EX-99 3 pressrelease4thqtr.htm EXHIBIT 99.1 Exhibit 99.1

EXHIBIT 99.1

Sun Healthcare Group, Inc. Announces
Improvement in Continuing Operations

Contact: Sun Investor Inquiries (505) 468-2341
Sun Media Inquiries (505) 468-4582

     Irvine, Calif. (March 2, 2005) - Sun Healthcare Group, Inc. (NASDAQ: SUNH) today announced results for the fourth quarter and year ended Dec. 31, 2004.

Earnings
     For the year ended Dec. 31, 2004, Sun reported income from continuing operations of $8.8 million (earnings per share of $0.61 on a fully-diluted basis) as compared to a loss from continuing operations of $30.0 million (loss per share of $2.98 on a fully-diluted basis) in 2003. For the year ended Dec. 31, 2004, Sun reported total net revenues of $820.1 million and a net loss of $18.6 million, which included a net loss on discontinued operations of $27.4 million resulting primarily from the sale of its California clinical and laboratory operations during the fourth quarter, the divestitures of six inpatient facilities during the year and residual costs associated with the sale of its pharmaceutical operations in July 2003, as compared with total net revenues of $785.6 million and a net income of $0.4 million for the year ended Dec. 31, 2003, which included a gain on discontinued operations of $30.4 million resulting primarily from the sale of its pharmaceutical services operations in July 2003. The 2004 EBITDAR from continuing operations was $69.5 million as compared to $47.0 million from continuing operations for the same period in 2003.

     For the quarter ended Dec. 31, 2004, Sun reported income from continuing operations of $4.7 million as compared to a loss from continuing operations of $6.6 million for the same period in 2003. The 2004 fourth-quarter results from continuing operations were positively impacted by a $14.8 million net reduction in self-insurance reserves for general and professional liability and workers' compensation related to prior years, offset by (i) $2.2 million of severance and compensation expenses and (ii) $1.0 million loss on asset impairment. The 2003 fourth-quarter results from continuing operations included (i) $2.8 million loss on asset impairment and (ii) $1.7 million of retention payments related to the 2003 restructuring initiative, offset by $2.8 million of property tax recoveries. For the quarter ended Dec. 31, 2004, Sun reported total net revenues of $206.3 million and a net loss of $4.4 million, which included a $9.2 million loss on discontinued operations, compared with total net revenues of $200.2 million and a net loss of $13.9 million for the three-month period ended Dec. 31, 2003, which included a $7.4 million loss on discontinued operations. The 2004 fourth-quarter EBITDAR from continuing operations was $21.5 million as compared to $14.0 million from continuing operations for the same period in 2003.


Insurance
     The net $14.8 million reduction in general and professional liability and workers' compensation insurance reserves for continuing operations mentioned above included $15.4 million of general and professional liability release of reserves, of which $1.5 million related to the current year and $13.9 million to prior years, offset by $0.6 million of additional reserves for workers' compensation insurance, all of which related to prior years.

     "We are very pleased with the improved performance in our continuing operations in 2004 versus 2003, which is indicative of the success of our restructuring efforts that we commenced in 2002, " said Richard K. Matros, Sun's chairman and chief executive officer. "We made tremendous progress in 2004," Matros continued, "including improvement in operating metrics and in our balance sheet relative to the general and professional liability legacy reserves, a substantial portion of which relates to discontinued operations. We believe we are now in position to focus on our continuing operations and growing the company."

Inpatient Business
     Net revenues from the inpatient services operations, which comprised 71.9 percent of Sun's 2004 total net revenue from continuing operations, increased 7.0 percent to $589.9 million from $551.1 million for the same period in 2003. The revenue gain was primarily attributable to: (i) a 70 basis point improvement in overall facility occupancy to 90.8 percent from 90.1 percent, (ii) a 70 basis point improvement in Medicare patient mix to 12.9 percent from 12.2 percent of total occupancy, and (iii) higher per diem rates in all payor categories. The segment EBITDAR increased 44.5 percent to $92.5 million for the year ended Dec. 31, 2004, from $64.0 million for the year ended Dec. 31, 2003.

