which is a member of the PCAOB, and the unaudited financial statements (including the notes thereto) representing the financial condition of Company as of December 31, 2023 (collectively, the “Company Financials”) (i) were prepared in accordance with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved (except as may be indicated in the notes thereto), (ii) fairly presented the consolidated financial position of Company and its Subsidiaries as at the respective dates thereof and the consolidated results of its operations and cash flows for the periods indicated, except that the unaudited interim financial statements were or are subject to normal and recurring year-end adjustments which were not, or are not expected to be, material in amount, and (iii) are consistent with, and have been prepared from, the books and records of Company. The balance sheet of Company as of December 31, 2023 is hereinafter referred to as the “Company Balance Sheet.” Notwithstanding the foregoing, unaudited financial statements are subject to normal recurring year-end adjustments (the effect of which will not, individual or in the aggregate, be material) and the absence of footnotes.
Company Financial Statements; No Undisclosed Liabilities. (a) The Company has made available to Parent the audited financial statements for the years ended December 31, 2016 and 2017 and the unaudited financial statements as of and for the three and six months ended June 30, 2018 and 2017 (collectively, the “Company Financials”). The Company Financials were prepared in accordance with United States generally accepted accounting principles (“GAAP”) consistently applied and in accordance with past practice throughout the periods involved and fairly and accurately present in all material respects the financial position, results of operations and cash flows of the Company as of the dates, and for the periods, indicated therein. The balance sheet of the Company as of June 30, 2018, is hereinafter referred to as the “Company Balance Sheet”.
Company Financial Statements; No Undisclosed Liabilities. (a) The consolidated financial statements of the Company and its Subsidiaries filed with the Company SEC Reports have been or will be, as the case may be, prepared, in all material respects, in accordance with GAAP consistently applied during the periods and at the dates involved (except as indicated in the financial statements or notes to financial statements and subject, in the case of any unaudited financial statements to normal year-end audit adjustments and the absence of footnote disclosure, none of which adjustments are material in amount or effect), and fairly present in all material respects, or will fairly present in all material respects, as the case may be, the consolidated financial position of the Company and its Subsidiaries as of the dates thereof and the consolidated results of operations and cash flows for the periods then ended.
Company Financial Statements; No Undisclosed Liabilities. (a) The Company has not prepared any balance sheet, income statement, statement of operations, statement of changes in financial position and stockholders’ equity or other financial statements.
Company Financial Statements; No Undisclosed Liabilities. (a) The Company has made available to Buyer complete and correct copies of the unaudited consolidated balance sheets of the Company as of December 31, 2015 (the “Company Balance Sheet”) and December 31, 2014 and the related unaudited consolidated statements of operations and cash flows for the fiscal years ended December 31, 2015 and December 31, 2014. The balance sheets referred to in this Section 3.7(a) present fairly in all material respects the financial position of the Company Group as of the respective dates thereof, and the other financial statements referred to in this Section 3.7(a) present fairly in all material respects the results of the operations and cash flows of the Company Group for the respective fiscal periods therein set forth, in each case in accordance with GAAP consistently applied.
Company Financial Statements; No Undisclosed Liabilities. (a) The Company has delivered to Parent correct and complete copies of (i) the audited financial statements of the Company as of December 31, 2020 and for the twelve (12) month period then ended (including balance sheets, statements of income and statements of cash flows), (ii) the audited financial statements of the Company as of December 31, 2019 and 2018 and for the years then ended (including balance sheets, statements of income and statements of cash flows), and (iii) the unaudited financial statements of the Company as of September 30, 2021 and for the nine (9) month period then ended (including balance sheets, statements of income and statements of cash flows) ( (i), (ii), and (iii) collectively, the “Financials”), which are included as Section 3.7(a) of the Disclosure Schedule. The Financials (A) are derived from and in accordance with the books and records of the Company, (B) complied as to form with applicable accounting requirements with respect thereto as of their respective dates, (C) fairly and accurately present in all material respects the financial condition of the Company at the dates therein indicated and the results of operations and cash flows of the Company for the periods therein specified, and (D) were prepared in accordance with GAAP, applied on a consistent basis throughout the periods indicated and consistent with each other.
Company Financial Statements; No Undisclosed Liabilities. (i) Section 5.1(e)(i) of the Company Disclosure Schedule sets forth the Company's audited balance sheets and audited statements of income, changes in stockholders' equity and cash flows for the fiscal years ended December 31, 2000, 2001 and 2002 (the "Audited Financial Statements"), a copy of the unaudited balance sheet and statements of income, changes in stockholders' equity and cash flows of Check Printer's, Inc. for the ten months ended October 31, 2003 (the "October 31, 2003 Financial Statements" and together with the Audited Financial Statements, the "Company Financial Statements") and a copy of the unaudited balance sheet and statements of income, changes in stockholders' equity and cash flows of Check Printer's, Inc. for the ten months ended October 31, 2002 (the "October 31, 2002 Financial Statements"). Each of the consolidated balance sheets included in the Company Financial Statements (including the related notes and schedules) fairly presents the consolidated financial position of the Company and its Subsidiaries as of its date and each of the consolidated statements of statements of income, changes in stockholders' equity and cash flows included in the Company Financial Statements (including any related notes and schedules) fairly presents the results of operations, retained earnings and changes in financial position, as the case may be, of the Company and its Subsidiaries for the periods set forth therein (subject, in the case of unaudited statements, to notes and normal year-end audit adjustments that have not been, and are not likely to be, material in amount or effect), in each case in accordance with U.S. generally accepted accounting principles ("GAAP") consistently applied during the periods involved, except as may be noted therein. The October 31, 2003 Financial Statements have been prepared on a basis consistent in all material respects with the Audited Financial Statements and with the October 31, 2002 Financial Statements. There are no liabilities that are, or should be, on the consolidated financial statements of the Company that are not on the equivalent financial statements of the Company's Subsidiaries.
Company Financial Statements; No Undisclosed Liabilities. (a) Company has made the Company Financials available to Parent. The Company Financials were prepared in accordance with GAAP consistently applied and in accordance with past practice throughout the periods involved and fairly and accurately present in all material respects the financial position, results of operations and cash flows of Company as of the dates, and for the periods, indicated therein.
Company Financial Statements; No Undisclosed Liabilities. (1) The Company Financial Statements present fairly the consolidated financial position, assets and liabilities of the Company as of the dates thereof and the consolidated revenues, expenses, results of operations and cash flows of the Company for the periods covered thereby and changes in financial position of the Company as of the dates and for the periods covered thereby, in each case in conformity with GAAP applied consistently during such periods in accordance with the past accounting practices of the Company, subject (in the case only of any unaudited, interim financial statements included in the Company Financial Statements) to normal year-end audit adjustments required by the independent auditors of the Company in conformance with GAAP. The Company Financial Statements are in accordance with the books and records of the Company, do not reflect any transactions which are not bona fide transactions and do not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements contained therein, in light of the circumstances in which they were made, not misleading.
