Sun Healthcare Group, Inc. Reports Normalized Second Quarter EPS of $0.26; Reaffirms Guidance for 2010; Provides Outlook for 2011

JUL 28, 2010 - 16:00 ET

FOR: SUN HEALTHCARE GROUP, INC.
 


IRVINE, CA--(Marketwire - July 28, 2010) - Sun Healthcare Group, Inc. (NASDAQ: SUNH) today announced its operating results for the second quarter ended June 30, 2010.

Normalized results for the second-quarter period ended June 30, 2010:

--  consolidated revenues rose 1.3 percent to $474.6 million, compared to
    the same period in 2009;
    -- increased patient acuity resulted in an overall improvement in
       reimbursement rates;
    -- hospice and rehabilitation therapy businesses showed solid revenue
       growth;
--  consolidated adjusted EBITDAR was $62.8 million and adjusted EBITDAR
    margin was 13.2 percent;
--  consolidated adjusted EBITDA was $44.0 million and adjusted EBITDA
    margin was 9.3 percent;
--  diluted earnings per share from continuing operations were $0.26;
--  free cash flow was $20.6 million for the quarter;
--  results included $0.9 million of non-recurring project costs associated
    with the continued implementation of a clinical/billing platform; and
--  results have been normalized to exclude a pre-tax charge of $2.2
    million for transaction costs associated with the Separation
    transaction described in further detail later in this press release.

Commenting on the Company's second-quarter results, Richard K. Matros, Sun's chairman and chief executive officer, remarked, "We have navigated through a particularly tough time in our sector with only a slight reduction in normalized adjusted EBITDAR and EBITDA. As we get closer to the Oct. 1 effective date for changes in Medicare reimbursement, which include the implementation of RUGs IV, restrictions on concurrent therapy and elimination of the lookback period, we are bullish on the growth opportunities that these changes provide. We still anticipate top line softness and no growth in Medicaid rates in 2011, given the continued budget pressures that exist in many states in which we operate. However, we expect Medicare growth in both pricing and acuity, a decided improvement over what we have experienced in 2010 coming off the Medicare rate reduction in October 2009. The previously announced separation of our operating assets and our real estate assets and the creation of the REIT are proceeding as planned." Matros added, "We are reaffirming our previously announced 2010 guidance and believe that the high end of the guidance is achievable."

Segment Updates

On a year-over-year basis for the quarter, revenue growth in Sun's inpatient services business totaled $5.3 million, or 1.3 percent, due principally to revenue growth in SolAmor, the Company's hospice business. SolAmor's revenues increased from $6.3 million to $11.4 million, due to census expansion derived from same-store census growth as well as an October 2009 acquisition. SolAmor contributed $2.2 million of adjusted EBITDA for the quarter and an adjusted EBITDA margin of 19.6 percent. In the quarter, revenues from SunBridge's nursing center operations were flat on a year-over-year basis due to declines in nursing center customer base and the lingering effect of the October 2009 Medicare rate reduction, partially offset by acuity-driven rate growth. This acuity growth was evidenced by Medicare Rehab RUG utilization of 90.9 percent, which was up 240 basis points year-over-year, and Medicare REX utilization of 45.8 percent, which was up 370 basis points year-over-year. On an overall basis, the adjusted EBITDAR for inpatient services was $71.6 million for the quarter, with an adjusted EBITDAR margin of 17.0 percent.

SunDance, Sun's rehabilitation therapy services business, experienced revenue growth of $6.5 million, or 14.7 percent, in the quarter as non-affiliated contracts were increased by nine to a high of 335 contracts as of June 30, 2010, and revenue per contract also increased by 10 percent. Given the strong revenue results, adjusted EBITDA margin also expanded in the quarter by 70 basis points, producing an 8.0 percent adjusted EBITDA margin.

The slow economy continues to impact the demand for temporary medical staffing across the industry. Accordingly, revenues from CareerStaff, Sun's medical staffing services business, were down compared to revenues in the second quarter of 2009. Despite the decline in revenues, CareerStaff achieved adjusted EBITDA margin growth on a sequential quarter basis of 140 basis points to 8.5 percent for the quarter.

Mr. Matros commented, "We have completed the installation of our clinical billing platform for our nursing centers and are experiencing the benefits of this integrated system in our daily management of the business. We opened three new Rehab Recovery Suites® (RRS) during the quarter, bringing our RRS count to 66 units and our RRS beds to a high of 1,632, a 6.8 percent increase in beds since the beginning of the year, with the majority of the RRS bed growth coming in the second half of 2010 as planned. The revenue growth we have achieved in our rehabilitation business was solid this quarter, driven by the increase in contracts as well as the increase in revenue per contract. Our hospice business continues to perform consistently with our expectations, and although our medical staffing business continues to operate in a tough environment, its adjusted EBITDA margin remains solid."

Conference Call

As previously announced, investors and the general public are invited to listen to a conference call with Sun's senior management on Thursday, July 29, 2010, at 10 a.m. Pacific / 1 p.m. Eastern, to discuss the Company's earnings for the second quarter of 2010.

To listen to the conference call, dial (888) 437-9315 and refer to Sun Healthcare Group. A recording of the call will be available from 4 p.m. Eastern on July 29, 2010, until midnight Eastern on Aug. 30, 2010, by calling (888) 203-1112 and using access code 1833674.

About Sun Healthcare Group, Inc.

Sun Healthcare Group, Inc.'s (NASDAQ: SUNH) subsidiaries provide nursing, rehabilitative and related specialty healthcare services principally to the senior population in the United States. Sun's core business is providing, through its subsidiaries, inpatient services, primarily through 166 skilled nursing centers, 16 combined skilled nursing, assisted and independent living centers, 10 assisted living centers, two independent living centers and eight mental health centers. On a consolidated basis, Sun has annual revenues of $1.9 billion and approximately 30,000 employees in 46 states. At June 30, 2010, SunBridge centers had 23,209 licensed beds located in 25 states, of which 22,427 were available for occupancy. Sun also provides rehabilitation therapy services to affiliated and non-affiliated centers through its SunDance subsidiary, medical staffing services through its CareerStaff Unlimited subsidiary and hospice services through its SolAmor subsidiary.

In May 2010, Sun announced a plan to restructure its business by separating its real estate assets and its operating assets into two separate publicly traded companies (the "Separation"), subject to the approval of stockholders and other conditions. The Separation will be accomplished by distributing to stockholders the stock of SHG Services, Inc., a Sun subsidiary that will own and operate the operating subsidiaries. Substantially all of Sun's owned real estate assets will continue to be owned by Sun, which will, after the Separation, merge into its subsidiary, Sabra Health Care REIT, Inc. Following this merger, SHG Services, Inc. will change its name to Sun Healthcare Group, Inc. The common stock of both companies is expected to trade on the NASDAQ Global Select Market. The Separation is expected to be completed in the fourth quarter of 2010.

