Supplemental Guarantor Information [Text Block] | Supplemental Guarantor Information At January 31, 2020 , 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 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 3.80% Senior Notes due November 1, 2029 $ 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 Revolving 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 Revolving Credit Facility. If there are no guarantors under the Revolving 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, 2020 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents — — 336,479 183,314 — 519,793 Inventory 8,102,794 95,558 8,198,352 Property, construction and office equipment, net 275,830 9,955 285,785 Receivables, prepaid expenses and other assets 5,840 300,894 750,123 (78,691 ) 978,166 Mortgage loans held for sale 111,995 111,995 Customer deposits held in escrow 71,568 273 71,841 Investments in unconsolidated entities 44,361 319,991 364,352 Investments in and advances to consolidated entities 4,721,368 2,724,966 185,371 147,413 (7,779,118 ) — Income taxes receivable 56,922 56,922 4,784,130 2,724,966 9,317,297 1,618,622 (7,857,809 ) 10,587,206 LIABILITIES AND EQUITY Liabilities Loans payable 1,275,341 36,100 (34,258 ) 1,277,183 Senior notes 2,660,352 2,660,352 Mortgage company loan facility 97,653 97,653 Customer deposits 414,790 2,302 417,092 Accounts payable 283,119 31,363 314,482 Accrued expenses 6,776 46,773 572,041 462,991 (77,033 ) 1,011,548 Advances from consolidated entities 527,929 507,995 (1,035,924 ) — Income taxes payable 103,816 103,816 Total liabilities 110,592 2,707,125 3,073,220 1,138,404 (1,147,215 ) 5,882,126 Equity Stockholders’ equity Common stock 1,529 48 3,006 (3,054 ) 1,529 Additional paid-in capital 723,109 49,400 199,034 (248,434 ) 723,109 Retained earnings (deficit) 4,834,273 (31,559 ) 6,244,029 228,649 (6,459,106 ) 4,816,286 Treasury stock, at cost (879,820 ) (879,820 ) Accumulated other comprehensive loss (5,553 ) (5,553 ) Total stockholders’ equity 4,673,538 17,841 6,244,077 430,689 (6,710,594 ) 4,655,551 Noncontrolling interest 49,529 49,529 Total equity 4,673,538 17,841 6,244,077 480,218 (6,710,594 ) 4,705,080 4,784,130 2,724,966 9,317,297 1,618,622 (7,857,809 ) 10,587,206 Condensed Consolidating Balance Sheet at October 31, 2019 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated ASSETS Cash and cash equivalents — — 1,082,067 203,947 — 1,286,014 Inventory 7,791,759 81,289 7,873,048 Property, construction and office equipment, net 263,140 10,272 273,412 Receivables, prepaid expenses and other assets 224,681 610,541 (119,781 ) 715,441 Mortgage loans held for sale 218,777 218,777 Customer deposits held in escrow 74,303 100 74,403 Investments in unconsolidated entities 50,594 315,658 366,252 Investments in and advances to consolidated entities 5,172,737 2,704,551 163,371 147,413 (8,188,072 ) — Income taxes receivable 20,791 20,791 5,193,528 2,704,551 9,649,915 1,587,997 (8,307,853 ) 10,828,138 LIABILITIES AND EQUITY Liabilities Loans payable 1,109,614 36,092 (34,257 ) 1,111,449 Senior notes 2,659,898 2,659,898 Mortgage company loan facility 150,000 150,000 Customer deposits 383,583 2,013 385,596 Accounts payable 347,715 884 348,599 Accrued expenses 754 26,812 569,476 443,180 (89,290 ) 950,932 Advances from consolidated entities 1,052,370 503,058 (1,555,428 ) — Income taxes payable 102,971 102,971 Total liabilities 103,725 2,686,710 3,462,758 1,135,227 (1,678,975 ) 5,709,445 Equity Stockholders’ equity Common stock 1,529 48 3,006 (3,054 ) 1,529 Additional paid-in capital 726,879 49,400 177,034 (226,434 ) 726,879 Retained earnings (deficit) 4,792,409 (31,559 ) 6,187,109 225,853 (6,399,390 ) 4,774,422 Treasury stock, at cost (425,183 ) (425,183 ) Accumulated other comprehensive loss (5,831 ) (5,831 ) Total stockholders’ equity 5,089,803 17,841 6,187,157 405,893 (6,628,878 ) 5,071,816 Noncontrolling interest 46,877 46,877 Total equity 5,089,803 17,841 6,187,157 452,770 (6,628,878 ) 5,118,693 5,193,528 2,704,551 9,649,915 1,587,997 (8,307,853 ) 10,828,138 Condensed Consolidating Statement of Operations and Comprehensive Income for the three months ended January 31, 2020 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated Revenues: Home sales 1,289,377 7,960 1,297,337 Land sales and other 17,796 58,275 (41,977 ) 34,094 — — 1,307,173 66,235 (41,977 ) 1,331,431 Cost of revenues: Home sales 1,053,702 6,002 196 1,059,900 Land sales and other 11,858 38,835 (18,411 ) 32,282 — — 1,065,560 44,837 (18,215 ) 1,092,182 Selling, general and administrative 52 24 197,950 16,796 (23,069 ) 191,753 Income (loss) from operations (52 ) (24 ) 43,663 4,602 (693 ) 47,496 Other: Income (loss) from unconsolidated entities 14,202 (2,061 ) 12,141 Other income – net 4,666 968 661 6,295 Intercompany interest income 36,370 1,505 1,293 (39,168 ) — Interest expense (36,346 ) (1,293 ) (1,561 ) 39,200 — Income from subsidiaries 65,984 3,241 (69,225 ) — Income before income taxes 65,932 — 65,984 3,241 (69,225 ) 65,932 Income tax provision 9,056 9,063 444 (9,507 ) 9,056 Net income 56,876 — 56,921 2,797 (59,718 ) 56,876 Other comprehensive income 278 278 Total comprehensive income 57,154 — 56,921 2,797 (59,718 ) 57,154 Condensed Consolidating Statement of Operations and Comprehensive Income 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 Cash Flows for the three months ended January 31, 2020 : Toll Brothers, Inc. Subsidiary Issuer Guarantor Subsidiaries Nonguarantor Eliminations Consolidated Net cash (used in) provided by operating activities (21,545 ) 20,425 (330,808 ) (5,654 ) (28,834 ) (366,416 ) Cash flow (used in) provided by investing activities: Purchase of property and equipment - net (27,071 ) 232 (26,839 ) Investments in unconsolidated entities (35 ) (4,874 ) (4,909 ) Return of investments in unconsolidated entities 9,507 19,476 28,983 Investment in foreclosed real estate and distressed loans (234 ) (234 ) Return of investments in foreclosed real estate and distressed loans 883 883 Investment paid - intercompany (85,631 ) 85,631 — Intercompany advances 508,290 (20,425 ) (487,865 ) — Net cash (used in) provided by investing activities 508,290 (20,425 ) (103,230 ) 15,483 (402,234 ) (2,116 ) Cash flow (used in) provided by financing activities: Proceeds from loans payable 150,000 552,729 702,729 Principal payments of loans payable (3,405 ) (605,076 ) (608,481 ) Proceeds from stock-based benefit plans, net 4,235 4,235 Purchase of treasury stock (476,024 ) (476,024 ) Dividends paid (14,956 ) (14,956 ) Receipts related to noncontrolling interest, net 44 44 Investment received - intercompany 85,628 (85,628 ) — Intercompany advances (458,004 ) (58,692 ) 516,696 — Net cash (used in) provided by financing activities (486,745 ) — (311,409 ) (25,367 ) 431,068 (392,453 ) Net decrease in cash, cash equivalents, and restricted cash — — (745,447 ) (15,538 ) — (760,985 ) Cash, cash equivalents, and restricted cash, beginning of period — — 1,082,090 237,553 — 1,319,643 Cash, cash equivalents, and restricted cash, end of period — — 336,643 222,015 — 558,658 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 Investment paid - intercompany (20,000 ) 20,000 — Proceeds from the sale of a golf club property 18,220 18,220 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 (used in) provided by 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, cash equivalents, and restricted cash, end of period — — 624,612 178,082 — 802,694 |