17. Supplemental Guarantor Information

Our 6.875% senior notes due 2022 and 5.875% senior notes due 2025 (which we collectively refer to as our “Senior Notes”) are our unsecured senior obligations and are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by substantially all of our direct and indirect wholly-owned operating subsidiaries (which we refer to collectively as “Guarantors”).

Each of the indentures governing our Senior Notes provides that the guarantees of a Guarantor will be automatically and unconditionally released and discharged: (1) upon any sale, transfer, exchange or other disposition (by merger, consolidation or otherwise) of all of the equity interests of such Guarantor after which the applicable Guarantor is no longer a “Restricted Subsidiary” (as defined in the respective indentures), which sale, transfer, exchange or other disposition does not constitute an “Asset Sale” (as defined in the respective indentures) or is made in compliance with applicable provisions of the applicable indenture; (2) upon any sale, transfer, exchange or other disposition (by merger, consolidation or otherwise) of all of the assets of such Guarantor, which sale, transfer, exchange or other disposition does not constitute an Asset Sale or is made in compliance with applicable provisions of the applicable indenture; provided, that after such sale, transfer, exchange or other disposition, such Guarantor is an “Immaterial Subsidiary” (as defined in the respective indentures); (3) unless a default has occurred and is continuing, upon the release or discharge of such Guarantor from its guarantee of any indebtedness for borrowed money of the Company and the Guarantors so long as such Guarantor would not then otherwise be required to provide a guarantee pursuant to the applicable indenture; provided that if such Guarantor has incurred any indebtedness in reliance on its status as a Guarantor in compliance with applicable provisions of the applicable Indenture, such Guarantor’s obligations under such indebtedness, as the case may be, so incurred are satisfied in full and discharged or are otherwise permitted to be incurred by a Restricted Subsidiary (other than a Guarantor) in compliance with applicable provisions of the applicable Indenture; (4) upon the designation of such Guarantor as an “Unrestricted Subsidiary” (as defined in the respective Indentures), in accordance with the applicable indenture; (5) if the Company exercises its legal defeasance option or covenant defeasance option under the applicable indenture or if the obligations of the Company and the Guarantors are discharged in compliance with applicable provisions of the applicable indenture, upon such exercise or discharge; or (6) in connection with the dissolution of such Guarantor under applicable law in accordance with the applicable indenture.

As the guarantees were made in connection with exchange offers effected in February 2015, October 2015 and April 2017 and the issuance of the 5.875% senior notes due 2025, the Guarantors’ condensed financial information is presented as if the guarantees existed during the periods presented. If any Guarantors are released from the guarantees in future periods, the changes are reflected prospectively.

We have determined that separate, full financial statements of the Guarantors would not be material to investors and, accordingly, supplemental financial information is presented below:


	Supplemental Condensed Consolidated Balance Sheet
	As of June 30, 2018 (in thousands)

			Guarantor		Non Guarantor		Elimination		Consolidated
	Century		Subsidiaries		Subsidiaries		Entries		Century
Assets
Cash and cash equivalents	$	—	$	8,343	$	18,258	$	(7,119)	$	19,482
Cash held in escrow		—		43,880		—		—		43,880
Accounts receivable		9,169		11,680		41		—		20,890
Investment in consolidated subsidiaries		1,722,426		—		—		(1,722,426)		—
Inventories		—		1,696,931		—		—		1,696,931
Mortgage loans held for sale		—		—		57,353		—		57,353
Prepaid expenses and other assets		7,060		61,914		2,132		—		71,106
Deferred tax assets, net		9,704		—		—		—		9,704
Property and equipment, net		12,399		19,398		685		—		32,482
Amortizable intangible assets, net		—		5,573		—		—		5,573
Goodwill		—		28,272		—		—		28,272
Total assets	$	1,760,758	$	1,875,991	$	78,469	$	(1,729,545)	$	1,985,673
Liabilities and stockholders’ equity
Liabilities:
Accounts payable	$	24,610	$	41,737	$	380	$	(7,119)	$	59,608
Accrued expenses and other liabilities		27,487		132,474		2,124		—		162,085
Senior notes payable		774,955		2,320		—		—		777,275
Revolving line of credit		130,000		—		—		—		130,000
Mortgage repurchase facilities		—		—		52,999		—		52,999
Total liabilities		957,052		176,531		55,503		(7,119)		1,181,967
Stockholders’ equity:		803,706		1,699,460		22,966		(1,722,426)		803,706
Total liabilities and stockholders’ equity	$	1,760,758	$	1,875,991	$	78,469	$	(1,729,545)	$	1,985,673


