Note 23 - Supplemental Guarantor Information

12 Months Ended

Dec. 31, 2014

Supplemental Guarantor Information [Abstract]

Supplemental Guarantor Information [Text Block]

23.           Supplemental Guarantor Information

Our senior notes are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by the following subsidiaries (collectively, the "Guarantor Subsidiaries"), which are 100%-owned subsidiaries of the Company.

● M.D.C. Land Corporation

● RAH of Florida, Inc.

● Richmond American Construction, Inc.

● Richmond American Homes of Arizona, Inc.

● Richmond American Homes of Colorado, Inc.

● Richmond American Homes of Delaware, Inc.

● Richmond American Homes of Florida, LP

● Richmond American Homes of Illinois, Inc.

● Richmond American Homes of Maryland, Inc.

● Richmond American Homes of Nevada, Inc.

● Richmond American Homes of New Jersey, Inc.

● Richmond American Homes of Pennsylvania, Inc.

● Richmond American Homes of Utah, Inc.

● Richmond American Homes of Virginia, Inc.

● Richmond American Homes of Washington, Inc.

The senior note indentures do not provide for a suspension of the guarantees, but do provide that any Guarantor may be released from its guarantee so long as (1) no default or event of default exists or would result from release of such guarantee, (2) the Guarantor being released has consolidated net worth of less than 5% of the Company’s consolidated net worth as of the end of the most recent fiscal quarter, (3) the Guarantors released from their guarantees in any year-end period comprise in the aggregate less than 10% (or 15% if and to the extent necessary to permit the cure of a default) of the Company’s consolidated net worth as of the end of the most recent fiscal quarter, (4) such release would not have a material adverse effect on the homebuilding business of the Company and its subsidiaries and (5) the Guarantor is released from its guarantee(s) under all Specified Indebtedness (other than by reason of payment under its guarantee of Specified Indebtedness). Upon delivery of an officers’ certificate and an opinion of counsel stating that all conditions precedent provided for in the indenture relating to such transactions have been complied with and the release is authorized, the guarantee will be automatically and unconditionally released. “Specified Indebtedness” means indebtedness under the senior notes, the Company’s Indenture dated as of December 3, 2002, the Revolving Credit Facility, and any refinancing, extension, renewal or replacement of any of the foregoing.

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 and Non-Guarantor Subsidiaries is presented below. As a result of our Richmond American Homes of Washington, Inc. subsidiary becoming a guarantor subsidiary in 2013, we have revised the 2012 Supplemental Condensed Combining Statements of Operations and Cash Flows to reflect this subsidiary’s results in the guarantor column.

M.D.C. Holdings, Inc.

Supplemental CondensedCombining Balance Sheet

	December 31, 2014
					Non-
			Guarantor		Guarantor		Eliminating			Consolidated
	MDC		Subsidiaries		Subsidiaries		Entries			MDC
	Dollars in thousands
ASSETS
Homebuilding:
Cash and cash equivalents	$	119,951	$	2,691	$	-	$	-		$	122,642
Marketable securities		140,878		-		-		-			140,878
Restricted cash		-		2,816		-		-			2,816
Trade and other receivables		6,573		24,449		-		(2,467	)		28,555
Inventories:
Housing completed or under construction		-		732,692		-		-			732,692
Land and land under development		-		935,268		-		-			935,268
Total inventories		-		1,667,960		-		-			1,667,960
Intercompany receivables		1,418,705		2,854		5,295		(1,426,854	)		-
Investment in subsidiaries		260,874		-		-		(260,874	)		-
Deferred tax asset, net		137,529		-		-		2,957			140,486
Metropolitan district bond securities (related party)		18,203		-		-		-			18,203
Other assets		41,743		56,744		-		-			98,487
Total Homebuilding Assets		2,144,456	$	1,757,514		5,295		(1,687,238	)		2,220,027
Financial Services:
Cash and cash equivalents		-		-		31,183		-			31,183
Marketable securities		-		-		15,262		-			15,262
Intercompany receivables		-		-		39,513		(39,513	)		-
Mortgage loans held-for-sale, net		-		-		88,392		-			88,392
Other assets		-		-		6,531		(2,957	)		3,574
Total Financial Services Assets		-		-		180,881		(42,470	)		138,411
Total Assets	$	2,144,456	$	1,757,514	$	186,176	$	(1,729,708	)	$	2,358,438
LIABILITIES AND EQUITY
Homebuilding:
Accounts payable	$	-	$	35,445	$	-	$	-		$	35,445
Accrued liabilities		7,007		105,529		67		2,514			115,117
Advances and notes payable to parent and subsidiaries		47,663		1,392,111		23,809		(1,463,583	)		-
Revolving credit facility		15,000		-		-		-			15,000
Senior notes, net		846,450		-		-		-			846,450
Total Homebuilding Liabilities		916,120		1,533,085		23,876		(1,461,069	)		1,012,012
Financial Services:
Accounts payable and accrued liabilities		-		-		62,249		(4,981	)		57,268
Advances and notes payable to parent and subsidiaries		-		-		2,784		(2,784	)		-
Mortgage repurchase facility		-		-		60,822		-			60,822
Total Financial Services Liabilities		-		-		125,855		(7,765	)		118,090
Total Liabilities		916,120		1,533,085		149,731		(1,468,834	)		1,130,102
Equity:
Total Stockholders' Equity		1,228,336		224,429		36,445		(260,874	)		1,228,336
Total Liabilities and Stockholders' Equity	$	2,144,456	$	1,757,514	$	186,176	$	(1,729,708	)	$	2,358,438

