Required Bank Information means (a) (i) the unaudited consolidated statements of financial position of Osmotica Cyprus and its consolidated subsidiaries and the related unaudited consolidated statements of comprehensive income and (ii) the unaudited consolidated statements of financial position of Vertical/Trigen and its consolidated subsidiaries and the related unaudited consolidated statements of operations and comprehensive income (loss), in each case, for each Fiscal Quarter commencing with the Fiscal Quarter ending March 31, 2015 and ended at least 45 days prior to the Closing Date (or with respect to the Fiscal Quarter ending December 31, 2015, 60 days) and (b) a pro forma consolidated balance sheet of Holdings and its subsidiaries as of the last day of the most recently completed Fiscal Quarter ended at least 45 days prior to the Closing Date (or, with respect to the Fiscal Quarter ending December 31, 2015, 60 days), prepared after giving effect to the Transactions as if the Transactions had occurred as of such date; provided that no such pro forma financial statement shall be required to include adjustments for purchase accounting (including adjustments of the type contemplated by Financial Accounting Standards Board Accounting Standards Codification 805, Business Combinations (formerly SFAS 141R)).
Required Bank Information means the information required by paragraphs 6(a), (b) and (c) of Annex D of the Debt Commitment Letter.
Required Bank Information means all financial statements, financial data, audit reports and other information regarding the Company and its Subsidiaries of the type and form customarily included in marketing documents used to syndicate credit facilities of the type to be included in the Debt Commitment Letter or that is required by the Debt Financing Entities or reasonably necessary to satisfy the conditions pursuant to paragraphs 3 and 4 of Exhibit C to the Debt Commitment Letter.
Examples of Required Bank Information in a sentence
The Administrative Agent shall have received the Required Bank Information.
The Company agrees that it shall give Parent notice if it becomes aware that the Required Bank Information taken as a whole is or becomes incorrect in any material respect.
To the extent that the Debt Financing Sources notify Parent, Parent will, as promptly as practicable, notify the Borrower in writing if any Required Bank Information fails to satisfy the requirements of the Debt Financing Commitments to be Required Bank Information together with a written description of any deficiency.
Property Permitted Encumbrances 3.5 (a) Preliminary Closing Statement 2.5 Preliminary Notice of Disagreement 2.5 Purchased Shares Recitals Required Bank Information 6.11 (b) Seller Indemnified Parties 9.4 Seller Party or Seller Parties Preamble Sellers Preamble Sellers’ Representative 11.13 (a) Shares Recitals Straddle Period 7.3 Tax Claim 7.4 Third Party Claim 9.5 (a) Trade Secrets Definition of Int.
Boulder agrees that it will give Xxxxxxxx notice if it becomes aware that the Required Bank Information taken as a whole is or becomes incorrect in any material respect.
More Definitions of Required Bank Information
Required Bank Information means (a) the historical financial statements of the Company and its Subsidiaries identified in clauses (a), (b) and (c) of paragraph 7 of Exhibit D of the Debt Commitment Letter (or any analogous provision in any amendment, modification, supplement, restatement or replacement thereof permitted or required pursuant to Section 6.22(a)), to the extent such historical financial statements are required to be delivered to cause the “Marketing Period” under and as defined in paragraph 11 of Exhibit D of the Debt Commitment Letter (or any analogous provision in any amendment, modification, supplement, restatement or replacement thereof permitted or required pursuant to Section 6.22(a)) to commence (or recommence), and (b) all information with respect to the Company and its Subsidiaries constituting “Required Bank Information” (as defined in paragraph 12 of Exhibit D of the Debt Commitment Letter (or any analogous provision in any amendment, modification, supplement, restatement or replacement thereof permitted ore required pursuant to Section 6.22(a)) pursuant to clause (ii) of such definition.
Required Bank Information has the meaning set forth in Section 5.11(b).