	Supplemental Condensed Consolidated Balance Sheet
	As of December 31, 2017 (in thousands)
			Guarantor		Non Guarantor		Elimination		Consolidated
	Century		Subsidiaries		Subsidiaries		Entries		Century
Assets
Cash and cash equivalents	$	56,234	$	23,399	$	9,199	$	—	$	88,832
Cash held in escrow		—		37,088		635		—		37,723
Accounts receivable		3,124		9,944		(69)		—		12,999
Investment in consolidated subsidiaries		1,434,619		—		—		(1,434,619)		—
Inventories		—		1,390,354		—		—		1,390,354
Mortgage loans held for sale		—		—		52,327		—		52,327
Prepaid expenses and other assets		3,028		57,273		511		—		60,812
Deferred tax assets, net		5,555		—		—		—		5,555
Property and equipment, net		11,694		15,683		534		—		27,911
Investment in unconsolidated subsidiaries		28,208		—		—				28,208
Amortizable intangible assets, net		—		2,938		—		—		2,938
Goodwill		—		27,363		—		—		27,363
Total assets	$	1,542,462	$	1,564,042	$	63,137	$	(1,434,619)	$	1,735,022
Liabilities and stockholders’ equity
Liabilities:
Accounts payable	$	1,452	$	23,057	$	322	$	—	$	24,831
Accrued expenses and other liabilities		31,814		117,070		1,472		—		150,356
Senior notes payable		773,963		2,320		—		—		776,283
Revolving line of credit		—		—		—		—		—
Mortgage repurchase facilities		—		—		48,319		—		48,319
Total liabilities		807,229		142,447		50,113		—		999,789
Stockholders’ equity:		735,233		1,421,595		13,024		(1,434,619)		735,233
Total liabilities and stockholders’ equity	$	1,542,462	$	1,564,042	$	63,137	$	(1,434,619)	$	1,735,022



		Supplemental Condensed Consolidated Statement of Operations
	For the Three Months Ended June 30, 2018 (in thousands)
				Guarantor		Non Guarantor		Elimination		Consolidated
		Century		Subsidiaries		Subsidiaries		Entries		Century
Revenues
Homebuilding revenues
Home sales revenues		$	—	$	522,164	$	—	$	—	$	522,164
Land sales and other revenues			—		1,714		—		—		1,714
			—		523,878		—		—		523,878
Financial services revenue			—		—		8,014		—		8,014
Total revenues			—		523,878		8,014		—		531,892
Homebuilding cost of revenues
Cost of homes sales revenues			—		(427,197)		—		—		(427,197)
Cost of land sales and other revenues			—		(1,040)		—		—		(1,040)
			—		(428,237)		—		—		(428,237)
Financial services costs			—		—		(5,385)		—		(5,385)
Selling, general and administrative			(18,154)		(45,480)		—		—		(63,634)
Acquisition expense			(165)		—		—		—		(165)
Equity in earnings from consolidated subsidiaries			34,555		—		—		(34,555)		—
Equity in income of unconsolidated subsidiaries			11,681		—		—		—		11,681
Other income (expense)			(22)		372		—		—		350
Income before income tax expense			27,895		50,533		2,629		(34,555)		46,502
Income tax (expense) benefit			5,298		(17,687)		(920)		—		(13,309)
Net income		$	33,193	$	32,846	$	1,709	$	(34,555)	$	33,193


		Supplemental Condensed Consolidated Statement of Operations
	For the Three Months Ended June 30, 2017 (in thousands)

