dhi-20210630.htm

Document

Exhibit 22.1

List of Guarantor Subsidiaries

The following subsidiaries of D.R. Horton, Inc. (the “Company”) were, as of June 30, 2021, guarantors of the Company’s 4.375% senior notes due 2022, 4.75% senior notes due 2023, 5.75% senior notes due 2023, 2.5% senior notes due 2024, 2.6% senior notes due 2025 and 1.4% senior notes due 2027.


Exact Name of Guarantor Subsidiary						Jurisdiction of Formation

C. Richard Dobson Builders, Inc.						Virginia
CH Investments of Texas, Inc. (f/k/a CH Investments of Texas II, Inc.)						Delaware
DRH Phoenix East Construction, Inc.						Arizona
CHTEX of Texas, Inc.						Delaware
Continental Homes, Inc.						Delaware
Continental Homes of Texas, L.P.						Texas
Continental Residential, Inc. (f/k/a L&W Investments, Inc.)						California
D.R. Horton - CHAustin, LLC (f/k/a DRH Regrem XXXII, LLC)						Delaware
D.R. Horton - Colorado, LLC (f/k/a DRH Regrem XXXV, LLC)						Delaware
D.R. Horton - Corpus Christi, LLC (f/k/a DRH Regrem XLII, LLC)						Delaware
D.R. Horton - Crown, LLC (f/k/a DRH Regrem XXVII, LLC)						Delaware
D.R. Horton - Emerald, Ltd. (f/k/a DRH Regrem VI, LP)						Texas
D.R. Horton - Georgia, LLC (f/k/a DRH Regrem XXX, LLC)						Delaware
D.R. Horton - Highland, LLC (f/k/a DRH Regrem XXXIX, LLC)						Delaware
D.R. Horton - Indiana, LLC (f/k/a DRH Regrem XXXVI, LLC)						Delaware
D.R. Horton - Iowa, LLC (f/k/a DRH Regrem XXXVIII, LLC)						Delaware
D.R. Horton - Nebraska, LLC (f/k/a DRH Regrem XLIV, LLC)						Delaware
D.R. Horton - Permian, LLC (f/k/a DRH Regrem XXXIII, LLC)						Delaware
D.R. Horton - Regent, LLC (f/k/a DRH Regrem XXVI, LLC)						Delaware
D.R. Horton - Terramor, LLC (f/k/a DRH Regrem XL, LLC)						Delaware
D.R. Horton - Texas, Ltd.						Texas
D.R. Horton - WPH, LLC (f/k/a (i) D.R. Horton - Atlanta, LLC and (ii) DRH Regrem XXIX, LLC)						Delaware
D.R. Horton - Wyoming, LLC (f/k/a DRH Regrem XLIII, LLC)						Delaware
D.R. Horton, Inc. - Birmingham						Alabama
D.R. Horton, Inc. - Chicago						Delaware
D.R. Horton, Inc. - Dietz-Crane (f/k/a DRH Regrem I, Inc.)						Delaware
D.R. Horton, Inc. - Greensboro						Delaware
D.R. Horton, Inc. - Gulf Coast (f/k/a DRH Regrem V, Inc.)						Delaware


