Supplemental Guarantor Information [Text Block] | . Supplemental Guarantor Information Our 100% -owned subsidiary, Toll Brothers Finance Corp. (the “Subsidiary Issuer”), has issued the following Senior Notes (amounts in thousands): Original amount issued and amount outstanding at October 31, 2015 8.91% Senior Notes due 2017 $ 400,000 4.0% Senior Notes due 2018 $ 350,000 6.75% Senior Notes due 2019 $ 250,000 5.875% Senior Notes due 2022 $ 419,876 4.375% Senior Notes due 2023 $ 400,000 5.625% Senior Notes due 2024 $ 250,000 4.875% Senior Notes due 2025 $ 350,000 0.50% Exchangeable Senior Notes due 2032 $ 287,500 The obligations of the Subsidiary Issuer to pay principal, premiums, if any, and interest are guaranteed jointly and severally on a senior basis by us and substantially all of our 100% -owned home building subsidiaries (the “Guarantor Subsidiaries”). The guarantees are full and unconditional. Our non-home building subsidiaries and several of our home building subsidiaries (together, the “Nonguarantor Subsidiaries”) do not guarantee the debt. The Subsidiary Issuer generates no operating revenues and does not have any independent operations other than the financing of our other subsidiaries by lending the proceeds from the above-described debt issuances. The indentures under which the Senior Notes were issued provide that any of our subsidiaries that provide a guarantee of the Credit Facility will guarantee the Senior Notes. The indentures further provide that any Guarantor Subsidiary may be released from its guarantee, so long as (1) no default or event of default exists or would result from release of such guarantee, (2) the Guarantor Subsidiary being released has consolidated net worth of less than 5% of our consolidated net worth as of the end of our most recent fiscal quarter, (3) the Guarantor Subsidiaries released from their guarantees in any fiscal year comprise in the aggregate less than 10% (or 15% if and to the extent necessary to permit the cure of a default) of our consolidated net worth as of the end of our most recent fiscal quarter, (4) such release would not have a material adverse effect on our and our subsidiaries home building business, and (5) the Guarantor Subsidiary is released from its guarantee under the Credit Facility. If there are no guarantors under the Credit Facility, all Guarantor Subsidiaries under the indentures will be released from their guarantees. Separate financial statements and other disclosures concerning the Guarantor Subsidiaries are not presented because management has determined that such disclosures would not be material to investors. Supplemental consolidating financial information of Toll Brothers, Inc., the Subsidiary Issuer, the Guarantor Subsidiaries, the Nonguarantor Subsidiaries, and the eliminations to arrive at Toll Brothers, Inc. on a consolidated basis is presented below ($ amounts in thousands). Consolidating Balance Sheet at October 31, 2015 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents — — 783,599 135,394 — 918,993 Marketable securities 10,001 10,001 Restricted cash 15,227 499 1,069 16,795 Inventory 6,530,698 466,818 6,997,516 Property, construction, and office equipment, net 121,178 15,577 136,755 Receivables, prepaid expenses, and other assets 52 149,268 178,680 (43,870 ) 284,130 Mortgage loans held for sale 123,175 123,175 Customer deposits held in escrow 51,767 4,338 56,105 Investments in unconsolidated entities 115,999 296,861 412,860 Investments in foreclosed real estate and distressed loans 51,730 51,730 Investments in and advances to consolidated entities 4,067,722 2,726,428 4,740 (6,798,890 ) — Deferred tax assets, net of valuation allowances 198,455 198,455 4,281,456 2,726,428 7,757,748 1,283,643 (6,842,760 ) 9,206,515 LIABILITIES AND EQUITY Liabilities Loans payable 1,000,439 1,000,439 Senior notes 2,669,860 19,941 2,689,801 Mortgage company loan facility 100,000 100,000 Customer deposits 