Supplemental Guarantor Info [Text Block] | Supplemental Guarantor Information The Company's 7.25% Senior Notes due 2022 (the "Notes") are guaranteed, on an unsecured basis, jointly and severally, by all of the Company's 100% owned subsidiaries (collectively, the "Guarantors"). The guarantees are full and unconditional. The Indenture governing the Notes provides that the guarantees of a Guarantor will be automatically and unconditionally released and discharged: (1) upon any sale, transfer, exchange or other disposition (by merger, consolidation or otherwise) of all of the equity interests of such Guarantor after which the applicable Guarantor is no longer a "Restricted Subsidiary" (as defined in the Indenture), which sale, transfer, exchange or other disposition is made in compliance with applicable provisions of the Indenture; (2) upon the proper designation of such Guarantor as an "Unrestricted Subsidiary" (as defined in the Indenture), in accordance with the Indenture; (3) upon request of the Company and certification in an officersā certificate provided to the trustee that the applicable Guarantor has become an "Immaterial Subsidiary" (as defined in the indenture), so long as such Guarantor would not otherwise be required to provide a guarantee pursuant to the Indenture; provided that, if immediately after giving effect to such release the consolidated tangible assets of all Immaterial Subsidiaries that are not Guarantors would exceed 5.0% of consolidated tangible assets, no such release shall occur, (4) if the Company exercises its legal defeasance option or covenant defeasance option under the Indenture or if the obligations of the Company and the Guarantors are discharged in compliance with applicable provisions of the Indenture, upon such exercise or discharge; (5) unless a default has occurred and is continuing, upon the release or discharge of such Guarantor from its guarantee of any indebtedness for borrowed money of the Company and the Guarantors so long as such Guarantor would not then otherwise be required to provide a guarantee pursuant to the Indenture; or (6) upon the full satisfaction of the Companyās obligations under the Indenture; provided that in each case if such Guarantor has incurred any indebtedness in reliance on its status as a Guarantor in compliance with applicable provisions of the Indenture, such Guarantorās obligations under such indebtedness, as the case may be, so incurred are satisfied in full and discharged or are otherwise permitted to be incurred by a Restricted Subsidiary (other than a Guarantor) in compliance with applicable provisions of the Indenture. The Company has determined that separate, full financial statements of the Guarantors would not be material to investors and, accordingly, supplemental financial information for the guarantors is presented. SUPPLEMENTAL CONDENSED CONSOLIDATING BALANCE SHEETS June 30, 2018 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Assets Cash and cash equivalents $ 38,449 $ 52,126 $ 183 $ ā $ 90,758 Restricted cash ā 567 ā ā 567 Contracts and accounts receivable 12 21,670 ā (1,312 ) 20,370 Intercompany receivables 158,687 ā ā (158,687 ) ā Due from affiliates ā 212 ā ā 212 Real estate inventories ā 469,738 ā ā 469,738 Investment in and advances to unconsolidated joint ventures ā 58,501 ā ā 58,501 Investment in subsidiaries 406,812 ā ā (406,812 ) ā Other assets 17,030 8,849 ā (15 ) 25,864 Total assets $ 620,990 $ 611,663 $ 183 $ (566,826 ) $ 666,010 Liabilities and equity Accounts payable $ 68 $ 28,897 $ 13 $ ā $ 28,978 Accrued expenses and other liabilities 7,765 17,255 91 (1,315 ) 23,796 Intercompany payables ā 158,687 ā (158,687 ) ā Due to affiliates ā 12 ā (12 ) ā Unsecured revolving credit facility 35,000 ā ā ā 35,000 Senior notes, net 319,402 ā ā ā 319,402 Total liabilities 362,235 204,851 104 (160,014 ) 407,176 Stockholders' equity 258,755 406,812 ā (406,812 ) 258,755 Non-controlling interest in subsidiary ā ā 79 ā 79 Total equity 258,755 406,812 79 (406,812 ) 258,834 Total liabilities and equity $ 620,990 $ 611,663 $ 183 $ (566,826 ) $ 666,010 December 31, 2017 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Assets Cash and cash equivalents $ 99,586 $ 23,772 $ 