| Senior Notes, Secured, and Unsecured Indebtedness | Senior Notes, Secured, and Unsecured Indebtedness June 30, 2015 December 31, 2014 Notes payable: Construction notes payable $ 57,781 $ 38,688 Seller financing 7,500 547 Revolving line of credit 104,000 — Total notes payable 169,281 39,235 Subordinated amortizing notes 17,349 20,717 Senior notes: 5 3 / 4 % Senior Notes due April 15, 2019 150,000 150,000 8 1 / 2 % Senior Notes due November 15, 2020 429,545 430,149 7% Senior Notes due August 15, 2022 300,000 300,000 Total senior notes 879,545 880,149 Total notes payable and senior notes $ 1,066,175 $ 940,101 As of June 30, 2015 , the maturities of the Notes payable, Subordinated amortizing notes, 5 3 / 4 % Senior Notes, 8 1 / 2 % Senior Notes, and 7% Senior Notes are as follows (in thousands): Year Ending December 31, 2015 $ 7,500 2016 18,502 2017 160,628 2018 — 2019 150,000 Thereafter 725,000 $ 1,061,630 Maturities above exclude premium on 8 1 / 2 % Senior Notes of $4.5 million as of June 30, 2015 . Notes Payable Construction Notes Payable Certain of the Company's consolidated joint ventures have entered into construction notes payable agreements. The issuance date, total availability under each facility outstanding, maturity date and interest rate are listed in the table below as of June 30, 2015 (in millions): Issuance Date Facility Size Outstanding Maturity Current Rate April, 2015 $ 18.5 $ 8.8 October, 2017 3.75 % (1) November, 2014 24.0 15.8 November, 2017 3.75 % (1) November, 2014 22.0 14.7 November, 2017 3.75 % (1) March, 2014 26.0 11.7 October, 2016 3.19 % (2) December, 2013 18.6 6.8 January, 2016 4.25 % (2) $ 109.1 $ 57.8 (1) Loan bears interest at the prime rate +0.5% . (2) Loan bears interest at the Company's option of either LIBOR +3.0% or the prime rate +1.0% . Seller Financing At June 30, 2015 , the Company had $7.5 million of notes payable outstanding related to one land acquisition for which seller financing was provided. The note bears interest at 5% per annum, is secured by the underlying land, and had an original maturity of April 2015, which was subsequently extended to August 2015. Revolving Line of Credit On March 27, 201 5, California Lyon and Parent entered into an amendment and restatement agreement pursuant to which its existing credit agreement for a revolving credit facility of up to $100 million (the "Revolver") was amended and restated in its entirety (as so amended and restated, the “Amended Facility”). The Amended Facility amends and restates the Revolver and provides for total lending commitments of $130.0 million . In addition, the Amended Facility has an uncommitted accordion feature under which the Company may increase the total principal amount up to a maximum aggregate of $200.0 million under certain circumstances (up from a maximum aggregate of $125.0 million under the previous facility), as well as a sublimit of $50.0 million for letters of credit, and extends the maturity date of the previous facility by one year to August 7, 2017 . The Amended Facility contains various covenants, including financial covenants relating to tangible net worth, leverage, liquidity and interest coverage, as well as a limitation on investments in joint ventures and non-guarantor subsidiaries. The Amended Facility contains customary events of default, subject to cure periods in certain circumstances, including: nonpayment of principal, interest and fees or other amounts; violation of covenants; inaccuracy of representations and warranties; cross default to certain other indebtedness; unpaid judgments; and certain bankruptcy and other insolvency events. The occurrence of any event of default could result in the termination of the commitments under the Amended Facility and permit the lenders to accelerate payment on outstanding borrowings under the Amended Facility and require cash collateralization of outstanding