Common use of Financial Statements; Non-GAAP Financial Measures Clause in Contracts

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of the dates indicated and the consolidated results of their operations and the consolidated changes in their cash flows for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown thereby. Except as otherwise disclosed, the selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under the 1934 Act and Item 10 of Regulation S-K under the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of the dates indicated and the consolidated results of their operations and the consolidated changes in their cash flows for the periods specified; except as otherwise disclosed in the related notes theretoRegistration Statement, the General Disclosure Package and the Prospectus, such consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package any preliminary prospectus or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown thereby. Except as otherwise disclosed, the selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Securities Act, the 1933 Securities Act Regulations, the 1934 Exchange Act or the 1934 Exchange Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under the 1934 Exchange Act and Item 10 of Regulation S-K under the 1933 Securities Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related schedules and notes, present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown therebyinvolved. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus under the captions “Prospectus Summary—Summary Consolidated Financial Data” and “Capitalization” present fairly the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference Except as otherwise described in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, the financial statements included in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and notes, present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statementinvolved. The supporting schedules, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents if any, present fairly in all material respects in accordance with GAAP the information shown therebyrequired to be stated therein. Except as otherwise disclosed, the selected financial data and the The summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G under of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related notes, present fairly fairly, in all material respects respects, the financial position of the Company applicable entity to which they relate and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the applicable entity to which they relate and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown therebyinvolved. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects, the information shown therein and have been compiled on a basis consistent consistent, in all material respects, with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, Act or the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. including Rule 3-05 and Article 11 of Regulation S-X. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply comply, in all material respects, with Regulation G under of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly Prospectus, together with the related schedules and notes, comply as to form in all material respects with Regulation S-X under the 1933 Act and present fairly, in all material respects, the financial position of the Company and its consolidated subsidiaries the Subsidiary (as of defined below) at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and cash flows of the Company and the consolidated changes in their cash flows Subsidiary for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statementinvolved. The supporting schedules, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly if any, present fairly, in all material respects respects, in accordance with GAAP, the information shown therebyrequired to be stated therein. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or and the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or and the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”), and Item 10 of Regulation S-K under the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related schedules and notes, present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference involved, except as may be expressly stated in the Registration Statement, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown therebyrelated notes thereto. Except as otherwise disclosed, the selected financial data and the The summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if anyor incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the 1934 Act and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related schedules and notes, present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, shareholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles International Financial Reporting Standards as issued by the International Accounting Standards Board (“GAAPIFRS”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statementinvolved. The supporting schedules, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents if any, present fairly in all material respects accordance with IFRS the information shown therebyrequired to be stated therein. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, Act or the 1933 Act Regulations. For purposes of this Agreement only, assuming the applicability of Regulation G of the Securities Exchange Act of 1934, as amended (the “1934 Act or Act”) to the 1934 Act Regulations. All Company, all disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) Commission comply in all material respects with Regulation G under of the 1934 Act and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related notes, present fairly fairly, in all material respects respects, the financial position of the Company applicable entity to which they relate and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the applicable entity to which they relate and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown therebyinvolved. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects, the information shown therein and have been compiled on a basis consistent consistent, in all material respects, with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, Act or the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. including Rule 3-05 and Article 11 of Regulation S-X. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply comply, in all material respects, with Regulation G under of the 1934 Act and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language included in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The consolidated historical financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of the dates indicated and the consolidated results of their operations and the consolidated changes in their cash flows for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown thereby. Except as otherwise disclosed, the selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly comply as to form with the information shown therein applicable accounting requirements of the 1933 Act and give a true and fair view of the financial condition, results of operations and cash flows of the Company and its consolidated subsidiaries as of the dates and for the periods indicated and have been compiled prepared in conformity with International Financial Reporting Standards as adopted by the International Accounting Standards Board (except as otherwise noted therein); the selected financial data set forth under the captions “Summary—Summary Financial Information” and “Selected Financial Data” in the Registration Statement, the General Disclosure Package and the Prospectus give a true and fair view of, on a the basis consistent with that of stated in the audited financial statements General Disclosure Package and the Prospectus, the information included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The consolidated financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related schedules and notes, present fairly fairly, in all material respects respects, the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated subsidiaries for the periods specified; except as otherwise disclosed , in each case on the basis stated in the related notes thereto, such Registration Statement; said consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statementinvolved. The supporting schedules, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents if any, present fairly in all material respects accordance with GAAP the information shown therebyrequired to be stated therein. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the Securities Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration StatementSEC Filings, together with the General Disclosure Package related schedules and the Prospectus present fairly notes, comply as to form in all material respects with Regulation S-X promulgated under the 1933 Act and present fairly, in all material respects, the financial position of the Company and its consolidated subsidiaries Subsidiaries (as of defined above) at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated Subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference involved, except, in the Registration Statementcase of unaudited, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly interim financial statements, subject to normal year-end adjustments. The supporting schedules, if any, present fairly, in all material respects respects, in accordance with GAAP the information shown thereby. Except as otherwise disclosed, the selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included required to be stated therein. Except as included or incorporated by reference therein, no other historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus SEC Filings under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, SEC Filings regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the 1934 Act Act, and Item 10 of Regulation S-K under the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the SEC Filings fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto. There is no transaction, arrangement or other relationship between the Company or any Subsidiary, on the one hand, and any unconsolidated or other off-balance sheet entity, on the other hand, that is required to be disclosed by the Company in the SEC Filings and is not so disclosed.

