Common use of Financial Statements and Related Matters Clause in Contracts

Financial Statements and Related Matters. (i) Attached hereto as the Schedule H are true, correct and complete copies of the following financial statements (the “Financial Statements”): (a) the audited balance sheet of the Predecessor as of December 31, 2020 and December 31, 2019 and the audited statements of income and cash flows for the annual period then ended and (b) the unaudited balance sheet (the “Latest Balance Sheet”) of the Predecessor as of September 30, 2021 (the “Latest Balance Sheet Date”) and the unaudited statements of income and cash flows for the nine month period then ended. (ii) The Financial Statements (including the notes thereto, if any) present fairly in all material respects the financial condition and results of operations and cash flows of the Company and the Company Subsidiaries as of the date thereof and for the periods covered thereby (subject to normal and recurring year-end audit adjustments, the effect of which would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole), and have been prepared in accordance with IFRS consistently applied throughout the periods covered thereby (subject to the absence of footnote disclosures and normal and recurring year-end audit adjustments, the effect of which will not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole). The Financial Statements were prepared based on and are consistent with the books and records of the Company and the Company Subsidiaries, which are complete and accurate in all material respects.

Financial Statements and Related Matters. (ia) Attached hereto as the Schedule H 3.4(a) are true, correct and complete copies of the following financial statements (collectively, the “Financial Statements”): (a) the audited balance sheet of the Predecessor as of December 31, 2020 and December 31, 2019 and the audited statements of income and cash flows for the annual period then ended and (bi) the unaudited balance sheet of the Company as of June 30, 2024 (the “Latest Balance Sheet”) of ” and the Predecessor as of September 30date thereof, 2021 (the “Latest Balance Sheet Date”) ), and the unaudited statements related statement of income profit and loss and statement of cash flows for the nine six-month period then ended. , and (ii) The the unaudited balance sheet of the Company of the Company as of December 31, 2023 and December 31, 2022 and the related statement of profit and loss and statement of cash flows for each of the 12-month periods then ended. Each Financial Statements Statement: (including the notes theretoA) is true, if any) present fairly accurate and complete in all material respects respects, does not omit to state any fact necessary to make the financial condition and results of operations and cash flows statements contained therein in light of the Company and the Company Subsidiaries as of the date thereof and for the periods covered thereby (subject to normal and recurring year-end audit adjustmentscircumstances in which they were made, the effect of which would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole)not misleading, and have been was prepared in accordance with IFRS consistently GAAP applied on a consistent basis throughout the periods covered thereby indicated, (subject to the absence of footnote disclosures and normal and recurring year-end audit adjustments, the effect of which will not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole). The Financial Statements were prepared based on and are B) is consistent with the books and records of the Company (which, in turn, are accurate and the Company Subsidiaries, which are complete and accurate in all material respects), (C) presents fairly in all material respects the financial condition of the Company as of the respective dates thereof and the operating results of the Company for the periods covered thereby and (D) does not reflect any transactions which are not bona fide transactions. (b) Except as set forth on Schedule 3.4(b), the Company has no liabilities (contingent or otherwise) and there is no existing condition, fact or set of circumstances that could reasonably be expected to result in any liabilities, except for: (i) performance obligations under Contracts described on Schedule 3.9(a) (or under Contracts entered into in the Ordinary Course of Business which, because of the dollar thresholds set forth in Section 3.9(a), are not required to be described on Schedule 3.9(a), none of which involves non-performance or a breach), (ii) liabilities reflected (and adequately reserved for) on the face of the Latest Balance Sheet and (iii) liabilities of the type set forth on the face of the Latest Balance Sheet which have arisen after the date of the Latest Balance Sheet in the Ordinary Course of Business (none of which is a liability for breach of Contract or involves a tort, infringement, claim, lawsuit, warranty or environmental, health or safety matter). (c) The inventories and raw materials of the Company, including those reflected in the Financial Statements, are of a quantity and quality usable and saleable in the Ordinary Course of Business within a reasonable period of time and without discount outside of the Ordinary Course of Business, are merchantable and fit and sufficient for their particular purpose and are reasonable in kind and amount in light of the normal needs of the Company. None of the inventory of the Company is subject to any consignment, bailment, warehousing or similar Contract. (d) All of the notes and accounts receivable of the Company, including those reflected in the Financial Statements, arose from the bona fide sales of goods or services in the Ordinary Course of Business to Persons that are not Insiders, and are not subject to any defenses, counterclaims or offsets. The Company has not received any notice indicating that any account debtor does not intend to pay any notes or accounts receivable. (e) The Company has established and adhered to a system of internal accounting controls which are designed to provide assurance regarding the reliability of financial reporting. There has never been (i) any significant deficiency or weakness in the system of internal accounting controls used by the Company except as set forth on Schedule 3.4(e), (ii) any fraud by any of the Company’s, managers, directors, officers, employees or independent contractors, (iii) any wrongdoing that involves any manager, director, officer, employee or independent contractor of the Company who has or had a role in the preparation of financial statements or the internal accounting controls used by the Company or (iv) any claim or allegation regarding any of the foregoing.