letters of credit. If a change in control (as defined in the Amended Facility) occurs, the lenders may terminate the commitments under the Amended Facility and require that the the Company repay outstanding borrowings under the Amended Facility and cash collateralize outstanding letters of credit. Interest rates on borrowings generally will be based on either LIBOR or a base rate, plus the applicable spread. The commitment fee on the unused portion of the Amended Facility currently accrues at an annual rate of 0.50% . The Company was in compliance with all covenants under the Amended Facility as of June 30, 2015 . Borrowings under the Amended Facility, the availability of which is subject to a borrowing base formula, are required to be guaranteed by Parent and certain of Parent’s direct and indirect wholly-owned subsidiaries, are secured by a pledge of all equity interests held by such guarantors, and may be used for general corporate purposes. As of June 30, 2015 , the Company had $104.0 million outstanding against the Amended Facility at an effective rate of 3.41% , as well as a letter of credit for $7.3 million . As of December 31, 2014, the Company had no amounts outstanding under the Amended Facility, with the exception of the above mentioned letter of credit. Subordinated Amortizing Notes On November 21, 2014, in order to pay down amounts borrowed under the senior unsecured bridge loan facility entered into in conjunction with the Polygon Acquisition, the Company completed its public offering and sale of 1,000,000 6.50% tangible equity units (“TEUs”, or "Units"), sold for a stated amount of $100 per Unit, featuring a 17.5% conversion premium. On December 3, 2014, the Company sold an additional 150,000 TEUs pursuant to an over-allotment option granted to the underwriters. Each TEU is a unit composed of two parts: • a prepaid stock purchase contract (a “purchase contract”); and • a senior subordinated amortizing note (an “amortizing note”). Unless settled earlier at the holder’s option, each purchase contract will automatically settle on December 1, 2017 (the "mandatory settlement date"), and the Company will deliver not more than 5.2247 shares of Class A Common Stock and not less than 4.4465 shares of Class A Common Stock on the mandatory settlement date, subject to adjustment, based upon the applicable settlement rate and applicable market value of Class A Common Stock. Each amortizing note had an initial principal amount of $18.01 , bear interest at the annual rate of 5.50% and have a final installment payment date of December 1, 2017. On each March 1, June 1, September 1 and December 1, commencing on March 1, 2015, William Lyon Homes will pay equal quarterly installments of $1.6250 on each amortizing note (except for the March 1, 2015 installment payment, which was $1.8056 per amortizing note). Each installment will constitute a payment of interest and a partial repayment of principal. The amortizing notes rank equally in right of payment to all of the Company's existing and future senior indebtedness, other than borrowings under the Amended Facility and the Company's secured project level financing, which will be senior in right of payment to the obligations under the amortizing notes, in each case to the extent of the value of the assets securing such indebtedness. Each TEU may be separated into its constituent purchase contract and amortizing note on any business day during the period beginning on, and including, the business day immediately succeeding the date of initial issuance of the Units to, but excluding, the third scheduled trading day immediately preceding the mandatory settlement date. Prior to separation, the purchase contracts and amortizing notes may only be purchased and transferred together as Units. The net proceeds received from the TEU issuance were allocated between the amortizing note and the purchase