Common use of Premier Financial Statements Clause in Contracts

Premier Financial Statements. Premier has delivered to Xxxxx prior to the execution of this Agreement copies of the following financial statements of Premier (which, together with all future financial statements to be furnished are collectively referred to herein as the “Premier Financial Statements”): the audited Consolidated Balance Sheets of Premier as of December 31, 2007, December 31, 2006 and December 31, 2005, and the related Consolidated Statements of Income, Consolidated Statements of Cash Flows and of Consolidated Statements of Changes in Shareholders’ Equity for the years then ended, and the notes thereto. The Premier Financial Statements (as of the dates thereof and for the periods covered thereby): (a) are in accordance with the books and records of Premier, which are complete and correct in all material respects that are required by generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law) and which have been maintained in accordance with good business practices; and (b) present fairly, in all material respects, the financial position and results of operations and cash flows of Premier as of the dates and for the periods indicated, in accordance with generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law), applied on a basis consistent with prior years, and do not fail to disclose any material extraordinary or out-of-period items. Premier’s unaudited Balance Sheet and the related unaudited Statements of Income and Statements of Changes in Cash Flows, for the calendar quarter and year-to-date periods ended September 30, 2008, and for each calendar quarter thereafter until the Effective Time, all of which Premier shall deliver to Xxxxx as soon as practicable, will be prepared in accordance with accounting principals consistently applied and will fairly present Premier’s financial condition and results of operations as of such date and for such periods, except for footnote disclosures, which generally do not include all of the disclosures normally required for annual financial statements.

Appears in 2 contracts

Samples: Merger Agreement (Premier Financial Bancorp Inc), Merger Agreement (Abigail Adams National Bancorp Inc)

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Premier Financial Statements. Premier has delivered to Xxxxx Traders prior to the execution of this Agreement copies of the following financial statements of Premier (which, together with all future financial statements to be furnished are collectively referred to herein as the “Premier Financial Statements”): the audited Consolidated Balance Sheets of Premier as of December 31, 20072006, December 31, 2006 2005 and December 31, 20052004, and the related Consolidated Statements of Income, Consolidated Statements of Cash Flows and of Consolidated Statements of Changes in Shareholders’ Equity for the years then ended, and the notes thereto. The Premier Financial Statements (as of the dates thereof and for the periods covered thereby): (a) are in accordance with the books and records of Premier, which are complete and correct in all material respects that are required by generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law) and which have been maintained in accordance with good business practices; and (b) present fairly, in all material respects, the financial position and results of operations and cash flows of Premier as of the dates and for the periods indicated, in accordance with generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law), applied on a basis consistent with prior years, and do not fail to disclose any material extraordinary or out-of-period items. Premier’s unaudited Balance Sheet and the related unaudited Statements Statement of Income and Statements Statement of Changes in Cash Flows, for the calendar quarter and year-to-date periods ended September 30, 20082007, and for each calendar quarter thereafter until the Effective Time, all of which Premier shall deliver to Xxxxx Traders as soon as practicable, will be prepared in accordance with accounting principals consistently applied and will fairly present Premier’s financial condition and results of operations as of such date and for such periodsperiod, except for footnote disclosures, which generally do not include all of the disclosures normally required for annual financial statements.

Appears in 1 contract

Samples: Merger Agreement (Premier Financial Bancorp Inc)

Premier Financial Statements. Premier has delivered to Xxxxx First National prior to the execution of this Agreement copies of the following financial statements of Premier (which, together with all future financial statements to be furnished are collectively referred to herein as the “Premier Financial Statements”): the audited Consolidated Balance Sheets of Premier as of December 31, 2007, December 31, 2006 2014 and December 31, 20052013, and the related Consolidated Statements of Income, Consolidated Statements of Cash Flows and of Consolidated Statements of Changes in Shareholders’ Equity for the three years then endedended December 31, 2014, and the notes thereto. The Premier Financial Statements (as of the dates thereof and for the periods covered thereby): (a) are in accordance with the books and records of Premier, which are complete and correct in all material respects that are required by generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law) and which have been maintained in accordance with good business practices; and (b) present fairly, in all material respects, the financial position and results of operations and cash flows of Premier as of the dates and for the periods indicated, in accordance with generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law), applied on a basis consistent with prior years, and do not fail to disclose any material extraordinary or out-of-period items. Premier’s unaudited Balance Sheet and the related unaudited Statements of Income and Statements of Changes in Cash Flows, for the calendar quarter and year-to-date periods ended September 30March 31, 20082015, and for each calendar quarter thereafter until the Effective Time, all of which Premier shall deliver to Xxxxx First National as soon as practicable, will be prepared in accordance with accounting principals consistently applied and will fairly present Premier’s financial condition and results of operations as of such date and for such periods, except for footnote disclosures, which generally do not include all of the disclosures normally required for annual financial statements.

