Supplemental Financial Information | Supplemental Financial Information The indentures governing the Company’s 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 August 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. August 31, 2018 was as follows: Condensed Consolidating Balance Sheet August 31, 2018 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total ASSETS Lennar Homebuilding: Cash and cash equivalents, restricted cash and receivables, net $ 433,760 526,948 54,965 — 1,015,673 Inventories — 17,232,267 336,805 — 17,569,072 Investments in unconsolidated entities — 983,963 13,525 — 997,488 Goodwill — 3,457,999 — — 3,457,999 Other assets 399,731 955,313 150,714 (23,558 ) 1,482,200 Investments in subsidiaries 10,715,911 89,347 — (10,805,258 ) — Intercompany 12,035,247 — — (12,035,247 ) — 23,584,649 23,245,837 556,009 (22,864,063 ) 24,522,432 Lennar Financial Services — 320,219 1,722,864 (1,059 ) 2,042,024 Rialto — — 834,882 — 834,882 Lennar Multifamily — — 890,057 — 890,057 Total assets $ 23,584,649 23,566,056 4,003,812 (22,865,122 ) 28,289,395 LIABILITIES AND EQUITY Lennar Homebuilding: Accounts payable and other liabilities $ 651,804 1,866,606 300,086 (24,617 ) 2,793,879 Liabilities related to consolidated inventory not owned — 267,046 13,500 — 280,546 Senior notes and other debts payable 8,900,829 458,299 48,859 — 9,407,987 Intercompany — 10,487,330 1,547,917 (12,035,247 ) — 9,552,633 13,079,281 1,910,362 (12,059,864 ) 12,482,412 Lennar Financial Services — 66,636 1,174,472 — 1,241,108 Rialto — — 297,129 — 297,129 Lennar Multifamily — — 152,566 — 152,566 Total liabilities 9,552,633 13,145,917 3,534,529 (12,059,864 ) 14,173,215 Stockholders’ equity 14,032,016 10,420,139 385,119 (10,805,258 ) 14,032,016 Noncontrolling interests — — 84,164 — 84,164 Total equity 14,032,016 10,420,139 469,283 (10,805,258 ) 14,116,180 Total liabilities and equity $ 23,584,649 23,566,056 4,003,812 (22,865,122 ) 28,289,395 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 August 31, 2018 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 5,266,053 19,689 — 5,285,742 Lennar Financial Services — 104,233 137,056 (5,021 ) 236,268 Rialto — — 49,495 — 49,495 Lennar Multifamily — — 101,064 — 101,064 Total revenues — 5,370,286 307,304 (5,021 ) 5,672,569 Cost and expenses: Lennar Homebuilding — 4,649,490 18,347 3,387 4,671,224 Lennar Financial Services — 89,902 100,803 (11,065 ) 179,640 Rialto — — 42,648 (3,213 ) 39,435 Lennar Multifamily — — 103,187 — 103,187 Acquisition and integration costs related to CalAtlantic — 11,992 — — 11,992 Corporate general and administrative 94,476 604 — 1,266 96,346 Total costs and expenses 94,476 4,751,988 264,985 (9,625 ) 5,101,824 Lennar Homebuilding equity in earnings (loss) from unconsolidated entities — (15,428 ) 37 — (15,391 ) Lennar Homebuilding other income, net 4,614 7,740 5,160 (4,604 ) 12,910 Rialto equity in earnings from unconsolidated entities — — 5,266 — 5,266 Rialto other expense, net — — (5,882 ) — (5,882 ) Lennar Multifamily equity in loss from unconsolidated entities — — (1,730 ) — (1,730 ) Earnings (loss) before income taxes (89,862 ) 610,610 45,170 — 565,918 Benefit (provision) for income taxes 13,688 (101,924 ) (10,062 ) — (98,298 ) Equity in earnings from subsidiaries 529,385 19,889 — (549,274 ) — Net earnings (including net earnings attributable to noncontrolling interests) 453,211 528,575 35,108 (549,274 ) 467,620 Less: Net earnings attributable to noncontrolling interests — — 14,409 — 14,409 Net earnings attributable to Lennar $ 453,211 528,575 20,699 (549,274 ) 453,211 Other comprehensive loss, net of tax: Net unrealized loss on securities available-for-sale $ — — (110 ) — (110 ) Reclassification adjustments for loss included in earnings, net of tax — — (166 ) — (166 ) Total other comprehensive loss, net of tax $ — — (276 ) — (276 ) Total comprehensive income attributable to Lennar $ 453,211 528,575 20,423 (549,274 ) 452,935 Total comprehensive income attributable to noncontrolling interests $ — — 14,409 — 14,409 Three Months Ended August 31, 2017 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 2,872,920 12,275 — 2,885,195 Lennar Financial Services — 90,220 129,853 (5,017 ) 215,056 Rialto — — 57,810 — 57,810 Lennar Multifamily — — 103,457 (42 ) 103,415 Total revenues — 2,963,140 303,395 (5,059 ) 3,261,476 Cost and expenses: Lennar Homebuilding — 2,483,401 12,107 (3,443 ) 2,492,065 Lennar Financial Services — 79,077 89,656 (2,734 ) 165,999 Rialto — — 49,574 (71 ) 49,503 Lennar Multifamily — — 105,956 — 105,956 Corporate general and administrative 71,285 310 — 1,265 72,860 Total costs and expenses 71,285 2,562,788 257,293 (4,983 ) 2,886,383 Lennar Homebuilding equity in loss from unconsolidated entities — (9,647 ) (4 ) — (9,651 ) Lennar Homebuildin g other income (expense), net (67 ) 1,244 1,544 76 2,797 Rialto equity in earnings from unconsolidated entities — — 4,858 — 4,858 Rialto other expense, net — — (16,357 ) — (16,357 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 11,645 — 11,645 Earnings (loss) before income taxes (71,352 ) 391,949 47,788 — 368,385 Benefit (provision) for income taxes 23,689 (128,170 ) (20,314 ) — (124,795 ) Equity in earnings from subsidiaries 296,828 22,477 — (319,305 ) — Net earnings (including net loss attributable to noncontrolling interests) 249,165 286,256 27,474 (319,305 ) 243,590 Less: Net loss attributable to noncontrolling interests — — (5,575 ) — (5,575 ) Net earnings attributable to Lennar $ 249,165 286,256 33,049 (319,305 ) 249,165 Other comprehensive income, net of tax: Net unrealized gain on securities available-for-sale $ — — 165 — 165 Total other comprehensive income, net of tax $ — — 165 — 165 Total comprehensive income attributable to Lennar $ 249,165 286,256 33,214 (319,305 ) 249,330 Total comprehensive loss attributable to noncontrolling interests $ — — (5,575 ) — (5,575 ) Nine Months Ended August 31, 2018 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 12,942,016 69,816 — 13,011,832 Lennar Financial Services — 277,502 377,056 (15,015 ) 639,543 Rialto — — 149,033 — 149,033 Lennar Multifamily — — 312,013 — 312,013 Total revenues — 13,219,518 907,918 (15,015 ) 14,112,421 Cost and expenses: Lennar Homebuilding — 11,640,728 69,940 630 11,711,298 Lennar Financial Services — 254,130 280,166 (23,458 ) 510,838 Rialto — — 127,366 (6,582 ) 120,784 Lennar Multifamily — — 317,572 — 317,572 Acquisition and integration costs related to CalAtlantic — 140,062 — — 140,062 Corporate general and administrative 243,361 1,813 — 3,897 249,071 Total costs and expenses 243,361 12,036,733 795,044 (25,513 ) 13,049,625 Lennar Homebuilding equity in loss from unconsolidated entities — (41,904 ) — — (41,904 ) Lennar Homebuilding other income, net 10,527 182,870 9,763 (10,498 ) 192,662 Rialto equity in earnings from unconsolidated entities — — 18,496 — 18,496 Rialto other expense, net — — (21,187 ) — (21,187 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 15,293 — 15,293 Earnings (loss) before income taxes (232,834 ) 1,323,751 135,239 — 1,226,156 Benefit (provision) for income taxes 59,210 (327,148 ) (38,932 ) — (306,870 ) Equity in earnings from subsidiaries 1,073,307 58,807 — (1,132,114 ) — Net earnings (including net earnings attributable to noncontrolling interests) 899,683 1,055,410 96,307 (1,132,114 ) 919,286 