contract under the relative fair value method, with amounts allocated to the purchase contract classified as additional paid-in capital. As of June 30, 2015 and December 31, 2014, the amortizing notes had an unamortized carrying value of $17.3 million and $20.7 million , respectively. Senior Notes 5 3 / 4 % Senior Notes Due 2019 On March 31, 2014, California Lyon completed its private placement with registration rights of 5.75% Senior Notes due 2019 (the "5.75% Notes"), in an aggregate principal amount of $150 million . The 5.75% Notes were issued at 100% of their aggregate principal amount. In August 2014, we exchanged 100% of the initial 5.75% Notes for notes that are freely transferable and registered under the Securities Act of 1933, as amended (the “Securities Act”). As of June 30, 2015 , the outstanding amount of the 5.75% Notes was $150 million . The 5.75% Notes bear interest at a rate of 5.75% per annum, payable semiannually in arrears on April 15 and October 15, and mature on April 15, 2019 . The 5.75% Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and certain of its existing and future restricted subsidiaries. The 5.75% Notes and the related guarantees are California Lyon’s and the guarantors’ unsecured senior obligations and rank equally in right of payment with all of California Lyon’s and the guarantors’ existing and future unsecured senior debt, including California Lyon’s $425 million in aggregate principal amount of 8.5% Senior Notes due 2020 and $300 million in aggregate principal amount of 7.00% Notes, each as described below. The 5.75% Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The 5.75% Notes and the guarantees are and will be effectively junior to California Lyon’s and the guarantors’ existing and future secured debt to the extent of the value of the collateral securing such debt. 8 1 / 2 % Senior Notes Due 2020 On November 8, 2012, California Lyon completed its private placement with registration rights of 8.5% Senior Notes due 2020, (the "initial 8.5% notes"), in an aggregate principal amount of $325 million . The initial 8.5% Notes were issued at 100% of their aggregate principal amount. In July 2013, we exchanged 100% of the initial 8.5% Notes for notes that are freely transferable and registered under the Securities Act. On October 24, 2013, California Lyon completed its private placement with registration rights of an additional $100.0 million in aggregate principal amount of its 8.5% Senior Notes due 2020 (the “additional 8.5 % Notes”, and together with the initial 8.5% notes, the "8.5% Notes" ) at an issue price of 106.5% of their aggregate principal amount, plus accrued interest from and including May 15, 2013, resulting in net proceeds of approximately $104.7 million . In February 2014, we exchanged 100% of the additional 8.5% Notes for notes that are freely transferable and registered under the Securities Act. As of both June 30, 2015 and December 31, 2014 , the outstanding amount of the 8.5% Notes was $425 million , excluding unamortized premium of $4.5 million and $5.1 million , respectively. The 8.5% Notes bear interest at a rate of 8.5% per annum, payable semiannually in arrears on May 15 and November 15, and mature on November 15, 2020 . The 8.5% Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and by certain of its existing and future restricted subsidiaries. The 8.5% Notes and the related guarantees are California Lyon's and the guarantors' unsecured senior obligations and rank equally in right of payment with all of California Lyon’s and the guarantors’ existing and future unsecured senior debt, including the 5.75% Notes, as described above, and the 7.00% Notes, as described below. The 8.5% Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The 8.5% Notes and the guarantees are and will be effectively junior to any of California Lyon’s and the guarantors’ existing and future secured