Forward-Looking Statement

Statements made in this release that are not historical facts are "forward-looking" statements (as defined in the Private Securities Litigation Reform Act of 1995) that involve risks and uncertainties and are subject to change at any time. These forward-looking statements may include, but are not limited to, statements containing words such as "anticipate," "believe," "plan," "estimate," "expect," "hope," "intend," "may" and similar expressions. Forward-looking statements in this release include all statements regarding our expected future financial position and results of operations, business strategy, the impact of reductions in reimbursements and other changes in government reimbursement programs, the timing and impact of the equity offering and the Separation and transactions related thereto, growth opportunities and plans and objectives of management for future operations. Factors that could cause actual results to differ are identified in the public filings made by the Company with the Securities and Exchange Commission and include changes in Medicare and Medicaid reimbursements; the impact that any healthcare reform legislation will have on our business; our ability to maintain the occupancy rates and payor mix at our healthcare centers; potential liability for losses not covered by, or in excess of, our insurance; the effects of government regulations and investigations; the significant amount of our indebtedness, covenants in our debt agreements that may restrict our activities and our ability to make acquisitions, to incur more indebtedness and to refinance indebtedness on favorable terms; our ability to accomplish the Separation and the proposed equity and debt financings, the impact of the current economic downturn on our business; increasing labor costs and the shortage of qualified healthcare personnel; and our ability to receive increases in reimbursement rates from government payors to cover increased costs. More information on factors that could affect our business and financial results are included in our public filings made with the Securities and Exchange Commission, including our Annual Report on Forms 10-K and Quarterly Reports on Form 10-Q, copies of which are available on Sun's web site, www.sunh.com. There may be additional risks of which we are presently unaware or that we currently deem immaterial.

The forward-looking statements involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond our control. We caution investors that any forward-looking statements made by Sun are not guarantees of future performance and are only made as of the date of this release. We disclaim any obligation to update any such factors or to announce publicly the results of any revisions to any of the forward-looking statements to reflect future events or developments.

Adjusted EBITDA, adjusted EBITDAR and free cash flow, as used in this press release and in the accompanying tables, which are non-GAAP financial measures, are each reconciled to their respective GAAP recognized financial measures in the accompanying tables. In addition, the normalizing adjustments to adjusted EBITDA, adjusted EBITDAR and earnings per share as discussed in this press release and shown, together with normalizing adjustments to other financial measures, in the accompanying tables, are non-GAAP adjustments, and are reconciled to GAAP financial measures in the accompanying tables.

Additional Information

In connection with the Separation, SHG Services, Inc. has filed with the SEC a Registration Statement on Form S-1 and Sabra Health Care REIT, Inc. has filed with the SEC a Registration Statement on Form S-4, each containing an identical proxy statement/prospectus. The definitive proxy statement/prospectus will be mailed to Sun stockholders. In addition, Sun has filed a shelf registration statement on Form S-3 (including a prospectus) relating to shares of common stock of Sun with the SEC, and such registration statement has been declared effective. This release does not constitute an offer to sell or a solicitation of an offer to buy shares of Sun common stock; nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The offering of shares of Sun common stock may be made only by means of a prospectus relating to the proposed offering.

Before making any voting or investment decision, Sun stockholders and investors are urged to read the proxy statement/prospectus, the prospectus in the registration statement on FormS-3, and other documents filed with the SEC carefully and in their entirety when they become available because they will contain important information about the proposed transactions. Stockholders will be able to obtain these documents free of charge at the SEC's web site at www.sec.gov. In addition, investors and stockholders of Sun may obtain free copies of the documents filed with the SEC by contacting Sun's investor relations department at (505) 468-2341 (TDD users, please call (505) 468-4458) or by sending a written request to Investor Relations, Sun Healthcare Group, Inc. 101 Sun Avenue N.E., Albuquerque, N.M. 87109.

Sun and its directors and executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from the stockholders of Sun in connection with the transactions described in this release. Information about the directors and executive officers of Sun and their ownership of shares of Sun common stock are set forth in the Annual Report on Form 10-K for the year ended December 31, 2009, filed with the SEC on March 5, 2010, and in the definitive proxy statement relating to Sun's 2010 Annual Meeting of Stockholders filed with the SEC on April 30, 2010. These documents can be obtained free of charge from the sources indicated above. Additional information regarding the interests of these participants will also be included in the definitive proxy statement/prospectus when it becomes available.

                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

                       KEY INCOME STATEMENT FIGURES
                               CONSOLIDATED
                  (in thousands, except per share data)



                                                    For the      For the
                                                 Three Months Three Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  -----------  -----------

Revenue                                           $   474,618  $   468,713

Depreciation and amortization                          12,561       11,153

Interest expense, net                                  11,776       12,465

Pre-tax income                                         17,403       18,328

Income tax expense                                      7,135        7,517

Income from continuing operations                      10,268       10,811

Loss from discontinued operations                        (295)        (715)
                                                  -----------  -----------

Net income                                        $     9,973  $    10,096
                                                  ===========  ===========


Diluted earnings per share                        $      0.22  $      0.23
                                                  ===========  ===========


Adjusted EBITDAR                                  $    60,550  $    60,201
Margin - Adjusted EBITDAR                                12.8%        12.8%

Adjusted EBITDAR normalized                       $    62,798  $    64,501
Margin - Adjusted EBITDAR normalized                     13.2%        13.8%


Adjusted EBITDA                                   $    41,740  $    41,986
Margin - Adjusted EBITDA                                  8.8%         9.0%

Adjusted EBITDA normalized                        $    43,988  $    46,286
Margin - Adjusted EBITDA normalized                       9.3%         9.9%


Pre-tax income continuing operations - normalized $    19,651  $    22,628

Income tax expense - normalized                   $     8,057  $     9,280

Income from continuing operations - normalized    $    11,594  $    13,348

Diluted earnings per share - normalized           $      0.26  $      0.30

Net income - normalized                           $    11,299  $    12,981

Diluted earnings per share - normalized           $      0.25  $      0.30

   See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
   "Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."

   See normalizing adjustments in the table "Normalizing Adjustments -
   Quarter Comparison."



