Historical Financials Sample Clauses

Historical Financials. The Loan Parties have heretofore furnished to the Lenders (i) the consolidated balance sheet and statements of income, partners equity and cash flows for Edgen/Murray, L.P. as of and for the fiscal year ended December 31, 2006, reported on by Deloitte & Touche LLP, independent public accountants, (ii) the unaudited consolidated balance sheet and statements of operations, stockholders equity and cash flows for the US Borrower as of and for the fiscal quarter and the portion of the fiscal year ended March 31, 2007, (iii) the unaudited consolidated balance sheet and statements of operations, stockholders equity and cash flows for the UK Borrower as of and for the fiscal quarter and the portion of the fiscal year ended March 31, 2007 and (iv) the combined balance sheet and statements of operations, stockholders equity and cash flows for Petro Steel International, L.P. and Petro Steel International, LLC as of and for the fiscal year ended December 31, 2006, reported on by Gocial Gerstein, LLC, independent public accountants. Such financial statements present fairly, in all material respects, the financial position and consolidated results of operations and cash flows of Edgen Murray, L.P., the US Borrower or the UK Borrower and their respective Subsidiaries and the combined financial position and results of operations of Petro Steel International, L.P. and Petro Steel International, LLC, each as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the statements referred to in each clause (ii) and (iii) above.
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Historical Financials. The Lead Arrangers shall have received (i) audited consolidated balance sheets of Holdings and related statements of income, changes in equity and cash flows of Holdings as of and for the fiscal years ended December 25, 2009, December 31, 2010 and December 30, 2011, and (ii) unaudited consolidated balance sheets and related statements of income, changes in equity and cash flows of Holdings for the fiscal quarters ended March 30, 2012, June 29, 2012 and, if such date precedes the Effective Date by at least 45 days, September 28, 2012.
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Historical Financials. The Borrowers have heretofore furnished to the Lenders (i) the audited consolidated financial statements of the Company for the fiscal years ended January 31, 2008, January 31, 2009, January 31, 2010 and January 31, 2011 reported on by Ernst & Young, independent public accountants, (ii) management prepared consolidated and consolidating financial statements for the Company for the fiscal years ended January 31, 2008, January 31, 2009, January 31, 2010 and January 31, 2011, and (iii) management prepared interim consolidated and consolidating financial statements of the Company for the fiscal quarter ended October 29, 2011, certified by its chief financial officer. Such financial statements present fairly, in all material respects, the consolidated and consolidating financial position and results of operations and cash flows of the Company, as of such dates and for such periods in accordance with GAAP, subject to year end audit adjustments and the absence of footnotes in the case of the statements referred to in clauses (ii) and (iii) above.
Sample 1
Historical Financials. The Administrative Agent shall have received (a) unaudited consolidated balance sheets and related statements of income, stockholders’ equity and cash flows of Rothsay, for the three most recently completed fiscal years ended at least 90 days before the Acquisition Closing Date and (b) unaudited consolidated balance sheets and related statements of income, stockholders’ equity and cash flows of Rothsay for each fiscal quarter ended after March 31, 2013 and at least 45 days before the Acquisition Closing Date.
Sample 1
Historical Financials. The Borrowers have heretofore furnished to the Lenders (i) the audited consolidated financial statements of Stewart & Stevenson Services, Inc. for the fiscal years ended January 00, 0002, Xxxxxxx 31, 2003, January 31, 2004 and January 31, 2005 reported on by Ernst & Young, independent public accountants, and of the Company for the fiscal year ended January 31, 2006, (ii) management prepared consolidated and consolidating financial statements for Stewart & Stevenson Services, Inc. for the fiscal years ended January 00, 0002, Xxxxxxx 31, 2003, January 31, 2004 and January 31, 2005, and (iii) management prepared interim consolidated and consolidating financial statements of the Company for the fiscal quarter ended November 4, 2006 and for the month ended December 31, 2006, certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of Stewart & Stevenson Services, Inc. and the consolidated and consolidaxxxx xxnanxxxx xxxxtion and results of operations and cash flows of Company, as applicable, as of such dates and for such periods in accordance with GAAP, subject to year end audit adjustments and the absence of footnotes in the case of the statements referred to in clauses (ii) and (iii) above.
Sample 1
Historical Financials. The Borrowers have heretofore furnished to the Lenders (i) the audited consolidated financial statements of Sxxxxxx & Sxxxxxxxx Services, Inc. for the fiscal years ended January 31, 2002, January 31, 2003, January 31, 2004 and January 31, 2005 reported on by Ernst & Young, independent public accountants, (ii) management prepared consolidated and consolidating financial statements for Sxxxxxx & Sxxxxxxxx Services, Inc. for the fiscal years ended January 31, 2002, January 31, 2003, January 31, 2004 and January 31, 2005, and (iii) management prepared interim consolidated and consolidating financial statements of Sxxxxxx & Sxxxxxxxx Services, Inc. for the fiscal quarter ended October 9, 2005 and for the month ended November 30, 2005, certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of Sxxxxxx & Sxxxxxxxx Services, Inc. as of such dates and for such periods in accordance with GAAP, subject to year end audit adjustments and the absence of footnotes in the case of the statements referred to in clauses (ii) and (iii) above.
Sample 1

