Vitas Healthcare Corporation
Proposed Ticker:VTAS 100 South Biscayne Boulevard
Exchange:NASDAQ-National Market Miami, FL 33131
Industry:Service (SIC Code 8051) (305) 374-4143
# of Employees:2050

Filing Information
Type of Shares:Common Shares Filing Date:9/23/97
U.S. Shares Filed:3,800,000 Filing Range:$14.00 - $16.00
Non-U.S. Shares Filed:0 Offering Amount: $57,000,000
Primary Shares:3,800,000 Expenses: -
Secondary Shares:0 Shares Out After:7,832,769

Primary Underwriting Group
ManagerTierPhone
Furman Selz IncorporatedLead Manager (212) 309-8285

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Hogan & Hartson
Bank's Law Firm: Willkie Farr & Gallagher
Auditor: Ernst & Young

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
9/30/96 6/30/97 6/30/96 6/30/97
Revenue:$213.86$150.32$161.66Assets:$85.86
Net Income:-$9.59-$2.80-$1.39Curr Assets:
EPS:-$2.56-$0.74-$0.37Liabilities:$73.99
Prior EPS:Curr Liabilities:
Cash Flow/Oper:$12.54Equity:$11.87
Cash Flow/Fin:$1.45Cash:$9.22
Cash Flow/Inv:-$13.18Working Cap:-$15.65

Business Description
The company is the largest provider of hospice services in the U.S. Hospice services emphasize palliative medical care and related services that focus primarily on improving the quality of life of terminally ill patients and their families. The company provided hospice care to more than 31,000 patients in fiscal 1996, which the Company believes is more than four times the number of patients served by the next largest U.S. hospice provider. Such care is provided in the patient's home, which could be a residence or a long-term care or assisted living facility, or in an inpatient facility, and is generally reimbursed by third-party payors on a fixed "per diem" basis. The Company's hospice operations, which were among the first in the U.S., were co-founded by the Company's current Chairman of the Board and Chief Executive Officer, who has been instrumental in the development of the legislative and clinical framework for hospice care in the U.S. The Company provides a comprehensive range of palliative services through 21 programs in 27 locations and believes it is the largest or second largest provider of hospice services in substantially all of its service areas within Florida, Texas, California, Illinois, Ohio, Pennsylvania and Wisconsin. For the nine months ended June 30, 1997, the Company served an average daily census of approximately 4,500 patients with an average length of stay of approximately 66 days.

Competition
Hospice care in the U.S. is highly competitive. In many areas in which its programs are located, the Company competes with a large number of organizations, including major national and regional companies, hospital-based hospice and palliative care programs, numerous local organizations, physician groups, nursing homes, home health agencies, and infusion therapy companies and nursing agencies. Some of the current and potential competitors of the Company have or may obtain significantly greater financial and marketing resources than the Company. Various healthcare companies have diversified into the hospice market. For example, several large long-term care providers and other healthcare providers have entered into the hospice business directly or through affiliates. In addition, relatively few barriers to entry exist in the local markets served by the Company. Accordingly, other companies, including hospitals and healthcare organizations that are not currently providing hospice care, may enter the markets and expand the variety of services offered. There can be no assurance that the Company will not encounter increased competition in the future that could limit its ability to maintain or increase its market position, including competition from parties in a position to impact referrals to the Company. Such increased competition could have a material adverse effect on the Company.

Business Plan
The company believes that achieving a strong geographic presence in each of its locations will result in significant advantages, including strong patient care and demonstrable economies of scale. The company's strategy for business growth includes the following: (I) Growth From Acquisitions.

Use of Proceeds
The proceeds from the proposed offering will be used to redeem certain outstanding preferred stock; to repurchase a warrant to purchase common stock; to repay certain indebtedness; and for general corporate purposes, including possible acquisitions.

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