Franciscan Care Center Acquisition Overview April 24, 2014

Genesis HealthCare  Genesis operates over 400 skilled nursing and assisted living facilities in 28 states from coast to coast.  Genesis Rehabilitation Services (“GRS”) serves nearly 1,500 providers in 46 states plus the District of Columbia.  Focused on higher acuity & medically complex patients.  A team of approx. 80,000 employees. Genesis HealthCare is the nation’s largest long- term care provider.

Over 90% of patients are admitted after an acute medical hospitalization. We are seeing patients younger than 65 years old. 60% of patients return home or to the community within 24 days*. We are seeing an increasing number of short-stay patients with decreasing lengths of stay. Patients require complex medical care previously provided only in a hospital. Greater number of patients require rehab therapy. The Changing Face of Long-Term Care * Based upon Genesis legacy facilities and does not incorporate Sun Healthcare.

Genesis to acquire the operations of Franciscan Care Center through a wholly owned subsidiary: 100 St. Claire Drive Operations LLC Financing: Health Care REIT Strategic focus: Higher acuity skilled nursing services including short stay rehabilitation, wound care, IV therapy, etc. Renovation plans: Cosmetic upgrade of entire center Acquisition Overview

Health Resources Mgmt Plan Balance of access, cost and quality Facilitate a network of providers Discharge to community rates – >60% Reduced hospital readmissions - <11% Medical indigency History of service to Medicaid residents in both SNF and ALF settings – in excess of 50% in every Genesis facility in the state. No change budgeted in Medicaid rates at Franciscan Care Center, other than the inclusion of the new Delaware provider tax Coordination of health delivery Care Line External Care Coordinators Depth of experience with other providers in the market

Health Resources Mgmt Plan Shared resources Internal – regional and corporate support Industry wide - strong relationships with acute care, tertiary care and community based services Effective and efficient health delivery Collaborative focus Savings in overhead, buying power Sensitivity to cost and quality Existing center – acquisition does not promote over utilization Regional and corporate resources Preventative care Focus on preventive care, quality of life, discharge to the community

CPR Review Criteria Need/Alternatives Existing center No change in capacity or service Genesis selected for its experience and history as a Delaware provider Continuity - Genesis already provides clinical management and rehab services

CPR Review Criteria Relationship to the health care delivery system: Churchman Village* 101 Bed SNF Newark Heritage at Dover 80 Bed ALF Dover Heritage at Milford 80 Bed ALF Milford Hillside Center 106 Bed SNF Wilmington Milford Center 136 Bed SNF Milford Seaford Center 124 Bed SNF/19 Bed ALF Seaford Silver Lake Center 120 Bed SNF Dover Lofland Park 110 Bed SNFSeaford Genesis Rehabilitation Services Genesis Respiratory Health Services Genesis Employees in Delaware: 1,373 employees * Managed center

CPR Review Criteria Access to Resources Longevity of mgmt team Regional and corporate support Clinical approach for SFF graduation Access to capital Financing in place with Health Care REIT No change in rates