Unaudited Pro Forma Condensed Combined Financial Information. The following unaudited pro forma condensed combined financial information included herein presents the unaudited pro forma condensed combined balance sheet and the unaudited pro forma condensed combined statements of operations of Coherus after giving pro forma effect to (i) the Disposition, and related transactions and (ii) the acquisition of Surface (the “Merger” and together with the Disposition, the “Combined Transactions”). Surface’s historical operations for the period prior to the Acquisition Date (“Pre-Acquisition Surface”) are presented separately in the pro forma condensed combined financial information and the historical operations for the period including and after the Acquisition Date for the surviving subsidiary of the Merger, Surface Oncology, LLC, have been presented within the consolidated results of Coherus. The unaudited pro forma condensed combined financial information presented below has been derived from: ● the historical audited consolidated financial statements of Coherus contained in its Annual Report on Form 10-K for the year ended December 31, 2022; ● the historical unaudited condensed consolidated financial information of Coherus as of and for the nine months ended September 30, 2023 contained in its Quarterly Report on Form 10-Q for the period ended September 30, 2023; ● the historical audited consolidated financial statements of Surface for the year ended December 31, 2022 filed as Exhibit 99.1 to Coherus’ Current Report on Form 8-K/A filed on November 6, 2023; ● the historical unaudited condensed consolidated financial statements of Surface as of June 30, 2023 and for the six months ended June 30, 2023 filed as Exhibit 99.1 to Coherus’ Current Report on Form 8-K/A filed on November 13, 2023; and ● the historical unaudited condensed consolidated financial information and the related accounting records of Surface’s operations for the period from July 1, 2023 to the Acquisition Date. The unaudited pro forma condensed combined financial information has been prepared in accordance with Regulation S-X Article 11, Pro Forma Financial Information, as amended by the final rule, Release No. 33-10786 “Amendments to Financial Disclosures about Acquired and Disposed Businesses,” which is referred herein as “Article 11.” Article 11 provides the following pro forma adjustments to the historical financial information: ● Transaction Accounting Adjustments – Adjustments that reflect only the application of required accounting to the ...
Unaudited Pro Forma Condensed Combined Financial Information. Pro forma Information (Continued)
Unaudited Pro Forma Condensed Combined Financial Information. Youku will acquire all of the outstanding Tudou shares and share options to purchase ordinary shares of Tudou in a stock-for-stock transaction announced on March 12, 2012. The accompanying unaudited pro forma condensed combined balance sheet (the "Pro Forma Balance Sheet") as of March 31, 2012 combines the historical consolidated balance sheets of Youku and Tudou, giving effect to the Merger as if it had been completed on March 31, 2012. The accompanying unaudited pro forma condensed combined statements of operations (the "Pro Forma Statements of Operations") for the three months ended March 31, 2012 and the year ended December 31, 2011 combine the historical consolidated statements of operations of Youku and Tudou, giving effect to the Merger as if it had been completed on January 1, 2011. The accompanying unaudited pro forma condensed combined financial statements (the "Statements") and related notes were prepared using the acquisition method of accounting with Xxxxx considered the acquirer of Tudou. Accordingly, the purchase consideration to be paid in the Merger has been preliminarily allocated to the assets acquired and liabilities assumed of Tudou based upon their estimated fair values as of March 31, 2012. Any amount of the purchase consideration that is in excess of the estimated fair values of the assets acquired and liabilities assumed will be recorded as goodwill in Youku's balance sheet after the completion of the Merger. As of the date of this joint proxy statement/prospectus, Xxxxx has not completed the detailed valuation work necessary to arrive at the required estimates of the fair value of the Tudou assets to be acquired and the liabilities to be assumed and the related allocation of purchase price, nor has it identified all adjustments necessary to conform Xxxxx's accounting policies to Xxxxx's accounting policies. A third party firm has assisted Youku management in assessing the fair value of certain intangible assets and fixed assets of Tudou. A final determination of the fair value of Xxxxx's assets and liabilities will be based on the actual net tangible and intangible assets and liabilities of Tudou that exist as of the date of completion of the Merger and, therefore, cannot be made prior to that date. Additionally, the purchase consideration to be paid by Youku to complete the Merger will be determined based on the trading price of Youku ADSs at the time of the completion of the Merger. Accordingly, the accompanying unaudited pro fo...
