UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • May 26th, 2023 • Avalon GloboCare Corp. • Biological products, (no disgnostic substances)
On February 9, 2023 (the “Closing Date”), Avalon GloboCare Corp. (the “Company”) entered into and closed an Amended and Restated Membership Interest Purchase Agreement (the “Amended MIPA”), by and among Avalon Laboratory Services, Inc., a wholly-owned subsidiary of the Company (the “Buyer”), SCBC Holdings LLC (the “Seller”), the Zoe Family Trust, Bryan Cox and Sarah Cox as individuals (each an “Owner” and collectively, the “Owners”), and Laboratory Services MSO, LLC. The Amended MIPA amends and restates, in its entirety, that certain Membership Interest Purchase Agreement, dated November 7, 2022 (the “Original MIPA”).
UNAUDITED TALLGRASS ENERGY, LP PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • August 2nd, 2018 • Tallgrass Energy, LP • Natural gas transmission
References to "we", "us" or "our," and "TGE" refer to Tallgrass Energy, LP and its consolidated subsidiaries. TGE previously entered into a definitive Agreement and Plan of Merger, dated as of March 26, 2018 (the "Merger Agreement"), with Tallgrass Equity, Tallgrass Energy Partners, LP, a Delaware limited partnership ("TEP"), Tallgrass MLP GP, LLC, a Delaware limited liability company and the general partner of TEP ("TEP GP"), and Razor Merger Sub, LLC, a Delaware limited liability company. The merger transaction contemplated by the Merger Agreement (the "TEP Merger") was completed effective June 30, 2018, and as a result, 47,693,097 TEP common units held by the public were converted into the right to receive Class A shares of TGE at an exchange ratio of 2.0 Class A shares for each outstanding TEP common unit, TEP's incentive distribution rights were cancelled, TEP's common units are no longer publicly traded, and 100% of TEP's equity interests are now owned by Tallgrass Equity and its
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • December 10th, 2012 • Polycom Inc • Telephone & telegraph apparatus
On May 10, 2012, Polycom, Inc. (“Polycom” or “the Company”) entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with Mobile Devices Holdings, LLC, a Delaware limited liability corporation (“Mobile Devices”), pursuant to which Polycom would divest its enterprise wireless solutions (“EWS”) business. On October 22, 2012, the Purchase Agreement was amended (the “Amended Purchase Agreement”). Per the terms of the Amended Purchase Agreement, Mobile Devices would acquire SpectraLink Corporation (“SpectraLink”), a wholly-owned subsidiary of Polycom, by purchasing all of the outstanding stock and an intercompany note of SpectraLink from Polycom (the “Transaction”).
TELLURIAN INC. AND SUBSIDIARIES UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • July 1st, 2024 • Tellurian Inc. /De/ • Crude petroleum & natural gas
On May 28, 2024, Tellurian Production LLC (“Tellurian Production Company”) and Tellurian Operating LLC (together with Tellurian Production Company, “Seller”), each an indirect wholly owned subsidiary of Tellurian Inc. (“Tellurian” or the “Company”), entered into a purchase and sale agreement (the “PSA”) with Aethon United BR LP and Aethon III BR LLC (collectively, “Buyer”), pursuant to which Seller agreed to sell its upstream and related midstream assets in the Louisiana region of the Haynesville Shale to Buyer for an aggregate purchase price of $260.0 million, subject to certain customary adjustments (the “Asset Sale”). In connection with the Asset Sale, the Company was required to use the net cash proceeds from the Asset Sale to repay the outstanding principal amount and associated accrued expenses (the “Debt Payoff”) of the Company’s 10% Senior Secured Notes due 2025 (the “Senior Notes”). The Company closed the Asset Sale and completed the Debt Payoff (collectively, the “Transaction
UNAUDITED TALLGRASS ENERGY, LP PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • October 31st, 2018 • Tallgrass Energy, LP • Natural gas transmission
