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 M/I Homes, Inc. (the parent company and the issuer of the aforementioned guaranteed notes), 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, 2014, 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 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, 2014
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

Revenue	$	—	$	275,138	$	6,470	$	—		$	281,608
Costs and expenses:
Land and housing	—		221,217		—		—			221,217
Impairment of inventory and investment in unconsolidated joint ventures	—		804		—		—			804
General and administrative	—		18,057		3,224		—			21,281
Selling	—		20,251		—		—			20,251
Equity in loss of unconsolidated joint ventures	—		—		22		—			22
Interest	—		2,428		302		—			2,730
Total costs and expenses	—		262,757		3,548		—			266,305

Income before income taxes	—		12,381		2,922		—			15,303

Provision for income taxes	—		344		1,405		—			1,749

Equity in subsidiaries	13,554		—		—		(13,554		)	—

Net income	13,554		12,037		1,517		(13,554		)	13,554

Preferred dividends	1,219		—		—		—			1,219

Net income to common shareholders	$	12,335	$	12,037	$	1,517	$	(13,554	)	$	12,335




	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 joint ventures	—		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



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

	Six Months Ended June 30, 2014
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

Revenue	$	—	$	502,114		$	14,335		$	—		$	516,449
Costs and expenses:
Land and housing	—		405,181			—			—			405,181
Impairment of inventory and investment in unconsolidated joint ventures	—		804			—			—			804
General and administrative	—		33,348			6,248			—			39,596
Selling	—		36,220			—			—			36,220
Equity in income of unconsolidated joint ventures	—		—			(40		)	—			(40		)
Interest	—		6,282			618			—			6,900
Total costs and expenses	—		481,835			6,826			—			488,661

Income before income taxes	—		20,279			7,509			—			27,788

(Benefit) provision for income taxes	—		(1,437		)	3,039			—			1,602

Equity in subsidiaries	26,186		—			—			(26,186		)	—

Net income	26,186		21,716			4,470			(26,186		)	26,186

Preferred dividends	2,438		—			—			—			2,438

Net income to common shareholders	$	23,748	$	21,716		$	4,470		$	(26,186	)	$	23,748



	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 joint ventures	—		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



CONDENSED CONSOLIDATING BALANCE SHEET

	June 30, 2014
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

ASSETS:
Cash and cash equivalents	$	—	$	19,707	$	13,936	$	—		$	33,643
Restricted cash	—		10,076		—		—			10,076
Mortgage loans held for sale	—		—		64,782		—			64,782
Inventory	—		816,140		—		—			816,140
Property and equipment - net	—		10,969		314		—			11,283
Investment in unconsolidated joint ventures	—		23,843		18,339		—			42,182
Deferred income taxes, net of valuation allowances	—		108,626		932		—			109,558
Investment in subsidiaries	555,665		—		—		(555,665		)	—
Intercompany assets	327,915		—		—		(327,915		)	—
Other assets	8,583		21,564		8,895		—			39,042
TOTAL ASSETS	$	892,163	$	1,010,925	$	107,198	$	(883,580	)	$	1,126,706

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	87,082	$	243	$	—		$	87,325
Customer deposits	—		15,019		—		—			15,019
Intercompany liabilities	—		307,650		20,265		(327,915		)	—
Other liabilities	—		54,096		5,320		—			59,416
Community development district obligations	—		1,884		—		—			1,884
Obligation for consolidated inventory not owned	—		1,268		—		—			1,268
Notes payable bank - financial services operations	—		—		61,914		—			61,914
Notes payable - other	—		7,717		—		—			7,717
Convertible senior subordinated notes due 2017	57,500		—		—		—			57,500
Convertible senior subordinated notes due 2018	86,250		—		—		—			86,250
Senior notes	228,269		—		—		—			228,269
TOTAL LIABILITIES	372,019		474,716		87,742		(327,915		)	606,562

SHAREHOLDERS’ EQUITY	520,144		536,209		19,456		(555,665		)	520,144

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	892,163	$	1,010,925	$	107,198	$	(883,580	)	$	1,126,706



