IPOs IN REGISTRATION – XCare.net Inc. –

ENGLEWOOD, Colo. – XCare.net Inc., a health-care software company, filed to go public November 2. The company placed the offering at $60 million.

BancBoston Robertson Stephens, SG Cowen Securities Corp., E*OFFERING Corp. and Advest Inc. will underwrite the initial public offering.

Venture backers include Nazem & Co. L.P., Atlantic Medical Capital L.P., Sequel Venture Partners, Vertex Technology Fund, Dauphin Capital Partners and CB Healthcare Fund L.P. There will be no selling shareholders.

The company makes Internet-based software that connects businesses in the health-care industry and supports medical data management. Its eXtensible CARE System processes managed care transactions for claims, referrals, eligibility and benefits. In addition, XCare.net offers information systems management outsourcing and Web hosting services.

XCare.net will use the proceeds generated from the IPO for general corporate purposes, working capital and capital expenditures, including the expansion of sales and marketing activities.

XCare.net had been profitable until 1997, when it lost $7.3 million. The company lost $4.1 million in 1998.

Jeffrey Krauss, a general partner at Nazem, joined the company’s board of directors in March 1997 along with J. Andrew Cowherd, a managing member at Atlantic Medical. James Hoover, a managing member at Dauphin Capital and Robert Tsao, an investment manager at Vertex Technology, followed in June 1999. Daniel Mitchell, a manager at Sequel, followed in August 1999.

XCare.net – Selected Financial

(in thousands, except per share data)

Year Ended December 31 Six Months Ended June 30

1994 1995 1996 1997 1998 1998* 1999*

Total revenue 4,310 7,708 9,726 5,984 2,270 1,042 1,841

Net income (loss) 113 1,583 253 -7,324 -4,082 -2,285 -934

Net income (loss) per share 0.02 0.26 0.05 -1.89 -1.06 -0.59 -0.24

*Unaudited