Most Recent Financial Statement definition

Most Recent Financial Statement means the unaudited interim financial statements of the Seller (i) doing business as “Xxxxxxxx’x Fish Market” and “Columbus Fish Market” and (ii) doing business as “Xxxxxxxx’x Steakhouse” and “Cameron’s Steakhouse” (but excluding the Cameron’s Steakhouse located in Glendale (Milwaukee, WI)), in each case prepared in accordance with GAAP for the six month period ending June 30, 2007.

Most Recent Financial Statement means the unaudited interim financial statements of the Seller (i) doing business as “Mitchell’s Fish Market” and “Columbus Fish Market” and (ii) doing business as “Mitchell’s Steakhouse” and “Cameron’s Steakhouse” (but excluding the Cameron’s Steakhouse located in Glendale (Milwaukee, WI)), in each case prepared in accordance with GAAP for the six month period ending June 30, 2007.

Most Recent Financial Statement has the meaning set forth in Section 7(f).

Examples of Most Recent Financial Statement in a sentence

• No event has occurred since the date of the Most Recent Financial Statement that would adversely affect the previous sentence.

• Seller and 1245 Properties have not sold, assigned, transferred or otherwise disposed of, or modified, altered or replaced any of the Acquired Assets between the date of the Most Recent Financial Statement and the date of this Agreement, except for Inventory sold in the Ordinary Course of Business.

• Except as set forth in Section 3.13 of the Seller Disclosure Schedule, since the date of the Most Recent Financial Statement, Seller has conducted the Business in the Ordinary Course of Business and there has not occurred any event, and there does not exist any condition or set of circumstances, that has or could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

• The Company has good and marketable title to, or a valid leasehold interest in, the properties and assets used by it, located on its premises, or shown on the Most Recent Financial Statement, as defined in Section 4.8 below, or acquired after the date thereof, free and clear of all Security Interests.

• The Net Working Capital of Imperial at Closing shall be preliminarily determined by the Seller based on Imperial's Most Recent Financial Statement (the "Preliminary Statement of Net Working Capital").

• Since the Most Recent Fiscal Year End for 2017, and the Most Recent Financial Statement for 2018, there has not been any Material Adverse Effect to Target, the Target Shares or the Business.

• The changes reflected in the Closing Financial Statements when compared to the Most Recent Financial Statement will have only those changes which have occurred in the ordinary course of business, except as may otherwise be permitted under this Agreement.

• The Company does not have any Liability (and there is no Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against it giving rise to any Liability), except for Liabilities set forth in the Most Recent Financial Statement.

• The Company has good and marketable title to, or a valid leasehold interest in, the properties and assets used by it, located on its premises, or shown on the Most Recent Financial Statement or acquired after the date thereof, free and clear of all Security Interests.

• CH and its Subsidiaries have good and marketable title to, or a valid leasehold interest in, the properties and tangible assets used by them, located on their premises, or shown on the Most Recent Financial Statement or acquired after the date thereof, free and clear of all Liens, except for properties and assets disposed of in the Ordinary Course of Business since the date of the Most Recent Financial Statement.

More Definitions of Most Recent Financial Statement

Most Recent Financial Statement has the meaning set forth in Section 3.5(a).

Most Recent Financial Statement shall have the meaning set forth in Section 4.18 of this Agreement.

Most Recent Financial Statement has the meaning set forth in Section 4(e)(i).

Most Recent Financial Statement has the meaning ascribed thereto in Section 3.1(k)(i).

Most Recent Financial Statement has the meaning set forth in Section 3.09. “Multiemployer Plans” has the meaning set forth in Section 3.15(b). “Objection Notice” has the meaning set forth in Section 9.04(c).

Most Recent Financial Statement has the meaning set forth in Section 5.14.