Financial Statements and Related Matters. (i) Attached hereto as the Schedule H G are true, correct and complete copies of the following financial statements (the “Financial Statements”): (a) the audited balance sheet of the Predecessor Company as of December 31, 2020 and December 31, 2019 2021 and the audited statements of income and cash flows for the annual period then ended and (b) the unaudited balance sheet (the “Latest Balance Sheet”) of the Predecessor Company as of September 30, 2021 2022 (the “Latest Balance Sheet Date”) and the unaudited statements of income and cash flows for the nine month period then ended. (ii) The Financial Statements (including the notes thereto, if any) present fairly in all material respects the financial condition and results of operations and cash flows of the Company and the Company Subsidiaries as of the date thereof and for the periods covered thereby (subject to normal and recurring year-end audit adjustments, the effect of which would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole), and have been prepared in accordance with IFRS GAAP consistently applied throughout the periods covered thereby (subject to the absence of footnote disclosures and normal and recurring year-end audit adjustments, the effect of which will not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole). The Financial Statements were prepared based on and are consistent with the books and records of the Company and the Company Subsidiaries, which are complete and accurate in all material respects.

Financial Statements and Related Matters. (i) Attached hereto as the Schedule H G are true, correct and complete copies of the following financial statements (the “Financial Statements”): (a) the audited balance sheet of the Predecessor Company as of December 31, 2020 and December 31, 2019 2023 and the audited statements of income and cash flows for the annual period then ended and (b) the unaudited balance sheet (the “Latest Balance Sheet”) of the Predecessor Company as of September 30, 2021 2024 (the “Latest Balance Sheet Date”) and the unaudited statements of income and cash flows for the nine month period then ended. (ii) The Financial Statements (including the notes thereto, if any) present fairly in all material respects the financial condition and results of operations and cash flows of the Company and the Company Subsidiaries as of the date thereof and for the periods covered thereby (subject to normal and recurring year-end audit adjustments, the effect of which would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole), and have been prepared in accordance with IFRS GAAP consistently applied throughout the periods covered thereby (subject to the absence of footnote disclosures and normal and recurring year-end audit adjustments, the effect of which will not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole). The Financial Statements were prepared based on and are consistent with the books and records of the Company and the Company Subsidiaries, which are complete and accurate in all material respects.

