Pro Forma Financial Statements; Financial Statements. The Agents shall have received the Pro Forma Financial Statements. The Agents have received the other financial statements described in Section 5.1 (it being agreed that the financial statements of the Borrower for each of the 2013, 2014 and 2015 fiscal years and the Target for each of the 2013, 2014 and 2015 fiscal years have been received).
Pro Forma Financial Statements; Financial Statements. The Lenders shall have received (i) the Pro Forma Financial Statements, (ii) the (A) audited consolidated balance sheets of the Target as of December 31, 2015, 2016 and 2017 and the related audited consolidated statements of income and cash flows of the Target for each of the three (3) years ended December 31, 2015, 2016 and 2017 (together with the notes relating thereto) and (B) the unaudited consolidated balance sheet of the Target as of March 31, 2018 and the related unaudited consolidated interim statements of income and cash flows of the Target for the three months ended March 31, 2018 (together with the notes relating thereto) and (iii) (A) the audited consolidated balance sheets and related statements of income and members’ equity, together with consolidating statements of cash flows of the Parent Borrower and its subsidiaries as of December 31, 2015, 2016 and 2017 and (B) the unaudited consolidated balance sheets and related statements of income and members’ equity, together with consolidated statements of cash flows of the Parent Borrower and its subsidiaries for the fiscal quarter ended March 31, 2018; provided that in each case of clause (ii) and (iii), the filing of the required financial statements on form 10-K and form 10-Q by the Parent Borrower or the Target, as applicable, will satisfy the foregoing requirements in clause (ii) and (iii).
Pro Forma Financial Statements; Financial Statements. The Lenders shall have received (i) the Pro Forma Financial Statements, (ii) audited consolidated financial statements of each of Holdings and the Borrower referred to in the first sentence of each of subsections 4.1(b)(i) and 4.1(b)(ii) and (iii) unaudited interim consolidated financial statements of each of Holdings and the Borrower for each fiscal month and quarterly period ended subsequent to the date of the latest applicable financial statements delivered pursuant to clause (ii) of this paragraph and, in the case of quarterly financial statements, such quarterly period ending at least 45 days prior to the Closing Date, and, in the case of monthly financial statements, such month ending at least 30 days prior to the Closing Date, and such financial statements shall be reasonably satisfactory to the Administrative Agent.
Pro Forma Financial Statements; Financial Statements. The Lenders shall have received the Pro Forma Financial Statements, the financial statements described in Section 3.04(a) and the Projections.
Pro Forma Financial Statements; Financial Statements. The Joint Lead Arrangers shall have received, (i) the financial statements described in Section 5.1(a), (ii) the financial statements described in Section 5.1(b)(i), (iii) the financial statements described in Section 5.1(b)(ii), and (iv) forecasts of the consolidated financial performance of Holdings and its Subsidiaries, (x) on an annual basis, through December 31, 2018 and (y) on a quarterly basis, through December 31, 2012.
Pro Forma Financial Statements; Financial Statements. The Lenders shall have received (i) the Pro Forma Financial Statements, (ii) audited consolidated balance sheets and related statements of income, stockholders’ equity and cash flows of each of the Borrower and its Subsidiaries and the Target and its Subsidiaries for the 2012, 2013 and 2014 fiscal years, (iii) unaudited consolidated balance sheets and related statements of income and stockholders’ equity of each of the Borrower and its Subsidiaries and the Target and its Subsidiaries for the fiscal quarter ended March 30, 2015 (in the case of the Borrower and its Subsidiaries) and March 31, 2015 (in the case of the Target and its Subsidiaries) and (iv) statements of cash flows of each of the Borrower and its Subsidiaries and the Target and its Subsidiaries for the three-month period ended on March 30, 2015 (in the case of the Borrower and its Subsidiaries) and March 31, 2015 (in the case of the Target and its Subsidiaries).
