Supplemental Guarantor Information | Supplemental Guarantor Information Our obligations to pay principal, premium, if any, and interest on the senior notes and borrowings, if any, under the Credit Facility are guaranteed on a joint and several basis by certain of our subsidiaries (“Guarantor Subsidiaries”). The guarantees are full and unconditional and the Guarantor Subsidiaries are 100% owned by us. Pursuant to the terms of the indenture governing the senior notes and the terms of the Credit Facility, if any of the Guarantor Subsidiaries ceases to be a “significant subsidiary” as defined by Rule 1-02 of Regulation S-X using a 5% rather than a 10% threshold (provided that the assets of our non-guarantor subsidiaries do not in the aggregate exceed 10% of an adjusted measure of our consolidated total assets), it will be automatically and unconditionally released and discharged from its guaranty of the senior notes and the Credit Facility so long as all guarantees by such Guarantor Subsidiary of any other of our or our subsidiaries’ indebtedness are terminated at or prior to the time of such release. We have determined that separate, full financial statements of the Guarantor Subsidiaries would not be material to investors and, accordingly, supplemental financial information for the Guarantor Subsidiaries is presented. The supplemental financial information for all periods presented below reflects the relevant subsidiaries that were Guarantor Subsidiaries as of May 31, 2019 . Condensed Consolidating Statements of Operations (in thousands) Three Months Ended May 31, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Total revenues $ — $ 932,945 $ 88,858 $ — $ 1,021,803 Homebuilding: Revenues $ — $ 932,945 $ 85,726 $ — $ 1,018,671 Construction and land costs — (756,055 ) (87,689 ) — (843,744 ) Selling, general and administrative expenses (27,506 ) (97,590 ) 2,268 — (122,828 ) Operating income (loss) (27,506 ) 79,300 305 — 52,099 Interest income 395 — 44 — 439 Interest expense (35,080 ) (134 ) (1,330 ) 36,544 — Intercompany interest 82,238 (42,578 ) (3,116 ) (36,544 ) — Equity in loss of unconsolidated joint ventures — (369 ) — — (369 ) Homebuilding pretax income (loss) 20,047 36,219 (4,097 ) — 52,169 Financial services pretax income — — 4,592 — 4,592 Total pretax income 20,047 36,219 495 — 56,761 Income tax expense (2,800 ) (3,000 ) (3,500 ) — (9,300 ) Equity in net income of subsidiaries 30,214 — — (30,214 ) — Net income (loss) $ 47,461 $ 33,219 $ (3,005 ) $ (30,214 ) $ 47,461 Three Months Ended May 31, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Total revenues $ — $ 1,026,887 $ 74,536 $ — $ 1,101,423 Homebuilding: Revenues $ — $ 1,026,887 $ 71,786 $ — $ 1,098,673 Construction and land costs — (844,637 ) (66,607 ) — (911,244 ) Selling, general and administrative expenses (26,815 ) (78,823 ) (7,593 ) — (113,231 ) Operating income (loss) (26,815 ) 103,427 (2,414 ) — 74,198 Interest income 1,181 4 93 — 1,278 Interest expense (37,942 ) (634 ) (1,348 ) 39,924 — Intercompany interest 75,277 (32,791 ) (2,562 ) (39,924 ) — Equity in loss of unconsolidated joint ventures — (321 ) (1 ) — (322 ) Homebuilding pretax income (loss) 11,701 69,685 (6,232 ) — 75,154 Financial services pretax income — — 3,154 — 3,154 Total pretax income (loss) 11,701 69,685 (3,078 ) — 78,308 Income tax expense (2,400 ) (17,700 ) (900 ) — (21,000 ) Equity in net income of subsidiaries 48,007 — — (48,007 ) — Net income (loss) $ 57,308 $ 51,985 $ (3,978 ) $ (48,007 ) $ 57,308 Six Months Ended May 31, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Total revenues $ — $ 1,677,398 $ 155,888 $ — $ 1,833,286 Homebuilding: Revenues $ — $ 