SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE l3D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
CORAM HEALTHCARE CORPORATION
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(Name of Issuer)
Common Stock, par value $.001 per share
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(Title of Class of Securities)
218103109
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(CUSIP Number)
with a copy to:
Stephen Feinberg Robert G. Minion, Esq.
450 Park Avenue Lowenstein Sandler PC
28th Floor 65 Livingston Avenue
New York, New York 10022 Roseland, New Jersey 07068
(212) 421-2600 (973) 597-2424
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
April 9, 1999
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule l3G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7(b) for
other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
Cusip No. 218103109
________________________________________________________________________________
1) Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(entities only):
Stephen Feinberg
________________________________________________________________________________
2) Check the Appropriate Box if a Member of a Group (See Instructions):
(a) Not
(b) Applicable
________________________________________________________________________________
3) SEC Use Only
________________________________________________________________________________
4) Source of Funds (See Instructions): WC
________________________________________________________________________________
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d)
or 2(e): Not Applicable
________________________________________________________________________________
6) Citizenship or Place of Organization: United States
________________________________________________________________________________
Number of 7) Sole Voting Power: *
Shares Beneficially 8) Shared Voting Power: *
Owned by
Each Reporting 9) Sole Dispositive Power: *
Person With: 10) Shared Dispositive Power: *
________________________________________________________________________________
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 21,103,754*
________________________________________________________________________________
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions): Not Applicable
________________________________________________________________________________
13) Percent of Class Represented by Amount in Row (11): 29.9%*
________________________________________________________________________________
14) Type of Reporting Person (See Instructions): IA, IN
________________________________________________________________________________
*Cerberus Partners, L.P. ("Cerberus") is the holder of $15,174,268 principal
amount of Series B Convertible Subordinated Notes due 2008 (the "Series B
Notes") of Coram Healthcare Corporation (the "Company"); Cerberus International,
Ltd. ("International") is the holder of $9,644,090 principal amount of Series B
Notes of the Company; Ultra Cerberus Fund, Ltd. ("Ultra") is the holder of
$989,137 principal amount of Series B Notes of the Company and certain private
investment funds (the "Funds") in the aggregate are the holder of $7,418,531
principal amount of Series B Notes of the Company. The Series B Notes are
convertible, at the option of the holder thereof, into shares of Common Stock
(the "Shares") of the Company at the rate of $2.00 per Share, which conversion
rate is subject to adjustment in certain circumstances. Stephen Feinberg
possesses sole power to vote and direct the disposition of all securities of the
Company owned by each of Cerberus, International, Ultra and the Funds. In
addition, $7,238,688 principal amount of Series B Notes are held of record by
Cerberus, with respect to which Stephen Feinberg exercises sole voting but no
investment control over such Series B Notes and the Shares into which such
Series B Notes are convertible. Also, Cerberus, International, Ultra and the
Funds are the holders of warrants to purchase, respectively, 246,637, 327,150,
32,976 and 248,147 additional Shares from the Company and Stephen Feinberg
possesses sole voting but no investment control over warrants to purchase an
additional 16,488 Shares from the Company and sole voting but no investment
control over the Shares underlying such 16,488 warrants. Thus, for the purposes
of Reg. Section 240.13d-3, Stephen Feinberg is deemed to beneficially own
21,103,754 Shares, or 29.9% of those deemed issued and outstanding pursuant to
Reg. Section 240.13d-3. See Item 5 for further information.
<PAGE>
Item 5. Interest in Securities of the Issuer.