Ancillary Business
     Net revenues from Sun's ancillary business operations, comprised primarily of SunDance Rehabilitation Corporation, CareerStaff Unlimited, Inc., SunPlus Home Health Services, Inc., and SunAlliance Healthcare Services, Inc., net of intersegment eliminations, decreased $4.3 million, or 1.8 percent, to $230.1 million for the year ended Dec. 31, 2004, from $234.4 million for the same period in 2003. The majority of this reduction in revenue was attributable to the SunDance rehabilitation therapy operations due to: (i) the restructuring in 2003 of our inpatient services operations' portfolio and the reduction in affiliated revenue as a result of the divestiture of 127 skilled nursing facilities which were previously serviced by SunDance, and (ii) customer and employee erosion resulting from the disruption of the proposed sale of SunDance announced in late 2003 and terminated in early 2004. Segment EBITDAR for the ancillary operations for the year ended Dec. 31, 2004 decreased $5.6 million, or 20.8 percent, over the same period in 2003 to $21.3 million from $26.9 million. This decrease was primarily due to the aforementioned reduction in rehabilitation therapy service revenues.

2


2005 Guidance
     For 2005, Sun expects that its total revenues will be approximately $870.0 million to $880.0 million. Net income is expected to be approximately $11.0 million to $12.0 million. EBITDAR is expected to be approximately $55.0 million to $57.0 million. EBITDA is expected to be approximately $16.5 million to $17.5 million. This guidance assumes, among other things, no acquisitions, the receipt of $15.0 million in holdback from the sale of our pharmacy operations in 2003, a stable Medicaid reimbursement environment, no net changes in the Medicare reimbursement environment and the divestiture of the remaining three long-term care facilities by year-end.

     "Our four-point agenda is to continue focusing on (i) improvements in same store operations, (ii) identifying the potential for further infrastructure realignment, (iii) the continued progress in resolving our general and professional liability legacy claims, and (iv) growing the Company via acquisition," said Matros.

Conference Call
     Sun's senior management will hold a conference call to discuss the Company's fourth quarter and year-end operating results on Thursday, March 3, at 1 p.m. EST / 10 a.m. PST. To listen to the conference call, dial (877) 516-8526 and refer to Sun Healthcare Group. A recording of the call will be available from 4 p.m. EST on March 3 until midnight EST on March 9 by calling (800) 642-1687 and using access code 3722915.

About Sun Healthcare Group, Inc.
     Sun Healthcare Group, Inc., with executive offices located in Irvine, California, owns SunBridge Healthcare Corporation and other affiliated companies that operate long-term and postacute care facilities in many states. In addition, the Sun Healthcare Group family of companies provides therapy through SunDance Rehabilitation Corporation, medical staffing through CareerStaff Unlimited, Inc., home care through SunPlus Home Health Services, Inc., and medical laboratory and mobile radiology services through SunAlliance Healthcare Services, Inc.

# # #

      Statements made in this release that are not historical facts, including our estimates regarding financial performance in 2005, are "forward-looking" statements (as defined in the Private Securities Litigation Reform Act of 1995) that involve risks and uncertainties and are subject to change at any time. These forward-looking statements may include, but are not limited to, statements containing words such as "anticipate," "believe," "plan," "estimate," "expect," "hope," "intend," "may" and similar expressions. Factors that could cause actual results to differ are identified in the public filings made by the company with the Securities and Exchange Commission and include changes in Medicare and Medicaid reimbursements; potential liability for losses not covered by, or in excess of, our insurance; the effects of government regulations and investigations; our ability to successfully complete potential acquisitions; changes in our payor mix; competition in our business; and continued compliance by the Company under its loan agreement. More information on factors that could affect our business and financial results are included in our public filings made with the Securities and Exchange Commission, including our Annual Report on Form 10-K, copies of which are available at Sun's web site, www.sunh.com.

      The forward-looking statements involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond our control. We caution investors that any forward-looking statements made by us are not guarantees of future performance. We disclaim any obligation to update any such factors or to announce publicly the results of any revisions to any of the forward-looking statements to reflect future events or developments.

3


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

CONDENSED
CONSOLIDATED BALANCE SHEETS
(in thousands)

 

ASSETS

December 31, 2004

December 31, 2003

         

Current assets:

       

  Cash and cash equivalents

$                     22,596

$                     25,574

  Accounts receivable, net

95,829

109,775

  Restricted cash

26,649

 

33,699

 

  Other current assets

                    14,098

 

                   13,036

 

Total current assets

159,172

 

182,084

 
         

Property and equipment, net

105,852

 

59,532

 

Goodwill, net

405

 

3,834

 

Restricted cash, non-current

34,111

 

                33,920

 

Other assets, net

                    16,375

 

                     21,028

 
         

Total assets

$                   315,915

 

$                  300,398

 
 

============

 

============

 


LIABILITIES AND STOCKHOLDERS' DEFICIT

       
         

Current liabilities:

       

  Current portion of long-term debt

$                     17,476

 

$                    24,600

 

