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

Revenue	$	—	$	555,649	$	12,193		$	—		$	567,842
Costs and expenses:
Land and housing	—		452,029		—			—			452,029
General and administrative	—		30,180		6,717			—			36,897
Selling	—		35,054		—			—			35,054
Equity in income from joint venture arrangements	—		—		(44		)	—			(44		)
Interest	—		3,592		834			—			4,426
Total costs and expenses	—		520,855		7,507			—			528,362

Income before income taxes	—		34,794		4,686			—			39,480

Provision for income taxes	—		9,253		945			—			10,198

Equity in subsidiaries	29,282		—		—			(29,282		)	—

Net income	$	29,282	$	25,541	$	3,741		$	(29,282	)	$	29,282



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

Revenue	$	—	$	464,660	$	11,763		$	—		$	476,423
Costs and expenses:
Land and housing	—		374,673		—			—			374,673
General and administrative	—		25,263		6,074			—			31,337
Selling	—		31,136		—			—			31,136
Equity in income from joint venture arrangements	—		—		(71		)	—			(71		)
Interest	—		4,019		656			—			4,675
Total costs and expenses	—		435,091		6,659			—			441,750

Income before income taxes	—		29,569		5,104			—			34,673

Provision for income taxes	—		10,672		1,674			—			12,346

Equity in subsidiaries	22,327		—		—			(22,327		)	—

Net income	22,327		18,897		3,430			(22,327		)	22,327

Preferred dividends	1,218		—		—			—			1,218
Excess of fair value over book value of preferred shares subject to redemption	2,257		—		—			—			2,257

Net income available to common shareholders	$	18,852	$	18,897	$	3,430		$	(22,327	)	$	18,852



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

Revenue	$	—	$	1,524,702	$	39,095		$	—		$	1,563,797
Costs and expenses:
Land and housing	—		1,250,067		—			—			1,250,067
General and administrative	—		80,921		18,593			—			99,514
Selling	—		100,708		—			—			100,708
Acquisition and integration costs	—		1,700		—			—			1,700
Equity in income from joint venture arrangements	—		—		(268		)	—			(268		)
Interest	—		12,893		2,299			—			15,192
Total costs and expenses	—		1,446,289		20,624			—			1,466,913

Income before income taxes	—		78,413		18,471			—			96,884

Provision for income taxes	—		17,711		3,917			—			21,628

Equity in subsidiaries	75,256		—		—			(75,256		)	—

Net income	$	75,256	$	60,702	$	14,554		$	(75,256	)	$	75,256



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

Revenue	$	—	$	1,302,331	$	37,938		$	—		$	1,340,269
Costs and expenses:
Land and housing	—		1,062,552		—			—			1,062,552
General and administrative	—		72,638		16,571			—			89,209
Selling	—		88,666		—			—			88,666
Equity in income from joint venture arrangements	—		—		(198		)	—			(198		)
Interest	—		11,858		1,989			—			13,847
Total costs and expenses	—		1,235,714		18,362			—			1,254,076

Income before income taxes	—		66,617		19,576			—			86,193

Provision for income taxes	—		23,407		6,587			—			29,994

Equity in subsidiaries	56,199		—		—			(56,199		)	—

Net income	56,199		43,210		12,989			(56,199		)	56,199

Preferred dividends	3,656		—		—			—			3,656
Excess of fair value over book value of preferred shares redeemed	2,257		—		—			—			2,257

Net income available to common shareholders	$	50,286	$	43,210	$	12,989		$	(56,199	)	$	50,286



UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEET

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

ASSETS:
Cash, cash equivalents and restricted cash	$	—	$	21,494	$	14,866	$	—		$	36,360
Mortgage loans held for sale	—		—		115,189		—			115,189
Inventory	—		1,751,525		—		—			1,751,525
Property and equipment - net	—		27,715		976		—			28,691
Investment in joint venture arrangements	—		22,073		2,495		—			24,568
Deferred income tax asset	—		16,925		—		—			16,925
Investment in subsidiaries	786,063		—		—		(786,063		)	—
Intercompany assets	590,635		—		—		(590,635		)	—
Goodwill	—		16,400		—		—			16,400
Other assets	2,555		56,215		9,907		—			68,677
TOTAL ASSETS	$	1,379,253	$	1,912,347	$	143,433	$	(1,376,698	)	$	2,058,335

