Supplemental Financial Information | Supplemental Financial Information The indentures governing the Company’s 4.75% senior notes due 2017, 6.95% senior notes due 2018, 4.125% senior notes due 2018, 4.500% senior notes due 2019, 4.50% senior notes due 2019, 4.750% senior notes due 2021, 6.875% senior notes due 2021, 4.125% senior notes due 2022, 4.750% senior notes due 2022, 4.875% senior notes due 2023, 4.50% senior notes due 2024 and 4.750% senior notes due 2025 require that, if any of the Company’s 100% owned subsidiaries, other than its finance company subsidiaries and foreign subsidiaries, directly or indirectly guarantee at least $75 million principal amount of debt of Lennar Corporation, those subsidiaries must also guarantee Lennar Corporation’s obligations with regard to its senior notes. The entities referred to as "guarantors" in the following tables are subsidiaries that are not finance company subsidiaries or foreign subsidiaries and were guaranteeing the senior notes because at May 31, 2017 they were guaranteeing Lennar Corporation's letter of credit facilities and its Credit Facility, disclosed in Note 12. In addition, effective February 10, 2017, in connection with the acquisition of WCI, the Company agreed to become a co-issuer of the 6.875% senior notes due 2021 that were issued by WCI and guaranteed by several of its wholly-owned subsidiaries. Because WCI and those subsidiaries are in effect guarantors of the Company’s obligations as a co-issuer of the 6.875% senior notes due 2021, most of those subsidiaries must also guarantee the Company’s obligations with regard to its senior notes. As such, WCI and its subsidiaries are included in the subsidiaries that are referred to as “Guarantor Subsidiaries” in the following tables. The separate assets and liabilities of WCI and its subsidiaries are set forth in Note 2. The guarantees are full, unconditional and joint and several and the guarantor subsidiaries are 100% directly or indirectly owned by Lennar Corporation. A subsidiary's guarantee will be suspended at any time when it is not directly or indirectly guaranteeing at least $75 million principal amount of debt of Lennar Corporation, and a subsidiary will be released from its guarantee and any other obligations it may have regarding the senior notes if all or substantially all its assets, or all of its capital stock, are sold or otherwise disposed of. May 31, 2017 was as follows: Condensed Consolidating Balance Sheet May 31, 2017 (In thousands) Lennar Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total ASSETS Lennar Homebuilding: Cash and cash equivalents, restricted cash and receivables, net $ 554,381 265,539 16,769 — 836,689 Inventories — 10,157,196 275,978 — 10,433,174 Investments in unconsolidated entities — 978,629 16,771 — 995,400 Goodwill — 136,633 — — 136,633 Other assets 224,770 579,538 99,507 (13,150 ) 890,665 Investments in subsidiaries 4,501,309 72,290 — (4,573,599 ) — Intercompany 7,670,891 — — (7,670,891 ) — 12,951,351 12,189,825 409,025 (12,257,640 ) 13,292,561 Rialto — — 1,364,421 — 1,364,421 Lennar Financial Services — 123,529 1,323,623 (2,858 ) 1,444,294 Lennar Multifamily — — 653,229 — 653,229 Total assets $ 12,951,351 12,313,354 3,750,298 (12,260,498 ) 16,754,505 LIABILITIES AND EQUITY Lennar Homebuilding: Accounts payable and other liabilities $ 413,029 866,959 130,835 (16,008 ) 1,394,815 Liabilities related to consolidated inventory not owned — 120,054 13,500 — 133,554 Senior notes and other debts payable 5,215,751 534,593 17,345 — 5,767,689 Intercompany — 6,573,012 1,097,879 (7,670,891 ) — 5,628,780 8,094,618 1,259,559 (7,686,899 ) 7,296,058 Rialto — — 860,612 — 860,612 