Required Bank Information means, collectively, (i) the audited consolidated financial statements of the Company and its consolidated Subsidiaries included in the Company SEC Reports for the most recent three fiscal years ended at least 90 days prior to the Closing Date, (ii) the unaudited consolidated financial statements of the Company and its consolidated Subsidiaries included in the Company SEC Reports for the most recent fiscal quarter (other than the final quarter of the fiscal year) ended at least 45 days prior to the Closing Date and (iii) the information relating to the Company described in clauses (ii) and (iv) of Section 5.17(e), to the extent reasonably available to the Company and customarily required with respect to a target company in the preparation of customary rating agency presentations, bank information memoranda, business projections or lender presentations by an acquiring company in connection with the arrangement of loans similar to the loans contemplated by the Commitment Letter. It is hereby agreed that the Company may notify Parent in writing when the Company reasonably believes that it has provided to Parent the Required Bank Information and any such delivery of written notice shall be deemed conclusive evidence that the Company has provided to Parent the Required Bank Information unless Parent in good faith reasonably believes that the Company has not completed providing the Required Bank Information and objects in writing (stating with specificity the Required Bank Information that has not been provided) within three (3) Business Days of receipt of such notice.
Required Bank Information means (a) the financial statements required pursuant to paragraph 5 of Exhibit C of each of the Debt Commitment Letters and (b) such other financial information regarding the Company and its Subsidiaries necessary to allow Purchaser to prepare (i) pro forma financial statements required by the rules and regulations of the SEC and (ii) the stand alone financial statements required to be filed with the SEC.
Required Bank Information means (a) (i) the consolidated balance sheets and related statements of operations and comprehensive income, redeemable non-controlling interest and invested equity and cash flows of the Company and the Company Subsidiaries for the fiscal year ended December 31, 2013, (ii) the Audited Financials and (iii) on and after March 30, 2016, the Audited 2015 Financials, (b) (i) prior to February 14, 2016, the Unaudited Financials, and (ii) the unaudited combined balance sheets and related consolidated statements of operations and cash flows of the Company and the Company Subsidiaries for each fiscal quarter subsequent to the fiscal year ended December 31, 2015 and ended at least 60 days prior to the Closing Date, (c) the historical financial information of the Company and the Company Subsidiaries necessary to prepare the pro forma consolidated balance sheet and related pro forma statement of income contemplated by paragraph 5 of Exhibit C of the Debt Commitment Letter (and any similar requirement in a New Debt Commitment Letter), and (d) the number of patient visits and the revenue per patient visit for the Company and the Company Subsidiaries for each period covered by the financial statements required in clauses (a) and (b) above, and only at such time as such financial statements for each such period are required by clauses (a) and (b) above.
Required Bank Information means (a) the audited consolidated balance sheets of the Company and related consolidated statements of income or operations, shareholders’ equity and cash flows, for each of the three most recently completed fiscal years ended at least sixty (60) days before the Closing Date, (b) as soon as available and in any event within forty (40) days after the end of each subsequent fiscal quarter, an unaudited consolidated balance sheet of the Company and the related consolidated statements of income or operations, shareholders’ equity and cash flows for such fiscal quarter and for the elapsed interim period following the last completed fiscal year and for the comparable periods of the prior fiscal year, and (c) information necessary for Parent to prepare the Pro Forma Financial Statements (as such term is defined in paragraph (iv) of Annex C of the Commitment Letter); provided, that financial statements of the Company and the information in clause (c) shall only be provided to the extent required by Rule 3-05 and Article 11 of Regulation S-X; provided further, that the Company’s public filing of any required financial statements with the SEC shall satisfy the requirements of clauses (a) and (b).
Required Bank Information means collectively, with respect to Omega or Beta, as applicable (A) the audited consolidated statements of operations, shareholders’ equity and cash flows of such party for the fiscal years ended December 31, 2016, December 31, 2017 and December 31, 2018, and the related audited consolidated balance sheets as of the end of such fiscal years and (B) the unaudited consolidated statement of operations of such party for the fiscal quarters ending March 31, 2018, June 30, 2018 and September 30, 2018, and the related unaudited consolidated balance sheet as of the end of such fiscal quarters;