Supplemental Guarantor and Non-Guarantor Financial Information

Gentiva’s guarantor subsidiaries are guarantors to the Company’s debt securities which are registered under the Securities Act of 1933, as amended. The condensed consolidating financial statements presented below are provided pursuant to Rule 3-10 of Regulation S-X. Separate financial statements of each subsidiary guaranteeing Gentiva’s debt securities are not presented because the guarantor subsidiaries are jointly and severally, fully and unconditionally liable under the guarantees, and 100 percent owned by the Company. There are no restrictions on the ability to obtain funds from these subsidiaries by dividends or other means.

The following condensed consolidating financial statements include the balance sheets as of September 30, 2013 and December 31, 2012, statements of comprehensive income for the three months and nine months ended September 30, 2013 and 2012 and statements of cash flows for the nine months ended September 30, 2013 and 2012 of (i) Gentiva Health Services, Inc. and (ii) its guarantor subsidiaries (in each case, reflecting investments in its consolidated subsidiaries under the equity method of accounting) and its non-guarantor subsidiaries along with eliminations necessary to arrive at the information for the Company on a consolidated basis.

Condensed Consolidating Balance Sheet

September 30, 2013

(In thousands)



	Gentiva Health Services, Inc.		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated Total
ASSETS
Current assets:
Cash and cash equivalents	$	142,345	$	—	$	40,949	$	—		$	183,294
Receivables, net	—		237,240		24,741		(19,523		)	242,458
Deferred tax assets, net	—		6,069		2,407		—			8,476
Prepaid expenses and other current assets	—		34,330		10,497		—			44,827
Total current assets	142,345		277,639		78,594		(19,523		)	479,055
Notes receivable from CareCentrix	—		28,471		—		—			28,471
Fixed assets, net	—		40,858		567		—			41,425
Intangible assets, net	—		190,635		2,600		—			193,235
Goodwill	—		432,372		6,064		—			438,436
Investment in subsidiaries	811,716		28,234		—		(839,950		)	—
Other assets	—		71,441		5		—			71,446
Total assets	$	954,061	$	1,069,650	$	87,830	$	(859,473	)	$	1,252,068
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt	$	18,750	$	—	$	—	$	—		$	18,750
Accounts payable	—		11,451		523		—			11,974
Other current liabilities	—		172,899		56,072		(19,523		)	209,448
Total current liabilities	18,750		184,350		56,595		(19,523		)	240,172
Long-term debt	891,432		—		—		—			891,432
Deferred tax liabilities, net	—		31,734		—		—			31,734
Other liabilities	—		41,850		1		—			41,851
Total Gentiva shareholders’ equity	43,879		811,716		28,234		(839,950		)	43,879
Noncontrolling interests	—		—		3,000		—			3,000
Total equity	43,879		811,716		31,234		(839,950		)	46,879
Total liabilities and equity	$	954,061	$	1,069,650	$	87,830	$	(859,473	)	$	1,252,068

Condensed Consolidating Balance Sheet

December 31, 2012

(In thousands)



	Gentiva Health Services, Inc.		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated Total
ASSETS
Current assets:
Cash and cash equivalents	$	166,140	$	—	$	40,912	$	—		$	207,052
Receivables, net	—		245,191		19,744		(13,855		)	251,080
Deferred tax assets, net	—		10,280		1,983		—			12,263
Prepaid expenses and other current assets	—		36,899		8,733		—			45,632
Total current assets	166,140		292,370		71,372		(13,855		)	516,027
Notes receivable from CareCentrix	—		28,471		—		—			28,471
Fixed assets, net	—		41,066		348		—			41,414
Intangible assets, net	—		193,513		100		—			193,613
Goodwill	—		650,300		6,064		—			656,364
Investment in subsidiaries	1,002,204		27,210		—		(1,029,414		)	—
Other assets	—		75,039		6		—			75,045
Total assets	$	1,168,344	$	1,307,969	$	77,890	$	(1,043,269	)	$	1,510,934
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt	$	25,000	$	—	$	—	$	—		$	25,000
Accounts payable	—		27,300		—		(13,855		)	13,445
Other current liabilities	—		202,321		49,133		—			251,454
Total current liabilities	25,000		229,621		49,133		(13,855		)	289,899
Long-term debt	910,182		—		—		—			910,182
Deferred tax liabilities, net	—		42,165		—		—			42,165
Other liabilities	—		33,979		9		—			33,988
Total Gentiva shareholders’ equity	233,162		1,002,204		27,210		(1,029,414		)	233,162
Noncontrolling interests	—		—		1,538		—			1,538
Total equity	233,162		1,002,204		28,748		(1,029,414		)	234,700
Total liabilities and equity	$	1,168,344	$	1,307,969	$	77,890	$	(1,043,269	)	$	1,510,934

