Toll profile

CORPORATE PROFILE May 27, 2015

TABLE OF CONTENTS & CONTACT INFORMATION Slide #1: Slide #2: Slide #3: Slide #4: Slide #5: Slide #6: Slide #7: Slide #8: Slide #9: Slide #10: Slide #11: Slide #12: Slide #13: Slide #14: Slide #15: Slide #16: Slide #17: Slide #18: Slide #19: Slide #20:

Logo Table of Contents & Contact Information Statement of Forward-Looking Information Overview Brand Name Most Admired Home Building Company America’s Most Trusted Home Builder™ Toll Brothers Results Current U.S. Housing Market Key Metrics Basic Demographics Nationwide Footprint Only National HB Focused on Luxury Market Toll Home Sale Prices FY 2014 Widest Variety of Homes Product Diversification Move-Up Empty Nester Active Adult Master Planned

Slide #21: Slide #22: Slide #23: Slide #24: Slide #25: Slide #26: Slide #27: Slide #28: Slide #29: Slide #30: Slide #31: Slide #32: Slide #33: Slide #34: Slide #35: Slide #36: Slide #37: Slide #38: Slide #39: Slide #40:

Second Home Urban Redevelopment Suburban High Density Urban & Suburban Rental Urban Infill Current City Living Pipeline Future City Living Pipeline Focus on land Building a Solid Land Position Number of Selling Communities Submarket Desirability Index Homebuilder School Quality Index ESE High-Volume Technology Toll Architecture Toll Integrated Systems TBI Mortgage Diversifying Income Streams Other Income & JV Income What’s New Since The Downturn?

Slide #41: Slide #42: Slide #43: Slide #44: Slide #45: Slide #46: Slide #47: Slide #48: Slide #49: Slide #50: Slide #51: Slide #52: Slide #53: Slide #54: Slide #55: Slide #56: Slide #57: Slide #58: Slide #59:

Toll Apartment Living Current Apartment Living Pipeline Future Apartment Living Pipeline Shapell Homes Acquisition Shapell: Lots & Communities Overview of Gibraltar Capital Superior Capital Market Access Maintain Conservative Debt Maturities Toll Brothers Revenue Cash & Marketable U.S. Treasury Securities Net-Debt-to-Capital Capitalization Long Term Fundamentals Unemployment Rates U.S. Births $100,000 Income Households Housing Starts vs. Household Growth Why Toll Home

Investor Relations Team MARTIN CONNOR CFO Email: mconnor@tollbrothersinc.com Phone: 215-938-6934

2

FREDERICK COOPER SVP, Finance, International Development & Investor Relations Email: fcooper@tollbrothersinc.com Phone: 215-938-8312

GREGG ZIEGLER SVP, Treasurer Email: gziegler@tollbrothersinc.com Phone: 215-938-8365

RUSSELL ROCHESTIE VP, Finance Email: rrochestie@tollbrothersinc.com Phone: 215-938-5227

STATEMENT OF FORWARD-LOOKING INFORMATION

Information presented herein for the second quarter ended April 30, 2015 is subject to finalization of the Company’s regulatory filings, related financial and accounting reporting procedures and external auditor procedures.

Certain information included in this release is forward‐looking within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, information related to: anticipated operating results; anticipated financial performance, resources and condition; selling communities; home deliveries; average home prices; consumer demand and confidence; contract pricing; business and investment opportunities; market and industry trends; and the anticipated benefits to be realized from the consummation of the Shapell acquisition and the related post‐closing asset sales.

Such forward‐looking information involves important risks and uncertainties that could significantly affect actual results and cause them to differ materially from expectations expressed herein and in other Company reports, SEC filings, statements and presentations. These risks and uncertainties include, among others: local, regional, national and international economic conditions; fluctuating consumer demand and confidence; interest and unemployment rates; changes in sales conditions, including home prices, in the markets where we build homes; conditions in our newly entered markets and newly acquired operations; the competitive environment in which we operate; the availability and cost of land for future growth; conditions that could result in inventory write‐downs or write‐downs associated with investments in unconsolidated entities; the ability to recover our deferred tax assets;

3

the availability of capital; uncertainties in the capital and securities markets; liquidity in the credit markets; changes in tax laws and their interpretation; effects of governmental legislation and regulation; the outcome of various legal proceedings; the availability of adequate insurance at reasonable cost; the impact of construction defect, product liability and home warranty claims, including the adequacy of self‐ insurance accruals, and the applicability and sufficiency of our insurance coverage; the ability of customers to obtain financing for the purchase of homes; the ability of home buyers to sell their existing homes; the ability of the participants in various joint ventures to honor their commitments; the availability and cost of labor and building and construction materials; the cost of raw materials; construction delays; domestic and international political events; weather conditions; and the anticipated benefits to be realized from the consummation of the Shapell acquisition and the related post‐closing asset sales. For a more detailed discussion of these factors, see the information under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent annual report on Form 10‐K and our subsequent quarterly reports on Form 10‐Q filed with the Securities and Exchange Commission.

