Delivery of Financials. The Administrative Agent and each Lender, at least four Business Days prior to the Closing Date, shall have received copies of (a) the consolidated financial statements for the Borrower and its Subsidiaries (covering the fiscal year ended December 31, 2003) as audited by PricewaterhouseCoopers LLP, and such consolidated financial statements shall be reasonably satisfactory to the Administrative Agent, (b) the unaudited pro forma consolidated balance sheet of the Borrower and its Subsidiaries as of the Closing Date giving effect to (i) the consummation of the transactions contemplated hereby, (ii) the issuance of the Notes, the making of the loans under the Term Loan Agreements and the use of proceeds thereof, and (iii) the payment of fees and expenses in connection with the foregoing, and (c) the forecasted operating results of the Borrower and its Subsidiaries (the "Projections"), giving effect to the consummation of the transactions contemplated by this Agreement, the making of the loans under the Term Loan Agreements and the issuance of the Notes, covering the period from the Closing Date until December 31, 2010 and in form and substance substantial similar to the draft Projections provided to the Lenders on March 15, 2004. The Administrative Agent is entitled, but not obligated to, request and receive, prior to the making of any Revolving Loan, additional information reasonably satisfactory to the Administrative Agent confirming the satisfaction of any of the foregoing if, in the good faith judgment of the Administrative Agent, such request is warranted under the circumstances.
Delivery of Financials. (a) Seller shall have prepared and delivered those financial statements described on Schedule 8.6(a) hereof, and shall also provide Purchaser with such additional reasonable detail or supporting information to support any pro forma adjustments that would be necessary in connection with the presentation of the Audited Financial Statements and Reviewed Financial Statements (as such terms are defined on Schedule 8.6(a)) and would further enable Purchaser to make a reasonable comparison of Seller's adjusted operating profit as set forth in the Financial Statements and the Interim Statements.
Delivery of Financials. Delivery of balance sheets, income statements, pro forma statements, projections, forecasts and other financial statements in form and substance satisfactory to the Lead Arrangers, including, without limitation, (i) the audited Consolidated balance sheet of the Parent and its Subsidiaries as at December 31, 2008 and the related audited Consolidated statements of income and cash flows of the Parent and its Subsidiaries for the Fiscal Year then ended, (ii) the unaudited Consolidated balance sheet of the Parent and its Subsidiaries as at March 31, 2009 and the related unaudited Consolidated statements of income and cash flows of the Borrowers and their respective Subsidiaries for the Fiscal Quarter then ended, (iii) projections on a monthly basis through 2009 showing projected availability, (iv) a Thirteen Week Forecast detailing the Borrowers’ anticipated cash receipts and disbursements, and (v) any such or comparable items delivered with respect to the Term Loan Facility to any arranger or any agent thereunder.
Delivery of Financials. (a) The EDR Parties shall use their reasonable best efforts deliver to the TKO Parties the financial statements of the Businesses required under the Securities Act to be included in the Information Statement (the “Audited Financial Statements”), which financial statements shall include the audited consolidated balance sheet of such Business as of the years ended December 31, 2023 and December 31, 2022 and the unaudited consolidated balance sheet of such Business as of the year ended December 31, 2021, and be prepared in accordance with GAAP and Regulation S-X, together with all related notes and schedules thereto, accompanied by an audit report of Deloitte & Touche LLP (the “Auditor”), as promptly as reasonably practicable following the date hereof. TKO and its applicable Affiliates shall execute any customary documentation required by the Auditor to receive the Audited Financial Statements.
Delivery of Financials. (a) Unless the Closing has occurred or this Agreement has been terminated, by no later than March 31, 2007, Seller will cause the Transferred Entities to prepare and deliver to Purchaser the following information:
Delivery of Financials. 8.16.1. Seller shall deliver to Buyer (a) as promptly as practicable but in any event within 150 days after the end of any fiscal year ended prior to the Closing, the audited consolidated balance sheets of the Operating Group and the Insurance Group as at the end of, and related consolidated statements of income (loss), cash flows and stockholders’ equity of the Operating Group and the Insurance Group for, the fiscal year then ended and (b) (i) with respect to the fiscal quarter ended March 31, 2024, as promptly as practicable but in any event on or prior to June 15, 2024 and (ii) with respect to the fiscal quarter ending June 30, 2024 and each subsequent fiscal quarter ended prior to the Closing, as promptly as practicable but in any event within forty-five (45) days after the end of each fiscal quarter, in the case of each of clauses (b)(i) and (b)(ii), unaudited consolidated balance sheets and related consolidated statements of income, cash flows and stockholders’ equity of the Operating Group and the Insurance Group as of the end of such fiscal quarter and for the fiscal quarter and portion of the fiscal year then ended, in each case, setting forth comparative figures for the comparable quarter and portion of the fiscal year then ended in the prior fiscal year, as the case may be, in each case of clauses (a) and (b) prepared in accordance with GAAP or SAP, as applicable, consistently applied.
Delivery of Financials. Documents required to be delivered pursuant to Sections 5.6.1 and 5.6.2 may (to the extent any such documents are included in materials otherwise filed with the SEC) be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (a) on which the Sponsor posts such documents (or provides a link thereto) to its website on the internet at xxx.xxxxxxxxxxxxxxx.xxx, (b) on which the Collateral Agents have received written notice from the Sponsor of the making or filing of any financial statement or other filing or registration and the same are continuously available on the Electronic Data Gathering Analysis and Retrieval (“XXXXX”) of the SEC or (c) on which such documents are posted on the Borrower’s behalf on IntraLinks™ or a substantially similar electronic transmission system to which the Secured Parties have access; provided, that (i) the Sponsor shall deliver paper copies of such documents to any Secured Party that requests in writing that the Sponsor deliver such paper copies until a written request to cease delivering paper copies is given and (ii) the Sponsor shall notify (which may be by facsimile or electronic mail) the Collateral Agents of the posting of any such documents in accordance with the foregoing clauses (a), (b) and/or (c) above and provide to the Collateral Agents by electronic mail electronic versions (i.e., soft copies) of such documents.
Delivery of Financials. HMLF shall have delivered to MIT unaudited financial statements of their most recent fiscal quarter, reviewed by an independent auditor, not later than ten business days prior to Closing.
Delivery of Financials. On or before April 30, 2010, Borrower shall deliver to Lender, in a form and substance acceptable to Lender and Consultant in their sole and absolute discretion (i) Borrower’s projected balance sheets, income statements, statements of cash flow and projected Availability for each remaining month of its fiscal year ending July 31, 2010 and for each month of its fiscal quarter ending October 31, 2010, each in reasonable detail and otherwise in conformance with Section 6.1(d) of the Credit Agreement and (ii) Borrower’s 13-week cash flow budget for the then subsequent 13 week period.
Delivery of Financials. Seller shall have furnished Ethanex with the 2007 Audited Financials, in compliance with the terms of this Agreement, not later than March 15, 2008. Taking into account both the line items reflected on the face of the financial statements and the information disclosed in the footnotes to the financial statements, the 2007 Audited Financials, as compared to the Latest Financial Statements shall not reflect (i) any material reduction in current assets (excluding cash) or any material increase in current liabilities (other than Excluded Liabilities), in each case as set forth on the corresponding balance sheet as of December 31, 2007 or (ii) any material reduction in Net Revenues or Net Income, in each case individually (and not on an aggregated basis) as reflected in the corresponding statement of operations for the fiscal year ended December 31, 2007.
