December Financials definition

December Financials has the meaning set forth in Section 6.18(a)(ii).

December Financials means (i) the unaudited pro forma statement of net assets and liabilities of the Business as at December 31, 2011 and (ii) the unaudited pro forma consolidated statements of income of the Business for the twelve months ended December 31, 2011.

December Financials means the unaudited combined balance sheet of the Continuing Businesses as of December 31, 2003 and the related unaudited combined statements of income, changes in shareholders’ equity and cash flows for the 12 months then ended, including the consolidating schedules thereto. The December Financials shall be prepared using the same accounting methods, policies, practices, principles and procedures with consistent classifications, judgments and valuation and estimation methodologies that were used in the preparation of the Audited Financial Statements.

Examples of December Financials in a sentence

• Set forth on Schedule 3.2(a) are the combined balance sheet of Seller and its subsidiaries in respect of MTG as of December 27, 1997 and December 28, 1996 (each, a "December Balance Sheet"), and the related statements of income for the years then ended (collectively, the "December Financials"), as prepared by Seller.

• Except as otherwise disclosed on Schedule 3.2(c), the June Financials fairly present the combined financial position of Seller and its subsidiaries in respect of MTG as of June 30, 1998 and the results of its operations for the six-month period then ended, in accordance with GAAP applied on a basis consistent with the December Financials and the March Financials.

• Except as otherwise disclosed on Schedule 3.2(b), the March Financials fairly present the combined financial position of Seller and its subsidiaries in respect of MTG as of March 31, 1998 and the results of its operations for the three-month period then ended, in accordance with GAAP applied on a basis consistent with the December Financials.

• Except as otherwise disclosed on Schedule 3.2(a), the December Financials fairly present the consolidated financial position of Amtech and its subsidiaries as of December 31, 1997, and the results of its operations for the year then ended, in accordance with GAAP applied on a basis consistent with the "1996 Financials" (as defined in Section 3.2(b)).

• Except as otherwise disclosed on Schedule 3.2(a), the December Financials fairly present the combined financial position of Seller and its subsidiaries in respect of MTG as of December 27, 1997 and December 28, 1996, and the results of its operations for the years then ended, in accordance with GAAP applied on a basis consistent with prior periods.

• The Financial Information (other than the December Financials) was prepared based on Seller’s normal quarter-end closing procedures, which are quarter-end closing procedures are consistent in all material respects with normal year-end closing procedures, other than preparation of footnotes and the December Financials were prepared based on Seller’s normal year-end closing procedures.

• Set forth on Schedule 3.2(a) is the ---------------------- audited, consolidated balance sheet of Amtech and its subsidiaries as of December 31, 1997 (the "December Balance Sheet"), as audited by Ernst & Young L.L.P. ("E&Y"), and the related statement of income for the year then ended (collectively, the "December Financials").

• Seller shall have delivered to Buyer the December Financials, and Buyer shall be reasonably satisfied therewith.

• A copy of the Interim Financial Statements (other than the December Financials) is attached as Schedule 4.7 of the Company Disclosure Schedule.

• Set forth on Schedule 3.2(a) is the audited, consolidated balance sheet of Amtech and its subsidiaries as of December 31, 1997 (the "December Balance Sheet"), as audited by Ernst & Young L.L.P. ("E&Y"), and the related statement of income for the year then ended (collectively, the "December Financials").