Company Financial Statements has the meaning set forth in Section 3.6(a).
Parent Financial Statements has the meaning set forth in Section 4.6(a).
Target Financial Statements has the meaning set forth in Section 3.4.
Interim Financial Statements has the meaning set forth in Section 3.06.
Seller Financial Statements has the meaning set forth in Section 3.5(a).
Year-End Financial Statements has the meaning set forth in Section 3.06.
Audited Financial Statements means the audited consolidated balance sheet of the Borrower and its Subsidiaries for the fiscal year ended December 31, 2020, and the related consolidated statements of income or operations, shareholders’ equity and cash flows for such fiscal year of the Borrower and its Subsidiaries, including the notes thereto.
Buyer Financial Statements shall have the meaning set forth in Section 4.6.
Statutory Financial Statements means, with respect to any Party, the annual and quarterly statutory financial statements of such Party filed with the Governmental Authority charged with supervision of insurance companies in the jurisdiction of domicile of such Party to the extent such Party is required by Applicable Law to prepare and file such financial statements.
Unaudited Financial Statements has the meaning set forth in Section 5.14.
Company Financials means (i) the audited consolidated financial statements of the Target Companies (including, in each case, any related notes thereto), consisting of the consolidated balance sheets of the Target Companies as of December 31, 2021 and December 31, 2020, and the related consolidated audited income statements, changes in stockholders’ equity and statements of cash flows for the fiscal years then ended, each audited by a PCAOB qualified auditor in accordance with GAAP and PCAOB standards, and (ii) the unaudited consolidated financial statements of the Target Companies, consisting of the consolidated balance sheet of the Target Companies as of March 31, 2022 (the “Interim Balance Sheet Date”), and the related unaudited consolidated income statement, changes in stockholder equity and statement of cash flows for the three (3) months then ended. Except to the extent contained in the Company SEC Reports and available on the SEC’s web site through XXXXX, true and correct copies of the Company Financials have been provided to the Purchaser. The Company Financials (i) accurately reflect the books and records of the Target Companies as of the times and for the periods referred to therein, (ii) were prepared in accordance with GAAP, consistently applied throughout and among the periods involved (except that the unaudited statements exclude the footnote disclosures and other presentation items required for GAAP and exclude year-end adjustments which are not expected to be material in amount), (iii) comply with all applicable accounting requirements under the Securities Act and the rules and regulations of the SEC thereunder including Regulation S-X or Regulation S-K, as applicable, and (iv) fairly present in all material respects the consolidated financial position of the Target Companies as of the respective dates thereof and the consolidated results of the operations and cash flows of the Target Companies for the periods indicated. No Target Company other than the Company has ever been subject to the reporting requirements of Sections 13(a) and 15(d) of the Exchange Act.
Company Interim Financial Statements has the meaning specified in Section 4.08(a).
Initial Financial Statements means, collectively, (a) the audited annual consolidated financial statements of the Borrower dated as of December 31, 2013 and (b) the unaudited quarterly consolidated financial statements of the Borrower dated as of September 30, 2014.
Company Audited Financial Statements has the meaning set forth in Section 3.11.
Closing Financial Statements has the meaning set forth in Section 6.22.
Purchaser Financial Statements shall have the meaning specified in Section 4.8.1.
Monthly Financial Statements is defined in Section 6.2(c).
Historical Financial Statements means the audited consolidated balance sheets of the Borrower as of December 31, 2006 and December 31, 2005 and the audited consolidated statements of income, stockholders’ equity and cash flows of the Borrower for each of the fiscal years in the three year period ending on December 31, 2006.
Most Recent Financial Statements has the meaning set forth in Section 4(g) below.
Audited financial statement means a financial statement audited by an outside accounting firm.
Annual Financial Statements has the meaning set forth in Section 3.06.
Financial Statements has the meaning set forth in Section 3.06.
Quarterly Financial Statements is defined in Section 6.2(a).
Original Financial Statements means the audited consolidated financial statements of the Guarantor for the financial year ended 31 December 2014.
Financial Statements Date shall have the meaning ascribed to it in Section 3.7.
Financial Statement has the meaning set forth in Section 4(g) below.