Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received (i) unaudited income statements for the Acquired Business for each of Seller’s fiscal years ended May 31, 2015, May 25, 2014 and May 26, 2013 (each in local currency), (ii) an unaudited statement of Inventory owned by Seller or any of the Seller Parties (as defined in the Acquisition Agreement) that is used or held for use exclusively in the operation or conduct of the Acquired Business at May 31, 2015, (iii) a pro forma consolidated balance sheet and related pro forma consolidated statements of income and cash flows of the Borrower as of and for the 12-month period ending on the last day of the most recently completed four-fiscal quarter period for which financial statements have been delivered by Borrower pursuant to Section 5.1, prepared after giving effect to the Transactions and any other transactions for which pro forma effect may be given under Section 1.3 as if the Transactions and other transactions had occurred as of such date (in the case of such balance sheet) or at the beginning of such period (in the case of such other financial statements), (iv) at least 20 calendar days prior to the Restatement Funding Date, an unaudited Statement of Inventory and an unaudited Statement of Profit Before Overheads for any interim period or periods of the Acquired Business ended after the date of the most recent unaudited Statement of Inventory and unaudited Statement of Profit Before Overheads; which, in each case, shall be in a form consistent with the forecasts previously provided to the Administrative Agent and (v) with respect to the Borrower, each of the financial statements required to be furnished to the Administrative Agent under Section 5.1.
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received the Required Bank Information.
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received (i) an audited balance sheet and audited statements of income and cash flows of each of the Lead Borrower and Eco Services as of the end of and for each of the three most recent Fiscal Years ending more than 90 days prior to the Closing Date, (ii) unaudited balance sheets and related statements of income and cash flows of each of the Lead Borrower and Eco Services for each Fiscal Quarter ending after December 31, 2015 and at least 45 days prior to the Closing Date and (iii) a pro forma consolidated balance sheet of the Lead Borrower as of December 31, 2015, prepared after giving effect to the Transactions as if the Transactions had occurred as of such date; provided, that (A) each such pro forma financial statement shall be prepared in good faith by the Lead Borrower and (B) no such pro forma financial statement shall be required to include adjustments for purchase accounting (including adjustments of the type contemplated by Financial Accounting Standards Board Accounting Standards Codification 805, Business Combinations (formerly SFAS 141R)).
Financial Statements and Pro Forma Financial Statements. The Initial Lenders shall have received (i) to the extent the Borrower has received the same under the Acquisition Agreement (a) audited consolidated balance sheets of the Target and its consolidated subsidiaries as at the end of, and related statements of comprehensive loss, changes in shareholders’ equity and cash flows of the Target and its consolidated subsidiaries for, the two most recently completed fiscal years ended at least 120 days prior to the Closing Date and (b) an unaudited consolidated balance sheet of the Target and its consolidated subsidiaries as at the end of, and related income statement and cash flow statement of the Target and its consolidated subsidiaries for, each subsequent fiscal quarter (other than the fourth fiscal quarter of any fiscal year) of the Target and its consolidated subsidiaries subsequent to the last fiscal year for which financial statements were delivered pursuant to the preceding clause (a) and ended at least 60 days before the Closing Date (in the case of this clause (b), without footnotes) and (ii) an unaudited pro forma consolidated balance sheet and related unaudited pro forma consolidated statement of income or operations of the U.S. Borrower as of, and for the twelve-month period ending on, the last day of the most recently completed four-fiscal quarter period ended at least 60 days (or 120 days, in case such four-fiscal quarter period is the end of the Target’s fiscal year) prior to the Closing Date, prepared after giving effect to the Transactions as if the Transactions had occurred as of such date (in the case of such balance sheet) or at the beginning of such period (in the case of such statement of income or operations), which need not be prepared in compliance with Regulation S-X of the Securities Act, or include adjustments for purchase accounting (including adjustments of the type contemplated by Financial Accounting Standards Board Accounting Standards Codification 805 (formerly SFAS 141R)) (it being understood that any purchase accounting adjustments may be preliminary in nature and be based only on estimates and allocations determined by the Borrower). The Initial Lenders acknowledge receipt of the financial statements referred to in clause (i)(a) hereof in respect of the fiscal years ended December 31, 2018, December 31, 2017 and December 31, 2016 and the financial statements referred to in clause (i)(b) above in respect of the fiscal quarters ended March 31, 2018, June 30, 2018, September 30, 20...