  Accounts payable

36,163

 

46,339

 

  Accrued compensation and benefits

38,243

 

41,333

 

  Accrued self-insurance obligations, current portion

40,236

 

59,029

 

  Other accrued liabilities

                     57,649

 

                      68,160

 
         

Total current liabilities

189,767

 

239,461

 
         

Accrued self-insurance obligations, net of current portion

130,686

 

138,072

 

Long-term debt, net of current portion

89,706

 

54,278

 

Other long-term liabilities

                     29,136

 

                    34,985

 
         

Total liabilities

439,295

 

466,796

 
         

Stockholders' deficit

                 (123,380

)

               ( 166,398

)

         

Total liabilities and stockholders' deficit

$                   315,915

 

$                  300,398

 
 

============

 

============

 

4


 

SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)

   

For the
Three Months Ended
December 31, 2004

 

For the
Three Months Ended
December 31, 2003

 

(unaudited)

(unaudited)

Total net revenues

 

$                     206,346

 

$                    200,215

 

Costs and expenses:

         

  Operating salaries and benefits

 

122,394

 

122,051

 

  Self insurance for workers' compensation and general and
     professional liability

 


(5,212


)


7,008

 

  Other operating costs

 

44,021

 

38,850

 

  Facility rent expense

 

9,489

 

9,881

 

  General and administrative expenses

 

22,033

 

13,935

 

  Depreciation and amortization

 

2,936

 

1,679

 

  Provision for losses on accounts receivable

 

1,272

 

4,421

 

  Interest, net

2,499

2,168

  Restructuring costs, net

356

4,665

  Loss (gain) on sale of assets, net

 

332

 

(649

)

  Loss on asset impairment

 

1,028

 

2,774

 

  Loss on lease termination

 

150

 

-

 

  Loss on extinguishment of debt, net

 

                             340

 

                                 -

 

Total costs and expenses

 

                     201,638

 

                       206,783

 
           

Income (loss) before income taxes and discontinued
  operations

 


4,708



(6,568


)

Income tax (benefit) expense

 

                             (36

)

                                -

 

Income (loss) before discontinued operations

 

                         4,744

 

                       (6,568

)

           

Discontinued operations:

         

   Loss from discontinued operations

(6,253

)

(5,938

)

   Loss on disposal of discontinued operations, net

                        (2,902

)

                       (1,414

)

Loss on discontinued operations

 

                        (9,155

)

                         (7,352

)

           

Net loss

 

$                       (4,411

)

$                    (13,920

)

   

============

 

============

 

Basic earnings per common and common equivalent share:

         

   Income (loss) before discontinued operations

 

$                          0.31

 

$                        (0.65

)

   Loss on discontinued operations, net of tax

 

                         (0.60

)

                        (0.73

)

Net loss

 

$                         (0.29

)

$                        (1.38

)

   

============

 

============

 

Basic earnings per common and common equivalent share:

         

   Income (loss) before discontinued operations

 

$                          0.31

 

$                        (0.65

)

   Loss on discontinued operations, net of tax

 

                         (0.60

)

                        (0.73

)

Net loss

 

$                         (0.29

)

$                        (1.38

)

   

============

 

============

 

Weighted average number of common and common
   equivalent shares outstanding:

         

   Basic

 

15,275

 

10,050

 

   Diluted

 

15,335

 

10,050

 

5


 

SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)

   

For the
Year Ended
December 31, 2004

 

For the
Year Ended
December 31, 2003

 

Total net revenues

 

$                       820,072

 

$                    785,600

 

Costs and expenses:

         

  Operating salaries and benefits

 

485,317

 

481,279

 

  Self insurance for workers' compensation and general and
     professional liability

 


25,772



32,541

 

  Other operating costs

 

169,319

 

151,480

 

  Facility rent expense

 

39,106

 

39,029

 

  General and administrative expenses

 

66,877

 

63,550

 

  Depreciation and amortization

 

9,253

 

7,163

 

  Provision for losses on accounts receivable

 

6,676

 

9,739

 

  Interest, net

8,853

16,892

  Restructuring costs, net

1,972

14,676

  Loss (gain) on sale of assets, net

 

1,494

 

(4,178

)

  Loss on asset impairment

 

1,028

 

2,774

 

  Loss on lease termination

 

150

 

-

 

  Gain on extinguishment of debt, net

 

                        (3,394

)

                                 -

 

Total costs and expenses

 

                     812,423

 

                       814,945

 
           

Income (loss) before income taxes and discontinued
  operations

 


7,649



(29,345


)

Income tax (benefit) expense

 