Lennar Financial Services — 38,100 999,563 — 1,037,663 Lennar Multifamily — — 123,166 — 123,166 Total liabilities 5,628,780 8,132,718 3,242,900 (7,686,899 ) 9,317,499 Stockholders’ equity 7,322,571 4,180,636 392,963 (4,573,599 ) 7,322,571 Noncontrolling interests — — 114,435 — 114,435 Total equity 7,322,571 4,180,636 507,398 (4,573,599 ) 7,437,006 Total liabilities and equity $ 12,951,351 12,313,354 3,750,298 (12,260,498 ) 16,754,505 November 30, 2016 (In thousands) Lennar Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total ASSETS Lennar Homebuilding: Cash and cash equivalents, restricted cash and receivables, net $ 705,126 436,090 21,875 — 1,163,091 Inventories — 8,901,874 277,052 — 9,178,926 Investments in unconsolidated entities — 793,840 17,883 — 811,723 Other assets 227,267 346,865 84,224 (7,328 ) 651,028 Investments in subsidiaries 3,918,687 130,878 — (4,049,565 ) — Intercompany 7,017,962 — — (7,017,962 ) — 11,869,042 10,609,547 401,034 (11,074,855 ) 11,804,768 Rialto — — 1,276,210 — 1,276,210 Lennar Financial Services loans held-for-sale — — 939,405 — 939,405 Lennar Financial Services all other assets — 103,000 715,758 (3,491 ) 815,267 Lennar Multifamily — — 526,131 — 526,131 Total assets $ 11,869,042 10,712,547 3,858,538 (11,078,346 ) 15,361,781 LIABILITIES AND EQUITY Lennar Homebuilding: Accounts payable and other liabilities $ 473,103 778,249 79,462 (10,819 ) 1,319,995 Liabilities related to consolidated inventory not owned — 13,582 96,424 — 110,006 Senior notes and other debts payable 4,369,897 203,572 2,508 — 4,575,977 Intercompany — 6,071,778 946,184 (7,017,962 ) — 4,843,000 7,067,181 1,124,578 (7,028,781 ) 6,005,978 Rialto — — 707,980 — 707,980 Lennar Financial Services — 38,530 1,279,753 — 1,318,283 Lennar Multifamily — — 117,973 — 117,973 Total liabilities 4,843,000 7,105,711 3,230,284 (7,028,781 ) 8,150,214 Stockholders’ equity 7,026,042 3,606,836 442,729 (4,049,565 ) 7,026,042 Noncontrolling interests — — 185,525 — 185,525 Total equity 7,026,042 3,606,836 628,254 (4,049,565 ) 7,211,567 Total liabilities and equity $ 11,869,042 10,712,547 3,858,538 (11,078,346 ) 15,361,781 Three Months Ended May 31, 2017 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 2,875,612 10,129 — 2,885,741 Lennar Financial Services — 86,596 126,767 (5,000 ) 208,363 Rialto — — 67,988 — 67,988 Lennar Multifamily — — 99,835 (35 ) 99,800 Total revenues — 2,962,208 304,719 (5,035 ) 3,261,892 Cost and expenses: Lennar Homebuilding — 2,525,007 10,718 (242 ) 2,535,483 Lennar Financial Services — 77,742 92,673 (5,779 ) 164,636 Rialto — — 59,166 (90 ) 59,076 Lennar Multifamily — — 102,698 — 102,698 Corporate general and administrative 65,217 291 — 1,266 66,774 Total costs and expenses 65,217 2,603,040 265,255 (4,845 ) 2,928,667 Lennar Homebuilding equity in loss from unconsolidated entities — (21,468 ) (38 ) — (21,506 ) Lennar Homebuilding other income (expense), net (180 ) 1,880 1,938 190 3,828 Rialto equity in earnings from unconsolidated entities — — 5,730 — 5,730 Rialto other expense, net — — (21,104 ) — (21,104 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 9,427 — 9,427 Earnings (loss) before income taxes (65,397 ) 339,580 35,417 — 309,600 Benefit (provision) for income taxes 21,822 (112,372 ) (18,342 ) — (108,892 ) Equity in earnings from subsidiaries 257,220 21,415 — (278,635 ) — Net earnings (including net loss attributable to noncontrolling interests) 213,645 248,623 17,075 (278,635 ) 200,708 Less: Net loss attributable to noncontrolling interests — — (12,937 ) — (12,937 ) Net earnings attributable to Lennar $ 213,645 248,623 30,012 (278,635 ) 213,645 Other comprehensive income, net of tax: Net unrealized