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended September 30, 2013

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenues	$	—		$	398,047		$	16,429		$	(3,984	)	$	410,492
Cost of services sold	—			212,543			11,919			(3,984		)	220,478
Gross profit	—			185,504			4,510			—			190,014
Selling, general and administrative expenses	—			(155,861		)	(4,959		)	—			(160,820		)
Interest (expense) and other, net	(22,355		)	—			13			—			(22,342		)
Equity in earnings of subsidiaries	16,144			(459		)	—			(15,685		)	—
(Loss) income before income taxes	(6,211		)	29,184			(436		)	(15,685		)	6,852
Income tax benefit (expense)	9,931			(13,040		)	65			—			(3,044		)
Net income	3,720			16,144			(371		)	(15,685		)	3,808
Noncontrolling interests	—			—			(88		)	—			(88		)
Net income attributable to Gentiva shareholders	$	3,720		$	16,144		$	(459	)	$	(15,685	)	$	3,720
Comprehensive income	$	3,720		$	16,144		$	(371	)	$	(15,685	)	$	3,808

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended September 30, 2012

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenues	$	—		$	412,963		$	14,186		$	(2,705	)	$	424,444
Cost of services sold	—			217,767			8,827			(2,705		)	223,889
Gross profit	—			195,196			5,359			—			200,555
Selling, general and administrative expenses	—			(156,771		)	(4,436		)	—			(161,207		)
Goodwill, intangibles and other long-lived asset impairment	—			(19,132		)	—			—			(19,132		)
Interest (expense) and other, net	(22,917		)	—			23			—			(22,894		)
Equity in earnings of subsidiaries	12,563			243			—			(12,806		)	—
(Loss) income before income taxes and equity in net earnings of CareCentrix	(10,354		)	19,536			946			(12,806		)	(2,678		)
Income tax benefit (expense)	9,831			(7,979		)	(555		)	—			1,297
Equity in net earnings of CareCentrix	—			1,006			—			—			1,006
Net (loss) income	(523		)	12,563			391			(12,806		)	(375		)
Noncontrolling interests	—			—			(148		)	—			(148		)
Net (loss) income attributable to Gentiva shareholders	$	(523	)	$	12,563		$	243		$	(12,806	)	$	(523	)
Comprehensive (loss) income	$	(523	)	$	12,563		$	391		$	(12,806	)	$	(375	)

Condensed Consolidating Statement of Comprehensive Income

For the Nine Months Ended September 30, 2013

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenues	$	—		$	1,203,258		$	48,498		$	(11,249	)	$	1,240,507
Cost of services sold	—			638,418			33,829			(11,249		)	660,998
Gross profit	—			564,840			14,669			—			579,509
Selling, general and administrative expenses	—			(468,270		)	(14,364		)	—			(482,634		)
Goodwill and other long-lived asset impairment	—			(224,320		)	—			—			(224,320		)
Interest (expense) and other, net	(66,829		)	—			46			—			(66,783		)
Equity in earnings of subsidiaries	(156,813		)	(7		)	—			156,820			—
(Loss) income before income taxes	(223,642		)	(127,757		)	351			156,820			(194,228		)
Income tax benefit (expense)	26,532			(29,056		)	67			—			(2,457		)
Net (loss) income	(197,110		)	(156,813		)	418			156,820			(196,685		)
Noncontrolling interests	—			—			(425		)	—			(425		)
Net (loss) income attributable to Gentiva shareholders	$	(197,110	)	$	(156,813	)	$	(7	)	$	156,820		$	(197,110	)
Comprehensive (loss) income	$	(197,110	)	$	(156,813	)	$	418		$	156,820		$	(196,685	)

