SC 13G

fact that each of Onex and Mr. Schwartz has a pecuniary interest in less than 100% of the shares beneficially owned by Skilled Executive Investco.

All of the shares beneficially owned by Onex Skilled Holdings Limited are reported as beneficially owned by each of Onex and Mr. Schwartz, notwithstanding the fact that each of Onex and Mr. Schwartz has a pecuniary interest in less than 100% of the shares beneficially owned by Onex Skilled Holdings Limited.

Mr. Schwartz, the Chairman, President and Chief Executive Officer of Onex, owns shares representing a majority of the voting rights of the shares of Onex and may be deemed to beneficially own all shares beneficially owned by Onex. The indirect interests of Onex are described in footnote (1). Mr. Schwartz disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.

0000950123-08-001662.txt : 20080214 0000950123-08-001662.hdr.sgml : 20080214 20080214134717 ACCESSION NUMBER: 0000950123-08-001662 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 GROUP MEMBERS: GERALD W. SCHWARTZ GROUP MEMBERS: ONEX PARTNERS LP GROUP MEMBERS: ONEX SKILLED HOLDINGS LIMITED GROUP MEMBERS: ONEX US PRINCIPALS LP GROUP MEMBERS: SKILLED EXECUTIVE INVESTCO LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Skilled Healthcare Group, Inc. CENTRAL INDEX KEY: 0001351051 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-82895 FILM NUMBER: 08612605 BUSINESS ADDRESS: STREET 1: 27442 PORTOLA SUITE 200 CITY: FOOTHILL RANCH STATE: CA ZIP: 92610 BUSINESS PHONE: 949-282-5200 MAIL ADDRESS: STREET 1: 27442 PORTOLA SUITE 200 CITY: FOOTHILL RANCH STATE: CA ZIP: 92610 FORMER COMPANY: FORMER CONFORMED NAME: SHG Holding Solutions Inc DATE OF NAME CHANGE: 20060126 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ONEX CORP CENTRAL INDEX KEY: 0000937226 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 MAIL ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 FORMER COMPANY: FORMER CONFORMED NAME: ONEX CORP ET AL DATE OF NAME CHANGE: 19950209 SC 13G 1 y48698sc13g.htm SC 13G SC 13G


Cusip No. 83066R107		Page 1 of 3 Pages

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

SKILLED HEALTHCARE GROUP, INC.

(Name of Issuer)

Class A Common Stock, par value $0.001 per share

(Title of Class of Securities)

83066R107

(CUSIP Number)

N/A

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

		o Rule 13d-1(b)
		o Rule 13d-1(c)
		þ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No.		83066R107	13G	Page		2		of		17


1	NAMES OF REPORTING PERSONS S.S. or I.R.S. Identification Nos. of Above Persons (Entities Only) Onex Corporation


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) þ
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Ontario, Canada

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY OWNED BY			14,750,623 shares of Class A Common Stock (the “Class A Common Stock”) issuable on conversion of Class B Common Stock of the Issuer (the “Class B Common Stock”).

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		8	SHARED DISPOSITIVE POWER

			14,750,623 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	14,750,623 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	43.39% of the Issuer’s shares of Class A Common Stock, assuming exchange of only the Reporting Person’s Class B Common Stock into Class A Common Stock (assuming 19,243,961 shares of Class A Common Stock outstanding on November 9, 2007).

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	CO


CUSIP No.		83066R107	13G	Page		3		of		17


1	NAMES OF REPORTING PERSONS S.S. or I.R.S. Identification Nos. of Above Persons (Entities Only) Onex Partners LP


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) þ
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			11,293,552 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		8	SHARED DISPOSITIVE POWER

			11,293,552 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	11,293,552 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	36.98% of the Issuer’s shares of Class A Common Stock, assuming exchange of only the Reporting Person’s Class B Common Stock into Class A Common Stock (assuming 19,243,961 shares of Class A Common Stock outstanding on November 9, 2007

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	PN


CUSIP No.		83066R107	13G	Page		4		of		17


1	NAMES OF REPORTING PERSONS S.S. or I.R.S. Identification Nos. of Above Persons (Entities Only) Onex US Principals LP


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) þ
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			68,820 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		8	SHARED DISPOSITIVE POWER

			68,820 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	68,820 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	0.36% of the Issuer’s shares of Class A Common Stock, assuming exchange of only the Reporting Person’s Class B Common Stock into Class A Common Stock (assuming 19,243,961 shares of Class A Common Stock outstanding on November 9, 2007).

