INTENSIVA HEALTHCARE CORP
10-Q, 1998-05-12
SKILLED NURSING CARE FACILITIES
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<PAGE>   1
                                    FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           --------------------------

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                FOR THE TRANSITION PERIOD FROM _______ TO _______

                        COMMISSION FILE NUMBER 000-21505

                        INTENSIVA HEALTHCARE CORPORATION
             (Exact name of registrant as specified in its charter)

                    DELAWARE                             43-1690769
         (State or other jurisdiction of            (I.R.S. Employer
          incorporation or organization)            Identification No.)

    7733 FORSYTH BLVD., 8TH FLOOR, ST. LOUIS, MISSOURI            63105
       (Address of principal executive offices)                (Zip Code)

                                 (314) 725-0112
              (Registrant's telephone number, including area code)

- --------------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filled by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

Yes [X]  No [  ]

The number of shares outstanding of the registrant's Common Stock, par value
$0.001 per share, at April 30, 1998, was 9,978,028 shares.

                                                                          Page 1
                                       

<PAGE>   2



                         PART I -- FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                        INTENSIVA HEALTHCARE CORPORATION
                                AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                          MARCH 31,
                                                            1998        DECEMBER 31,
                            ASSETS                      (UNAUDITED)        1997
                                                       ------------    ------------
<S>                                                    <C>             <C>         

Current assets:
    Cash and cash equivalents                          $    833,381    $  1,433,812
    Accounts receivable, less allowance for doubtful
        accounts of $2,021,000 and $1,736,000,
        respectively                                     45,029,774      31,876,315
    Inventories                                             893,341         781,317
    Prepaid expenses                                        833,428         855,429
                                                       ------------    ------------
                  Total current assets                   47,589,924      34,946,873

Property and equipment, net                               7,331,791       6,882,957
Organizational and preopening costs, net                    600,737         382,777
Other assets                                              1,004,698       1,047,842
                                                       ------------    ------------
                                                       $ 56,527,150    $ 43,260,449
                                                       ============    ============


             Liabilities and Stockholders' Equity

Current liabilities:
    Current portion of long-term obligations           $    674,258    $    781,315
    Current portion of revolving credit facility          2,259,980       1,649,394
    Accounts payable and accrued expenses                 9,934,198       7,589,180
    Accrued salaries, wages and benefits                  2,007,719       2,245,741
    Accrued third-party payor settlements                 9,053,396       2,652,585
                                                       ------------    ------------
                  Total current liabilities              23,929,551      14,918,215

Long-term obligations, less current portion               1,334,298       1,312,234
Revolving credit facility, less current portion           5,347,084       1,935,575
Deferred rent expense                                     1,379,962       1,301,984

Stockholders' equity:
    Common stock, $0.001 par value, 70,000,000
        shares authorized, 9,969,045 shares issued
        and outstanding                                       9,969           9,969
    Additional paid-in capital                           30,193,647      30,193,647
    Accumulated deficit                                  (5,667,361)     (6,411,175)
                                                       ------------    ------------
                  Total stockholders' equity             24,536,255      23,792,441
                                                       ------------    ------------
                                                       $ 56,527,150    $ 43,260,449
                                                       ============    ============
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                                                          Page 2
                                      

<PAGE>   3



                        INTENSIVA HEALTHCARE CORPORATION
                                AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                                   (UNAUDITED)



<TABLE>
<CAPTION>

                                                          1998           1997
                                                          ----           ----
<S>                                                   <C>            <C>         

Net patient service revenues                          $25,733,517    $ 12,400,383

Costs and expenses:
    Operating expenses                                 22,160,336      10,458,384
    General and administrative                          1,282,560       1,012,723
    Provision for doubtful accounts                       517,746         863,334
    Depreciation and amortization                         542,633         293,210
                                                     ------------    ------------
                  Total costs and expenses             24,503,275      12,627,651
                                                     ------------    ------------
                  Operating income (loss)               1,230,242        (227,268)

Interest income                                              --           202,727
Interest expense                                         (167,650)        (61,009)
                                                     ------------    ------------
                 Income (loss) before income taxes      1,062,592         (85,550)

Provision for income taxes                                318,778            --
                                                     ------------    ------------

                 Net income (loss)                   $    743,814    $    (85,550)
                                                     ============    ============

Basic and diluted income (loss) per share            $       0.07    $      (0.01)
                                                     ============    ============
</TABLE>


     See accompanying notes to condensed consolidated financial statements.