Any or all of the forward‐looking statements included in this release are not guarantees of future performance and may turn out to be inaccurate. Forward‐ looking statements speak only as of the date they are made. The Company undertakes no obligation to publicly update any forward‐looking statements, whether as a result of new information, future events or otherwise.

OVERVIEW

•

Founded in 1967 and publicly traded since 1986

•

Nation’s leading luxury home builder

•

Average delivered home price of $746,000 YTD FY 2015 was more than double the average of the other public homebuilders

•

Builds in 19 states and approximately 50 markets

•

Balanced footprint across key Eastern, Western and Southern markets

•

Expanding urban presence in New York, Washington, DC and Philadelphia

•

Serves urban and suburban, luxury move-up, empty nester, and active-adult buyers

•

Strong balance sheet and credit ratings

•

Executive & director beneficial ownership of approximately 10.5% at January 15, 2015 4

The Hills at Parker, Parker, CO

THE #1 BRAND IN LUXURY HOME BUILDING

5

FORTUNE’S MOST ADMIRED HOME BUILDING COMPANY 2015 Rank

6

Overall Score

1

Toll Brothers

6.23

2

Lennar

6.00

3

Standard Pacific

5.78

4

NVR

5.34

5

D.R. Horton

4.99

6

PulteGroup

4.98

7

Taylor Morrison Home

4.63

8

Ryland Group

4.39

9

KB Home

4.29

2015 AMERICA’S MOST TRUSTED HOME BUILDER™

Toll Brothers Standard Pacific

Drees

Shea

Richmond American

Lennar

7

Ashton Woods

Taylor Morrison

Meritage

David Weekley

K. Hovnanian

Ryland

Ryan (NVR)

Pulte

Toll Brothers received the highest score among the largest 133 builders in the country, based on a study of 43,200 new home shoppers in the nation’s top 27 housing markets.

Highland

M/I

D.R. Horton

Beazer

Disclaimer: Toll Brothers received the highest numerical score in the United States in the proprietary Lifestory Research 2015 America’s Most Trusted Home Builder™ study. Study based on 43,200 new home shoppers in 27 markets. Proprietary study results are based on experiences and perceptions of consumers surveyed between January and December 2014.

TOLL BROTHERS RESULTS

3 Months Ended April 30, ($ in millions), except Avg Prices

Fiscal Year Ended October 31,

2015

2014

% Change

2014

2013

% Change

1,931

1,749

10.4%

5,271

5,294

-0.4%

$1,596

$1,275

25.2%

$3,897

$3,634

7.2%

$826

$729

13.4%

$739

$686

7.7%

4,387

4,324

1.5%

3,679

3,679

0%

$3,483

$3,207

8.6%

$2,720

$2,630

3.4%

$794

$742

7.0%

$739

$715

3.4%

Units

1,195

1,218

-1.9%

5,397

4,184

29.0%

Dollars

$853

$860

-0.9%

$3,912

$2,674

46.3%

Avg price ($ in 000s)

$713

$706

1.0%

$725

$639

13.5%

Contracts Units Dollars Avg price ($ in 000s)

Backlog Units Dollars Avg price ($ in 000s)

Deliveries

8

CURRENT U.S. HOUSING MARKET

•

In a gradual and extended recovery

•

Housing market is on firm footing and heading in the right direction

•

Strong job growth with little wage growth

•

Household formations are increasing

•

Seven years of pent-up demand: continued population growth

•

Mortgage market has improved. Affordability remains solid

•

Home purchase decision is a confidence sensitive issue

•

Few land entitlements have been processed for several years, resulting in lot shortages in many markets Constrained capital availability favors largest builder

•

9

The Fairhaven, Regency at Yardley, Yardley, PA

KEY METRICS IMPROVING FY 2010

FY 2011

FY 2012

FY 2013

FY 2014

YTD FY 2015

($117,187)

($29,366)

