PROSPECTUS SUPPLEMENT Filed pursuant to Rule 424(b)(3)
To Prospectus Dated May 14, 1997, Registration No. 333-08269
As Supplemented to Date
$100,000,000
PHYMATRIX CORP.
6-3/4% Convertible Subordinated Debentures due 2003
and
Shares of Common Stock, Par Value $.01 Per Share,
Issuable Upon Conversion Thereof
This Prospectus Supplement (the "Supplement") relates to the resale by
Alfred Ross ("Ross") of up to $100,000 aggregate principal amount of 6-3/4%
Convertible Subordinated Debentures due 2003 (the "Debentures") of PhyMatrix
Corp., a Delaware corporation (the "Company"), originally issued in private
placements consummated on June 26, 1996 (the "Debt Offering"), pursuant to
PhyMatrix Corp.'s Registration Statement on Form S-3 (No. 333-08269) (the
"Registration Statement"). This Supplement should be read in conjunction with
the Prospectus dated May 14, 1997, as supplemented to date (the "Prospectus"),
to be delivered with this Supplement. All capitalized terms used but not defined
in this Supplement shall have the meanings given them in the Prospectus.
Based on information provided to the Company, the aggregate principal
amount of the Debentures that are currently beneficially owned by Ross is
$100,000 of which $100,000 may be sold at this time pursuant to the Prospectus
as supplemented hereby. Additional information concerning the Selling
Securityholders (including Ross) may be set forth from time to time in
additional supplements to the Prospectus. The total outstanding aggregate
principal amount of the Debentures is $100,000,000.
The closing price of the Company's Common Stock as reported on The Nasdaq
National Market on February 19, 1998 was $13.375 per share.
The Debentures will be subordinated to all existing and future Senior
Indebtedness of the Company. At October 31, 1997, Senior Indebtedness was
approximately $38.4 million. The Indenture contains no limitations on the
incurrence of additional indebtedness or other liabilities by the Company.
The Debentures are neither listed on a national securities exchange nor
quoted on an automated quotation system. However, the Debentures are eligible
for trading in the Private Offerings, Resales and Trading through Automated
Linkages ("PORTAL") Market. Debentures sold pursuant to the Registration
Statement will no longer be eligible for trading in the PORTAL Market.
The date of this Prospectus Supplement is February 20, 1998