                                                                          Page 3
                                        

<PAGE>   4



                        INTENSIVA HEALTHCARE CORPORATION
                                AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                      1998                1997
                                                                      ----                ----
<S>                                                              <C>               <C>          

Cash flows from operating activities:
    Net income (loss)                                            $    743,814      $    (85,550)
    Adjustments to reconcile net income (loss) to net
     cash used in operating activities:
        Depreciation and amortization                                 542,633           293,210
        Provision for doubtful accounts                               517,746           863,334
        Increase in accounts receivable                           (13,671,205)       (4,687,624)
        Decrease (increase) in inventories, prepaid expenses
            and other assets                                         (127,031)          198,652
        Increase in accounts payable and accrued expenses           2,345,018           661,170
        Increase (decrease) in accrued salaries, wages and
            benefits                                                 (238,022)          233,480
        Increase (decrease) in accrued third-party payor
            settlements                                             6,400,811          (688,368)
        Increase in deferred rent expense                              77,978            58,076
                                                                 ------------      ------------
     Net cash used in operating activities                         (3,408,258)       (3,153,620)
                                                                 ------------      ------------

Cash flows from investing activities:
    Additions to property and equipment                              (600,760)         (204,876)
    Organizational and preopening costs                              (321,487)          (69,918)
    Maturities of short-term investments                                 --           1,086,617
                                                                 ------------      ------------
     Net cash provided by (used in) investing activities             (922,247)          811,823
                                                                 ------------      ------------

Cash flows from financing activities:
   Net borrowings under revolving credit facility                   4,022,095              --
   Payments on long-term obligations                                 (292,021)         (151,039)
                                                                 ------------      ------------
     Net cash provided by (used in) financing activities            3,730,074          (151,039)
                                                                 ------------      ------------
     Decrease in cash and cash equivalents                           (600,431)       (2,492,836)

Cash and cash equivalents, beginning of period                      1,433,812         2,884,977
                                                                 ------------      ------------

Cash and cash equivalents, end of period                         $    833,381      $    392,141
                                                                 ============      ============

Supplemental cash flow information:
   Cash paid for interest                                        $    167,650      $     61,009
   Cash paid for income taxes                                          44,900              --

Supplemental information - noncash activity:
   Acquisition of equipment through capital leases                    207,028           257,724
                                                                 ============      ============
</TABLE>


     See accompanying notes to condensed consolidated financial statements.

                                                                          Page 4
                                         


<PAGE>   5




                        INTENSIVA HEALTHCARE CORPORATION
                                AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


(1)  Basis of Presentation
     The condensed consolidated balance sheet as of March 31, 1998 and the
     related condensed consolidated statements of operations and cash flows for
     the three month periods ended March 31, 1998 and 1997 contained in this
     Form 10-Q, which are unaudited, include the accounts of Intensiva
     HealthCare Corporation and its wholly-owned subsidiaries ("Intensiva" or
     the "Company"). All significant intercompany accounts have been eliminated
     in consolidation. In the opinion of management, all adjustments, consisting
     of normal recurring items, necessary for a fair presentation of such
     financial statements have been included. The results of operations for the
     three month period ended March 31, 1998 are not necessarily indicative of
     the results to be expected for the year ended December 31, 1998.

     The condensed consolidated financial statements do not include all
     information and footnotes necessary for a complete presentation of
     financial position, results of operations and cash flows in conformity with
     generally accepted accounting principles. Reference is made to the
     Company's audited financial statements and the related notes, included in
     the registrant's annual report on Form 10-K for the year ended December 31,
     1997.