Based upon information set forth in the Company's Annual Report on
Form 10-K for the fiscal year ended December 31, 1998, as of March 25, 1999
there were issued and outstanding 49,426,422 Shares. As of April 9, 1999,
Cerberus was the holder of $15,174,268 principal amount of Series B Convertible
Subordinated Notes due 2008 of the Company (the "Series B Notes"); International
was the holder of $9,644,090 principal amount of Series B Notes; Ultra was the
holder of $989,137 principal amount of Series B Notes and the Funds in the
aggregate were the holder of $7,418,531 principal amount of Series B Notes. The
Series B Notes are convertible, at the option of the holder thereof, into Shares
at the rate of $2.00 per Share, which conversion rate is subject to adjustment
in certain circumstances. Stephen Feinberg possesses sole power to vote and
direct the disposition of all securities of the Company owned by each of
Cerberus, International, Ultra and the Funds. In addition, $7,238,688 principal
amount of Series B Notes are held of record by Cerberus but are beneficially
owned by certain persons and entities unrelated to Stephen Feinberg (the
"Unaffiliated Entities") and with respect to which Stephen Feinberg possesses
sole voting but no investment control over such Unaffiliated Entities' Series B
Notes and the Shares into which such Series B Notes are convertible.
Pursuant to an agreement with the Company dated October 13, 1995,
Cerberus, International, Ultra, the Funds and the Unaffiliated Entities are the
holders of warrants to purchase, respectively, 76,606, 61,901, 5,771, 44,109 and
2,886 additional Shares. Stephen Feinberg possesses sole voting but no
investment control over such Unaffiliated Entities' 2,886 warrants and the
Shares underlying such warrants.
Pursuant to an agreement with the Company dated August 26, 1998,
Cerberus, International, Ultra, the Funds and the Unaffiliated Entities are the
holders of additional warrants (the "New Warrants") to purchase, respectively,
170,031, 265,249, 27,205, 204,038 and 13,602 additional Shares. Stephen Feinberg
possess sole voting but no investment control over such Unaffiliated Entities'
13,602 New Warrants and the Shares underlying such New Warrants.
Thus, for the purposes of Reg. Section 240.13d-3, Stephen Feinberg is
deemed to beneficially own 21,103,754 Shares, or 29.9% of those deemed issued
and outstanding pursuant to Reg. Section 240.13d-3.
Except as set forth in Item 6 hereof with respect to Amendment No. 2
to the Securities Exchange Agreement, there were no transactions in Shares, or
securities convertible into Shares, by Stephen Feinberg or any person or entity
controlled by him or any person or entity for which he possesses voting or
investment control over the securities thereof, in the past sixty days.
Pursuant to an agreement between Cerberus and GSCP, dated as of April
22, 1997 (the "GSCP Agreement"), GSCP has the right to receive the dividends
from, and the proceeds from the sale of, $8,992,159 principal amount (the "GSCP
Interest") of the $15,174,268 principal amount of Series B Notes held by
Cerberus and the Shares into which such Series B Notes relating to the GSCP
Interest are convertible. In addition, as described above, the Unaffiliated
Entities in the aggregate have the right to receive the dividends from, and the
proceeds from the sale of, $7,238,688 principal amount of Series B Notes and the
Shares into which such Series B Notes are convertible and warrants to purchase
16,488 Shares and the Shares underlying such 16,488 warrants.
<PAGE>
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer.
As of April 9, 1999, the Securities Exchange Agreement (as defined in
the Schedule 13D filed by Mr. Feinberg as of June 30, 1998) was amended, among
other things, to reduce the conversion rate of the Series B Notes from $3.00 per
Share to $2.00 per Share.
As of August 20, 1998, Cerberus, along with GSCP, FIT and FCC entered
into a Credit Agreement with the Company and CI pursuant to which Cerberus, GSCP
and FIT were to provide a senior credit facility to the Company of up to $60
million for acquisitions, working capital, letters of credit and other corporate
purposes (the "New Senior Credit Facility"). The New Senior Credit Facility
expires in February 2001 and bears interest on outstanding principal balances at
a per annum rate equal to prime plus 1.5%, subject to increase in certain
circumstances. On August 26, 1998, Coram (i) received initial funding under the
New Senior Credit Facility and (ii) issued the New Warrants described in Item 5
hereof.
As of April 22, 1997, Cerberus and GSCP entered into the GSCP
Agreement pursuant to which Cerberus transferred to GSCP the right to receive
the proceeds of, including the dividends from and the proceeds from the sale of,
certain securities of the Company held by Cerberus, including (i) the GSCP
Interest in the Series B Notes and the Shares into which such Series B Notes are
convertible and (ii) $15,341,104 principal amount of the $69,034,968 principal
amount of the Series A Notes due 2000 of the Company held by Cerberus.