$112,942

$267,697

$504,582

$210,555

$9,853

$74,058

$226,049

$408,145

$671,088

--

$1,236,927

$1,139,912

$1,217,892

$825,480

$598,341

$542,172

195

215

224

232

263

269

Owned & Optioned Lots

34,852

37,497

40,350

48,628

47,167

45,000

Gross Margin**

20.7%

23.3%

24.0%

24.6%

25.3%

26.3%

Operating Margin

-9.7%

-3.1%

3.4%

7.5%

10.2%

9.6%

$51,783

$22,209

$49,512

$66,630

$107,333

$47,063

Pre-tax Income (000s)

EBITDA (000s)* Cash and Marketable Securities (000s) Selling Community Count

Other Income (000s)

10

Through April 30, 2015 *EBITDA for YTD FY 2015 will be updated upon release of 10-Q **Excluding interest and write-downs

BASIC DEMOGRAPHICS DRIVE AN INDUSTRY EMERGING FROM ITS SLUMBER Total estimated construction shortfall of 5.7 million houses from 20082014.

Annual Shortfall in Production (est.)

Average Annual Production

818,000 1,585,000 Actual Average Annual Housing Starts

767,000

1970-2007

2008-2014 Average Annual Housing Starts

11

Source: U.S. Census Bureau

NATIONWIDE FOOTPRINT POSITIONS US FOR GROWTH Seattle

Minneapolis

Boston Detroit

Sacramento San Francisco

Reno

Chicago

Fort Collins San Jose

Philadelphia

Hartford New York Princeton Wilmington

Washington DC

Denver Las Vegas

Los Angeles Palm Springs San Diego

Charlotte

REGIONS North

Phoenix Tucson

Mid-Atlantic South

Dallas Austin

West

Jacksonville Houston

San Antonio

19 STATES, 50 MARKETS 12

Raleigh

Orlando Jupiter West Palm Beach Ft . Myers Boca Raton Naples Miami

City Living

ONLY NATIONAL HOMEBUILDER FOCUSED ON LUXURY MARKET Toll’s main competitors are small private builders, not the larger public builders. $725

$746

Average Delivered Home Price* ($000) $478

$272

$285

DR Horton

Beazer

13

$326

$328

$329

$333

Lennar

KB Home

Pulte

Ryland

$369

$377

$393

NVR

MDC

Hovnanian

*Updated based on most recent reported fiscal-year-end deliveries.

St Pac

Toll Brothers FY 2014

Toll Brothers YTD FY 2015

TOLL HOME PRICES YTD FY 2015* (by unit deliveries)

61%

63% Under $750,000

Under $300,000 $300,000 to $749,999 $750,000 to $999,999 Over $1,000,000 20% 2% 17%

14

*Numbers may not add due to rounding in units

THE WIDEST VARIETY OF HOMES IN THE INDUSTRY

•

Move-up

•

Empty Nester

•

Active Adult

•

Second Home

•

Urban-Infill

•

Urban Redevelopment

•

Golf Course & Country Club

•

High-Rise

•

Suburban High Density

•

Urban & Suburban Rental 15

PRODUCT DIVERSIFICATION (by unit deliveries)

FY 2000 8%

FY 2014

1%

5% 12%

15%

68%

91% 16

Single Family

Multi-Family

Age Qualified

City Living

MOVE-UP

17

Chapel Hill at Sparta, Sparta, NJ

EMPTY NESTER

18

Casabella at Windermere, Windermere, FL

A C T I V E A D U LT

19

Anthem Ranch by Toll Brothers, Broomfield, CO

MASTER PLANNED

20

Gale Ranch, San Ramon, CA

SECOND HOME

21

Aviano速 at Desert Ridge, Phoenix, AZ

URBAN REDEVELOPMENT

22

Pierhouse at Brooklyn Bridge Park, Brooklyn, NY

SUBURBAN HIGH DENSITY

23

The Morgan at Provost Square, Jersey City, NJ

URBAN & SUBURBAN RENTAL

24

URBAN INFILL

25

CURRENT CITY LIVING PIPELINE* Estimated Timing Total Units

Settled Units

Estimated Remaining Revenue****

Construction Start

Open for Sale

1st Settlement

Maxwell C (Hoboken)

210

148

32

30

$66 million

Q1 2012

Q2 2013

Q2 2014

400 Park Ave South (Manhattan)

81

0

33

48

$333 million

Q3 2012

Q4 2014

Q4 2015

410 at Society Hill (Phila)