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	PN


CUSIP No.		83066R107	13G	Page		5		of		17


1	NAMES OF REPORTING PERSONS S.S. or I.R.S. Identification Nos. of Above Persons (Entities Only) Skilled Executive Investco LLC


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) þ
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			196,715 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		8	SHARED DISPOSITIVE POWER

			196,715 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	196,715 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	1.01% of the Issuer’s shares of Class A Common Stock, assuming exchange of only the Reporting Person’s Class B Common Stock into Class A Common Stock (assuming 19,243,961 shares of Class A Common Stock outstanding on November 9, 2007).

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO


CUSIP No.		83066R107	13G	Page		6		of		17


1	NAMES OF REPORTING PERSONS S.S. or I.R.S. Identification Nos. of Above Persons (Entities Only) Onex Skilled Holdings Limited


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) þ
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Gibraltar

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			3,191,536 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		8	SHARED DISPOSITIVE POWER

			3,191,536 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	3,191,536 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	14.23% of the Issuer’s shares of Class A Common Stock, assuming exchange of only the Reporting Person’s Class B Common Stock into Class A Common Stock (assuming 19,243,961 shares of Class A Common Stock outstanding on November 9, 2007)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO


CUSIP No.		83066R107	13G	Page		7		of		17


1	NAMES OF REPORTING PERSONS S.S. or I.R.S. Identification Nos. of Above Persons (Entities Only) Gerald W. Schwartz


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) þ
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Canada

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			14,750,623 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		8	SHARED DISPOSITIVE POWER

			14,750,623 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	14,750,623 shares of Class A Common Stock issuable on conversion of Class B Common Stock.

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	43.39% of the Issuer’s shares of Class A Common Stock, assuming exchange of only the Reporting Person’s Class B Common Stock into Class A Common Stock (assuming 19,243,961 shares of Class A Common Stock outstanding on November 9, 2007).

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IN


CUSIP No.		83066R107	13G	Page		8		of		17


Item 1(a)		Name of Issuer:

		Skilled Healthcare Group, Inc.

Item 1(b)		Address of Issuer’s Principal Executive Offices:

		27442 Portola Parkway, Suite 200
		Foothill Ranch, CA 92610

Item 2(a)		Name of Persons Filing:

		Onex Corporation
		Onex Partners LP
		Onex US Principals LP
		Skilled Executive Investco LLC
		Onex Skilled Holdings Limited
		Gerald W. Schwartz

		Onex Corporation, Onex Partners LP, Onex US Principals LP, Skilled Executive Investco LLC, Onex Skilled Holdings Limited and Mr. Schwartz are filing the statement jointly, pursuant to the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. See Exhibit 2 for their Joint Filing Agreement.

Item 2(b)		Address of Principal Business Office or, if none, Residence:

		The address for the principal business office of each of Onex Corporation and Gerald W. Schwartz is:

		161 Bay Street P.O. Box 700
		Toronto, Ontario, Canada M5J 2S1

		The address for the principal business office of each of Onex Partners LP and Skilled Executive Investco LLC is:

		c/o Onex Investment Corporation
		712 Fifth Avenue
		New York, New York 10019

		The address for the principal business office of each of Onex US Principals LP and Onex Skilled Holdings Limited is:

		421 Leader Street
		Marion, Ohio 43302


CUSIP No.		83066R107	13G	Page		9		of		17


Item 2(c)		Citizenship:

		Onex Partners LP and Onex US Principals LP are Delaware limited partnerships. Onex Corporation is an Ontario, Canada corporation. Onex Skilled Holdings Limited is a limited company formed in Gibraltar. Gerald W. Schwartz is a citizen of Canada.

Item 2(d)		Title of Class of Securities:

		Class A Common Stock, par value $0.001 per share.

Item 2(e)		CUSIP No.:

		83066R107

Item 3		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

		This statement is not filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c).

