Historical Financial Information. The Company will furnish the following to each Registration Rights Stockholder:
(a) As soon as available, and in any event within 90 days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its subsidiaries as at the end of each such fiscal year and the consolidated statements of income, cash flows and changes in stockholders’ equity for such year of the Company and its subsidiaries, setting forth in each case in comparative form the figures for the next preceding fiscal year, accompanied by the report of independent certified public accountants of recognized national standing, to the effect that, except as set forth therein, such consolidated financial statements have been prepared in accordance with generally accepted accounting principles applied on a basis consistent with prior years and fairly present in all material respects the financial condition of the Company and its subsidiaries at the dates thereof and the results of their operations and changes in their cash flows and stockholders’ equity for the periods covered thereby.
(b) As soon as available, and in any event within 45 days after the end of each fiscal quarter of the Company for the first three fiscal quarters of a fiscal year, the consolidated balance sheet of the Company and its subsidiaries as at the end of such quarter and the consolidated statements of income, cash flows and changes in stockholders’ equity for such quarter and the portion of the fiscal year then ended of the Company and its subsidiaries, setting forth in each case the figures for the corresponding periods of the previous fiscal year, or, in the case of such balance sheet, for the last day of such fiscal year, in comparative form, all in reasonable detail.
Historical Financial Information. The Company covenants and agrees that it shall deliver to the Equity Contributor during each Term Year (i) on the first Business Day of each week commencing after the Effective Date a weekly consolidated cash flow report of the Company and its Subsidiaries for the immediately preceding week and year to date cumulative weekly consolidated cash flow, (ii) as soon as available, and in any event within thirty (30) days after the end of each month ending after the Effective Date, commencing with the month in which the Effective Date occurs, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such month and the related consolidated statements of income, stockholders’ equity and cash flows of the Company and its Subsidiaries for such month and for the period from the beginning of the then current fiscal year of the Company to the end of such month, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year (if applicable), commencing with the first month for which such corresponding figures are available, and the corresponding figures from the applicable Monthly Budget, all in reasonable detail, together with a Financial Officer Certification and a Narrative Report with respect thereto (iii) as soon as available, and in any event within 45 days after the end of each fiscal quarter of each fiscal year of the Company, commencing with the first fiscal quarter in which the Effective Date occurs, the consolidated and consolidating balance sheets of the Company and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income, stockholders’ equity and cash flows of the Company and its Subsidiaries for such fiscal quarter and for the period from the beginning of the then current fiscal year of the Company to the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year (if applicable), and the corresponding figures from the applicable Quarterly Budget all in reasonable detail, together with a Financial Officer Certification and a Narrative Report with respect thereto, and (iv) as soon as available, and in any event within 90 days after the end of each fiscal year of the Company, commencing with the fiscal year ended on December 31, 2012, (x) the consolidated and consolidating balance sheets of the Company and its Subsidiaries a...
Historical Financial Information. Lender shall have received annual year-end financial statements for the Borrower and the business being acquired by Borrower pursuant to the Closing Date Acquisition Agreement (including an income statement and a balance sheet) for the prior three years.
Historical Financial Information. The Company will furnish to each Sponsor that owns at least 2.5% of the Outstanding Company Shares, as soon as available, and in any event within 30 days after the end of each month (other than the last month of a fiscal quarter), the consolidated balance sheet of the Company and its Subsidiaries as at the end of such month and the related consolidated statements of income and cash flows for such month and the portion of the fiscal year then ended (to the extent prepared by the Company), setting forth in each case the figures for the corresponding periods of the previous fiscal year in comparative form, all in reasonable detail.
Historical Financial Information. Within ninety (90) days of the Closing Date, the Borrower shall provide to the Lender audited annual year-end financial statements for the Borrower and the business being acquired by Borrower pursuant to the Closing Date Acquisition Agreement (including an income statement and a balance sheet) for the prior three years.
Historical Financial Information historical financial information -------------------------------- including:
i) Annual Financial Information: comparative summaries for the most ---------------------------- recent five years, if available, of: - income statements (setting out at least: sales, gross profit, major expense items, operating profit or earnings before interest and taxes, interest/financing expenses, earnings before income taxes, income taxes and net income); - statements of changes in financial position (setting out at least: earnings from operations, depreciation, amortization and depletion, deferred taxes, other major deferred charges, major deferred revenues, debt borrowings and repayments, equity issues, other capital transactions and dividends); - balance sheets (setting out at least: cash and marketable securities, other current assets, fixed assets including accumulated depreciation, intangible assets, short-term debt, current portion of long-term debt, other current liabilities, long- term debt, deferred taxes, preferred equity and common equity); - key financial statement notices and statistics; and - key operational statistics such as those commonly provided in Annual Reports for public companies in the relevant industries; The historical summaries should be lengthened if the business cycle warrants; and
Historical Financial Information. The Seller Entities and the Audit Accountants shall not have reasonably determined that the Historical Financial Information can not be audited, prepared and delivered to Buyer in accordance with the terms and conditions of this Agreement other than an inability to audit such financial statements arising by reason of the Seller Entities failure to cooperate with the Audit Accountants and Buyer as provided in Sections 5 and 5A.