55

0

39

16

$56 million

Q3 2013

Q4 2013

Q4 2015

Pierhouse at BBP (Brooklyn)**

106

0

62

44

$464 million

Q3 2013

Q2 2014

Q1 2016

1110 Park Ave (Manhattan)

9

0

2

7

$135 million

Q3 2013

Q3 2014

Q1 2016

The Sutton (Manhattan)***

113

0

22

91

$266 million

Q3 2014

Q1 2015

Q4 2016

2400 South – Condos (Phila)

59

0

58

1

$32 million

Q4 2013

Q4 2013

Q3 2015

Hampden Row (Bethesda)

55

0

10

45

$76 million

Q3 2014

Q1 2015

Q1 2017

160 East 22nd St (Manhattan)

81

79

2

0

$5.8 million

Q3 2012

Q2 2013

Q4 2014

Total

769

227

260

282

$1.43 billion

26

Contracted (Not Units Left Settled) Units to Sell

* Projects open for sale as of April 30, 2015 ** Will be delivered in joint venture; data is for condo units only *** Will be delivered in joint venture **** Represents the value of the Sold (Not Settled) Units plus the Units Left to Sell

FUTURE CITY LIVING PIPELINE* Estimated Timing

Total Units

Estimated Revenue

Construction Start

Open for Sale

1st Settlement

55 W 17th Street (Manhattan)

53

$205 million

Q1 2015

Q4 2015

Q1 2017

Hudson Tea E (Hoboken)

236

$216 million

Q1 2015

Q4 2015

Q2 2017

St. Lukes

35

$158 million

Q2 2015

Q2 2016

Q4 2017

Provost Square (Jersey City)

501

$370 million

Q4 2015

Q2 2016

Q3 2017

122 East 23rd Street

153

$506 million

Q1 2016

Q4 2016

Q3 2018

355 Broadway

98

$301 million

Q3 2016

Q4 2016

Q4 2018

Hudson Tea D (Hoboken)

99

$96 million

Q2 2016

Q1 2017

Q1 2018

Maxwell D (Hoboken)

76

$71 million

Q1 2017

Q4 2017

Q3 2018

82 King Street (Manhattan)

145

$374 million

Q2 2018

Q1 2019

Q3 2020

1,396

$2.29 billion

Total

27

*Projects scheduled to open for sale after April 30, 2015

FOCUS ON LAND

•

One of the largest land developers in the U.S.

•

Control 45,000 home sites*

•

Operate in the most difficult land approval markets in the country

•

Skilled in land acquisition, approvals, and development across all markets

•

Manage site design and land improvements across most communities

•

Provides protection against potential shortages in our lot-constrained markets

land

Parkland Golf and Country Club, Parkland, FL

28

* As of April 30, 2015

28

BUILDING ON A SOLID LAND POSITION 91,207

Lots Owned and Optioned

83,126 73,768

16,100 Finished Lots at 4/30/15

59,251

60,189

48,628

48,058 39,146

40,350

39,784

40,844

33,118

31,917

47,167

45,000

34,852 37,497

8,609

36,386

2000

2001

2002

2003

2004

2005 Q2 2006 2006

2007

Owned

29

2008

Optioned

Fiscal Year End

2009

2010

2011

2012

2013

2014 Q2 2015

NUMBER OF SELLING COMMUNITIES

300

315 290* 273

220 200

146

155

263

230 200

170

At Fiscal Year End

30

*Midpoint of estimated range

215 195

224

232

269

JOHN BURNS’ SUBMARKET DESIRABILITY INDEX November 2014 Rank

31

Wtd Avg Submarket Desirability Index

1

Toll Brothers

3.34

2

Taylor Morrison

2.91

3

K Hovnanian

2.84

4

Pulte Group

2.83

5

Standard Pacific

2.83

6

M/I Homes

2.79

7

Ryland

2.68

8

Meritage

2.58

9

Lennar

2.53

10

Beazer

2.50

11

Brookfield

2.50

12

Tri Pointe

2.48

13

KB Homes

2.38

14

DR Horton

2.33

15

M. D. C. Holdings

2.22

16

William Lyon

2.18

17

NVR

2.13

Submarket Desirability Index: The weighted-average Submarket Desirability Index for each builder denotes which builders' communities are in the best locations within each market.