Item 4		Ownership:


(a) Amount beneficially owned:

Onex Corporation		14,750,623 (1)
Onex Partners LP		11,293,552 (2)
Onex US Principals LP		68,820 (3)
Skilled Executive Investco LLC		196,715 (4)
Onex Skilled Holdings Limited		3,191,536 (5)
Gerald W. Schwartz		14,750,623 (6)



(1)		Onex Corporation (“Onex”) may be deemed to own beneficially the shares of class A common stock beneficially owned by (a) Onex Partners LP, through Onex’s ownership of all of the common stock of Onex Partners GP, Inc., the general partner of Onex Partners GP LP, the general partner of Onex Partners LP and (b) Onex US Principals LP (“Onex Principals LP”) through Onex’s ownership of all of the equity of Onex American Holdings GP LLC, the general partner of Onex Principals LP. Onex disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.

(2)		All of the shares beneficially owned by Onex Partners LP are reported as beneficially owned by each of Onex and Mr. Schwartz, notwithstanding the fact that each of Onex and Mr. Schwartz has a pecuniary interest in less than 100% of the shares beneficially owned by Onex Partners LP.

(3)		All of the shares beneficially owned by Onex Principals LP are reported as beneficially owned by each of Onex and Mr. Schwartz, notwithstanding the fact that each of Onex and Mr. Schwartz has a pecuniary interest in less than 100% of the shares beneficially owned by Onex Principals LP.

(4)		All of the shares beneficially owned by Skilled Executive Investco are reported as beneficially owned by each of Onex and Mr. Schwartz, notwithstanding the


CUSIP No.		83066R107	13G	Page		10		of		17

(b) Percent of class (based on 19,243,961 shares of Class A Common Stock outstanding as of November 9, 2007, as reported in the Issuer’s Quarterly Report on Form 10-Q for the three months ended September 30, 2007 filed with the Securities and Exchange Commission on November 9, 2007):


	Onex Corporation	43.39	%
	Onex Partners LP	36.98	%
	Onex US Principals LP	0.36	%
	Skilled Executive Investco LLC	1.01	%
	Onex Skilled Holdings Limited	14.23	%
	Gerald W. Schwartz	43.39	%

(c)	Number of shares as to which the person has:

	(i) Sole power to vote or to direct the vote:
	Onex Corporation	0
	Onex Partners LP	0
	Onex US Principals LP	0
	Skilled Executive Investco LLC	0
	Onex Skilled Holdings Limited	0
	Gerald W. Schwartz	0
	(ii) Shared power to vote or to direct the vote:
	Onex Corporation	14,750,623
	Onex Partners LP	11,293,552
	Onex US Principals LP	68,820
	Skilled Executive Investco LLC	196,715
	Onex Skilled Holdings Limited	3,191,536


CUSIP No.		83066R107	13G	Page		11		of		17


Gerald W. Schwartz			14,750,623
(iii) Sole power to dispose or to direct the disposition of:
Onex Corporation			0
Onex Partners LP			0
Onex US Principals LP			0
Skilled Executive Investco LLC			0
Onex Skilled Holdings Limited			0
Gerald W. Schwartz			0
(iv) Shared power to dispose or to direct the disposition of:
Onex Corporation			14,750,623
Onex Partners LP			11,293,552
Onex US Principals LP			68,820
Skilled Executive Investco LLC			196,715
Onex Skilled Holdings Limited			3,191,536
Gerald W. Schwartz			14,750,623


Item 5		Ownership of Five Percent or Less of a Class:

		Not applicable.

Item 6		Ownership of More than Five Percent on Behalf of another Person:

		Not applicable.

Item 7		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

		Not applicable.

Item 8		Identification and classification of Members of the Group:

		See Exhibit 1.

Item 9		Notice of Dissolution of Group:

		Not applicable.

Item 10		Certification:

		Not applicable.


CUSIP No.		83066R107	13G	Page		12		of		17

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 14, 2008


ONEX CORPORATION
By:	/s/ Christopher A. Govan
	Name	Christopher A. Govan
	Title:	Managing Director


By:	/s/ Donald W. Lewtas
	Name:	Donald W. Lewtas
	Title:	Chief Financial Officer


ONEX PARTNERS LP

By: Onex Partners GP LP, its General Partner
By: Onex Partners Manager LP, its Agent
By: Onex Partners Manager GP ULC, its General Partner

By:	/s/ Robert M. Le Blanc

	Name:	Robert M. Le Blanc
	Title:	Managing Director

By:	/s/ Anthony Munk

	Name:	Anthony Munk
	Title:	Managing Director

ONEX US PRINCIPALS LP
By: Onex American Holdings GP LLC, its General Partner

By:	/s/ Robert M. Le Blanc

	Name:	Robert M. Le Blanc
	Title:	Director

By:	/s/ Anthony Munk

	Name: Title:	Anthony Munk Director


CUSIP No.		83066R107	13G	Page		13		of		17


SKILLED EXECUTIVE INVESTCO LLC
By:	/s/ Robert M. Le Blanc
	Name:	Robert M. Le Blanc
	Title:	Director


