Supplemental Financial Information | Supplemental Financial Information The indentures governing the Company’s 6.95% senior notes due 2018, 4.125% senior notes due 2018, 0.25% convertible senior notes due 2019, 4.500% senior notes due 2019, 4.50% senior notes due 2019, 6.625% senior notes due 2020, 2.95% senior notes due 2020, 8.375% senior notes due 2021, 4.750% senior notes due 2021, 6.25% senior notes due 2021, 4.125% senior notes due 2022, 5.375% senior notes due 2022, 4.750% senior notes due 2022, 4.875% senior notes due 2023, 4.500% senior notes due 2024, 5.875% senior notes due 2024, 4.750% senior notes due 2025, 5.25% senior notes due 2026, 5.00% senior notes due 2027 and 4.75% senior notes due 2027 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. In addition, some subsidiaries of CalAtlantic are guaranteeing CalAtlantic senior convertible notes that also are guaranteed by Lennar Corporation. 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, 2018 they were guaranteeing Lennar Corporation's letter of credit facilities and its Credit Facility, disclosed in Note 12 or were guaranteeing CalAtlantic convertible senior notes. 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 of Lennar senior notes 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, 2018 was as follows: Condensed Consolidating Balance Sheet May 31, 2018 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total ASSETS Lennar Homebuilding: Cash and cash equivalents, restricted cash and receivables, net $ 472,560 604,171 66,515 — 1,143,246 Inventories — 17,040,795 354,199 — 17,394,994 Investments in unconsolidated entities — 944,238 16,438 — 960,676 Goodwill — 3,451,994 — — 3,451,994 Other assets 357,270 1,050,836 139,481 (17,982 ) 1,529,605 Investments in subsidiaries 10,712,911 89,622 — (10,802,533 ) — Intercompany 12,036,122 — — (12,036,122 ) — 23,578,863 23,181,656 576,633 (22,856,637 ) 24,480,515 Lennar Financial Services — 296,030 1,648,183 (1,088 ) 1,943,125 Rialto — — 1,054,628 — 1,054,628 Lennar Multifamily — — 872,841 — 872,841 Total assets $ 23,578,863 23,477,686 4,152,285 (22,857,725 ) 28,351,109 LIABILITIES AND EQUITY Lennar Homebuilding: Accounts payable and other liabilities $ 520,808 1,734,807 296,456 (19,070 ) 2,533,001 Liabilities related to consolidated inventory not owned — 346,236 13,500 — 359,736 Senior notes and other debts payable 9,466,744 476,411 42,460 — 9,985,615 Intercompany — 10,458,135 1,577,987 (12,036,122 ) — 9,987,552 13,015,589 1,930,403 (12,055,192 ) 12,878,352 Lennar Financial Services — 44,980 1,152,455 — 1,197,435 Rialto — — 430,501 — 430,501 Lennar Multifamily — — 145,951 — 145,951 Total liabilities 9,987,552 13,060,569 3,659,310 (12,055,192 ) 14,652,239 Stockholders’ equity 13,591,311 10,417,117 385,416 (10,802,533 ) 13,591,311 Noncontrolling interests — — 107,559 — 107,559 Total equity 13,591,311 10,417,117 492,975 (10,802,533 ) 13,698,870 Total liabilities and equity $ 23,578,863 23,477,686 4,152,285 (22,857,725 ) 28,351,109 November 30, 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 $ 1,945,024 462,336 21,972 — 2,429,332 Inventories — 10,560,996 299,894 — 10,860,890 Investments in unconsolidated entities — 884,294 16,475 — 900,769 Goodwill — 136,566 — — 136,566 Other assets 246,490 520,899 114,431 (18,416 ) 863,404 Investments in subsidiaries 4,446,309 52,237 — (4,498,546 ) — Intercompany 7,881,306 — — (7,881,306 ) — 14,519,129 12,617,328 452,772 (12,398,268 ) 15,190,961 Lennar Financial Services — 130,184 1,561,525 (2,201 ) 1,689,508 Rialto — — 1,153,840 — 1,153,840 Lennar Multifamily — — 710,725 — 710,725 Total assets $ 14,519,129 12,747,512 3,878,862 (12,400,469 ) 18,745,034 LIABILITIES AND EQUITY Lennar Homebuilding: Accounts payable and other liabilities $ 635,227 1,011,051 294,933 (20,617 ) 1,920,594 Liabilities related to consolidated inventory not owned — 367,220 13,500 — 380,720 Senior notes and other debts payable 6,011,585 394,365 4,053 — 6,410,003 Intercompany — 6,775,719 1,105,587 (7,881,306 ) — 6,646,812 8,548,355 1,418,073 (7,901,923 ) 8,711,317 Lennar Financial Services — 48,700 1,129,114 — 1,177,814 Rialto — — 720,056 — 720,056 Lennar Multifamily — — 149,715 — 149,715 Total liabilities 6,646,812 8,597,055 3,416,958 (7,901,923 ) 10,758,902 Stockholders’ equity 7,872,317 4,150,457 348,089 (4,498,546 ) 7,872,317 Noncontrolling interests — — 113,815 — 113,815 Total equity 7,872,317 4,150,457 461,904 (4,498,546 ) 7,986,132 Total liabilities and equity $ 14,519,129 12,747,512 3,878,862 (12,400,469 ) 18,745,034 Three Months Ended May 31, 2018 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 5,022,769 41,228 — 5,063,997 Lennar Financial Services — 100,257 136,898 (5,020 ) 232,135 Rialto — — 45,236 — 45,236 Lennar Multifamily — — 117,693 — 117,693 Total revenues — 5,123,026 341,055 (5,020 ) 5,459,061 Cost and expenses: Lennar Homebuilding — 4,597,434 39,356 (723 ) 4,636,067 Lennar Financial Services — 89,752 96,245 (6,244 ) 179,753 Rialto — — 39,305 (3,369 ) 35,936 Lennar Multifamily — — 117,186 — 117,186 Acquisition and integration costs related to CalAtlantic — 23,875 — — 23,875 Corporate general and administrative 82,962 605 — 1,348 84,915 Total costs and expenses 82,962 4,711,666 292,092 (8,988 ) 5,077,732 Lennar Homebuilding equity in earnings (loss) from unconsolidated entities — (12,345 ) 119 — (12,226 ) Lennar Homebuilding other income, net 3,978 6,834 2,980 (3,968 ) 9,824 Rialto equity in earnings from unconsolidated entities — — 4,116 — 4,116 Rialto other expense, net — — (6,514 ) — (6,514 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 14,281 — 14,281 Earnings (loss) before income taxes (78,984 ) 405,849 63,945 — 390,810 Benefit (provision) for income taxes 13,957 (74,781 ) (15,137 ) — (75,961 ) Equity in earnings from subsidiaries 375,284 28,718 — (404,002 ) — Net earnings (including net earnings attributable to noncontrolling interests) 310,257 359,786 48,808 (404,002 ) 314,849 Less: Net earnings attributable to noncontrolling interests — — 4,592 — 4,592 Net earnings attributable to Lennar $ 310,257 359,786 44,216 (404,002 ) 310,257 Other comprehensive loss, net of tax: Net unrealized loss on securities available-for-sale $ — — (589 ) — (589 ) Reclassification adjustments for loss included in earnings, net of tax — — (126 ) — (126 ) Total other comprehensive loss, net of tax $ — — (715 ) — (715 ) Total comprehensive income attributable to Lennar $ 310,257 359,786 43,501 (404,002 ) 309,542 Total comprehensive income attributable to noncontrolling interests $ — — 4,592 — 4,592 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 gain on securities available-for-sale $ — — 419 — 419 Reclassification adjustments for loss included in net earnings, net of tax — — 4 — 4 Total other comprehensive income, net of tax $ — — 423 — 423 Total comprehensive income attributable to Lennar $ 213,645 248,623 30,435 (278,635 ) 214,068 Total comprehensive loss attributable to noncontrolling interests $ — — (12,937 ) — (12,937 ) Six Months Ended May 31, 2018 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 7,675,963 50,127 — 7,726,090 Lennar Financial Services — 173,269 240,000 (9,994 ) 403,275 Rialto — — 99,538 — 99,538 Lennar Multifamily — — 210,949 — 210,949 Total revenues — 7,849,232 600,614 (9,994 ) 8,439,852 Cost and expenses: Lennar Homebuilding — 6,991,238 51,593 (2,757 ) 7,040,074 Lennar Financial Services — 164,228 179,363 (12,393 ) 331,198 Rialto — — 84,718 (3,369 ) 81,349 Lennar Multifamily — — 214,385 — 214,385 Acquisition and integration costs related to CalAtlantic — 128,070 — — 128,070 Corporate general and administrative 148,885 1,209 — 2,631 152,725 Total costs and expenses 148,885 7,284,745 530,059 (15,888 ) 7,947,801 Lennar Homebuilding equity in loss from unconsolidated entities — (26,476 ) (37 ) — (26,513 ) Lennar Homebuilding other income, net 5,913 175,130 4,603 (5,894 ) 179,752 Rialto equity in earnings from unconsolidated entities — — 13,230 — 13,230 Rialto other