0000898822-07-000692 Sample Contracts

PRIVATE AND CONFIDENTIAL May 14, 2007 VIA E-MAIL Gregg Lemkau Managing Director Goldman, Sachs & Co. 85 Broad Street New York, NY 10004 Dear Gregg:
Merger Agreement • May 16th, 2007 • Genesis Healthcare Corp • Services-skilled nursing care facilities

Fillmore Capital Partners, LLC on behalf of certain of its affiliates (“Fillmore”) hereby submits this proposal to acquire Genesis HealthCare Corporation (“the Company”).

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