Condensed Consolidating Statement of Comprehensive Income

For the Nine Months Ended September 30, 2012

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenues	$	—		$	1,253,781		$	42,429		$	(8,423	)	$	1,287,787
Cost of services sold	—			661,151			26,759			(8,423		)	679,487
Gross profit	—			592,630			15,670			—			608,300
Selling, general and administrative expenses	—			(486,285		)	(12,557		)	—			(498,842		)
Goodwill, intangibles and other long-lived asset impairment	—			(19,132		)	—			—			(19,132		)
Gain on sale of businesses	—			5,449			(2		)	—			5,447
Interest (expense) and other, net	(67,138		)	—			87			—			(67,051		)
Equity in earnings of subsidiaries	50,166			1,260			—			(51,426		)	—
(Loss) income before income taxes and equity in net earnings of CareCentrix	(16,972		)	93,922			3,198			(51,426		)	28,722
Income tax benefit (expense)	35,198			(44,762		)	(1,314		)	—			(10,878		)
Equity in net earnings of CareCentrix	—			1,006			—			—			1,006
Net income	18,226			50,166			1,884			(51,426		)	18,850
Noncontrolling interests	—			—			(624		)	—			(624		)
Net income attributable to Gentiva shareholders	$	18,226		$	50,166		$	1,260		$	(51,426	)	$	18,226
Comprehensive income	$	18,226		$	50,166		$	1,884		$	(51,426	)	$	18,850

Condensed Consolidating Statement of Cash Flows

For the Nine Months Ended September 30, 2013

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
OPERATING ACTIVITIES:
Net cash (used in) provided by operating activities	$	(24,718	)	$	41,545		$	3,038		$	(1,296	)	$	18,569
INVESTING ACTIVITIES:
Purchase of fixed assets	—			(13,872		)	(342		)	—			(14,214		)
Proceeds from sale of businesses	—			508			—			—			508
Acquisition of businesses	—			(4,538		)	(2,500		)	2,400			(4,638		)
Net cash (used in) provided by investing activities	—			(17,902		)	(2,842		)	2,400			(18,344		)
FINANCING ACTIVITIES:
Proceeds from issuance of common stock	2,459			—			—			—			2,459
Windfall tax benefits associated with equity-based compensation	92			—			—			—			92
Payment of contingent consideration accrued at acquisition date	—			(1,675		)	—			—			(1,675		)
Intercompany dividend	2,300			—			(2,300		)	—			—
Repayment of long-term debt	(25,000		)	—			—			—			(25,000		)
Debt issuance costs	(449		)	—			—			—			(449		)
Minority interest capital contribution	—			—			1,600			—			1,600
Majority interest capital contribution	—			—			2,400			(2,400		)	—
Distribution to minority interests	—			—			(563		)	—			(563		)
Distribution to majority interests	—			—			(1,296		)	1,296			—
Other	(416		)	(31		)	—			—			(447		)
Net payments related to intercompany financing	21,937			(21,937		)	—			—			—
Net cash provided by (used in) financing activities	923			(23,643		)	(159		)	(1,104		)	(23,983		)
Net change in cash and cash equivalents	(23,795		)	—			37			—			(23,758		)
Cash and cash equivalents at beginning of period	166,140			—			40,912			—			207,052
Cash and cash equivalents at end of period	$	142,345		$	—		$	40,949		$	—		$	183,294

Condensed Consolidating Statement of Cash Flows

For the Nine Months Ended September 30, 2012

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated Total
OPERATING ACTIVITIES:
Net cash provided by operating activities	$	3,710		$	66,138		$	4,793		$	—	$	74,641
INVESTING ACTIVITIES:
Purchase of fixed assets	—			(9,188		)	(47		)	—		(9,235		)
Proceeds from sale of businesses	—			5,720			—			—		5,720
Acquisition of businesses	—			(22,520		)	—			—		(22,520		)
Net cash used in investing activities	—			(25,988		)	(47		)	—		(26,035		)
FINANCING ACTIVITIES:
Proceeds from issuance of common stock	2,421			—			—			—		2,421
Repayment of long-term debt	(50,000		)	—			—			—		(50,000		)
Debt issuance costs	(4,125		)	—			—			—		(4,125		)
Repurchase of common stock	(4,974		)	—			—			—		(4,974		)
Distribution to minority interests	—			—			(685		)	—		(685		)
Other	3,395			(28		)	(3,473		)	—		(106		)
Net payments related to intercompany financing	40,122			(40,122		)	—			—		—
Net cash used in financing activities	(13,161		)	(40,150		)	(4,158		)	—		(57,469		)
Net change in cash and cash equivalents	(9,451		)	—			588			—		(8,863		)
Cash and cash equivalents at beginning of period	124,101			—			40,811			—		164,912
Cash and cash equivalents at end of period	$	114,650		$	—		$	41,399		$	—	$	156,049