188 $ ā $ 123,546 Restricted cash ā 424 ā ā 424 Contracts and accounts receivable 10 24,238 ā (1,024 ) 23,224 Intercompany receivables 129,414 ā ā (129,414 ) ā Due from affiliates ā 1,060 ā ā 1,060 Real estate inventories ā 416,143 ā ā 416,143 Investment in and advances to unconsolidated joint ventures ā 55,824 ā ā 55,824 Investment in subsidiaries 356,443 ā ā (356,443 ) ā Other assets 8,464 15,827 ā ā 24,291 Total assets $ 593,917 $ 537,288 $ 188 $ (486,881 ) $ 644,512 Liabilities and equity Accounts payable $ 237 $ 23,479 $ 6 $ ā $ 23,722 Accrued expenses and other liabilities 11,034 27,954 80 (1,014 ) 38,054 Intercompany payables ā 129,414 ā (129,414 ) ā Due to affiliates ā 10 ā (10 ) ā Senior notes, net 318,656 ā ā ā 318,656 Total liabilities 329,927 180,857 86 (130,438 ) 380,432 Stockholders' equity 263,990 356,431 12 (356,443 ) 263,990 Non-controlling interest in subsidiary ā ā 90 ā 90 Total equity 263,990 356,431 $ 102 (356,443 ) 264,080 Total liabilities and equity $ 593,917 $ 537,288 $ 188 $ (486,881 ) $ 644,512 SUPPLEMENTAL CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS Three Months Ended June 30, 2018 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Revenues: Home sales $ ā $ 117,460 $ ā $ ā $ 117,460 Fee building ā 38,095 ā ā 38,095 ā 155,555 ā ā 155,555 Cost of Sales: Home sales ā 102,680 (2 ) ā 102,678 Fee building ā 37,038 ā ā 37,038 ā 139,718 (2 ) ā 139,716 Gross Margin: Home sales ā 14,780 2 ā 14,782 Fee building ā 1,057 ā ā 1,057 ā 15,837 2 ā 15,839 Selling and marketing expenses ā (9,466 ) ā ā (9,466 ) General and administrative expenses 305 (6,281 ) (3 ) ā (5,979 ) Equity in net loss of unconsolidated joint ventures ā (120 ) ā ā (120 ) Equity in net loss of subsidiaries (58 ) ā ā 58 ā Other income (expense), net (35 ) (57 ) ā ā (92 ) Pretax income (loss) 212 (87 ) (1 ) 58 182 (Provision) benefit for income taxes (97 ) 30 ā ā (67 ) Net income (loss) 115 (57 ) (1 ) 58 115 Net loss attributable to non-controlling interest in subsidiary ā ā ā ā ā Net income (loss) attributable to The New Home Company Inc. $ 115 $ (57 ) $ (1 ) $ 58 $ 115 Three Months Ended June 30, 2017 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Revenues: Home sales $ ā $ 96,929 $ ā $ ā $ 96,929 Fee building ā 47,181 ā ā 47,181 ā 144,110 ā ā 144,110 Cost of Sales: Home sales ā 82,488 ā ā 82,488 Home sales impairments ā 1,300 ā ā 1,300 Fee building 595 45,304 ā ā 45,899 595 129,092 ā ā 129,687 Gross Margin: Home sales ā 13,141 ā ā 13,141 Fee building (595 ) 1,877 ā ā 1,282 (595 ) 15,018 ā ā 14,423 Selling and marketing expenses ā (6,376 ) ā ā (6,376 ) General and administrative expenses (375 ) (5,220 ) ā ā (5,595 ) Equity in net income of unconsolidated joint ventures ā 201 ā ā 201 Equity in net income of subsidiaries 2,022 ā ā (2,022 ) ā Other income (expense), net 26 (174 ) ā ā (148 ) Pretax income (loss) 1,078 3,449 ā (2,022 ) 2,505 Benefit (provision) for income taxes 439 (1,427 ) ā ā (988 ) Net income 1,517 2,022 ā (2,022 ) 1,517 Net loss attributable to non-controlling interest in subsidiary ā ā ā ā ā Net income attributable to The New Home Company Inc. $ 1,517 $ 2,022 $ ā $ (2,022 ) $ 1,517 Six Months Ended June 30, 2018 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Revenues: Home sales $ ā $ 196,897 $ ā $ ā $ 196,897 Fee building ā 81,889 ā ā 81,889 ā 278,786 ā ā 278,786 Cost of Sales: Home sales ā 172,350 22 ā 172,372 Fee building ā 79,737 ā ā 79,737 ā 252,087 22 ā 252,109 Gross Margin: Home sales ā 24,547 (22 ) ā 24,525 Fee building ā 2,152 ā ā 2,152 ā 26,699 (22 ) ā 26,677 Selling and marketing expenses ā (16,105 ) ā ā (16,105 ) General and administrative expenses (801 ) (11,194 ) (3 ) ā (11,998 ) Equity in net income of unconsolidated joint ventures ā 215 ā ā 215 Equity in net loss of subsidiaries (176 ) ā ā 176 ā Other income (expense), net 76 (194 ) ā ā (118 ) Pretax income (loss) (901 ) (579 ) (25 ) 176 (1,329 ) Benefit for income taxes 376 417 ā ā 793 Net income (loss) (525 ) (162 ) (25 ) 176 (536 ) Net loss attributable to non-controlling interest in subsidiary ā ā 11 ā 11 Net income (loss) attributable to The New Home Company Inc. $ (525 ) $ (162 ) $ (14 ) $ 176 $ (525 ) Six Months Ended June 30, 2017 