                        (1,158

)

                            665

 

Income (loss) before discontinued operations

 

                          8,807

 

                      (30,010

)

           

Discontinued operations:

         

   Loss from discontinued operations

(22,113

)

(25,285

)

   (Loss) gain on disposal of discontinued operations, net

                         (5,321

)

                      55,649

(Loss) income on discontinued operations

 

                       (27,434

)

                        30,364

 
           

Net (loss) income

 

$                      (18,627

)

$                           354

 
   

============

 

============

 

Basic earnings per common and common equivalent share:

         

   Income (loss) before discontinued operations

 

$                            0.61

 

$                        (2.98

)

   Loss on discontinued operations, net of tax

 

                         (1.90

)

                         3.02

 

Net loss

 

$                          (1.29

)

$                         0.04

 
   

============

 

============

 

Basic earnings per common and common equivalent share:

         

   Income (loss) before discontinued operations

 

$                            0.61

 

$                        (2.98

)

   (Loss) income on discontinued operations, net of tax

 

                         (1.89

)

                         3.02

 

Net loss

 

$                          (1.28

)

$                         0.04

 
   

============

 

============

 

Weighted average number of common and common
   equivalent shares outstanding:

         

   Basic

 

14,456

 

10,050

 

   Diluted

 

14,548

 

10,050

 

6


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)


   

For the
Year Ended
December 31, 2004

 

For the
Year Ended
December 31, 2003

 

Cash flows from operating activities:

         

 Net (loss) income

 

$                   (18,627

)

$                      354

 
           

Adjustments to reconcile net (loss) income to net cash (used for)
   provided by operating activities, including discontinued
   operations:

         

   Gain on extinguishment of debt, net

 

(3,394

)

-

 

   Loss on lease termination

 

150

 

-

 

   Depreciation

 

5,254

 

4,609

 

   Amortization

 

4,356

 

4,787

 

   Amortization of favorable and unfavorable lease intangibles

 

(3,265

)

(8,740

)

   Provision for losses on accounts receivable

 

11,901

 

19,073

 

   Loss (gain) on sale of assets, net

 

1,494

 

(4,178

)

   Loss (gain) on disposal of discontinued operations, net

 

5,321

 

(55,649

)

   Loss on asset impairment

 

1,028

 

2,774

 

   Restricted stock compensation and option compensation

 

1,570

 

945

 

   Other, net

 

2,045

 

898

 

   Changes in operating assets and liabilities

 

                      (30,813

)

                  71,917

 

      Net cash (used for) provided by operating activities before
         reorganization costs

 


(22,980


)


36,789


      Net cash paid for reorganization costs

 

                          (499

)

                 (10,225

)

      Net cash (used for) provided by operating activities

 

                     (23,479

)

                  26,564

 
           

Cash flows from investing activities:

         

   Capital expenditures, net

 

(12,890

)

(16,564

)

   Proceeds from sale of assets held for sale

 

1,857

 

83,616

 

   Acquisitions, net of cash acquired

 

(700

)

-

 

   Repayment of long-term notes receivable

 

                           147

 

                       839

 

     Net cash (used for) provided by investing activities

 

                     (11,586

)

                  67,891

 
           

Cash flows from financing activities:

         

   Net payments under Revolving Loan Agreement

 

(12,491

)

(84,274

)

   Long-term debt repayments

 

(6,727

)

(5,620

)

   Net proceeds from issuance of common stock

 

52,266

 

-

 

   Distribution of partnership equity

 

                         (961

)

                           -

 

      Net cash provided by (used for) financing activities

 

                      32,087

 

                (89,894

)

           

Net (decrease) increase in cash and cash equivalents

 

$                      (2,978

)

$                  4,561

 
   

============

 

==========

 

7


Sun Healthcare Group, Inc. and Subsidiaries

Reconciliation of Net Loss to EBITDA and EBITDAR
(in thousands)

For the

For the

Three Months Ended

Three Months Ended

December 31, 2004

December 31, 2003

(unaudited)

(unaudited)

Total net revenues

$                       206,346

$                      200,215

  Net loss

$                          (4,411

)

$                      (13,920

)

  Income (loss) before discontinued operations

4,744

(6,568

)

  Income tax (benefit) expense

(36

)

-

  Loss on lease termination 

150

-

  Loss on asset impairment

1,028

2,774

  Restructuring costs, net

356

4,665

  Loss (gain) on sale of assets, net

                               332

                           (649

)