HOMEBUILDER SCHOOL QUALITY INDEX

Average School District Rating 10 9 8 7

(0-10 Scale)

8.84 7.43

7.18

7.12

6.91

6.78

6.67

6

6.17

5.89

5.84

5.73

5.19

5

4.90 4.03

4 3 2 1 0

32

TOL TMHC SPF PHM

WY

MHO MTH

RYL

LEN MDC HOV BZH

Source: Raymond James, “’Back to School 3.0’: Our Most Detailed Land Analysis Yet,” U.S. Research, July 11, 2014

DHI

KBH

ESE

•

ESE is a full service land engineering firm that provides a wide range of services to Toll Brothers.

•

Every ESE plan is designed for approvals, constructability and most importantly, the end use…a luxury home community.

•

Having allows:

an

in-house

engineering

company



Superior land acquisition / evaluation / support



Maximize premium lots



Maximize land value – not total home sites

33

CUSTOM HOMES BUILT USING HIGH -VOLUME TECHNOLOGY

•

Toll’s luxury systems developed over 40 years

•

Buyers choose from hundreds of structural and designer options

•

In FY 2014 the average buyer added approximately $124,000 in options and premiums, consistent with 16 - 20% of base in prior years

•

Provides competitive advantage vs. small builders

•

Toll Architecture systemizes high-volume home production 34

Regency at Wappinger – Villas, Wappinger Falls, NY

TOLL ARCHITECTURE

•

Designs customized homes for high volume production

•

Introduces annually

•

Pre-designs every home and option to improve production quality and efficiency

35

70

new

models

TOLL INTEGRATED SYSTEMS – PANEL & TRUSS PLANT

36

•

Manufactures and distributes wall panels, floor and roof trusses, signature millwork, windows, and doors

•

Operates four plants in suburban Philadelphia, Virginia, and Indiana

•

Builds more than 150 different homes with multiple elevations and hundreds of options

•

Improves timeline, quality, costs, and reduces waste

•

Reduces dependence on skilled carpenters in times of labor shortage

TBI MORTGAGE

•

21% of buyers paid cash

•

Served 58% of Toll buyers using mortgages in Q2 2015

•

Pre-sells loans individually to minimize risk

•

Investors who provide our customers with mortgages have continued to issue new commitments

•

Our buyers have strong credit profiles with an average YTD FY 2015 FICO score of 756 on conforming loans and jumbo loans

•

Average LTV of 71% YTD FY 2015

•

37% of buyers used jumbo mortgages YTD FY 2015

37

Toll Brothers at Amalfi Hills, Yorba Linda, CA

DIVERSIFYING INCOME STREAMS Generated $47.1 million of other & JV income YTD FY 2015 Project $75 million to $90 million in FY 2015 Sustainable, recurring income Suburban Home Building (For Sale) - 50 markets in 19 states • Move up • Empty nester • Active Adult • Second home • Masterplanned resort style • Suburban high density On Income Statement:

38

Revenue

Land Sales & Development - Shapell (CA) - Northgrove at Spring Creek (TX) - Woodson's Reserve (TX) - Travisso (TX) - Sienna South (TX) - Other lot sales to 3rd parties

JV & other income

City Living (Condo for Sale) - Manhattan, Brooklyn, and Queens, NYC - Hoboken and Jersey City, NJ - Metro Washington, DC - Philadelphia, PA

Revenue & JV

*As of April 30, 2015

Apartment Living (Rental)*

Ancillary Businesses

- Located in Urban and Suburban locations - 2 projects (685 units) leasing - 5 projects (1,833 units) under development - 7 projects (2,247 units) in the pipeline

- Gibraltar Capital and Asset Management - TBI Mortgage - Golf Course Development & Management - Toll Landscaping - Security - Title

JV & other income

Other income

OTHER INCOME AND JOINT VENTURE INCOME ($ Thousands)

Other Income

Joint Venture Income

$107,333

$110,000 $90,000 $66,630

$70,000 $51,783 $50,000

$49,512

$34,388

$30,000

$22,209

$10,000 -$10,000

2009

2010

2011

2012

2013

2014

• In fiscal 2011 and 2009, the Company recognized impairment charges on investments in unconsolidated entities of $40.9 million and $11.3 million, respectively, which are included above. The Company did not recognize any impairment charges on investments in unconsolidated entities in fiscal 2010.