gains on securities available-for-sale $ — — 419 — 419 Reclassification adjustments for loss included in earnings, net of tax — — 4 — 4 Other comprehensive income attributable to Lennar $ 213,645 248,623 30,435 (278,635 ) 214,068 Other comprehensive loss attributable to noncontrolling interests $ — — (12,937 ) — (12,937 ) Three Months Ended May 31, 2016 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 2,450,885 — — 2,450,885 Lennar Financial Services — 53,310 127,642 (5,012 ) 175,940 Rialto — — 44,838 — 44,838 Lennar Multifamily — — 74,171 (19 ) 74,152 Total revenues — 2,504,195 246,651 (5,031 ) 2,745,815 Cost and expenses: Lennar Homebuilding — 2,126,412 (6,231 ) (7,893 ) 2,112,288 Lennar Financial Services — 48,204 81,255 2,393 131,852 Rialto — — 50,260 (57 ) 50,203 Lennar Multifamily — — 73,217 — 73,217 Corporate general and administrative 54,282 254 — 1,266 55,802 Total costs and expenses 54,282 2,174,870 198,501 (4,291 ) 2,423,362 Lennar Homebuilding equity in earnings (loss) from unconsolidated entities — (10,860 ) 1,227 — (9,633 ) Lennar Homebuilding other income (expense), net (732 ) 22,623 (8,899 ) 740 13,732 Rialto equity in earnings from unconsolidated entities — — 6,864 — 6,864 Rialto other expense, net — — (19,585 ) — (19,585 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 14,008 — 14,008 Earnings (loss) before income taxes (55,014 ) 341,088 41,765 — 327,839 Benefit (provision) for income taxes 18,025 (108,653 ) (13,173 ) — (103,801 ) Equity in earnings from subsidiaries 255,458 15,458 — (270,916 ) — Net earnings (including net earnings attributable to noncontrolling interests) 218,469 247,893 28,592 (270,916 ) 224,038 Less: Net earnings attributable to noncontrolling interests — — 5,569 — 5,569 Net earnings attributable to Lennar $ 218,469 247,893 23,023 (270,916 ) 218,469 Other comprehensive income, net of tax: Net unrealized gain on securities available-for-sale $ — — 919 — 919 Reclassification adjustments for gains included in earnings, net of tax — — (6 ) — (6 ) Other comprehensive income attributable to Lennar $ 218,469 247,893 23,936 (270,916 ) 219,382 Other comprehensive income attributable to noncontrolling interests $ — — 5,569 — 5,569 Six Months Ended May 31, 2017 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 4,888,494 15,941 — 4,904,435 Lennar Financial Services — 137,105 229,299 (9,998 ) 356,406 Rialto — — 149,994 — 149,994 Lennar Multifamily — — 188,552 (67 ) 188,485 Total revenues — 5,025,599 583,786 (10,065 ) 5,599,320 Cost and expenses: Lennar Homebuilding — 4,319,017 18,586 (559 ) 4,337,044 Lennar Financial Services — 126,798 176,661 (11,444 ) 292,015 Rialto — — 126,131 (142 ) 125,989 Lennar Multifamily — — 195,347 — 195,347 Corporate general and administrative 124,396 546 — 2,531 127,473 Total costs and expenses 124,396 4,446,361 516,725 (9,614 ) 5,077,868 Lennar Homebuilding equity in loss from unconsolidated entities — (33,028 ) (12 ) — (33,040 ) Lennar Homebuilding other income (expense), net (431 ) 6,653 2,894 451 9,567 Lennar Homebuilding loss due to litigation — (140,000 ) — — (140,000 ) Rialto equity in earnings from unconsolidated entities — — 6,452 — 6,452 Rialto other expense, net — — (37,762 ) — (37,762 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 32,574 — 32,574 Earnings (loss) before income taxes (124,827 ) 412,863 71,207 — 359,243 Benefit (provision) for income taxes 42,266 (135,716 ) (35,411 ) — (128,861 ) Equity in earnings from subsidiaries 334,286 28,308 — (362,594 ) — Net earnings (including net loss attributable to noncontrolling interests) 251,725 305,455 35,796 (362,594 ) 230,382 Less: Net loss attributable to noncontrolling interests — — (21,343 ) — (21,343 ) Net earnings attributable to Lennar $ 251,725 305,455 57,139 (362,594 ) 251,725 Other comprehensive income, net of tax: Net unrealized gain on securities available-for-sale $ — — 1,391 — 1,391 Reclassification adjustments for loss included in earnings, net of tax — — 4 — 4 Other comprehensive income attributable to Lennar $ 251,725 305,455 58,534 (362,594 ) 253,120 Other comprehensive loss attributable to noncontrolling interests $ — — (21,343 ) — (21,343 ) Six Months Ended May 31, 2016 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 4,237,366 — — 4,237,366 Lennar Financial Services — 93,920 215,984 (10,008 ) 299,896 Rialto — — 88,549 — 88,549 Lennar Multifamily — — 113,700 (32 ) 113,668 Total revenues — 4,331,286 418,233 (10,040 ) 4,739,479 Cost and expenses: Lennar Homebuilding — 3,682,578 8,632 (10,717 ) 3,680,493 Lennar Financial Services — 90,016 151,324 (463 ) 240,877 Rialto — — 93,477 (367 ) 93,110 Lennar Multifamily — — 120,237 — 120,237 Corporate general and administrative 100,430 509 — 2,531 103,470 Total costs and expenses 100,430 3,773,103 373,670 (9,016 ) 4,238,187 Lennar Homebuilding equity in earnings (loss) from unconsolidated entities — (7,011 ) 378 — (6,633 ) Lennar Homebuilding other income (expense), net (1,006 ) 12,950 126 1,024 13,094 Rialto equity in earnings from unconsolidated entities — — 8,361 — 8,361 Rialto other expense, net — — (20,276 ) — (20,276 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 33,694 — 33,694 Earnings (loss) before income taxes (101,436 ) 564,122 66,846 — 529,532 Benefit (provision) for income taxes 31,060 (170,363 ) (20,739 ) — (160,042 ) Equity in earnings from subsidiaries 432,925 19,996 — (452,921 ) — Net earnings (including net earnings attributable to noncontrolling interests) 362,549 413,755 46,107 (452,921 ) 369,490 Less: Net earnings attributable to noncontrolling interests — — 6,941 — 6,941 Net earnings attributable to Lennar $ 362,549 413,755 39,166 (452,921 ) 362,549 Other comprehensive income, net of tax: Net unrealized gain on securities available-for-sale $ — — 482 — 482 Reclassification adjustments for gains included in earnings, net of tax — — (6 ) — (6 ) Other comprehensive income attributable to Lennar $ 362,549 413,755 39,642 (452,921 ) 363,025 Other comprehensive income attributable to noncontrolling interests $ — — 6,941 — 6,941 Six Months Ended May 31, 2017 (In thousands) Lennar Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Cash flows from operating activities: Net earnings (including net loss attributable to noncontrolling interests) $ 251,725 305,455 35,796 (362,594 ) 230,382 Distributions of earnings from guarantor and non-guarantor subsidiaries 334,286 28,308 — (362,594 ) — Other adjustments to reconcile net earnings (including net loss attributable to noncontrolling interests) to net cash provided by (used in) operating activities (340,147 ) (412,545 ) (43 ) 362,594 (390,141 ) Net cash provided by (used in) operating activities 245,864 (78,782 ) 35,753 (362,594 ) (159,759 ) Cash flows from investing activities: Investments in and contributions to unconsolidated entities, net of distributions of capital — (218,153 ) (1,103 ) — (219,256 ) Proceeds from sales of real estate owned — — 55,521 — 55,521 Originations of loans receivable — — (14,055 ) — (14,055 ) Purchases of commercial mortgage-backed securities bonds — — (40,357 ) — (40,357 ) Acquisition, net of cash acquired (611,103 ) — — — (611,103 ) Other (3,897 ) (23,370 ) (17,019 ) — (44,286 ) Distributions of capital from guarantor and non-guarantor subsidiaries 60,000 60,000 — (120,000 ) — Intercompany (657,990 ) — — 657,990 — Net cash used in investing