(2)  Net Income (Loss) Per Share
     Basic and diluted income (loss) per share was computed using net income
     (loss) and the weighted average number of shares of common stock and common
     stock equivalents. The weighted average numbers of shares of common stock
     and common stock equivalents used in the computation of basic and diluted
     income per share for the three month period ended March 31, 1998 were
     9,969,045 and 10,471,556, respectively. The difference between the two
     amounts relates to the effect of dilutive stock options and warrants. The
     weighted average number of shares of common stock and common stock
     equivalents used in the computation of both basic and diluted loss per
     share for the three month period ended March 31, 1997 was 9,905,062.

(3)  Comprehensive Earnings
     The Company adopted the provisions of Statement of Financial Accounting
     Standards No. 130, "Reporting Comprehensive Income", on January 1, 1998,
     which requires reporting of comprehensive income (earnings) and its        
     components in the statement of operations and statement of equity,
     including net income as a component. Comprehensive income is the change in
     equity of a business from transactions and other events and circumstances
     from non-owner sources.

(4)  Reclassifications
     Certain prior year amounts have been reclassified to conform with current
     year presentation.



                                                                          Page 5
                                         

<PAGE>   6



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Overview

    Intensiva provides highly specialized, acute long-term care for critically
ill or injured patients who require intensive medical monitoring and treatment,
and who often have multiple medical conditions and are medically unstable. The
Company provides high quality, cost effective, specialized care for its
patients, who typically require an average length of stay of greater than 25
days in an intensive inpatient setting. Intensiva's medical staffs provide
specialized medical services, as well as nursing and respiratory care, and the
Company is expanding disease-specific pathways to treat pulmonary, cancer, renal
and cardiac conditions, among others. The Company's clinical programs utilize
specialized staff, equipment and protocols for the treatment of its patients.

    Intensiva leases underutilized space from general acute care hospitals
("Host Hospitals") in underserved markets, creating a separate "hospital within
a hospital." By leasing space from the Host Hospital, Intensiva is able to
minimize capital and overhead costs, including the costs to purchase and operate
the physical plant and expensive medical and diagnostic equipment. The Company
is able to purchase certain services from its Host Hospitals, such as laboratory
and radiology (MRI, CAT Scan, X-Ray), as well as hotel services such as laundry,
housekeeping, dietary and property management. The Company's business model
contemplates for each of its specialized hospitals to become certified by
Medicare as "long-term care hospitals" exempt from the Prospective Payment
System (PPS) after approximately seven months of operations. This exemption
will enable the hospitals to receive cost-based reimbursement (subject to
certain caps), which the Company believes is more appropriate given the medical
condition of its patients. In addition, the Company's business model seeks to
maintain the anticipated payor mix which includes both non-governmental and
governmental payors. The Company is reimbursed by non-governmental payors on per
diem or per discharge basis, through fee for service arrangements, or through
negotiated discounts from established charges.

    Operations begin approximately four to five months after an agreement is
executed (and a Certificate of Need is approved, if necessary) with a Host
Hospital. During the qualification period, the Company spends approximately one
million dollars per facility on renovation costs, equipment purchases,
pre-opening costs and working capital before the facility becomes eligible for
certification as a long-term care hospital. Patient volumes are lower during the
qualification phase while physicians, case managers, and payors are educated as
to the benefits of the Company's clinical services.

    The Company currently operates 17 facilities in seven states. In addition,
as of March 31, 1998, the Company had signed agreements involving six other
facilities, three of which the Company anticipates will begin operations during
the second quarter of 1998.



                                                                          Page 6
                                       

<PAGE>   7



Sources of Revenues

    The Company receives payment for health care services primarily from
non-governmental payors such as managed care organizations (e.g. preferred
provider and health maintenance organizations) and other commercial health
insurance carriers (e.g. traditional indemnity insurance plans), and the federal
government and state governments under the Medicare, Medicaid and other
governmental programs. Consistent with initiatives to control health care costs,
the Company generally negotiates payments with non-governmental payors based
upon the type and extent of services to be provided to individual patients. The
following table sets forth the approximate percentages of the Company's net
patient service revenues derived from the specified payor sources indicated:

<TABLE>
<CAPTION>


                                     THREE MONTHS ENDED       YEAR ENDED
                                          MARCH 31,          DECEMBER 31,

                                     1998       1997       1997        1996
                                     ----       ----       ----       ----
<S>                                  <C>        <C>        <C>        <C>  
Medicare                             69.3%      81.0%      76.9%      73.2%
Medicaid                              8.0        0.6        3.2        0.9
HMO                                   2.9        1.2        0.8        1.4
PPO                                   3.2       10.4        4.9        6.5
Other negotiated arrangements        16.6        6.8       14.2       18.0
                                    -----      -----      -----      -----
                                    100.0%     100.0%     100.0%     100.0%
                                    =====      =====      =====      =====
</TABLE>



    The level of Medicare net revenues as a percentage of total net revenues is
a reflection of the maturation of a number of the Company's hospitals, as the
Medicare percentage is beginning to settle into the range originally estimated
for mature hospitals. Other consists of traditional indemnity insurance and all
other arrangements with third-party payors (primarily those negotiated on a case
by case basis) with the trend toward negotiated arrangements and away from
traditional indemnity insurance.

Results of Operations

    Net Revenues. Net revenues for the three months ended March 31, 1998
increased $13.3 million, or 107.5%, compared to the comparable period in 1997.
This growth is primarily a result of the increase in the number of operational
facilities, as the Company had 17 operational facilities at March 31, 1998 as
compared to ten operational facilities at March 31, 1997. In addition, increased
census at maturing facilities has been a significant factor in the increase in
net revenues. The ten facilities in operation at March 31, 1997 had patient days
of 21,271 and 10,416 during the first quarters of 1998 and 1997, respectively.

    Operating Expenses. Operating expenses for the three months ended March 31,
1998 increased $11.7 million, or 111.9%, from the comparable period in 1997.
This increase is attributable to the same factors as those relating to the net
revenues growth. As a percentage of net revenues, operating expenses increased
slightly to 86% during the first quarter of 1998 from 84% during the first
quarter of 1997. This increase is primarily attributable to the start-up losses
incurred on the two facilities opened as PPS hospitals in late 1997. The
percentage for the first quarter of 1998 is the same as the percentage for the
year ended December 31, 1997.

    General and Administrative.  General and administrative expenses for the 
three months ended March 31, 1998 increased $270,000, or 26.6%, from the 
comparable period in 1997.  The increase in expenses was primarily attributable 
to salaries, related payroll taxes, and employee benefits relating to additional
personnel 

                                                                          Page 7
<PAGE>   8

retained to support the Company's growth strategy. As a percentage of net
revenues, general and administrative expenses decreased from 8% to 5%. The
Company expects that its general and administrative expenses will continue to
decrease as a percentage of net revenues as the Company grows and achieves
certain economies of scale, although at a slower rate.

    Provision for Doubtful Accounts. The provision for doubtful accounts for
the three months ended March 31, 1998 decreased $346,000, or 40.0%, from the
comparable period in 1997, due primarily to an adjustment to reserve for
potential write-offs on specific accounts during the first quarter of 1997. As a
percentage of net revenues, the provision for doubtful accounts decreased from
7% to 2%. The Company expects this percentage to continue to decrease as a
percentage of net revenues as the Company matures, although at a slower rate.

    Depreciation and Amortization. Depreciation and amortization for the three
months ended March 31, 1998 increased $249,000, or 85.1%, from the comparable
period in 1997. The increase relates primarily to depreciation and amortization
related to the property and equipment acquired for the seven facilities opened
between April 1, 1997 and March 31, 1998.

    Income Taxes. The Company's income tax provision for the quarter ended March
31, 1998 contemplates the utilization of substantially all of the Company's
available federal net operating loss carryforwards during 1998. Such net
operating loss carryforwards offset all of the Company's taxable income for the
first quarter of 1997.

