Centennial HealthCare Corporation
Ticker:CTEN 400 Perimeter Center Terrace, Suite 650
Exchange:NASDAQ-National Market Atlanta, GA 30346
Industry:Service (SIC Code 8051) (770) 698-9040

Offering Information
Type of Shares:Common Shares Filing Date:3/31/97
U.S. Shares:4,000,000 Offer Date:7/2/97
Non-U.S. Shares:0 Filing Range:$13.00 - $15.00
Primary Shares:4,000,000 Offer Price:$16.00
Secondary Shares:0 Gross Spread:$1.12
Offering Amount: $56,000,000 Selling:$0.64
Expenses:$1,300,000 Reallowance:$0.10
Shares Out After: -

Primary Underwriting Group
ManagerTierPhone
Alex. Brown & Sons IncorporatedLead Manager (410) 895-2700
Dean Witter ReynoldsCo-manager (212) 392-3223
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641
Equitable Securities CorporationCo-manager (615) 780-9380

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Nelson Mullins Riley & Scarbourough
Bank's Law Firm: Waller Lansden Dortch & Davis
Auditor: Coopers & Lybrand
Registrar/Transfer Agent: ChaseMellon Shareholder Services, L.L.C.

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 12/31/96
Revenue:$246.27Assets:$204.27
Net Income:$2.44Curr Assets:
EPS:$0.05Liabilities:$171.36
Prior EPS:$0.70Curr Liabilities:
Cash Flow/Oper:$5.39Equity:$32.91
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a leading provider of a broad range of long-term healthcare services to meet the medical needs of elderly and post-acute patients. The company provides these services through geographically concentrated networks located in metropolitan and secondary markets throughout the United States. Centennial currently operates 78 owned, leased and managed skilled nursing facilities in North Carolina, Indiana and Michigan. The company provides basic and specialty healthcare services. Basic services include skilled nursing and support, housekeeping, laundry, dietary, recreational and social services. Specialty services include comprehensive rehabilitation therapy, respiratory therapy, ventilator care, infusion therapy, wound care, home healthcare and other subacute and specialty services. As a component of its specialty services, Centennial currently provides rehabilitation therapy services on a contract basis to third-party and company-operated skilled nursing facilities in 13 states pursuant to 58 contacts.

Use of Proceeds
The proceeds from the proposed offering will be used to repay the Subordinated Debt; redeem the Company's Series E Redeemable Preferred Stock; repay a portion of the amounts outstanding under its Senior Credit Facility; and repay a portion of the Facility Debt for general corporate purposes.

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