CAREMATRIX CORP
424B3, 1998-01-08
SOCIAL SERVICES
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PROSPECTUS SUPPLEMENT                           Filed pursuant to Rule 424(b)(3)
To Prospectus Dated December 12, 1997,                Registration No. 333-38113
As Supplemented to Date



                                  $115,000,000

                             CAREMATRIX CORPORATION

                 6-1/4% Convertible Subordinated Notes due 2004
                                      and
               Shares of Common Stock, Par Value $.05 Per Share,
                        Issuable Upon Conversion Thereof

                                 ---------------

     This Prospectus Supplement (the "Supplement") relates to the resale by
Bankers Trust International ("Bankers Trust") of up to $7,000,000 aggregate
principal amount of 6-1/4% Convertible Subordinated Notes due 2004 (the "Notes")
of CareMatrix Corporation, a Delaware corporation (the "Company"), originally
issued in private placements consummated on August 18, 1997 and October 1, 1997
(the "Debt Offering"), pursuant to the Company's Registration Statement on Form
S-3 (No. 333-38113) (the "Registration Statement"). This Supplement should be
read in conjunction with the Prospectus dated December 12, 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 Notes currently beneficially owned by Bankers Trust is $7,000,000,
of which $7,000,000 may be sold at this time pursuant to the Prospectus as
supplemented hereby. Additional information concerning the Selling
Securityholders (including Bankers Trust) may be set forth from time to time in
additional supplements to the Prospectus. The total outstanding aggregate
principal amount of the Notes is $115,000,000.

     The closing price of the Company's Common Stock as reported on the American
Stock Exchange on January 7, 1998 was $29.4375 per share.

     The Notes are neither listed on a national securities exchange nor quoted
on an automated quotation system; however, the Notes are eligible for trading in
the Private Offerings, Resales and Trading through Automated Linkages ("PORTAL")
Market. Notes sold pursuant to the Registration Statement will no longer be
eligible for trading in the PORTAL Market.

            The date of this Prospectus Supplement is January 8, 1998






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