Attached files

file filename
S-1/A - AMENDMENT NO. 3 TO FORM S-1 - SHG Services, Inc.ds1a.htm
EX-3.2 - FORM OF AMENDED AND RESTATED BYLAWS - SHG Services, Inc.dex32.htm
EX-2.1 - FORM OF DISTRIBUTION AGREEMENT - SHG Services, Inc.dex21.htm
EX-8.1 - OPINION OF FRIED, FRANK, HARRIS, SHRIVER & JACOBSON LLP - SHG Services, Inc.dex81.htm
EX-3.1 - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - SHG Services, Inc.dex31.htm
EX-5.1 - OPINION OF O'MELVENY & MYERS LLP - SHG Services, Inc.dex51.htm
EX-10.2 - TAX ALLOCATION AGREEMENT - SHG Services, Inc.dex102.htm
EX-23.2 - CONSENT OF PRICEWATERHOUSECOOPERS LLP (SUN REAL ESTATE PROPERTIES) - SHG Services, Inc.dex232.htm
EX-21.1 - LIST OF SUBSIDIARIES - SHG Services, Inc.dex211.htm
EX-10.1 - FORM OF MASTER LEASE AGREEMENT - SHG Services, Inc.dex101.htm
EX-10.3 - FORM OF TRANSITION SERVICES AGREEMENT - SHG Services, Inc.dex103.htm
EX-23.3 - CONSENT OF ERNST & YOUNG LLP - SHG Services, Inc.dex233.htm
EX-99.9 - FORM OF SUN HEALTHCARE GROUP, INC. PROXY CARD - SHG Services, Inc.dex999.htm

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in this Registration Statement on Form S-1 (File No. 333-167041) of our report dated March 4, 2010 relating to the financial statements and financial statement schedule of Sun Healthcare Group, Inc. as of and for the years ended December 31, 2009 and 2008 and the effectiveness of internal control over financial reporting as of December 31, 2009, which appears in Sun Healthcare Group, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2009. We also consent to the reference to us under the heading “Experts” in such Registration statement.

/s/ PricewaterhouseCoopers LLP

Irvine, California

September 22, 2010