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-21.1 - LIST OF SUBSIDIARIES - SHG Services, Inc.dex211.htm
EX-23.1 - CONSENT OF PRICEWATERHOUSECOOPERS LLP (SUN HEALTHCARE GROUP, INC) - SHG Services, Inc.dex231.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 23.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the use in this Registration Statement on Form S-1 (File No. 333-167041) of our report dated July 14, 2010 relating to the combined balance sheet of Sun Real Estate Properties, a combination of certain assets and liabilities of Sun Healthcare Group, Inc. as of March 31, 2010, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration Statement.

/s/ PricewaterhouseCoopers LLP

Irvine, California

September 22, 2010