Supplemental Guarantor Information

The Company's obligations under the 2018 Senior Notes, the 2017 Convertible Senior Subordinated Notes and the 2018 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, the 2017 Convertible Senior Subordinated Notes and the 2018 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 Guarantor Subsidiaries, collectively, and for all other subsidiaries and joint ventures of the Company (the “Unrestricted 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, (b) the 2017 Convertible Senior Subordinated Notes on a joint and several senior subordinated unsecured basis and (c) the 2018 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 June 30, 2013, 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 Unrestricted Subsidiaries, subject to limitations on the aggregate amount invested in such Unrestricted Subsidiaries in accordance with the terms of the Prior Credit Facility and the Indenture for the 2018 Senior Notes.

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 Unrestricted Subsidiaries.



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

	Three Months Ended June 30, 2013
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Unrestricted Subsidiaries		Eliminations			Consolidated

Revenue	$	—	$	227,301		$	7,252	$	—		$	234,553
Costs and expenses:
Land and housing	—		187,136			—		—			187,136
Impairment of inventory and investment in Unconsolidated LLCs	—		1,201					—			1,201
General and administrative	—		14,953			3,196		—			18,149
Selling	—		16,246			29		—			16,275
Interest	—		4,062			335		—			4,397
Total costs and expenses	—		223,598			3,560		—			227,158

Income before income taxes	—		3,703			3,692		—			7,395

(Benefit) provision for income taxes	—		(1,199		)	1,330		—			131

Equity in subsidiaries	7,264		—			—		(7,264		)	—

Net income	7,264		4,902			2,362		(7,264		)	7,264

Preferred dividends	1,219		—			—		—			1,219

Net income to common shareholders	$	6,045	$	4,902		$	2,362	$	(7,264	)	$	6,045



	Three Months Ended June 30, 2012
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Unrestricted Subsidiaries		Eliminations			Consolidated

Revenue	$	—	$	166,070		$	4,924	$	—		$	170,994
Costs and expenses:
Land and housing	—		137,111			—		—			137,111
Impairment of inventory and investment in Unconsolidated LLCs	—		472			—		—			472
General and administrative	—		11,033			2,793		—			13,826
Selling	—		12,825			—		—			12,825
Interest	—		3,150			311		—			3,461
Total costs and expenses	—		164,591			3,104		—			167,695

Income before income taxes	—		1,479			1,820		—			3,299

(Benefit) provision for income taxes	—		(519		)	614		—			95

Equity in subsidiaries	3,204		—			—		(3,204		)	—

Net income (loss)	$	3,204	$	1,998		$	1,206	$	(3,204	)	$	3,204



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

	Six Months Ended June 30, 2013
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Unrestricted Subsidiaries		Eliminations			Consolidated

Revenue	$	—	$	409,618		$	15,662	$	—		$	425,280
Costs and expenses:
Land and housing	—		338,649			—		—			338,649
Impairment of inventory and investment in Unconsolidated LLCs	—		2,101			—		—			2,101
General and administrative	—		27,795			6,333		—			34,128
Selling	—		29,338			46		—			29,384
Interest	—		8,084			653		—			8,737
Total costs and expenses	—		405,967			7,032		—			412,999

Income before income taxes	—		3,651			8,630		—			12,281

(Benefit) provision for income taxes	—		(2,614		)	3,044		—			430

Equity in subsidiaries	11,851		—			—		(11,851		)	—

Net income	11,851		6,265			5,586		(11,851		)	11,851

Preferred dividends	1,219		—			—		—			1,219
Excess of fair value over book value of preferred shares redeemed	2,190		—			—		—			2,190

Net income to common shareholders	$	8,442	$	6,265		$	5,586	$	(11,851	)	$	8,442



	Six Months Ended June 30, 2012
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Unrestricted Subsidiaries		Eliminations			Consolidated

Revenue	$	—	$	292,879		$	9,240	$	—		$	302,119
Costs and expenses:
Land and housing	—		244,441			—		—			244,441
Impairment of inventory and investment in Unconsolidated LLCs	—		567			—		—			567
General and administrative	—		21,513			4,770		—			26,283
Selling	—		23,835			1		—			23,836
Interest	—		7,388			679		—			8,067
Total costs and expenses	—		297,744			5,450		—			303,194

(Loss) income before income taxes	—		(4,865		)	3,790		—			(1,075		)

(Benefit) provision for income taxes	—		(2,400		)	1,307		—			(1,093		)

Equity in subsidiaries	18		—			—		(18		)	—

Net income (loss)	$	18	$	(2,465	)	$	2,483	$	(18	)	$	18



CONDENSED CONSOLIDATING BALANCE SHEET

	June 30, 2013
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

ASSETS:
Cash and cash equivalents	$	—	$	149,147	$	17,105	$	—		$	166,252
Restricted cash	—		12,478		—		—			12,478
Mortgage loans held for sale	—		—		51,491		—			51,491
Inventory	—		614,999		—		—			614,999
Property and equipment - net	—		10,110		157		—			10,267
Investment in Unconsolidated LLCs	—		10,160		18,488		—			28,648
Investment in subsidiaries	398,806		—		—		(398,806		)	—
Intercompany assets	316,248		—		—		(316,248		)	—
Other assets	11,100		12,525		10,506		—			34,131
TOTAL ASSETS	$	726,154	$	809,419	$	97,747	$	(715,054	)	$	918,266

