RHB

Rehabcare Group Inc.

RehabCare Group, Inc., a Delaware corporation, headquartered in St. Louis, Missouri, is a leading provider of rehabilitation program management services in more than 1,200 hospitals, skilled nursing facilities, outpatient facilities and other long-term care facilities located in 41 states. We also own and operate 28 long-term acute care hospitals (“LTACHs”) and 6 rehabilitation hospitals. These hospitals provide total medical care to patients with medically complex diagnoses and to patients in need of rehabilitation.

Established in 1982, we have more than 25 years of experience helping healthcare providers grow and become more efficient while effectively and compassionately delivering rehabilitation services to patients. In partnership with healthcare providers, we provide post-acute program management, medical direction, physical therapy rehabilitation, quality assurance, compliance review, specialty programs and census development services. We believe our clients place a high value on our extensive experience in assisting them to implement clinical best practices, to address competition for patient services, and to navigate the complexities inherent in managed care contracting and government reimbursement systems. Over the years, we have diversified our program management services to include management services for inpatient rehabilitation facilities within hospitals, skilled nursing units, outpatient rehabilitation programs, home health, and skilled nursing, long-term care and assisted living facilities.

Our Business Units

We currently operate in two business segments: program management services, which consists of two business units — hospital rehabilitation services and skilled nursing rehabilitation services — and hospitals. The following table describes the services we offer within each segment.

Hospitals

We entered the rehabilitation and long-term acute care hospital market in 2005 when we acquired substantially all of the operating assets of MeadowBrook Healthcare, Inc. (“MeadowBrook”), an operator of two rehabilitation hospitals and two LTACHs. These facilities treat patients who require intensive inpatient rehabilitative care and patients with medically complex diagnoses. Patient care is provided by nursing and therapy staff as directed by a physician order. Effective November 24, 2009, we acquired all of the outstanding stock of Triumph HealthCare Holdings, Inc., which operated 20 LTACHs at the time of acquisition, more than doubling the size of our hospital segment. As of December 31, 2009, we operated 28 LTACHs and 6 rehabilitation hospitals. We are the sole owner of 20 of these hospitals. We retain a 51% to 87% ownership in the remaining 14 jointly owned hospitals. Our hospitals are located in Texas, Oklahoma, Louisiana, Florida, Georgia, Missouri, Illinois, Ohio, Indiana, Pennsylvania, Michigan, North Dakota and Colorado. Except for two Company-owned facilities, all of these facilities are located in property leased by us under long-term leases. Our facilities range in size from 20 to 115 licensed beds. We also own a 40% equity interest in a freestanding rehabilitation hospital in Kokomo, Indiana.

LTACHs serve highly complex, but relatively stable, patients. Typical diagnoses include respiratory failure, neuromuscular disorders, traumatic brain and spinal cord injuries, stroke, cardiac disorders, non-healing wounds, renal disorders and cancer. Most LTACH patients are transferred from inpatient acute medical/surgical beds. In order to remain certified as an LTACH, average length of stay for Medicare patients must be at least 25 days.

The clinical services we provide in LTACHs include: nursing care, rehabilitation therapies, pulmonology, respiratory care, cardiac and hemodynamic monitoring, ventilator weaning, dialysis services, IV antibiotic therapy, total parenteral nutrition, wound care, vacuum assisted closure, pain management and diabetes management. The majority of our LTACH patients are covered by Medicare.

Our rehabilitation hospitals provide services to patients who require intensive inpatient rehabilitative care. Inpatient rehabilitation patients typically experience significant physical disabilities due to various conditions, such as head injury, spinal cord injury, stroke, certain orthopedic problems, and neuromuscular disease. Our rehabilitation hospitals provide the medical, nursing, therapy, and ancillary services required to comply with local, state, and federal regulations, as well as accreditation standards of the Joint Commission. The outpatient services offered by our hospital division assist us in managing patients through their post-acute continuum of care. The majority of our inpatient rehabilitation facility patients are covered by Medicare.

In the hospital segment, we are developing joint venture relationships with acute care hospitals and physician practices whereby the joint venture owns and/or operates the LTACH or rehabilitation facility, and we provide management services to the facility, which include billing, collection, and other facility management services. This joint venture management business model provides the potential for additional profitability and significantly longer partnerships, but requires additional capital compared to our traditional contract management business.

Strategy

Our operations are guided by a defined strategy aimed at advancing the profitability and growth of our company and the delivery of high quality healthcare services to patients. The focal point of that strategy is the development of clinically integrated post acute continuums of care in geographic regions throughout the United States where we provide services in a full spectrum of post acute patient settings. We plan to execute this strategy over the long-term through acquisitions, joint ownership arrangements with market leading healthcare providers and by aggressively pursuing additional program management opportunities.

Employees

As of December 31, 2009, we had approximately 18,200 employees, approximately 9,200 of whom were full-time employees, including approximately 5,300 employees in our program management business, 3,400 employees in our hospitals and 500 employees in our corporate offices. The physicians who are the medical directors in our managed IRFs and hospitals are independent contractors and not our employees. None of our employees are subject to a collective bargaining agreement.