  Net segment income

$                           6,574

$                           222

  Interest, net

2,499

2,168

  Depreciation and amortization

                            2,936

                          1,679

EBITDA

$                         12,009

$                         4,069

  Facility rent

                            9,489

                          9,881

EBITDAR

$                         21,498

$                       13,950

=============

=============

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

8


Sun Healthcare Group, Inc. and Subsidiaries

Reconciliation of Net (Loss) Income to EBITDA and EBITDAR
(in thousands)

For the

For the

Year Ended

Year Ended

December 31, 2004

December 31, 2003

Total net revenues

$                       820,072

$                     785,600

  Net (loss) income

$                       (18,627

)

$                            354

  Income (loss) before discontinued operations

8,807

(30,010

)

  Income tax (benefit) expense

(1,158

)

665

  Loss on lease termination 

150

-

  Loss on asset impairment

1,028

2,774

  Restructuring costs, net

1,972

14,676

  Loss (gain) on sale of assets, net

                            1,494

                      (4,178

)

  Net segment income (loss)

$                        12,293

$                       (16,073

)

  Interest, net

8,853

16,892

  Depreciation and amortization

                            9,253

                          7,163

EBITDA

$                         30,399

$                         7,982

  Facility rent

                          39,106

                         39,029

EBITDAR

$                         69,505

$                       47,011

=============

=============

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

9


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
($ in thousands)

For the Three Months Ended December 31, 2004
(unaudited)


Inpatient
   Services   


Rehabilitation
Therapy Services


Medical Staffing
       Services     


Home Health
    Services    

Laboratory &
Radiology
     Services     



 Corporate 



Consolidated

Total nonaffiliated net revenues

$      150,595

$              22,954

$            14,070

$               14,240

$            4,486

$                        1

$           206,346

Net segment income (loss)

$         18,923

$                1,744

$              1,011

$                    492

$             (748

)

$            (14,848

)

$               6,574

Interest, net

1,869

(1

)

(12

)

2

-

641

2,499

Depreciation and amortization

         2,446

                    42

                   46

                     150

                    78

                   174

                 2,936

EBITDA

$        23,238

$                1,785

$              1,045

$                    644

$              (670

)

$             (14,033

)

$              12,009

Facility rent

         8,565

                  124

                 222

                     487

                   91

                         -

                 9,489

EBITDAR

$        31,803

$                1,909

$              1,267

$               1,131

$              (579

)

$            (14,033

)

$             21,498

======

=======

=======

========

=======

=======

========

EBITDA margin

15.4

%

7.8

%

7.4

%

4.5

%

(14.9

)%

5.8

%

EBITDAR margin

21.1

%

8.3

%

9.0

%

7.9

%

(12.9

)%

10.4

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

10


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
($ in thousands)

For the Three Months Ended December 31, 2003
(unaudited)


Inpatient
   Services   


Rehabilitation
Therapy Services


Medical Staffing
       Services      


Home Health
    Services    

Laboratory &
Radiology
     Services     



 Corporate 



Consolidated

Total nonaffiliated net revenues

$        141,919

$             26,200

$              14,022

$             13,500

$              4,587

$                  (13

)

$           200,215

Net segment income (loss)

$            7,550

$               2,715

$                   393

$                 944

$                  39

$           (11,419

)

$                 222

Interest, net

746

(1

)

-

1

-

1,422

2,168

Depreciation and amortization

             1,233

                    225

                    17

                 106

                  81

                   17

               1,679

EBITDA

$            9,529

$                2,939

$                   410

$               1,051

$                120

$            (9,980

)

$              4,069

Facility rent

             8,940

                    170

                  262

                 423

                   86

                      -

               9,881

EBITDAR

$         18,469

$                3,109

$                  672

$               1,474

$                206

$            (9,980

)

$            13,950

=======

========

========

=======

========

=======

=======

EBITDA margin

6.7

%

11.2

%

2.9

%

7.8

%

2.6

%

2.0

%

EBITDAR margin

13.0

%

11.9

%

4.8

%

10.9

%

4.5

%

7.0

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

11


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
($ in thousands)

For the Year Ended December 31, 2004


Inpatient
   Services   


Rehabilitation
Therapy Services


Medical Staffing
       Services      


Home Health
    Services    

Laboratory &
Radiology
     Services     



 Corporate 



Consolidated

Total nonaffiliated net revenues

$      589,884

$              99,890

$              54,713

$              56,702

$          18,836

$                 47

$          820,072

Net segment income (loss)

$        44,342

$              10,233

$               3,205

$                3,499

$              (554

)

$         (48,432

)

$             2,293

Interest, net

5,285

15

(10

)

36

(46

)

