The Lead Arranger shall have received (A) audited consolidated balance sheets and related statements of income and cash flows and stockholders’ equity of (i) the Borrower and its Subsidiaries for each of the fiscal years ended December 31, 2012, December 31, 2013 and December 31, 2014 (the “ Borrower Audited Financial Statements ”) and (ii) the Target and its Subsidiaries for each of the fiscal years ended March 31, 2013, March 31, 2014 and March 31, 2015 (the “ Target Audited Financial Statements ”), (B) unaudited consolidated balance sheets and related statements of income and cash flows and stockholders’ equity of (i) the Borrower and its Subsidiaries for each fiscal quarter ended after December 31, 2014 and at least 45 days prior to the Closing Date (the “ Borrower Quarterly Financial Statements ”) and (ii) Target and its Subsidiaries for each fiscal quarter ended after March 31, 2015 and at least 45 days prior to the Closing Date (the “ Target Quarterly Financial Statements ”) and (C) a pro forma consolidated balance sheet and related pro forma consolidated statement of income of the Borrower and its Subsidiaries (after giving effect the Transactions) as of and for the period of four (4) consecutive fiscal quarters ending June 30, 2015, prepared after giving effect to the Transactions as if the Transactions had occurred as of such date (in the case of such balance sheet) or at the beginning of such period (in the case of the statement of income) (the “ Pro Forma Financial Statements ”).