Supplemental Guarantor Information | Supplemental Guarantor Information Our obligations to pay principal, premium, if any, and interest on the senior notes and borrowings, if any, under the Credit Facility are guaranteed on a joint and several basis by certain of our subsidiaries (“Guarantor Subsidiaries”). The guarantees are full and unconditional and the Guarantor Subsidiaries are 100% owned by us. Pursuant to the terms of the indenture governing the senior notes and the terms of the Credit Facility, if any of the Guarantor Subsidiaries ceases to be a “significant subsidiary” as defined by Rule 1-02 of Regulation S-X using a 5% rather than a 10% threshold (provided that the assets of our non-guarantor subsidiaries do not in the aggregate exceed 10% of an adjusted measure of our consolidated total assets), it will be automatically and unconditionally released and discharged from its guaranty of the senior notes and the Credit Facility so long as all guarantees by such Guarantor Subsidiary of any other of our or our subsidiaries’ indebtedness are terminated at or prior to the time of such release. We have determined that separate, full financial statements of the Guarantor Subsidiaries would not be material to investors and, accordingly, supplemental financial information for the Guarantor Subsidiaries is presented. The supplemental financial information for all periods presented below reflects those subsidiaries that qualified as Guarantor Subsidiaries as of November 30, 2019 . Condensed Consolidating Statements of Operations (in thousands) Year Ended November 30, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues $ — $ 4,161,511 $ 391,236 $ — $ 4,552,747 Homebuilding: Revenues $ — $ 4,161,511 $ 376,147 $ — $ 4,537,658 Construction and land costs — (3,362,386 ) (346,542 ) — (3,708,928 ) Selling, general and administrative expenses (100,630 ) (375,199 ) (21,521 ) — (497,350 ) Operating income (loss) (100,630 ) 423,926 8,084 — 331,380 Interest income 1,926 23 209 — 2,158 Interest expense (137,327 ) (746 ) (5,339 ) 143,412 — Intercompany interest 328,361 (173,374 ) (11,575 ) (143,412 ) — Equity in loss of unconsolidated joint ventures — (1,549 ) — — (1,549 ) Loss on early extinguishment of debt (6,800 ) — — — (6,800 ) Homebuilding pretax income (loss) 85,530 248,280 (8,621 ) — 325,189 Financial services pretax income — — 22,986 — 22,986 Total pretax income 85,530 248,280 14,365 — 348,175 Income tax expense (16,300 ) (58,100 ) (5,000 ) — (79,400 ) Equity in net income of subsidiaries 88,639 — — (88,639 ) — Net income $ 157,869 $ 190,180 $ 9,365 $ (88,639 ) $ 268,775 Year Ended November 30, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues $ — $ 4,198,969 $ 348,033 $ — $ 4,547,002 Homebuilding: Revenues $ — $ 4,198,969 $ 334,826 $ — $ 4,533,795 Construction and land costs — (3,435,058 ) (308,862 ) — (3,743,920 ) Selling, general and administrative expenses (101,152 ) (311,815 ) (31,187 ) — (444,154 ) Operating income (loss) (101,152 ) 452,096 (5,223 ) — 345,721 Interest income 3,273 11 230 — 3,514 Interest expense (141,812 ) (2,624 ) (5,262 ) 149,698 — Intercompany interest 302,253 (142,882 ) (9,673 ) (149,698 ) — Equity in income of unconsolidated joint ventures — 2,066 — — 2,066 Homebuilding pretax income (loss) 62,562 308,667 (19,928 ) — 351,301 Financial services pretax income — — 16,664 — 16,664 Total pretax income (loss) 62,562 308,667 (3,264 ) — 367,965 Income tax expense (62,100 ) (101,200 ) (34,300 ) — (197,600 ) Equity in net income of subsidiaries 169,903 — — (169,903 ) — Net income (loss) $ 170,365 $ 207,467 $ (37,564 ) $ (169,903 ) $ 170,365 Year Ended November 30, 2017 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues $ — $ 4,034,057 $ 334,472 $ — $ 4,368,529 Homebuilding: Revenues $ — $ 4,034,057 $ 322,208 $ — $ 4,356,265 Construction and land costs — (3,342,617 ) (303,851 ) — (3,646,468 ) Selling, general and administrative expenses (91,120 ) (298,498 ) (36,776 ) — (426,394 ) Operating income (loss) (91,120 ) 392,942 (18,419 ) — 283,403 Interest income 1,232 8 — — 1,240 Interest expense (166,417 ) (1,635 ) (3,434 ) 170,864 (622 ) Intercompany interest 266,784 (118,138 ) 22,218 (170,864 ) — Equity in loss of unconsolidated joint ventures — (1,407 ) (2 ) — (1,409 ) Loss on early extinguishment of debt (5,685 ) — — — (5,685 ) Homebuilding pretax income 4,794 271,770 363 — 276,927 Financial services pretax income — — 13,068 — 13,068 Total pretax income 4,794 271,770 13,431 — 289,995 Income tax expense (8,800 ) (100,000 ) (600 ) — (109,400 ) Equity in net income of subsidiaries 184,601 — — (184,601 ) — Net income $ 180,595 $ 171,770 $ 12,831 $ (184,601 ) $ 180,595 Condensed Consolidating Statements of Comprehensive Income (Loss) (in thousands) Year Ended November 30, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net income $ 157,869 $ 190,180 $ 9,365 $ (88,639 ) $ 268,775 Other comprehensive loss: Postretirement benefit plan adjustments (8,138 ) — — — (8,138 ) Other comprehensive loss before tax (8,138 ) — — — (8,138 ) Income tax benefit related to items of other comprehensive loss 2,197 — — — 2,197 Other comprehensive loss, net of tax (5,941 ) — — — (5,941 ) Comprehensive income $ 151,928 $ 190,180 $ 9,365 $ (88,639 ) $ 262,834 Year Ended November 30, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net income (loss) $ 170,365 $ 207,467 $ (37,564 ) $ (169,903 ) $ 170,365 Other comprehensive income: Postretirement benefit plan adjustments 10,108 — — — 10,108 Other comprehensive income before tax 10,108 — — — 10,108 Income tax expense related to items of other comprehensive income (2,749 ) — — — (2,749 ) Other comprehensive income, net of tax 7,359 — — — 7,359 Comprehensive income (loss) $ 177,724 $ 207,467 $ (37,564 ) $ (169,903 ) $ 177,724 Year Ended November 30, 2017 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net income $ 180,595 $ 171,770 $ 12,831 $ (184,601 ) $ 180,595 Other comprehensive loss: Postretirement benefit plan adjustments (1,445 ) — — — (1,445 ) Other comprehensive loss before tax (1,445 ) — — — (1,445 ) Income tax benefit related to items of other comprehensive loss 578 — — — 578 Other comprehensive loss, net of tax (867 ) — — — (867 ) Comprehensive income $ 179,728 $ 171,770 $ 12,831 $ (184,601 ) $ 179,728 Condensed Consolidating Balance Sheets (in thousands) November 30, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Homebuilding: Cash and cash equivalents $ 357,966 $ 65,434 $ 30,414 $ — $ 453,814 Receivables 1,934 181,047 66,074 — 249,055 Inventories — 3,400,307 304,295 — 3,704,602 Investments in unconsolidated joint ventures — 57,038 — — 57,038 Property and equipment, net 24,250 37,539 3,254 — 65,043 Deferred tax assets, net 96,301 237,877 30,315 — 364,493 Other assets 78,686 2,666 1,689 — 83,041 559,137 3,981,908 436,041 — 4,977,086 Financial services — — 38,396 — 38,396 Intercompany receivables 3,624,081 — 186,022 (3,810,103 ) — Investments in subsidiaries 115,753 — — (115,753 ) — Total assets $ 4,298,971 $ 3,981,908 $ 660,459 $ (3,925,856 ) $ 5,015,482 Liabilities and stockholders’ equity Homebuilding: Accounts payable, accrued expenses and other liabilities $ 139,137 $ 453,929 $ 288,489 $ — $ 881,555 Notes payable 1,715,748 7,889 25,110 — 1,748,747 1,854,885 461,818 313,599 — 2,630,302 Financial services — — 2,058 — 2,058 Intercompany payables 60,964 3,520,090 229,049 (3,810,103 ) — Stockholders’ equity 2,383,122 — 115,753 (115,753 ) 2,383,122 Total liabilities and stockholders’ equity $ 4,298,971 $ 3,981,908 $ 660,459 $ (3,925,856 ) $ 5,015,482 November 30, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Homebuilding: Cash and cash equivalents $ 429,977 $ 114,269 $ 30,113 $ — $ 574,359 Receivables 5,135 198,465 89,230 — 292,830 Inventories — 3,314,386 268,453 — 3,582,839 Investments in unconsolidated joint ventures — 61,960 — — 61,960 Property and equipment, net 18,450 5,522 311 — 24,283 Deferred tax assets, net 84,564 303,669 53,587 — 441,820 Other assets 77,288 4,008 1,804 — 83,100 615,414 4,002,279 443,498 — 5,061,191 Financial services — — 12,380 — 12,380 Intercompany receivables 3,569,422 — 158,760 (3,728,182 ) — Investments in subsidiaries 67,657 — — (67,657 ) — Total assets $ 4,252,493 $ 4,002,279 $ 614,638 $ (3,795,839 ) $ 5,073,571 Liabilities and stockholders’ equity Homebuilding: Accounts payable, accrued expenses and other liabilities $ 126,176 $ 584,321 $ 213,816 $ — $ 924,313 Notes payable 1,995,115 40,038 25,110 — 2,060,263 2,121,291 624,359 238,926 — 2,984,576 Financial services — — 1,495 — 1,495 Intercompany payables 43,702 3,377,920 306,560 (3,728,182 ) — Stockholders’ equity 2,087,500 — 67,657 (67,657 ) 2,087,500 Total liabilities and stockholders’ equity $ 4,252,493 $ 4,002,279 $ 614,638 $ (3,795,839 ) $ 5,073,571 Condensed Consolidating Statements of Cash Flows (in thousands) Year Ended November 30, 2019 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net cash provided by operating activities $ 118,542 $ 32,864 $ 99,636 $ — $ 251,042 Cash flows