Common use of Financial Condition; Financial Statements Clause in Contracts

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined financial position of the Company at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company and its Subsidiaries as at December 28, 2013 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30, 2012. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Borrower as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined consolidated financial position of the Company Borrower at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative AgentAgents, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Borrower and its Subsidiaries as at December 28March 31, 2013 2017 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30March 31, 20122017. The financial statements referred to in clause (a)(iiii) of this Section 8.9 8.9(a) have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Borrower as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined consolidated financial position of the Company Borrower at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Borrower and its Subsidiaries as at December 28September 30, 2013 2018 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30October 1, 20122017. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company BGHI as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined financial position of the Company BGHI at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company BGHI to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company BGHI and its Subsidiaries as at December 28September 30, 2013 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30October 1, 2012. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Borrower as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined consolidated financial position of the Company Borrower at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to each Lender as of the Administrative AgentClosing Date, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Borrower and its Subsidiaries as at December 28September 30, 2013 2018 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December September 30, 20122018. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company SKIL as set forth or referred to in the Confidential Information MemorandumLender Presentation, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined financial position of the Company SKIL at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company SKIL and its Subsidiaries as at December 28April 30, 2013 2021 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30May 1, 20122020. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Borrower as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined consolidated financial position of the Company Borrower at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Borrower and its Subsidiaries as at December 28of June 30, 2013 2017 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December June 30, 20122017. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Borrower as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined consolidated financial position of the Company Borrower at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Borrower and its Subsidiaries as at December 28March 31, 2013 2017 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30March 31, 20122017. The financial statements referred to in clause (a)(iiii) of this Section 8.9 8.9(a) have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Holdings as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined financial position of the Company Holdings at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Holdings to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Holdings and its Subsidiaries as at December 28March 31, 2013 2024 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30April 1, 20122023. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.. 130

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Holdings as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined financial position of the Company Holdings at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Holdings to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Holdings 128 and its Subsidiaries as at December 28March 31, 2013 2018 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30April 1, 20122017. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Holdings as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined financial position of the Company Holdings at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Holdings to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Holdings and its Subsidiaries as at December 2831, 2013 2021 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30October 1, 20122021. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company SKIL as set forth or referred to in the Confidential Information MemorandumLender Presentation, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined financial position of the Company SKIL at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company SKIL and its Subsidiaries as at December 28April 30, 2013 2021 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 30May 1, 20122020. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.. 118

Financial Condition; Financial Statements. (a) (i) The unaudited historical consolidated financial information of the Company Borrower as set forth in the Confidential Information Memorandum, and (ii) the Historical Financial Statements, in each case present fairly in all material respects the combined consolidated financial position of the Company Borrower at the respective dates of said information, statements and results of operations for the respective periods covered thereby. The Pro Forma Financial Statements, copies of which have heretofore been furnished to the Administrative Agent, have been prepared based on the Historical Financial Statements and have been prepared in good faith, based on assumptions believed by the Company Borrower to be reasonable as of the date of delivery thereof, 112 and present fairly in all material respects on a Pro Forma Basis the estimated financial position of the Company Borrower and its Subsidiaries as at December 2831, 2013 2018 (as if the Transactions had been consummated on such date) and their estimated results of operations as if the Transactions had been consummated on December 3031, 20122018. The financial statements referred to in clause (a)(ii) of this Section 8.9 have been prepared in accordance with GAAP consistently applied except to the extent provided in the notes to said financial statements.