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 March 31, 2014 and December 31, 2013, statements of comprehensive income for the three months ended March 31, 2014 and 2013 and statements of cash flows for the three months ended March 31, 2014 and 2013 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

March 31, 2014

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated Total
ASSETS
Current assets:
Cash and cash equivalents	$	31,002		$	—	$	31,882	$	—		$	62,884
Receivables, net	—			285,494		53,558		(47,714		)	291,338
Deferred tax assets, net	—			22,848		3,242		—			26,090
Prepaid expenses and other current assets	—			55,939		10,729		—			66,668
Total current assets	31,002			364,281		99,411		(47,714		)	446,980
Notes receivable from CareCentrix	—			28,471		—		—			28,471
Fixed assets, net	—			46,612		576		—			47,188
Intangible assets, net	—			252,132		2,600		—			254,732
Goodwill	—			381,150		8,931		—			390,081
Investment in subsidiaries	813,960			29,125		—		(843,085		)	—
Other assets	27,012			40,463		7		—			67,482
Total assets	$	871,974		$	1,142,234	$	111,525	$	(890,799	)	$	1,234,934

LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt	$	47,263		$	—	$	—	$	—		$	47,263
Accounts payable	—			55,670		—		(43,074		)	12,596
Other current liabilities	1,917			212,335		78,296		(4,640		)	287,908
Total current liabilities	49,180			268,005		78,296		(47,714		)	347,767
Long-term debt	1,118,197			—		—		—			1,118,197
Deferred tax liabilities, net	—			14,711		—		—			14,711
Other liabilities	6,285			45,558		—		—			51,843
Total Gentiva shareholders’ (deficit) equity	(301,688		)	813,960		29,125		(843,085		)	(301,688		)
Noncontrolling interests	—			—		4,104		—			4,104
Total (deficit) equity	(301,688		)	813,960		33,229		(843,085		)	(297,584		)
Total liabilities and equity (deficit)	$	871,974		$	1,142,234	$	111,525	$	(890,799	)	$	1,234,934

Condensed Consolidating Balance Sheet

December 31, 2013

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated Total
ASSETS
Current assets:
Cash and cash equivalents	$	55,076		$	—	$	31,881	$	—		$	86,957
Receivables, net	—			284,379		34,136		(28,610		)	289,905
Deferred tax assets, net	—			25,845		2,308		—			28,153
Prepaid expenses and other current assets	—			50,890		13,856		—			64,746
Total current assets	55,076			361,114		82,181		(28,610		)	469,761
Note receivable from CareCentrix	—			28,471		—		—			28,471
Fixed assets, net	—			48,824		551		—			49,375
Intangible assets, net	—			253,682		2,600		—			256,282
Goodwill	—			384,017		6,064		—			390,081
Investment in subsidiaries	791,456			28,382		—		(819,838		)	—
Other assets	28,266			40,370		11		—			68,647
Total assets	$	874,798		$	1,144,860	$	91,407	$	(848,448	)	$	1,262,617

LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt	$	45,325		$	—	$	—	$	—		$	45,325
Accounts payable	—			15,377		282		—			15,659
Other current liabilities	188			283,040		59,868		(28,610		)	314,486
Total current liabilities	45,513			298,417		60,150		(28,610		)	375,470
Long-term debt	1,124,432			—		—		—			1,124,432
Deferred tax liabilities, net	—			9,825		—		—			9,825
Other liabilities	7,922			45,162		—		—			53,084
Total Gentiva shareholders’ (deficit) equity	(303,069		)	791,456		28,382		(819,838		)	(303,069		)
Noncontrolling interests	—			—		2,875		—			2,875
Total (deficit) equity	(303,069		)	791,456		31,257		(819,838		)	(300,194		)
Total liabilities and equity (deficit)	$	874,798		$	1,144,860	$	91,407	$	(848,448	)	$	1,262,617

Condensed Consolidating Statement of Comprehensive Income

For the Three Months Ended March 31, 2014

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenues	$	—		$	474,694		$	17,945		$	(5,134	)	$	487,505
Cost of services sold	—			266,093			12,109			(5,134		)	273,068
Gross profit	—			208,601			5,836			—			214,437
Selling, general and administrative expenses	—			(183,887		)	(5,133		)	—			(189,020		)
Interest (expense) and other, net	(24,550		)	—			52			—			(24,498		)
Equity in earnings of subsidiaries	15,911			254			—			(16,165		)	—
(Loss) income before income taxes	(8,639		)	24,968			755			(16,165		)	919
Income tax benefit (expense)	8,953			(9,057		)	(317		)	—			(421		)
Net income	314			15,911			438			(16,165		)	498
Noncontrolling interests	—			—			(184		)	—			(184		)
Net income attributable to Gentiva shareholders	$	314		$	15,911		$	254		$	(16,165	)	$	314
Total comprehensive income	$	314		$	15,911		$	438		$	(16,165	)	$	498

