Supplemental Guarantor Information [Text Block] | Supplemental Guarantor Information At January 31, 2019 , our 100% -owned subsidiary, Toll Brothers Finance Corp. (the “Subsidiary Issuer”), has issued the following outstanding Senior Notes (amounts in thousands): Original amount issued and amount outstanding 6.75% Senior Notes due November 1, 2019 $ 250,000 5.875% Senior Notes due February 15, 2022 $ 419,876 4.375% Senior Notes due April 15, 2023 $ 400,000 5.625% Senior Notes due January 15, 2024 $ 250,000 4.875% Senior Notes due November 15, 2025 $ 350,000 4.875% Senior Notes due March 15, 2027 $ 450,000 4.350% Senior Notes due February 15, 2028 $ 400,000 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 these Senior Notes. 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 our obligations under 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 (i) no default or event of default exists or would result from release of such guarantee; (ii) the Guarantor Subsidiary being released has consolidated net worth of less than 5% of the Company’s consolidated net worth as of the end of our most recent fiscal quarter; (iii) 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; (iv) such release would not have a material adverse effect on our and our subsidiaries’ home building business; and (v) the Guarantor Subsidiary is released from its guaranty 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). Condensed Consolidating Balance Sheet at January 31, 2019 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents — — 624,608 177,126 — 801,734 Inventory 7,620,115 94,528 7,714,643 Property, construction and office equipment, net 278,238 16,420 294,658 Receivables, prepaid expenses and other assets 7 280,959 427,713 (99,015 ) 609,664 Mortgage loans held for sale 88,840 88,840 Customer deposits held in escrow 98,842 1,192 100,034 Investments in unconsolidated entities 46,141 363,233 409,374 Investments in and advances to consolidated entities 4,821,141 2,570,824 111,740 147,518 (7,651,223 ) — Income taxes receivable 16,907 16,907 4,838,055 2,570,824 9,060,643 1,316,570 (7,750,238 ) 10,035,854 LIABILITIES AND EQUITY Liabilities Loans payable 998,682 1,785 1,000,467 Senior notes 2,511,932 2,511,932 Mortgage company loan facility 74,135 74,135 Customer deposits 401,283 5,072 406,355 Accounts payable 301,450 592 302,042 Accrued expenses 507 41,051 513,617 427,268 (102,709 ) 879,734 Advances from consolidated entities 1,136,528 446,420 (1,582,948 ) — Total liabilities 507 2,552,983 3,351,560 955,272 (1,685,657 ) 5,174,665 Equity Stockholders’ equity Common stock 1,779 48 3,006 (3,054 ) 1,779 Additional paid-in capital 717,405 49,400 113,734 (163,134 ) 717,405 Retained earnings (deficit) 5,257,237 (31,559 ) 5,709,035 202,931 (5,898,393 ) 5,239,251 Treasury stock, at cost (1,139,623 ) (1,139,623 ) Accumulated other comprehensive income 750 750 Total stockholders’ equity 4,837,548 17,841 5,709,083 319,671 (6,064,581 ) 4,819,562 Noncontrolling interest 41,627 41,627 Total equity 4,837,548 17,841 5,709,083 361,298 (6,064,581 ) 4,861,189 4,838,055 2,570,824 9,060,643 1,316,570 (7,750,238 ) 10,035,854 Condensed Consolidating Balance Sheet at October 31, 2018 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated ASSETS Cash and cash equivalents — — 1,011,863 170,332 — 1,182,195 Inventory 7,493,205 105,014 7,598,219 Property, construction and office equipment, net 169,265 24,016 193,281 Receivables, prepaid expenses and other assets 291,299 392,559 (133,080 ) 550,778 Mortgage