Financial Statements and Related Matters. (ia) Attached hereto as Section 3.11(a) of the Schedule H are Disclosure Letter contains true, correct and complete copies of the following (i) audited consolidated financial statements of the Company and its Subsidiaries, as of and for the periods ended December 31, 2018 and December 31, 2019 (collectively, the “Annual Financial Statements”) and the related consolidated balance sheets, statements of income, statements of retained earnings and other comprehensive income, and statements of cash flows, and (ii) unaudited interim consolidated financial statements of the Company and its Subsidiaries at and for the nine-month period ended September 30, 2020 (the “Balance Sheet Date”) (the “Interim Financial Statements”) and the related consolidated balance sheet and statement of income (the Annual Financial Statements and the Interim Financial Statements, collectively, the “Financial Statements”): (a) the audited balance sheet of the Predecessor as of December 31, 2020 and December 31, 2019 and the audited statements of income and cash flows for the annual period then ended and (b) the unaudited balance sheet (the “Latest Balance Sheet”) of the Predecessor as of September 30, 2021 (the “Latest Balance Sheet Date”) and the unaudited statements of income and cash flows for the nine month period then ended. (ii) ). The Financial Statements (including have been prepared in accordance with GAAP and all applicable rules and regulations as modified by the notes theretoHistorical Accounting Practices, if any) and, in the case of the Interim Financial Statements, subject to normal year-end adjustments and the absence of notes. The Financial Statements accurately and fairly present fairly in all material respects the consolidated financial condition and position, results of operations and cash flows of the Company and its Subsidiaries at the Company Subsidiaries as of the date thereof dates and for the periods covered thereby (subject to normal and recurring year-end audit adjustments, the effect of which would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole), and have been prepared in accordance with IFRS consistently applied throughout the periods covered thereby (subject to the absence of footnote disclosures and normal and recurring year-end audit adjustments, the effect of which will not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole). The Financial Statements were prepared based on indicated therein and are consistent with the books and records of the Company (except as expressly noted therein). (b) The Company and the Company Subsidiariesits Subsidiaries (i) make and keep books, which are complete records and accurate accounts, which, in reasonable detail, accurately and fairly reflect, in all material respects, the transactions and dispositions of assets of the Company and any of its Subsidiaries and (ii) maintain a system of internal accounting controls sufficient, in all material respects, to provide reasonable assurances (A) all transactions are executed in accordance with management’s general or specific authorization and (B) access to the property and assets of the Company and any of its Subsidiaries is permitted only in accordance with management’s general or specific authorization.

Financial Statements and Related Matters. (ia) Attached hereto as the Schedule H 3.4(a) are true, correct and complete copies of the following financial statements (collectively, the “Financial Statements”): (a) the audited balance sheet of the Predecessor as of December 31, 2020 and December 31, 2019 and the audited statements of income and cash flows for the annual period then ended and (bi) the unaudited balance sheet of the Company as of June 30, 2024 (the “Latest Balance Sheet”) of ” and the Predecessor as of September 30date thereof, 2021 (the “Latest Balance Sheet Date”) ), and the unaudited statements related statement of income profit and loss and statement of cash flows for the nine six-month period then ended. , and (ii) The the unaudited balance sheet of the Company of the Company as of December 31, 2023 and December 31, 2022 and the related statement of profit and loss and statement of cash flows for each of the 12-month periods then ended. Each Financial Statements Statement: (including the notes theretoA) is true, if any) present fairly accurate and complete in all material respects respects, does not omit to state any fact necessary to make the financial condition and results of operations and cash flows statements contained therein in light of the Company and the Company Subsidiaries as of the date thereof and for the periods covered thereby (subject to normal and recurring year-end audit adjustmentscircumstances in which they were made, the effect of which would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole)not misleading, and have been was prepared in accordance with IFRS consistently GAAP applied on a consistent basis throughout the periods covered thereby indicated, (subject to the absence of footnote disclosures and normal and recurring year-end audit adjustments, the effect of which will not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole). The Financial Statements were prepared based on and are B) is consistent with the books and records of the Company (which, in turn, are accurate and the Company Subsidiaries, which are complete and accurate in all material respects), (C) presents fairly in all material respects the financial condition of the Company as of the respective dates thereof and the operating results of the Company for the periods covered thereby and (D) does not reflect any transactions which are not bona fide transactions. (b) Except as set forth on Schedule 3.4(b), the Company has no liabilities (contingent or otherwise) and there is no existing condition, fact or set of circumstances that could reasonably be expected to result in any liabilities, except for: (i) performance obligations under Contracts described on Schedule 3.9(a) (or under Contracts