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 relates to the resale by the holders listed
below of up to $2,395,000 aggregate principal amount of 6 1/4% Convertible
Subordinated Notes due 2004 of CareMatrix Corporation. Those Notes were
originally issued by CareMatrix in private placements in August and October of
1997 under CareMatrix's Registration Statement on Form S-3 (No. 333-38113). You
should read this Supplement together with the Prospectus dated December 12,
1997, as supplemented to date. All capitalized terms used but not defined in
this Supplement shall have the meanings given them in the Prospectus.
Based on information provided to CareMatrix by the holders listed below,
the following holders may sell the principal amount of Notes opposite their
respective names pursuant to this Prospectus, as supplemented to date. To the
best of our knowledge, the Notes listed below represent all the Notes held by
such holders.
<TABLE>
<CAPTION>
Principal
Beneficial Holder Amount of Notes
<S> <C>
BancBoston Robertson Stephens(1)........................ $1,750,000
Associated Electric & Gas Insurance Services Limited.... $550,000
LLT Limited............................................. $95,000
</TABLE>
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(1) BancBoston Robertson Stephens ("BancBoston") has acted as an Initial
Purchaser and as an underwriter for CareMatrix. In addition, BancBoston
has entered into a Securities Lending Agreement with certain shareholders
of CareMatrix with respect to their shares of Common Stock of CareMatrix,
which shares of Common Stock have been registered under the Securities Act.
Additional information concerning the Selling Securityholders (including
each of the holders listed above) 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 CareMatrix's
Common Stock as reported on the American Stock Exchange on October 13, 1998 was
$19.9375 per share.
The Notes are unsecured obligations of CareMatrix. They are subordinated to
all present and future Senior Indebtedness of CareMatrix and effectively
subordinated to all liabilities of CareMatrix's subsidiaries. As of June 30,
1998, CareMatrix had no Senior Indebtedness. CareMatrix's subsidiaries had
approximately $6.6 million of indebtedness and other liabilities to which the
Notes would have been effectively subordinated. The Indenture does not limit the
ability of CareMatrix or its subsidiaries to incur more indebtedness.
The Notes are neither listed on a national securities exchange nor quoted
on an automated quotation system. The Notes are eligible, however, 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 October 14, 1998
