Common use of Financial Statements and Securities Documents Clause in Contracts

Financial Statements and Securities Documents. (a) The Annual Reports on Form 10-K for the fiscal years ended September 30, 2010 and September 30, 2009 filed with the SEC by Brooklyn Bancorp on the dates set forth in Disclosure Schedule 3.05, and all other reports, registration statements, definitive proxy statements or information statements filed by Brooklyn Bancorp subsequent to September 30, 2009 under the Securities Act, or under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or under the securities regulations of the SEC, in the form filed with the SEC as of the date filed or, if amended or supplemented as of the date amended or supplemented, (A) complied in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (B) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Brooklyn Bancorp Financial Statements included or incorporated by reference into any such filing (including the related notes and schedules thereto) have been prepared in accordance with GAAP, and fairly present in each case in all material respects (subject in the case of the unaudited interim statements to normal year-end adjustments) the consolidated financial position, results of operations and cash flows of Brooklyn Bancorp and the Brooklyn Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP during the periods involved, except as indicated in the notes thereto, or in the case of unaudited statements, as permitted by Form 10-Q.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Investors Bancorp Inc), Agreement and Plan of Merger (Brooklyn Federal Bancorp, Inc.)

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Financial Statements and Securities Documents. (a) The Annual Reports on Form 10-K for the fiscal years ended September 30December 31, 2011 and December 31, 2010 and September 30, 2009 filed with the SEC by Brooklyn Bancorp on the dates set forth in Disclosure Schedule 3.05Roma Financial, and all other reports, registration statements, definitive proxy statements or information statements filed by Brooklyn Bancorp Roma Financial subsequent to September 30December 31, 2009 under the Securities Act, or under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or under the securities regulations of Securities Act (the SEC“Roma Financial Securities Documents”), in the form filed with the SEC as of the date filed or, if amended or supplemented as of the date amended or supplemented, (A) complied in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (B) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Brooklyn Bancorp Roma Financial Statements included or incorporated by reference into any such filing (including the related notes and schedules thereto) have been prepared in accordance with GAAP, and fairly present in each case in all material respects (subject in the case of the unaudited interim statements to normal year-end adjustments) the consolidated financial position, results of operations and cash flows of Brooklyn Bancorp Roma Financial and the Brooklyn Roma Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP during the periods involved, except as indicated in the notes thereto, or in the case of unaudited statements, as permitted by Form 10-Q.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Investors Bancorp Inc), Agreement and Plan of Merger (Roma Financial Corp)

Financial Statements and Securities Documents. (a) The Annual Reports on Form 10-K for the fiscal years ended September 30December 31, 2011 and December 31, 2010 and September 30, 2009 filed with the SEC by Brooklyn Bancorp on the dates set forth in Disclosure Schedule 3.05Investors Bancorp, and all other reports, registration statements, definitive proxy statements or information statements filed by Brooklyn Investors Bancorp subsequent to September 30December 31, 2009 under the Securities Act, or under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or under the securities regulations of Securities Act (the SEC“Investors Bancorp Securities Documents”), in the form filed with the SEC as of the date filed or, if amended or supplemented as of the date amended or supplemented, (A) complied in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (B) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Brooklyn Bancorp Financial Statements Investors Financials included or incorporated by reference into any such filing (including the related notes and schedules thereto) have been prepared in accordance with GAAP, and fairly present in each case in all material respects (subject in the case of the unaudited interim statements to normal year-end adjustments) the consolidated financial position, results of operations and cash flows of Brooklyn Investors Bancorp and the Brooklyn Investor Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP during the periods involved, except as indicated in the notes thereto, or in the case of unaudited statements, as permitted by Form 10-Q.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Investors Bancorp Inc), Agreement and Plan of Merger (Roma Financial Corp)