39

WHAT’S NEW SINCE THE DOWNTURN? New Markets •

Entered major markets of Houston and Seattle

•

Reentered Austin

Expanding Core Business •

Expanded City Living within Metro NYC and Philadelphia, introduced City Living to Metro Washington, DC with other major markets under consideration

•

Expanding Active Adult beyond East and Midwest into Western U.S. (Denver, Las Vegas, Reno)

•

Growing community count in existing markets

New Initiatives •

Acquired and fully integrated Shapell Homes, bolstering footprint in key Northern and Southern coastal California markets (complemented by two communities in Southern California: Hidden Canyon and Baker Ranch, a master planned community)

•

Formed Gibraltar Capital

•

Developing apartments in Northeast and Mid-Atlantic

•

Significantly expanding TX presence 40

Briarcliff at Magnolia, Seattle, WA

TOLL APARTMENT LIVING •

Investing in Apartment Development to maximize synergies of our operations and hedge for-sale cyclicality

•

Developed & operate 1,441 units*

•

Leasing commenced at two communities consisting of 685 units

•

1,415 Toll Brothers Apartment Living units under construction 4 projects from Massachusetts to Washington DC*

•

418 Toll Brothers Campus Living units under development in College Park, MD*

•

Control land for 2,247 future apartment and student living units in Northeast / Mid-Atlantic corridor* Expect to invest an additional $100 million to $200 million in Toll Brothers Apartment Living and Campus Living over next 2 years

•

41

*As of April 30, 2015

Parc at Plymouth Meeting, Plymouth Meeting, PA

CURRENT APARTMENT LIVING PIPELINE (Developed in Joint Venture) Estimated Timing Existing Apartments

Location

Total

Dev.

Open For

Stab.

Units

Start

Occupancy

Year

Dulles Greene

Herndon, VA

806

1998

1999

2003

Mews at Princeton Junction

Princeton, NJ

635

2003

2005

2008

2 Total Existing Apartments In Lease-Up

1,441 Location

Parc Riverside (Phase I)

Washington, DC

287

2013

2014

2016

Parc at Plymouth Meeting

Plymouth Meeting, PA

398

2013

2014

2017

2 Total In Lease-Up In Construction

685 Location

The Morgan at Provost Square

Jersey City, NJ

417

2013

2015

2016

East Brunswick

East Brunswick, NJ

400

2013

2015

2018

University of Maryland**

College Park, MD

418

2014

2016

2017

Westborough Woods

Boston, MA

249

2015

2016

2017

French Creek

Phoenixville, PA

349

2015

2016

2018

5 Total Under Development

42

1,833

* Projects under development as of April 30, 2015 ** Student Housing Projects

FUTURE APARTMENT LIVING PIPELINE (To Be Developed in Joint Venture) Estimated Timing

Location

Total Units

Dev. Start

Open For Occupancy

Stab.

Year

Parc Riverside (Phase II)

Washington, DC

314

2015

2016

2017

Bryant

Chantilly, VA

250

2017

2018

2019

Penn State University**

State College, PA

268

2015

2017

2017

Union Place

Washington, DC

525

2015

2017

2019

Belmont

Ashburn, VA

376

2017

2018

2020

Maneely

Princeton, NJ

232

2017

2018

2020

Morristown

Morristown, NJ

282

2017

2018

2020

7 Projects

43

2,247

** Student Housing Projects

ACQUISITION OF SHAPELL HOMES: Leading Coastal California Homebuilder and Developer

Opportunity Overview •

Acquisition announced in November 2013 and closed February 2014

•

One of the largest homebuilders in California and the leading builder in several of the state’s premier, high-growth markets

•

~5,000 concentrated lots in 15 locations, 97.5% of which were entitled

•

Well-known luxury brand with a reputation for delivering high-quality, sought-after home product Sizable amount of lots concentrated in a manageable number of communities

•

44

Geographic Footprint Highly Attractive and Proven Lot Locations in NorCal and SoCal

NorCal Orinda Alamo Creek San Francisco Gale Ranch Evergreen San Jose Gilroy

Porter Ranch Plum Canyon Thousand Oaks Yorba Linda Los Angeles Long Beach Laguna Niguel SoCal Carlsbad San Diego

SHAPELL: OVERVIEW OF LOTS AND COMMUNITIES 02/04/14 ($ in 000s)

City

Metro Area

Lot Breakdown By Status (02/04/14)