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES                

                       KEY INCOME STATEMENT FIGURES
                               CONSOLIDATED
                  (in thousands, except per share data)


                                                    For the      For the
                                                  Six Months   Six Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  -----------  -----------

Revenue                                           $   947,874  $   936,843

Depreciation and amortization                          25,007       21,875

Interest expense, net                                  23,752       25,191

Pre-tax income                                         35,198       37,989

Income tax expense                                     14,431       15,575

Income from continuing operations                      20,767       22,414

Loss from discontinued operations                        (596)      (2,075)
                                                  -----------  -----------

Net income                                        $    20,171  $    20,339
                                                  ===========  ===========


Diluted earnings per share                        $      0.46  $      0.46
                                                  ===========  ===========


Adjusted EBITDAR                                  $   121,319  $   121,673
Margin - Adjusted EBITDAR                                12.8%        13.0%

Adjusted EBITDAR normalized                       $   123,567  $   125,973
Margin - Adjusted EBITDAR normalized                     13.0%        13.4%


Adjusted EBITDA                                   $    83,957  $    85,095
Margin - Adjusted EBITDA                                  8.9%         9.1%

Adjusted EBITDA normalized                        $    86,205  $    89,395
Margin - Adjusted EBITDA normalized                       9.1%         9.5%


Pre-tax income continuing operations - normalized $    37,446  $    42,289

Income tax expense - normalized                   $    15,353  $    17,338

Income from continuing operations - normalized    $    22,093  $    24,951

Diluted earnings per share - normalized           $      0.50  $      0.57

Net income - normalized                           $    21,497  $    23,224

Diluted earnings per share - normalized           $      0.49  $      0.53

   See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
   "Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."

   See normalizing adjustments in the table "Normalizing Adjustments -
   Quarter Comparison."



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

                        CONSOLIDATED BALANCE SHEETS
                    (in thousands, except share data)



                                                    June 30,   December 31,
                                                      2010        2009
                                                  -----------  -----------
                                                  (unaudited)  (unaudited)
                          ASSETS

Current assets:
  Cash and cash equivalents                       $   106,974  $   104,483
  Restricted cash                                      24,732       24,034
  Accounts receivable, net                            220,373      220,319
  Prepaid expenses and other assets                    18,021       21,757
  Deferred tax assets                                  69,544       68,415
                                                  -----------  -----------
    Total current assets                              439,644      439,008

Property and equipment, net                           620,999      622,682
Intangible assets, net                                 52,640       53,931
Goodwill                                              338,364      338,296
Restricted cash, non-current                              348        3,317
Deferred tax assets                                    96,180      108,999
Other assets                                            5,000        4,961
                                                  -----------  -----------
    Total assets                                  $ 1,553,175  $ 1,571,194
                                                  ===========  ===========


          LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                                $    52,922  $    57,109
  Accrued compensation and benefits                    63,015       58,953
  Accrued self-insurance obligations, current          43,794       45,661
  Income taxes payable                                    338            -
  Other accrued liabilities                            55,507       55,265
  Current portion of long-term debt and capital
   lease obligations                                   74,827       46,416
                                                  -----------  -----------
  Total current liabilities                           290,403      263,404

Accrued self-insurance obligations, net of
 current portion                                      128,657      121,948
Long-term debt and capital lease obligations, net
 of current portion                                   588,736      654,132
Unfavorable lease obligations, net                     11,233       12,663
Other long-term liabilities                            60,692       69,983
                                                  -----------  -----------
  Total liabilities                                 1,079,721    1,122,130


Stockholders' equity:
  Preferred stock of $.01 par value, authorized
   10,000,000 shares, no shares were issued and
   outstanding as of June 30, 2010 and
   December 31, 2009                                        -            -
  Common stock of $.01 par value, authorized
   125,000,000 shares, 43,980,405 and 43,764,240
   shares issued and outstanding as of June 30, 2010
   and December 31, 2009, respectively                    440          438
  Additional paid-in capital                          657,875      655,667
  Accumulated deficit                                (183,841)    (204,012)
  Accumulated other comprehensive loss, net            (1,020)      (3,029)
                                                  -----------  -----------
                                                      473,454      449,064
                                                  -----------  -----------
    Total liabilities and stockholders' equity    $ 1,553,175  $ 1,571,194
                                                  ===========  ===========



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

                      CONSOLIDATED INCOME STATEMENTS
                  (in thousands, except per share data)


                                                    For the      For the
                                                 Three Months  Three Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  -----------  -----------
                                                  (unaudited)  (unaudited)

Total net revenues                                $   474,618  $   468,713
                                                  -----------  -----------
Costs and expenses:
  Operating salaries and benefits                     267,880      261,967
  Self-insurance for workers' compensation and
   general and professional liability insurance        14,558       16,809
  Operating administrative costs                       13,301       13,192
  Other operating costs                                95,884       94,530
  Center rent expense                                  18,810       18,215
  General and administrative expenses                  15,157       15,721
  Depreciation and amortization                        12,561       11,153
  Provision for losses on accounts receivable           5,040        6,293
  Interest, net of interest income of $73 and $96,
   respectively                                        11,776       12,465
  Transaction costs                                     2,248            -
  Loss on sale of assets, net                               -           40
                                                  -----------  -----------
Total costs and expenses                              457,215      450,385
                                                  -----------  -----------

Income before income taxes and discontinued
 operations                                            17,403       18,328
Income tax expense                                      7,135        7,517
                                                  -----------  -----------
Income from continuing operations                      10,268       10,811
                                                  -----------  -----------

Discontinued operations:
  Loss from discontinued operations, net of
   related taxes                                         (295)        (708)
  Loss on disposal of discontinued operations, net
   of related taxes                                         -           (7)
                                                  -----------  -----------
Loss from discontinued operations, net                   (295)        (715)
                                                  -----------  -----------

Net income                                        $     9,973  $    10,096
                                                  ===========  ===========


Basic income per common and common equivalent
 share:
  Income from continuing operations               $      0.23  $      0.25
  Loss from discontinued operations, net                    -        (0.02)
                                                  -----------  -----------
Net income                                        $      0.23  $      0.23
                                                  ===========  ===========

Diluted income per common and common equivalent
 share:
  Income from continuing operations               $      0.23  $      0.25
  Loss from discontinued operations, net                (0.01)       (0.02)
                                                  -----------  -----------
Net income                                        $      0.22  $      0.23
                                                  ===========  ===========

Weighted average number of common and
 common equivalent shares outstanding:
  Basic                                                44,233       43,851
  Diluted                                              44,352       43,960



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

                      CONSOLIDATED INCOME STATEMENTS
                  (in thousands, except per share data)


                                                    For the      For the
                                                  Six Months   Six Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  -----------  -----------
                                                  (unaudited)  (unaudited)