Related to Historical Financials

  • Historical Financial Statements The Historical Financial Statements were prepared in conformity with GAAP and fairly present, in all material respects, the financial position, on a consolidated basis, of the Persons described in such financial statements as at the respective dates thereof and the results of operations and cash flows, on a consolidated basis, of the entities described therein for each of the periods then ended, subject, in the case of any such unaudited financial statements, to changes resulting from audit and normal year-end adjustments. As of the Closing Date, neither Holdings nor any of its Subsidiaries has any contingent liability or liability for taxes, long-term lease or unusual forward or long-term commitment that is not reflected in the Historical Financial Statements or the notes thereto and which in any such case is material in relation to the business, operations, properties, assets, condition (financial or otherwise) or prospects of Holdings and any of its Subsidiaries taken as a whole.

  • Annual Financials As soon as available and in any event no later than one (1) Business Day after the Borrower files its annual report on Form 10-K with the United States Securities and Exchange Commission, but in no event later than 105 days after the end of each Fiscal Year, a copy of the annual audit report for such year for the Borrower and its Subsidiaries on a Consolidated basis, including therein a Consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such Fiscal Year and a Consolidated statement of income and a Consolidated statement of cash flows of the Borrower and its Subsidiaries for such Fiscal Year, in each case accompanied by an opinion acceptable to the Required Lenders of Ernst & Young LLP or other independent public accountants of recognized standing acceptable to the Required Lenders, together with (i) a certificate of such accounting firm to the Lender Parties stating that in the course of the regular audit of the business of the Borrower and its Subsidiaries, which audit was conducted by such accounting firm in accordance with generally accepted auditing standards, such accounting firm has obtained no knowledge that a Default has occurred and is continuing, or if, in the opinion of such accounting firm, a Default has occurred and is continuing, a statement as to the nature thereof, (ii) a Compliance Certificate showing the computations used by such accountants in determining, as of the end of such Fiscal Year, compliance with the covenants contained in Section 5.04, provided that in the event of any change in generally accepted accounting principles used in the preparation of such financial statements, the Borrower shall also provide, if necessary for the determination of compliance with Section 5.04, a statement of reconciliation conforming such financial statements to GAAP and (iii) a certificate of the Chief Financial Officer of the Borrower stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Borrower has taken and proposes to take with respect thereto.

  • Financials The financial statements, projections and pro forma balance sheet described in Section 5.4.

  • Annual Financial Statements Within 90 days after the end of each Fiscal Year, commencing with the Fiscal Year ending December 31, 2011, (i) the consolidated balance sheets of Borrower and its Subsidiaries as at the end of such Fiscal Year and the related consolidated statements of income, stockholders’ equity and cash flows of Borrower and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous Fiscal Year commencing with the first Fiscal Year for which such corresponding figures are available, all in reasonable detail, together with a Financial Officer Certification and a Narrative Report with respect thereto; and (ii) with respect to such consolidated financial statements a report thereon by an independent certified public accountant (or accountants) of recognized national standing selected by Borrower, and reasonably satisfactory to Administrative Agent (which report and/or the accompanying financial statements shall be unqualified as to going concern and scope of audit, and shall state that such consolidated financial statements fairly present, in all material respects, the consolidated financial position of Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated in conformity with GAAP applied on a basis consistent with prior years (except as otherwise disclosed in such financial statements) and that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards) together with a written statement by such independent certified public accountants stating (1) that their audit examination has included a review of the terms of Section 6.7 of this Agreement and the related definitions, (2) whether, in connection therewith, any condition or event that constitutes a Default or an Event of Default under Section 6.7 has come to their attention and, if such a condition or event has come to their attention, specifying the nature and period of existence thereof, and (3) that nothing has come to their attention that causes them to believe that the information contained in any Compliance Certificate is not correct or that the matters set forth in such Compliance Certificate are not stated in accordance with the terms hereof (which statement may be limited to the extent required by accounting rules or guidelines);