Backlog

Raw

Graded

Finished

WIP

Total Lots Remaining

Models

Northern California Gale Ranch

San Ramon

San Francisco

20

-

1,181

201

36

18

1,456

Alamo Creek

Danville

San Francisco

25

-

159

114

16

10

324

Gilroy

Gilroy

San Fran-Santa Clara

-

-

-

59

-

-

59

Evergreen

San Jose

San Fran-Santa Clara

2

-

-

2

3

-

7

Orinda

Orinda

San Francisco

2

-

-

-

2

-

4

49

-

1,340

376

57

28

1,850

Northern California Subtotal Southern California Porter Ranch

Porter Ranch

Los Angeles

25

904

712

70

19

12

1,742

Plum Canyon

Santa Clara

Los Angeles

27

-

503

77

8

8

623

Yorba Linda

Yorba Linda

Orange County

17

288

-

48

7

4

364

Carlsbad

Carlsbad

San Diego-Carlsbad

-

305

-

-

-

-

305

Laguna Niguel

Laguna Niguel

Orange County

8

-

-

17

10

9

44

Thousand Oaks

Thousand Oaks

Los Angeles

-

-

-

24

-

-

24

77

1,497

1,215

236

44

33

3,102

61

4,952

Southern California Subtotal Total

45



126 2,555 to Toll’s California 612 101 Shapell is an active homebuilder in many of the same markets as Toll and adds1,497 immediate scale Division



97.5% of Shapell’s lots have been entitled

OVERVIEW OF GIBRALTAR CAPITAL •

An industry leader in the acquisition, management, and resolution of non-performing AD&C and CRE loans, portfolios, and properties

•

Capitalizes on Toll’s core expertise, nationwide presence, and relationships

•

Expands Toll’s ability to identify and control attractive land at historically low valuations and create value

•

Deals done as majority partner, minority partner, and wholly owned in portfolio on a single loan

•

At Q2 FY 2015, Toll’s investment in Gibraltar was $36.6 million

•

In Q2 FY 2015, Gibraltar generated pretax income of $4.5 million

•

Wholly/majority own 876 improved lots and land for 5,709* future lots at April 30, 2015 46

*Excludes assets in the AmTrust portfolio in which Gibraltar has an 8% effective interest

SUPERIOR CAPITAL MARKET ACCESS SENIOR/CORPORATE CREDIT RATINGS Fitch Inc.

BBB- (Stable)

Standard & Poor’s

BB+

(Stable)

Moody’s

Ba1

(Stable)

All three affirmed Toll’s Credit Ratings after Shapell acquisition announcement Nov 2013.

47

MAINTAIN CONSERVATIVE DEBT MATURITIES* Accessing Capital For Growth $500 Public Debt (Senior) Convertible Debt (Senior)** Bank Debt

$420

$400

$400

$288

$250

$250 $350

FY

17

18

19

20

21

22

23

$ millions 48

*As of April 30, 2015 **Convertible notes mature in September 2032. Holders’ first put right is December 2017 at a conversion price of $49.08

24

TOLL BROTHERS REVENUE ($ Thousands)

$6,115,000

$4,635,000 $3,912,000 $3,148,000 $2,674,000

$1,755,000

2006

2007

2008

2009

$1,883,000 $1,495,000

$1,476,000

2010

2011

At Fiscal Year End

49

2012

2013

2014

TOLL BROTHERS CASH AND MARKETABLE U.S. TREASURY SECURITIES ($ Thousands)

During unprecedented time of industry distress Toll grew cash $1,909,000 $1,633,000

$1,237,000

$1,146,000

$1,220,000

$900,000 $689,000

2005 50

$825,000

$633,000

2006

$598,000

2007

2008

2009

2010

At Fiscal Year End

2011

2012

2013

2014

STRONG BALANCE SHEET PROVIDES ROOM TO GROW

48.2% 46.0%

Net‐Debt‐To‐Capital* 2000‐2015

46.2%

47.0% 41.3%

40.9% 35.5% 32.5%

31.8% 27.6%

26.8% 23.6%

15.0% 13.6%

12.6% 7.4%

At Fiscal Year End

51

*Calculated as total debt minus mortgage warehouse loans minus cash and marketable securities divided by total debt minus mortgage warehouse loans minus cash and marketable securities plus stockholders’ equity. **Pro Forma net debt-to-capital ratio after completing the Shapell acquisition on Feb. 4, 2014.

40.8%

CAPITALIZATION* Toll Brothers, Inc. First Huntingdon Finance Corp. $1.035 BN Revolving Credit Facility Due August 2018 ■ Citi $100 MM ■ Deutsche Bank $100 MM ■ Royal Bank of Scotland $100 MM ■ PNC $100 MM ■ SunTrust $100 MM ■ Capital One $75 MM ■ US Bank $75 MM ■ Wells Fargo $75 MM ■ Bank of America $50 MM ■ Comerica $50 MM ■ Fifth Third Bank $50 MM ■ Regions Bank $50 MM ■ Sumitomo Mitsui $50 MM ■ Texas Capital Bank $35 MM ■ TD Bank $25 MM TOTAL $1,035 MM

52

■ ■ ■ ■ ■ ■ ■ ■ ■ ■

Toll Brothers Finance Corp.