activities (1,212,990 ) (181,523 ) (17,013 ) 537,990 (873,536 ) Cash flows from financing activities: Net repayments under warehouse facilities — (51 ) (144,214 ) — (144,265 ) Proceeds from senior notes and debt issuance costs 1,240,449 — (4,509 ) — 1,235,940 Redemption of senior notes (400,000 ) — — — (400,000 ) Net proceeds on Rialto notes payable — — 25,340 — 25,340 Net proceeds (payments) on other borrowings — (28,705 ) 63,201 — 34,496 Net payments related to noncontrolling interests — (47,589 ) — (47,589 ) Excess tax benefits from share-based awards 1,980 — — — 1,980 Common stock: Issuances 693 — — — 693 Repurchases (83 ) — — — (83 ) Dividends (18,778 ) (365,455 ) (117,139 ) 482,594 (18,778 ) Intercompany — 497,457 160,533 (657,990 ) — Net cash provided by (used in) financing activities 824,261 103,246 (64,377 ) (175,396 ) 687,734 Net decrease in cash and cash equivalents (142,865 ) (157,059 ) (45,637 ) — (345,561 ) Cash and cash equivalents at beginning of period 697,112 377,070 255,347 — 1,329,529 Cash and cash equivalents at end of period $ 554,247 220,011 209,710 — 983,968 Six Months Ended May 31, 2016 (In thousands) Lennar Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Cash flows from operating activities: Net earnings (including net earnings attributable to noncontrolling interests) $ 362,549 413,755 46,107 (452,921 ) 369,490 Distributions of earnings from guarantor and non-guarantor subsidiaries 432,925 19,996 — (452,921 ) — Other adjustments to reconcile net earnings (including net earnings attributable to noncontrolling interests) to net cash provided by (used in) operating activities (412,335 ) (789,132 ) 203,674 452,921 (544,872 ) Net cash provided by (used in) operating activities 383,139 (355,381 ) 249,781 (452,921 ) (175,382 ) Cash flows from investing activities: Investments in and contributions to unconsolidated entities, net of distributions of capital — (65,441 ) (41,775 ) — (107,216 ) Proceeds from sales of real estate owned — — 43,412 — 43,412 Originations of loans receivable — — (16,864 ) — (16,864 ) Receipts of principal payments on loans receivable — — 5,484 — 5,484 Purchases of commercial mortgage-backed securities bonds — — (33,005 ) — (33,005 ) Other (6,704 ) (30,269 ) (4,465 ) — (41,438 ) Distributions of capital from guarantor and non-guarantor subsidiaries 40,000 40,000 — (80,000 ) — Intercompany (1,008,886 ) — — 1,008,886 — Net cash used in investing activities (975,590 ) (55,710 ) (47,213 ) 928,886 (149,627 ) Cash flows from financing activities: Net borrowings under unsecured revolving credit facility 375,000 — — — 375,000 Net repayments under warehouse facilities — — (230,206 ) — (230,206 ) Proceeds from senior notes and debt issuance costs 495,974 — (746 ) — 495,228 Redemption of senior notes (250,000 ) — — — (250,000 ) Conversions and exchanges of convertible senior notes (233,893 ) — — — (233,893 ) Principal payments on Rialto notes payable — — (2,999 ) — (2,999 ) Net payments on other borrowings (87,532 ) — — (87,532 ) Net payments related to noncontrolling interests — — (73,028 ) — (73,028 ) Excess tax benefits from share-based awards 7,039 — — — 7,039 Common stock: Issuances 594 — — — 594 Repurchases (971 ) — — — (971 ) Dividends (17,191 ) (453,755 ) (79,166 ) 532,921 (17,191 ) Intercompany — 879,733 129,153 (1,008,886 ) — Net cash provided by (used in) financing activities 376,552 338,446 (256,992 ) (475,965 ) (17,959 ) Net decrease in cash and cash equivalents (215,899 ) (72,645 ) (54,424 ) — (342,968 ) Cash and cash equivalents at beginning of period 575,821 336,048 246,576 — 1,158,445 Cash and cash equivalents at end of period $ 359,922 263,403 192,152 — 815,477 |