from investing activities: Contributions to unconsolidated joint ventures — (11,290 ) — — (11,290 ) Return of investments in unconsolidated joint ventures — 5,001 — — 5,001 Proceeds from sale of building — 5,804 — — 5,804 Purchases of property and equipment, net (6,365 ) (23,618 ) (10,476 ) — (40,459 ) Intercompany 105,055 — — (105,055 ) — Net cash provided by (used in) investing activities 98,690 (24,103 ) (10,476 ) (105,055 ) (40,944 ) Cash flows from financing activities: Proceeds from issuance of debt 705,250 — — — 705,250 Repayment of senior notes (986,231 ) — — — (986,231 ) Payment of issuance costs (11,128 ) — — — (11,128 ) Borrowings under revolving credit facility 610,000 — — — 610,000 Repayments under revolving credit facility (610,000 ) — — — (610,000 ) Payments on mortgages and land contracts due to land sellers and other loans — (41,116 ) — — (41,116 ) Issuance of common stock under employee stock plans 30,524 — — — 30,524 Tax payments associated with stock-based compensation awards (7,288 ) — — — (7,288 ) Payments of cash dividends (20,370 ) — — — (20,370 ) Intercompany — (16,480 ) (88,575 ) 105,055 — Net cash used in financing activities (289,243 ) (57,596 ) (88,575 ) 105,055 (330,359 ) Net increase (decrease) in cash and cash equivalents (72,011 ) (48,835 ) 585 — (120,261 ) Cash and cash equivalents at beginning of year 429,977 114,269 30,873 — 575,119 Cash and cash equivalents at end of year $ 357,966 $ 65,434 $ 31,458 $ — $ 454,858 Year Ended November 30, 2018 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net cash provided by (used in) operating activities $ 236,892 $ 9,668 $ (25,048 ) $ — $ 221,512 Cash flows from investing activities: Contributions to unconsolidated joint ventures — (22,672 ) 1 — (22,671 ) Return of investments in unconsolidated joint ventures — 9,934 — — 9,934 Purchases of property and equipment, net (6,584 ) (674 ) (112 ) — (7,370 ) Intercompany (43,128 ) — — 43,128 — Net cash used in investing activities (49,712 ) (13,412 ) (111 ) 43,128 (20,107 ) Cash flows from financing activities: Repayment of senior notes (300,000 ) — — — (300,000 ) Borrowings under revolving credit facility 70,000 — — — 70,000 Repayments under revolving credit facility (70,000 ) — — — (70,000 ) Payments on mortgages and land contracts due to land sellers and other loans — (13,831 ) (920 ) — (14,751 ) Issuance of common stock under employee stock plans 20,011 — — — 20,011 Stock repurchases (35,039 ) — — — (35,039 ) Tax payments associated with stock-based compensation awards (8,476 ) — — — (8,476 ) Payments of cash dividends (8,892 ) — — — (8,892 ) Intercompany — 27,724 15,404 (43,128 ) — Net cash provided by (used in) financing activities (332,396 ) 13,893 14,484 (43,128 ) (347,147 ) Net increase (decrease) in cash and cash equivalents (145,216 ) 10,149 (10,675 ) — (145,742 ) Cash and cash equivalents at beginning of year 575,193 104,120 41,548 — 720,861 Cash and cash equivalents at end of year $ 429,977 $ 114,269 $ 30,873 $ — $ 575,119 Year Ended November 30, 2017 KB Home Corporate Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Total Net cash provided by operating activities $ 70,683 $ 366,005 $ 76,531 $ — $ 513,219 Cash flows from investing activities: Contributions to unconsolidated joint ventures — (13,569 ) (5,125 ) — (18,694 ) Return of investments in unconsolidated joint ventures — 4,119 6,916 — 11,035 Purchases of property and equipment, net (7,215 ) (809 ) (61 ) — (8,085 ) Intercompany 311,857 — — (311,857 ) — Net cash provided by (used in) investing activities 304,642 (10,259 ) 1,730 (311,857 ) (15,744 ) Cash flows from financing activities: Repayment of senior notes (270,326 ) — — — (270,326 ) Payment of issuance costs (1,711 ) — — — (1,711 ) Payments on mortgages and land contracts due to land sellers and other loans — (106,382 ) — — (106,382 ) Issuance of common stock under employee stock plans 23,162 — — — 23,162 Excess tax benefits from stock-based compensation 958 — — — 958 Tax payments associated with stock-based compensation awards (6,673 ) — — — (6,673 ) Payments of cash dividends (8,642 ) — — — (8,642 ) Intercompany — (251,147 ) (60,710 ) 311,857 — Net cash used in financing activities (263,232 ) (357,529 ) (60,710 ) 311,857 (369,614 ) Net increase (decrease) in cash and cash equivalents 112,093 (1,783 ) 17,551 — 127,861 Cash and cash equivalents at beginning of year 463,100 105,903 23,997 — 593,000 Cash and cash equivalents at end of year $ 575,193 $ 104,120 $ 41,548 $ — $ 720,861 |