Condensed Consolidating Statement of Comprehensive Income (Loss)

For the Three Months Ended March 31, 2013

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenues	$	—		$	403,144		$	15,626		$	(3,179	)	$	415,591
Cost of services sold	—			213,202			11,550			(3,179		)	221,573
Gross profit	—			189,942			4,076			—			194,018
Selling, general and administrative expenses	—			(155,249		)	(4,628		)	—			(159,877		)
Goodwill and other long-lived asset impairment	—			(224,320		)	—			—			(224,320		)
Interest (expense) and other, net	(22,310		)	—			17			—			(22,293		)
Equity in earnings of subsidiaries	(193,791		)	(397		)	—			194,188			—
Loss before income taxes	(216,101		)	(190,024		)	(535		)	194,188			(212,472		)
Income tax benefit (expense)	8,924			(3,767		)	259			—			5,416
Net loss	(207,177		)	(193,791		)	(276		)	194,188			(207,056		)
Noncontrolling interests	—			—			(121		)	—			(121		)
Net loss attributable to Gentiva shareholders	$	(207,177	)	$	(193,791	)	$	(397	)	$	194,188		$	(207,177	)
Total comprehensive loss	$	(207,177	)	$	(193,791	)	$	(276	)	$	194,188		$	(207,056	)

Condensed Consolidating Statement of Cash Flows

For the Three Months Ended March 31, 2014

(In thousands)



	Gentiva Health Services, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
OPERATING ACTIVITIES:
Net cash used in operating activities	$	(11,806	)	$	(5,012	)	$	(597	)	$	(328	)	$	(17,743	)
INVESTING ACTIVITIES:
Purchase of fixed assets	—			(3,104		)	(54		)	—			(3,158		)
Proceeds from sale of assets	—			191			—			—			191
Net cash used in investing activities	—			(2,913		)	(54		)	—			(2,967		)
FINANCING ACTIVITIES:
Proceeds from issuance of common stock	597			—			—			—			597
Windfall tax benefits associated with equity-based compensation	6			—			—			—			6
Repayment of long-term debt	(4,581		)	—			—			—			(4,581		)
Minority interest capital contributions	—			—			1,160						1,160
Distribution to minority interests	—			—			(115		)				(115		)
Distribution to majority interests	—			—			(328		)	328			—
Other	(337		)	(28		)	(65		)	—			(430		)
Net payments related to intercompany financing	(7,953		)	7,953			—			—			—
Net cash (used in) provided by financing activities	(12,268		)	7,925			652			328			(3,363		)
Net change in cash and cash equivalents	(24,074		)	—			1			—			(24,073		)
Cash and cash equivalents at beginning of period	55,076			—			31,881			—			86,957
Cash and cash equivalents at end of period	$	31,002		$	—		$	31,882		$	—		$	62,884

Condensed Consolidating Statement of Cash Flows

For the Three Months Ended March 31, 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	$	(8,314	)	$	(13,821	)	$	1,575		$	—	$	(20,560	)
INVESTING ACTIVITIES:
Purchase of fixed assets	—			(2,646		)	(52		)	—		(2,698		)
Net cash used in investing activities	—			(2,646		)	(52		)	—		(2,698		)
FINANCING ACTIVITIES:
Proceeds from issuance of common stock	992			—			—			—		992
Windfall tax benefits associated with equity-based compensation	72			—			—			—		72
Repayment of long-term debt	(25,000		)	—			—			—		(25,000		)
Debt issuance costs	—			—			—			—		—
Distribution to minority interests	387			(28		)	(599		)	—		(240		)
Other	(23		)	—			—			—		(23		)
Net payments related to intercompany financing	(16,495		)	16,495			—			—		—
Net cash (used in) provided by financing activities	(40,067		)	16,467			(599		)	—		(24,199		)
Net change in cash and cash equivalents	(48,381		)	—			924			—		(47,457		)
Cash and cash equivalents at beginning of period	166,140			—			40,912			—		207,052
Cash and cash equivalents at end of period	$	117,759		$	—		$	41,836		$	—	$	159,595