References to "we", "us" or "our," and "TGE" refer to Tallgrass Energy, LP and its consolidated subsidiaries. TGE previously entered into a definitive Agreement and Plan of Merger, dated as of March 26, 2018 (the "Merger Agreement"), with Tallgrass Equity, Tallgrass Energy Partners, LP, a Delaware limited partnership ("TEP"), Tallgrass MLP GP, LLC, a Delaware limited liability company and the general partner of TEP ("TEP GP"), and Razor Merger Sub, LLC, a Delaware limited liability company. The merger transaction contemplated by the Merger Agreement (the "TEP Merger") was completed effective June 30, 2018, and as a result, 47,693,097 TEP common units held by the public were converted into the right to receive Class A shares of TGE at an exchange ratio of 2.0 Class A shares for each outstanding TEP common unit, TEP's incentive distribution rights were cancelled, TEP's common units are no longer publicly traded, and 100% of TEP's equity interests are now owned by Tallgrass Equity and its
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • March 9th, 2016 • Aci Worldwide, Inc. • Services-prepackaged software
On January 20, 2016, ACI Worldwide, Inc. (the “Company”) and Fiserv, Inc. (“Fiserv”) entered into a definitive agreement providing for the sale of the Company’s Community Financial Services (“CFS”) related assets and liabilities for $200 million, subject to certain working capital adjustments. On March 3, 2016, the Company closed the previously announced sale.
DOVER CORPORATIONConsolidated Financial Statements • March 9th, 2010
amortized ratably into Other Expense (income), net over the term of the loan and is recorded in Other Deferrals in the Consolidated Balance Sheets. The loan agreement includes a put and call provision that could have been exercised starting in June 2008 through the end of the loan term.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)Consolidated Financial Statements • March 19th, 2008
effect from time to time, as determined by the Federal Reserve Board, plus up to 0.95 percent depending on the applicable leverage ratio. Leverage ratio is defined as the ratio of total debt to EBITDA. A facility fee ranging from 0.125 to
UNAUDITED TALLGRASS ENERGY, LP PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • January 31st, 2019 • Tallgrass Energy, LP • Natural gas transmission
References to "we", "us" or "our," and "TGE" refer to Tallgrass Energy, LP and its consolidated subsidiaries. TGE previously entered into a definitive Agreement and Plan of Merger, dated as of March 26, 2018 (the "Merger Agreement"), with Tallgrass Equity, Tallgrass Energy Partners, LP, a Delaware limited partnership ("TEP"), Tallgrass MLP GP, LLC, a Delaware limited liability company and the general partner of TEP ("TEP GP"), and Razor Merger Sub, LLC, a Delaware limited liability company. The merger transaction contemplated by the Merger Agreement (the "TEP Merger") was completed effective June 30, 2018, and as a result, 47,693,097 TEP common units held by the public were converted into the right to receive Class A shares of TGE at an exchange ratio of 2.0 Class A shares for each outstanding TEP common unit, TEP's incentive distribution rights were cancelled, TEP's common units are no longer publicly traded, and 100% of TEP's equity interests are now owned by Tallgrass Equity and its
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTSConsolidated Financial Statements • August 27th, 2015 • Efactor Group Corp. • Services-business services, nec
On July 1, 2014, EFactor Group Corp. (the “Company”) entered into an Exchange Agreement (the “HT Agreement”) by and among the Company, HT Skills Ltd., an entity organized under the laws of England and Wales (“HT Skills”), and Five5Five PTE Ltd., the sole shareholder of HT Skills (the “HT Seller”). On the same date, the parties consummated the transaction, pursuant to which the HT Seller sold, and the Company purchased, all of HT Skills’ outstanding capital stock (the “HT Transaction”), in exchange for 221,985 unregistered shares of the Company’s common stock. In connection with the HT Transaction, the Company agreed to loan HT Skills $150,000 at ten percent interest per annum for working capital purposes. The HT Transaction and the HT Agreement were approved by the Company’s board of directors and the board of directors and the sole shareholder of HT Skills. The HT Agreement contains customary representations, warranties, and covenants by each of the parties.