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Revenues: Home sales $ ā $ 166,335 $ ā $ ā $ 166,335 Fee building ā 102,798 ā ā 102,798 ā 269,133 ā ā 269,133 Cost of Sales: Home sales ā 142,522 31 ā 142,553 Home sales impairments ā 1,300 ā ā 1,300 Fee building 1,085 98,740 ā ā 99,825 1,085 242,562 31 ā 243,678 Gross Margin: Home sales ā 22,513 (31 ) ā 22,482 Fee building (1,085 ) 4,058 ā ā 2,973 (1,085 ) 26,571 (31 ) ā 25,455 Selling and marketing expenses ā (11,377 ) ā ā (11,377 ) General and administrative expenses (1,154 ) (9,531 ) ā ā (10,685 ) Equity in net income of unconsolidated joint ventures ā 507 ā ā 507 Equity in net income of subsidiaries 3,694 ā ā (3,694 ) ā Other income (expense), net 44 (79 ) ā ā (35 ) Pretax income (loss) 1,499 6,091 (31 ) (3,694 ) 3,865 Benefit (provision) for income taxes 864 (2,376 ) ā ā (1,512 ) Net income (loss) 2,363 3,715 (31 ) (3,694 ) 2,353 Net loss attributable to non-controlling interest in subsidiary ā ā 10 ā 10 Net income (loss) attributable to The New Home Company Inc. $ 2,363 $ 3,715 $ (21 ) $ (3,694 ) $ 2,363 SUPPLEMENTAL CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2018 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Net cash used in operating activities $ (39,156 ) $ (22,349 ) $ (5 ) $ ā $ (61,510 ) Investing activities: Purchases of property and equipment (22 ) (162 ) ā ā (184 ) Contributions and advances to unconsolidated joint ventures ā (8,954 ) ā ā (8,954 ) Contributions to subsidiaries from corporate (103,885 ) ā ā 103,885 ā Distributions of capital from subsidiaries 49,975 (49,975 ) ā Distributions of capital and repayment of advances from unconsolidated joint ventures ā 5,874 ā ā 5,874 Interest collected on advances to unconsolidated joint ventures $ ā $ 178 $ ā $ ā $ 178 Net cash used in investing activities $ (53,932 ) $ (3,064 ) $ ā $ 53,910 $ (3,086 ) Financing activities: Borrowings from credit facility 35,000 ā ā ā 35,000 Contributions to subsidiaries from corporate ā 103,885 ā (103,885 ) ā Distributions to corporate from subsidiaries ā (49,975 ) ā 49,975 ā Repurchases of common stock (2,072 ) ā ā ā (2,072 ) Tax withholding paid on behalf of employees for stock awards (977 ) ā ā ā (977 ) Net cash provided by financing activities $ 31,951 $ 53,910 $ ā $ (53,910 ) $ 31,951 Net (decrease) increase in cash, cash equivalents and restricted cash (61,137 ) 28,497 (5 ) ā (32,645 ) Cash, cash equivalents and restricted cash ā beginning of period 99,586 24,196 188 ā 123,970 Cash, cash equivalents and restricted cash ā end of period $ 38,449 $ 52,693 $ 183 $ ā $ 91,325 Six Months Ended June 30, 2017 NWHM Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated NWHM (Dollars in thousands) Net cash used in operating activities $ (21,176 ) $ (49,799 ) $ (47 ) $ (886 ) $ (71,908 ) Investing activities: Purchases of property and equipment (40 ) (55 ) ā ā (95 ) Cash assumed from joint venture at consolidation ā 995 ā ā 995 Contributions and advances to unconsolidated joint ventures ā (8,517 ) ā ā (8,517 ) Contributions to subsidiaries from corporate (94,035 ) ā ā 94,035 ā Distributions of capital from subsidiaries 19,880 ā ā (19,880 ) ā Distributions of capital and repayment of advances from unconsolidated joint ventures ā 2,948 ā ā 2,948 Net cash (used in) provided by investing activities $ (74,195 ) $ (4,629 ) $ ā $ 74,155 $ (4,669 ) Financing activities: Borrowings from credit facility 72,000 ā ā ā 72,000 Repayments of credit facility (190,000 ) ā ā ā (190,000 ) Proceeds from senior notes 324,465 ā ā ā 324,465 Payment of debt issuance costs (6,440 ) ā ā ā (6,440 ) Contributions to subsidiaries from corporate ā 94,035 ā (94,035 ) ā Distributions to corporate from subsidiaries ā (20,766 ) ā 20,766 ā Tax withholding paid on behalf of employees for stock awards (584 ) ā ā ā (584 ) Proceeds from exercise of stock options $ 102 $ ā $ ā $ ā 102 Net cash provided by financing activities $ 199,543 $ 73,269 $ ā $ (73,269 ) $ 199,543 Net increase (decrease) in cash, cash equivalents and restricted cash 104,172 18,841 (47 ) ā 122,966 Cash, cash equivalents and restricted cash ā beginning of period 16,385 14,427 269 ā 31,081 Cash, cash equivalents and restricted cash ā end of period $ 120,557 $ 33,268 $ 222 $ ā $ 154,047 |