loans held for sale 170,731 170,731 Customer deposits held in escrow 116,332 1,241 117,573 Investments in unconsolidated entities 44,329 387,484 431,813 Investments in and advances to consolidated entities 4,791,629 2,916,557 91,740 126,872 (7,926,798 ) — 4,791,629 2,916,557 9,218,033 1,378,249 (8,059,878 ) 10,244,590 LIABILITIES AND EQUITY Liabilities Loans payable 686,801 686,801 Senior notes 2,861,375 2,861,375 Mortgage company loan facility 150,000 150,000 Customer deposits 405,318 5,546 410,864 Accounts payable 361,655 443 362,098 Accrued expenses 471 37,341 600,907 462,128 (127,266 ) 973,581 Advances from consolidated entities 1,551,196 476,040 (2,027,236 ) — Income taxes payable 30,959 30,959 Total liabilities 31,430 2,898,716 3,605,877 1,094,157 (2,154,502 ) 5,475,678 Equity Stockholders’ equity Common stock 1,779 48 3,006 (3,054 ) 1,779 Additional paid-in capital 727,053 49,400 93,734 (143,134 ) 727,053 Retained earnings (deficit) 5,161,551 (31,559 ) 5,612,108 178,639 (5,759,188 ) 5,161,551 Treasury stock, at cost (1,130,878 ) (1,130,878 ) Accumulated other comprehensive income 694 694 Total stockholders’ equity 4,760,199 17,841 5,612,156 275,379 (5,905,376 ) 4,760,199 Noncontrolling interest 8,713 8,713 Total equity 4,760,199 17,841 5,612,156 284,092 (5,905,376 ) 4,768,912 4,791,629 2,916,557 9,218,033 1,378,249 (8,059,878 ) 10,244,590 Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) for the three months ended January 31, 2019 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated Revenues: Home sales 1,292,196 27,112 1,319,308 Land sales and other 15,333 73,315 (44,775 ) 43,873 — — 1,307,529 100,427 (44,775 ) 1,363,181 Cost of revenues: Home sales 1,020,895 21,350 1,042,245 Land sales and other 4,138 45,891 (15,776 ) 34,253 — — 1,025,033 67,241 (15,776 ) 1,076,498 Selling, general and administrative 390 733 169,917 18,753 (27,555 ) 162,238 Income (loss) from operations (390 ) (733 ) 112,579 14,433 (1,444 ) 124,445 Other: Income from unconsolidated entities 5,387 753 6,140 Other income – net 5,497 13,231 2,133 20,861 Intercompany interest income 34,121 527 1,505 (36,153 ) — Interest expense (33,388 ) (1,505 ) (571 ) 35,464 — Income from subsidiaries 151,836 29,352 (181,188 ) — Income before income taxes 151,446 — 151,837 29,351 (181,188 ) 151,446 Income tax provision 39,396 39,497 7,635 (47,132 ) 39,396 Net income 112,050 — 112,340 21,716 (134,056 ) 112,050 Other comprehensive income 56 56 Total comprehensive income 112,106 — 112,340 21,716 (134,056 ) 112,106 Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) for the three months ended January 31, 2018 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated Revenues 1,115,354 104,114 (44,000 ) 1,175,468 Cost of revenues 874,808 77,487 (17,815 ) 934,480 Selling, general and administrative 18 840 162,079 20,173 (25,843 ) 157,267 18 840 1,036,887 97,660 (43,658 ) 1,091,747 Income (loss) from operations (18 ) (840 ) 78,467 6,454 (342 ) 83,721 Other: Income from unconsolidated entities 5,132 33,748 38,880 Other income – net 5,885 1,044 2,068 8,997 Intercompany interest income 32,695 1,023 (33,718 ) — Interest expense (31,855 ) (1,023 ) (368 ) 33,246 — Income from subsidiaries 131,616 41,901 (173,517 ) — Income (loss) before income taxes 131,598 — 130,362 41,901 (172,263 ) 131,598 Income tax provision (benefit) (509 ) (12,529 ) 11,861 668 (509 ) Net income (loss) 132,107 — 142,891 30,040 (172,931 ) 132,107 Other comprehensive income 171 171 Total comprehensive income (loss) 132,278 — 142,891 30,040 (172,931 ) 132,278 Condensed Consolidating Statement of Cash Flows for the three months ended January 31, 2019 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated Net cash (used in) provided by operating activities (33,260 ) 4,268 (207,541 ) 60,699 (9,391 ) (185,225 ) Cash flow provided by (used in) investing activities: Purchase of property and equipment - net (19,707 ) 131 (19,576 ) Investments in unconsolidated entities (2,235 ) (14,970 ) (17,205 ) Return of investments in unconsolidated entities 42,677 42,677 Investment in foreclosed real estate and distressed loans (130 ) (130 ) Return of investments in foreclosed real estate and distressed loans 482 482 Proceeds from sale of golf club property 18,220 18,220 Investment paid - intercompany (20,000 ) 20,000 — Intercompany advances 76,603 345,732 (422,335 ) — Net cash provided by (used in) investing activities 76,603 345,732 (41,942 ) 46,410 (402,335 ) 24,468 Cash flow provided by (used in) financing activities: Proceeds from loans payable 300,000 509,506 809,506 Debt issuance costs for loans payable (2,058 ) (2,058 ) Principal payments of loans payable (48,222 ) (585,371 ) (633,593 ) Redemption of senior notes (350,000 ) (350,000 ) Proceeds from stock-based benefit plans, net (1,831 ) (1,831 ) Purchase of treasury stock (25,143 ) (25,143 ) Dividends paid (16,369 ) (16,369 ) Investment received - intercompany 20,000 (20,000 ) — Intercompany advances (387,492 ) (44,234 ) 431,726 — Net cash (used in) provided by financing activities (43,343 ) (350,000 ) (137,772 ) (100,099 ) 411,726 (219,488 ) Net (decrease) increase in cash, cash equivalents, and restricted cash — — (387,255 ) 7,010 — (380,245 ) Cash, cash equivalents, and restricted cash, beginning of period — — 1,011,867 171,072 — 1,182,939 Cash and cash equivalents, end of period — — 624,612 178,082 — 802,694 Condensed Consolidating Statement of Cash Flows for the three months ended January 31, 2018 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated Net cash (used in) provided by operating activities (67,018 ) 1,894 (361,168 ) 99,347 (2,879 ) (329,824 ) Cash flow provided by (used in) investing activities: Purchase of property and equipment — net (741 ) (953 ) (1,694 ) Investments in unconsolidated entities (1,158 ) (3,264 ) (4,422 ) Return of investments in unconsolidated entities 14,550 21,703 36,253 Investment in foreclosed real estate and distressed loans (92 ) (92 ) Return of investments in foreclosed real estate and distressed loans 1,505 1,505 Intercompany advances 271,988 (398,484 ) 126,496 — Net cash provided by (used in) investing activities 271,988 (398,484 ) 12,651 18,899 126,496 31,550 Cash flow provided by (used in) financing activities: Proceeds from issuance of senior notes 400,000 400,000 Debt issuance costs for senior notes (3,410 ) (3,410 ) Proceeds from loans payable 350,000 239,819 589,819 Principal payments of loans payable (366,120 ) (321,620 ) (687,740 ) Proceeds from stock-based benefit plans, net 7,580 7,580 Purchase of treasury stock (200,257 ) (200,257 ) Dividends paid (12,293 ) (12,293 ) Intercompany advances 176,261 (52,644 ) (123,617 ) — Net cash provided by (used in) financing activities (204,970 ) 396,590 160,141 (134,445 ) (123,617 ) 93,699 Net increase in cash, cash equivalents, and restricted cash — — (188,376 ) (16,199 ) — (204,575 ) Cash, cash equivalents, and restricted cash, beginning of period — — 534,704 180,607 — 715,311 Cash, cash equivalents, and restricted cash, end of period — — 346,328 164,408 — 510,736 |