Exact Name of Guarantor Subsidiary						Jurisdiction of Formation


D.R. Horton, Inc. - Huntsville (f/k/a DRH Regrem XIII, Inc.)						Delaware
D.R. Horton, Inc. - Jacksonville (f/k/a D.R. Horton, Inc. - San Diego)						Delaware
D.R. Horton, Inc. - Louisville (f/k/a D.R. Horton, Inc. - Albuquerque)						Delaware
D.R. Horton, Inc. - Midwest (f/k/a (i) DRH Cambridge Homes, Inc. and (ii) D.R. Horton Sacramento Management Company, Inc.)						California
D.R. Horton, Inc. - Minnesota						Delaware
D.R. Horton, Inc. - New Jersey						Delaware
D.R. Horton, Inc. - Portland						Delaware
D.R. Horton, Inc. - Torrey						Delaware
D.R. Horton BAY, Inc. (f/k/a (i) D.R. Horton OCI, Inc., (ii) D.R. Horton Orange County, Inc. and (iii) DRH Regrem IX, Inc.)						Delaware
D.R. Horton CA2, Inc. (f/k/a D.R. Horton, Inc. - Sacramento)						California
D.R. Horton CA3, Inc. (f/k/a (i) DRH Regrem IV, Inc. and (ii) D.R. Horton, Inc. - Fresno)						Delaware
D.R. Horton CA4, LLC (f/k/a DRH Regrem XXXI, LLC)						Delaware
D.R. Horton Cruces Construction, Inc. (f/k/a DRH Regrem XI, Inc.)						Delaware
D.R. Horton Hawaii LLC (f/k/a D.R. Horton - Schuler Homes, LLC)						Delaware
D.R. Horton LA North, Inc. (f/k/a DRH Regrem X, Inc.)						Delaware
D.R. Horton Los Angeles Holding Company, Inc.						California
D.R. Horton Management Company, Ltd. (f/k/a Meadows Management Company, Ltd.)						Texas
D.R. Horton Materials, Inc. (f/k/a DRH Regrem III, Inc.)						Delaware
D.R. Horton Serenity Construction, LLC (f/k/a DRH Regrem VIII, LLC)						Delaware
D.R. Horton VEN, Inc. (f/k/a (i) D.R. Horton LAV, Inc. and (ii) D.R. Horton San Diego Holding Company, Inc.)						California
DRH Cambridge Homes, LLC						Delaware
DRH Construction, Inc.						Delaware
DRH - HWY 114, LLC (f/k/a DRH Regrem XLI, LLC)						Delaware
DRH Regrem VII, LP						Texas
DRH Regrem XII, LP						Texas
DRH Regrem XIV, Inc.						Delaware
DRH Regrem XV, Inc.						Delaware
DRH Regrem XVI, Inc.						Delaware
DRH Regrem XVII, Inc.						Delaware
DRH Regrem XVIII, Inc.						Delaware
DRH Regrem XIX, Inc.						Delaware
DRH Regrem XX, Inc.						Delaware
DRH Regrem XXI, Inc.						Delaware


Exact Name of Guarantor Subsidiary						Jurisdiction of Formation


DRH Regrem XXII, Inc.						Delaware
DRH Regrem XXIII, Inc.						Delaware
DRH Regrem XXIV, Inc.						Delaware
DRH Regrem XXV, Inc. (f/k/a (i) D.R. Horton VEN, Inc., (ii) D.R. Horton, Inc. - Los Angeles and (iii) D.R. Horton, Inc. - Chicago)						Delaware
DRH Regrem XLV, LLC						Delaware
DRH Regrem XLVI, LLC						Delaware
DRH Regrem XLVII, LLC						Delaware
DRH Regrem XLVIII, LLC						Delaware
DRH Regrem XLIX, LLC						Delaware
DRH Regrem L, LLC						Delaware
DRH Regrem LI, LLC						Delaware
DRH Regrem LII, LLC						Delaware
DRH Regrem LIII, LLC						Delaware
DRH Regrem LIV, LLC						Delaware
DRH Regrem LV, LLC						Delaware
DRH Southwest Construction, Inc. (f/k/a DRH Land Company, Inc.)						California
DRH Tucson Construction, Inc. (f/k/a DRH - California, Inc.)						Delaware
HPH Homebuilders 2000 L.P.						California
KDB Homes, Inc.						Delaware
Lexington Homes - DRH, LLC (f/k/a DRH Regrem XXXIV, LLC)						Delaware
Meadows I, Ltd.						Delaware
Meadows II, Ltd.						Delaware
Meadows VIII, Ltd.						Delaware
Meadows IX, Inc.						New Jersey
Meadows X, Inc.						New Jersey
Melody Homes, Inc.						Delaware
Pacific Ridge - DRH, LLC (f/k/a (i) D.R. Horton - Seattle North, LLC and (ii) DRH Regrem XXVIII, LLC)						Delaware
Schuler Homes of Arizona LLC						Delaware
Schuler Homes of California, Inc.						California
Schuler Homes of Oregon, Inc.						Oregon
Schuler Homes of Washington, Inc.						Washington
SGS Communities at Grande Quay L.L.C						New Jersey
SHA Construction LLC						Delaware


