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 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 September 30, 2018 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 381,499 $ — $ 381,499 Cost of Goods Sold — 283,568 — 283,568 Gross Profit — 97,931 — 97,931 Equity in Earnings of Unconsolidated Joint Venture 10,173 10,173 (10,173 ) 10,173 Equity in Earnings of Subsidiaries 75,030 — (75,030 ) — Corporate General and Administrative Expenses (9,090 ) (832 ) — (9,922 ) Legal Settlements — — — — Other Non-Operating Income (126 ) 554 — 428 Interest Expense, net (6,806 ) (11 ) — (6,817 ) Earnings before Income Taxes 69,181 107,815 (85,203 ) 91,793 Income Taxes 3,421 (22,611 ) — (19,190 ) Net Earnings $ 72,602 $ 85,204 $ (85,203 ) $ 72,603 Net Earnings $ 72,602 $ 85,204 $ (85,203 ) $ 72,603 Net Actuarial Change in Benefit Plans, net of tax 56 56 (56 ) 56 Comprehensive Earnings $ 72,658 $ 85,260 $ (85,259 ) $ 72,659 Condensed Consolidating Statement of Earnings and Comprehensive Earnings For the Three Months Ended September 30, 2017 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 376,315 $ — $ 376,315 Cost of Goods Sold — 279,561 — 279,561 Gross Profit — 96,754 — 96,754 Equity in Earnings of Unconsolidated Joint Venture 11,955 11,955 (11,955 ) 11,955 Equity in Earnings of Subsidiaries 64,496 — (64,496 ) — Corporate General and Administrative Expenses (9,178 ) (643 ) — (9,821 ) Other Non-Operating Income (179 ) 1,066 — 887 Interest Expense, net (13,833 ) 6,377 — (7,456 ) Earnings before Income Taxes 53,261 115,509 (76,451 ) 92,319 Income Taxes 10,101 (39,058 ) — (28,957 ) Net Earnings $ 63,362 $ 76,451 $ (76,451 ) $ 63,362 Net Earnings $ 63,362 $ 76,451 $ (76,451 ) 63,362 Net Actuarial Change in Benefit Plans, net of tax 197 197 (197 ) 197 Comprehensive Earnings $ 63,559 $ 76,648 $ (76,648 ) $ 63,559 Condensed Consolidating Statement of Earnings and Comprehensive Earnings For the Six Months Ended September 30, 2018 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 775,255 $ — $ 775,255 Cost of Goods Sold — 585,690 — 585,690 Gross Profit — 189,565 — 189,565 Equity in Earnings of Unconsolidated Joint Venture 19,424 19,424 (19,424 ) 19,424 Equity in Earnings of Subsidiaries 142,288 — (142,288 ) — Corporate General and Administrative Expenses (15,819 ) (2,106 ) — (17,925 ) Legal Settlements — (1,800 ) — (1,800 ) Other Non-Operating Income (219 ) 1,218 — 999 Interest Expense, net (13,424 ) (25 ) — (13,449 ) Earnings before Income Taxes 132,250 206,276 (161,712 ) 176,814 Income Taxes 6,692 (44,564 ) — (37,872 ) Net Earnings $ 138,942 $ 161,712 $ (161,712 ) $ 138,942 Net Earnings $ 138,942 $ 161,712 $ (161,712 ) $ 138,942 Net Actuarial Change in Benefit Plans, net of tax 112 112 (112 ) 112 Comprehensive Earnings $ 139,054 $ 161,824 $ (161,824 ) $ 139,054 Condensed Consolidating Statement of Earnings and Comprehensive Earnings For the Six Months Ended September 30, 2017 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 742,436 $ — $ 742,436 Cost of Goods Sold — 559,623 — 559,623 Gross Profit — 182,813 — 182,813 Equity in Earnings of Unconsolidated Joint Venture 21,831 21,831 (21,831 ) 21,831 Equity in Earnings of Subsidiaries 122,792 — (122,792 ) — Corporate General and Administrative Expenses (17,826 ) (1,674 ) — (19,500 ) Other Non-Operating Income (346 ) 1,990 — 1,644 Interest Expense, net (26,795 ) 11,856 — (14,939 ) Earnings before Income Taxes 99,656 216,816 (144,623 ) 171,849 Income Taxes 18,588 (72,193 ) — (53,605 ) Net Earnings $ 118,244 $ 144,623 $ (144,623 ) $ 118,244 Net Earnings $ 118,244 $ 144,623 $ (144,623 ) 118,244 Net Actuarial Change in Benefit Plans, net of tax 394 394 (394 ) 394 Comprehensive Earnings $ 118,638 $ 145,017 $ (145,017 ) $ 118,638 Condensed Consolidating Balance Sheet At September 30, 2018 Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Current Assets - Cash and Cash Equivalents $ 7,584 $ 2,418 $ — $ 10,002 Restricted Cash — — — — Accounts and Notes Receivable 394 174,156 — 174,550 Inventories — 238,869 — 238,869 Income Tax Receivable 5,924 — — 5,924 Prepaid and Other Current Assets 379 7,372 — 7,751 Total Current Assets 14,281 422,815 — 437,096 Property, Plant, and Equipment - 4,521 2,631,728 — 2,636,249 Less: Accumulated Depreciation (1,167 ) (1,010,344 ) — (1,011,511 ) Property, Plant and Equipment, net 3,354 1,621,384 — 1,624,738 Notes Receivable — 3,144 — 3,144 Investment in Joint Venture 70 60,412 — 60,482 Investments in Subsidiaries and Receivables from Affiliates 2,385,185 312,633 (2,697,818 ) — Goodwill and Intangible Assets, net — 237,738 — 237,738 Other