Total net revenues                                $   947,874  $   936,843
                                                  -----------  -----------
Costs and expenses:
  Operating salaries and benefits                     534,918      524,878
  Self-insurance for workers' compensation and
   general and professional liability insurance        29,096       31,462
  Operating administrative costs                       25,589       25,769
  Other operating costs                               193,363      190,309
  Center rent expense                                  37,362       36,578
  General and administrative expenses                  30,424       32,471
  Depreciation and amortization                        25,007       21,875
  Provision for losses on accounts receivable          10,917       10,281
  Interest, net of interest income of $163 and
   $203, respectively                                  23,752       25,191
  Transaction costs                                     2,248            -
  Loss on sale of assets, net                               -           40
                                                  -----------  -----------
Total costs and expenses                              912,676      898,854
                                                  -----------  -----------

Income before income taxes and discontinued
 operations                                            35,198       37,989
Income tax expense                                     14,431       15,575
                                                  -----------  -----------
Income from continuing operations                      20,767       22,414
                                                  -----------  -----------

Discontinued operations:
  Loss from discontinued operations, net of
   related taxes                                         (596)      (1,760)
  Loss on disposal of discontinued operations, net
   of related taxes                                         -         (315)
                                                  -----------  -----------
Loss from discontinued operations, net                   (596)      (2,075)
                                                  -----------  -----------

Net income                                        $    20,171  $    20,339
                                                  ===========  ===========


Basic income per common and common equivalent
 share:
  Income from continuing operations               $      0.47  $      0.51
  Loss from discontinued operations, net                (0.01)       (0.05)
                                                  -----------  -----------
Net income                                        $      0.46  $      0.46
                                                  ===========  ===========

Diluted income per common and common equivalent
 share:
  Income from continuing operations               $      0.47  $      0.51
  Loss from discontinued operations, net                (0.01)       (0.05)
                                                  -----------  -----------
Net Income                                        $      0.46  $      0.46
                                                  ===========  ===========

Weighted average number of common and
 common equivalent shares outstanding:
  Basic                                                44,119       43,748
  Diluted                                              44,234       43,891



               SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (in thousands)


                                                    For the      For the
                                                 Three Months  Three Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  -----------  -----------
                                                  (unaudited)  (unaudited)

Cash flows from operating activities:
 Net income                                       $     9,973  $    10,096
 Adjustments to reconcile net income to net cash
  provided by operating activities, including
  discontinued operations:
    Depreciation and amortization                      12,561       11,153
    Amortization of favorable and unfavorable
     lease intangibles                                   (474)        (474)
    Provision for losses on accounts receivable         5,125        6,294
    Loss on sale of assets, including
     discontinued operations, net                           -           53
    Stock-based compensation expense                    1,694        1,641
    Deferred taxes                                      6,755        6,345
 Changes in operating assets and liabilities, net
  of acquisitions:
    Accounts receivable                                (4,871)     (11,599)
    Restricted cash                                     3,427        1,415
    Prepaid expenses and other assets                  (1,670)        (392)
    Accounts payable                                    7,140       (1,527)
    Accrued compensation and benefits                  (4,362)      (3,907)
    Accrued self-insurance obligations                  2,805          344
    Income taxes payable                                 (290)           -
    Other accrued liabilities                          (2,457)      (5,571)
    Other long-term liabilities                        (4,144)         885
                                                  -----------  -----------
     Net cash provided by operating activities         31,212       14,756
                                                  -----------  -----------

Cash flows from investing activities:
 Capital expenditures                                 (10,656)     (13,137)
 Purchase of leased real estate                             -       (3,275)
                                                  -----------  -----------
    Net cash used for investing activities            (10,656)     (16,412)
                                                  -----------  -----------

Cash flows from financing activities:
 Principal repayments of long-term debt and
  capital lease obligations                           (16,036)      (2,075)
 Distribution to non-controlling interest                   -         (549)
 Proceeds from issuance of common stock                     -            7
                                                  -----------  -----------
    Net cash used for financing activities            (16,036)      (2,617)
                                                  -----------  -----------

Net (decrease) increase in cash and cash
 equivalents                                            4,520       (4,273)
Cash and cash equivalents at beginning of period      102,454       99,945
                                                  -----------  -----------
Cash and cash equivalents at end of period        $   106,974  $    95,672
                                                  ===========  ===========

Reconciliation of net cash provided by operating
 activities to free cash flow:

   Net cash provided by operating activities      $    31,212  $    14,756
   Capital expenditures                               (10,656)     (13,137)
                                                  -----------  -----------
    Free cash flow                                $    20,556  $     1,619
                                                  ===========  ===========

Free cash flow is defined as net cash flow provided by operating activities
less cash used for capital expenditures.  Free cash flow is used by
management to evaluate discretionary cash flow potentially available for
debt service and other financing activities.



               SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (in thousands)


                                                    For the      For the
                                                  Six Months   Six Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  -----------  -----------
                                                  (unaudited)  (unaudited)

Cash flows from operating activities:
 Net income                                       $    20,171  $    20,339
 Adjustments to reconcile net income to net cash
  provided by operating activities, including
  discontinued operations:
    Depreciation and amortization                      25,007       21,875
    Amortization of favorable and unfavorable
     lease intangibles                                   (948)        (876)
    Provision for losses on accounts receivable        11,139       10,281
    Loss on sale of assets, including
     discontinued operations, net                           -          575
    Stock-based compensation expense                    3,087        2,909
    Deferred taxes                                     11,691       12,520
 Changes in operating assets and liabilities, net
  of acquisitions:
    Accounts receivable                               (11,193)     (21,667)
    Restricted cash                                     2,271        9,521
    Prepaid expenses and other assets                   2,613         (238)
    Accounts payable                                    1,281       (5,063)
    Accrued compensation and benefits                   4,062          366
    Accrued self-insurance obligations                  4,842        1,251
    Income taxes payable                                  338            -
    Other accrued liabilities                              13         (825)
    Other long-term liabilities                        (5,099)       1,181
                                                  -----------  -----------
     Net cash provided by operating activities         69,275       52,149
                                                  -----------  -----------

Cash flows from investing activities:
 Capital expenditures                                 (27,714)     (25,002)
 Purchase of leased real estate                             -       (3,275)
 Proceeds from sale of assets held for sale                 -        2,174
                                                  -----------  -----------
    Net cash used for investing activities            (27,714)     (26,103)
                                                  -----------  -----------

Cash flows from financing activities:
 Principal repayments of long-term debt and
  capital lease obligations                           (36,976)     (21,687)
 Payment to non-controlling interest                   (2,025)           -
 Distribution to non-controlling interest                 (69)        (860)
 Proceeds from issuance of common stock                     -           20
                                                  -----------  -----------
    Net cash used for financing activities            (39,070)     (22,527)
                                                  -----------  -----------

Net increase in cash and cash equivalents               2,491        3,519
Cash and cash equivalents at beginning of period      104,483       92,153
                                                  -----------  -----------
Cash and cash equivalents at end of period        $   106,974  $    95,672
                                                  ===========  ===========

Reconciliation of net cash provided by operating
 activities to free cash flow:
   Net cash provided by operating activities      $    69,275  $    52,149
   Capital expenditures                               (27,714)     (25,002)
                                                  -----------  -----------
    Free cash flow                                $    41,561  $    27,147
                                                  ===========  ===========

Free cash flow is defined as net cash flow provided by operating activities
less cash used for capital expenditures.  Free cash flow is used by
management to evaluate discretionary cash flow potentially available for
debt service and other financing activities.



