Financial Information. The consolidated financial statements of the Company included or incorporated by reference in the Registration Statement and the Prospectus, together with the related notes and schedules, present fairly, in all material respects, the consolidated financial position of the Company and the Subsidiaries (as defined below) as of the dates indicated and the consolidated results of operations, cash flows and changes in stockholders’ equity of the Company and the Subsidiaries for the periods specified (subject, in the case of unaudited statements, to normal year-end audit adjustments which will not be material, either individually or in the aggregate) and have been prepared in compliance with the published requirements of the Securities Act and Exchange Act, as applicable, and in conformity with generally accepted accounting principles in the United States (“GAAP”) applied on a consistent basis (except # for such adjustments to accounting standards and practices as are noted therein and # in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements) during the periods involved; the other financial and statistical data with respect to the Company and the Subsidiaries contained or incorporated by reference in the Registration Statement and the Prospectus, are accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Company; there are no financial statements (historical or pro forma) that are required to be included or incorporated by reference in the Registration Statement, or the Prospectus that are not included or incorporated by reference as required; the Company and the Subsidiaries do not have any material liabilities or obligations, direct or contingent (including any off balance sheet obligations), not described in the Registration Statement, and the Prospectus which are required to be described in the Registration Statement or Prospectus; and all disclosures contained or incorporated by reference in the Registration Statement and the Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Exchange Act and Item 10 of Regulation S-K under the Securities Act, to the extent applicable.
Financial Information. The consolidated financial statements of the Company included or incorporated by reference inCompany, including the related schedules and notes, filed with the Commission as a part of the Registration Statement and included in any preliminary prospectus and the Prospectus, together with the related notes and schedules,Prospectus (the “Financial Statements”) present fairly, in all material respects,fairly the consolidated financial position of the Company and the Subsidiaries (as defined below)its consolidated subsidiaries as of and at the dates indicated and the consolidated results of their operations, changes in shareholders’ equity and cash flows and changes in stockholders’ equity of the Company and the Subsidiariesits consolidated subsidiaries for the periods specified (subject, in the case of unaudited statements, to normal year-end audit adjustments which will not be material, either individually or in the aggregate) andspecified. Such Financial Statements, unless otherwise noted therein, have been prepared in compliance with the published requirements of the Securities Act and Exchange Act, as applicable, and in conformity with generally accepted accounting principles in effect in the United States (“GAAP”) applied on a consistent basis (except # for such adjustments to accounting standards and practices as are noted therein and # in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements) duringthroughout the periods involved; the otherinvolved. The selected financial and statistical data with respect to the Company and the Subsidiaries contained or incorporated by referenceincluded in the Registration StatementStatement, the General Disclosure Package and the Prospectus, are accuratelyProspectus present fairly in all material respects the information therein and fairly presented andhave been prepared on a basis consistent with that of the audited consolidated financial statements contained in the Registration Statement, any preliminary prospectus and books and records of the Company; there are noProspectus. No other financial statements (historical or pro forma) thatsupporting schedules are required to be included or incorporated by reference in the Registration Statement, or the Prospectus that are not included or incorporated by reference as required; the Companyany preliminary prospectus and the Subsidiaries do not have any material liabilities or obligations, direct or contingent (including any off balance sheet obligations), not described inProspectus. To the Registration Statement, and the Prospectus which are required to be described in the Registration Statement or Prospectus; andextent applicable, all disclosures contained or incorporated by reference in the Registration Statement and the Prospectus, if any,Prospectus regarding “non-GAAP financial measures” (asas such term is defined by the rules and regulations of the Commission)Commission comply in all material respects with Regulation G of the Exchange1934 Act, the rules and regulations of the Commission under the 1934 Act (the “1934 Act Regulations”) and Item 1010(e) of Regulation S-K underK. The pro forma financial statements included in the Securities Act,Registration Statement, the General Disclosure Package and Prospectus, if any, present fairly in all material respects the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements, and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the extent applicable.transactions and circumstances referred to therein. The interactive data in eXtensible Business Reporting Language included in the Registration Statement, the General Disclosure Package and the Prospectus presents fairly in all material respects the information included therein and has been prepared in all material respects in accordance with the Commission’s rules and guidelines applicable thereto.
Financial Information.Statements. The consolidated financial statements (including the notes thereto) of the Company and its consolidated subsidiaries included or incorporated by reference in the Registration Statement and the Prospectus, together with the related notes and schedules,Prospectus fairly present fairly, in all material respects,respects the consolidated financial position of the Company and the Subsidiaries (as defined below) as of the dates indicated and the consolidatedposition, results of operations, cash flows and changes in stockholders’ equity of the Company and its consolidated subsidiaries as of the Subsidiariesdates and for the periods specified (subject, intherein. Since the casedate of unauditedthe latest of such financial statements, to normal year-end audit adjustments which willthere has not be material, either individually or in the aggregate) andbeen a Material Adverse Change. Such financial statements have been prepared in compliance with the published requirements of the Securities Act and Exchange Act, as applicable, and in conformityaccordance with generally accepted accounting principles consistently applied throughout the periods involved (except as otherwise expressly disclosed in the United States (“GAAP”) applied on a consistent basis (except # for such adjustmentsnotes thereto) and comply as to form with the applicable accounting standards and practices as are noted therein and # inrequirements of Regulation S-X under the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements) during the periods involved; theSecurities Act. No other financial and statistical data with respect to the Company and the Subsidiaries containedstatements or incorporated by reference in the Registration Statement and the Prospectus, are accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Company; there are no financial statements (historical or pro forma) thatsupporting schedules are required to be included or incorporated by reference in the Registration Statement,Statement or the Prospectus that are not included or incorporated by reference as required; the Company and the Subsidiaries do not have any material liabilities or obligations, direct or contingent (including any off balance sheet obligations), not described in the Registration Statement, and the Prospectus which are required to be described in the Registration Statement or Prospectus; and all disclosures contained or incorporated by reference in the Registration Statement and the Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Exchange Act and Item 10 of Regulation S-K under the Securities Act, to the extent applicable.Prospectus.
