Common use of Financial Statements; Undisclosed Liabilities Clause in Contracts

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy of the (i) audited consolidated balance sheet of the Group Companies as of December 31, 2020 and December 31, 2021 and the related audited consolidated statements of loss and comprehensive loss, cash flows and changes of equity of the Group Companies for the years then ended, together with the draft auditor’s reports thereon (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies as of June 30, 2022 and the related unaudited consolidated statement of operations of the Group Companies for the six months then ended (the “Interim Financial Statements” and, together with the Audited Financial Statements, the “Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the notes thereto) (A) were prepared in accordance with IFRS applied on a consistent basis throughout the periods indicated (except as may be specifically indicated in the notes thereto), and (B) fairly presents, in all material respects, the financial position, results of operations, cash flows and changes of equity of the Group Companies as at the date thereof and for the period indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were prepared.

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy Section 3.5(a) of the Disclosure Schedule includes (i) audited consolidated the unaudited combined balance sheet of the Group Companies Company and its Subsidiaries as of December March 31, 2020 and December 31, 2021 and the related audited consolidated statements of loss and comprehensive loss, cash flows and changes of equity of the Group Companies for the years then ended, together with the draft auditor’s reports thereon 2024 (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance Sheet”), and the related unaudited combined statement of operations for the three (3) month period then ended, and (ii) the unaudited combined balance sheet of the Company and its Subsidiaries as of December 31, 2023, December 31, 2022 and December 31, 2021, and the related unaudited combined statement of operations for the twelve (12) month period then ended (such financial statements referred to in the foregoing clauses (i) and (ii) unaudited consolidated balance sheet of the Group Companies as of June 30, 2022 and the related unaudited consolidated statement of operations of the Group Companies for the six months then ended (the “Interim Financial Statements” and, together with the Audited Financial Statements), the “Financial Statements”), which are attached . Except as set forth on Section 3.4(a3.5(a) of the Company Disclosure Schedules. The Audited Schedule, the Financial Statements were (including i) prepared from the notes theretobooks and records of the Company and its Subsidiaries, (ii) fairly present, in all material respects, the combined financial position of the Company and its Subsidiaries as at the respective dates thereof and the combined results of operations and cash flows of the Company and its Subsidiaries for the respective periods covered thereby, and (Aiii) were have been prepared in accordance with IFRS GAAP applied on a consistent basis throughout the periods indicated covered (except as may be specifically indicated subject to the absence of footnotes or, in the notes theretocase of unaudited statements, normal year-end adjustments), and (B) fairly presents, in all material respects, the financial position, results of operations, cash flows and changes of equity of the Group Companies as at the date thereof and for the period indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were prepared.

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy of the Schedule 4.5(a) contains (i) the audited consolidated balance sheet of the Group Companies Company as of December 31, 2020 and December 31, 2021 2006 (the “Year-End Balance Sheet”) and the related audited consolidated statements of loss income and comprehensive loss, cash flows and changes of equity of the Group Companies for the years fiscal year then ended, together with the draft auditor’s reports appropriate notes to such financial statements and the report thereon of Xxxxx Xxxxxxx & Co., Ltd. (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance SheetYear-End Financials”) and (ii) the unaudited consolidated balance sheet of the Group Companies Company (the “Interim Balance Sheet”) as of June 30March 31, 2022 2007 (the “Balance Sheet Date”) and the related unaudited consolidated statement statements of operations of the Group Companies income and cash flows for the six (6) months then ended (the “Interim Financial StatementsFinancials” and, together with the Audited Financial StatementsYear-End Financials, the “Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the notes theretoa) comply in all material respects with applicable accounting requirements, (Ab) were have been prepared in accordance with IFRS GAAP applied on a basis consistent basis throughout the with prior periods indicated (except as may be specifically indicated in the notes theretootherwise noted therein), and (Bc) fairly presentspresent fairly, in all material respects, the consolidated financial positionposition of the Company Parties as of their respective dates, and the consolidated results of operations, their operations and their cash flows and changes of equity for the periods presented therein (subject, in the case of the Group Companies as at the date thereof and for the period indicated therein. The Interim Financial Statements were prepared in good faithFinancials, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were preparednormal year-end adjustments).