3,573

8,853

Depreciation and amortization

           7,321

                  248

                 183

                  592

              297

                 612

              9,253

EBITDA

$        56,948

$              10,496

$               3,378

$                4,127

$             (303

)

$          (44,247

)

$           30,399

Facility rent

         35,515

                  551

                  826

               1,852

             362

                     -

            39,106

EBITDAR

$        92,463

$               11,047

$               4,204

$                5,979

$                59

$         (44,247

)

$           69,505

======

=======

=======

=======

======

=======

=======

EBITDA margin

9.7

%

10.5

%

6.2

%

7.3

%

(1.6

)%

3.7

%

EBITDAR margin

15.7

%

11.1

%

7.7

%

10.5

%

0.3

%

8.5

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

12


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
($ in thousands)

For the Year Ended December 31, 2003


Inpatient
   Services   


Rehabilitation
Therapy Services


Medical Staffing
       Services      


Home Health
    Services    

Laboratory &
Radiology
     Services     



 Corporate 



Consolidated

Total nonaffiliated net revenues

$        551,089

$            105,769

$            54,608

$           55,533

$           18,528

$                  73

$           785,600

Net segment income (loss)

$          20,380

$              14,720

$              1,285

$              3,765

$             1,556

$           (57,779

)

$           (16,073

)

Interest, net

3,062

(29

)

-

2

-

13,857

16,892

Depreciation and amortization

          5,187

               1,125

                  65

                477

                269

                  40

               7,163

EBITDA

$         28,629

$              15,816

$              1,350

$              4,244

$             1,825

$          (43,882

)

$              7,982

Facility rent

         35,331

                  664

                998

             1,699

               337

                    -

            39,029

EBITDAR

$         63,960

$              16,480

$             2,348

$             5,943

$             2,162

$          (43,882

)

$            47,011

=======

=======

=======

=======

=======

=======

=======

EBITDA margin

5.2

%

15.0

%

2.5

%

7.6

%

9.8

%

1.0

%

EBITDAR margin

11.6

%

15.6

%

4.3

%

10.7

%

11.7

%

6.0

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

13


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
INPATIENT SERVICES ONLY
($ in thousands)

For the Three Months Ended December 31, 2004
(unaudited)


Inpatient Services-
      Retained     


Inpatient Services-
      Overhead     


Inpatient Services-
 Other Operations 


Subtotal Inpatient
      Services     

Inpatient Services-
Divested/Planned
       Divested       


Total Inpatient
        Services       

Total nonaffiliated net revenues

$              148,586

$                           -

$                      543

$                149,129

$                  1,466

$               150,595

Net segment income (loss)

$                22,922

$                   (3,205

)

$                     (868

)

$                  18,849

$                      74

$                 18,923

Interest, net

606

-

1,269

1,875

(6

)

1,869

Depreciation and amortization

                 2,112

                            -

                      323

                     2,435

                      11

                    2,446

EBITDA

$                25,640

$                   (3,205

)

$                      724

$                  23,159

$                      79

$                23,238

Facility rent

                 9,573

                           -

                     (989

)

                     8,584

                     (19

)

                   8,565

EBITDAR

$                35,213

$                   (3,205

)

$                     (265

)

$                  31,743

$                      60

$                31,803

========

=========

=========

=========

========

=========

EBITDA margin

17.3

%

15.5

%

15.4

%

EBITDAR margin

23.7

%

21.3

%

21.1

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

14


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
INPATIENT SERVICES ONLY
($ in thousands)

For the Three Months Ended December 31, 2003
(unaudited)


Inpatient Services-
      Retained     


Inpatient Services-
      Overhead     


Inpatient Services-
 Other Operations 


Subtotal Inpatient
      Services     

Inpatient Services-
Divested/Planned
       Divested       


Total Inpatient
        Services       

Total nonaffiliated net revenues

$              139,306

$                           -

$                     948

$                 140,254

$                   1,665

$               141,919

Net segment income (loss)

$                11,858

$                  (3,177

)

$                       30

$                     8,711

$                 (1,161

)

$                   7,550

Interest, net

686

-

-

686

60

746

Depreciation and amortization

                  1,212

                          -

                        10

                     1,222

                        11

                    1,233

EBITDA

$                13,756

$                  (3,177

)

$                       40

$                   10,619

$                 (1,090

)

$                    9,529

Facility rent

                  8,819

                          -

                        21

                     8,840

                      100

                    8,940

EBITDAR

$                22,575

$                  (3,177

)

$                       61

$                  19,459

$                    (990

)

