Supplemental Guarantor Information

The Company's obligations under the 2018 Senior Notes and 2017 Convertible Senior Subordinated Notes are not guaranteed by all of the Company's subsidiaries and therefore, the Company has disclosed condensed consolidating financial information in accordance with SEC Regulation S-X Rule 3-10, Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered. The subsidiary guarantors of the 2018 Senior Notes and the 2017 Convertible Senior Subordinated Notes are the same.

The following condensed consolidating financial information includes balance sheets, statements of operations and cash flow information for the parent company, the guarantors for the 2018 Senior Notes and the 2017 Convertible Senior Subordinated Notes (the “Guarantor Subsidiaries”), collectively, and for all other subsidiaries and joint ventures of the Company (the “Non-Guarantor Subsidiaries”), collectively. Each Guarantor Subsidiary is a direct or indirect 100%-owned subsidiary of M/I Homes, Inc. and has fully and unconditionally guaranteed the (a) 2018 Senior Notes, on a joint and several senior unsecured basis and (b) the 2017 Convertible Senior Subordinated Notes on a joint and several senior subordinated unsecured basis.

There are no significant restrictions on the parent company's ability to obtain funds from its Guarantor Subsidiaries in the form of a dividend, loan, or other means.

As of December 31, 2012, each of the Company's subsidiaries is a Guarantor Subsidiary, with the exception of subsidiaries that are primarily engaged in the business of mortgage financing, , title insurance or similar financial businesses relating to the homebuilding and home sales business, certain subsidiaries that are not 100%-owned by the Company or another subsidiary, and other subsidiaries designated by the Company as Non-Guarantor Subsidiaries, subject to limitations on the aggregate amount invested in such Non-Guarantor Subsidiaries.

In the condensed financial tables presented below, the parent company presents all of its 100%-owned subsidiaries as if they were accounted for under the equity method. All applicable corporate expenses have been allocated appropriately among the Guarantor Subsidiaries and Non-Guarantor Subsidiaries.



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

	Year Ended December 31, 2012
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated

Revenue	$	—	$	738,649		$	23,256	$	—		$	761,905
Costs and expenses:
Land and housing	—		610,540			—		—			610,540
Impairment of inventory and investment in Unconsolidated LLCs	—		3,502			—		—			3,502
General and administrative	—		51,307			11,320		—			62,627
Selling	—		56,396			10		—			56,406
Interest	—		14,650			1,421		—			16,071
Total costs and expenses	—		736,395			12,751		—			749,146

Income before income taxes	—		2,254			10,505		—			12,759

(Benefit) provision for income taxes	—		(4,157		)	3,569		—			(588		)

Equity in subsidiaries	13,347		—			—		(13,347		)	—

Net income	$	13,347	$	6,411		$	6,936	$	(13,347	)	$	13,347



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

	Year Ended December 31, 2011
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations		Consolidated

Revenue	$	—		$	551,958		$	14,466	$	—	$	566,424
Costs and expenses:									$	—
Land and housing	—			467,130			—		—		467,130
Impairment of inventory and investment in Unconsolidated LLCs	—			21,993			—		—		21,993
General and administrative	—			44,438			8,226		—		52,664
Selling	—			43,534			—		—		43,534
Interest	—			14,050			955		—		15,005
Total costs and expenses	—			591,145			9,181		—		600,326

(Loss) income before income taxes	—			(39,187		)	5,285		—		(33,902		)

(Benefit) provision for income taxes	—			(1,784		)	1,759		—		(25		)

Equity in subsidiaries	(33,877		)	—			—		33,877		—

Net (loss) income	$	(33,877	)	$	(37,403	)	$	3,526	$	33,877	$	(33,877	)



	Year Ended December 31, 2010
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations		Consolidated

Revenue	$	—		$	602,140		$	14,237	$	—	$	616,377
Costs and expenses:
Land and housing	—			511,408			—		—		511,408
Impairment of inventory and investment in Unconsolidated LLCs	—			12,538			—		—		12,538
General and administrative	—			45,929			8,029		—		53,958
Selling	—			48,084			—		—		48,084
Interest	—			8,471			944		—		9,415
Other loss	8,378			—			—		—		8,378
Total costs and expenses	8,378			626,430			8,973		—		643,781

