FINANCIAL STATEMENTS FOR GUARANTORS OF THE 4.500% SENIOR UNSECURED NOTES | (Q) FINANCIAL STATEMENTS FOR GUARANTORS OF THE 4.500% SENIOR UNSECURED NOTES On August 2, 2016, the Company completed a public offering of its Senior Unsecured Notes. The Senior Unsecured Notes are senior unsecured obligations of the Company and were offered under the Company’s existing shelf registration statement filed with the Securities and Exchange Commission. The Senior Unsecured Notes are guaranteed by all of the Company’s wholly-owned subsidiaries, and all guarantees are full and unconditional and are joint and several. The following unaudited condensed consolidating financial statements present separately the earnings and comprehensive earnings, financial position and cash flows of the parent issuer (Eagle Materials Inc.) and the guarantors (all wholly-owned subsidiaries of Eagle Materials Inc.) on a combined basis with eliminating entries (dollars in thousands) . Condensed Consolidating Statement of Earnings and Comprehensive Earnings For the Three Months Ended June 30, 2017 Parent Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 366,121 $ — $ 366,121 Cost of Goods Sold — 280,062 — 280,062 Gross Profit — 86,059 — 86,059 Equity in Earnings of Unconsolidated Joint Venture 9,876 9,876 (9,876 ) 9,876 Equity in Earnings of Subsidiaries 68,173 — (68,173 ) — Corporate General and Administrative Expenses (8,648 ) (1,031 ) — (9,679 ) Other Income (Loss) (167 ) 924 — 757 Interest Expense, net (12,962 ) 5,479 — (7,483 ) Earnings before Income Taxes 56,272 101,307 (78,049 ) 79,530 Income Taxes 8,487 (33,135 ) — (24,648 ) Net Earnings $ 64,759 $ 68,172 $ (78,049 ) $ 54,882 Net Earnings $ 64,759 $ 68,172 $ (78,049 ) $ 54,882 Net Actuarial Change in Benefit Plans, net of tax 197 197 (197 ) 197 Comprehensive Earnings $ 64,956 $ 68,369 $ (78,246 ) $ 55,079 Condensed Consolidating Statement of Earnings and Comprehensive Earnings For the Three Months Ended June 30, 2016 Parent Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 297,504 $ — $ 297,504 Cost of Goods Sold — 225,549 — 225,549 Gross Profit — 71,955 — 71,955 Equity in Earnings of Unconsolidated Joint Venture 7,980 7,980 (7,980 ) 7,980 Equity in Earnings of Subsidiaries 49,703 — (49,703 ) — Corporate General and Administrative Expenses (8,231 ) (1,602 ) — (9,833 ) Other Income (Loss) (77 ) 1,152 — 1,075 Interest Expense, net (10,011 ) 6,110 — (3,901 ) Earnings before Income Taxes 39,364 85,595 (57,683 ) 67,276 Income Taxes 5,980 (27,912 ) — (21,932 ) Net Earnings $ 45,344 $ 57,683 $ (57,683 ) 45,344 Net Earnings $ 45,344 $ 57,683 $ (57,683 ) 45,344 Net Actuarial Change in Benefit Plans, net of tax 312 312 (312 ) 312 Comprehensive Earnings $ 45,656 $ 57,995 $ (57,995 ) $ 45,656 Condensed Consolidating Balance Sheet At June 30, 2017 Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Current Assets - Cash and Cash Equivalents $ 10,682 $ 1,551 $ — $ 12,233 Accounts and Notes Receivable 399 174,603 — 175,002 Inventories — 244,886 — 244,886 Income Tax Receivable 10,252 — (10,252 ) — Prepaid and Other Current Assets 689 7,492 — 8,181 Total Current Assets 22,022 428,532 (10,252 ) 440,302 Property, Plant and Equipment - 2,925 2,451,875 — 2,454,800 Less: Accumulated Depreciation (968 ) (918,764 ) — (919,732 ) Property, Plant and Equipment, net 1,957 1,533,111 — 1,535,068 Notes Receivable — 653 — 653 Investment in Joint Venture 56 53,694 — 53,750 Investments in Subsidiaries and Receivables from Affiliates 5,230,160 3,309,550 (8,539,710 ) — Goodwill and Intangible Assets, net — 234,707 — 234,707 Other Assets 5,605 9,505 — 15,110 $ 5,259,800 $ 5,569,752 $ (8,549,962 ) $ 2,279,590 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities- Accounts Payable $ 6,139 $ 72,624 $ — $ 78,763 Accrued Liabilities 21,225 32,063 — 53,288 Income Tax Payable — 36,714 (10,252 ) 26,462 Current Portion of Long-term Debt 81,214 — — 81,214 Total Current Liabilities 108,578 141,401 (10,252 ) 239,727 Long-term Debt 580,421 — — 580,421 Other Long-term Liabilities 173 41,853 — 42,026 Payables to Affiliates 3,309,550 2,861,409 (6,170,959 ) — Deferred Income Taxes 5,991 156,338 — 162,329 Total Liabilities 4,004,713 3,201,001 (6,181,211 ) 1,024,503 Total Stockholders’ Equity 1,255,087 2,368,751 (2,368,751 ) 1,255,087 $ 5,259,800 $ 5,569,752 $ (8,549,962 ) $ 2,279,590 Condensed Consolidating Balance Sheet At March 31, 2017 Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Current Assets - Cash and Cash Equivalents $ 5,184 $ 1,377 $ — $ 6,561 Accounts and Notes Receivable 422 135,891 — 136,313 Inventories — 252,846 — 252,846 Income Tax Receivable 33,196 — (33,196 ) — Prepaid and Other Current Assets 484 4,420 — 4,904 Total Current Assets 39,286 394,534 (33,196 ) 400,624 Property, Plant and Equipment - 2,914 2,436,524 — 2,439,438 Less: Accumulated Depreciation (937 ) (891,664 ) — (892,601 ) Property, Plant and Equipment, net 1,977 1,544,860 — 1,546,837 Notes Receivable — 815 — 815 Investment in Joint Venture 51 48,569 — 48,620 Investments in Subsidiaries and Receivables from Affiliates 5,126,289 3,252,309 (8,378,598 ) — Goodwill and Intangible Assets, net — 235,505 — 235,505 Other Assets 5,687 9,036 — 14,723 $ 5,173,290 $ 5,485,628 $ (8,411,794 ) $ 2,247,124 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities- Accounts Payable $ 6,687 $ 85,506 $ — $ 92,193 Accrued Liabilities 21,043 34,336 — 55,379 Income Tax Payable 733 33,196 (33,196 ) 733 Current Portion of Long-term Debt 81,214 — — 81,214 Total Current Liabilities 109,677 153,038 (33,196 ) 229,519 Long-term Debt 605,253 — — 605,253 Other Long-term Liabilities 189 42,689 — 42,878 Payables to Affiliates 3,252,309 2,825,710 (6,078,019 ) — Deferred Income Taxes 2,412 163,612 — 166,024 Total Liabilities 3,969,840 3,185,049 (6,111,215 ) 1,043,674 Total Stockholders’ Equity 1,203,450 2,300,579 (2,300,579 ) 1,203,450 $ 5,173,290 $ 5,485,628 $ (8,411,794 ) $ 2,247,124 Condensed Consolidating Statement of Cash Flows Three Months ended June 30, 2017 Parent Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net Cash Provided by (Used in) Operating Activities $ 16,506 $ 37,164 $ — $ 53,670 CASH FLOWS FROM INVESTING ACTIVITIES Additions to Property, Plant and Equipment — (16,160 ) — (16,160 ) Net Cash Used in Investing Activities — (16,160 ) — (16,160 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayment of Credit Facility (25,000 ) — — (25,000 ) Dividends Paid to Stockholders (4,853 ) — — (4,853 ) Purchase and Retirement of Common Stock (1,880 ) — — (1,880 ) Proceeds from Stock Option Exercises 1,273 — — 1,273 Shares Redeemed to Settle Employee Taxes on Stock Compensation (1,378 ) — — (1,378 ) Intra-entity Activity, net 20,830 (20,830 ) — — Net Cash Provided by (Used in) Financing Activities (11,008 ) (20,830 ) — (31,838 ) NET INCREASE IN CASH AND CASH EQUIVALENTS 5,498 174 — 5,672 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 5,184 1,377 — 6,561 CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 10,682 $ 1,551 $ — $ 12,233 Condensed Consolidating Statement of Cash Flows Three Months ended June 30, 2016 Parent Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net Cash Provided by (Used in) Operating Activities $ (35,457 ) $ 89,540 $ — $ 54,083 CASH FLOWS FROM INVESTING ACTIVITIES Additions to Property, Plant and Equipment — (8,978 ) — (8,978 ) Net Cash Used in Investing Activities — (8,978 ) — (8,978 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayment of Credit Facility (9,000 ) — — (9,000 ) Dividends Paid to Stockholders (4,828 ) — — (4,828 ) Shares Redeemed to Settle Employee Taxes on Stock Compensation (2,284 ) — — (2,284 ) Purchase and Retirement of Common Stock (39,135 ) — — (39,135 ) Proceed from Stock Option Exercises 10,632 — — 10,632 Excess Tax Benefits from Share Based Payment Arrangements 3,299 — — 3,299 Intra-entity Activity, net 77,474 (77,474 ) — — Net Cash Provided by (Used in) Financing Activities 36,158 (77,474 ) — (41,316 ) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 701 3,088 — 3,789 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 3,507 1,884 — 5,391 CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 4,208 $ 4,972 $ — $ 9,180 |