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 income 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 March 31, 2015, 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 INCOME



	Three Months Ended March 31, 2015
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries			Eliminations			Consolidated

Revenue	$	—	$	255,062	$	8,097		$	—		$	263,159
Costs and expenses:
Land and housing	—		206,183		—			—			206,183
General and administrative	—		16,386		2,948			—			19,334
Selling	—		17,686		—			—			17,686
Equity in income of unconsolidated joint ventures	—		—		(198		)	—			(198		)
Interest	—		4,131		331			—			4,462
Total costs and expenses	—		244,386		3,081			—			247,467

Income before income taxes	—		10,676		5,016			—			15,692

Provision for income taxes	—		4,392		1,732			—			6,124

Equity in subsidiaries	9,568		—		—			(9,568		)	—

Net income	9,568		6,284		3,284			(9,568		)	9,568

Preferred dividends	1,219		—		—			—			1,219

Net income to common shareholders	$	8,349	$	6,284	$	3,284		$	(9,568	)	$	8,349



	Three Months Ended March 31, 2014
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

Revenue	$	—	$	226,976		$	7,865		$	—		$	234,841
Costs and expenses:
Land and housing	—		183,964			—			—			183,964
General and administrative	—		15,291			3,024			—			18,315
Selling	—		15,969			—			—			15,969
Equity in income of unconsolidated joint ventures	—		—			(62		)	—			(62		)
Interest	—		3,854			316			—			4,170
Total costs and expenses	—		219,078			3,278			—			222,356

Income before income taxes	—		7,898			4,587			—			12,485

(Benefit) provision for income taxes	—		(1,781		)	1,634			—			(147		)

Equity in subsidiaries	12,632		—			—			(12,632		)	—

Net income	12,632		9,679			2,953			(12,632		)	12,632

Preferred dividends	1,219		—			—			—			1,219

Net income to common shareholders	$	11,413	$	9,679		$	2,953		$	(12,632	)	$	11,413



CONDENSED CONSOLIDATING BALANCE SHEET

	March 31, 2015
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

ASSETS:
Cash and cash equivalents	$	—	$	16,567	$	13,391	$	—		$	29,958
Restricted cash	—		6,140		—		—			6,140
Mortgage loans held for sale	—		—		79,180		—			79,180
Inventory	—		959,070		—		—			959,070
Property and equipment - net	—		10,796		285		—			11,081
Investment in unconsolidated joint ventures	—		15,868		13,581		—			29,449
Deferred income taxes, net of valuation allowances	—		88,492		256		—			88,748
Investment in subsidiaries	586,036		—		—		(586,036		)	—
Intercompany assets	331,314		—		—		(331,314		)	—
Other assets	8,582		27,246		11,310		—			47,138
TOTAL ASSETS	$	925,932	$	1,124,179	$	118,003	$	(917,350	)	$	1,250,764

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	69,214	$	238	$	—		$	69,452
Customer deposits	—		15,352		—		—			15,352
Intercompany liabilities	—		314,898		16,416		(331,314		)	—
Other liabilities	—		61,001		5,815		—			66,816
Community development district obligations	—		2,314		—		—			2,314
Obligation for consolidated inventory not owned	—		299		—		—			299
Notes payable bank - homebuilding operations	—		90,000		—		—			90,000
Notes payable bank - financial services operations	—		—		71,723		—			71,723
Notes payable - other	—		8,876		—		—			8,876
Convertible senior subordinated notes due 2017	57,500		—		—		—			57,500
Convertible senior subordinated notes due 2018	86,250		—		—		—			86,250
Senior notes	228,569		—		—		—			228,569
TOTAL LIABILITIES	372,319		561,954		94,192		(331,314		)	697,151

SHAREHOLDERS’ EQUITY	553,613		562,225		23,811		(586,036		)	553,613

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	925,932	$	1,124,179	$	118,003	$	(917,350	)	$	1,250,764



CONDENSED CONSOLIDATING BALANCE SHEET

	December 31, 2014
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

ASSETS:
Cash and cash equivalents	$	—	$	3,872	$	11,663	$	—		$	15,535
Restricted cash	—		6,951		—		—			6,951
Mortgage loans held for sale	—		—		92,794		—			92,794
Inventory	—		918,589		—		—			918,589
Property and equipment - net	—		11,189		301		—			11,490
Investment in unconsolidated joint ventures	—		15,033		12,736		—			27,769
Deferred income taxes, net of valuation allowances	—		94,088		324		—			94,412
Investment in subsidiaries	576,468		—		—		(576,468		)	—
Intercompany assets	330,786		—		—		(330,786		)	—
Other assets	9,260		24,378		10,232		—			43,870
TOTAL ASSETS	$	916,514	$	1,074,100	$	128,050	$	(907,254	)	$	1,211,410

