Financial Statements; Full Disclosure. (a) The Financial Statements of KKR present fairly the financial position of KKR and its consolidated Subsidiaries as of the dates thereof and the results of their respective operations for the periods then ended. Except as otherwise disclosed in the footnotes thereto, the audited Financial Statements of KKR have been prepared in accordance with GAAP and with Regulation S-X. Except as otherwise disclosed in the footnotes thereto, the unaudited Financial Statements of KKR have been prepared in a manner consistent with the audited Financial Statements of KKR and in accordance with GAAP for interim financial information and with Regulation S-X and include all adjustments (consisting of normal recurring accruals) that are necessary for a fair presentation. (b) KKR has timely filed all KKR SEC Documents, each of which complied in all material respects with all applicable requirements of the Securities Act and the Exchange Act as of the dates so filed. None of the KKR SEC Documents (as of their respective filing dates) contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. None of the KKR Subsidiaries is required to file any forms, reports or other documents with the Commission. (c) No representation or warranty by KKR or any of the KKR Subsidiaries in any of the Documents, and no statement contained in any written materials furnished by or on behalf of KKR or its Subsidiaries to contains or will contain any untrue statement of a material fact, or omits or will omit to state any material fact necessary to make the statements herein or therein, in light of the circumstances under which they were made or will be made, not misleading.
Appears in 2 contracts
Samples: Merger Agreement (Family Restaurants), Merger Agreement (Koo Koo Roo Inc/De)
Financial Statements; Full Disclosure. (a) The Financial Statements of KKR FRI present fairly the financial position of KKR FRI and its consolidated Subsidiaries as of the dates thereof and the results of their respective operations for the periods then ended. Except as otherwise disclosed in the footnotes thereto, the audited Financial Statements of KKR FRI have been prepared in accordance with GAAP and with Regulation S-X. Except as otherwise disclosed in the footnotes thereto, the unaudited Financial Statements of KKR FRI have been prepared in a manner consistent with the audited Financial Statements of KKR FRI and in accordance with GAAP for interim financial information and with Regulation S-X and include all adjustments (consisting of normal recurring accruals) that are necessary for a fair presentation.
(b) KKR FRI has timely filed all KKR FRI SEC Documents, each of which complied in all material respects with all applicable requirements of the Securities Act and the Exchange Act as of the dates so filed. None of the KKR FRI SEC Documents (as of their respective filing dates) contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. None of the KKR FRI Subsidiaries is required to file any forms, reports or other documents with the Commission.
(c) No representation or warranty by KKR FRI or any of the KKR FRI Subsidiaries in any of the Documents, and no statement contained in any written materials furnished by or on behalf of KKR FRI or its any of the FRI Subsidiaries to KKR, contains or will contain any untrue statement of a material fact, or omits or will omit to state any material fact necessary to make the statements herein or therein, in light of the circumstances under which they were made or will be made, not misleading.
Appears in 2 contracts
Samples: Merger Agreement (Family Restaurants), Merger Agreement (Koo Koo Roo Inc/De)