Unaudited Pro Forma Condensed Combined Financial Information. Preferred Stock Offering (continued) Pro forma Information
Unaudited Pro Forma Condensed Combined Financial Information. The following unaudited pro forma condensed combined financial information is provided to aid you in your analysis of the financial aspects of the merger and the PIPE Investment. The unaudited pro forma condensed combined balance sheet gives pro forma effect to the merger, treated as a reverse recapitalization for accounting purposes, and the PIPE Investment as if they had been consummated on December 31, 2020. The unaudited pro forma condensed combined statement of operations for the year ended December 31, 2020, gives effect to the merger and the PIPE Investment as if they had occurred on January 1, 2020. The unaudited pro forma condensed combined financial information has been derived from and should be read in conjunction with: • the accompanying notes to the unaudited pro forma condensed combined financial information; • the audited historical financial statements of XxxXxxx as of and for the year ended December31, 2020, and the related notes thereto, included elsewhere in this proxy statement/prospectus; • the audited historical consolidated financial statements of Katapult as of and for the year ended December 31, 2020, and the related notes thereto, included elsewhere in this proxy statement/prospectus; and • the sections entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations of FinServ,” “Management’s Discussion and Analysis of Financial Condition and Results of Operation of Katapult,” and other financial information relating to XxxXxxx and Katapult included elsewhere in this proxy statement/prospectus. The unaudited pro forma condensed combined financial information is for illustrative purposes only and is not necessarily indicative of what the actual results of operations and financial position would have been had the merger and the PIPE Investment taken place on the dates indicated, nor are they indicative of the future consolidated results of operations or financial position of the combined company. Current assets: Cash and cash equivalents $ 1,044 $ 65,622 $ 30,005 5(a) $ 96,671 Restricted cash — 3,975 — 3,975 Accounts receivable, net — 1,636 — 1,636 Property held for lease, net of accumulated depreciation and impairment — 66,737 — 66,737 Prepaid expenses and other current assets 72 1,248 (846 ) 5(b) 474 Prepaid income taxes 10 — — 10 Total current assets 1,126 139,218 29,159 169,503 Property and equipment, net — 330 — 330 Security deposits — 91 — 91 Intangible assets, net — 188 — 188 Marketable securi...
Unaudited Pro Forma Condensed Combined Financial Information. Note 1- Basis of presentation
Unaudited Pro Forma Condensed Combined Financial Information. Introduction Description of the Share Exchange
Unaudited Pro Forma Condensed Combined Financial Information. Balance Sheet. The unaudited pro forma condensed combined balance sheet at June 30, 2013 reflects the following adjustments:
Unaudited Pro Forma Condensed Combined Financial Information. Pursuant to the proposed Mergers, the Company will acquire BAG, the holding company of Big Heart Pet. The following unaudited pro forma condensed combined financial information and notes thereto have been prepared by Xxxxxxx using the acquisition method of accounting and are based on the historical consolidated financial statements of Xxxxxxx and Big Heart Pet, as the audited financial statements of BAG were not available, after giving effect to the proposed Mergers and the consummation of Xxxxxxx’x currently contemplated financing transactions related to the proposed Mergers. In connection with the consummation of the Mergers, the Company will file a Current Report on Form 8-K with the Securities and Exchange Commission (the “SEC”) containing historical consolidated financial information of BAG and pro forma financial information with respect to BAG as required by the rules and regulations of the SEC. The acquisition method of accounting is based on Accounting Standards Codification (“ASC”) 805, Business Combinations, and uses the fair value concepts defined in ASC 820, Fair Value Measurements and Disclosures. Under this method of accounting the purchase price will be allocated to the assets to be acquired and liabilities to be assumed based upon their estimated fair values at the closing date of the proposed Mergers. The allocation of the purchase price used in the unaudited pro forma condensed combined financial statements is based on preliminary estimates of the fair value of assets to be acquired and liabilities to be assumed, and the related income tax impact of the acquisition accounting adjustments. The pro forma adjustments included herein, which include a preliminary evaluation of accounting policies for conformity, may be revised as additional information becomes available and as additional analyses are performed. The final allocation of the purchase price will be determined after the acquisition is completed and after completion of a final analysis to determine the fair values of the tangible assets, identifiable intangible assets, and liabilities as of the acquisition date. Accordingly, the final purchase accounting adjustments may be materially different from the pro forma adjustments presented herein. Increases or decreases in the fair value of the net assets may change the amount of the purchase price allocated to goodwill and other assets and liabilities. This may impact the Unaudited Pro Forma Condensed Combined Statements of Income due t...
Unaudited Pro Forma Condensed Combined Financial Information. The Summary Pro Forma Information has been presented for informational purposes only and is not necessarily indicative of what the post-combination company’s financial position or results of operations actually would have been had the Business Combination been completed as of the dates indicated. In addition, the Summary Pro Forma Information does not purport to project the future financial position or operating results of the post-combination company. The unaudited pro forma condensed combined financial information has been prepared using the assumptions below with respect to the potential redemption by FVAC’s public stockholders of shares of FVAC Class A common stock for cash equal to their pro rata share of the aggregate amount on deposit (as of two (2) business days prior to the closing of the Business Combination) in the Trust Account: • Assuming No Redemptions: This presentation assumes that no public stockholders of FVAC exercise redemption rights with respect to their public shares for a pro rata share of the funds in the Trust Account.