Historical Financial Information. The STEP Project forms part of Origin's NZ operations which in turn are part of Origin's overall oil and gas operations. In addition, Origin applies a distribution of overheads to its various operations. Accordingly it has not been possible to isolate the STEP operations as a discrete financial reporting centre independent of the current corporate structure. Mosman has prepared a ground up cash flow financial model taking into account current production; future production potential; oil and gas prices, exchange rates; fixed and variable costs; and operation development requirements such as 12 low-cost projects that could potentially increase production significantly at an estimated cost of NZ$ 2.6 million. The Mosman cash flow model is dependent on many variables including the matters referred to above. It will also be influenced by the final funding arrangements which include existing cash, sale of royalty on future production, and debt and equity mix. Given the planned reduction in current corporate overheads, and the anticipated operational success of the identified 12 low-cost upgrades referred to in this announcement, Mosman expects that STEP will be largely self- funding, apart from the NZ$2.6 million of investment referred to above. Mosman has a draft joint operating agreement with its partner on the Project, based on a standard oil field JOA. The JOA provides for the establishment of an operating committee ("OC"), to provide for the overall supervision and direction of joint operations on the Project. Mosman and its partner will each appoint a representative to the OC. Mosman will be the operator and as part of that process it has retained key operational staff. Mosman's transition plans for the Acquisition provide it and stakeholders with the operational guidelines to manage the transition safely and efficiently. An operations manager has been contracted by Mosman to implement the transition and approvals process. Having completed detailed due diligence, Mosman's technical team has identified areas that would have the potential to significantly increase production levels within a reasonable time period. Mosman has verified and prioritised a list of 12 opportunities that are expected to increase production, following completion of the Acquisition, quickly and at modest cost, some of which are as simple as changing level sensors to avoid false alarms. Initial production upgrade projects include: · Restoring production to shut-in xxxxx such as the tw...
Historical Financial Information. 11.1.1 Audited historical financial information covering the latest two financial years (or such shorter period as the issuer has been in operation) and the audit report in respect of each year. 263 to 407 249 to 403 11.1.3 Accounting Standards 273-274 259-260 Annex 6 of the UK Prospectus Delegated Regulation, as amended NATIXIS 2021 Universal Registration Document NATIXIS 2020 Universal Registration Document The financial information must be prepared in accordance with Article 23a of the UK Prospectus Delegated Regulation.
Historical Financial Information. 9.1.1 Until such time as the Company has a registration statement declared effective under the 1933 Act or becomes a reporting company under the Exchange Act, the Company shall have its annual consolidated financial statements audited by a nationally recognized firm of independent registered accountants and its interim consolidated financial statements reviewed by a nationally recognized firm of independent registered accountants in accordance with Statement on Auditing Standards No. 116 issued by the American Institute of Certified Public Accountants (or any similar replacement standard) The Company will post to its website or otherwise make publicly available to each Shareholder:
(i) all annual and quarterly financial information that would be required to be contained in a filing with the SEC on Forms 10-K and 10-Q if the Company were required to file such forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations”; (ii) for so long as the Company is obligated to prepare and disclose the same pursuant to that certain indenture dated as of April 15, 2011, governing the Company’s 8.250% senior notes due 2021 (as may be amended, the “Indenture”), and in the same manner, as defined in, and to the same extent of such requirements of the Indenture, with respect to the annual and quarterly information, a presentation of Adjusted Net Income, EBITDA and Adjusted EBITDA of the Company; and (iii) with respect to the annual information only, a report on the annual financial statements by the Company’s independent registered public accounting firm; provided, however, that the Company will not be required to comply with Section 302 or Section 404 of the Sarbanes Oxley Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC nor Item 10(e) of Regulation S-K (with respect to any non-GAAP financial measures contained therein). The Company intends and hereby undertakes that for a period of two (2) years following the date hereof, and thereafter as determined by the Board as to whether it is in the best interests of the Company to continue to do so, the Company shall keep in place a financial controllership and SOX compliance regime substantially similar to that existing and in place prior to the Confirmation Date and which controllership and regime shall be in a form and manner substantially consistent with what would be required if the Company were a reporting issuer under the Exchange Act, includin...