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

            RECONCILIATION OF NET INCOME TO EBITDA and EBITDAR
                              (in thousands)



                                                    For the      For the
                                                  Three Months Three Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  ------------ ------------
                                                  (unaudited)  (unaudited)

Total net revenues                                $    474,618 $    468,713
                                                  ------------ ------------

Net income                                        $      9,973 $     10,096
                                                  ------------ ------------


  Income from continuing operations                     10,268       10,811

  Income tax expense                                     7,135        7,517

  Interest, net                                         11,776       12,465

  Depreciation and amortization                         12,561       11,153
                                                  ------------ ------------

EBITDA                                            $     41,740 $     41,946

  Loss on sale of assets, net                                -           40

Adjusted EBITDA                                   $     41,740 $     41,986


  Center rent expense                                   18,810       18,215
                                                  ------------ ------------

Adjusted EBITDAR                                  $     60,550 $     60,201
                                                  ============ ============

EBITDA is defined as earnings before loss on discontinued operations,
income taxes, interest, net, depreciation and amortization. Adjusted EBITDA
is defined as EBITDA before loss on sale of assets, net. Adjusted EBITDAR
is defined as Adjusted EBITDA before center rent expense. Adjusted EBITDA
and Adjusted EBITDAR are used by management to evaluate financial
performance and resource allocation for each entity within the operating
units and for the Company as a whole. Adjusted EBITDA and Adjusted EBITDAR
are commonly used as analytical indicators within the healthcare industry
and also serve as measures of leverage capacity and debt service ability.
Adjusted EBITDA and Adjusted EBITDAR should not considered as measures of
financial performance under generally accepted accounting principles. As
the items excluded from Adjusted EBITDA and Adjusted EBITDAR are
significant components in understanding and assessing finance performance,
Adjusted EBITDA and Adjusted EBITDAR should not be considered in isolation
or as alternatives to net income, cash flows generated by or used in
operating, investing or financing activities or other financial statement
data presented in the consolidated financial statements as indicators of
financial performance or liquidity. Because Adjusted EBITDA and Adjusted
EBTIDAR are not measurements determined in accordance with U.S. generally
accepted accounting principles and are thus susceptible to varying
calculations. Adjusted EBITDA and Adjusted EBITDAR as presented may not be
comparable to other similarly titled measures of other companies.



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

   RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA and ADJUSTED EBITDAR
                              (in thousands)


                                                    For the      For the
                                                  Six Months   Six Months
                                                     Ended        Ended
                                                    June 30,     June 30,
                                                      2010         2009
                                                  ------------ ------------
                                                  (unaudited)  (unaudited)

 Total net revenues                               $    947,874 $    936,843
                                                  ------------ ------------

 Net income                                       $     20,171 $     20,339
                                                  ------------ ------------


  Income from continuing operations                     20,767       22,414

  Income tax expense                                    14,431       15,575

  Interest, net                                         23,752       25,191

  Depreciation and amortization                         25,007       21,875
                                                  ------------ ------------

 EBITDA                                           $     83,957 $     85,055

  Loss on sale of assets, net                                -           40
                                                  ------------ ------------

 Adjusted EBITDA                                  $     83,957 $     85,095


  Center rent expense                                   37,362       36,578
                                                  ------------ ------------

 Adjusted EBITDAR                                 $    121,319 $    121,673
                                                  ============ ============

EBITDA is defined as earnings before loss on discontinued operations,
income taxes, interest, net, depreciation and amortization.  Adjusted
EBITDA is defined as EBITDA before loss on sale of assets , net.  Adjusted
EBITDAR is defined as Adjusted EBITDA before center rent expense.  Adjusted
EBITDA and Adjusted EBITDAR are used by management to evaluate financial
performance and resource allocation for each entity within the operating
units and for the Company as a whole.  Adjusted EBITDA and Adjusted EBITDAR
are commonly used as analytical indicators within the healthcare industry
and also serve as measures of leverage capacity and debt service ability.
Adjusted EBITDA and Adjusted EBITDAR should not considered as measures of
financial performance under generally accepted accounting principles.  As
the items excluded from Adjusted EBITDA and Adjusted EBITDAR are
significant components in understanding and assessing finance performance,
Adjusted EBITDA and Adjusted EBITDAR should not be considered in isolation
or as alternatives to net income, cash flows generated by or used in
operating, investing or financing activities or other financial statement
data presented in the consolidated financial statements as indicators of
financial performance or liquidity.  Because Adjusted EBITDA and Adjusted
EBTIDAR are not measurements determined in accordance with U.S. generally
accepted accounting principles and are thus susceptible to varying
calculations.  Adjusted EBITDA and Adjusted EBITDAR as presented may not be
comparable to other similarly titled measures of other companies.



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

  RECONCILIATION OF INCOME (LOSS) FROM CONTINUING OPERATIONS TO ADJUSTED
                        EBITDA and ADJUSTED EBITDAR
                             ($ in thousands)

                 For the Three Months Ended June 30, 2010
                                (unaudited)


                            Rehabi-                     Elimina-
                            litation Medical            tion of
                  Inpatient Therapy  Staffing Other &  Affiliated Consoli-
                  Services  Services Services Corp Seg  Revenue    dated
                  --------  -------  -------  --------  --------  --------
Nonaffiliated
 revenue          $421,720  $30,017  $22,875  $      6  $      -  $474,618
Affiliated revenue       -   21,034      496         -   (21,530)        -
                  --------  -------  -------  --------  --------  --------
  Total revenue   $421,720  $51,051  $23,371  $      6  $(21,530) $474,618
                  --------  -------  -------  --------  --------  --------

Income (loss) from
 continuing
 operations       $ 39,014  $ 3,921  $ 1,802  $(34,469) $      -  $ 10,268
Income tax expense       -        -        -     7,135         -     7,135
Interest, net        2,706        -        -     9,070         -    11,776
Depreciation and
 amortization       11,418      159      182       802         -    12,561
                  --------  -------  -------  --------  --------  --------