entered into in the Ordinary Course of Business which, because of the dollar thresholds set forth in Section 3.9(a), are not required to be described on Schedule 3.9(a), none of which involves non-performance or a breach), (ii) liabilities reflected (and adequately reserved for) on the face of the Latest Balance Sheet and (iii) liabilities of the type set forth on the face of the Latest Balance Sheet which have arisen after the date of the Latest Balance Sheet in the Ordinary Course of Business (none of which is a liability for breach of 8 FH12251261.5 Contract or involves a tort, infringement, claim, lawsuit, warranty or environmental, health or safety matter). (c) The inventories and raw materials of the Company, including those reflected in the Financial Statements, are of a quantity and quality usable and saleable in the Ordinary Course of Business within a reasonable period of time and without discount outside of the Ordinary Course of Business, are merchantable and fit and sufficient for their particular purpose and are reasonable in kind and amount in light of the normal needs of the Company. None of the inventory of the Company is subject to any consignment, bailment, warehousing or similar Contract. (d) All of the notes and accounts receivable of the Company, including those reflected in the Financial Statements, arose from the bona fide sales of goods or services in the Ordinary Course of Business to Persons that are not Insiders, and are not subject to any defenses, counterclaims or offsets. The Company has not received any notice indicating that any account debtor does not intend to pay any notes or accounts receivable. (e) The Company has established and adhered to a system of internal accounting controls which are designed to provide assurance regarding the reliability of financial reporting. There has never been (i) any significant deficiency or weakness in the system of internal accounting controls used by the Company except as set forth on Schedule 3.4(e), (ii) any fraud by any of the Company’s, managers, directors, officers, employees or independent contractors, (iii) any wrongdoing that involves any manager, director, officer, employee or independent contractor of the Company who has or had a role in the preparation of financial statements or the internal accounting controls used by the Company or (iv) any claim or allegation regarding any of the foregoing.

Financial Statements and Related Matters. (a) Included in Section 5.7 of the Disclosure Schedule are copies of (i) Attached hereto as the Schedule H are true, correct and complete copies unaudited balance sheets of the following financial statements Company as of the last day of December in each of the years 1999 and 2000, inclusive (the “Financial Statements”): (a) the audited such balance sheet of the Predecessor as of December 31, 2020 and December 312000, 2019 the "MOST RECENT BALANCE SHEET"), and the audited related unaudited statements of income and cash flows retained earnings, respectively, of the Company, for the annual period then fiscal years ended on such dates (the "ANNUAL FINANCIAL STATEMENTS"), and (bii) the unaudited balance sheet (the “Latest Balance Sheet”) of the Predecessor Company as of September 30February 28, 2021 (the “Latest Balance Sheet Date”) 2001, and the related unaudited statements of income and cash flows retained earnings, respectively, of the Company, for the nine two-month period then ended. (ii) ended on such date. The Annual Financial Statements are in the same form as audited financial statements, subject only to completion of an audit opinion. Each of such financial statements is true and correct and has been prepared in accordance with generally accepted accounting principles applied on a basis consistent with prior periods (including except that the notes thereto, if any) present fairly in all material respects financial statements do not contain footnotes and other presentation items that may be required by generally accepted accounting principles); each of such balance sheets accurately presents the financial condition of the Company as of its respective date; and each of such statements of income and retained earnings and cash flows, respectively, accurately presents the results of operations and retained earnings, or cash flows flows, as the case may be, of the Company and the Company Subsidiaries as of the date thereof and for the periods period covered thereby thereby; in each case, subject, with respect to the unaudited financial statements referred to in clause (subject ii) of this section, to normal the absence of footnote disclosure and to normal, recurring yearend-end audit of-period adjustments, the effect of which would notwhich, both individually or and in the aggregate, will not be material material. (b) All accounts and notes receivable reflected on the Most Recent Balance Sheet, and all accounts and notes receivable arising subsequent to the date of the Most Recent Balance Sheet, have arisen in the ordinary course of business, represent valid obligations owing to the Company and the Company Subsidiaries, taken as a whole), and have been prepared collected or are collectible in the aggregate recorded amounts thereof in accordance with IFRS consistently applied throughout their terms, net of the periods covered thereby reserve for uncollected accounts to be set forth on the Closing Date Pro Forma Balance Sheet. (subject to the absence of footnote disclosures c) The inventory and normal and recurring year-end audit adjustments, the effect of which will not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole). The Financial Statements were prepared based on and are consistent with the books and records supplies of the Company are adequate for present needs and are in usable and saleable condition in the Company Subsidiariesordinary course of business, which are complete and accurate in all material respectssubject only to appropriate reserves for obsolescence to be reflected on the Closing Date Pro Forma Balance Sheet.