expense, net — — (15,305 ) — (15,305 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 17,023 — 17,023 Earnings (loss) before income taxes (142,972 ) 713,141 90,069 — 660,238 Benefit (provision) for income taxes 45,522 (225,224 ) (28,870 ) — (208,572 ) Equity in earnings from subsidiaries 543,922 38,918 — (582,840 ) — Net earnings (including net loss attributable to noncontrolling interests) 446,472 526,835 61,199 (582,840 ) 451,666 Less: Net earnings attributable to noncontrolling interests — — 5,194 — 5,194 Net earnings attributable to Lennar $ 446,472 526,835 56,005 (582,840 ) 446,472 Other comprehensive loss, net of tax: Net unrealized loss on securities available-for-sale $ — — (1,247 ) — (1,247 ) Reclassification adjustments for loss included in earnings, net of tax — — (126 ) — (126 ) Total other comprehensive loss, net of tax $ — — (1,373 ) — (1,373 ) Total comprehensive income attributable to Lennar $ 446,472 526,835 54,632 (582,840 ) 445,099 Total comprehensive income attributable to noncontrolling interests $ — — 5,194 — 5,194 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 earnings 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 Total other comprehensiv e earnings , net of tax $ — — 1,395 — 1,395 Total comprehensive income attributable to Lennar $ 251,725 305,455 58,534 (362,594 ) 253,120 Total comprehensive income attributable to noncontrolling interests $ — — (21,343 ) — (21,343 ) Six Months Ended May 31, 2018 (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) $ 446,472 526,835 61,199 (582,840 ) 451,666 Distributions of earnings from guarantor and non-guarantor subsidiaries 543,922 38,918 — (582,840 ) — Other adjustments to reconcile net earnings (including net earnings attributable to noncontrolling interests) to net cash provided by (used in) operating activities (712,072 ) (94,845 ) (193,192 ) 582,840 (417,269 ) Net cash provided by (used in) operating activities 278,322 470,908 (131,993 ) (582,840 ) 34,397 Cash flows from investing activities: Investments in and contributions to unconsolidated entities, net of distributions of capital — 24,013 (14,043 ) — 9,970 Proceeds from sales of real estate owned — — 21,658 — 21,658 Proceeds from sale of investment in unconsolidated entity — 175,179 — — 175,179 Purchases of commercial mortgage-backed securities bonds — — (31,068 ) — (31,068 ) Acquisition, net of cash acquired (1,162,342 ) 23,035 36,350 — (1,102,957 ) Other (21,568 ) (5,933 ) (10,763 ) — (38,264 ) Distributions of capital from guarantor and non-guarantor subsidiaries 65,000 20,000 — (85,000 ) — Intercompany (1,034,631 ) — — 1,034,631 — Net cash provided by (used in) investing activities (2,153,541 ) 236,294 2,134 949,631 (965,482 ) Cash flows from financing activities: Net borrowings (repayments) under unsecured revolving credit facilities 950,000 (454,700 ) — — 495,300 Net borrowings (repayments) under warehouse facilities — (54 ) 7,764 — 7,710 Debt issuance costs (9,109 ) — (2,992 ) — (12,101 ) Redemption of senior notes (484,332 ) (90,668 ) — — (575,000 ) Conversions and exchanges of convertible senior notes — (59,145 ) — — (59,145 ) Net payments on other borrowings, other liabilities, Rialto Senior Notes and other notes payable — (52,999 ) (295,046 ) — (348,045 ) Net payments related to noncontrolling interests — (26,530 ) — (26,530 ) Excess tax benefits from share-based awards — — — — — Common stock: Issuances 3,184 — — — 3,184 Repurchases (28,526 ) — — — (28,526 ) Dividends (22,780 ) (591,835 ) (76,005 ) 667,840 (22,780 ) Intercompany — 624,070 410,561 (1,034,631 ) — Net cash provided by (used in) financing activities 408,437 (625,331 ) 17,752 (366,791 ) (565,933 ) Net decrease (increase) in cash and cash equivalents (1,466,782 ) 81,871 (112,107 ) — (1,497,018 ) Cash and cash equivalents at beginning of period 1,937,674 359,087 354,111 — 2,650,872 Cash and cash equivalents at end of period $ 470,892 440,958 242,004 — 1,153,854 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 |