				Guarantor		Non Guarantor		Elimination		Consolidated
		Century		Subsidiaries		Subsidiaries		Entries		Century
Revenues
Homebuilding revenues
Home sales revenues		$	—	$	287,588	$	—	$	—	$	287,588
Land sales and other revenues			—		2,493		—		—		2,493
			—		290,081		—		—		290,081
Financial services revenue			—		—		1,502		241		1,743
Total revenues			—		290,081		1,502		241		291,824
Homebuilding cost of revenues
Cost of homes sales revenues			—		(233,888)		—		—		(233,888)
Cost of land sales and other revenues			—		(1,746)		—		—		(1,746)
			—		(235,634)		—		—		(235,634)
Financial services costs			—		—		(1,445)		—		(1,445)
Selling, general and administrative			(7,587)		(26,633)		—		—		(34,220)
Acquisition expense			(916)		—		—		—		(916)
Equity in earnings from consolidated subsidiaries			18,687		—		—		(18,687)		—
Equity in income from unconsolidated subsidiaries			2,676		—		—		—		2,676
Other income (expense)			316		508		—		—		824
Income before income tax expense			13,176		28,322		57		(18,446)		23,109
Income tax (expense) benefit			1,655		(9,913)		(20)		—		(8,278)
Net income		$	14,831	$	18,409	$	37	$	(18,446)	$	14,831


		Supplemental Condensed Consolidated Statement of Operations
	For the Six Months Ended June 30, 2018 (in thousands)

				Guarantor		Non Guarantor		Elimination		Consolidated
		Century		Subsidiaries		Subsidiaries		Entries		Century
Revenues
Homebuilding revenues
Home sales revenues		$	—	$	916,995	$	—	$	—	$	916,995
Land sales and other revenues			—		3,174		—		—		3,174
			—		920,169		—		—		920,169
Financial services revenue			—		—		13,571		—		13,571
Total revenues			—		920,169		13,571		—		933,740
Homebuilding cost of revenues
Cost of homes sales revenues			—		(746,780)		—		—		(746,780)
Cost of land sales and other revenues			—		(1,917)		—		—		(1,917)
			—		(748,697)		—		—		(748,697)
Financial services costs			—		—		(9,781)		—		(9,781)
Selling, general and administrative			(33,616)		(86,540)		—		—		(120,156)
Acquisition expense			(338)		—		—		—		(338)
Equity in earnings from consolidated subsidiaries			65,837		—		—		(65,837)		—
Equity in income of unconsolidated subsidiaries			14,849		—		—		—		14,849
Other income (expense)			(255)		247		—		—		(8)
Income (loss) before income tax expense			46,477		85,179		3,790		(65,837)		69,609
Income tax (expense) benefit			6,735		(22,146)		(986)		—		(16,397)
Net income		$	53,212	$	63,033	$	2,804	$	(65,837)	$	53,212


		Supplemental Condensed Consolidated Statement of Operations
	For the Six Months Ended June 30, 2017 (in thousands)

				Guarantor		Non Guarantor		Elimination		Consolidated
		Century		Subsidiaries		Subsidiaries		Entries		Century
Revenues
Homebuilding revenues
Home sales revenues		$	—	$	514,008	$	—	$	—	$	514,008
Land sales and other revenues			—		4,389		—		—		4,389
			—		518,397		—		—		518,397
Financial services revenue			—		—		1,743		—		1,743
Total revenues			—		518,397		1,743		—		520,140
Homebuilding cost of revenues
Cost of homes sales revenues			—		(416,212)		—		—		(416,212)
Cost of land sales and other revenues			—		(2,890)		—		—		(2,890)
			—		(419,102)		—		—		(419,102)
Financial services costs			—		—		(2,199)		—		(2,199)
Selling, general and administrative			(17,535)		(49,897)		—		—		(67,432)
Acquisition expense			(1,439)		—		—		—		(1,439)
Equity in earnings from consolidated subsidiaries			32,400		—		—		(32,400)		—
Equity in income from unconsolidated subsidiaries			3,931		—		—		—		3,931
Other income (expense)			357		868		36		—		1,261
Income (loss) before income tax expense			17,714		50,266		(420)		(32,400)		35,160
Income tax (expense) benefit			5,916		(17,593)		147		—		(11,530)
Net income		$	23,630	$	32,673	$	(273)	$	(32,400)	$	23,630