Financial Information.Statements. The consolidated financial statements of the Company and the related notes thereto included or incorporated by reference in the Registration Statement and the Prospectus, together with the related notes and schedules, present fairly,Prospectus comply in all material respects,respects with the consolidatedapplicable requirements of the 1933 Act and the related rules and regulations of the Commission; present fairly in all material respects the financial position of the Company and the Subsidiaries (as defined below)its consolidated subsidiaries as of the dates indicated and the consolidated results of operations,operations and cash flows and changes in stockholders’ equity of the Company and the Subsidiariesits consolidated subsidiaries for the periods specified (subject, in the case of unaudited statements, to normal year-end audit adjustments which will not be material, either individually or in the aggregate)specified; and have been prepared in complianceconformity with the published requirements of the Securities Act and Exchange Act, as applicable, and in conformity withU.S. generally accepted accounting principles in the United States (“GAAP”) applied on a consistent basis (except # for such adjustments to accounting standards and practices as are noted therein and # in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements) duringthroughout the periods involved; the other financialcovered thereby (except as noted therein); and statistical data with respect to the Company and the Subsidiaries contained or incorporated by reference in the Registration Statement and the Prospectus, are accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Company; there are no financial statements (historical or pro forma) that are required to be included or incorporated by reference in the Registration Statement, or the Prospectus that are not included or incorporated by reference as required; the Company and the Subsidiaries do not have any material liabilities or obligations, direct or contingent (including any off balance sheet obligations), not described in the Registration Statement, and the Prospectus which are required to be described in the Registration Statement or Prospectus; and all disclosures contained or incorporated by reference in the Registration Statement and the Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Exchange Act and Item 10 of Regulation S-K under the Securities Act, to the extent applicable.
Preparation of the Financial Information.Statements. The consolidated financial statements of the CompanyParent, including the notes thereto, included or incorporated by reference in the Registration Statement and the Prospectus, together with the related notes and schedules,Public Filings present fairly, in all material respects,fairly the consolidated financial position of the CompanyParent and the Subsidiaries (as defined below) as ofits consolidated subsidiaries at the dates indicated and the consolidated resultsstatement of operations, stockholders’ equity and cash flows and changes in stockholders’ equity of the CompanyParent and the Subsidiariesits consolidated subsidiaries for the periods specified (subject,(subject in the case of unaudited statements to normal year-end audit adjustments, none of which are material). Such financial statements comply in all material respects as to form with the applicable accounting requirements of Regulation S-X under the Securities Act and have been prepared in all material respects in conformity with generally accepted accounting principles as applied in the United States (“GAAP”) applied on a consistent basis throughout the periods involved (except # in the case of unaudited quarterly statements, as may be permitted by Form 10-Q of the SEC or other rules and regulations of the SEC and # as may be indicated in the notes thereto and subject, in the case of unaudited statements, to normal year-end audit adjustments which will not be material, either individually oradjustments). The financial statement schedules attached to such financial statements present fairly in the aggregate) and have been prepared in complianceaccordance with the published requirements ofRegulation S-X under the Securities Act and Exchange Act,the information required to be stated therein. Except as applicable, and in conformity with generally accepted accounting principles in the United States (“GAAP”) applied on a consistent basis (except # for such adjustments to accounting standards and practices as are noted therein and # in the case of unaudited interim statements, to the extent they may exclude footnotesincluded therein, no historical or may be condensed or summary statements) during the periods involved; the other financial and statistical data with respect to the Company and the Subsidiaries contained or incorporated by reference in the Registration Statement and the Prospectus, are accurately and fairly presented and prepared on a basis consistent with thepro forma financial statements and books and records of the Company; there are no financial statements (historical or pro forma) thatsupporting schedules are required to be included or incorporated by reference in the Registration Statement, or the Prospectus that are not included or incorporated by reference as required; the Company and the Subsidiaries do not have any material liabilities or obligations, direct or contingent (including any off balance sheet obligations), not described in the Registration Statement, and the Prospectus which are required to be described in the Registration Statement or Prospectus; and all disclosures contained or incorporated by reference in the Registration Statement and the Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G ofPublic Filings under the Exchange Act and Item 10 of Regulation S-K under the Securities Act, to the extent applicable.Act.
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