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1 GENESISS HEALTHCARE SYSTEM Quarterly Financial Disclosure Statement As of and for the Three Months Ended March 31, 2016 PLEASE NOTE THAT THIS DOCUMENT INCLUDES MANAGEMENT S DISCUSSION AND ANALYSIS, AS WELL AS UNAUDITED FINANCIAL STATEMENTS. Direct questions regarding disclosure information to: Paul Masterson at org or Michael Norman att mnorman@genesishcs.org

2 Table of Contents Utilization and Other Operating Statistics 1 Sources of Patient Service Revenue 2 Officer s Certificate 3 Covenants 4 Unaudited Statement of Operations 5 Unaudited Balance Sheet 6 Management s Discussion and Analysis 7

3 Genesis HealthCare System Hospital Statistics For Period Ended March 31, 2016 Inpatient Statistics 13 Mo. Trend Current Month Actual Prior Year Variance Budget Variance Actual Prior Year Variance Budget Variance Discharges 1,276 1,307 (31) 1, ,604 3,676 (72) 3,633 (29) Medical/Surgical (46) ,650 2,748 (98) 2,700 (50) Hospice Maternity (22) (79) Pediatrics (14) (19) Psychiatric (11) Patient Days 5,373 5,542 (169) 4, ,257 15,715 (458) 14, Medical/Surgical 4,234 4,468 (234) 3, ,832 12,472 (640) 11, Hospice Maternity (35) ,177 (179) Pediatrics (27) (60) Psychiatric (13) 501 (4) 1,631 1,638 (7) 1, Average Length of Stay (Days) (0.03) (0.04) Medical/Surgical (0.03) (0.07) Hospice (1.10) 9.67 (2.81) (0.53) 9.64 (3.26) Maternity/Newborn Pediatrics (0.12) (0.18) Psychiatric (0.20) 3.80 (0.19) Inpatient Surgical Cases (70) 264 (25) (117) 775 (50) Inpatient Service Line Trends Year to Date Interventional Cardiology Medical Cardiology Gastro Pulmonary Ortho OB Other Key Operating Statistics 13 Mo. Trend Genesis HealthCare System Hospital Statistics For Period Ended March 31, 2016 Current Month Year to Date Actual Prior Year Variance Budget Variance Actual Prior Year Variance Budget Variance Adjusted Discharges 3,285 2, , ,084 8, ,144 (60) Observation Admissions ,741 1, , Outpatient Surgical Cases 993 1,085 (92) 1,390 (397) 3,049 3,134 (85) 4,080 (1,031) Cardiac Services (7) Catheterizations (11) (6) 540 (57) PCI (27) 199 (27) Electrophysiology Open Heart (2) (5) Emergency Care Visits 6,264 5, , ,545 15,808 1,737 17,765 (220) First Care Visits 3,903 3, , ,416 9, , Births (16) (77) Imaging Services (Outpatient Only) 3,598 3, , ,956 9, ,020 (64) CT Scan 2,967 2, , ,297 7, ,317 (20) MRI ,659 1, ,703 (44) Outpatient Registrations 39,903 35,800 4,103 36,263 3, ,397 97,981 8, ,449 (52) Case Mix Index Medicare Only Page 1 of 9

4 Genesis HealthCare System Sources of Patient Service Revenue Fiscal Years Ended December 31, As of March 31, Medicare 49.2% 49.5% 49.8% 48.0% Commercial 26.5% 24.9% 24.3% 25.5% Medicaid 17.0% 21.5% 22.9% 22.6% Self Pay 5.5% 2.3% 1.7% 1.4% Other 1.8% 1.8% 1.2% 2.4% Total 100% 100% 100% 100% Source: Hospital internal reports Page 2 of 9

5 Page 3 of 9

6 Exhibit A Genesis HealthCare System Obligated Group As of March 31, 2016 ($ in thousands) Days Cash on Hand (pursuant to section 5.04 of supplemental master indenture) Cash and Cash Equivalents $ 7,742 Assets Whose Use is Limited or Restricted 145,065 Total Cash and Investments 152,807 Less: Funds held by master trustee 20,459 Restricted funds/funds with liquidity > 12 months 9,180 Unrestricted Cash and Investments $ 123,168 Total Operating Expense $ 489,088 Less: Depreciation and Amortization 22,389 Total Operating Expense $ 466,699 Expense per Day 1,279 Fraction 0.26 Days Cash on Hand 96.3 Required Days Cash on Hand 45 Debt Service Coverage Ratio (pursuant to section 5.05 of master indenture) Excess of Revenue Over Expenses $ (17,239) Less: Unrealized gains (losses) on investments (12,962) Less: Realized gains (losses) on sale of capital assets (621) Plus: Depreciation and accelerated depreciation 23,273 Plus: Interest expenses 11,825 Net Income Available for Debt Service $ 31,442 Maximum Annual Debt Service* $ 18,019 Debt Service Coverage Ratio 1.74 Required Debt Service Coverage Ratio 1.10 Required Debt Service Coverage Ratio for LOC 1.30 Debt to Capitalization Ratio (pursuant to section of revolving credit agreement) (a) Long term Debt $ 297,671 (b) Unrestricted Net Assets 194,406 (c) Total of (a) and (b) $ 492,077 Debt to Capitalization Ratio [(a)/(c)] 60.5% Maximum Debt to Capitalization Ratio 70.0% Page 4 of 9