	Supplemental Condensed Consolidated Statement of Cash Flows
	For the Six Months Ended June 30, 2018 (in thousands)
			Guarantor		Non Guarantor		Elimination		Consolidated
	Century		Subsidiaries		Subsidiaries		Entries		Century
Net cash provided by/(used in) operating activities	$	(28,930)	$	(43,880)	$	(963)	$	(7,119)	$	(80,892)
Net cash used in investing activities	$	(68,490)	$	(163,120)	$	(152)	$	196,514	$	(35,248)
Financing activities
Borrowings under revolving credit facilities	$	305,000	$	—	$	—	$	—	$	305,000
Payments on revolving credit facilities		(175,000)		—		—		—		(175,000)
Extinguishments of debt assumed in business combination		(94,231)		—		—		—		(94,231)
Debt issuance costs		(3,521)		—		—		—		(3,521)
Repurchases of common stock upon vesting of restricted stock awards		(4,788)		—		—		—		(4,788)
Payments from (and advances to) parent/subsidiary		(583)		189,959		7,138		(196,514)		—
Net proceeds from mortgage repurchase facilities		—		—		4,679		—		4,679
Net proceeds from issuances of common stock		14,309		—		—		—		14,309
Net cash provided by financing activities	$	41,186	$	189,959	$	11,817	$	(196,514)	$	46,448
Net decrease	$	(56,234)	$	(17,041)	$	10,702	$	(7,119)	$	(69,692)
Cash and cash equivalents and Restricted cash
Beginning of period	$	56,234	$	28,044	$	9,435	$	—	$	93,713
End of period	$	—	$	11,003	$	20,137	$	(7,119)	$	24,021

Cash and cash equivalents	$	—	$	8,343	$	18,258	$	(7,119)	$	19,482
Restricted Cash		—		2,660		1,879		—		4,539
Cash and cash equivalents and Restricted cash	$	—	$	11,003	$	20,137	$	(7,119)	$	24,021


	Supplemental Condensed Consolidated Statement of Cash Flows
	For the Six Months Ended June 30, 2017 (in thousands)
			Guarantor		Non Guarantor		Elimination		Consolidated
	Century		Subsidiaries		Subsidiaries		Entries		Century
Net cash provided by/(used in) operating activities	$	(856)	$	(26,788)	$	(11,661)	$	—	$	(39,305)
Net cash used in investing activities	$	(45,267)	$	(4,690)	$	(325)	$	44,447	$	(5,835)
Financing activities
Borrowings under revolving credit facilities	$	75,000	$	—	$	—	$	—	$	75,000
Payments on revolving credit facilities		(270,000)		—		—		—		(270,000)
Proceeds from issuance of senior notes		523,000		—		—		—		523,000
Principal payments on notes payable		—		(2,541)		—		—		(2,541)
Debt issuance costs		(3,593)		—		—		—		(3,593)
Repurchase of common stock upon vesting of restricted stock awards		(3,693)		—		—		—		(3,693)
Payments from (and advances to) parent/subsidiary		—		43,045		1,402		(44,447)		—
Net proceeds from mortgage repurchase facility		—		—		10,551		—		10,551
Net proceeds from issuances of common stock		24,333		—		—		—		24,333
Net cash provided by financing activities	$	345,047	$	40,504	$	11,953	$	(44,447)	$	353,057
Net decrease	$	298,924	$	9,026	$	(33)	$	—	$	307,917
Cash and cash equivalents and Restricted cash
Beginning of period	$	14,637	$	10,150	$	6,167	$	—	$	30,954
End of period	$	313,561	$	19,176	$	6,134	$	—	$	338,871

Cash and cash equivalents	$	313,561	$	17,091	$	6,134	$	—	$	336,786
Restricted Cash		—		2,085		—		—		2,085
Cash and cash equivalents and Restricted cash	$	313,561	$	19,176	$	6,134	$	—	$	338,871