  • FINAL FINANCIAL STATEMENTS The Company shall provide prior to the Funding and Consummation Date, and Home shall have had sufficient time to review the unaudited consolidated balance sheets of the Company as of the end of all fiscal quarters following the Balance Sheet Date, and the unaudited consolidated statement of income, cash flows and retained earnings of the Company for all fiscal quarters ended after the Balance Sheet Date, disclosing no material adverse change in the financial condition of the Company or the results of its operations from the financial statements as of the Balance Sheet Date. Such financial statements shall have been prepared in accordance with generally accepted accounting principles applied on a consistent basis throughout the periods indicated (except as noted therein). Except as noted in such financial statements, all of such financial statements will present fairly the results of operations of the Company for the periods indicated therein.

  • Initial Financial Statements Borrower has heretofore delivered to Lender copies of the Initial Financial Statements which are complete and correct in all material respects. The Initial Financial Statements fairly present Borrower’s combined financial position at the respective dates thereof and the combined results of operations and combined cash flows for the periods then ended. Since the date of the Initial Financial Statements no Material Adverse Change has occurred, except as reflected in Section 5.6 of the Disclosure Schedule. All Initial Financial Statements were prepared in accordance with GAAP.

  • Audited Financials The consolidated balance sheet of the Borrower and its consolidated Subsidiaries as at June 30, 1998 and the related consolidated statements of income and of cash flows for the fiscal year ended on such date, copies of which have heretofore been furnished to each Bank, present fairly the consolidated financial condition of the Borrower and its consolidated Subsidiaries as at such date, and the consolidated results of their operations and their consolidated cash flows for the fiscal year then ended. All such financial statements, including the related schedules and notes thereto, have been prepared in accordance with GAAP applied consistently throughout the periods involved. Neither the Borrower nor any of its consolidated Subsidiaries had, as of December 31, 1998, any material Contingent Obligation, liability for taxes, or any long-term lease or unusual forward or long-term commitment, including, without limitation, any Interest Hedge Agreement, which is not reflected in the financial statements contained in the Borrower's Quarterly Report on Form 10-Q for the period ended December 31, 1998 or the notes thereto.

  • Year-End Financial Statements As soon as available but no later than one hundred (100) days after and as of the end of each financial reporting year, a complete copy of Borrower's audit report, which shall include balance sheet, income statement, statement of changes in equity and statement of cash flows for such year, prepared and certified by an independent certified public accountant selected by Borrower and satisfactory to Lender (the "Accountant"). The Accountant's certification shall not be qualified or limited due to a restricted or limited examination by the Accountant of any material portion of Borrower's records or otherwise.

  • Year-End Financials (A) in the case of such financial statements for Fiscal Year 2006, as soon as available by exercise of commercially reasonable efforts by Company and its Subsidiaries, (B) in the case of such financial statements for Fiscal Year 2007, as soon as available and in any event no later than the later of (x) 120 days after the end of such Fiscal Year and (y) the date on which such financial statements have been delivered for Fiscal Year 2006, and (C) in the case of such financial statements for Fiscal Year 2008 and any Fiscal Year thereafter, as soon as available and in any event within 90 days after the end of such Fiscal Year, (a) the consolidated balance sheet of Company and its Subsidiaries as at the end of such Fiscal Year and the related consolidated statements of income, stockholders’ equity and cash flows of Company and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous Fiscal Year (provided that, for the purposes of such comparison only, in the case of Fiscal Year 2007, such figures shall not include purchase accounting adjustments) and the corresponding figures from the Financial Plan for the Fiscal Year covered by such financial statements, all in reasonable detail and certified by the chief financial officer of Company that they fairly present, in all material respects, the financial condition of Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, (b) a written analysis or narrative report describing the operations of Company and its Subsidiaries in form reasonably satisfactory to Administrative Agent, and (c) in the case of such consolidated financial statements, a report thereon of Ernst & Young LLP or other independent certified public accountants of recognized national standing selected by Company, which report shall be unqualified, shall express no doubts, assumptions or qualifications concerning the ability of Company and its Subsidiaries to continue as a going concern, and shall state that such consolidated financial statements fairly present, in all material respects, the consolidated financial position of Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated in conformity with GAAP applied on a basis consistent with prior years (except as otherwise disclosed in such financial statements) and that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards;

  • Pro Forma Financial Statements Agent shall have received a copy of the Pro Forma Financial Statements which shall be satisfactory in all respects to Lenders;

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