7 Genesis HealthCare System Unaudited Statement of Operations (Hospital, Consolidated, and Obligated Group) ($ in thousands) Revenue Hospital Consolidated Obligated Three months ended March 31, Three months ended March 31, Three months ended March 31, Actual Budget Actual Actual Budget Actual Actual Budget Actual Net patient service revenue $ 94,347 $ 89,156 84,786 $ 107,538 $ 102,951 97,214 $ 109,664 $ 104,908 $ 99,162 Less provision for bad debt (1,523) (862) (1,571) (2,315) (1,933) (2,498) (2,289) (1,808) (2,333) Net patient service revenue less provision for bad debts 92,824 88,294 83, , ,018 94, , ,100 96,829 Pharmacy sales and other 4,737 3,564 3,923 23,698 24,524 22,841 18,935 19,256 17,959 Total unrestricted revenue, gains, and other support 97,561 91,858 87, , , , , , ,788 Expenses Salaries and Wages 29,519 30,309 29,905 50,465 51,211 50,136 49,636 50,345 49,292 Employee benefit and payroll taxes 10,647 10,153 9,645 13,677 12,750 12,422 13,319 12,365 12,054 Operating supplies and expenses 18,190 15,892 16,319 18,716 16,704 16,811 18,614 16,548 16,665 Purchased services 8,214 8,076 7,948 10,357 10,367 9,947 10,174 10,074 9,773 Other 10,667 10,046 9,983 25,071 25,543 22,994 24,155 24,438 22,142 Depreciation 5,355 5,718 4,591 5,724 6,107 4,988 5,598 5,995 4,864 Interest expenses 3,681 3, ,684 3, ,684 3, Total Expenses 86,273 83,924 78, , , , , , ,392 Operating Income Before Accelerated Depreciation on Existing Hospital Facility 11,288 7,934 8,149 1,227 (873) (343) 1,130 (1,142) (604) Accelerated Depreciation Operating Income After Accelerated Depreciation on Existing Hospital Facility 11,288 7,934 7,245 1,227 (873) (1,247) 1,130 (1,142) (1,508) Other Income (Loss) Investment income 2, ,014 3,082 1,100 4,841 3,076 1,087 4,898 Unrealized gains (losses) on investments (48) (40) (23) (17) Unrealized gains (losses) on trading securities (1,873) (1,673) (3,806) (1,773) (3,806) (1,773) Total other income 1, ,341 (772) 1,100 3,028 (753) 1,087 3,108 Excess of Revenue Over Expenses $ 12,410 $ 8,911 9,586 $ 455 $ 227 1,781 $ 377 $ (55) $ 1,600 Page 5 of 9