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	61,570	$	318	$	—		$	61,888
Customer deposits	—		15,472		—		—			15,472
Intercompany liabilities	—		295,870		20,378		(316,248		)	—
Other liabilities	—		42,625		6,505		—			49,130
Community development district obligations	—		3,870		—		—			3,870
Obligation for consolidated inventory not owned	—		1,881		—		—			1,881
Notes payable bank - financial services operations	—		—		50,442		—			50,442
Notes payable - other	—		9,429		—		—			9,429
Convertible senior subordinated notes due 2017	57,500		—		—		—			57,500
Convertible senior subordinated notes due 2018	86,250		—		—		—			86,250
Senior notes	227,870		—		—		—			227,870
TOTAL LIABILITIES	371,620		430,717		77,643		(316,248		)	563,732

SHAREHOLDERS' EQUITY	354,534		378,702		20,104		(398,806		)	354,534

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	726,154	$	809,419	$	97,747	$	(715,054	)	$	918,266



CONDENSED CONSOLIDATING BALANCE SHEET

	December 31, 2012
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted 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 assets	219,962		—		—		(219,962		)	—
Other assets	9,081		12,375		5,557		—			27,013
TOTAL ASSETS	$	620,598	$	698,464	$	123,755	$	(611,517	)	$	831,300

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	46,882	$	808	$	—		$	47,690
Customer deposits	—		10,239		—		—			10,239
Intercompany liabilities	—		205,389		14,573		(219,962		)	—
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
Notes payable bank - financial services operations	—		—		67,957		—			67,957
Notes payable - other	—		11,105		—		—			11,105
Convertible senior subordinated notes due 2017	57,500		—		—		—			57,500
Senior notes	227,670		—		—		—			227,670
TOTAL LIABILITIES	285,170		326,028		104,636		(219,962		)	495,872

SHAREHOLDERS' EQUITY	335,428		372,436		19,119		(391,555		)	335,428

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	620,598	$	698,464	$	123,755	$	(611,517	)	$	831,300


(a)	Certain amounts above have been reclassified from intercompany assets to intercompany liabilities as of December 31, 2012. These reclassifications relate solely to transactions between M/I Homes, Inc. and its subsidiaries and are immaterial to the Supplemental Condensed Consolidated Financial Statements. These reclassifications do not impact the Company's consolidated financial statements.



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

	Six Months Ended June 30, 2013
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash (used in) provided by operating activities	$	4,600		$	(47,747	)	$	22,569		$	(4,600	)	$	(25,178	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Restricted Cash	—			(3,869		)	—						(3,869		)
Purchase of property and equipment	—			(991		)	(59		)				(1,050		)
Investments in and advances to Unconsolidated LLC's	—			(10,160		)	(8,128		)	—			(18,288		)
Net cash used in investing activities	—			(15,020		)	(8,187		)	—			(23,207		)

CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of bank borrowings - net	—			—			(17,515		)	—			(17,515		)
Principal repayments of note payable - other and community development district bond obligations	—			(1,676		)	—			—			(1,676		)
Proceeds from issuance of convertible senior subordinated notes due 2018	86,250			—			—			—			86,250
Redemption of preferred shares	(50,352		)	—			—			—			(50,352		)
Proceeds from issuance of common shares	54,617			—			—			—			54,617
Proceeds from exercise of stock options	2,639			—			—			—			2,639
Intercompany financing	(96,535		)	90,800			5,735			—			—
Dividends paid	(1,219		)	—			(4,600		)	4,600			(1,219		)
Debt issue costs	—			(3,544		)	(61		)	—			(3,605		)
Net cash provided by (used in) financing activities	(4,600		)	85,580			(16,441		)	4,600			69,139

Net increase (decrease) in cash and cash equivalents	—			22,813			(2,059		)	—			20,754
Cash and cash equivalents balance at beginning of period	—			126,334			19,164			—			145,498
Cash and cash equivalents balance at end of period	$	—		$	149,147		$	17,105		$	—		$	166,252



	Six Months Ended June 30, 2012
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash (used in) provided by operating activities	$	2,000		$	(32,922	)	$	9,393		$	(2,000	)	$	(23,529	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Restricted cash	—			28,756			—			—			28,756
Purchase of property and equipment	—			(242		)	(10		)	—			(252		)
Acquisition, net of cash acquired	—			(4,707		)	—			—			(4,707		)
Investments in and advances to Unconsolidated LLC's	—			—			(563		)	—			(563		)
Distributions from Unconsolidated LLCs	—			—			—			—			—
Net cash provided by (used in) investing activities	—			23,807			(573		)	—			23,234

CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of bank borrowings - net	—			—			(6,263		)	—			(6,263		)
Repayment of Senior Notes	(41,443		)	—			—			—			(41,443		)
Principal repayments of note payable - other and community development district bond obligations	—			4,965			—			—			4,965
Intercompany financing	9,003			(8,606		)	(397		)	—			—
Proceeds from issuance of senior notes	29,700			—			—			—			29,700
Dividends paid	—			—			(2,000		)	2,000			—
Debt issue costs	—			(2,869		)	(31		)	—			(2,900		)
Proceeds from exercise of stock options	740			—			—			—			740
Net cash used in financing activities	(2,000		)	(6,510		)	(8,691		)	2,000			(15,201		)

Net (decrease) increase in cash and cash equivalents	—			(15,625		)	129			—			(15,496		)
Cash and cash equivalents balance at beginning of period	—			43,539			16,254			—			59,793
Cash and cash equivalents balance at end of period	$	—		$	27,914		$	16,383		$	—		$	44,297

(a)

Certain amounts above have been reclassified from intercompany financing to dividends paid and cash flows from operating activities for the six months ended June 30, 2012. These reclassifications relate solely to transactions between M/I Homes, Inc. and its subsidiaries and are immaterial to the Supplemental Condensed Consolidated Financial Statements. These reclassifications do not impact the Company's consolidated financial statements.