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	74,344	$	994	$	—		$	75,338
Customer deposits	—		11,759		—		—			11,759
Intercompany liabilities	—		314,946		15,840		(330,786		)	—
Other liabilities	—		74,413		5,310		—			79,723
Community development district obligations	—		2,571		—		—			2,571
Obligation for consolidated inventory not owned	—		608		—		—			608
Notes payable bank - homebuilding operations	—		30,000		—		—			30,000
Notes payable bank - financial services operations	—		—		85,379		—			85,379
Notes payable - other	—		9,518		—		—			9,518
Convertible senior subordinated notes due 2017	57,500		—		—		—			57,500
Convertible senior subordinated notes due 2018	86,250		—		—		—			86,250
Senior notes	228,469		—		—		—			228,469
TOTAL LIABILITIES	372,219		518,159		107,523		(330,786		)	667,115

SHAREHOLDERS’ EQUITY	544,295		555,941		20,527		(576,468		)	544,295

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	916,514	$	1,074,100	$	128,050	$	(907,254	)	$	1,211,410



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

	Three Months Ended March 31, 2015
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

OPERATING ACTIVITIES:
Net cash (used in) provided by operating activities	$	—		$	(44,749	)	$	15,473		$	—		$	(29,276	)

INVESTING ACTIVITIES:
Restricted cash	—			603			—			—			603
Purchase of property and equipment	—			(97		)	(14		)	—			(111		)
Intercompany investing	1,158			—			—			(1,158		)	—
Investments in and advances to unconsolidated joint ventures	—			(741		)	(596		)	—			(1,337		)
Net cash provided by (used in) investing activities	1,158			(235		)	(610		)	(1,158		)	(845		)

FINANCING ACTIVITIES:
Proceeds from bank borrowings - homebuilding operations	—			130,400			—			—			130,400
Principal repayments of bank borrowings - homebuilding operations	—			(70,400		)	—			—			(70,400		)
Net proceeds from bank borrowings - financial services operations	—			—			(13,656		)	—			(13,656		)
Principal proceeds from notes payable - other and CDD bond obligations	—			(642		)	—			—			(642		)
Proceeds from exercise of stock options	61			—			—			—			61
Intercompany financing	—			(1,679		)	521			1,158			—
Dividends paid	(1,219		)	—			—			—			(1,219		)
Net cash (used in) provided by financing activities	(1,158		)	57,679			(13,135		)	1,158			44,544

Net increase in cash and cash equivalents	—			12,695			1,728			—			14,423
Cash and cash equivalents balance at beginning of period	—			3,872			11,663			—			15,535
Cash and cash equivalents balance at end of period	$	—		$	16,567		$	13,391		$	—		$	29,958



	Three Months Ended March 31, 2014
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	3,000		$	(31,968	)	$	29,865		$	(3,000	)	$	(2,103	)

INVESTING ACTIVITIES:
Restricted cash	—			2,395			—			—			2,395
Purchase of property and equipment	—			(363		)	(37		)	—			(400		)
Investments in and advances to unconsolidated joint ventures	—			(9,289		)	(1,585		)	—			(10,874		)
Net cash used in investing activities	—			(7,257		)	(1,622		)	—			(8,879		)

FINANCING ACTIVITIES:
Net proceeds from bank borrowings - financial services operations	—			—			(28,497		)	—			(28,497		)
Principal proceeds from notes payable - other and CDD bond obligations	—			(33		)	—			—			(33		)
Proceeds from exercise of stock options	1,366			—			—			—			1,366
Intercompany financing	(3,147		)	1,072			2,075			—			—
Dividends paid	(1,219		)	—			(3,000		)	3,000			(1,219		)
Net cash (used in) provided by financing activities	(3,000		)	1,039			(29,422		)	3,000			(28,383		)

Net decrease in cash and cash equivalents	—			(38,186		)	(1,179		)	—			(39,365		)
Cash and cash equivalents balance at beginning of period	—			113,407			15,318			—			128,725
Cash and cash equivalents balance at end of period	$	—		$	75,221		$	14,139		$	—		$	89,360