By:	/s/ Anthony Munk
	Name:	Anthony Munk
	Title:	Director

ONEX SKILLED HOLDINGS LIMITED
By:	/s/ Robert M. Le Blanc
	Name:	Robert M. Le Blanc
	Title:	Director


By:	/s/ Anthony Munk
	Name:	Anthony Munk
	Title:	Director


		/s/ Donald Lewtas

		Gerald W. Schwartz, by Donald Lewtas, attorney-in-fact


CUSIP No.		83066R107	13G	Page		14		of		17

INDEX TO EXHIBITS

Exhibit


		Page No. in Sequential
		Numbering System

1.	Group Members Identification.

2.	Joint Filing Agreement, dated February 14, 2008 among Onex Corporation, Onex Partners LP, Onex US Principals LP, Skilled Executive Investco LLP, Onex Skilled Holdings Limited and Gerald W. Schwartz.

3.	Power of Attorney incorporated by reference to the Amendment to Form 4 to Dura Automotive Systems, Inc. filed with the Securities and Exchange Commission by Gerald W. Schwartz on September 10, 1996.

EX-99.1 2 y48698exv99w1.htm EX-99.1: GROUP MEMBERS IDENTIFICATION EX-99.1


CUSIP No.		83066R107	13G	Page		15		of		17

Exhibit 1

GROUP MEMBERS

Onex Corporation
Onex Partners LP
Onex US Principals LP
Skilled Executive Investco LLC
Onex Skilled Holdings Limited
Gerald W. Schwartz

EX-99.2 3 y48698exv99w2.htm EX-99.2: JOINT FILING AGREEMENT EX-99.2


CUSIP No.		83066R107	13G	Page		16		of		17

Exhibit 2

AGREEMENT
JOINT FILING OF SCHEDULE 13G

The undersigned hereby agree to file jointly the Statement on Schedule 13G (the “Statement”) relating to the Class A Common Stock, par value $0.001 per share of Skilled Healthcare Group, Inc. and any further amendments thereto which may be deemed necessary pursuant to Regulation 13D or G promulgated under Section 13 of the Securities Exchange Act of 1934, as amended.

It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to the Statement, filed on behalf of each of the parties hereto.

This Agreement may be executed in multiple counterparts, each of which shall constitute an original, one and the same instrument.

IN WITNESS WHEREOF, each of the undersigned has executed this Agreement as of February 14, 2008.


ONEX CORPORATION
By:	/s/ Christopher A. Govan
	Name	Christopher A. Govan
	Title:	Managing Director


By:	/s/ Donald W. Lewtas
	Name:	Donald W. Lewtas
	Title:	Chief Financial Officer


		ONEX PARTNERS LP
		By: Onex Partners GP LP, its General Partner
		By: Onex Partners Manager LP, its Agent
		By: Onex Partners Manager GP ULC, its General Partner



By:	/s/ Robert M. Le Blanc
	Name:	Robert M. Le Blanc
	Title:	Managing Director



By:	/s/ Anthony Munk
	Name:	Anthony Munk
	Title:	Managing Director


CUSIP No.		83066R107	13G	Page		17		of		17


		ONEX US PRINCIPALS LP
		By: Onex American Holdings GP LLC, its General Partner



By:	/s/ Robert M. Le Blanc
	Name:	Robert M. Le Blanc
	Title:	Director


By:	/s/ Anthony Munk
	Name:	Anthony Munk
	Title:	Director


SKILLED EXECUTIVE INVESTCO LLC
By:	/s/ Robert M. Le Blanc
	Name:	Robert M. Le Blanc
	Title:	Director


By:	/s/ Anthony Munk
	Name:	Anthony Munk
	Title:	Director


ONEX SKILLED HOLDINGS LIMITED
By:	/s/ Robert M. Le Blanc
	Name:	Robert M. Le Blanc
	Title:	Director


By:	/s/ Anthony Munk
	Name:	Anthony Munk
	Title:	Director



	/s/ Donald Lewtas
	Gerald W. Schwartz, by Donald Lewtas, attorney-in-fact