The Series B Notes and the Shares issuable upon conversion of the
Series B Notes have the benefit of certain registration rights granted to the
holders thereof by the Company.
Except as described herein, no contracts, arrangements, understandings
or similar relationships exist with respect to the securities of the Company
between Stephen Feinberg and any person or entity.
Item 7. Material to be Filed as Exhibits.
1. Amendment No. 2 to the Securities Exchange Agreement, dated as of
April 9, 1999, by and among Coram Healthcare Corporation, Coram, Inc., Cerberus
Partners, L.P., Goldman Sachs Credit Partners, L.P. and Foothill Capital
Corporation.
<PAGE>
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
April 15, 1999
/s/ Stephen Feinberg
Stephen Feinberg, in his capacity as
the managing member of Cerberus
Associates, L.L.C., the general
partner of Cerberus Partners, L.P.,
and as the investment manager for
each of Cerberus International,
Ltd., Ultra Cerberus Fund, Ltd. and
the Funds
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).
<PAGE>
AMENDMENT NO. 2
TO
SECURITIES EXCHANGE AGREEMENT
among
CORAM, INC.
CORAM HEALTHCARE CORPORATION
and
CERBERUS PARTNERS, L.P.
GOLDMAN SACHS CREDIT PARTNERS L.P.
FOOTHILL CAPITAL CORPORATION
as Noteholders
Dated: April 9, 1999
<PAGE>
Amendment No. 2 (this "Amendment"), dated as of April 9, 1999, to the
Securities Exchange Agreement dated as of May 6, 1998, as heretofore amended
(said Securities Exchange Agreement, as so amended, being the "Securities
Exchange Agreement", and the terms defined therein being used herein as therein
defined unless otherwise defined herein) among CORAM, INC., a Delaware
corporation (the "Company"), CORAM HEALTHCARE CORPORATION, a Delaware
corporation ("Holdings"), CERBERUS PARTNERS, L.P. ("Cerberus"), GOLDMAN SACHS
CREDIT PARTNERS L.P. ("GSCP") and FOOTHILL CAPITAL CORPORATION ("Foothill")
(each a "Noteholder" and, together with any other holders from time to time of
interests in the Series A Notes or Series B Notes, collectively, the
"Noteholders").
W I T N E S S E T H :
WHEREAS, the Original Noteholders, the Company and Holdings entered
into the Securities Exchange Agreement, pursuant to which the Original
Noteholders received, among other things, Series A Notes and Series B Notes, as
the case may be, in exchange for the Original Noteholders' interests in the
Subordinated Rollover Notes and the Warrants; and
WHEREAS, as of the date hereof, the Original Noteholders own in the
aggregate 100% of the outstanding principal amount of the Series A Notes and
Series B Notes; and
WHEREAS, the Series B Notes are convertible into shares of Common
Stock at the option of the Noteholders; and
WHEREAS, the Noteholders have proposed and the Company and Holdings
have agreed to amend certain provisions in the Securities Exchange Agreement
relating to the calculation of the Conversion Price of the Series B Notes; and
WHEREAS, as consideration for agreeing to such amendment, the Company
and Holdings have agreed to increase the Applicable Series A Rate on the
Series A Notes to 11-1/2% per annum with effect from the Amendment Date (as
hereinafter defined); and
WHEREAS, the Company, Holdings and the Noteholders have agreed to
amend the Securities Exchange Agreement and to enter into this Amendment upon
the terms and subject to the conditions contained herein;
NOW, THEREFORE, the parties hereto agree as follows:
Section 1. Amendments to the Securities Exchange Agreement. Upon the
satisfaction of the conditions in Section 4 of this Amendment relating to the
effectiveness of Section 1, the Securities Exchange Agreement is hereby amended
as follows:
<PAGE>
(a) Section 1 is hereby amended by deleting the existing definitions
of "First Adjustment Date" and "Second Adjustment Date".
