Call Reports. The financial statements contained in the Call Reports of Buyer Bank for the periods ending on or after December 31, 2017 (i) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (ii) fairly present in all material respects the financial condition of Buyer Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Bank to be prepared after the date of this Agreement and prior to the Closing (A) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (B) will fairly present in all material respects the financial condition of Buyer Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 3 contracts
Sources: Merger Agreement (Spirit of Texas Bancshares, Inc.), Merger Agreement (Simmons First National Corp), Merger Agreement (Spirit of Texas Bancshares, Inc.)
Call Reports. The financial statements contained in the Call Reports of Buyer Malvern Bank for the periods ending on or after December 31since September 30, 2017 2021 (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (iiiii) fairly present in all material respects the financial condition of Buyer Malvern Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Malvern Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, footnotes and (BC) will fairly present in all material respects the financial condition of Buyer Malvern Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Malvern Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 3 contracts
Sources: Merger Agreement (Malvern Bancorp, Inc.), Merger Agreement (Malvern Bancorp, Inc.), Merger Agreement (Malvern Bancorp, Inc.)
Call Reports. The financial statements contained in the Call Reports of Buyer Seller Bank for all of the periods ending on or after December 31, 2017 (i) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (ii) fairly present in all material respects the financial condition of Buyer Seller Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Seller Bank to be prepared after the date of this Agreement and prior to the Closing (A) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, footnotes and (B) will fairly present in all material respects the financial condition of Buyer Seller Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Seller Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 3 contracts
Sources: Merger Agreement (Spirit of Texas Bancshares, Inc.), Merger Agreement (Simmons First National Corp), Merger Agreement (Spirit of Texas Bancshares, Inc.)
Call Reports. The financial statements contained in the Call Reports of Buyer Company Bank for the periods ending ended on or after December 31, 2017 2022, (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (ii) fairly present in all material respects the financial condition of Buyer Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Bank to be prepared after the date of this Agreement and prior to the Closing (A) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (Biii) will fairly present in all material respects the financial condition of Buyer Company Bank as of the respective dates set forth therein and the results of operations and shareholdersstockholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Company Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (C) will fairly present in all material respects the financial condition of Company Bank as of the respective dates set forth therein and the results of operations and stockholders’ equity of Buyer Company Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 2 contracts
Sources: Merger Agreement (Old Second Bancorp Inc), Merger Agreement (Old Second Bancorp Inc)
Call Reports. The financial statements contained in the Call Reports of Buyer Bank for the with respect to periods ending on or after December 31, 2017 2012, and through the date of this Agreement (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (iiiii) fairly present in all material respects the financial condition of Buyer Southwest Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Southwest Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, footnotes and (BC) will fairly present in all material respects the financial condition of Buyer Southwest Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Southwest Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Simmons First National Corp), Merger Agreement (Simmons First National Corp)
Call Reports. The financial statements contained in the Call Reports of Buyer Seller Bank for the periods ending ended on or after December 31, 2017 2022, (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (ii) fairly present in all material respects the financial condition of Buyer Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Bank to be prepared after the date of this Agreement and prior to the Closing (A) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (Biii) will fairly present in all material respects the financial condition of Buyer Seller Bank as of the respective dates set forth therein and the results of operations and shareholdersstockholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Seller Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (C) will fairly present in all material respects the financial condition of Seller Bank as of the respective dates set forth therein and the results of operations and stockholders’ equity of Buyer Seller Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (FB Financial Corp), Agreement and Plan of Merger (FB Financial Corp)
Call Reports. The financial statements contained in the Call Reports of Buyer Seller Bank for the periods ending ended on or after December 31, 2017 2020, (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes footnotes, and (iiiii) fairly present in all material respects the financial condition of Buyer Seller Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Seller Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (BC) will fairly present in all material respects the financial condition of Buyer Seller Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Seller Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 2 contracts
Sources: Merger Agreement (Renasant Corp), Merger Agreement (First Bancshares Inc /MS/)
Call Reports. The financial statements contained in the Call Reports of Buyer Bank for the periods ending ended on or after December 31, 2017 2020, (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes footnotes, and (iiiii) fairly present in all material respects the financial condition of Buyer Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (BC) will fairly present in all material respects the financial condition of Buyer Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 2 contracts
Sources: Merger Agreement (Renasant Corp), Merger Agreement (First Bancshares Inc /MS/)
Call Reports. The financial statements contained in the Call Reports of Buyer Bank for the with respect to periods ending on or after December 31, 2017 2012, and through the date of this Agreement (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (iiiii) fairly present in all material respects the financial condition of Buyer Target Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Target Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, footnotes and (BC) will fairly present in all material respects the financial condition of Buyer Target Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Target Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 1 contract
Call Reports. The financial statements contained in the Call Reports of Buyer Landmark Bank for all of the periods ending on or after December 31, 2017 2014 (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (iiiii) fairly present in all material respects the financial condition of Buyer Landmark Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Landmark Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, footnotes and (BC) will fairly present in all material respects the financial condition of Buyer Landmark Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Landmark Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 1 contract
Call Reports. The financial statements contained in the Call Reports of Buyer Reliance Bank for all of the periods ending on or after December 31, 2017 2013 (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (iiiii) fairly present in all material respects the financial condition of Buyer Reliance Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Reliance Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, footnotes and (BC) will fairly present in all material respects the financial condition of Buyer Reliance Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity of Buyer Reliance Bank for the respective periods set forth therein, subject to year-end adjustments.
Appears in 1 contract
Call Reports. The financial statements contained in the Call Reports of Buyer Seller Bank for the periods ending ended on or after December 31, 2017 2022, (i) are true, accurate and complete in all material respects, (ii) have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes and (ii) fairly present in all material respects the financial condition of Buyer Bank as of the respective dates set forth therein and the results of operations and shareholders’ equity for the respective periods set forth therein, subject to year-end adjustments. The financial statements contained in the Call Reports of Buyer Bank to be prepared after the date of this Agreement and prior to the Closing (A) will have been prepared in accordance with GAAP (except to the extent applicable Law requires otherwise) and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (Biii) will fairly present in all material respects the financial condition of Buyer Seller Bank as of the respective dates set forth therein and the results of operations and shareholdersstockholders’ equity of Buyer Bank for the respective periods set forth therein, subject to year-end adjustments.. The financial statements contained in the Call Reports of Seller Bank to be prepared after the date of this Agreement and prior to the Closing (A) will be true, accurate and complete in all material respects, (B) will have been prepared in accordance with GAAP and regulatory accounting principles consistently applied, except as may be otherwise indicated in the notes thereto and except for the omission of footnotes, and (C) will fairly present in all material respects the financial condition of Seller Bank as of the respective dates set forth therein and the results of operations and stockholders’ equity of Seller Bank for the respective periods set forth therein,
Appears in 1 contract
Sources: Merger Agreement (Southern States Bancshares, Inc.)