8 Current Assets March 31, 2016 December 31, 2015 March 31, 2016 December 31, 2015 March 31, 2016 December 31, 2015 Cash and cash equivalents $ 3,903 $ 8,183 $ 9,041 $ 16,855 $ 7,742 $ 13,371 Accounts receivable 54,237 48,892 67,866 61,764 66,533 60,379 Pledge Receivable Estimated third party payor settlements 3,329 3,978 3,329 3,978 3,329 3,978 Inventory 5,681 5,567 10,058 9,791 10,058 9,791 Other assets 13,577 17,636 10,434 9,678 9,867 20,103 80,727 84, , ,802 98, ,359 Assets Limited as to Use 109, , , , , ,237 Property and Equipment Net 316, , , , , ,610 Beneficial Interest in Perpetual Trusts 12,912 12,912 12,912 12,912 Other Assets Pledge Receivable Long term investments 3,975 4,955 1, ,401 5,387 Other noncurrent assets 15,243 10,611 10,691 10,716 21,457 10,716 Total Assets $ 525,396 $ 531,322 $ 610,827 $ 620,103 $ 603,694 $ 612,022 Current Liabilities Current portion of long term debt 3,575 3,400 3,575 3,400 3,575 3,400 Accounts payable 12,417 19,500 19,524 25,910 18,568 25,661 Estimated third party payor settlements Accrued liabilities and other: Accrued compensation 14,912 11,940 22,532 20,825 22,152 20,397 Other accrued liabilities 2,433 6,391 1,809 7,044 2,453 6,409 33,337 41,231 47,440 57,179 46,748 55,868 Long term Debt Net of current portion 297, , , , , ,746 Fair Value of Interest Rate Swap Agreement Other Liabilities Pension and postretirement obligations 37,916 37,205 37,916 37,205 37,916 37,205 Deferred revenue 5,550 5,510 5,550 5,510 5,550 5,510 Accrued professional liability 1,333 1,294 6,437 6,901 1,333 1,294 Total Liabilities $ 375,807 $ 382,986 $ 395,014 $ 404,542 $ 389,218 $ 397,623 Net Assets Unrestricted: Assets Total current assets Liabilities and Net Assets Total current liabilities Genesis HealthCare System Unaudited Balance Sheet (Hospital, Consolidated, and Obligated Group) ($ in thousands) Hospital Consolidated Obligated Group Net assets 149, , , , , ,726 Noncontrolling interest 1,337 1,375 Temporarily restricted 3,729 4,333 3,729 4,333 Permanently restricted 16,341 16,340 16,341 16,340 Total Net Assets $ 149,589 $ 148,336 $ 215,813 $ 215,562 $ 214,476 $ 214,399 Total Liabilities and Net Assets $ 525,396 $ 531,322 $ 610,827 $ 620,103 $ 603,694 $ 612,022 Page 6 of 9

9 Management s Discussion and Analysis Period Ended March 31, 2016 Operating Results before Accelerated Depreciation. Gain from consolidated operations was $1.2 million in 2016 compared to a loss of $343 thousand in 2015, resulting in an operating margin of 1.0% and -0.3% in 2016 and 2015, respectively. The target consolidated operating margin for 2016 is -0.7%. Income from hospital operations was $11.3 million, an increase of $3.1 million from the prior year resulting in a hospital operating margin of 11.6% and 9.4% in 2016 and 2015, respectively. The target hospital operating margin for 2016 is 8.2%. We have been strategically focused on providing exceptional patient experience, improving access to care, and delivering quality services to our patient population. Genesis has implemented several goaldriven initiatives to achieve intentional, targeted improvements throughout the organization, doing so in a cost-effective manner through an emphasis on efficiency and productivity. In addition, Genesis has begun the process of becoming a Magnet Designated hospital. Through this designation, our patients will be more satisfied and experience will be improved. Achieving this will be another way we will demonstrate our commitment to world class patient experience and care. Genesis has also contracted with Professional Research Consultants (PRC) as a survey vendor and partner in patient experience. They will deliver invaluable resources to assist in providing excellence in all aspects of the care we deliver. Hospital departments are continuing to streamline their processes and improving productivity. In an effort to better align staffing with volumes, the hospital utilizes a productivity system to measure, report, and benchmark staffing productivity at a department level. Since inception, the hospital has been able to realize a decrease in paid FTEs of 146, or 6.2%. The physician companies 2016 loss was $10.8 million compared to $9.2 million in A physician network operational improvement plan has been developed and implemented. As part of the physician improvement plan, practice managers have been assigned to monitor and implement necessary changes in physician office operations according to practice-specific action plans. The action plans include proper alignment of compensation and physician productivity, revenue cycle improvements, and coding opportunities. In addition, practice operating counsels have been established to govern the physician network and focus on domestic network volume capture. At March 31, 2016, 188 physicians, mid-levels and locums (full time equivalents) were providing patient care, with an average projected investment per physician of $212 thousand. For the same period of 2015, 170 physicians, mid-levels and locums (full time equivalents) were providing patient care, with an average investment per physician of $213 thousand. (Note: Average projected investment per provider is calculated based on rolling 12 months of data.) Revenues. Total consolidated operating revenue for 2016 was $128.9 million and $117.6 million in 2015, an increase of 9.7% from prior year. Hospital net patient revenue was $92.8 million and $83.2 million in 2016 and 2015, an increase of $9.6 million from prior year. Volume. The following chart displays the volume variances between year-to-date March 31, 2015 and year-to-date March 31, Page 7 of 9