Financial Statements; Non-GAAP Financial Measures. The financial statements and (including the related schedules and notes thereto thereto) of the Company and its consolidated subsidiaries subsidiaries, which are included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly Prospectus, comply in all material respects with the applicable requirements of the 1933 Act and the 1934 Act, as applicable, and present fairly the financial position of the Company and its consolidated subsidiaries subsidiaries, as of the dates indicated and the consolidated results of their respective operations and the consolidated changes in their respective cash flows for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) , applied on a consistent basis throughout the periods covered thereby; and the other financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package or and the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries subsidiaries, and presents fairly in all material respects the information shown thereby. Except as otherwise disclosed, the selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under the 1934 Act and Item 10 of Regulation S-K under the 1933 Act, to the extent applicableapplicable and in all material respects. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus presents the information called for and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto, in each case in all material respects.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference Except as otherwise described in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, the financial statements included in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and notes, present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference in the Registration Statementinvolved. The supporting schedules, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents if any, present fairly in all material respects in accordance with GAAP the information shown therebyrequired to be stated therein. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G under of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related notes, present fairly fairly, in all material respects respects, the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference involved, except in the Registration Statementcase of unaudited, interim financial statements, subject to normal year-end audit adjustments and the General Disclosure Package or the Prospectus has been derived from the accounting records exclusion of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown therebycertain footnotes. Except as otherwise disclosed, the The selected financial data and the summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, Act or the 1933 Act Regulations. To the extent applicable, the 1934 Act or the 1934 Act Regulations. All all disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if any, Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable.

Financial Statements; Non-GAAP Financial Measures. The financial statements and the related schedules and notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related schedules and notes, present fairly in all material respects the financial position of the Company and its consolidated subsidiaries as of at the dates indicated and the consolidated results statement of their operations operations, stockholders’ equity and the consolidated changes in their cash flows of the Company and its consolidated subsidiaries for the periods specified; except as otherwise disclosed in the related notes thereto, such consolidated said financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; the other financial information included or incorporated by reference involved, except as may be expressly stated in the Registration Statement, the General Disclosure Package or the Prospectus has been derived from the accounting records of the Company and its consolidated subsidiaries and presents fairly in all material respects the information shown therebyrelated notes thereto. Except as otherwise disclosed, the selected financial data and the The summary financial information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 1933 Act Regulations. All disclosures contained or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, if anyor incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under of the 1934 Act and Item 10 of Regulation S-K under of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement has been prepared in accordance with the Commission's rules and guidelines applicable thereto.