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy of the Schedule 3.07(a) sets forth (i) the unaudited consolidating balance sheet and unaudited consolidating statement of income for the six months ended June 30, 2002, (ii) the unaudited consolidating balance sheets and unaudited consolidating statements of income of the Company and its consolidated subsidiaries (including the Company Subsidiaries) for the years ended December 31, 1999, 2000 and 2001, and (iii) the audited consolidated balance sheet of the Group Companies as of Company and its consolidated subsidiaries (including the Company Subsidiaries) for the year ended December 31, 2020 and December 31, 2021 and the related audited consolidated statements of loss and comprehensive loss, cash flows and changes of equity of the Group Companies for the years then ended2001, together with the draft auditor’s reports thereon notes to such audited balance sheet (the “Audited Financial Statements”(i), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance Sheet”ii) and (ii) unaudited consolidated balance sheet of the Group Companies as of June 30iii), 2022 and the related unaudited consolidated statement of operations of the Group Companies for the six months then ended (the “Interim Financial Statements” and, together with the Audited Financial Statementscollectively, the “Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the notes thereto) (A) were have been prepared in accordance conformity with IFRS GAAP (except that the unaudited financial statements do not reflect year end adjustments and are not accompanied by footnotes) consistently applied on a consistent basis throughout during the periods indicated (involved, except as may be specifically indicated otherwise disclosed in the notes thereto), and (B) present fairly presents, in all material respects, respects the financial position, condition and results of operations, cash flows and changes of equity operations of the Group Companies Company and its consolidated subsidiaries (including the Company Subsidiaries) as at of the date dates thereof and for the period indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were preparedperiods indicated.

Financial Statements; Undisclosed Liabilities. (a) The Company Seller has previously delivered or made available to SPAC a true and complete copy of the Buyer (i) the audited consolidated balance sheet sheets of the Group Companies as of Company and the Company Subsidiaries for the fiscal years ended December 31, 2020 2008 and December 31, 2021 2009 and the related audited consolidated statements of loss income and comprehensive loss, audited consolidated statements of cash flows and changes of equity of the Group Companies Company and the Company Subsidiaries for the years then ended, together with the draft auditor’s reports thereon each such year (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companiescollectively, the “Latest Balance SheetFinancial Statements”) and (ii) the unaudited consolidated and fiscal balance sheet of the Group Companies Company and the Company Subsidiaries as of June 30August 31, 2022 and the related unaudited consolidated statement of operations of the Group Companies for the six months then ended 2010 (the “Interim Financial Statements” andBase Balance Sheet”) and the unaudited interim consolidated statements of income and cash flow statements of the Company and the Company Subsidiaries for the eight-month period ended August 31, together with the Audited Financial Statements2010 (collectively, the “Unaudited Interim Financial Statements”), which are attached as Section 3.4(a) . Each of the Company Disclosure Schedules. The Audited Financial Statements (including and the notes thereto) (A) were prepared in accordance with IFRS applied on a consistent basis throughout the periods indicated (except as may be specifically indicated in the notes thereto), and (B) fairly presentsUnaudited Interim Financial Statements presents fairly, in all material respects, the consolidated financial position, position of the Company and the Company Subsidiaries as of the dates thereof and the consolidated results of operations, operations and cash flows and changes of equity of the Group Companies Company and the Company Subsidiaries for the periods then ended, in each case in conformity with GAAP (except, in the case of Unaudited Interim Financial Statements, as at the date thereof to normal and recurring adjustments that were not or are not expected to be in a material amount and for the period indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were preparedlack of footnote disclosure).