Financial Statements and Related Matters. (ia) Attached hereto as Section 3.04(a) of the Schedule H are Company Disclosure Letter sets forth true, correct and complete copies of the following financial statements (collectively, the “Financial Statements”): ): (ai) the audited balance sheet of the Predecessor AceCo Precision Manufacturing, LLC as of December 31, 2020 and December 312019, 2019 and the related audited statements of income and member’s equity and cash flows for the annual three-month period ended December 31, 2019; (ii) the audited consolidated balance sheet of TCFII NxEdge LLC and its subsidiaries as of December 31, 2019, and the related audited statements of income and member’s equity and cash flows for the fiscal year then ended ended; (iii) the audited consolidated balance sheet of the Company Entities as of each of December 31, 2020, and the related audited consolidated statements of income and owners’ equity and cash flows for the fiscal year then ended; and (biv) the unaudited consolidated balance sheet (the “Latest Balance Sheet”) of the Predecessor Company Entities as of September 30, 2021 (the “Latest Balance Sheet DateSheet”) ), and the related unaudited consolidated statements of income and cash flows for the nine nine-month period then ended. (ii) The . Each of the Financial Statements (including the notes thereto, if any) present has been prepared from and is consistent with the books and records of the Company Entities, presents fairly in all material respects the financial condition and results of operations and cash flows of the Company and the Company Subsidiaries Entities on a consolidated basis as of the date dates thereof and for the periods covered thereby (subject to normal and recurring year-end audit adjustments, the effect of which would not, individually or in the aggregate, be material to the Company and the Company Subsidiaries, taken as a whole), and have has been prepared in accordance with IFRS GAAP, consistently applied throughout the periods covered thereby (subject subject, in the case of the unaudited Financial Statements, to the absence of footnote disclosures and and, in the case of the Latest Balance Sheet, to normal and recurring year-end audit adjustments, the effect adjustments for recurring accruals (none of which will notadjustments would be material, individually or in the aggregate, be material to the Company and the Company Subsidiaries, Entities taken as a whole). ). (b) The Financial Statements were prepared based on and are consistent with the books and records inventory of the Company Entities shown on the Latest Balance Sheet, net of the reserves applicable thereto as shown on the Latest Balance Sheet, is (i) of a quantity and quality maintained by the Company SubsidiariesEntities in the ordinary course of business, which (ii) adequate for the Company Entities to conduct their businesses as currently conducted, (iii) not damaged except as specifically reserved for on the Latest Balance Sheet and (iv) not obsolete. (c) The accounts receivable that are complete reflected on the Latest Balance Sheet (collectively, the “Accounts Receivable”) are recorded in accordance with GAAP and accurate represent or will represent (i) valid obligations arising from sales actually made or services actually performed by the Company Entities in all material respectsthe ordinary course of business and (ii) amounts due to the Company Entities with respect to arm’s length transactions entered into in the ordinary course of business. There is no written claim or Action, or to the Knowledge of the Company any threatened Action, relating to the amount or validity of such Accounts Receivable.