Headwaters 10-Q 2016 Q2 Quarterly report

Exhibit 12

Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends

													Six Months Ended
	Year Ended September 30,												March 31,
(dollars in thousands)	2011			2012**			2013		2014		2015		2016
Fixed Charges Computation
Interest expensed and capitalized (1)	$	106,557		$	38,809		$	37,100	$	44,768	$	58,681	$	15,498
Amortized premiums, discounts, and capitalized expenses related to indebtedness	20,069			14,184			5,841		2,175		6,179		1,184
Reasonable approximation of interest within rental expense	3,323			3,106			3,454		3,342		3,437		1,756
Total Fixed Charges and Preferred Equity Dividends	$	129,949		$	56,099		$	46,395	$	50,285	$	68,297	$	18,438
Earnings Computation
Pre-tax income from continuing operations before adjustment for minority interests in consolidated subsidiaries or income or loss from equity investees	$	(138,093	)	$	(16,454	)	$	12,209	$	20,576	$	37,932	$	20,675
Plus
Fixed charges	129,949			56,099			46,395		50,285		68,297		18,438
Minus
Interest capitalized	91			137			192		427		585		409
Total Earnings	$	(8,235	)	$	39,508		$	58,412	$	70,434	$	105,644	$	38,704
Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends	N/A		*	0.70			1.26		1.40		1.55		2.10

*Total earnings for this period were less than zero dollars.  The deficiency of earnings to fixed charges for the year ended September 30, 2011 was $138.2 million.

**The deficiency of earnings to fixed charges for the year ended September 30, 2012 was $16.6 million.

(1)Interest expense associated with unrecognized tax benefits is included in income tax expense, not with interest expense.