M.D.C. Holdings, Inc.

Supplemental CondensedCombining Balance Sheet

	December 31, 2013
					Non-
			Guarantor		Guarantor		Eliminating			Consolidated
	MDC		Subsidiaries		Subsidiaries		Entries			MDC
	(Dollars in thousands)
ASSETS
Homebuilding:
Cash and cash equivalents	$	145,180	$	3,454	$	-	$	-		$	148,634
Marketable securities		569,021		-		-		-			569,021
Restricted cash		-		2,195		-		-			2,195
Trade and other receivables		915		27,951		-		(5,459	)		23,407
Inventories:
Housing completed or under construction		-		636,700		-		-			636,700
Land and land under development		-		774,961		-		-			774,961
Total inventories		-		1,411,661		-		-			1,411,661
Intercompany receivables		1,144,292		2,576		1,899		(1,148,767	)		-
Investment in subsidiaries		335,870		-		-		(335,870	)		-
Deferred tax asset, net		172,975		-		-		3,287			176,262
Metropolitan district bond securities (related party)		12,729		-		-		-			12,729
Other assets, net		41,204		43,569		-		-			84,773
Total Homebuilding Assets		2,422,186		1,491,406		1,899		(1,486,809	)		2,428,682
Financial Services:
Cash and cash equivalents		-		-		50,704		-			50,704
Marketable securities		-		-		19,046		-			19,046
Intercompany receivables		-		-		11,216		(11,216	)		-
Mortgage loans held-for-sale, net		-		-		92,578		-			92,578
Other assets, net		-		-		7,726		(3,287	)		4,439
Total Financial Services Assets		-		-		181,270		(14,503	)		166,767
Total Assets	$	2,422,186	$	1,491,406	$	183,169	$	(1,501,312	)	$	2,595,449
LIABILITIES AND EQUITY
Homebuilding:
Accounts payable	$	13	$	15,033	$	-	$	-		$	15,046
Accrued liabilities		97,612		56,334		82		(1,207	)		152,821
Advances and notes payable to parent and subsidiaries		15,692		1,121,581		19,668		(1,156,941	)		-
Senior notes, net		1,095,620		-		-		-			1,095,620
Total Homebuilding Liabilities		1,208,937		1,192,948		19,750		(1,158,148	)		1,263,487
Financial Services:
Accounts payable and accrued liabilities		-		-		59,891		(4,252	)		55,639
Advances and notes payable to parent and subsidiaries		-		-		3,042		(3,042	)		-
Mortgage repurchase facility		-		-		63,074		-			63,074
Total Financial Services Liabilities		-		-		126,007		(7,294	)		118,713
Total Liabilities		1,208,937		1,192,948		145,757		(1,165,442	)		1,382,200
Equity:
Total Stockholders' Equity		1,213,249		298,458		37,412		(335,870	)		1,213,249
Total Liabilities and Stockholders' Equity	$	2,422,186	$	1,491,406	$	183,169	$	(1,501,312	)	$	2,595,449

M.D.C. Holdings, Inc.