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	—	$	147,435	$	986	$	—		$	148,421
Customer deposits	—		40,448		—		—			40,448
Intercompany liabilities	—		589,507		1,128		(590,635		)	—
Other liabilities	—		111,902		4,749		—			116,651
Community development district obligations	—		16,101		—		—			16,101
Obligation for consolidated inventory not owned	—		21,897		—		—			21,897
Notes payable bank - homebuilding operations	—		222,700		—		—			222,700
Notes payable bank - financial services operations	—		—		104,026		—			104,026
Notes payable - other	—		8,838		—		—			8,838
Senior notes due 2021 - net	297,608		—		—		—			297,608
Senior notes due 2025 - net	246,441		—		—		—			246,441
TOTAL LIABILITIES	544,049		1,158,828		110,889		(590,635		)	1,223,131

SHAREHOLDERS’ EQUITY	835,204		753,519		32,544		(786,063		)	835,204

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,379,253	$	1,912,347	$	143,433	$	(1,376,698	)	$	2,058,335



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

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

OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	11,700		$	(144,828	)	$	70,933		$	(11,700	)	$	(73,895	)

INVESTING ACTIVITIES:
Purchase of property and equipment	—			(5,636		)	(230		)	—			(5,866		)
Acquisition	—			(100,960		)	—			—			(100,960		)
Intercompany investing	(1,041		)	—			—			1,041			—
Investments in and advances to joint venture arrangements	—			(19,412		)	(1,075		)	—			(20,487		)
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	(1,041		)	(126,008		)	4,482			1,041			(121,526		)

FINANCING ACTIVITIES:
Repayment of convertible senior subordinated notes due 2018	—			(65,941		)	—			—			(65,941		)
Proceeds from bank borrowings - homebuilding operations	—			519,900			—			—			519,900
Principal repayments of bank borrowings - homebuilding operations	—			(297,200		)	—			—			(297,200		)
Net repayments of bank borrowings - financial services operations	—			—			(64,169		)	—			(64,169		)
Principal repayment of notes payable - other and CDD bond obligations	—			(1,738		)	—			—			(1,738		)
Proceeds from exercise of stock options	426			—			—			—			426
Intercompany financing	—			5,862			(4,821		)	(1,041		)	—
Repurchase of common shares	(11,085		)	—			—			—			(11,085		)
Dividends paid	—			—			(11,700		)	11,700			—
Debt issue costs	—			(75		)	(40		)	—			(115		)
Net cash (used in) provided by financing activities	(10,659		)	160,808			(80,730		)	10,659			80,078

Net decrease in cash, cash equivalents and restricted cash	—			(110,028		)	(5,315		)	—			(115,343		)
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	$	—		$	21,494		$	14,866		$	—		$	36,360



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

OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	12,031		$	(152,148	)	$	86,123		$	(12,031	)	$	(66,025	)

INVESTING ACTIVITIES:
Purchase of property and equipment	—			(5,848		)	(169		)	—			(6,017		)
Intercompany Investing	(13,166		)	—			—			13,166			—
Investments in and advances to joint venture arrangements	—			(3,401		)	(5,038		)	—			(8,439		)
Return of capital from unconsolidated joint ventures	—			—			1,833			—			1,833
Net proceeds from the sale of mortgage servicing rights	—			—			7,558			—			7,558
Net cash (used in) provided by investing activities	(13,166		)	(9,249		)	4,184			13,166			(5,065		)

FINANCING ACTIVITIES:
Proceeds from bank borrowings - homebuilding operations	—			366,500			—			—			366,500
Principal repayments of bank borrowings - homebuilding operations	—			(406,800		)	—			—			(406,800		)
Net repayments of bank borrowings - financial services operations	—			—			(61,620		)	—			(61,620		)
Principal repayments of notes payable - other and CDD bond obligations	—			(2,358		)	—			—			(2,358		)
Proceeds from issuance of senior notes	—			250,000			—			—			250,000
Intercompany financing	—			22,141			(8,975		)	(13,166		)	—
Dividends paid	(3,656		)	—			(12,031		)	12,031			(3,656		)
Debt issue costs	—			(6,509		)	(63		)	—			(6,572		)
Proceeds from exercise of stock options	4,791			—			—			—			4,791
Net cash provided by (used in) financing activities	1,135			222,974			(82,689		)	(1,135		)	140,285

Net increase in cash, cash equivalents and restricted cash	—			61,577			7,618			—			69,195
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	$	—		$	82,504		$	21,132		$	—		$	103,636