CONDENSED CONSOLIDATING BALANCE SHEET

	December 31, 2013
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

ASSETS:
Cash and cash equivalents	$	—	$	113,407	$	15,318	$	—		$	128,725
Restricted cash	—		13,902		—		—			13,902
Mortgage loans held for sale	—		—		81,810		—			81,810
Inventory	—		690,934		—		—			690,934
Property and equipment - net	—		10,267		269		—			10,536
Investment in unconsolidated joint ventures	—		13,525		21,741		—			35,266
Deferred income taxes, net of valuation allowances	—		109,763		1,148		—			110,911
Investment in subsidiaries	535,879		—		—		(535,879		)	—
Intercompany assets	318,852		—		—		(318,852		)	—
Other assets	9,892		17,180		11,020		—			38,092
TOTAL ASSETS	$	864,623	$	968,978	$	131,306	$	(854,731	)	$	1,110,176

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	69,887	$	339	$	—		$	70,226
Customer deposits	—		11,262		—		—			11,262
Intercompany liabilities	—		296,229		22,623		(318,852		)	—
Other liabilities	—		64,413		6,928		—			71,341
Community development district obligations	—		3,130		—		—			3,130
Obligation for consolidated inventory not owned	—		1,775		—		—			1,775
Notes payable bank - financial services operations	—		—		80,029		—			80,029
Notes payable - other	—		7,790		—		—			7,790
Convertible senior subordinated notes due 2017	57,500		—		—		—			57,500
Convertible senior subordinated notes due 2018	86,250		—		—		—			86,250
Senior notes	228,070		—		—		—			228,070
TOTAL LIABILITIES	371,820		454,486		109,919		(318,852		)	617,373

SHAREHOLDERS’ EQUITY	492,803		514,492		21,387		(535,879		)	492,803

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	864,623	$	968,978	$	131,306	$	(854,731	)	$	1,110,176



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

	Six Months Ended June 30, 2014
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	6,400		$	(93,426	)	$	26,757		$	(6,400	)	$	(66,669	)

INVESTING ACTIVITIES:
Restricted cash	—			3,819			—			—			3,819
Purchase of property and equipment	—			(1,578		)	(99		)	—			(1,677		)
Investments in and advances to unconsolidated joint ventures	—			(10,318		)	(3,166		)	—			(13,484		)
Net proceeds from the sale of mortgage servicing rights	—			—			2,135			—			2,135
Net cash used in investing activities	—			(8,077		)	(1,130		)	—			(9,207		)

FINANCING ACTIVITIES:
Repayments of bank borrowings - net	—			—			(18,115		)	—			(18,115		)
Principal repayments of note payable - other and community development district bond obligations	—			(73		)	—			—			(73		)
Proceeds from exercise of stock options	1,460			—			—			—			1,460
Intercompany financing	(5,422		)	7,876			(2,454		)	—			—
Dividends paid	(2,438		)	—			(6,400		)	6,400			(2,438		)
Debt issue costs	—			—			(40		)	—			(40		)
Net cash (used in) provided by financing activities	(6,400		)	7,803			(27,009		)	6,400			(19,206		)

Net decrease in cash and cash equivalents	—			(93,700		)	(1,382		)	—			(95,082		)
Cash and cash equivalents balance at beginning of period	—			113,407			15,318			—			128,725
Cash and cash equivalents balance at end of period	$	—		$	19,707		$	13,936		$	—		$	33,643



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

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

INVESTING ACTIVITIES:
Restricted cash	—			(3,869		)	—			—			(3,869		)
Purchase of property and equipment	—			(991		)	(59		)	—			(1,050		)
Investments in and advances to unconsolidated joint ventures	—			(10,160		)	(8,128		)	—			(18,288		)
Net cash used in investing activities	—			(15,020		)	(8,187		)	—			(23,207		)

FINANCING ACTIVITIES:
Repayments from bank borrowings - net	—			—			(17,515		)	—			(17,515		)
Principal repayments from 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 of preferred shares	(50,352		)	—			—			—			(50,352		)
Proceeds from exercise of stock options	2,639			—			—			—			2,639
Proceeds from issuance of common shares	54,617			—			—			—			54,617
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 (used in) provided by 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