Exact Name of Guarantor Subsidiary						Jurisdiction of Formation


SHLR of California, Inc.						California
SHLR of Nevada, Inc.						Nevada
SHLR of Washington, Inc.						Washington
SRHI LLC						Delaware
SSHI LLC						Delaware
Vertical Construction Corporation (f/k/a Lokelani Construction Corporation)						Delaware
Walker Drive, LLC (f/k/a DRH Regrem XXXVII, LLC)						Delaware
Western Pacific Housing-Antigua, LLC (f/k/a Western Pacific Housing - Eastlake, LLC)						Delaware
Western Pacific Housing-Broadway, LLC						Delaware
Western Pacific Housing-Canyon Park, LLC						Delaware
Western Pacific Housing-Carrillo, LLC						Delaware
Western Pacific Housing-Communications Hill, LLC						Delaware
Western Pacific Housing-Copper Canyon, LLC (f/k/a Agoura II, LLC)						Delaware
Western Pacific Housing-Creekside, LLC						Delaware
Western Pacific Housing-Lomas Verdes, LLC						Delaware
Western Pacific Housing-McGonigle Canyon, LLC (f/k/a Western Pacific Housing-Carlsbad II, LLC)						Delaware
Western Pacific Housing - Mountaingate, L.P.						California
Western Pacific Housing-Norco Estates, LLC						Delaware
Western Pacific Housing-Pacific Park II, LLC						Delaware
Western Pacific Housing-Park Avenue East, LLC						Delaware
Western Pacific Housing-Park Avenue West, LLC						Delaware
Western Pacific Housing-Playa Vista, LLC						Delaware
Western Pacific Housing-River Ridge, LLC						Delaware
Western Pacific Housing-Terra Bay Duets, LLC						Delaware
Western Pacific Housing-Torrey Meadows, LLC						Delaware
Western Pacific Housing-Torrey Village Center, LLC						Delaware
Western Pacific Housing-Windemere, LLC (f/k/a Western Pacific Housing-Glacier, LLC)						Delaware
Western Pacific Housing, Inc. (f/k/a Schuler Homes Holdco, Inc.)						Delaware
Western Pacific Housing Management, Inc. (f/k/a Western Pacific Housing, Inc. (CA))						California
WPH-Camino Ruiz, LLC						Delaware

Document

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302(a)

OF THE SARBANES-OXLEY ACT OF 2002

I, David V. Auld, certify that:


1			I have reviewed this quarterly report on Form 10-Q of D.R. Horton, Inc.;


2			Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;


3			Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;


4			The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:


			a)			Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;


			b)			Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;


			c)			Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and


			d)			Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5			The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):


			a)			All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and


			b)			Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 23, 2021


						/s/ DAVID V. AULD
By:						David V. Auld President and Chief Executive Officer

Document

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302(a)

OF THE SARBANES-OXLEY ACT OF 2002

I, Bill W. Wheat, certify that:


1			I have reviewed this quarterly report on Form 10-Q of D.R. Horton, Inc.;


2			Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;


3			Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;


4			The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:


			a)			Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;


			b)			Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;


			c)			Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and


			d)			Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5			The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):


			a)			All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and


			b)			Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 23, 2021


						/s/ BILL W. WHEAT
By:						Bill W. Wheat Executive Vice President and Chief Financial Officer

Document

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C.

SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of D.R. Horton, Inc. (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, David V. Auld, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:

July 23, 2021

/s/ DAVID V. AULD

By:

David V. Auld
President and Chief Executive Officer

Document

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C.

SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of D.R. Horton, Inc. (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bill W. Wheat, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:

July 23, 2021

/s/ BILL W. WHEAT

By:

Bill W. Wheat
Executive Vice President and
Chief Financial Officer

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