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received:
(i) (A) the audited consolidated balance sheets of the Borrower as of December 31, 2015 and December 31, 2016 and the audited consolidated statements of income or operations of the Borrower for the Fiscal Years then ended and (B) the audited consolidated balance sheet and the related statement of income of the Target for the Fiscal Year then ended as of December 31, 2016;
(ii) (A) the unaudited consolidated balance sheet and the related unaudited consolidated statement of income or operations of the Borrower as of and for, as applicable, the Fiscal Quarters ended on or about March 31, 2017 and June 30, 2017 and (B) the Target Quality of Earnings Report; and
(iii) a pro forma consolidated balance sheet and the related consolidated statement of income for the Borrower as of and for, as applicable, the four Fiscal Quarter period ended June 30, 2017, prepared in good faith after giving effect to the Transactions as if the Transactions had occurred as of such date (in the case of such balance sheet) or at the beginning of such period (in the case of such statement of income); provided that it is understood and agreed that the pro forma financial statements required by this clause (c)(ii) shall not be required to include adjustments for purchase accounting (including adjustments of the type contemplated by Financial Accounting Standards Board Accounting Standard Codification 805, Business Combinations (formerly SFAS 141R));
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received the financial statements and pro forma financial statements referred to in Section 3.04(a) and (b).
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received (i) audited consolidated financial statements of the Parent Borrower for Fiscal Year 2014, 2013 and 2012, (ii) the unaudited consolidated balance sheet and related statement of income, stockholders’ equity and cash flows of the Parent Borrower for each Fiscal Quarter ended on or after March 31, 2015 and at least 45 days prior to the Closing Date and (iii) a pro forma consolidated balance sheet and related pro forma consolidated statement of income of the Borrower Agent as of last day of and for the most recently completed Fiscal Year ended at least 90 days prior to the Closing Date and for the most recently completed Fiscal Quarter ended at least 45 days prior to the Closing Date, prepared after giving effect to the Transactions as if the Transactions had occurred as of such date (in the case of such balance sheet) or at the beginning of such period (in the case of the statement of income) and other than a Fiscal Year end, the pro forma statement of income of the Borrower Agent for the 12 month period ending on the last day of the most recently completed four Fiscal Quarter period ended at least 45 days prior to the Closing Date; provided that (i) each such pro forma financial statement shall be prepared in good faith by the Borrower Agent and (ii) no such pro forma financial statement shall be required to include adjustments for purchase accounting (including adjustments of the type contemplated by Financial Accounting Standards Board Accounting Standards Codification 805, Business Combinations (formerly SFAS 141R)).
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received (i) an audited consolidated balance sheet and audited consolidated statements of income, stockholders’ equity and cash flows of each of Xxxxxxxx Corp. and the Target as of and for the Fiscal Year ended December 31, 2013 and (ii) a pro forma consolidated balance sheet and related pro forma statement of income of the Top Borrower as of the last day of and for the Fiscal Year ended December 31, 2013, prepared after giving effect to the Transactions as if the Transactions had occurred as of such date (in the case of such balance sheet) or at the beginning of such period (in the case of the statement of income); provided, that (i) each such pro forma financial statement shall be prepared in good faith by the Top Borrower and (ii) no such pro forma financial statement shall be required to include adjustments for purchase accounting (including adjustments of the type contemplated by Financial Accounting Standards Board Accounting Standards Codification 805, Business Combinations (formerly SFAS 141R)).
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received (i) the audited consolidated balance sheet and related audited consolidated statements of income and cash flows of inVentiv Group Holdings or Syneos Health US, Inc. (f/k/a inVentiv Health, Inc.), as applicable, as of and for the fiscal years ended December 31, 2014, December 31, 2015, and December 31, 2016, (ii) the unaudited consolidated balance sheet and related unaudited consolidated statements of income and cash flows of inVentiv Group Holdings as of and for the fiscal quarter ended Xxxxx 00, 0000, (xxx) the audited consolidated balance sheet and related audited consolidated statements of income or operations and cash flows of INC Holdings as of and for the fiscal years ended December 31, 2014, December 31, 2015, and December 31, 2016, (iv) the unaudited consolidated balance sheet and related unaudited consolidated statements of income or operations and cash flows of INC Holdings as of and for the fiscal quarter ended March 31, 2017 and (v) a copy of the Proxy Statement (as defined in the Merger Agreement) initially filed with the SEC in connection with the Closing Date Merger.
Financial Statements and Pro Forma Financial Statements. The Administrative Agent shall have received (i) the audited balance sheets and related statements of operations, comprehensive income, equity and cash flows for BPR and its consolidated subsidiaries as of and for the Fiscal Years ended on December 31, 2015, December 31, 2016 and December 31, 2017, (ii) the unaudited balance sheet and related unaudited statements of comprehensive income, equity and cash flows for BPR and its consolidated subsidiaries for each Fiscal Quarter ended after June 30, 2018 and (iii) a pro forma consolidated balance sheet of BPR and its consolidated subsidiaries as of the last day of the four Fiscal Quarter period with respect to which the most recent financial statements were delivered pursuant to clauses (i), and if applicable, (ii) above, prepared after giving effect to the Transactions as if the Transactions had occurred as of such date; provided that (A) each such pro forma financial statement shall be prepared in good faith by BPR and (B) no such pro forma financial statement shall be required to include adjustments for purchase accounting (including adjustments of the type contemplated by Financial Accounting Standards Board Accounting Standards Codification 805, Business Combinations (formerly SFAS 141R)).
