13.

SUMMARIZED CONDENSED CONSOLIDATING AND COMBINING INFORMATION

The 5.875% Senior Notes due 2021 issued by the Issuers on May 30, 2014 are jointly and severally, fully and unconditionally, guaranteed by CareTrust REIT, Inc., as the parent guarantor (the “Parent Guarantor”), and certain 100% owned subsidiaries of the Parent Guarantor other than the Issuers (collectively, the “Subsidiary Guarantors” and, together with the Parent Guarantor, the “Guarantors”), subject to automatic release under certain customary circumstances, including if the Subsidiary Guarantor is sold or sells all or substantially all of its assets, the Subsidiary Guarantor is designated “unrestricted” for covenant purposes under the indenture governing the Notes, the Subsidiary Guarantor’s guarantee of other indebtedness which resulted in the creation of the guarantee of the Notes is terminated or released, or the requirements for legal defeasance or covenant defeasance or to discharge the Indenture have been satisfied.

The following provides information regarding the entity structure of the Parent Guarantor, the Issuers and the Subsidiary Guarantors:

CareTrust REIT, Inc. – The Parent Guarantor was formed on October 29, 2013 in anticipation of the Spin-Off and the related transactions and was a wholly owned subsidiary of Ensign prior to the effective date of the Spin-Off on June 1, 2014. The Parent Guarantor did not conduct any operations or have any business prior to the date of issuance of the Notes and the consummation of the Spin-Off related transactions.

CTR Partnership, L.P. and CareTrust Capital Corp. – The Issuers, each of which is a 100% owned subsidiary of the Parent Guarantor, were formed on May 8, 2014 and May 9, 2014, respectively, in anticipation of the Spin-Off and the related transactions. The Issuers did not conduct any operations or have any business prior to the date of issuance of the Notes and the consummation of the Spin-Off related transactions.

Subsidiary Guarantors – Each of the Subsidiary Guarantors is a 100% owned subsidiary of the Parent Guarantor. Prior to the consummation of the Spin-Off, each of the Subsidiary Guarantors was a wholly owned subsidiary of Ensign. The Ensign Properties entities consist of the Subsidiary Guarantors (other than the general partner of the Operating Partnership which was formed on May 8, 2014 in anticipation of the Spin-Off and the related transactions) and the subsidiaries of the Parent Guarantor that are not Subsidiary Guarantors or Issuers (collectively, the “Non-Guarantor Subsidiaries”).

Pursuant to Rule 3-10 of Regulation S-X, the following summarized consolidating information is provided for the Parent Guarantor, the Issuers, the Subsidiary Guarantors and the Non-Guarantor Subsidiaries with respect to the Notes. This summarized financial information has been prepared from the financial statements of the Company and Ensign Properties and the books and records maintained by the Company and Ensign Properties. As described above, the Parent Guarantor and the Issuers did not conduct any operations or have any business during the periods prior to June 1, 2014.

The summarized financial information may not necessarily be indicative of the results of operations or financial position had the Parent Guarantor, the Issuers, the Subsidiary Guarantors or the Non-Guarantor Subsidiaries all been in existence or operated as independent entities during the relevant period or had the Ensign Properties entities been operated as subsidiaries of the Parent Guarantor during such period.

CONDENSED CONSOLIDATING BALANCE SHEETS

MARCH 31, 2015

(in thousands, except share and per share amounts)


	Parent Guarantor			Issuers			Combined Subsidiary Guarantors		Combined Non- Guarantor Subsidiaries			Elimination			Consolidated
Assets:
Real estate investments, net	$	—		$	43,880		$	361,808	$	43,153		$	—		$	448,841
Other real estate investments		—			—			7,755		—			—			7,755
Cash and cash equivalents		—			13,594			—		—			—			13,594
Accounts receivable		—			57			1,718		236			—			2,011
Prepaid expenses and other assets		—			709			4		—			—			713
Deferred financing costs, net		—			9,338			—		534			—			9,872
Investment in subsidiaries		115,866			342,563			—		—			(458,429	)		—
Intercompany		—			—			25,622		2,045			(27,667	)		—