Selected Quarterly Financial Results

    The following table presents unaudited quarterly operating results for each
of the eight quarters in the period from April 1, 1996 through March 31, 1998.
The Company believes that all necessary adjustments have been included in the
amounts stated below to present fairly the following selected quarterly
information when read in conjunction with the financial statements included
elsewhere in this Form 10-Q.
<TABLE>
<CAPTION>


                                                                       THREE MONTHS ENDED
                                ------------------------------------------------------------------------------------------------

                                  JUNE 30,    SEPT 30,    DEC 31,      MAR 31,    JUNE 30,    SEPT 30,    DEC 31,     MAR 31,
                                    1996        1996        1996         1997        1997        1997       1997        1998
                                                
                                                                     (DOLLARS IN THOUSANDS)
<S>                                   <C>        <C>          <C>         <C>         <C>         <C>        <C>         <C>    
Net revenues                           $3,567     $4,663       $8,009     $12,400     $14,259     $19,495    $23,435     $25,734
Operating income (loss)               (1,118)    (1,623)      (1,780)       (227)         125         687        968       1,230
Income (loss) before
    income taxes                      (1,021)    (1,597)      (1,639)        (86)         198         701        918       1,063
Provision for income taxes                  -          -            -           -           -           -         94         319
Net income (loss)                     (1,021)    (1,597)      (1,639)        (86)         198         701        824         744

</TABLE>




                                                                          Page 8
                                        

<PAGE>   9




Liquidity and Capital Resources

    Since November 1997, the Company has financed its operations primarily
through borrowings under its $20 million revolving credit facility. Although the
Company has begun to generate positive cash flows from certain of its mature
facilities, overall cash flows from operations have not been sufficient to
support ongoing operations primarily due to the time lag that is required to
obtain Medicare provider numbers at new facilities and the continuing
development of new facilities in accordance with the Company's growth strategy.

    Cash flows used in investing activities have consisted primarily of capital
renovations, equipment purchases and organizational and pre-opening costs
incurred prior to providing patient services at each new facility.

    The Company made capital expenditures of approximately $601,000 and $205,000
during the three months ended March 31, 1998 and 1997, respectively. Additional
equipment was acquired through capital leases, amounting to approximately
$207,000 and $258,000 for the three months ended March 31, 1998 and 1997,
respectively.

    During March 1996, the Company entered into a sale-leaseback agreement with
a third-party to take advantage of favorable borrowing rates and maintain
liquidity. As part of this agreement, the Company obtained a $1 million
commitment from the third-party to finance additional capital expenditures. In
May 1997, this agreement was amended to extend an additional commitment of
$500,000 through January 1998 (subsequently extended through April 1998).
Unutilized borrowing capacity under the commitment was approximately $325,000 at
March 31, 1998.

    The accounts receivable balance at March 31, 1998 increased $13.2 million
from December 31, 1997, while the accrued third-party payor settlements balance
increased $6.4 million over the same period. The majority of the increase in
accounts receivable is a result of increased census at the Company's facilities
and the time required in obtaining new Medicare provider numbers from the
Medicare fiscal intermediaries once a facility opens and upon completion of the
qualification period. The time lag can result in initial Medicare payments being
received in excess of six months after a facility opens. Of the seventeen
facilities operating as of March 31, 1998, eleven have received certification as
long-term care hospitals and have received long-term care provider numbers. One
of the eleven received its provider number in the first quarter of 1998 and
therefore did not begin receiving payments until April 1998. This facility had a
Medicare accounts receivable balance of $4.2 million at March 31, 1998 (versus
$2.6 million at December 31, 1997), and received payments of approximately $2.9
million in April 1998. Of the remaining six facilities, three have received
initial provider numbers by March 31, 1998. All three of these facilities have
completed their initial qualification period. The accounts receivable balance
for Medicare or Medicaid accounts for which a provider number has not yet been
received totaled $6.8 million at March 31, 1998, an increase of $4.9 million
over the total of such accounts at December 31, 1997. The Company anticipates
that it will ultimately receive long-term care certification and provider
numbers for all existing facilities.


                                                                          Page 9
                                        

<PAGE>   10




    Working capital at March 31, 1998 was $23.7 million, representing a $3.7
million increase from December 31, 1997. This increase resulted from the
utilization of borrowings under the revolving credit facility to fund
operations.

    The Company leases space from Host Hospitals under operating lease
agreements having initial terms of five or more years. The Company leases
corporate office space under a noncancellable operating lease which expires in
the year 2002. Minimum annual lease payments on noncancellable operating leases
with maturities in excess of one year are as follows: $5.1 million in 1998, $7.0
million in 1999, $7.0 million in 2000, $6.8 million in 2001, $5.0 million in
2002 and $1.9 million thereafter.