debt to the extent of the value of the collateral securing such debt. 7% Senior Notes Due 2022 On August 11, 2014, WLH PNW Finance Corp. (“Escrow Issuer”), completed its private placement with registration rights of 7.00% Senior Notes due 2022 (the “7.00% Notes”), in an aggregate principal amount of $300 million . The 7.00% Notes were issued at 100% of their aggregate principal amount. On August 12, 2014 , in connection with the consummation of the Polygon Acquisition, Escrow Issuer merged with and into California Lyon, and California Lyon assumed the obligations of the Escrow Issuer under the 2022 Notes and the related indenture by operation of law (the “Escrow Merger”). Following the Escrow Merger, California Lyon is the obligor under the 2022 Notes. In January 2015, we exchanged 100% of the initial 7.00% Notes for notes that are freely transferable and registered under the Securities Act. As of June 30, 2015 , the outstanding amount of the notes was $300 million . The notes bear interest at a rate of 7.00% per annum, payable semiannually in arrears on February 15 and August 15, and mature on August 15, 2022 . The 7.00% Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and certain of its existing and future restricted subsidiaries. The 7.00% Notes and the related guarantees are California Lyon’s and the guarantors’ unsecured senior obligations and rank equally in right of payment with all of California Lyon’s and the guarantors’ existing and future unsecured senior debt, including California Lyon’s $150.0 million in aggregate principal amount of 5.75% Senior Notes due 2019 and $425 million in aggregate principal amount of 8.5% Senior Notes due 2020, each as described above. The 7.00% Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The 7.00% Notes and the guarantees are and will be effectively junior to California Lyon’s and the guarantors’ existing and future secured debt to the extent of the value of the collateral securing such debt. Senior Note Covenant Compliance The indentures governing the 5.75% Notes, the 8.5% Notes, and the 7.00% Notes contain covenants that limit the ability of Parent, California Lyon, and their restricted subsidiaries to, among other things: (i) incur or guarantee certain additional indebtedness; (ii) pay dividends, distributions, or repurchase equity or make payments in respect of subordinated indebtedness; (iii) make certain investments; (iv) sell assets; (v) incur liens; (vi) enter into agreements restricting the ability of the Company’s restricted subsidiaries to pay dividends or transfer assets; (vii) enter into transactions with affiliates; (viii) create unrestricted subsidiaries; and (viii) consolidate, merge or sell all or substantially all of its assets. These covenants are subject to a number of important exceptions and qualifications as described in the indentures. The Company was in compliance with all such covenants as of June 30, 2015 . GUARANTOR AND NON-GUARANTOR FINANCIAL STATEMENTS The following consolidating financial information includes: (1) Consolidating balance sheets as of June 30, 2015 and December 31, 2014 ; consolidating statements of operations for the three and six months ended June 30, 2015 and 2014 ; and consolidating statements of cash flows for the six month periods ended June 30, 2015 and 2014 , of (a) William Lyon Homes, as the parent, or “Delaware Lyon”, (b) William Lyon Homes, Inc., as the subsidiary issuer, or “California Lyon”, (c) the guarantor subsidiaries, (d) the non-guarantor subsidiaries and (e) William Lyon Homes, Inc. on a consolidated basis; and (2) Elimination entries necessary to consolidate Delaware Lyon, with California Lyon and its guarantor and non-guarantor subsidiaries. Delaware Lyon owns 100% of all of its guarantor subsidiaries and all guarantees are full and unconditional, joint and several. As a result, in accordance with Rule 3-10 (d) of