  EBITDA          $ 53,138  $ 4,080  $ 1,984  $(17,462) $      -  $ 41,740

Loss on sale of
 assets, net             -        -        -         -         -         -
                  --------  -------  -------  --------  --------  --------

  Adjusted EBITDA $ 53,138  $ 4,080  $ 1,984  $(17,462) $      -  $ 41,740

Center rent
 expense            18,489      118      203         -         -    18,810
                  --------  -------  -------  --------  --------  --------

  Adjusted
   EBITDAR        $ 71,627  $ 4,198  $ 2,187  $(17,462) $      -  $ 60,550
                  ========  =======  =======  ========  ========  ========

  Normalized
   Adjusted
   EBITDA         $ 53,138  $ 4,080  $ 1,984  $(15,214) $      -  $ 43,988
  Normalized
   Adjusted
   EBITDAR        $ 71,627  $ 4,198  $ 2,187  $(15,214) $      -  $ 62,798


   Adjusted EBITDA
            margin    12.6%     8.0%     8.5%                          8.8%
  Adjusted EBITDAR
            margin    17.0%     8.2%     9.4%                         12.8%
        Normalized
   Adjusted EBITDA
            margin    12.6%     8.0%     8.5%                          9.3%
        Normalized
  Adjusted EBITDAR
            margin    17.0%     8.2%     9.4%                         13.2%

See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
 "Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."


See normalizing adjustments in the table "Normalizing Adjustments -
 Quarter Comparison."



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

  RECONCILIATION OF INCOME (LOSS) FROM CONTINUING OPERATIONS TO ADJUSTED
                        EBITDA and ADJUSTED EBITDAR
                             ($ in thousands)

                  For the Six Months Ended June 30, 2010
                                (unaudited)


                           Rehabi-                      Elimina-
                           litation Medical             tion of
                 Inpatient Therapy  Staffing  Other &  Affiliated Consoli-
                 Services  Services Services  Corp Seg  Revenue    dated
                 --------  --------  -------  --------  --------  --------
Nonaffiliated
 revenue         $842,248  $ 59,381  $46,231  $     14  $      -  $947,874
Affiliated
 revenue                -    42,187      640         -   (42,827)        -
                 --------  --------  -------  --------  --------  --------
  Total revenue  $842,248  $101,568  $46,871  $     14  $(42,827) $947,874
                 --------  --------  -------  --------  --------  --------

Income (loss)
 from continuing
 operations      $ 76,771  $  7,797  $ 3,283  $(67,084) $      -  $ 20,767
Income tax
 expense                -         -        -    14,431         -    14,431
Interest, net       5,517         -       (1)   18,236         -    23,752
Depreciation and
 amortization      22,698       311      362     1,636         -    25,007
                 --------  --------  -------  --------  --------  --------

  EBITDA         $104,986  $  8,108  $ 3,644  $(32,781) $      -  $ 83,957

Loss on sale of
 assets, net            -         -        -         -         -         -
                 --------  --------  -------  --------  --------  --------

  Adjusted
   EBITDA        $104,986  $  8,108  $ 3,644  $(32,781) $      -  $ 83,957

Center rent
 expense           36,709       240      413         -         -    37,362
                 --------  --------  -------  --------  --------  --------

  Adjusted
   EBITDAR       $141,695  $  8,348  $ 4,057  $(32,781) $      -  $121,319
                 ========  ========  =======  ========  ========  ========

  Normalized
   Adjusted
   EBITDA        $104,986  $  8,108  $ 3,644  $(30,533) $      -  $ 86,205
  Normalized
   Adjusted
   EBITDAR       $141,695  $  8,348  $ 4,057  $(30,533) $      -  $123,567


  Adjusted EBITDA
           margin    12.5%      8.0%     7.8%                          8.9%
 Adjusted EBITDAR
           margin    16.8%      8.2%     8.7%                         12.8%
       Normalized
  Adjusted EBITDA
           margin    12.5%      8.0%     7.8%                          9.1%
       Normalized
         Adjusted
   EBITDAR margin    16.8%      8.2%     8.7%                         13.0%

See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
 "Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."

See normalizing adjustments in the table "Normalizing Adjustments -
 Quarter Comparison."



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

  RECONCILIATION OF INCOME (LOSS) FROM CONTINUING OPERATIONS TO ADJUSTED
                        EBITDA and ADJUSTED EBITDAR
                             ($ in thousands)

                 For the Three Months Ended June 30, 2009
                                (unaudited)


                            Rehabi-                     Elimina-
                            litation Medical            tion of
                  Inpatient Therapy  Staffing Other &  Affiliated Consoli-
                  Services  Services Services Corp Seg  Revenue    dated
                  --------  -------  -------  --------  --------  --------
Nonaffiliated
 revenue          $416,451  $26,155  $26,097  $     10  $      -  $468,713
Affiliated revenue       -   18,360      563         -   (18,923)        -
                  --------  -------  -------  --------  --------  --------
  Total revenue   $416,451  $44,515  $26,660  $     10  $(18,923) $468,713
                  --------  -------  -------  --------  --------  --------

Income (loss) from
 continuing
 operations       $ 38,804  $ 3,077  $ 2,289  $(33,359) $      -  $ 10,811
Income tax expense       -        -        -     7,517         -     7,517
Interest, net        3,111        -       (1)    9,355         -    12,465
Depreciation and
 amortization       10,118      131      232       672         -    11,153
                  --------  -------  -------  --------  --------  --------

  EBITDA          $ 52,033  $ 3,208  $ 2,520  $(15,815) $      -  $ 41,946
Loss on sale of
 assets, net             6       34        -         -         -        40
                  --------  -------  -------  --------  --------  --------

  Adjusted EBITDA $ 52,039  $ 3,242  $ 2,520  $(15,815) $      -  $ 41,986

Center rent
 expense            17,868      114      233         -         -    18,215
                  --------  -------  -------  --------  --------  --------

  Adjusted
   EBITDAR        $ 69,907  $ 3,356  $ 2,753  $(15,815) $      -  $ 60,201
                  ========  =======  =======  ========  ========  ========

  Normalized
   Adjusted
   EBITDA         $ 56,339  $ 3,242  $ 2,520  $(15,815) $      -  $ 46,286
  Normalized
   Adjusted
   EBITDAR        $ 74,207  $ 3,356  $ 2,753  $(15,815) $      -  $ 64,501


   Adjusted EBITDA
            margin    12.5%     7.3%     9.5%                          9.0%
  Adjusted EBITDAR
            margin    16.8%     7.5%    10.3%                         12.8%
        Normalized
   Adjusted EBITDA
            margin    13.5%     7.3%     9.5%                          9.9%
        Normalized
  Adjusted EBITDAR
            margin    17.8%     7.5%    10.3%                         13.8%

See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
 "Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."