Total assets	$	115,866		$	410,141		$	396,907	$	45,968		$	(486,096	)	$	482,786

Liabilities and Equity:
Senior unsecured notes payable	$	—		$	260,000		$	—	$	—		$	—		$	260,000
Mortgage notes payable		—			—			533		96,987			—			97,520
Accounts payable and accrued liabilities		—			6,608			2,096		696			—			9,400
Dividends payable		5,050			—			—		—			—			5,050
Intercompany		—			27,667			—		—			(27,667	)		—

Total liabilities		5,050			294,275			2,629		97,683			(27,667	)		371,970

Equity:
Common stock, $0.01 par value; 500,000,000 shares authorized, 31,341,277 shares issued and outstanding as of March 31, 2015		314			—			—		—			—			314
Additional paid-in capital		246,406			121,971			374,660		(52,899	)		(443,732	)		246,406
Cumulative distributions in excess of earnings		(135,904	)		(6,105	)		19,618		1,184			(14,697	)		(135,904	)

Total equity		110,816			115,866			394,278		(51,715	)		(458,429	)		110,816

Total liabilities and equity	$	115,866		$	410,141		$	396,907	$	45,968		$	(486,096	)	$	482,786

CONDENSED CONSOLIDATING BALANCE SHEETS

DECEMBER 31, 2014

(in thousands, except share and per share amounts)


	Parent Guarantor			Issuers			Combined Subsidiary Guarantors		Combined Non- Guarantor Subsidiaries			Elimination			Consolidated
Assets:
Real estate investments, net	$	—		$	26,104		$	366,199	$	43,912		$	—		$	436,215
Other real estate investments		—			—			7,532		—			—			7,532
Cash and cash equivalents		—			25,320			—		—			—			25,320
Accounts receivable		—			—			2,170		121			—			2,291
Prepaid expenses and other assets		—			808			1		—			—			809
Deferred financing costs, net		—			9,808			—		597			—			10,405
Investment in subsidiaries		117,408			335,020			—		—			(452,428	)		—
Intercompany		—			—			15,262		1,323			(16,585	)		—

Total assets	$	117,408		$	397,060		$	391,164	$	45,953		$	(469,013	)	$	482,572

Liabilities and Equity:
Senior unsecured notes payable	$	—		$	260,000		$	—	$	—		$	—		$	260,000
Mortgage notes payable		—			—			557		97,648			—			98,205
Accounts payable and accrued liabilities		—			3,067			3,308		584			—			6,959
Dividends payable		3,946			—			—		—			—			3,946
Intercompany		—			16,585			—		—			(16,585	)		—

Total liabilities		3,946			279,652			3,865		98,232			(16,585	)		369,110

Equity:
Common stock, $0.01 par value; 500,000,000 shares authorized, 31,251,157 shares issued and outstanding as of December 31, 2014		313			—			—		—			—			313
Additional paid-in capital		246,041			125,551			374,660		(52,899	)		(447,312	)		246,041
Cumulative distributions in excess of earnings		(132,892	)		(8,143	)		12,639		620			(5,116	)		(132,892	)

Total equity		113,462			117,408			387,299		(52,279	)		(452,428	)		113,462

Total liabilities and equity	$	117,408		$	397,060		$	391,164	$	45,953		$	(469,013	)	$	482,572

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2015

(in thousands)


	Parent Guarantor		Issuers		Combined Subsidiary Guarantors		Combined Non- Guarantor Subsidiaries		Elimination			Consolidated
Revenues:
Rental income	$	—	$	842	$	11,275	$	2,725	$	—		$	14,842
Tenant reimbursement		—		52		1,090		116		—			1,258
Independent living facilities		—		—		635		—		—			635
Interest and other income		—		—		223		—		—			223

Total revenues		—		894		13,223		2,841		—			16,958

Expenses:
Depreciation and amortization		—		295		4,544		760		—			5,599
Interest expense		—		4,492		8		1,401		—			5,901
Property taxes		—		52		1,090		116		—			1,258
Independent living facilities		—		—		602		—		—			602
General and administrative		—		1,560		—		—		—			1,560