(b) Section 1 is hereby amended by adding the definitions of
"Amendment Date" and "Amendment No. 2" as follows:
"Amendment Date" shall have the meaning ascribed to it in
Amendment No. 2.
"Amendment No. 2" shall mean Amendment No. 2 to the Securities
Exchange Agreement, dated April 9, 1999.
(c) The definition of "Applicable Series A Rate" set forth in
Section 1 of the Securities Exchange Agreement is hereby deleted in its entirety
and replaced with the following:
"Applicable Series A Rate" shall mean from the Effective Date to
the Amendment Date 9-7/8% per annum and thereafter 11-1/2% per annum.
(d) Section 2.4(b) of the Securities Exchange Agreement is hereby
deleted in its entirety and replaced with the following:
(b) The Company will pay interest, accruing from and after the
Effective Date, on the Series A Notes to each Noteholder quarterly in arrears on
January 15, April 15, July 15 and October 15 of each year, commencing July 15,
1998 (each an "Interest Payment Date") at the Applicable Series A Rate.
(e) Section 2 is hereby amended by deleting Section 2.13(a) in its
entirety and replacing it with the following:
2.13 Conversion of Series B Notes. (a) Subject to the provisions
for adjustment hereinafter set forth, the Series B Notes shall be
convertible, in whole or in part, at any time and from time to time, at the
option of the holder thereof (a "Conversion"), up to the outstanding
principal amount of Series B Notes held by such holder thereof at the time
of such conversion into a number of fully paid and nonassessable shares of
Common Stock equal to the quotient obtained by dividing (A) the principal
amount of the Series B Notes to be converted by (B) the Conversion Price
(as hereinafter defined). The Conversion Price shall be $2.00 per share of
Common Stock. The Conversion Price shall be subject to adjustments from
time to time pursuant to Section 2.13(f) below.
No fractional shares shall be issued upon the conversion of any
Series B Notes. All shares of Common Stock (including fractions thereof)
issuable upon conversion of Series B Notes by a holder thereof shall be
<PAGE>
aggregated for purposes of determining whether conversion would result in
the issuance of any fractional share. If, after the aforementioned
aggregation, the conversion would result in the issuance of a fraction of a
share of Common Stock, Holdings shall, in lieu of issuing any fractional
share, pay the holder otherwise entitled to such fraction a sum in cash
equal to the Current Market Price of such fraction on the date of
conversion.
(a) Section 2 is hereby amended by deleting Section 2.13(f)(iv) in its
entirety and replacing it with the following:
(iv) In case Holdings shall at any time or from time to time
after the Closing Date declare, order, pay or make a dividend or other
distribution (including, without limitation, any distribution of stock or
other securities or property or rights or warrants to subscribe for
securities of Holdings or any of its Subsidiaries by way of dividend or
spinoff), on its Common Stock, other than dividends or distributions of
shares of Common Stock which are referred to in clause (i) above and cash
dividends paid out of retained earnings, then the Conversion Price shall be
adjusted so that it shall equal the price determined by multiplying (A) the
applicable Conversion Price on the day immediately prior to the record date
fixed for the determination of stockholders entitled to receive such
dividend or distribution by (B) a fraction, the numerator of which shall be
the Current Market Price per share of Common Stock at such record date less
the Fair Market Value of such dividend or distribution per share of Common
Stock, and the denominator of which shall be such Current Market Price per
share of Common Stock. No adjustment shall be made pursuant to this clause
(iv) in connection with any transaction to which Section 2.13(g) applies.
Section 2. Representations and Warranties of the Company and Holdings.
Each of the Company and Holdings hereby represents and warrants as to itself and
the Coram Parties that (a) the execution, delivery and performance of this
Amendment have been duly authorized by all necessary corporate action on the
part of such Coram Party and this Amendment and the Securities Exchange
Agreement amended hereby each constitutes a legal, valid and binding obligation
of such Coram Party, enforceable against it in accordance with its terms, (b) no
event has occurred and is continuing on the date hereof that constitutes a
Default or Event of Default or would constitute a Default or Event of Default
after giving effect to this Amendment, and (c) the representations and
warranties of Holdings and the Company contained in Section 4 of the Securities
Exchange Agreement are true and correct both before and after giving effect to
this Amendment, except to the extent such representations and warranties are
stated to be true only as of a particular date, in which case such
representations and warranties were correct on and as of such date.