$                 18,469

========

=========

=========

=========

=========

=========

EBITDA margin

9.9

%

7.6

%

6.7

%

EBITDAR margin

16.2

%

13.9

%

13.0

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

15


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
INPATIENT SERVICES ONLY
($ in thousands)

For the Year Ended December 31, 2004


Inpatient Services-
      Retained     


Inpatient Services-
      Overhead     


Inpatient Services-
 Other Operations 


Subtotal Inpatient
      Services     

Inpatient Services-
Divested/Planned
       Divested       


Total Inpatient
        Services       

Total nonaffiliated net revenues

$              581,434

$                         1

$                   2,518

$                583,953

$                  5,931

$                589,884

Net segment income (loss)

$                56,632

$                 (11,960

)

$                    (918

)

43,754

$                    588

$                 44,342

Interest, net

3,097

-

2,231

5,328

(43

)

5,285

Depreciation and amortization

                  6,621

                           -

                      658

                    7,279

                      42

                   7,321

EBITDA

$                66,350

$                (11,960

)

$                   1,971

$                  56,361

$                    587

$                 56,948

Facility rent

                37,489

                           -

                  (1,904

)

                  35,585

                     (70

)

                 35,515

EBITDAR

$              103,839

$                (11,960

)

$                       67

$                  91,946

$                    517

$                 92,463

=========

=========

=========

=========

=========

=========

EBITDA margin

11.4

%

9.7

%

9.7

%

EBITDAR margin

17.9

%

15.7

%

15.7

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

16


SUN HEALTHCARE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NET SEGMENT INCOME (LOSS) TO EBITDA AND EBITDAR
INPATIENT SERVICES ONLY
($ in thousands)

For the Year Ended December 31, 2003


Inpatient Services-
      Retained     


Inpatient Services-
      Overhead     


Inpatient Services-
 Other Operations 


Subtotal Inpatient
      Retained     

Inpatient Services-
Divested/Planned
       Divested       


Total Inpatient
        Services       

Total net revenues

$                 539,373

$                          -

$                   5,361

$                 544,734

$                   6,355

$               551,089

Net income (loss)

$                   34,894

$               (13,462

)

$                      999

$                   22,431

$                  (2,051

)

$                 20,380

Interest, net

3,040

-

-

3,040

22

3,062

Depreciation and amortization

                     5,099

                           -

                        45

                    5,144

                       43

                   5,187

EBITDA

$                  43,033

$               (13,462

)

$                   1,044

$                  30,615

$                  (1,986

)

$                 28,629

Facility rent

                  34,860

                           -

                       85

                  34,945

                      386

                  35,331

EBITDAR

$                  77,893

$               (13,462

)

$                   1,129

$                  65,560

$                 (1,600

)

$                 63,960

=========

=========

=========

=========

=========

=========

EBITDA margin

8.0

%

5.6

%

5.2

%

EBITDAR margin

14.4

%

12.0

%

11.6

%

EBITDA is defined as earnings before depreciation, amortization, interest expense, interest income, income tax expense (benefit), restructuring costs, net, gain on sale of assets, net and gain (loss) on discontinued operations, loss on lease termination and loss on asset impairment. EBITDAR is defined as EBITDA before facility rent expense. EBITDA and EBITDAR are used by management to evaluate financial performance and resource allocation for each entity within the operating units and for the Company as a whole. EBITDA and EBITDAR are commonly used as analytical indicators within the healthcare industry and also serve as measures of leverage capacity and debt service ability. EBITDA and EBITDAR should not be considered as measures of financial performance under generally accepted accounting principles. As the items excluded from EBITDA and EBITDAR are significant components in understanding and assessing financial performance, EBITDA and EBITDAR should not be considered in isolation or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA and EBITDAR are not measurements determined in accordance with generally accepted accounting principles and are thus susceptible to varying calculations, EBITDA and EBITDAR, as presented, may not be comparable to other similarly titled measures of other companies.

17


Sun Healthcare Group, Inc. and Subsidiaries

Selected Operating Statistics

Continuing Operations

 

For the
Three Months Ended
December 31
,

 

For the
Year Ended
December 31
,

 
 

2004

 

2003

 

2004

 

2003

 

Number of licensed beds:

               

     SNF

10,467

 

10,518

 

10,467

 

10,518

 

     Hospitals

192

 

192

 

192

 

192

 
                 

Number of facilities:

               

     SNF

101

 

101

 

101

 

101

 

     Hospitals

3

 

3

 

3

 

3

 
                 

Occupancy %:

               

     SNF

91.5

%

90.7

%

91.3

%

90.5

%

     Hospitals

56.0

%

47.6

%

54.7

%

52.4

%

                 