Regulation S-X promulgated by the SEC, no separate financial statements are required for these subsidiaries as of June 30, 2015 and December 31, 2014 , and for the three and six month periods ended June 30, 2015 and 2014 . CONDENSED CONSOLIDATING BALANCE SHEET (Unaudited) As of June 30, 2015 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company ASSETS Cash and cash equivalents $ — $ 52,607 $ 764 $ 7,274 $ — $ 60,645 Restricted cash — 504 — — — 504 Receivables — 16,489 368 3,808 — 20,665 Escrow proceeds receivable — 1,831 6,422 — — 8,253 Real estate inventories — 878,748 566,227 107,276 — 1,552,251 Deferred loan costs, net — 15,088 — — — 15,088 Goodwill — 14,209 46,678 — — 60,887 Intangibles, net — 293 6,700 — — 6,993 Deferred income taxes, net — 89,825 — — — 89,825 Other assets, net — 21,803 2,591 294 — 24,688 Investments in subsidiaries 590,505 (37,425 ) (567,502 ) — 14,422 — Intercompany receivables — — 234,741 — (234,741 ) — Total assets $ 590,505 $ 1,053,972 $ 296,989 $ 118,652 $ (220,319 ) $ 1,839,799 LIABILITIES AND EQUITY Accounts payable $ — $ 58,037 $ 8,827 $ 2,652 $ — $ 69,516 Accrued expenses — 58,915 26,257 95 — 85,267 Notes payable — 111,500 — 57,781 — 169,281 Subordinated amortizing notes — 17,349 — — — 17,349 5 3 / 4 % Senior Notes — 150,000 — — — 150,000 8 1 / 2 % Senior Notes — 429,545 — — — 429,545 7% Senior Notes — 300,000 — — — 300,000 Intercompany payables — 167,528 — 67,213 (234,741 ) — Total liabilities — 1,292,874 35,084 127,741 (234,741 ) 1,220,958 Equity William Lyon Homes stockholders’ equity (deficit) 590,505 (238,902 ) 261,905 (37,425 ) 14,422 590,505 Noncontrolling interests — — — 28,336 — 28,336 Total liabilities and equity $ 590,505 $ 1,053,972 $ 296,989 $ 118,652 $ (220,319 ) $ 1,839,799 CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2014 (in thousands) Unconsolidated Delaware California Guarantor Non-Guarantor Eliminating Consolidated ASSETS Cash and cash equivalents $ — $ 48,462 $ 573 $ 3,736 $ — $ 52,771 Restricted cash — 504 — — — 504 Receivables — 16,783 878 3,589 — 21,250 Escrow proceeds receivable — 613 2,302 — — 2,915 Real estate inventories — 755,748 554,170 94,721 — 1,404,639 Deferred loan costs, net — 15,988 — — — 15,988 Goodwill — 14,209 46,678 — — 60,887 Intangibles, net — 957 6,700 — — 7,657 Deferred income taxes, net — 88,039 — — — 88,039 Other assets, net — 17,243 2,176 358 — 19,777 Investments in subsidiaries 569,915 (35,961 ) (574,129 ) — 40,175 — Intercompany receivables — — 232,895 — (232,895 ) — Total assets $ 569,915 $ 922,585 $ 272,243 $ 102,404 $ (192,720 ) $ 1,674,427 LIABILITIES AND EQUITY Accounts payable $ — $ 28,792 $ 19,023 $ 3,999 $ — $ 51,814 Accrued expenses — 76,664 8,610 92 — 85,366 Notes payable — 384 162 38,689 — 39,235 Subordinated amortizing notes — 20,717 — — 20,717 5 3/4% Senior Notes — 150,000 — — 150,000 8 1/2% Senior Notes — 430,149 — — — 430,149 7% Senior Notes — 300,000 — — 300,000 Intercompany payables — 164,541 — 68,354 (232,895 ) — Total liabilities — 1,171,247 27,795 111,134 (232,895 ) 1,077,281 Equity William Lyon Homes stockholders’ equity (deficit) 569,915 (248,662 ) 244,448 (35,961 ) 40,175 569,915 Noncontrolling interests — — — 27,231 — 27,231 Total liabilities and equity $ 569,915 $ 922,585 $ 272,243 $ 102,404 $ (192,720 ) $ 1,674,427 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Three Months Ended June 30, 2015 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Home sales $ — $ 104,998 $ 136,263 $ 6,479 $ — $ 247,740 Construction services — 6,955 — — — 6,955 Management fees — (195 ) — — 195 — — 111,758 136,263 6,479 195 254,695 Operating costs Cost of sales - homes — (80,482 ) (114,216 ) (5,355 ) (195 ) (200,248 ) Construction services — (5,898 ) — — — (5,898 ) Sales and marketing — (6,412 ) (7,776 ) (716 ) — (14,904 ) General and administrative — (10,669 ) (2,746 ) — — (13,415 ) Amortization of intangible assets — (462 ) — — — (462 ) Other — (401 ) 495 — — 94 — (104,324 ) (124,243 ) (6,071 ) (195 ) (234,833 ) Income from subsidiaries 12,277 276 — — (12,553 ) — Operating income 12,277 7,710 12,020 408 (12,553 ) 19,862 Other income (expense), net — 840 (14 ) (184 ) — 642 Income before provision for income taxes 12,277 8,550 12,006 224 (12,553 ) 20,504 Provision for income taxes — (7,254 ) — — — (7,254 ) Net income 12,277 1,296 12,006 224 (12,553 ) 13,250 Less: Net income attributable to noncontrolling interests — — — (973 ) — (973 ) Net income (loss) available to common stockholders $ 12,277 $ 1,296 $ 12,006 $ (749 ) $ (12,553 ) $ 12,277 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Three Months Ended June 30, 2014 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Home sales $ — $ 136,300 $ 23,889 $ 9,679 $ — $ 169,868 Construction services — 9,941 — — — 9,941 Management fees — 685 — — (685 ) — — 146,926 23,889 9,679 (685 ) 179,809 Operating costs Cost of sales - homes — (103,732 ) (19,466 ) (7,113 ) 685 (129,626 ) Construction services — (8,405 ) — — — (8,405 ) Sales and marketing — (6,743 ) (1,620 ) (561 ) — (8,924 ) General and administrative — (10,220 ) (797 ) (2 ) — (11,019 ) Amortization of intangible assets — (502 ) — — — (502 ) Other — (929 ) 19 181 — (729 ) — (130,531 ) (21,864 ) (7,495 ) 685 (159,205 ) Income from subsidiaries 12,285 1,949 — — (14,234 ) — Operating income 12,285 18,344 2,025 2,184 (14,234 ) 20,604 Other income (expense), net — 606 (8 ) (244 ) — 354 Income before provision for income taxes 12,285 18,950 2,017 1,940 (14,234 ) 20,958 Provision for income taxes — (6,206 ) — — — (6,206 ) Net income 12,285 12,744 2,017 1,940 (14,234 ) 14,752 Less: Net income attributable to noncontrolling interests — — — (2,467 ) — (2,467 ) Net income (loss) available to common stockholders $ 12,285 $ 12,744 $ 2,017 $ (527 ) $ (14,234 ) $ 12,285 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Six Months Ended June 30, 2015 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Home sales $ — $ 194,542 $ 219,397 $ 23,516 $ — $ 437,455 Construction services — 14,408 — — — 14,408 Management fees — (706 ) — — 706 — — 208,244 219,397 23,516 706 451,863 Operating costs Cost of sales - homes — (149,358 ) (184,600 ) (19,665 ) (706 ) (354,329 ) Construction services — (11,927 ) — — — (11,927 ) Sales and marketing — (12,166 ) (13,300 ) (1,662 ) — (27,128 ) General and administrative — (21,988 ) (5,375 ) — — (27,363 ) Amortization of intangible assets — (665 ) — — — (665 ) Other — (1,537 ) 1,343 — — (194 ) — (197,641 ) (201,932 ) (21,327 ) (706 ) (421,606 ) Income (loss) from subsidiaries 18,959 (6,468 ) — — (12,491 ) — Operating income 18,959 4,135 17,465 2,189 (12,491 ) 30,257 Other income (expense), net — 5,206 4,799 (8,582 ) — 1,423 Income (loss) before provision for income taxes 18,959 9,341 22,264 (6,393 ) (12,491 ) 31,680 Provision for income taxes — (10,824 ) — — — (10,824 ) Net income (loss) 18,959 (1,483 ) 22,264 (6,393 ) (12,491 ) 20,856 Less: Net income attributable to noncontrolling interests — — — (1,897 ) — (1,897 ) Net income (loss) available to common stockholders $ 18,959 $ (1,483 ) $ 22,264 $ (8,290 ) $ (12,491 ) $ 18,959 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Six Months Ended June 30, 2014 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Home sales $ — $ 242,899 $ 42,437 $ 24,831 $ — $ 310,167 Construction services — 19,593 — — — 19,593 Management fees — 1,140 — — (1,140 ) — — 263,632 42,437 24,831 (1,140 ) 329,760 Operating costs Cost of sales - homes — (184,161 ) (34,523 ) (18,294 ) 1,140 (235,838 ) Construction services — (16,473 ) — — — (16,473 ) Sales and marketing — (11,432 ) (2,815 ) (1,235 ) — (15,482 ) General and administrative — (21,498 ) (1,655 ) (2 ) — (23,155 ) Amortization of intangible assets — (1,120 ) — — — (1,120 ) Other — (1,899 ) 18 590 — (1,291 ) — (236,583 ) (38,975 ) (18,941 ) 1,140 (293,359 ) Income from subsidiaries 20,982 4,964 — — (25,946 ) — Operating income 20,982 32,013 3,462 5,890 (25,946 ) 36,401 Other income (expense), net — 875 (11 ) (391 ) — 473 Income before provision for income taxes 20,982 32,888 3,451 5,499 (25,946 ) 36,874 Provision for income taxes — (10,780 ) — — — (10,780 ) Net income 20,982 22,108 3,451 5,499 (25,946 ) 26,094 Less: Net income attributable to noncontrolling interests — — — (5,112 ) — (5,112 ) Net income available to common stockholders $ 20,982 $ 22,108 $ 3,451 $ 387 $ (25,946 ) $ 20,982 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Six Months Ended June 30, 2015 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating activities Net cash (used in) provided by operating activities $ (1,631 ) $ (98,069 ) $ 13,229 $ (20,462 ) $ 1,631 $ (105,302 ) Investing activities Investments in and advances to unconsolidated joint ventures — (1,000 ) — — — (1,000 ) Distributions from unconsolidated joint ventures — — 362 — — 362 Purchases of property and equipment — (303 ) 41 15 — (247 ) Investments in subsidiaries — (5,004 ) (6,627 ) — 11,631 — Net cash (used in) provided by investing activities — (6,307 ) (6,224 ) 15 11,631 (885 ) Financing activities Proceeds from borrowings on notes payable — — — 28,394 — 28,394 Principal payments on notes payable — (2,385 ) (162 ) (9,301 ) — (11,848 ) Proceeds from borrowings on Revolver — 144,000 — — — 144,000 Payments on Revolver — (40,000 ) — — — (40,000 ) Principal payments on subordinated amortizing notes — (3,368 ) — — — (3,368 ) Payment of deferred loan costs — (799 ) — — — (799 ) Proceeds from stock options exercised — 106 — — — 106 Shares remitted to or withheld by Company for employee tax withholding — (1,632 ) — — — (1,632 ) Noncontrolling interest contributions — — — 5,625 — 5,625 Noncontrolling interest distributions — — — (6,417 ) — (6,417 ) Advances to affiliates — — (4,807 ) 6,826 (2,019 ) — Intercompany receivables/payables 1,631 12,599 (1,845 ) (1,142 ) (11,243 ) — Net cash provided by (used in) financing activities 1,631 108,521 (6,814 ) 23,985 (13,262 ) 114,061 Net increase in cash and cash equivalents — 4,145 191 3,538 — 7,874 Cash and cash equivalents at beginning of period — 48,462 573 3,736 — 52,771 Cash and cash equivalents at end of period $ — $ 52,607 $ 764 $ 7,274 $ — $ 60,645 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Six Months Ended June 30, 2014 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating activities Net cash (used in) provided by operating activities $ (619 ) $ (199,766 ) $ 5,062 $ (7,837 ) $ 619 $ (202,541 ) Investing activities Purchases of property and equipment — (1,609 ) (31 ) — — (1,640 ) Investments in subsidiaries — 50,342 — — (50,342 ) — Net cash provided by (used in) investing activities — 48,733 (31 ) — (50,342 ) (1,640 ) Financing activities Proceeds from borrowings on notes payable — 394 (394 ) 34,153 — 34,153 Principal payments on notes payable — (10,428 ) — (28,292 ) — (38,720 ) Proceeds from issuance of 5 3/4% notes — 150,000 — — — 150,000 Payment of deferred loan costs — (3,560 ) — — — (3,560 ) Proceeds from exercise of stock options — 285 — — — 285 Shares remitted to Company for employee tax witholding — (1,414 ) — — — (1,414 ) Offering costs related to sale of common stock — (105 ) — — — (105 ) Noncontrolling interest contributions — — — 8,742 — 8,742 Noncontrolling interest distributions — — — (14,091 ) — (14,091 ) Advances to affiliates — — 5 (45,765 ) 45,760 — Intercompany receivables/payables 619 (55,011 ) (4,609 ) 55,038 3,963 — Net cash provided by (used in) financing activities 619 80,161 (4,998 ) 9,785 49,723 135,290 Net (decrease) increase in cash and cash equivalents — (70,872 ) 33 1,948 — (68,891 ) Cash and cash equivalents at beginning of period — 166,516 28 5,128 — 171,672 Cash and cash equivalents at end of period $ — $ 95,644 $ 61 $ 7,076 $ — $ 102,781 |