Supplemental CondensedCombining Statement of Comprehensive Income

	Year Ended December 31, 2014
							Non-
				Guarantor			Guarantor			Eliminating			Consolidated
	MDC			Subsidiaries			Subsidiaries			Entries			MDC
	(Dollars in thousands)
Homebuilding:
Revenues	$	-		$	1,650,631		$	-		$	-		$	1,650,631
Cost of Sales		-			(1,368,140	)		(40	)		-			(1,368,180	)
Inventory impairments		-			(1,760	)		-			-			(1,760	)
Gross margin		-			280,731			(40	)		-			280,691
Selling, general, and administrative expenses		(38,290	)		(164,287	)		-			(676	)		(203,253	)
Equity income of subsidiaries		86,223			-			-			(86,223	)		-
Interest and other income		24,824			1,517			15			(46	)		26,310
Interest expense		(685	)		-			-			-			(685	)
Other expense		(8	)		(4,805	)		-			-			(4,813	)
Losses from early extinguishments of debt		(18,153	)		-			-			-			(18,153	)
Other-than-temporary impairment of marketable securities		(4,293	)		-			-			-			(4,293	)
Homebuilding pretax income (loss)		49,618			113,156			(25	)		(86,945	)		75,804
Financial Services:
Financial services pretax income		-			-			23,949			722			24,671
Income before income taxes		49,618			113,156			23,924			(86,223	)		100,475
Benefit from (provision for) income taxes		13,525			(42,044	)		(8,813	)		-			(37,332	)
Net income	$	63,143		$	71,112		$	15,111		$	(86,223	)	$	63,143
Other comprehensive income related to available-for-sale securities, net of tax		(1,120	)		-			(22	)		22			(1,120	)
Comprehensive income	$	62,023		$	71,112		$	15,089		$	(86,201	)	$	62,023

	Year Ended December 31, 2013
							Non-
				Guarantor			Guarantor			Eliminating			Consolidated
	MDC			Subsidiaries			Subsidiaries			Entries			MDC
	(Dollars in thousands)
Homebuilding:
Revenues	$	-		$	1,630,423		$	-		$	(1,248	)	$	1,629,175
Cost of Sales		-			(1,340,187	)		-			1,248			(1,338,939	)
Inventory impairments		-			(919	)		-			-			(919	)
Gross margin		-			289,317			-			-			289,317
Selling, general, and administrative expenses		(63,506	)		(149,424	)		-			(353	)		(213,283	)
Equity income of subsidiaries		163,157			-			-			(163,157	)		-
Interest and other income		28,329			1,503			14			(48	)		29,798
Interest expense		(1,726	)		-			-			-			(1,726	)
Other expense		(14	)		(3,769	)		-			-			(3,783	)
Homebuilding pretax income (loss)		126,240			137,627			14			(163,558	)		100,323
Financial Services:
Financial services pretax income		-			-			29,101			401			29,502
Income before income taxes		126,240			137,627			29,115			(163,157	)		129,825
Benefit from (provision for) income taxes		188,145			7,507			(11,092	)		-			184,560
Net income	$	314,385		$	145,134		$	18,023		$	(163,157	)	$	314,385
Other comprehensive income related to available-for-sale securities, net of tax		6,737			-			(119	)		119			6,737
Comprehensive income	$	321,122		$	145,134		$	17,904		$	(163,038	)	$	321,122

M.D.C. Holdings, Inc.

Supplemental CondensedCombining Statement of Comprehensive Income

	Year Ended December 31, 2012
							Non-
				Guarantor			Guarantor			Eliminating			Consolidated
	MDC			Subsidiaries			Subsidiaries			Entries			MDC
	(Dollars in thousands)
Homebuilding:
Revenues	$	-		$	1,162,676		$	-		$	(6,534	)	$	1,156,142
Cost of Sales		-			(984,477	)		-			6,534			(977,943	)
Inventory impairments		-			(1,105	)		-			-			(1,105	)
Gross margin		-			177,094			-			-			177,094
Selling, general, and administrative expenses		(52,880	)		(119,135	)		4,720			-			(167,295	)
Equity income of subsidiaries		81,836			-			-			(81,836	)		-
Interest and other income		24,035			949			14			-			24,998
Interest expense		(778	)		(30	)		-			-			(808	)
Other expense		(126	)		(1,239	)		(7	)		-			(1,372	)
Homebuilding pretax income (loss)		52,087			57,639			4,727			(81,836	)		32,617
Financial Services:
Financial services pretax income		-			-			28,498			-			28,498
Income before income taxes		52,087			57,639			33,225			(81,836	)		61,115
Benefit from (provision for) income taxes		10,612			1,435			(10,463	)		-			1,584
Net income	$	62,699		$	59,074		$	22,762		$	(81,836	)	$	62,699
Other comprehensive income related to available-for-sale securities, net of tax		12,078			-			100			(100	)		12,078
Comprehensive income	$	74,777		$	59,074		$	22,862		$	(81,936	)	$	74,777

M.D.C. Holdings, Inc.