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy Section 3.6(a) of the Disclosure Schedules set forth the (i) audited consolidated balance sheet of the Group Companies Business as of December 31, 2020 2017 and December 31, 2021 2018, and the related audited consolidated statements combined statement of loss operations and comprehensive loss, cash flows and changes of equity of the Group Companies Business for the years then endedended (together, together with the draft auditor’s reports thereon (the “Audited Financial Statements”), ) and (such December 31, 2021 ii) management prepared unaudited balance sheet of the Group CompaniesBusiness as of June 30, 2019 (the “Latest Reference Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies as of June 30, 2022 and the related management prepared unaudited consolidated combined statement of operations of the Group Companies Business for the six months six-month period then ended ended, in each case as generated by the Hyperion Financial Management system (together, the “Interim Unaudited Financial Statements” and, together with the Audited Financial Statements, the “Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the notes thereto) (A) were have been prepared in accordance with IFRS applied on a consistent basis GAAP, consistently applying the principles and procedures used in the preparation of the Financial Statements as described in in Section 3.6(a) of the Disclosure Schedules throughout the periods indicated (except as may be specifically indicated in the notes thereto), covered thereby and (B) fairly presentspresent, in all material respects, the consolidated financial position, condition of the Business as of the dates indicated therein and the results of operations, operations and cash flows and changes of equity of the Group Companies as at the date thereof and Business for the period indicated thereinperiods covered thereby. The Interim Unaudited Financial Statements were have been prepared from the books and records of the Seller Group in good faithaccordance with accounting principles, consistent with past practicespolicies, procedures, judgements, categorizations, practices and based on information available to estimation techniques used in the Company at preparation of the time the Interim Financial Statements were preparedStatements, consistently applied.

Financial Statements; Undisclosed Liabilities. (a) The Company Company, on behalf of Seller, has previously delivered or made available to SPAC a true and complete copy of the Purchaser (i) the audited consolidated balance sheet sheets of the Group Companies as of Company for the period ended December 31, 2020 2004 and December 31, 2021 and the related audited consolidated statements of loss and comprehensive loss, cash flows and changes of equity of the Group Companies for the years then ended, together with the draft auditor’s reports thereon 2003 (the “Audited Financial StatementsBalance Sheets”), (such December 31, 2021 balance sheet ) and the audited income statements and audited statements of cash flows of the Group CompaniesCompany for each such year (collectively, the “Latest Balance SheetFinancial Statements”) and (ii) the unaudited consolidated balance sheet of the Group Companies Company as of June September 30, 2022 and the related unaudited consolidated statement of operations of the Group Companies for the six months then ended 2005 (the “Interim Financial Statements” andBase Balance Sheet”) and the unaudited interim income and cash flow statements of the Company for the period ended September 30, together with the Audited Financial Statements2005 (collectively, the “Unaudited Interim Financial Statements”), which are attached . Except as set forth in Section 3.4(a6.6(a) of the Company Disclosure Schedules. The Audited Schedule, each of the Financial Statements and the Unaudited Interim Financial Statements (including the any related notes thereto) (A) were has been prepared in accordance with IFRS GAAP applied on a consistent basis throughout the periods indicated involved (except as may be specifically indicated except, in the notes thereto)case of Unaudited Interim Financial Statements, to normal and (Brecurring adjustments that were not or are not expected to be in a material amount and for the lack of footnote disclosure) and fairly presents, in all material respects, the financial position, results of operations, operations and cash flows and changes of equity of the Group Companies Company as at of the date thereof respective dates and for the period periods indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were prepared.

