SUPPLEMENT NO. 12 DATED NOVEMBER 21, 1997
TO PROSPECTUS DATED SEPTEMBER 3, 1996
RELATING TO $125,000,000 PRINCIPAL AMOUNT 5-5/8% CONVERTIBLE
SUBORDINATED NOTES DUE 2006 AND
3,654,971 SHARES OF
RENAL TREATMENT CENTERS, INC.
COMMON STOCK, $.01 PAR VALUE
All capitalized terms used but not defined herein shall have the meanings
prescribed in the Prospectus dated September 3, 1996, as supplemented by
Supplement No. 1 dated December 2, 1996, Supplement No. 2 dated December 9,
1996, Supplement No. 3 dated January 6, 1997, Supplement No. 4 dated January 13,
1997, Supplement No. 5 dated February 18, 1997, Supplement No. 6 dated March 17,
1997, Supplement No. 7 dated April 30, 1997, Supplement No. 8 dated May 9, 1997,
Supplement No. 9 dated May 12, 1997, Supplement No. 10 dated June 27, 1997 and
Supplement No. 11 dated August 21, 1997, forming a part of Form S-3 Registration
Statement No. 333-10839.
The purpose of this supplement is to provide additional information
regarding the Selling Securityholders. The Selling Securityholders in the table
below are identified by this supplement. The Notes beneficially owned by these
Selling Securityholders were previously listed in the Prospectus under the names
of the nominee or Depository Trust Company participant holding the Notes for the
benefit of the Selling Securityholders or the persons from whom the Selling
Securityholders purchased the Notes. The table has been prepared based upon
information furnished to the Company by or on behalf of the Selling
Securityholders identified therein.
<TABLE>
<CAPTION>
Principal Amount of Number of
Notes Beneficially Conversion
Owned Percentage Shares Percentage
That May of Notes That May of Common Stock
Name Be Sold ($) Outstanding Be Sold (1) Outstanding (2)
- ---- ----------- ----------- ----------- ---------------
<S> <C> <C> <C> <C>
Declaration of Trust for the Defined 530,000 * 15,497 *
Benefit Plan of ICI American Holdings, Inc.
Declaration of Trust for the Defined 345,000 * 10,087 *
Benefit Plan of Zeneca Holdings, Inc.
Delaware State Employees Retirement Fund 1,655,000 1.3% 48,391 *
General Motors Employees Domestic Group 7,550,000 6.0% 220,760 *
Trust
Hillside Capital Incorporated Corporate 160,000 * 4,678 *
Account
<PAGE>
Thermo Electron Balanced Investment Fund 300,000 * 8,771 *
</TABLE>
* Less than 1%.
(1) Assumes conversion of the full amount of Notes held by such holder at the
current conversion rate of $34.20 in principal amount of Notes per share of
Common Stock. Under the terms of the Indenture, fractional shares will not
be issued upon conversion of the Notes; cash will be paid in lieu of
fractional shares, if any.
(2) Computed in accordance with Rule 13d-3(d)(i) promulgated under the Exchange
Act based upon the 24,991,807 shares of Common Stock outstanding as of
November 10, 1997, treating as outstanding the number of Conversion Shares
shown as being issuable upon the assumed conversion by the named holder of
the full amount of such holder's Notes but not assuming the conversion of
the Notes of any other holders.
Other than their ownership of the Company's securities, none of the
foregoing Selling Securityholders has had any material relationship with the
Company within the past three years.
