Supplemental Guarantor Information

The Company’s obligations under the 2025 Senior Notes and the 2021 Senior 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 Guarantor Subsidiaries of the 2025 Senior Notes and the 2021 Senior 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 (1) 2025 Senior Notes on a joint and several senior unsecured basis and (2) 2021 Senior Notes on a joint and several senior 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, 2018, 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 governing the 2025 Senior Notes and the indenture governing the 2021 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.



UNAUDITED CONDENSED CONSOLIDATING STATEMENTS OF INCOME

	Three Months Ended June 30, 2018
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

Revenue	$	—	$	546,222	$	11,876	$	—		$	558,098
Costs and expenses:
Land and housing	—		449,336		—		—			449,336
General and administrative	—		28,570		6,096		—			34,666
Selling	—		35,591		—		—			35,591
Equity in loss from joint venture arrangements	—		—		86		—			86
Interest	—		4,193		695		—			4,888
Total costs and expenses	—		517,690		6,877		—			524,567

Income before income taxes	—		28,532		4,999		—			33,531

Provision for income taxes	—		4,552		1,068		—			5,620

Equity in subsidiaries	27,911		—		—		(27,911		)	—

Net income	$	27,911	$	23,980	$	3,931	$	(27,911	)	$	27,911



	Three Months Ended June 30, 2017
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries			Eliminations			Consolidated

Revenue	$	—	$	444,998	$	11,868		$	—		$	456,866
Costs and expenses:
Land and housing	—		367,598		—			—			367,598
General and administrative	—		24,915		5,197			—			30,112
Selling	—		30,247		—			—			30,247
Equity in income from joint venture arrangements	—		—		(110		)	—			(110		)
Interest	—		3,169		665			—			3,834
Total costs and expenses	—		425,929		5,752			—			431,681

Income before income taxes	—		19,069		6,116			—			25,185

Provision for income taxes	—		6,246		1,950			—			8,196

Equity in subsidiaries	16,989		—		—			(16,989		)	—

Net income	16,989		12,823		4,166			(16,989		)	16,989

Preferred dividends	1,219		—		—			—			1,219

Net income available to common shareholders	$	15,770	$	12,823	$	4,166		$	(16,989	)	$	15,770



	Six Months Ended June 30, 2018
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries			Eliminations			Consolidated

Revenue	$	—	$	969,053	$	26,902		$	—		$	995,955
Costs and expenses:
Land and housing	—		798,038		—			—			798,038
General and administrative	—		50,741		11,876			—			62,617
Selling	—		65,654		—			—			65,654
Acquisition and integration costs	—		1,700		—			—			1,700
Equity in income from joint venture arrangements	—		—		(224		)	—			(224		)
Interest	—		9,301		1,465			—			10,766
Total costs and expenses	—		925,434		13,117			—			938,551

Income before income taxes	—		43,619		13,785			—			57,404

Provision for income taxes	—		8,458		2,972			—			11,430

Equity in subsidiaries	45,974		—		—			(45,974		)	—

Net income	$	45,974	$	35,161	$	10,813		$	(45,974	)	$	45,974



	Six Months Ended June 30, 2017
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries			Eliminations			Consolidated

Revenue	$	—	$	837,671	$	26,175		$	—		$	863,846
Costs and expenses:
Land and housing	—		687,879		—			—			687,879
General and administrative	—		47,375		10,497			—			57,872
Selling	—		57,530		—			—			57,530
Equity in income from joint venture arrangements	—		—		(127		)	—			(127		)
Interest	—		7,839		1,333			—			9,172
Total costs and expenses	—		800,623		11,703			—			812,326

Income before income taxes	—		37,048		14,472			—			51,520

Provision for income taxes	—		12,735		4,913			—			17,648

Equity in subsidiaries	33,872		—		—			(33,872		)	—

Net income	33,872		24,313		9,559			(33,872		)	33,872

Preferred dividends	2,438		—		—			—			2,438

Net income available to common shareholders	$	31,434	$	24,313	$	9,559		$	(33,872	)	$	31,434



UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEET

	June 30, 2018
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

ASSETS:
Cash, cash equivalents and restricted cash	$	—	$	50,673	$	17,144	$	—		$	67,817
Mortgage loans held for sale	—		—		108,000		—			108,000
Inventory	—		1,652,468		—		—			1,652,468
Property and equipment - net	—		27,879		1,006		—			28,885
Investment in joint venture arrangements	—		11,541		2,212		—			13,753
Deferred income tax asset	—		17,528		—		—			17,528
Investment in subsidiaries	762,731		—		—		(762,731		)	—
Intercompany assets	594,094		—		—		(594,094		)	—
Goodwill	—		16,400		—		—			16,400
Other assets	2,784		53,935		8,970		—			65,689
TOTAL ASSETS	$	1,359,609	$	1,830,424	$	137,332	$	(1,356,825	)	$	1,970,540

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	140,663	$	828	$	—		$	141,491
Customer deposits	—		41,510		—		—			41,510
Intercompany liabilities	—		590,943		3,151		(594,094		)	—
Other liabilities	—		111,585		5,437		—			117,022
Community development district obligations	—		11,789		—		—			11,789
Obligation for consolidated inventory not owned	—		14,794		—		—			14,794
Notes payable bank - homebuilding operations	—		181,800		—		—			181,800
Notes payable bank - financial services operations	—		—		93,163		—			93,163
Notes payable - other	—		9,362		—		—			9,362
Senior notes due 2021 - net	297,332		—		—		—			297,332
Senior notes due 2025 - net	246,311		—		—		—			246,311
TOTAL LIABILITIES	543,643		1,102,446		102,579		(594,094		)	1,154,574

SHAREHOLDERS’ EQUITY	815,966		727,978		34,753		(762,731		)	815,966

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,359,609	$	1,830,424	$	137,332	$	(1,356,825	)	$	1,970,540



CONDENSED CONSOLIDATING BALANCE SHEET

	December 31, 2017
(In thousands)	M/I Homes, Inc.		Guarantor Subsidiaries		Unrestricted Subsidiaries		Eliminations			Consolidated

ASSETS:
Cash, cash equivalents and restricted cash	$	—	$	131,522	$	20,181	$	—		$	151,703
Mortgage loans held for sale	—		—		171,580		—			171,580
Inventory	—		1,414,574		—		—			1,414,574
Property and equipment - net	—		25,815		1,001		—			26,816
Investment in joint venture arrangements	—		13,930		6,595		—			20,525
Deferred income tax asset	—		18,438		—		—			18,438
Investment in subsidiaries	722,508		—		—		(722,508		)	—
Intercompany assets	650,599		—		—		(650,599		)	—
Other assets	3,154		48,430		9,551		—			61,135
TOTAL ASSETS	$	1,376,261	$	1,652,709	$	208,908	$	(1,373,107	)	$	1,864,771

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	116,773	$	460	$	—		$	117,233
Customer deposits	—		26,378		—		—			26,378
Intercompany liabilities	—		645,048		5,551		(650,599		)	—
Other liabilities	—		126,522		5,012		—			131,534
Community development district obligations	—		13,049		—		—			13,049
Obligation for consolidated inventory not owned	—		21,545		—		—			21,545
Notes payable bank - financial services operations	—		—		168,195		—			168,195
Notes payable - other	—		10,576		—		—			10,576
Convertible senior subordinated notes due 2018 - net	86,132		—		—		—			86,132
Senior notes due 2021 - net	296,780		—		—		—			296,780
Senior notes due 2025 - net	246,051		—		—		—			246,051
TOTAL LIABILITIES	628,963		959,891		179,218		(650,599		)	1,117,473

SHAREHOLDERS’ EQUITY	747,298		692,818		29,690		(722,508		)	747,298

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,376,261	$	1,652,709	$	208,908	$	(1,373,107	)	$	1,864,771