Less: Net earnings attributable to noncontrolling interests — — 19,603 — 19,603 Net earnings attributable to Lennar $ 899,683 1,055,410 76,704 (1,132,114 ) 899,683 Other comprehensive loss, net of tax: Net unrealized loss on securities available-for-sale $ — — (1,357 ) — (1,357 ) Reclassification adjustments for loss included in earnings, net of tax — — (292 ) — (292 ) Total other comprehensive loss, net of tax $ — — (1,649 ) — (1,649 ) Total comprehensive income attributable to Lennar $ 899,683 1,055,410 75,055 (1,132,114 ) 898,034 Total comprehensive income attributable to noncontrolling interests $ — — 19,603 — 19,603 Nine Months Ended August 31, 2017 (In thousands) Lennar Guarantor Non-Guarantor Consolidating Adjustments Total Revenues: Lennar Homebuilding $ — 7,761,414 28,216 — 7,789,630 Lennar Financial Services — 227,325 359,152 (15,015 ) 571,462 Rialto — — 207,804 — 207,804 Lennar Multifamily — — 292,009 (109 ) 291,900 Total revenues — 7,988,739 887,181 (15,124 ) 8,860,796 Cost and expenses: Lennar Homebuilding — 6,802,418 30,693 (4,002 ) 6,829,109 Lennar Financial Services — 205,875 266,317 (14,178 ) 458,014 Rialto — — 175,705 (213 ) 175,492 Lennar Multifamily — — 301,303 — 301,303 Corporate general and administrative 195,681 856 — 3,796 200,333 Total costs and expenses 195,681 7,009,149 774,018 (14,597 ) 7,964,251 Lennar Homebuilding equity in loss from unconsolidated entities — (42,675 ) (16 ) — (42,691 ) Lennar Homebuilding other income (expense), net (498 ) 7,897 4,438 527 12,364 Lennar Homebuilding loss due to litigation — (140,000 ) — — (140,000 ) Rialto equity in earnings from unconsolidated entities — — 11,310 — 11,310 Rialto other expense, net — — (54,119 ) — (54,119 ) Lennar Multifamily equity in earnings from unconsolidated entities — — 44,219 — 44,219 Earnings (loss) before income taxes (196,179 ) 804,812 118,995 — 727,628 Benefit (provision) for income taxes 65,955 (263,886 ) (55,725 ) — (253,656 ) Equity in earnings from subsidiaries 631,114 50,785 — (681,899 ) — Net earnings (including net loss attributable to noncontrolling interests) 500,890 591,711 63,270 (681,899 ) 473,972 Less: Net loss attributable to noncontrolling interests — — (26,918 ) — (26,918 ) Net earnings attributable to Lennar $ 500,890 591,711 90,188 (681,899 ) 500,890 Other comprehensive income, net of tax: Net unrealized gain on securities available-for-sale $ — — 1,556 — 1,556 Reclassification adjustments for loss included in earnings, net of tax — — 4 — 4 Total other comprehensiv e earnings , net of tax $ — — 1,560 — 1,560 Total comprehensive income attributable to Lennar $ 500,890 591,711 91,748 (681,899 ) 502,450 Total comprehensive income attributable to noncontrolling interests $ — — (26,918 ) — (26,918 ) Nine Months Ended August 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) $ 899,683 1,055,410 96,307 (1,132,114 ) 919,286 Distributions of earnings from guarantor and non-guarantor subsidiaries 1,073,307 58,807 — (1,132,114 ) — Other adjustments to reconcile net earnings (including net earnings attributable to noncontrolling interests) to net cash provided by operating activities (1,142,961 ) (83,976 ) (75,792 ) 1,132,114 (170,615 ) Net cash provided by operating activities 830,029 1,030,241 20,515 (1,132,114 ) 748,671 Cash flows from investing activities: Investments in and contributions to unconsolidated entities, net of distributions of capital — (67,664 ) (6,915 ) — (74,579 ) Proceeds from sales of real estate owned — — 28,697 — 28,697 Proceeds from sale of investment in unconsolidated entity — 199,654 — — 199,654 Purchases of commercial mortgage-backed securities bonds — — (31,068 ) — (31,068 ) Acquisition, net of cash acquired (1,162,342 ) 22,654 36,350 — (1,103,338 ) Other (27,136 ) (20,555 ) (4,717 ) — (52,408 ) Distributions of capital from guarantor and non-guarantor subsidiaries 65,000 20,000 — (85,000 ) — Intercompany (1,035,226 ) — — 1,035,226 — Net cash provided by (used in) investing activities (2,159,704 ) 154,089 22,347 950,226 (1,033,042 ) Cash flows from financing activities: Net borrowings (repayments) under unsecured revolving credit facilities 650,000 (454,700 ) — — 195,300 Net repayments under warehouse facilities — (81 ) (100,882 ) — (100,963 ) Debt issuance costs (9,189 ) — (3,270 ) — (12,459 ) Redemption of senior notes (735,626 ) (89,374 ) — — (825,000 ) 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 — (78,528 ) (290,385 ) — (368,913 ) Net payments related to noncontrolling interests — (64,619 ) — (64,619 ) Excess tax benefits from share-based awards — — — — — Common stock: Issuances 3,189 — — — 3,189 Repurchases (49,490 ) — — — (49,490 ) Dividends (35,985 ) (1,120,410 ) (96,704 ) 1,217,114 (35,985 ) Intercompany — 651,665 383,561 (1,035,226 ) — Net cash used in financing activities (177,101 ) (1,150,573 ) (172,299 ) 181,888 (1,318,085 ) Net increase (decrease) in cash and cash equivalents (1,506,776 ) 33,757 (129,437 ) — (1,602,456 ) 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 $ 430,898 392,844 224,674 — 1,048,416 Nine Months Ended August 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) $ 500,890 591,711 63,270 (681,899 ) 473,972 Distributions of earnings from guarantor and non-guarantor subsidiaries 631,114 50,785 — (681,899 ) — Other adjustments to reconcile net earnings (including net loss attributable to noncontrolling interests) to net cash provided by operating activities (495,120 ) (596,338 ) 263,300 681,899 (146,259 ) Net cash provided by operating activities 636,884 46,158 326,570 (681,899 ) 327,713 Cash flows from investing activities: Investments in and contributions to unconsolidated entities, net of distributions of capital — (232,378 ) (25,622 ) — (258,000 ) Proceeds from sales of real estate owned — — 72,952 — 72,952 Originations of loans receivable — — (57,375 ) — (57,375 ) Receipts of principal payments on loans held-for-sale — — 5,937 — 5,937 Purchases of commercial mortgage-backed securities bonds — — (70,187 ) — (70,187 ) Acquisition, net of cash acquired (611,103 ) — (296 ) — (611,399 ) Other (6,174 ) (36,168 ) 2,863 — (39,479 ) Distributions of capital from guarantor and non-guarantor subsidiaries 80,000 80,000 — (160,000 ) — Intercompany (1,200,426 ) — — 1,200,426 — Net cash used in investing activities (1,737,703 ) (188,546 ) (71,728 ) 1,040,426 (957,551 ) Cash flows from financing activities: Net repayments under warehouse facilities — (78 ) (397,682 ) — (397,760 ) Proceeds from senior notes and debt issuance costs 1,240,089 — (6,786 ) — 1,233,303 Redemption of senior notes (400,000 ) (258,595 ) — — (658,595 ) Net proceeds on Rialto notes payable — — 44,550 — 44,550 Net proceeds (payments) on other borrowings — (50,691 ) 71,323 — 20,632 Net payments related to noncontrolling interests — (51,483 ) — (51,483 ) Excess tax benefits from share-based awards 1,980 — — — 1,980 Common stock: Issuances 693 — — — 693 Repurchases (27,104 ) — — — (27,104 ) Dividends (28,181 ) (671,711 ) (170,188 ) 841,899 (28,181 ) Intercompany — 951,237 249,189 (1,200,426 ) — Net cash provided by (used in) financing activities 787,477 (29,838 ) (261,077 ) (358,527 ) 138,035 Net decrease in cash and cash equivalents (313,342 ) (172,226 ) (6,235 ) — (491,803 ) 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 $ 383,770 204,844 249,112 — 837,726 |