Financial Statements; Undisclosed Liabilities. (a) The Company has made available delivered to SPAC a the Parent true and complete copy correct copies of the (i) the audited consolidated balance sheet of the Group Companies Company as of December 31, 2020 2010, and December 31, 2021 2009, and the related audited consolidated statements of loss income, changes in stockholders’ equity and comprehensive loss, cash flows and changes of equity flow of the Group Companies Company for each of the years twelve-month periods then ended, together with the draft auditor’s reports thereon ended (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance Sheet”) and (ii) the unaudited consolidated balance sheet of the Group Companies Company as of June April 30, 2022 2011 and the related unaudited consolidated statement statements of operations income and cash flow of the Group Companies Company for the six months four-month period then ended (the “Interim Financial Statements,” and, together and collectively with the Audited Financial Statements, the “Company Financial Statements”), which are attached . Except as set forth in Section 3.4(a3.06(a) of the Company Disclosure Schedules. The Audited Letter, the Company Financial Statements (including the notes theretoi) (A) were have been prepared in accordance with IFRS applied on a consistent basis throughout the periods indicated GAAP (except as may be specifically indicated in the related notes and schedules) applied consistently during the periods covered thereby, and (ii) present fairly in all material respects the financial condition of the Company and its Subsidiaries at the dates of said statements and the results of the Company’s operations for the periods covered thereby, in each case in accordance with GAAP consistently applied (except as expressly noted therein and subject, in the case of Interim Financial Statements, to normal and customary year end adjustments and the absence of notes thereto), and (B) fairly presents, in all material respects, the financial position, results of operations, cash flows and changes of equity of the Group Companies as at the date thereof and for the period indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were prepared.

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy Section 4.07 of the NexVerse Disclosure Schedule includes copies of (ix) the audited consolidated balance sheet of the Group Companies as of December 31NexVerse at June 30, 2020 and December 31, 2021 and the related audited consolidated statements of loss and comprehensive loss, cash flows and changes of equity of the Group Companies for the years then ended2002, together with the draft auditor’s reports thereon related statements of income, shareholders' equity and cash flows for the period since inception and then ended and the notes thereto (the “"NexVerse Audited Financial Statements”), ") and (such December 31, 2021 y) the unaudited interim balance sheet of the Group Companies, the “Latest Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies as of June NexVerse at September 30, 2022 and 2002, together with the related unaudited consolidated statement of operations of the Group Companies income for the six months three-month period then ended (the “Interim "NexVerse Unaudited Financial Statements” " and, together with the NexVerse Audited Financial Statements, the “"NexVerse Financial Statements”"), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited NexVerse Financial Statements (Statements, including the notes thereto) : (Ai) were prepared in accordance with IFRS GAAP applied on a consistent basis throughout the periods indicated covered thereby; (except as may be specifically indicated in the notes thereto), and (Bii) present fairly presents, in all material respects, the financial position, results of operations, operations and cash flows and changes of equity NexVerse as of the Group Companies as at the date thereof such dates and for the period indicated therein. The Interim periods then ended (subject, in the case of the NexVerse Unaudited Financial Statements were prepared in good faithStatements, to normal year-end audit adjustments consistent with past practicesprior periods); and (iii) are correct and complete in all material respects, and based on information available can be reconciled with the books of account and records of NexVerse. NexVerse maintains and will continue to the Company at the time the Interim Financial Statements were preparedmaintain an adequate system of internal controls established and administered in accordance with GAAP.

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true Set forth in Section 3.6(a) of the Seller Disclosure Schedules are true, correct and complete copy copies of the (i) the audited consolidated financial statements of the Company (including the consolidated balance sheet and the related consolidated statements of the Group Companies operations, members’ equity and cash flows) as of and for the period ended December 31, 2020 and December 31, 2021 and the related audited consolidated statements of loss and comprehensive loss, cash flows and changes of equity of the Group Companies for the years then ended, together with the draft auditor’s reports thereon (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance Sheet”) 2015 and (ii) the unaudited consolidated financial statements of the Company (including the balance sheet and statements of income and cash flows of the Group Companies Company) as of June 30and for the 12-month period ended December 31, 2022 2016, in each case, prepared in accordance with GAAP, consistently applied as of the dates and for the periods presented (except as may be stated therein or in the notes thereto and, with respect to the unaudited financial statements, subject to audit and year-end adjustments and the related unaudited consolidated statement absence of operations of the Group Companies for the six months then ended footnotes) (the “Interim Financial Statements” and, together with the Audited Financial Statementscollectively, the “Financial Statements”), which are attached as Section 3.4(a) . The Financial Statements present fairly in all material respects the financial condition and results of operations of the Company Disclosure Schedules. The Audited Financial Statements (including the notes thereto) (A) were prepared in accordance with IFRS applied on a consistent basis throughout GAAP as of the dates and for the periods indicated (presented, except as may be specifically indicated stated therein or in the notes thereto)thereto and, and (B) fairly presents, in all material respects, the financial position, results of operations, cash flows and changes of equity of the Group Companies as at the date thereof and for the period indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available respect to the Company at unaudited financial statements, subject to audit and year-end adjustments and the time the Interim Financial Statements were preparedabsence of footnotes.