Total expenses		—		6,399		6,244		2,277		—			14,920
Income in Subsidiary		2,038		7,543		—		—		(9,581	)		—

Net income	$	2,038	$	2,038	$	6,979	$	564	$	(9,581	)	$	2,038

CONDENSED COMBINING STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2014

(in thousands)


	Combined Subsidiary Guarantors			Combined Non-Guarantor Subsidiaries			Combined
Revenues:
Rental income	$	9,535		$	1,488		$	11,023
Tenant reimbursement		1,134			128			1,262
Independent living facilities		587			—			587

Total revenues		11,256			1,616			12,872

Expenses:
Depreciation and amortization		5,271			928			6,199
Interest expense		2,416			911			3,327
Property taxes		1,134			128			1,262
Independent living facilities		543			—			543
General and administrative		1,904			—			1,904

Total expenses		11,268			1,967			13,235

Income (loss) before provision for income taxes		(12	)		(351	)		(363	)
Provision for income taxes		31			6			37

Net income (loss)		(43	)		(357	)		(400	)
Other comprehensive income:
Unrealized gain on interest rate swap		197			—			197

Comprehensive income (loss)	$	154		$	(357	)	$	(203	)

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2015

(in thousands)


	Parent Guarantor			Issuers			Combined Subsidiary Guarantors			Combined Non-Guarantor Subsidiaries			Elimination			Consolidated
Cash flows from operating activities:
Net cash (used in) provided by operating activities	$	—		$	(824	)	$	10,496		$	1,383		$	—		$	11,055

Cash flows from investing activities:
Acquisition of real estate		—			(17,499	)		—			—			—			(17,499	)
Improvements to real estate		—			(19	)		(55	)		—			—			(74	)
Purchases of equipment, furniture, and fixtures		—			(7	)		(56	)		—			—			(63	)
Escrow deposit for acquisition of real estate		—			(500	)		—			—			—			(500	)
Distribution from subsidiary		3,946			—			—			—			(3,946	)		—
Intercompany financing		—			11,083			—			—			(11,083	)		—

Net cash provided by (used in) investing activities		3,946			(6,942	)		(111	)		—			(15,029	)		(18,136	)

Cash flows from financing activities:
Payments on the mortgage notes payable		—			—			(25	)		(660	)		—			(685	)
Payments of deferred financing costs		—			(14	)		—			—			—			(14	)
Dividends paid on common stock		(3,946	)		—			—			—			—			(3,946	)
Distribution to Parent		—			(3,946	)		—			—			3,946			—
Intercompany financing		—			—			(10,360	)		(723	)		11,083			—

Net cash used in financing activities		(3,946	)		(3,960	)		(10,385	)		(1,383	)		15,029			(4,645	)

Net decrease in cash and cash equivalents		—			(11,726	)		—			—			—			(11,726	)
Cash and cash equivalents beginning of period		—			25,320			—			—			—			25,320

Cash and cash equivalents end of period of period	$	—		$	13,594		$	—		$	—		$	—		$	13,594

CONDENSED COMBINING STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2014


	Combined Subsidiary Guarantors			Combined Non-Guarantor Subsidiaries			Combined
Cash flows from operating activities:
Net cash provided by operating activities	$	4,051		$	266		$	4,317

Cash flows from investing activities:
Purchases of equipment, furniture, and fixtures		(9,664	)		(3,011	)		(12,675	)

Net cash used in investing activities		(9,664	)		(3,011	)		(12,675	)

Cash flows from financing activities:
Payments on the mortgage notes payable		(1,521	)		(328	)		(1,849	)
Net contribution from Ensign		7,166			3,073			10,239

Net cash provided by financing activities		5,645			2,745			8,390

Net increase in cash and cash equivalents		32			—			32
Cash and cash equivalents, beginning of period		895			—			895

Cash and cash equivalents, end of period	$	927		$	—		$	927