10 Key Inpatient Volumes Variance Orthopedics % Gastroenterology % Pulmonary % Medical Cardiology % Interventional Cardiology % Inpatient Discharges 3,676 3, % Other Key Volumes Variance Adjusted Discharges 8,433 9, % Electrophysiology % Radiation Oncology 25,949 34, % Chemotherapy 6,644 8, % Cardiovascular Diagnostics 6,267 7, % Emergency Care 15,808 17, % CT (Outpatient) 7,580 8, % First Care 9,672 10, % Interventional Radiology (Outpatient) % Trauma % MRI (Outpatient) 1,629 1, % Heart Catheterization % PCI Procedures % Operating Expenses. Total consolidated operating expenses increased by $9.8 million, or 8.3%, in Total hospital operating expenses increased by $7.3 million, or 9.2%, in Total hospital cost per adjusted discharge (CMI-adjusted) stayed consistent from 2015 to Salaries and Benefits. Consolidated salaries and benefits increased by $1.6 million, or 2.5%, over prior year. Hospital salaries and benefits increased by $616 thousand, or 1.6%, in Hospital Compensation Ratio, an indication of how much of net patient revenue is being consumed by staffing and benefits costs, was 45.5% in 2016 compared to 49.4% in Staff productivity improved in 2016 as Paid Hours per CMI adjusted discharges, a measure of the number of paid hours needed to generate a CMI-adjusted discharge, decreased from 91 in 2015 to 86 in Physician salaries and benefits increased by $688 thousand, or 3.6%, compared to prior year due to the increase in the number of employed physicians. Supply Costs. Consolidated supply costs increased by $1.9 million, or 11.3%, over prior year. $780 thousand of this variance is contributed to the additional 340b drug supplies being purchased (340b dispensing revenue has also increased by $962 thousand over prior year). Hospital supply costs increased by $1.9 million, or 11.5%, in Hospital supply cost per adjusted discharge (CMI-adjusted) was $1,357 at March 31, 2016, increasing by $27 over prior year. Balance Sheet and Key Performance Indicators. Cash and Investments. Consolidated cash at March 31, 2016 was $9.0 million, a decrease of $7.8 million from December 31, Investments as of March 31, 2016 were $161.8 million, a decrease of Page 8 of 9

11 $7.3 million from December 31, As of March 31, 2016, bond proceeds held by the trustee were $20.5 million. Consolidated days cash on hand decreased to 98.2 days at March 31, 2016, compared to days at December 31, Days cash on hand for the Obligated Group at March 31, 2016 was 96.3 days. As of March 31, 2016, cash required to sustain daily, consolidated operations was $1.3 million. Accounts Receivable. Consolidated net accounts receivable at March 31, 2016, was $67.9 million compared to $61.8 million at December 31, Hospital net patient accounts receivable at March 31, 2016, was $54.2 million and $48.9 million at year-end Days in hospital patient accounts receivable were 56.9 days at March 31, 2016, compared to 52.6 days at December 31, 2015 (net patient revenue is reduced by bad debt expense). As part of a strategic plan to increase internal collections (not utilizing a collection agency), we have increased the length of time that self-pay balances stay in patient accounts receivable. Long-term Debt. Total consolidated long-term debt at March 31, 2016, and December 31, 2015, was $297.7 million. In May 2013, $295 million of Hospital Facilities Revenue Bonds, Series 2014 were issued to fund facility project and refinance existing debt. The total outstanding on the line of credit at March 31, 2016, was $10 million. Capital Campaign. The Your Hospital. Your Health. capital campaign was launched by the Genesis Foundation in late 2012 with a target to raise $15 million in philanthropic support toward the cost of the Project. Through the collective generosity of employees, physicians, the Board of Directors, and the community, the campaign has exceeded its $15 million goal. The contributions will be applied toward the Project cost. Affiliations. Effective June 15, 2012, the System entered into a five-year management agreement to provide certain administration and executive oversight of day-to-day operations of Coshocton County Memorial Hospital ( CCMH ). The management fee is structured to be a direct reimbursement of costs related to the management services including reimbursement of executive and other leadership, consulting services, and other direct costs provided on behalf of CCMH. Certain provisions of the management agreement have been suspended during 2015, including but not limited to the provision of executive leadership. In conjunction with the management agreement, the System provided a $5.0 million line of credit with commercially reasonable terms. The term of the line is tied to the continuation of the management agreement. As of March 31, 2016, $4.0 million has been drawn on the line of credit. CCMH has experienced significant financial losses which have substantially impaired its financial position, including a significant decline in liquidity. The System has determined that the ultimate collection of these amounts is uncertain. As a result, a reserve for the amounts due to the System as of March 31, 2016 ($8,151,000) has been recorded, as well as a corresponding charge to other income (loss) was recorded in 2014 and 2015 Consolidated Statement of Operations. CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS IN THIS MANAGEMENT S DISCUSSION AND ANALYSIS Certain statements included or incorporated by reference in this Management s Discussion and Analysis constitutes forwardlooking statements. Such statements are generally identifiable by the terminology used such as plan, expect, estimate, budget, or similar words. The achievement of certain results or other expectations contained in such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements described to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The obligated group does not plan to issue any updates or revisions to those forward-looking statements if or when changes to its expectations, or events, conditions or circumstances on which such statements are based, occur. Page 9 of 9

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