Financial Statements and Securities Documents. (a) The Annual Reports on Form 10-K for the fiscal years ended September 30December 31, 2010 and September 30December 31, 2009 filed with the SEC by Brooklyn Bancorp on the dates set forth in Disclosure Schedule 3.05Flatbush Federal Bancorp, and all other reports, registration statements, definitive proxy statements or information statements filed by Brooklyn Flatbush Federal Bancorp subsequent to September 30December 31, 2009 under the Securities Act, or under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or under (the securities regulations of the SEC“Flatbush Federal Bancorp Securities Documents”), in the form filed with the SEC as of the date filed or, if amended or supplemented as of the date amended or supplemented, (A) complied in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (B) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Brooklyn Bancorp Financial Statements Flatbush Financials included or incorporated by reference into any such filing (including the related notes and schedules thereto) have been prepared in accordance with GAAP, and fairly present in each case in all material respects (subject in the case of the unaudited interim statements to normal year-end adjustments) the consolidated financial position, results of operations and cash flows of Brooklyn Flatbush Federal Bancorp and the Brooklyn Flatbush Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP during the periods involved, except as indicated in the notes thereto, or in the case of unaudited statements, as permitted by Form 10-Q.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Flatbush Federal Bancorp Inc)

Financial Statements and Securities Documents. (a) The Annual Reports on Form 10-K for the fiscal years ended September 30December 31, 2010 2014 and September 30December 31, 2009 2013 filed with the SEC by Brooklyn Bancorp on the dates set forth in Disclosure Schedule 3.05Madison County Financial, and all other reports, registration statements, definitive proxy statements or information statements filed by Brooklyn Bancorp Madison County Financial subsequent to September 30December 31, 2009 2014 under the Securities Act, or under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or under the securities regulations of the SECSEC (the “Madison County Financial Securities Documents”), in the form filed with the SEC as of the date filed or, if amended or supplemented as of the date amended or supplemented, (A) complied in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (B) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Brooklyn Bancorp Financial Statements Madison County Financials included or incorporated by reference into any such filing (including the related notes and schedules thereto) have been prepared in accordance with GAAP, and fairly present in each case in all material respects (subject in the case of the unaudited interim statements to normal year-end adjustments) the consolidated financial position, results of operations and cash flows of Brooklyn Bancorp Madison County Financial and the Brooklyn Madison County Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP during the periods involved, except as indicated in the notes thereto, or in the case of unaudited statements, as permitted by Form 10-Q.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Madison County Financial, Inc.)

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Financial Statements and Securities Documents. (a) The Annual Reports on Form 10-K for the fiscal years ended September 30December 31, 2010 and September 30December 31, 2009 filed with the SEC by Brooklyn Bancorp on the dates set forth in Disclosure Schedule 3.05Northfield Bancorp, and all other reports, registration statements, definitive proxy statements or information statements filed by Brooklyn Northfield Bancorp subsequent to September 30December 31, 2009 under the Securities Act, or under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or under the securities regulations of the SECSEC (the “Northfield Bancorp Securities Documents”), in the form filed with the SEC as of the date filed or, if amended or supplemented as of the 37 date amended or supplemented, (A) complied in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (B) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Brooklyn Bancorp Financial Statements Northfield Financials included or incorporated by reference into any such filing (including the related notes and schedules thereto) have been prepared in accordance with GAAP, and fairly present in each case in all material respects (subject in the case of the unaudited interim statements to normal year-end adjustments) the consolidated financial position, results of operations and cash flows of Brooklyn Northfield Bancorp and the Brooklyn Northfield Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP during the periods involved, except as indicated in the notes thereto, or in the case of unaudited statements, as permitted by Form 10-Q.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Flatbush Federal Bancorp Inc)

Financial Statements and Securities Documents. (a) The Annual Reports on Form 10-K for the fiscal years ended September 30December 31, 2010 2012 and September 30December 31, 2009 2011 filed with the SEC by Brooklyn Bancorp on the dates set forth in Disclosure Schedule 3.05First Federal Bancorp, and all other reports, registration statements, definitive proxy statements or information statements filed by Brooklyn First Federal Bancorp subsequent to September 30December 31, 2009 2010 under the Securities Act, or under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or under the securities regulations of the SECSEC (the “First Federal Bancorp Securities Documents”), in the form filed with the SEC as of the date filed or, if amended or supplemented as of the date amended or supplemented, (A) complied in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (B) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Brooklyn Bancorp Financial Statements First Federal Financials included or incorporated by reference into any such filing (including the related notes and schedules thereto) have been prepared in accordance with GAAP, and fairly present in each case in all material respects (subject in the case of the unaudited interim statements to normal year-end adjustments) the consolidated financial position, results of operations and cash flows of Brooklyn First Federal Bancorp and the Brooklyn First Federal Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP during the periods involved, except as indicated in the notes thereto, or in the case of unaudited statements, as permitted by Form 10-Q.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Federal of Northern Michigan Bancorp, Inc.)

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