1,677,398 $ 150,061 $ — $ 1,827,459 Construction and land costs — (1,367,096 ) (147,503 ) — (1,514,599 ) Selling, general and administrative expenses (52,888 ) (173,130 ) (3,404 ) — (229,422 ) Operating income (loss) (52,888 ) 137,172 (846 ) — 83,438 Interest income 1,409 — 135 — 1,544 Interest expense (68,275 ) (455 ) (2,602 ) 71,332 — Intercompany interest 160,210 (84,316 ) (4,562 ) (71,332 ) — Equity in loss of unconsolidated joint ventures — (775 ) — — (775 ) Homebuilding pretax income (loss) 40,456 51,626 (7,875 ) — 84,207 Financial services pretax income — — 7,065 — 7,065 Total pretax income (loss) 40,456 51,626 (810 ) — 91,272 Income tax expense (3,500 ) (6,400 ) (3,900 ) — (13,800 ) Equity in net income of subsidiaries 40,516 — — (40,516 ) — Net income (loss) $ 77,472 $ 45,226 $ (4,710 ) $ (40,516 ) $ 77,472 Six Months Ended May 31, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Total revenues $ — $ 1,821,576 $ 151,470 $ — $ 1,973,046 Homebuilding: Revenues $ — $ 1,821,576 $ 146,302 $ — $ 1,967,878 Construction and land costs — (1,508,733 ) (131,989 ) — (1,640,722 ) Selling, general and administrative expenses (48,981 ) (145,940 ) (14,034 ) — (208,955 ) Operating income (loss) (48,981 ) 166,903 279 — 118,201 Interest income 2,179 9 93 — 2,281 Interest expense (75,914 ) (1,323 ) (2,631 ) 79,868 — Intercompany interest 148,123 (63,745 ) (4,510 ) (79,868 ) — Equity in loss of unconsolidated joint ventures — (1,166 ) (1 ) — (1,167 ) Homebuilding pretax income (loss) 25,407 100,678 (6,770 ) — 119,315 Financial services pretax income — — 5,038 — 5,038 Total pretax income (loss) 25,407 100,678 (1,732 ) — 124,353 Income tax expense (47,100 ) (65,800 ) (25,400 ) — (138,300 ) Equity in net income of subsidiaries 7,746 — — (7,746 ) — Net income (loss) $ (13,947 ) $ 34,878 $ (27,132 ) $ (7,746 ) $ (13,947 ) Condensed Consolidating Balance Sheets (in thousands) May 31, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Homebuilding: Cash and cash equivalents $ 94,391 $ 71,436 $ 13,049 $ — $ 178,876 Receivables 4,192 225,448 70,068 — 299,708 Inventories — 3,496,318 284,535 — 3,780,853 Investments in unconsolidated joint ventures — 56,446 — — 56,446 Property and equipment, net 21,382 36,420 3,419 — 61,221 Deferred tax assets, net 78,039 296,769 49,587 — 424,395 Other assets 82,905 2,889 1,940 — 87,734 280,909 4,185,726 422,598 — 4,889,233 Financial services — — 30,720 — 30,720 Intercompany receivables 3,802,227 — 177,745 (3,979,972 ) — Investments in subsidiaries 95,776 — — (95,776 ) — Total assets $ 4,178,912 $ 4,185,726 $ 631,063 $ (4,075,748 ) $ 4,919,953 Liabilities and stockholders’ equity Homebuilding: Accounts payable, accrued expenses and other liabilities $ 114,162 $ 484,752 $ 269,822 $ — $ 868,736 Notes payable 1,817,428 12,018 25,110 — 1,854,556 1,931,590 496,770 294,932 — 2,723,292 Financial services — — 1,451 — 1,451 Intercompany payables 52,112 3,688,956 238,904 (3,979,972 ) — Stockholders’ equity 2,195,210 — 95,776 (95,776 ) 2,195,210 Total liabilities and stockholders’ equity $ 4,178,912 $ 4,185,726 $ 631,063 $ (4,075,748 ) $ 4,919,953 November 30, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Homebuilding: Cash and cash equivalents $ 429,977 $ 114,269 $ 30,113 $ — $ 574,359 Receivables 5,135 198,465 89,230 — 292,830 Inventories — 3,314,386 268,453 — 3,582,839 Investments in unconsolidated joint ventures — 61,960 — — 61,960 Property and equipment, net 18,450 5,523 310 — 24,283 Deferred tax assets, net 84,564 303,669 53,587 — 441,820 Other assets 77,288 4,007 1,805 — 83,100 615,414 4,002,279 443,498 — 5,061,191 Financial services — — 12,380 — 12,380 Intercompany receivables 3,569,422 — 158,760 (3,728,182 ) — Investments in subsidiaries 67,657 — — (67,657 ) — Total assets $ 4,252,493 $ 4,002,279 $ 614,638 $ (3,795,839 ) $ 5,073,571 Liabilities and stockholders’ equity Homebuilding: Accounts payable, accrued expenses and other liabilities $ 126,176 $ 584,321 $ 213,816 $ — $ 924,313 Notes payable 1,995,115 40,038 25,110 — 2,060,263 2,121,291 624,359 238,926 — 2,984,576 Financial services — — 1,495 — 1,495 Intercompany payables 43,702 3,377,920 306,560 (3,728,182 ) — Stockholders’ equity 2,087,500 — 67,657 (67,657 ) 2,087,500 Total liabilities and stockholders’ equity $ 4,252,493 $ 4,002,279 $ 614,638 $ (3,795,839 ) $ 5,073,571 Condensed Consolidating Statements of Cash Flows (in thousands) Six Months Ended May 31, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net cash provided by (used in) operating activities $ 35,547 $ (308,291 ) $ 92,410 $ — $ (180,334 ) Cash flows from investing activities: Contributions to unconsolidated joint ventures — (4,245 ) — — (4,245 ) Return of investments in unconsolidated joint ventures — 5,001 — — 5,001 Proceeds from sale of building — 5,804 — — 5,804 Purchases of property and equipment, net (3,241 ) (11,360 ) (7,663 ) — (22,264 ) Intercompany (196,595 ) — — 196,595 — Net cash used in investing activities (199,836 ) (4,800 ) (7,663 ) 196,595 (15,704 ) Cash flows from financing activities: Proceeds from issuance of debt 405,250 — — — 405,250 Payment of debt issuance costs (5,209 ) — — — (5,209 ) Repayment of senior notes (630,000 ) — — — (630,000 ) Borrowings under revolving credit facility 330,000 — — — 330,000 Repayments under revolving credit facility (280,000 ) — — — (280,000 ) Payments on mortgages and land contracts due to land sellers and other loans — (28,020 ) — — (28,020 ) Issuance of common stock under employee stock plans 16,462 — — — 16,462 Tax payments associated with stock-based compensation awards (3,345 ) — — — (3,345 ) Payments of cash dividends (4,455 ) — — — (4,455 ) Intercompany — 298,278 (101,683 ) (196,595 ) — Net cash provided by (used in) financing activities (171,297 ) 270,258 (101,683 ) (196,595 ) (199,317 ) Net decrease in cash and cash equivalents (335,586 ) (42,833 ) (16,936 ) — (395,355 ) Cash and cash equivalents at beginning of period 429,977 114,269 30,873 — 575,119 Cash and cash equivalents at end of period $ 94,391 $ 71,436 $ 13,937 $ — $ 179,764 Six Months Ended May 31, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net cash provided by (used in) operating activities $ 18,931 $ (15,092 ) $ (23,208 ) $ — $ (19,369 ) Cash flows from investing activities: Contributions to unconsolidated joint ventures — (11,600 ) — — (11,600 ) Return of investments in unconsolidated joint ventures — 1,099 — — 1,099 Sale (purchases) of property and equipment, net (3,102 ) (329 ) 4 — (3,427 ) Intercompany (42,380 ) — — 42,380 — Net cash provided by (used in) investing activities (45,482 ) (10,830 ) 4 42,380 (13,928 ) Cash flows from financing activities: Payments on mortgages and land contracts due to land sellers and other loans — (9,574 ) (920 ) — (10,494 ) Issuance of common stock under employee stock plans 4,771 — — — 4,771 Tax payments associated with stock-based compensation awards (6,787 ) — — — (6,787 ) Payments of cash dividends (4,500 ) — — — (4,500 ) Intercompany — 26,807 15,573 (42,380 ) — Net cash provided by (used in) financing activities (6,516 ) 17,233 14,653 (42,380 ) (17,010 ) Net decrease in cash and cash equivalents (33,067 ) (8,689 ) (8,551 ) — (50,307 ) Cash and cash equivalents at beginning of period 575,193 104,120 41,548 — 720,861 Cash and cash equivalents at end of period $ 542,126 $ 95,431 $ 32,997 $ — $ 670,554 |