Section 1. Representations and Warranties of the Noteholders. Each of
the Noteholders hereby represents and warrants as to itself that the execution,
delivery and performance of this Amendment have been duly authorized by all
necessary corporate or partnership action on the part of such Noteholder.
Section 3. Conditions to Effectiveness. The amendments in Section 1 of
this Amendment shall become effective on the date (the "Amendment Date") no
later than April 9, 1999 when (a) counterparts hereof shall have been executed
by each of the Noteholders, Holdings and the Company, (b) Holdings shall have
amended its Stockholder Rights Agreement, dated as of June 25, 1997 with
BankBoston, N.A., in substantially the form attached hereto as Exhibit A, and
(c) Holdings and each Subsidiary Guarantor shall have executed a consent and
confirmation of guaranty in the form attached hereto as Exhibit B.
Section 4. Effect on the Securities Exchange Agreement. Except as
amended hereby, the Securities Exchange Agreement and the other Note Documents
shall remain in full force and effect. Nothing in this Amendment shall be deemed
to (i) except as set forth herein, constitute a waiver of compliance by any of
the Coram Parties of any term, provision or condition of the Securities Exchange
Agreement or any other instrument or agreement referred to therein or under the
Note Documents or (ii) prejudice any right or remedy that any Noteholder may now
have or may have in the future under or in connection with the Securities
Exchange Agreement or any other Note Document.
Section 5. Counterparts. This Amendment may be executed in any number
of counterparts and by different parties hereto in separate counterparts, each
of which when so executed and delivered shall be deemed to be an original and
all of which taken together constitute one and the same agreement.
Section 6. Governing Law. The validity, interpretation and enforcement
of this Amendment shall be governed by, and construed in accordance with, the
laws of the State of New York, without regard to the conflict of laws principles
thereof.
Section 7. Headings. Section headings in this Amendment are included
herein for the convenience of reference only and shall not constitute part of
this Amendment for any other purpose.
Section 8. References. References herein and in the other Note
Documents to the "Securities Exchange Agreement", "this Agreement", "hereunder",
"hereof", or words of like import referring to the Securities Exchange
Agreement, shall mean and be a reference to the Securities Exchange Agreement as
amended hereby.
[Signatures on following page]
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be executed and delivered by their proper and duly authorized officers as of the
date set forth above.
CORAM, INC.
By: ___________________________________
Name:
Title:
CORAM HEALTHCARE CORPORATION
By: ___________________________________
Name:
Title:
CERBERUS PARTNERS, L.P.
By:____________________________________
Name:
Title:
GOLDMAN SACHS CREDIT PARTNERS L.P.
By: ___________________________________
Name:
Title:
FOOTHILL CAPITAL CORPORATION
By: ___________________________________
Name:
Title:
<PAGE>
CONSENT
Dated as of April 9, 1999
Each of the undersigned, in its capacity as a Guarantor under the
Securities Exchange Agreement referred to in the foregoing Amendment, hereby
consents to the said Amendment and hereby confirms and agrees that its guaranty
of the Guaranteed Obligations (as such term is defined in the Guarantee
Agreements) is, and shall continue to be, in full force and effect and is hereby
ratified and confirmed in all respects except that, upon the effectiveness of,
and on and after the date of, the said Amendment, each reference in each
Guarantee Agreement to "this Agreement", "hereunder", "thereunder", "thereof" or
words of like import shall mean and be a reference to the Securities Exchange
Agreement as amended by said Amendment.
This Consent may be executed in any number of counterparts each of
which, when executed and delivered, shall constitute an original, but all
executed counterparts together shall constitute one and the same instrument.