Financial Statements; Undisclosed Liabilities. (ai)Section 4.07(a) The Company has made available to SPAC a true and complete copy of the Schedules sets forth (i) the audited consolidated balance sheet of the Group Companies Company and its Subsidiaries as of at December 31, 2020 2022 and December 31, 2021 and the related audited consolidated statements of loss comprehensive income (loss), changes in partners’ equity and comprehensive loss, cash flows and changes of equity of the Group Companies Company and its Subsidiaries for the fiscal years then endedended December 31, together 2022 and December 31, 2021, accompanied by any notes thereto and the reports of the Company’s independent accountants with respect thereto, and (ii) the draft auditor’s reports thereon unaudited condensed consolidated balance sheet (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Interim Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies Company and its Subsidiaries as of June at September 30, 2022 2023 (the “Most Recent Balance Sheet Date”) and the related unaudited consolidated statement statements of operations comprehensive income (loss), changes in partners’ equity and cash flows of the Group Companies Company and its Subsidiaries for the six nine (9) months then ended September 30, 2023 (the “Interim Financial Statements” and, together with the Audited Financial Statementscollectively, the “Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the any notes thereto) are true, correct and complete in all material respects and have been (Ai) were derived from and are consistent with the books and records of the Company and its Subsidiaries, (ii) prepared in accordance with IFRS GAAP consistently applied on a consistent basis throughout the periods indicated (except as may be specifically indicated in the notes thereto)involved, and (Biii) fairly presentspresent, in all material respects, the consolidated financial position, position and the results of operations, operations and cash flows and changes of equity of the Group Companies as Company and its Subsidiaries at the date thereof dates, and for the period indicated therein. The Interim Financial Statements were prepared periods, presented therein (subject in good faiththe case of unaudited statements, consistent with past practices, to changes resulting from normal year-end audit adjustments required by GAAP and based on information available to the Company at the time the Interim Financial Statements were preparedabsence of notes thereto).

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy Section 4.07 of the NexVerse Disclosure Schedule includes copies of (ix) the audited consolidated balance sheet of the Group Companies as of December 31NexVerse at June 30, 2020 and December 31, 2021 and the related audited consolidated statements of loss and comprehensive loss, cash flows and changes of equity of the Group Companies for the years then ended2002, together with the draft auditor’s reports thereon related statements of income, shareholders’ equity and cash flows for the period since inception and then ended and the notes thereto (the “NexVerse Audited Financial Statements”), ) and (such December 31, 2021 y) the unaudited interim 26. balance sheet of the Group Companies, the “Latest Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies as of June NexVerse at September 30, 2022 and 2002, together with the related unaudited consolidated statement of operations of the Group Companies income for the six months three-month period then ended (the “Interim NexVerse Unaudited Financial Statements” and, together with the NexVerse Audited Financial Statements, the “NexVerse Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited NexVerse Financial Statements (Statements, including the notes thereto) : (Ai) were prepared in accordance with IFRS GAAP applied on a consistent basis throughout the periods indicated covered thereby; (except as may be specifically indicated in the notes thereto), and (Bii) present fairly presents, in all material respects, the financial position, results of operations, operations and cash flows and changes of equity NexVerse as of the Group Companies as at the date thereof such dates and for the period indicated therein. The Interim periods then ended (subject, in the case of the NexVerse Unaudited Financial Statements were prepared in good faithStatements, to normal year-end audit adjustments consistent with past practicesprior periods); and (iii) are correct and complete in all material respects, and based on information available can be reconciled with the books of account and records of NexVerse. NexVerse maintains and will continue to the Company at the time the Interim Financial Statements were preparedmaintain an adequate system of internal controls established and administered in accordance with GAAP.