Pro Forma Financial Statements; Financial Statements. Each Arranger shall have received (i) the Pro Forma Financial Statements, (ii) (a) audited consolidated financial statements for the Borrower and its Subsidiaries (prior to giving effect to the Transactions) for the three most recent fiscal years ended at least 90 days before the Closing Date, provided that the Arrangers acknowledge that they have received the audited consolidated financial statements for the fiscal years ended December 31, 2017, December 31, 2018 and December 31, 2019, and (b) unaudited consolidated financial statements for the Borrower and its Subsidiaries (prior to giving effect to the Transactions) for each fiscal quarter (other than the fourth fiscal quarter) ended after the date of the most recent balance sheet delivered pursuant to clause (ii)(a) above and at least 45 days before the Closing Date (and, in the case of each of clauses (ii)(a) and (ii)(b), such financial statements shall be prepared in conformity with GAAP; provided that such financial statements specified in clause (ii)(b) shall be subject to year-end adjustments and absence of footnotes), provided that the Arrangers acknowledge that the financial statements delivered with respect to the fiscal quarters ended March 31, 2020, June 30, 2020 and September 30, 2020 have been received, and (iii) (a) audited consolidated balance sheets and related statements of income, stockholders’ equity and cash flows and related notes thereto of the Acquired Business for the two fiscal years most recently ended at least 90 days prior to the Closing Date, provided that the Arrangers acknowledge that they have received the audited consolidated balance sheets and related statements of income, stockholders’ equity and cash flows and related notes thereto for the fiscal years ended December 31, 2018 and December 31, 2019, and (b) unaudited consolidated balance sheets and related statements of income, cash flows and related notes thereto of the Acquired Business for each subsequent fiscal quarter (excluding the fourth quarter of any fiscal year) ended at least 45 days prior to the Closing Date in each case, with comparative financial information for the equivalent period of the prior year (and, in the case of each of clauses (iii)(a) and (iii)(b), such financial statements are prepared in accordance with GAAP; provided that such financial statements specified in clause (iii)(b) shall be subject to year-end adjustments and absence of footnotes), provided that the Arrangers acknowledge that the...
Pro Forma Financial Statements; Financial Statements. The Administrative Agent shall have received (i) the Pro Forma Financial Statements and (ii) the financial statements of the Group Members referenced in Section 4.1(b).
Pro Forma Financial Statements; Financial Statements. The Lenders shall have received (i) the Pro Forma Financial Statements, (ii) audited consolidated financial statements of IAAI and its Subsidiaries and ADESA and its Subsidiaries, in each case ending on or about December 31, 2006, on or about December 31, 2005 and on or about December 31, 2004, and (iii) unaudited interim consolidated financial statements of IAAI and its Subsidiaries and ADESA and its Subsidiaries, in each case as at the last day of the most recent fiscal quarter of IAAI and ADESA, as the case may be, elapsed more than 45 days prior to the Closing Date.
Pro Forma Financial Statements; Financial Statements. The Lead Arranger shall have received (i) the Zarlink Pro Forma Financial Statements and (ii) the pro forma forecasts of the financial performance of the Borrower and its Subsidiaries, (x) on an annual basis, through the Term Loan Maturity Date (as in effect on the Restatement Date) and (y) on a quarterly basis, through the first year following the Restatement Date. The Lead Arranger has received the other financial statements described in Section 5.1 (it being agreed that (i) the financial statements of the Borrower for each of the 2008, 2009 and 2010 fiscal years and Zarlink for each of the 2009, 2010 and 2011 fiscal years, (ii) the financial statements of the Borrower for the fiscal quarters ending January 2, 2011, April 3, 2011 and July 3, 2011 have been received and (iii) with respect to Zarlink, financial statements shall only be required pursuant to Section 5.1 to the extent such financial statements become available to the Borrower either publicly or by delivery of such financial statements by Zarlink or its Subsidiaries to the Borrower).