UNAUDITED CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

	Six Months Ended June 30, 2018
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	5,750		$	(95,387	)	$	75,686		$	(5,750	)	$	(19,701	)

INVESTING ACTIVITIES:
Purchase of property and equipment	—			(4,449		)	(166		)	—			(4,615		)
Acquisition	—			(100,960		)	—			—			(100,960		)
Intercompany investing	(6,176		)	—			—			6,176			—
Investments in and advances to joint venture arrangements	—			(3,485		)	(836		)	—			(4,321		)
Return of capital from unconsolidated joint ventures	—			—			676			—			676
Net proceeds from the sale of mortgage servicing rights	—			—			5,111			—			5,111
Net cash (used in) provided by investing activities	(6,176		)	(108,894		)	4,785			6,176			(104,109		)

FINANCING ACTIVITIES:
Repayment of convertible senior subordinated notes due 2018	—			(65,941		)	—			—			(65,941		)
Proceeds from bank borrowings - homebuilding operations	—			353,900			—			—			353,900
Principal repayments of bank borrowings - homebuilding operations	—			(172,100		)	—			—			(172,100		)
Net repayments of bank borrowings - financial services operations	—			—			(75,032		)	—			(75,032		)
Principal repayment of notes payable - other and CDD bond obligations	—			(1,214		)	—			—			(1,214		)
Proceeds from exercise of stock options	426			—			—			—			426
Intercompany financing	—			8,862			(2,686		)	(6,176		)	—
Dividends paid	—			—			(5,750		)	5,750			—
Debt issue costs	—			(75		)	(40		)	—			(115		)
Net cash provided by (used in) financing activities	426			123,432			(83,508		)	(426		)	39,924

Net decrease in cash, cash equivalents and restricted cash	—			(80,849		)	(3,037		)	—			(83,886		)
Cash, cash equivalents and restricted cash balance at beginning of period	—			131,522			20,181			—			151,703
Cash, cash equivalents and restricted cash balance at end of period	$	—		$	50,673		$	17,144		$	—		$	67,817



	Six Months Ended June 30, 2017
(In thousands)	M/I Homes, Inc.			Guarantor Subsidiaries			Unrestricted Subsidiaries			Eliminations			Consolidated

OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	5,500		$	(120,894	)	$	81,574		$	(5,500	)	$	(39,320	)

INVESTING ACTIVITIES:
Purchase of property and equipment	—			(1,785		)	(87		)	—			(1,872		)
Intercompany Investing	(7,854		)	—			—			7,854			—
Investments in and advances to joint venture arrangements	—			(2,128		)	(3,679		)	—			(5,807		)
Return of capital from unconsolidated joint ventures	—			—			1,078			—			1,078
Net proceeds from the sale of mortgage servicing rights	—			—			7,558			—			7,558
Net cash (used in) provided by investing activities	(7,854		)	(3,913		)	4,870			7,854			957

FINANCING ACTIVITIES:
Proceeds from bank borrowings - homebuilding operations	—			289,400			—			—			289,400
Principal repayments of bank borrowings - homebuilding operations	—			(191,700		)	—			—			(191,700		)
Net repayments of bank borrowings - financial services operations	—			—			(63,377		)	—			(63,377		)
Proceeds from notes payable - other and CDD bond obligations	—			(2,752		)	—			—			(2,752		)
Intercompany financing	—			15,027			(7,173		)	(7,854		)	—
Dividends paid	(2,438		)	—			(5,500		)	5,500			(2,438		)
Debt issue costs	—			—			(63		)	—			(63		)
Proceeds from exercise of stock options	4,792			—			—			—			4,792
Net cash provided by (used in) financing activities	2,354			109,975			(76,113		)	(2,354		)	33,862

Net (decrease) increase in cash, cash equivalents and restricted cash	—			(14,832		)	10,331			—			(4,501		)
Cash, cash equivalents and restricted cash balance at beginning of period	—			20,927			13,514			—			34,441
Cash, cash equivalents and restricted cash balance at end of period	$	—		$	6,095		$	23,845		$	—		$	29,940