Delivery of an executed counterpart of a signature page to this Consent by
telecopier shall be effective as delivery of a manually executed counterpart of
this Consent.
CORAM HEALTHCARE CORPORATION
By:_______________________________
Name:
Title:
FOR EACH OF THE SUBSIDIARY GUARANTORS LISTED ON ANNEX A HERETO
By:_______________________________
Name:
Title:
c/o Coram Healthcare Corporation
1125 Seventeenth Street, Suite 1500
Denver, CO 80202
<PAGE>
ANNEX A
Subsidiaries
Coram International Holdings Ltd.
Coram Healthcare Limited
Coram, Inc.
Coram Independent Practice Association
Coram Physician Services, Inc.
Fairfax Hematology Oncology Associates, Inc.
Coram Resource Network, Inc.
Healthinfusion, Inc.
H.M.S.S., Inc.
Coram Homecare of Texas, Inc.
Infusion Affiliates of Dallas, Inc.
Medisys, Inc.
Coram Homecare of Illinois, Inc.
T2 Medical, Inc.
Columbia Home Therapeutics, Inc.
Coram Healthcare Corporation of Alabama
Coram Healthcare Corporation of Colorado
Coram Healthcare Corporation of Connecticut
Coram Healthcare Corporation of Delaware
Coram Healthcare Corporation of Florida
Coram Healthcare Corporation of Greater D.C.
Coram Healthcare Corporation of Greater New York
Coram Healthcare Corporation of Illinois
Coram Healthcare Corporation of Indiana
Coram Healthcare Corporation of Iowa
Coram Healthcare Corporation of Kansas
Coram Healthcare Corporation of Kentucky
Coram Healthcare Corporation of Louisiana
Coram Healthcare Corporation of Michigan
Coram Healthcare Corporation of Minnesota
Coram Healthcare Corporation of Missouri
Coram Healthcare Corporation of Mississippi
Coram Healthcare Corporation of Nebraska
Coram Healthcare Corporation of Nevada
Coram Healthcare Corporation of New Hampshire
Coram Healthcare Corporation of New Jersey
Coram Healthcare Corporation of New Mexico
Coram Healthcare Corporation of North Carolina
<PAGE>
Coram Healthcare Corporation of Northern California
Coram Healthcare Corporation of Ohio
Coram Healthcare Corporation of Oklahoma
Coram Healthcare Corporation of Oregon
Coram Healthcare Corporation of Pennsylvania
Coram Healthcare Corporation of Rhode Island
Coram Healthcare Corporation of South Carolina
Coram Healthcare Corporation of Southern California
Coram Healthcare Corporation of Southern Florida
Coram Healthcare Corporation of Tennessee
Coram Healthcare Corporation of Texas
Coram Healthcare Corporation of Virginia
Coram Healthcare Corporation of Washington
Coram Healthcare Corporation of West Virginia
Coram Healthcare Corporation of Wisconsin
Coram Homecare of Arizona, Inc.
Coram Homecare of Kansas, Inc.
Coram Homecare of Michigan, Inc.
Coram Homecare of Minnesota, Inc.
Coram Homecare of Nebraska, Inc.
Coram Homecare of Northern California, Inc.
Coram Homecare of Ohio, Inc.
Coram Homecare of South Carolina, Inc.
Coram Homecare of South Carolina, L.L.C.
Coram Homecare of Virginia, Inc.
Coram Homecare of Wisconsin, Inc.
Coram Management of Hawaii, Inc.
Coram Service Corporation
Curaflex Health Services, Inc.
Caremark Pharmacy Services, Inc.
Comprehensive Pharmacy Home IV Services, Inc.
Coram Alternative Site Services, Inc.
Coram Healthcare Corporation of Massachusetts
Clinical Homecare Corporation
Coram Healthcare Corporation of New York
Coram Healthcare Corporation of North Texas
Coram Healthcare Corporation of Utah
Coram Healthcare of Wyoming, L.L.C.
Stratogen of Rhode Island, Inc.
Dallas Home Therapeutics, Inc.
Extendacare Health Systems, Inc.
Intracare Holdings Corporation