Financial Statements; Undisclosed Liabilities. (a1) The Company has made available previously delivered to SPAC a true and complete copy of the Investors (i) the audited consolidated combined balance sheet sheets of the Group Companies as of Company and its consolidated subsidiaries for each year in the three-year period ended December 31, 2020 and 1998 (the audited balance sheet for the year ended December 31, 2021 1998 being hereinafter referred to as the "1998 Balance Sheet") and the related audited consolidated combined statements of loss revenues, expenses and comprehensive loss, retained earnings and audited combined statements of cash flows and changes of equity of the Group Companies Company and its consolidated subsidiaries for each such year (collectively, the years then ended, together with the draft auditor’s reports thereon (the “Audited "Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance Sheet”") and (ii) the unaudited consolidated combined balance sheet of the Group Companies as of June 30, 2022 and the related unaudited consolidated statement of operations of the Group Companies for the six months then ended (the “Interim Financial Statements” and, together with the Audited Financial Statements, the “Financial Statements”), which are attached as Section 3.4(a) sheets of the Company Disclosure Schedulesand its consolidated subsidiaries as of March 30, 1999 and the unaudited combined statements of revenues, expenses and retained earnings and unaudited combined statements of cash flows of the Company and its consolidated subsidiaries for the three-month period ended March 30, 1999 (collectively, the "Unaudited Financial Statements"). The Audited Each of the Financial Statements and the Unaudited Financial Statements (including the any related notes thereto) (A) were has been prepared in accordance with IFRS GAAP applied on a consistent basis throughout the periods indicated (except as may be specifically indicated in the notes thereto), involved and (B) fairly presents, in all material respects, the financial position, results of operations, operations and cash flows and changes of equity of the Group Companies Company and the Company Subsidiaries as at of the date thereof respective dates and for the period periods indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were prepared.

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC Cascadia a true and complete copy of the (i) the unaudited consolidated balance sheet of the Company and its Subsidiaries as of December 31, 2022 (the “Latest Balance Sheet”) and the related unaudited consolidated statements of operations and comprehensive loss and cash flows of the Company and its Subsidiaries for the twelve-months then ended, and (ii) the audited consolidated balance sheet of the Group Companies Company and its Subsidiaries as of each of December 31, 2020 and December 31, 2021 2021, and the related audited consolidated statements of operations and comprehensive loss and comprehensive loss, cash flows and changes of equity of the Group Companies Company and its Subsidiaries for the years then ended, together with the draft auditor’s reports thereon (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies as of June 30, 2022 and the related unaudited consolidated statement of operations of the Group Companies for the six months each year then ended (the “Interim Financial Statements” and, together with the Audited Financial Statementscollectively, the “Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the notes thereto, if applicable) (A) were prepared in accordance with IFRS GAAP applied on a consistent basis throughout the periods indicated (except as may be specifically indicated in the notes thereto)indicated, and (B) in the case of any audited financial statements, were audited in accordance with the standards of the PCAOB and (C) fairly presentspresent, in all material respects, the financial position, results of operations, and cash flows and changes of equity of the Group Companies as at the date thereof and Company for the period periods indicated therein. The Interim Financial Statements were prepared in good faith, consistent with past practices, and based on information available to the Company at the time the Interim Financial Statements were prepared.