(Loss) income before income taxes	(8,378		)	(24,290		)	5,264		—		(27,404		)

(Benefit) provision for income taxes	—			(3,291		)	2,156		—		(1,135		)

Equity in subsidiaries	(17,891		)	—			—		17,891		—

Net (loss) income	$	(26,269	)	$	(20,999	)	$	3,108	$	17,891	$	(26,269	)



CONDENSED CONSOLIDATING BALANCE SHEET

	December 31, 2012
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated

ASSETS:
Cash and cash equivalents	$	—	$	126,334		$	19,164		$	—		$	145,498
Restricted cash	—		8,680			—			—			8,680
Mortgage loans held for sale	—		—			71,121			—			71,121
Inventory	—		540,761			16,056			—			556,817
Property and equipment - net	—		10,314			125			—			10,439
Investment in Unconsolidated LLCs	—		—			11,732			—			11,732
Investment in subsidiaries	391,555		—			—			(391,555		)	—
Intercompany	219,962		(205,389		)	(14,573		)	—			—
Other assets	9,081		12,375			5,557			—			27,013
TOTAL ASSETS	$	620,598	$	493,075		$	109,182		$	(391,555	)	$	831,300

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	46,882		$	808		$	—		$	47,690
Customer deposits	—		10,239			—			—			10,239
Other liabilities	—		44,230			5,742			—			49,972
Community development district obligations	—		4,634			—			—			4,634
Obligation for consolidated inventory not owned	—		3,549			15,556			—			19,105
Note payable bank - financial services operations	—		—			67,957			—			67,957
Note payable - other	—		11,105			—			—			11,105
Convertible senior subordinated notes	57,500		—			—			—			57,500
Senior notes	227,670		—			—			—			227,670
TOTAL LIABILITIES	285,170		120,639			90,063			—			495,872

Shareholders' equity	335,428		372,436			19,119			(391,555		)	335,428

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	620,598	$	493,075		$	109,182		$	(391,555	)	$	831,300



CONDENSED CONSOLIDATING BALANCE SHEET

	December 31, 2011
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated

ASSETS:
Cash and cash equivalents	$	—	$	43,539		$	16,254		$	—		$	59,793
Restricted cash	—		41,334			—			—			41,334
Mortgage loans held for sale	—		—			57,275			—			57,275
Inventory	—		466,772			—			—			466,772
Property and equipment - net	—		14,241			117			—			14,358
Investment in Unconsolidated LLCs	—		—			10,357			—			10,357
Investment in subsidiaries	381,709		—			—			(381,709		)	—
Intercompany	125,272		(115,058		)	(10,214		)	—			—
Other assets	5,385		8,455			756			—			14,596
TOTAL ASSETS	$	512,366	$	459,283		$	74,545		$	(381,709	)	$	664,485

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	40,759		$	497		$	—		$	41,256
Customer deposits	—		4,181			—			—			4,181
Other liabilities	—		33,589			5,759			—			39,348
Community development district obligations	—		5,983			—			—			5,983
Obligation for consolidated inventory not owned	—		2,944			—			—			2,944
Note payable bank - financial services operations	—		—			52,606			—			52,606
Note payable - other	—		5,801			—			—			5,801
Senior notes	239,016		—			—			—			239,016
TOTAL LIABILITIES	239,016		93,257			58,862			—			391,135

Shareholders' equity	273,350		366,026			15,683			(381,709		)	273,350

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	512,366	$	459,283		$	74,545		$	(381,709	)	$	664,485



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

	Year Ended December 31, 2012
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated

CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash (used in) provided by operating activities	$	—		$	(35,770	)	$	(11,225	)	$	—	$	(46,995	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Restricted cash	—			32,779			—			—		32,779
Purchase of property and equipment	—			(854		)	(79		)	—		(933		)
Acquisition, net of cash acquired	—			(4,707		)	—			—		(4,707		)
Investments in and advances to Unconsolidated LLC's	—			—			(1,817		)	—		(1,817		)
Net cash provided by (used in) investing activities	—			27,218			(1,896		)	—		25,322

CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of senior notes	(41,443		)	—			—			—		(41,443		)
Proceeds from bank borrowings - net	—			—			15,351			—		15,351
Principal proceeds from note payable - other and community development district bond obligations	—			5,304			—			—		5,304
Proceeds from issuance of senior notes	29,700			—			—			—		29,700
Proceeds from issuance of convertible senior subordinated notes	57,500			—			—			—		57,500
Proceeds from issuance of common shares	42,085			—			—			—		42,085
Intercompany financing	(92,604		)	91,856			748			—		—
Debt issue costs	—			(5,813		)	(68		)	—		(5,881		)
Proceeds from exercise of stock options	4,762			—			—			—		4,762
Net cash provided by financing activities	—			91,347			16,031			—		107,378

Net increase in cash and cash equivalents	—			82,795			2,910			—		85,705
Cash and cash equivalents balance at beginning of period	—			43,539			16,254			—		59,793
Cash and cash equivalents balance at end of period	$	—		$	126,334		$	19,164		$	—	$	145,498



	Year Ended December 31, 2011
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated

CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash used in operating activities	$	—		$	(27,734	)	$	(6,227	)	$	—	$	(33,961	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Change in restricted cash	—			(2,566		)	—			—		(2,566		)
Purchase of property and equipment	—			(1,314		)	(38		)	—		(1,352		)
Acquisition, net of cash acquired	—			(4,654		)	—			—		(4,654		)
Proceeds from the sale of property	—			—			—			—		—
Distributions from Unconsolidated LLCs	—			—			(752		)	—		(752		)
Net cash used in investing activities	—			(8,534		)	(790		)	—		(9,324		)

CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of bank borrowings - net	—			—			20,409			—		20,409
Principal repayments of note payable-other and community development district bond obligations	—			(52		)	—			—		(52		)
Intercompany financing	(1,733		)	8,135			(6,402		)	—		—
Debt issue costs	—			(150		)	(70		)	—		(220		)
Proceeds from exercise of stock options	1,500			—			—			—		1,500
Excess tax deficiency from stock-based payment arrangements	233			—			—			—		233
Net cash provided by financing activities	—			7,933			13,937			—		21,870

Net (decrease) increase in cash and cash equivalents	—			(28,335		)	6,920			—		(21,415		)
Cash and cash equivalents balance at beginning of period	—			71,874			9,334			—		81,208
Cash and cash equivalents balance at end of period	$	—		$	43,539		$	16,254		$	—	$	59,793



CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

	Year Ended December 31, 2010
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated

CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash used in operating activities	$	—		$	(33,806	)	$	(3,496	)	$	—	$	(37,302	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Change in restricted cash	—			(19,585		)	—			—		(19,585		)
Purchase of property and equipment	—			(1,480		)	(80		)	—		(1,560		)
Investments in and advances to Unconsolidated LLCs	—			—			(1,229		)	—		(1,229		)
Distributions from Unconsolidated LLCs	—			—			13			—		13
Net cash used in investing activities	—			(21,065		)	(1,296		)	—		(22,361		)

CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of senior notes, including transaction costs	(166,088		)	—			—			—		(166,088		)
Proceeds from issuance of senior notes	197,174			—			—			—		197,174
Proceeds from bank borrowings - net	—			—			8,055			—		8,055
Principal repayments of note payable-other and community development district bond obligations	—			(325		)	—			—		(325		)
Intercompany financing	(23,517		)	30,606			(7,089		)	—		—
Debt issue costs	(7,568		)	—			(306		)	—		(7,874		)
Proceeds from exercise of stock options	12			—			—			—		12
Excess tax benefit from stock-based payment arrangements	(13		)	—			—			—		(13		)
Net cash provided by financing activities	—			30,281			660			—		30,941

Net (decrease) increase in cash and cash equivalents	—			(24,590		)	(4,132		)	—		(28,722		)
Cash and cash equivalents balance at beginning of period	—			96,464			13,466			—		109,930
Cash and cash equivalents balance at end of period	$	—		$	71,874		$	9,334		$	—	$	81,208