271,124 13,185 284,309 Accounts payable 236,436 517 236,953 Accrued expenses 25,699 361,089 266,411 (45,133 ) 608,066 Advances from consolidated entities 1,932,075 850,374 (2,782,449 ) — Income taxes payable 58,868 58,868 Total liabilities 58,868 2,695,559 3,801,163 1,230,487 (2,807,641 ) 4,978,436 Equity Stockholders’ equity Common stock 1,779 48 3,006 (3,054 ) 1,779 Additional paid-in capital 728,125 49,400 1,734 (51,134 ) 728,125 Retained earnings 3,595,202 (18,531 ) 3,956,568 42,894 (3,980,931 ) 3,595,202 Treasury stock, at cost (100,040 ) (100,040 ) Accumulated other comprehensive loss (2,478 ) (31 ) (2,509 ) Total stockholders’ equity 4,222,588 30,869 3,956,585 47,634 (4,035,119 ) 4,222,557 Noncontrolling interest 5,522 5,522 Total equity 4,222,588 30,869 3,956,585 53,156 (4,035,119 ) 4,228,079 4,281,456 2,726,428 7,757,748 1,283,643 (6,842,760 ) 9,206,515 Consolidating Balance Sheet at October 31, 2014 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents — — 455,714 130,601 — 586,315 Marketable securities 1,997 10,029 12,026 Restricted cash 15,211 2,070 1,061 18,342 Inventory 6,260,303 230,018 6,490,321 Property, construction, and office equipment, net 126,586 16,424 143,010 Receivables, prepaid expenses, and other assets 113,221 137,496 (17,590 ) 233,127 Mortgage loans held for sale 101,944 101,944 Customer deposits held in escrow 39,912 2,161 42,073 Investments in unconsolidated entities 132,096 314,982 447,078 Investments in foreclosed real estate and distressed loans 73,800 73,800 Investments in and advances to consolidated entities 3,714,788 2,677,448 4,740 (6,396,976 ) — Deferred tax assets, net of valuation allowances 250,421 250,421 3,980,420 2,677,448 7,136,639 1,018,516 (6,414,566 ) 8,398,457 LIABILITIES AND EQUITY Liabilities Loans payable 651,627 992 652,619 Senior notes 2,608,910 29,331 2,638,241 Mortgage company loan facility 90,281 90,281 Customer deposits 221,084 2,715 223,799 Accounts payable 225,106 241 225,347 Accrued expenses 31,906 386,223 181,649 (18,301 ) 581,477 Advances from consolidated entities 2,018,981 708,167 (2,727,148 ) — Income taxes payable 125,996 125,996 Total liabilities 125,996 2,640,816 3,503,021 984,045 (2,716,118 ) 4,537,760 Equity Stockholders’ equity Common stock 1,779 48 3,006 (3,054 ) 1,779 Additional paid-in capital 712,162 49,400 1,734 (51,134 ) 712,162 Retained earnings 3,232,035 (12,768 ) 3,633,618 23,410 (3,644,260 ) 3,232,035 Treasury stock, at cost (88,762 ) (88,762 ) Accumulated other comprehensive loss (2,790 ) (48 ) (2,838 ) Total stockholders’ equity 3,854,424 36,632 3,633,618 28,150 (3,698,448 ) 3,854,376 Noncontrolling interest 6,321 6,321 Total equity 3,854,424 36,632 3,633,618 34,471 (3,698,448 ) 3,860,697 3,980,420 2,677,448 7,136,639 1,018,516 (6,414,566 ) 8,398,457 Consolidating Statement of Operations and Comprehensive Income (Loss) for the fiscal year ended October 31, 2015 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Revenues 4,213,776 77,226 (119,754 ) 4,171,248 Cost of revenues 3,276,078 12,909 (19,717 ) 3,269,270 Selling, general and administrative 113 3,560 481,943 60,377 (90,885 ) 455,108 113 3,560 3,758,021 73,286 (110,602 ) 3,724,378 Income (loss) from operations (113 ) (3,560 ) 455,755 3,940 (9,152 ) 446,870 Other: Income from unconsolidated entities 14,034 7,085 21,119 Other income - net 9,429 34,098 21,724 2,322 67,573 Intercompany interest income 137,362 (137,362 ) — Interest expense (143,193 ) (999 ) 144,192 — Income from consolidated subsidiaries 526,246 22,359 (548,605 ) — Income (loss) before income taxes 535,562 (9,391 ) 526,246 31,750 (548,605 ) 535,562 Income tax provision (benefit) 172,395 (3,628 ) 203,296 12,265 (211,933 ) 172,395 Net income (loss) 363,167 (5,763 ) 322,950 19,485 (336,672 ) 363,167 Other comprehensive (loss) income 311 18 329 Total comprehensive income (loss) 363,478 (5,763 ) 322,968 19,485 (336,672 ) 363,496 Consolidating Statement of Operations and