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC a true and complete copy Section 4.07(a) of the Schedules sets forth (i) the audited consolidated balance sheet of the Group Companies Company and its Subsidiaries as of at December 31, 2020 2022 and December 31, 2021 and the related audited consolidated statements of loss comprehensive income (loss), changes in partners’ equity and comprehensive loss, cash flows and changes of equity of the Group Companies Company and its Subsidiaries for the fiscal years then endedended December 31, together 2022 and December 31, 2021, accompanied by any notes thereto and the reports of the Company’s independent accountants with respect thereto, and (ii) the draft auditor’s reports thereon unaudited condensed consolidated balance sheet (the “Audited Financial Statements”), (such December 31, 2021 balance sheet of the Group Companies, the “Latest Interim Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies Company and its Subsidiaries as of June at September 30, 2022 2023 (the “Most Recent Balance Sheet Date”) and the related unaudited consolidated statement statements of operations comprehensive income (loss), changes in partners’ equity and cash flows of the Group Companies Company and its Subsidiaries for the six nine (9) months then ended September 30, 2023 (the “Interim Financial Statements” and, together with the Audited Financial Statementscollectively, the “Financial Statements”), which are attached as Section 3.4(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the any notes thereto) are true, correct and complete in all material respects and have been (Ai) were derived from and are consistent with the books and records of the Company and its Subsidiaries, (ii) prepared in accordance with IFRS GAAP consistently applied on a consistent basis throughout the periods indicated (except as may be specifically indicated in the notes thereto)involved, and (Biii) fairly presentspresent, in all material respects, the consolidated financial position, position and the results of operations, operations and cash flows and changes of equity of the Group Companies as Company and its Subsidiaries at the date thereof dates, and for the period indicated therein. The Interim Financial Statements were prepared periods, presented therein (subject in good faiththe case of unaudited statements, consistent with past practices, to changes resulting from normal year-end audit adjustments required by GAAP and based on information available to the Company at the time the Interim Financial Statements were preparedabsence of notes thereto).

Financial Statements; Undisclosed Liabilities. (a) The Company has made available to SPAC ACAH a true and complete copy of the (i) audited the unaudited condensed consolidated balance sheet of the Group Companies Company and the Company Subsidiaries as of December 31, 2020 and the related unaudited condensed consolidated income statement of the Company and the Company Subsidiaries for the year then ended, (ii) the audited consolidated balance sheet of the Company and the Company Subsidiaries as of December 31, 2021 2019 and the related audited consolidated statements statement of loss operations, changes in redeemable convertible preferred stock and comprehensive loss, stockholders’ equity and cash flows and changes of equity of the Group Companies Company and the Company Subsidiaries for the years year then ended, together with ended and (iii) the draft auditor’s reports thereon (the “Audited Financial Statements”), (such December 31, 2021 unaudited balance sheet of the Group CompaniesCompany as of June 30, 2021 (the “Latest Balance Sheet”) and (ii) unaudited consolidated balance sheet of the Group Companies as of June 30, 2022 and the related unaudited consolidated statement statements of operations of the Group Companies Company and the Company Subsidiaries for the six months six-month period then ended (the “Interim Financial Statements” andfinancial statements described in clauses (i) , together with the Audited Financial Statements(ii) and (iii), the “Financial Statements”), which Financial Statements are attached as Section 3.4(a3.5(a) of the Company Disclosure Schedules. The Audited Financial Statements (including the notes thereto) (A) were prepared in accordance with IFRS GAAP applied on a consistent basis throughout the periods indicated (except as may be specifically indicated in the notes thereto), and (B) fairly presentspresent, in all material respects, the financial position, position and results of operations, cash flows and changes of equity operations of the Group Companies Company and the Company Subsidiaries as at the date thereof and for the period indicated therein. The Interim Financial Statements therein and (C) were prepared in good faith, consistent with past practicesderived from, and based on information available to accurately reflect in all material respects, the books and records of the Company at and the time the Interim Financial Statements were preparedCompany Subsidiaries.