Payor Mix % based on patient days - SNF:

               

     Medicare

12.2

%

11.2

%

12.2

%

11.5

%

     Medicaid

64.1

%

65.2

%

64.3

%

65.2

%

     Private and other

23.7

%

23.6

%

23.5

%

23.3

%

                 

Payor Mix % based on patient days - Hospitals:

               

     Medicare

75.4

%

68.6

%

73.9

%

74.1

%

     Medicaid

9.5

%

11.0

%

7.9

%

8.6

%

     Private and other

15.1

%

20.4

%

18.2

%

17.3

%

                 

Payor Mix % based on patient days - Inpatient Services:

               

     Medicare

12.9

%

11.8

%

12.9

%

12.2

%

     Medicaid

63.5

%

64.6

%

63.7

%

64.6

%

     Private and other

23.6

%

23.6

%

23.4

%

23.2

%

                 

Revenue Mix % of revenues - SNF:

               

     Medicare

25.9

%

24.6

%

25.8

%

24.7

%

     Medicaid

52.1

%

52.8

%

51.9

%

52.3

%

     Private and other

22.0

%

22.6

%

22.3

%

23.0

%

                 

Revenue Mix % of revenues - Hospitals:

               

     Medicare

77.9

%

68.4

%

76.6

%

73.7

%

     Medicaid

8.0

%

9.9

%

6.7

%

7.8

%

     Private and other

14.1

%

21.7

%

16.7

%

18.5

%

                 

Revenue Mix % of revenues - Inpatient Services:

               

     Medicare

29.8

%

27.6

%

29.6

%

28.6

%

     Medicaid

48.8

%

50.0

%

48.6

%

49.0

%

     Private and other

21.4

%

22.4

%

21.8

%

22.4

%

18


Sun Healthcare Group, Inc. and Subsidiaries
Selected Operating Statistics
Continuing Operations

 

For the
Three Months Ended
December 31
,

 

For the
Year Ended
December 31
,

 
 

2004

 

2003

 

2004

 

2003

 

Revenues PPD - SNF:

               

     Medicare (Part A)

$       321.05

 

$       323.52

 

$      315.03

 

$      302.11

 

     Medicaid

$       135.41

 

$       128.61

 

$      132.68

 

$      123.62

 

     Private and other

$       140.60

 

$       138.25

 

$      141.25

 

$      137.17

 
                 

Revenues PPD - Hospitals:

               

     Medicare (Part A)

$   1,061.20

 

$      910.25

 

$   1,045.03

 

$      910.80

 

     Medicaid

$      878.05

 

$      866.88

 

$      901.81

 

$      867.36

 

     Private and other

$   1,015.28

 

$      897.24

 

$      940.42

 

$      680.97

 
                 

Revenues - Non-affiliated (in thousands):

               

   Inpatient:

               

     Medicare

$      44,818

 

$      39,148

 

$    174,695

 

$    157,304

 

     Medicaid

73,434

 

70,829

 

286,119

 

269,574

 

     Private and other

      32,343

 

      31,942

 

    129,070

 

    124,211

 

            Subtotal

$    150,595

 

$    141,919

 

$    589,884

 

$    551,089

 
                 

     Rehabilitation Therapy

$      22,954

 

$      26,200

 

$      99,890

 

$    105,769

 

     Medical Staffing

14,070

 

14,022

 

54,713

 

54,608

 

     Home Health

14,240

 

13,500

 

56,702

 

55,533

 

     Laboratory and Radiology

        4,486

 

        4,587

 

      18,836

 

       18,528

 

            Subtotal

$      55,750

 

$      58,309

 

$    230,141

 

$    234,438

 
                 

     Other - non-core businesses

$                1

 

$             (13

)

$              47

 

$              73

 

               Total

$    206,346

 

$    200,215

 

$    820,072

 

$    785,600

 
 

=======

 

=======

 

=======

 

=======

 
                 

Rehab contracts:

               

     Affiliated - continuing

88

 

100

 

88

 

100

 

     Non-Affiliated

309

 

361

 

309

 

361

 
                 

DSO:

               

     Inpatient Services - SNF

29

 

33

 

29

 

33

 

     Inpatient Services - Hospitals

68

 

87

 

68

 

87

 

     Rehabilitation Therapy

111

 

111

 

111

 

111

 

     Medical Staffing

60

 

59

 

60

 

59

 

     Home Health

64

 

72

 

64

 

72

 

     Laboratory and Radiology

112

 

87

 

112

 

87

 

19