Supplemental Condensed Combining Statement of Cash Flows

	Year Ended December 31, 2014
							Non-
				Guarantor			Guarantor			Eliminating			Consolidated
	MDC			Subsidiaries			Subsidiaries			Entries			MDC
	(Dollars in thousands)
Net cash provided by (used in) operating activities	$	(62,289	)		(124,317	)		22,959			-		$	(163,647	)
Net cash provided by (used in) investing activities		339,754			(1,093	)		3,692			80,727			423,080
Financing activities:
Payments from (advances to) subsidiaries		-			124,647			(43,920	)		(80,727	)		-
Advances on mortgage repurchase facility, net		-			-			(2,252	)		-			(2,252	)
Proceeds from issuance of senior notes		248,375			-			-			-			248,375
Repayment of senior notes		(517,650	)		-			-			-			(517,650	)
Advances on revolving credit facility, net		15,000			-			-			-			15,000
Dividend payments		(48,820	)		-			-			-			(48,820	)
Excess tax benefits from stock-based compensation		26			-			-			-			26
Proceeds from exercise of stock options		375			-			-			-			375
Net cash provided by (used in) financing activities		(302,694	)		124,647			(46,172	)		(80,727	)		(304,946	)
Net increase (decrease) in cash and cash equivalents		(25,229	)		(763	)		(19,521	)		-			(45,513	)
Cash and cash equivalents:
Beginning of period		145,180			3,454			50,704			-			199,338
End of period	$	119,951		$	2,691		$	31,183		$	-		$	153,825

	Year Ended December 31, 2013
							Non-
				Guarantor			Guarantor			Eliminating			Consolidated
	MDC			Subsidiaries			Subsidiaries			Entries			MDC
	(Dollars in thousands)
Net cash provided by (used in) operating activities	$	11,994		$	(324,812	)	$	43,269		$	-		$	(269,549	)
Net cash provided by (used in) investing activities		(345,165	)		(1,260	)		13,151			302,872			(30,402	)
Financing activities:
Payments from (advances to) subsidiaries		-			325,895			(23,023	)		(302,872	)		-
Advances on mortgage repurchase facility, net		-			-			(13,253	)		-			(13,253	)
Excess tax benefit from share-based awards		391			-			-			-			391
Proceeds from the issuance of senior notes		346,938			-			-			-			346,938
Proceeds from the exercise of stock options		5,118			-			-			-			5,118
Net cash provided by (used in) financing activities		352,447			325,895			(36,276	)		(302,872	)		339,194
Net increase (decrease) in cash and cash equivalents		19,276			(177	)		20,144			-			39,243
Cash and cash equivalents:
Beginning of period		125,904			3,631			30,560			-			160,095
End of period	$	145,180		$	3,454		$	50,704		$	-		$	199,338

M.D.C. Holdings, Inc.

Supplemental Condensed Combining Statement of Cash Flows

	Year Ended December 31, 2012
							Non-
				Guarantor			Guarantor			Eliminating			Consolidated
	MDC			Subsidiaries			Subsidiaries			Entries			MDC
	(Dollars in thousands)
Net cash provided by (used in) operating activities	$	1,961		$	(96,947	)	$	(13,833	)	$	-		$	(108,819	)
Net cash provided by (used in) investing activities		(109,332	)		(841	)		2,059			86,333			(21,781	)
Financing activities:
Payments from (advances to) subsidiaries		-			98,567			(12,234	)		(86,333	)		-
Advances on mortgage repurchase facility, net		-			-			27,625			-			27,625
Dividend Payments		(96,915	)		-			-			-			(96,915	)
Proceeds from the exercise of stock options		16,624			-			-			-			16,624
Net cash provided by (used in) financing activities		(80,291	)		98,567			15,391			(86,333	)		(52,666	)
Net increase (decrease) in cash and cash equivalents		(187,662	)		779			3,617			-			(183,266	)
Cash and cash equivalents:
Beginning of period		313,566			2,852			26,943			-			343,361
End of period	$	125,904		$	3,631		$	30,560		$	-		$	160,095