See normalizing adjustments in the table "Normalizing Adjustments -
 Quarter Comparison."



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

  RECONCILIATION OF INCOME (LOSS) FROM CONTINUING OPERATIONS TO ADJUSTED
                        EBITDA and ADJUSTED EBITDAR
                             ($ in thousands)

                  For the Six Months Ended June 30, 2009
                                (unaudited)


                            Rehabi-                     Elimina-
                            litation Medical            tion of
                  Inpatient Therapy  Staffing Other &  Affiliated Consoli-
                  Services  Services Services Corp Seg  Revenue    dated
                  --------  -------  -------  --------  --------  --------
Nonaffiliated
 revenue          $831,687  $51,671  $53,471  $     14  $      -  $936,843
Affiliated revenue       -   36,576    1,123         -   (37,699)        -
                  --------  -------  -------  --------  --------  --------
  Total revenue   $831,687  $88,247  $54,594  $     14  $(37,699) $936,843
                  --------  -------  -------  --------  --------  --------

Income (loss) from
 continuing
 operations       $ 80,598  $ 5,966  $ 4,310  $(68,460) $      -  $ 22,414
Income tax expense       -        -        -    15,575         -    15,575
Interest, net        6,322       (2)      (1)   18,872         -    25,191
Depreciation and
 amortization       19,845      259      422     1,349         -    21,875
                  --------  -------  -------  --------  --------  --------

  EBITDA          $106,765  $ 6,223  $ 4,731  $(32,664) $      -  $ 85,055
Loss on sale of
 assets, net             6       34        -         -         -        40
                  --------  -------  -------  --------  --------  --------

  Adjusted EBITDA $106,771  $ 6,257  $ 4,731  $(32,664) $      -  $ 85,095

Center rent
 expense            35,872      229      477         -         -    36,578
                  --------  -------  -------  --------  --------  --------

  Adjusted
   EBITDAR        $142,643  $ 6,486  $ 5,208  $(32,664) $      -  $121,673
                  ========  =======  =======  ========  ========  ========

  Normalized
   Adjusted
   EBITDA         $111,071  $ 6,257  $ 4,731  $(32,664) $      -  $ 89,395
  Normalized
   Adjusted
   EBITDAR        $146,943  $ 6,486  $ 5,208  $(32,664) $      -  $125,973


   Adjusted EBITDA
            margin   12.8%     7.1%     8.7%                          9.1%
  Adjusted EBITDAR
            margin   17.2%     7.3%     9.5%                         13.0%
        Normalized
   Adjusted EBITDA
            margin   13.4%     7.1%     8.7%                          9.5%
        Normalized
  Adjusted EBITDAR
            margin   17.7%     7.3%     9.5%                         13.4%

See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
 "Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."

See normalizing adjustments in the table "Normalizing Adjustments -
 Quarter Comparison."



                Sun Healthcare Group, Inc. and Subsidiaries
                      Selected Operating Statistics
                          Continuing Operations


                            For the                     For the
                      Three Months Ended           Six Months Ended
                           June 30,                    June 30,
                    ----------------------      ----------------------
                      2010          2009          2010          2009
                    --------      --------      --------      --------
Consolidated
 Company

Revenues -
 Non-affiliated (in
 thousands)
  Inpatient
   Services         $421,720      $416,451      $842,248      $831,687
  Rehabilitation
   Therapy Services   30,017        26,155        59,381        51,671
  Medical Staffing
   Services           22,875        26,097        46,231        53,471
  Other - non-core
   businesses              6            10            14            14
                    --------      --------      --------      --------
    Total           $474,618      $468,713      $947,874      $936,843
                    ========      ========      ========      ========


Revenue Mix -
 Non-affiliated (in
 thousands)
  Medicare          $141,520  30% $137,863  29% $283,701  30% $279,739  30%
  Medicaid           190,596  40%  188,030  40%  379,920  40%  369,480  39%
  Private and Other  113,475  24%  112,784  24%  225,881  24%  227,282  24%
  Managed Care /
   Insurance          24,045   5%   25,789   6%   48,458   5%   52,198   6%
  Veterans             4,982   1%    4,247   1%    9,914   1%    8,144   1%
                    -------- ---  -------- ---  -------- ---  -------- ---
    Total           $474,618 100% $468,713 100% $947,874 100% $936,843 100%
                    ======== ===  ======== ===  ======== ===  ======== ===



Inpatient Services
 Stats

 Number of centers:      202           202           202           202
 Number of
  available beds:     22,427        22,450        22,427        22,450
 Occupancy %:           86.7%         87.8%         87.1%         88.2%


 Payor Mix % based
  on patient days:
   Medicare - SNF
    Beds                15.3%         15.7%         15.4%         16.1%
   Managed care /
    Ins. - SNF Beds      4.0%          4.1%          4.0%          4.2%
                    --------      --------      --------      --------
       Total SNF
        skilled mix     19.3%         19.8%         19.4%         20.3%
                    --------      --------      --------      --------
  Medicare              14.0%         14.3%         14.1%         14.7%
  Medicaid              62.1%         60.9%         62.1%         60.4%
  Private and Other     19.1%         20.0%         18.9%         20.0%
  Managed Care /
   Insurance             3.6%          3.8%          3.7%          3.9%
  Veterans               1.2%          1.0%          1.2%          1.0%

 Revenue Mix % of
  revenues:
   Medicare - SNF
    Beds                32.1%         32.6%         32.3%         33.2%
   Managed care /
    Ins. - SNF Beds      6.0%          6.5%          6.1%          6.6%
                    --------      --------      --------      --------
       Total SNF
        skilled mix     38.1%         39.1%         38.4%         39.8%
                    --------      --------      --------      --------
  Medicare              32.4%         32.1%         32.6%         32.7%
  Medicaid              45.2%         45.1%         45.1%         44.4%
  Private and Other     15.6%         15.6%         15.4%         15.7%
  Managed Care /
   Insurance             5.6%          6.2%          5.7%          6.2%
  Veterans               1.2%          1.0%          1.2%          1.0%


 Revenues PPD:
  LTC only Medicare
   (Part A)         $ 464.00      $ 454.44      $ 464.99      $ 452.37
  Medicare Blended
   Rate (Part A &
   B)               $ 504.18      $ 494.37      $ 503.24      $ 489.93
  Medicaid          $ 173.30      $ 171.77      $ 173.19      $ 170.25
  Private and Other $ 185.66      $ 175.27      $ 185.99      $ 176.10
  Managed Care /
   Insurance        $ 367.89      $ 376.44      $ 365.84      $ 375.17
  Veterans          $ 240.63      $ 234.73      $ 242.86      $ 227.45