Assets 5,319 10,995 — 16,314 $ 2,408,209 $ 2,669,121 $ (2,697,818 ) $ 2,379,512 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities- Accounts Payable $ 6,586 $ 85,893 $ — $ 92,479 Accrued Liabilities 19,211 43,012 — 62,223 Total Current Liabilities 25,797 128,905 — 154,702 Long-term Debt 631,257 — — 631,257 Other Long-term Liabilities 47 31,052 — 31,099 Payables to Affiliates 312,633 5,748,333 (6,060,966 ) — Deferred Income Taxes 5,872 123,979 — 129,851 Total Liabilities 975,606 6,032,269 (6,060,966 ) 946,909 Total Stockholders’ Equity 1,432,603 (3,363,148 ) 3,363,148 1,432,603 $ 2,408,209 $ 2,669,121 $ (2,697,818 ) $ 2,379,512 Condensed Consolidating Balance Sheet At March 31, 2018 Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Current Assets - Cash and Cash Equivalents $ 5,784 $ 3,531 $ — $ 9,315 Restricted Cash 38,753 — — 38,753 Accounts and Notes Receivable 407 141,278 — 141,685 Inventories — 258,159 — 258,159 Income Tax Receivable 109,510 — (103,760 ) 5,750 Prepaid and Other Current Assets 665 4,408 — 5,073 Total Current Assets 155,119 407,376 (103,760 ) 458,735 Property, Plant, and Equipment - 3,188 2,583,340 — 2,586,528 Less: Accumulated Depreciation (1,089 ) (990,140 ) — (991,229 ) Property, Plant and Equipment, net 2,099 1,593,200 — 1,595,299 Notes Receivable — 115 — 115 Investment in Joint Venture 70 60,488 — 60,558 Investments in Subsidiaries and Receivables from Affiliates 2,718,809 762,340 (3,481,149 ) — Goodwill and Intangible Assets, net — 239,342 — 239,342 Other Assets 5,417 8,537 — 13,954 $ 2,881,514 $ 3,071,398 $ (3,584,909 ) $ 2,368,003 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities- Accounts Payable $ 5,591 $ 67,868 $ — $ 73,459 Accrued Liabilities 67,387 38,483 — 105,870 Income Tax Payable — 103,760 (103,760 ) — Total Current Liabilities 72,978 210,111 (103,760 ) 179,329 Long-term Debt 620,922 — — 620,922 Other Long-term Liabilities 124 30,972 — 31,096 Payables to Affiliates 762,340 5,608,236 (6,370,576 ) — Deferred Income Taxes 7,460 111,506 — 118,966 Total Liabilities 1,463,824 5,960,825 (6,474,336 ) 950,313 Total Stockholders’ Equity 1,417,690 (2,889,427 ) 2,889,427 1,417,690 $ 2,881,514 $ 3,071,398 $ (3,584,909 ) $ 2,368,003 Condensed Consolidating Statement of Cash Flows For the Six Months Ended September 30, 2018 Parent Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net Cash Provided by (Used in) Operating Activities $ (69,161 ) $ 244,037 $ — $ 174,876 CASH FLOWS FROM INVESTING ACTIVITIES Additions to Property, Plant, and Equipment (1,133 ) (92,311 ) — (93,444 ) Proceeds from Sale of Property, Plant, and Equipment — 2,281 — 2,281 Net Cash Used in Investing Activities (1,133 ) (90,030 ) — (91,163 ) CASH FLOWS FROM FINANCING ACTIVITIES Increase in Credit Facility 10,000 — — 10,000 Dividends Paid to Stockholders (9,582 ) — — (9,582 ) Purchase and Retirement of Common Stock (122,404 ) — — (122,404 ) Proceeds from Stock Option Exercises 1,992 — — 1,992 Shares Redeemed to Settle Employee Taxes on Stock Compensation (1,785 ) — — (1,785 ) Intra-entity Activity, net 155,120 (155,120 ) — — Net Cash Provided by (Used in) Financing Activities 33,341 (155,120 ) — (121,779 ) NET INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH (36,953 ) (1,113 ) — (38,066 ) CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD 44,537 3,531 — 48,068 CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD $ 7,584 $ 2,418 $ — $ 10,002 Condensed Consolidating Statement of Cash Flows For the Six Months Ended September 30, 2017 Parent Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net Cash Provided by (Used in) Operating Activities $ 21,447 $ 131,301 $ — $ 152,748 CASH FLOWS FROM INVESTING ACTIVITIES Property, Plant, and Equipment Additions — (44,851 ) — (44,851 ) Acquisition Spending — (36,761 ) — (36,761 ) Net Cash Used in Investing Activities — (81,612 ) — (81,612 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayment of Credit Facility (30,000 ) — — (30,000 ) Dividends Paid to Stockholders (9,709 ) — — (9,709 ) Purchase and Retirement of Common Stock (24,903 ) — — (24,903 ) Proceeds from Stock Option Exercises 20,426 — — 20,426 Shares Redeemed to Settle Employee Taxes on Stock Compensation (2,455 ) — — (2,455 ) Intra-entity Activity, net 49,072 (49,072 ) — — Net Cash Provided by (Used in) Financing Activities 2,431 (49,072 ) — (46,641 ) NET INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH 23,878 617 — 24,495 CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD 5,184 1,377 — 6,561 CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD $ 29,062 $ 1,994 $ — $ 31,056 |