Appears in 1 contract

Samples: Merger Agreement (Premier Financial Bancorp Inc)

Premier Financial Statements. Premier has delivered to Xxxxx First Bank prior to the execution of this Agreement copies of the following financial statements of Premier (which, together with all future financial statements to be furnished are collectively referred to herein as the “Premier Financial Statements”): the audited Consolidated Balance Sheets of Premier as of December 31, 2007, December 31, 2006 2017 and December 31, 20052016, and the related Consolidated Statements of Income, Consolidated Statements of Cash Flows and of Consolidated Statements of Changes in Shareholders’ Equity for the three years then endedended December 31, 2017, and the notes thereto. The Premier Financial Statements (as of the dates thereof and for the periods covered thereby): (a) are in accordance with the books and records of Premier, which are complete and correct in all material respects that are required by generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law) and which have been maintained in accordance with good business practices; and (b) present fairly, in all material respects, the financial position and results of operations and cash flows of Premier as of the dates and for the periods indicated, in accordance with generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law), applied on a basis consistent with prior years, and do not fail to disclose any material extraordinary or out-of-period items. Premier’s unaudited Balance Sheet and the related unaudited Statements of Income, and Statements of Income and Statements of Changes Change in Cash Flows, for the calendar quarter and year-to-date periods ended September 30, 2008, and Flows for each calendar quarter thereafter after December 31, 2017 until the Effective Time, all of which Premier shall deliver to Xxxxx First Bank as soon as practicable, will be prepared in accordance with accounting principals consistently applied and will fairly present Premier’s financial condition and results of operations as of such date and for such periods, except for footnote disclosures, which generally do not include all of the disclosures normally required for annual financial statements.

Appears in 1 contract

Samples: Merger Agreement (Premier Financial Bancorp Inc)

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Premier Financial Statements. Premier has delivered to Xxxxx Bank prior to the execution of this Agreement copies of the following financial statements of Premier (which, together with all future financial statements to be furnished are collectively referred to herein as the "Premier Financial Statements"): the audited Consolidated Balance Sheets of Premier as of December 31, 20072006, December 31, 2006 2005 and December 31, 20052004, and the related Consolidated Statements of Income, Consolidated Statements of Cash Flows and of Consolidated Statements of Changes in Shareholders' Equity for the years then ended, and the notes thereto. The Premier Financial Statements (as of the dates thereof and for the periods covered thereby): (a) are in accordance with the books and records of Premier, which are complete and correct in all material respects that are required by generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law) and which have been maintained in accordance with good business practices; and (b) present fairly, in all material respects, the financial position and results of operations and cash flows of Premier as of the dates and for the periods indicated, in accordance with generally accepted accounting principles (except as otherwise required or approved by applicable regulatory authorities or by applicable law), applied on a basis consistent with prior years, and do not fail to disclose any material extraordinary or out-of-period items. Premier’s unaudited Balance Sheet and the related unaudited Statements Statement of Income and Statements Statement of Changes in Cash FlowsStockholders’ Equity, for the calendar quarter and year-to-date periods ended September June 30, 20082007, and for each calendar quarter thereafter until the Effective Time, all of which Premier shall deliver to Xxxxx Bank as soon as practicable, will be prepared in accordance with accounting principals consistently applied and will fairly present Premier’s financial condition and results of operations as of such date and for such periodsperiod, except for footnote disclosures, which generally do not include all of the disclosures normally required for annual financial statements.

Appears in 1 contract

Samples: Merger Agreement (Premier Financial Bancorp Inc)

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