Rehab contracts

 Affiliated              131           121           131           121
 Non-affiliated          335           326           335           326

 Average Qtrly
  Revenue per
  Contract          $    110      $    100      $    109      $     99
  (in thousands)



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

               NORMALIZING ADJUSTMENTS - QUARTER COMPARISON
                  (in thousands, except per share data)


                               AS REPORTED - 2nd QUARTER 2010
                 ---------------------------------------------------------
                                                  Income
                                                   from
                                                  Contin-
                                                   uing
                         Adjusted Adjusted         Opera-             Net
                 Revenue  EBITDAR  EBITDA Pre-tax  tions  Disc Ops  Income
                 -------- ------- ------- ------- ------- -------  -------

As Reported 2nd
 QUARTER 2010    $474,618 $60,550 $41,740 $17,403 $10,268 $  (295) $ 9,973
       Percent of
         Revenue             12.8%    8.8%    3.7%    2.2%   -0.1%     2.1%

Normalizing
 Adjustments:

 Separation
  transaction
  costs                 -   2,248   2,248   2,248   1,326       -    1,326
                 -------- ------- ------- ------- ------- -------  -------

Normalized As
 Reported - 2nd
 QUARTER 2010    $474,618 $62,798 $43,988 $19,651 $11,594 $  (295) $11,299
                 ======== ======= ======= ======= ======= =======  =======
       Percent of
         Revenue             13.2%    9.3%    4.1%    2.4%   -0.1%     2.4%

Diluted EPS:
      As Reported                                 $  0.23 $ (0.01) $  0.22
    As Normalized                                 $  0.26 $ (0.01) $  0.25


                               AS REPORTED - 2nd QUARTER 2009
                 ---------------------------------------------------------
                                                  Income
                                                   from
                                                  Contin-
                                                   uing
                         Adjusted Adjusted         Opera-             Net
                 Revenue  EBITDAR  EBITDA Pre-tax  tions  Disc Ops  Income
                 -------- ------- ------- ------- ------- -------  -------

As Reported - 2nd
 QUARTER 2009    $468,713 $60,201 $41,986 $18,328 $10,811 $  (715) $10,096
       Percent of
         Revenue             12.8%    9.0%    3.9%    2.3%   -0.2%     2.2%

Normalizing
 Adjustments:

 Prior periods'
  self-insurance
  costs                 -   4,300   4,300   4,300   2,537     348    2,885
                 -------- ------- ------- ------- ------- -------  -------

Normalized As
 Reported - 2nd
 QUARTER 2009    $468,713 $64,501 $46,286 $22,628 $13,348 $  (367) $12,981
                 ======== ======= ======= ======= ======= =======  =======
       Percent of
         Revenue             13.8%    9.9%    4.8%    2.8%   -0.1%     2.8%

Diluted EPS:
      As Reported                                 $  0.25 $ (0.02) $  0.23
    As Normalized                                 $  0.30 $     -  $  0.30

See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
"Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."

Normalizing adjustments are transactions or adjustments not related to
ongoing operations and consist of Separation transaction costs and prior
periods' self-insurance costs.

Since normalizing adjustments are not measurements determined  in
accordance with U.S. generally accepted accounting principles and are thus
susceptible to varying calculations and interpretations, the information
presented herein may not be comparable to other similarly described
information of other companies.



                SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

            NORMALIZING ADJUSTMENTS - YEAR TO DATE COMPARISON
                  (in thousands, except per share data)


                               AS REPORTED - SIX MONTHS 2010
                 ---------------------------------------------------------
                                                 Income
                                                  from
                                                 Contin-
                                                  uing
                        Adjusted Adjusted         Opera-             Net
               Revenue   EBITDAR  EBITDA Pre-tax  tions   Disc Ops  Income
               -------- -------- ------- ------- -------- -------  -------

As Reported -
 Six Months
 2010          $947,874 $121,319 $83,957 $35,198 $20,767 $   (596) $20,171
     Percent of
       Revenue              12.8%    8.9%    3.7%    2.2%    -0.1%     2.1%

Normalizing
 Adjustments:

 Separation
  transaction
  costs               -    2,248   2,248   2,248   1,326        -    1,326
               -------- -------- ------- ------- ------- --------  -------

Normalized As
 Reported - Six
 Months 2010   $947,874 $123,567 $86,205 $37,446 $22,093 $   (596) $21,497
               ======== ======== ======= ======= ======= ========  =======
     Percent of
       Revenue              13.0%    9.1%    4.0%    2.3%    -0.1%     2.3%

Diluted EPS:
    As Reported                                  $  0.47 $  (0.01) $  0.46
  As Normalized                                  $  0.50 $  (0.01) $  0.49


                               AS REPORTED - SIX MONTHS 2009
                 ---------------------------------------------------------
                                                 Income
                                                  from
                                                 Contin-
                                                  uing
                        Adjusted Adjusted         Opera-             Net
               Revenue   EBITDAR  EBITDA Pre-tax  tions   Disc Ops  Income
               -------- -------- ------- ------- -------- -------  -------

As Reported -
 Six Months
 2009          $936,843 $121,673 $85,095 $37,989 $22,414 $ (2,075) $20,339

     Percent of
       Revenue              13.0%    9.1%    4.1%    2.4%    -0.2%     2.2%

Normalizing
 Adjustments:

 Prior periods'
  self-insurance
  costs               -    4,300   4,300   4,300   2,537      348    2,885
               -------- -------- ------- ------- ------- --------  -------

Normalized As
 Reported - Six
 Months 2009   $936,843 $125,973 $89,395 $42,289 $24,951 $ (1,727) $23,224
               ======== ======== ======= ======= ======= ========  =======
     Percent of
       Revenue              13.4%    9.5%    4.5%    2.7%    -0.2%     2.5%

Diluted EPS:
    As Reported                                  $  0.51 $  (0.05) $  0.46
  As Normalized                                  $  0.57 $  (0.04) $  0.53

See definitions of Adjusted EBITDA and Adjusted EBITDAR in the table
"Reconciliation of Net Income to Adjusted EBITDA and Adjusted EBITDAR."

Normalizing adjustments are transactions or adjustments not related to
ongoing operations and consist of Separation transaction costs and prior
periods' self-insurance costs.

Since normalizing adjustments are not measurements determined  in
accordance with U.S. generally accepted accounting principles and are thus
susceptible to varying calculations and interpretations, the information
presented herein may not be comparable to other similarly described
information of other companies.


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