$500 MM Term Loan Facility Due February 2019 SunTrust $100 MM Sumitomo Mitsui $75 MM US Bank $75 MM Bank of New York $55 MM Capital One $50 MM Wells Fargo $50 MM Beneficial Bank $30 MM Fifth Third Bank $30 MM PNC $25 MM Mega International $10 MM

TOTAL

$500 MM

*As of May 15, 2015

Senior Notes

Principal

Coupon

Maturity

$400 MM $288 MM $350 MM $250 MM $420 MM $400 MM $250 MM

8.910% 0.500% 4.000% 6.750% 5.875% 4.375% 5.625%

October 2017 December 2017 December 2018 November 2019 February 2022 April 2023 January 2024

Total $2,357 MM

Weighted Average 5.268% 5.21 years

LONG TERM INDUSTRY FUNDAMENTALS FAVORABLE

•

Population growth and positive demographic trends

•

Mortgage rates near historical lows

•

Affordability near all-time high

•

Few land entitlements have been processed for several years in many markets resulting in lot shortages

•

Seven years of pent up demand releasing

•

Constrained builders

53

capital

availability

favors

largest

Pierhouse at Brooklyn Bridge Park, Brooklyn, NY

Jan-92 Jul-92 Jan-93 Jul-93 Jan-94 Jul-94 Jan-95 Jul-95 Jan-96 Jul-96 Jan-97 Jul-97 Jan-98 Jul-98 Jan-99 Jul-99 Jan-00 Jul-00 Jan-01 Jul-01 Jan-02 Jul-02 Jan-03 Jul-03 Jan-04 Jul-04 Jan-05 Jul-05 Jan-06 Jul-06 Jan-07 Jul-07 Jan-08 Jul-08 Jan-09 Jul-09 Jan-10 Jul-10 Jan-11 Jul-11 Jan-12 Jul-12 Jan-13 Jul-13 Jan-14 Jul-14 Jan-15

Unemployment Rate (%)

UNEMPLOYMENT RATES

12

6

2

54

April 2015 Civilian Labor Force Rate 5.4% College Graduate Rate 2.7%

10

8

Civilian Labor Force

4

College Graduates

0

Source: U.S. Bureau of Labor Statistics

U.S. BIRTHS 4.75 4.55

Baby Boomers (Ages 61 – 51)

Millennials (Ages 35 – 11)

Generation X (Ages 50 - 36)

4.35

Births (Millions)

4.15 3.95 3.75 3.55 3.35 3.15 2.95 2.75

55

U.S. BIRTHS 1954-2013 Source: CDC.gov

Generation Z (Ages 10 – 1)

$100,000+ INCOME HOUSEHOLDS GROWING 3 TIMES FASTER THAN ALL U.S. HOUSEHOLDS (2013 Dollars)

All Households (mill)

$100,000+ Income Households (mill) 27.7

123.0 82.4 10.8

1980 56

1980

2013 Source: U.S. Census Bureau (P60-249)

2013

HOUSING STARTS VS. HOUSEHOLD GROWTH 1970-1979 Average Annual Housing Starts 1.77 (mil)

1980-1989 Average Annual Housing Starts 1.49 (mil)

1990-1999 Average Annual Housing Starts 1.37 (mil)

2000-2007 Average Annual Housing Starts 1.74 (mil)

2008-2014 Average Annual Housing Starts .77 (mil) 2,400.00

100,000

80,000

1,600.00

60,000

800.00

40,000

20,000

Number of Households Has Grown 78% Since 1970 0.00

0 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14

57

Total Households

Total Single and MultiFamily Housing Starts Source: U.S. Census Bureau

Housing Starts (000)

Households (000)

120,000

WHY TOLL BROTHERS? •

A proven management team with a tremendous track record

•

The dominant player with few competitors in the luxury market

•

Control 45,000 lots in a lot-constrained environment*

•

A strong balance sheet

•

Balanced footprint across key Eastern, Western and Southern markets

•

Expanding urban presence in New York, Washington, DC, and Philadelphia

•

Nationally recognized, award-winning brand

•

A homebuilder with a niche in urban, rental and distressed real estate

•

The nation's growing number of affluent households

•

Strongest buyer profile in the industry

58

*As of April 30, 2015

59 59