Comprehensive Income (Loss) for the fiscal year ended October 31, 2014 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Revenues 3,950,509 79,097 (118,004 ) 3,911,602 Cost of revenues 3,098,048 9,406 (25,617 ) 3,081,837 Selling, general and administrative 132 3,670 457,808 55,721 (84,815 ) 432,516 132 3,670 3,555,856 65,127 (110,432 ) 3,514,353 Income (loss) from operations (132 ) (3,670 ) 394,653 13,970 (7,572 ) 397,249 Other: Income from unconsolidated entities 40,588 553 41,141 Other income - net 9,403 40,594 15,416 779 66,192 Intercompany interest income 148,177 (148,177 ) — Interest expense (153,898 ) (1,072 ) 154,970 — Income from consolidated subsidiaries 495,311 19,476 (514,787 ) — Income (loss) before income taxes 504,582 (9,391 ) 495,311 28,867 (514,787 ) 504,582 Income tax provision (benefit) 164,550 (3,609 ) 190,349 11,094 (197,834 ) 164,550 Net income (loss) 340,032 (5,782 ) 304,962 17,773 (316,953 ) 340,032 Other comprehensive income (loss) (677 ) 202 24 (451 ) Total comprehensive income (loss) 339,355 (5,782 ) 305,164 17,797 (316,953 ) 339,581 Consolidating Statement of Operations and Comprehensive Income (Loss) for the fiscal year ended October 31, 2013 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Revenues 2,711,438 70,107 (107,246 ) 2,674,299 Cost of revenues 2,149,554 10,043 (26,297 ) 2,133,300 Selling, general and administrative 188 2,963 364,256 48,413 (75,888 ) 339,932 188 2,963 2,513,810 58,456 (102,185 ) 2,473,232 Income (loss) from operations (188 ) (2,963 ) 197,628 11,651 (5,061 ) 201,067 Other: Income from unconsolidated entities 9,318 5,074 14,392 Other income - net 9,433 32,217 12,616 (2,028 ) 52,238 Intercompany interest income 127,057 (127,057 ) — Interest expense (133,500 ) (646 ) 134,146 — Income from consolidated subsidiaries 258,452 19,289 (277,741 ) — Income (loss) before income taxes 267,697 (9,406 ) 258,452 28,695 (277,741 ) 267,697 Income tax (benefit) provision 97,091 (3,691 ) 101,416 11,260 (108,985 ) 97,091 Net income (loss) 170,606 (5,715 ) 157,036 17,435 (168,756 ) 170,606 Other comprehensive loss 2,334 114 (16 ) 2,432 Total comprehensive income (loss) 172,940 (5,715 ) 157,150 17,419 (168,756 ) 173,038 Consolidating Statement of Cash Flows for the fiscal year ended October 31, 2015 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities 45,366 2,156 100,487 (78,246 ) (9,581 ) 60,182 Cash flow (used in) provided by investing activities: Purchase of property and equipment — net (10,181 ) 734 (9,447 ) Sale and redemption of marketable securities 2,000 2,000 Investment in unconsolidated entities (4,552 ) (119,388 ) (123,940 ) Return of investments in unconsolidated entities 23,213 16,553 39,766 Investment in distressed loans and foreclosed real estate (2,624 ) (2,624 ) Return of investments in distressed loans and foreclosed real estate 37,625 37,625 Net increase in cash from purchase of joint venture interest 3,848 3,848 Intercompany advances (29,620 ) (48,981 ) 78,601 — Net cash (used in) provided by investing activities (29,620 ) (48,981 ) 14,328 (67,100 ) 78,601 (52,772 ) Cash flow provided by (used in) financing activities: Proceeds from issuance of senior notes 350,000 350,000 Debt issuance costs for senior notes (3,175 ) (3,175 ) Proceeds from loans payable 400,000 1,554,432 1,954,432 Principal payments of loans payable (113,745 ) (1,545,713 ) (1,659,458 ) Redemption of senior notes (300,000 ) (300,000 ) Proceeds from stock-based benefit plans 39,514 39,514 Excess tax benefits from stock-based compensation 1,628 1,628 Purchase of treasury stock (56,888 ) (56,888 ) Receipts related to noncontrolling interest (785 ) (785 ) Intercompany advances (73,185 ) 142,205 (69,020 ) — Net cash provided by (used in) financing activities (15,746 ) 46,825 213,070 150,139 (69,020 ) 325,268 Net (decrease) increase in cash and cash equivalents — — 327,885 4,793 — 332,678 Cash and cash equivalents, beginning of year — — 455,714 130,601 — 586,315 Cash and cash equivalents, end of year — — 783,599 135,394 — 918,993 Consolidating Statement of Cash Flows for the fiscal year ended October 31, 2014 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities 137,023 15,644 279,724 (102,540 ) (16,651 ) 313,200 Cash flow provided by (used in) investing activities: Purchase of property and equipment — net (13,161 ) (1,913 ) (15,074 ) Sale and redemption of marketable securities 40,242 40,242 Investment in unconsolidated entities (16,683 ) (96,346 ) (113,029 ) Return of investments in unconsolidated entities 63,581 10,264 73,845 Investment in distressed loans and foreclosed real estate (2,089 ) (2,089 ) Return of investments in distressed loans and foreclosed real estate 53,130 53,130 Acquisition of a business (1,489,116 ) (1,489,116 ) Dividends received intercompany 15,000 (15,000 ) — Intercompany advances (302,591 ) (342,945 ) 645,536 — Net cash provided by (used in) investing activities (302,591 ) (342,945 ) (1,400,137 ) (36,954 ) 630,536 (1,452,091 ) Cash flow provided by (used in) financing activities: Net proceeds from issuance of senior notes 600,000 600,000 Debt issuance costs for senior notes (4,739 ) (4,739 ) Proceeds from loans payable 1,156,300 1,073,071 2,229,371 Debt issuance costs for loans payable (3,063 ) (3,063 ) Principal payments of loans payable (704,320 ) (1,062,795 ) (1,767,115 ) Redemption of senior notes (267,960 ) (267,960 ) Net proceeds from issuance of common stock 220,365 220,365 Proceeds from stock-based benefit plans 28,364 28,364 Excess tax benefits from stock-based compensation 7,593 7,593 Purchase of treasury stock (90,754 ) (90,754 ) Receipts related to noncontrolling interest 172 172 Dividends paid intercompany (15,000 ) 15,000 — Intercompany advances 457,108 171,777 (628,885 ) — Net cash provided by financing activities 165,568 327,301 906,025 167,225 (613,885 ) 952,234 Net (decrease) increase in cash and cash equivalents — — (214,388 ) 27,731 — (186,657 ) Cash and cash equivalents, beginning of year — — 670,102 102,870 — 772,972 Cash and cash equivalents, end of year — — 455,714 130,601 — 586,315 Consolidating Statement of Cash Flows for the fiscal year ended October 31, 2013 Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Net cash (used in) provided by operating activities 116,508 5,163 (518,598 ) (161,333 ) (10,703 ) (568,963 ) Cash flow provided by (used in) investing activities: Purchase of property and equipment — net (15,038 ) (11,529 ) (26,567 ) Purchase of marketable securities (25,938 ) (10,264 ) (36,202 ) Sale and redemption of marketable securities 357,583 60,263 417,846 Investment in unconsolidated entities (34,071 ) (59,327 ) (93,398 ) Return of investments in unconsolidated entities 43,405 26,404 69,809 Investment in distressed loans and foreclosed real estate (26,155 ) (26,155 ) Return of investments in distressed loans and foreclosed real estate 27,370 27,370 Intercompany advances (141,346 ) (241,693 ) 383,039 — Net cash provided by (used in) investing activities (141,346 ) (241,693 ) 325,941 6,762 383,039 332,703 Cash flow provided by (used in) financing activities: Net proceeds from issuance of senior notes 400,383 400,383 Proceeds from loans payable 1,164,531 1,164,531 Principal payments of loans payable (33,329 ) (1,162,195 ) (1,195,524 ) Redemption of senior notes (163,853 ) (163,853 ) Proceeds from stock-based benefit plans 15,798 15,798 Excess tax benefits from stock-based compensation 24,417 24,417 Purchase of treasury stock (15,377 ) (15,377 ) Receipts related to noncontrolling interest 33 33 Intercompany advances 184,064 188,272 (372,336 ) — Net cash provided by financing activities 24,838 236,530 150,735 190,641 (372,336 ) 230,408 Net decrease in cash and cash equivalents — — (41,922 ) 36,070 — (5,852 ) Cash and cash equivalents, beginning of year — — 712,024 66,800 — 778,824 Cash and cash equivalents, end of year — — 670,102 102,870 — 772,972 |