    The Company estimates that borrowings under the revolving credit facility
will be sufficient to fund its continued development and meet anticipated cash
needs of the Company for at least the next 12 months.

Health Care Legislation

    In recent years, an increasing number of legislative proposals have been
introduced or proposed in Congress and in some state legislatures which could
result in major changes in the health care system. Management cannot predict to
what extent such proposed legislation would affect long-term care hospitals,
whether such proposed legislation will be adopted, or if adopted, what effect,
if any, such proposed legislation would have on the operations of the Company.

Forward Looking Statements

    Certain of the statements made herein are forward looking statements, as
that term is defined under Section 27(a) of the Securities Exchange Act of 1933,
Section 21(e) of the Securities Exchange Act of 1934, the Private Securities
Litigation Reform Act of 1995, and releases by the Securities and Exchange
Commission. The Company cautions readers that actual results could be materially
different as a result of various possibilities and differences between
anticipated and actual developments. Factors that could cause actual results to
differ from anticipated results include, but are not limited to changes in
health care regulation and/or health care reform, changes in the regulation of
relationships among health care providers, difficulty in obtaining necessary
licenses or certifications, ability to collect accounts receivable, changes in
reimbursement policies or procedures, changes in payor mix, changes in referral
source practices, changes in relationships with Host Hospitals and/or the leases
with such Host Hospitals, competition, and the adequacy of professional
liability insurance. Additional information concerning such factors is set forth
under "Risk Factors" in the Company's Annual Report on Form 10-K for the year
ended December 31, 1997, which information is incorporated herein by this
reference. The Company undertakes no obligation to publicly release the results
of any revisions to any forward looking statements contained herein which may be
made to reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.


ITEM 2.      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

                                                                         Page 10
                                       
<PAGE>   11




                          PART II -- OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS

    There are no reportable proceedings.

ITEM 2. CHANGE IN SECURITIES

    (a)           Not applicable.

    (b)           Not applicable.

    (c)           Not applicable.

    (d)           Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

    (a)           Not applicable.

    (b)           Not applicable.

ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

    Not applicable.

ITEM 5. OTHER INFORMATION

    Not applicable.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

    (a)           See Exhibit Index for list of Exhibits.

    (b)           Not applicable.



                                                                         Page 11

<PAGE>   12




                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                               INTENSIVA HEALTHCARE CORPORATION


Date:   May 12, 1998           By /s/ John P.  Keefe
                                      John P.  Keefe, Chief Financial Officer
                                    (Principal Financial and Accounting Officer)

                                                                         Page 12
                                         
<PAGE>   13


                                  EXHIBIT INDEX



     Exhibit
      Number         Exhibit



       27.1          Financial Data Schedule







                                                                         Page 13
                                        

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM INTENSIVA
HEALTHCARE CORPORATION'S CONDENSED CONSOLIDATED FINANCIAL STATEMETNTS FOR THE
THREE MONTHS ENDED MARCH 31, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               MAR-31-1998
<CASH>                                         833,381
<SECURITIES>                                         0
<RECEIVABLES>                               47,050,774
<ALLOWANCES>                                 2,021,000
<INVENTORY>                                    893,341
<CURRENT-ASSETS>                            47,589,924
<PP&E>                                       9,200,673
<DEPRECIATION>                               1,868,882
<TOTAL-ASSETS>                              56,527,150
<CURRENT-LIABILITIES>                       23,929,551
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         9,969
<OTHER-SE>                                  24,526,286
<TOTAL-LIABILITY-AND-EQUITY>                56,527,150
<SALES>                                              0
<TOTAL-REVENUES>                            25,733,517
<CGS>                                                0
<TOTAL-COSTS>                               22,160,336
<OTHER-EXPENSES>                             1,282,560
<LOSS-PROVISION>                               517,746
<INTEREST-EXPENSE>                             167,650
<INCOME-PRETAX>                              1,062,592
<INCOME-TAX>                                   318,778
<INCOME-CONTINUING>                            743,814
<DISCONTINUED>                                       0
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