3 1 a932263.txt ------------------------------ OMB APPROVAL ------------------------------ OMB Number: 3235-0104 Expires: January 31, 2005 Estimated average burden hours per response ....... 0.5 ------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 3 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 (Print or Type Responses) ================================================================================ 1. Name and Address of Reporting Person* Delta I Acquisition, Inc. -------------------------------------------------------------------------------- (Last) (First) (Middle) 103 Foulk Road, Suite 200 -------------------------------------------------------------------------------- (Street) Wilmington, Delaware 19803 -------------------------------------------------------------------------------- (City) (State) (Zip) ================================================================================ 2. Date of Event Requiring Statement (Month/Day/Year) August 1, 2002 ================================================================================ 3. IRS Identification Number of Reporting Person, if an entity (voluntary) ================================================================================ 4. Issuer Name and Ticker or Trading Symbol Omega Worldwide, Inc. (NASD: OWWI) ================================================================================ 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) [ ] Director [ x ] 10% Owner [ ] Officer (give title below) [ ] Other (specify below) -------------------------------------------------------------------- ================================================================================ 6. If Amendment, Date of Original (Month/Day/Year) ================================================================================ 7. Individual or Joint/Group Filing (Check applicable line) [ ] Form Filed by One Reporting Person [ x ] Form Filed by More than One Reporting Person ================================================================================ * If the Form is filed by more than one Reporting Person, see Instruction 5(b)(v). ================================================================================ Table I -- Non-Derivative Securities Beneficially Owned ================================================================================

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (1) This Form 3 is being filed by Delta I Acquisition, Inc. (the "Purchaser"), Four Seasons Health Care Limited (the "Parent"), Delta I Acquisition, LLC, Four Seasons Health Care (Capital) Limited, Four Seasons Health Care Holdings PLC, Four Seasons Health Care Investments Limited, Alchemy Partners (Guernsey) Limited and Alchemy Partners LLP (each a "Reporting Person" and collectively, the "Reporting Persons"). None of the Reporting Persons has any pecuniary interest in the shares of Common Stock, par value $0.10 (the "Common Stock") of Omega Worldwide, Inc. (the "Company") reported herein. The Reporting Persons, other than Alchemy Partners LLP, have beneficial ownership within the meaning of Section 13(d) of the Securities Exchange Act of 1934 with respect to 5,119,646 shares of Common Stock. Such beneficial ownership of such shares of Common Stock is based solely on the provisions of (i) the Tender and Option Agreements and Irrevocable Proxies, dated as of August 1, 2002 (the "Tender and Option Agreements"), among the Purchaser, the Parent, the Company and certain holders of Common Stock (the "Stockholders") who beneficially own, in the aggregate, 4,859,646 shares of Common Stock. The shares of Common Stock beneficially owned by the Stockholders represent, in the aggregate, approximately 39.3% of the issued and outstanding shares of Common Stock (38.3% on a fully diluted basis). Pursuant to the Tender and Option Agreements, each of the Stockholders has individually agreed: to tender in the Offer (as defined below) such Stockholder's shares of Common Stock; to vote (or cause to be voted) such Stockholder's shares of Common Stock in favor of the transactions contemplated by the Agreement and Plan of Merger, dated as of August 1, 2002 (the "Merger Agreement") by and among the Purchaser, the Parent and the Company, pursuant to which the Purchaser is making an offer (the "Offer") to purchase all of the outstanding Common Stock of the Company; to grant proxies to the Purchaser and the Parent to vote such Stockholder's shares of Common Stock in favor of the transactions contemplated by the Merger Agreement; and to grant to the Purchaser and the Parent an irrevocable option to purchase, under certain circumstances, all of the shares of Common Stock owned by such Stockholder, and (ii) the Stock Purchase Agreement, dated as of August 1, 2002 (the "Preferred Stock Purchase Agreement"), among Omega Healthcare Investors, Inc. ("OHI"), the Purchaser and the Parent, pursuant to which OHI has agreed to sell to the Purchaser 260,000 shares of Series C Preferred Shares of the Company; to vote the Series C Preferred Shares owned by it in favor of the transactions contemplated by the Merger Agreement; and to grant proxies to the Purchaser and the Parent to vote such shares of Series C Preferred Shares in favor of the transactions contemplated by the Merger Agreement. The Merger Agreement requires the Purchaser to accept for payment and pay for all shares of Common Stock owned by the Stockholders if the Purchaser accepts for payment any shares of Common Stock pursuant to the Offer. If any shares of Common Stock owned by the Stockholders are for any reason withdrawn from the Offer or are not purchased pursuant to the Offer, such shares will remain subject to the terms of the Tender and Option Agreements until the termination of the Tender and Option Agreements. Alchemy Partners LLP is listed here solely because of its ownership of the entire issued share capital of Alchemy Partners (Guernsey) Limited. Alchemy Partners LLP disclaims beneficial ownership of the shares of Common Stock reported herein as beneficially owned by the other Reporting Persons. -2- ================================================================================ Table II -- Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) --------------------------------------------------------------------------------

-------------------------------------------------------------------------------- Table II (cont.) -- Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) --------------------------------------------------------------------------------

-3- Joint Filer Information ----------------------- Name: Delta I Acquisition, LLC Address: Emerson Court, Alderley Road, Wilmslow, Cheshire SK 9 1NX Designated Filer: Delta I Acquisition, Inc. Issuer and Trading Symbol: Omega Worldwide, Inc. (NASD: OWWI) Date of Event Requiring Statement: August 1, 2002 Name: Four Seasons Health Care (Capital) Limited Address: Emerson Court, Alderley Road, Wilmslow, Cheshire SK 9 1NX Designated Filer: Delta I Acquisition, Inc. Issuer and Trading Symbol: Omega Worldwide, Inc. (NASD: OWWI) Date of Event Requiring Statement: August 1, 2002 Name: Four Seasons Health Care Holdings PLC Address: Emerson Court, Alderley Road, Wilmslow, Cheshire SK 9 1NX Designated Filer: Delta I Acquisition, Inc. Issuer and Trading Symbol: Omega Worldwide, Inc. (NASD: OWWI) Date of Event Requiring Statement: August 1, 2002 Name: Four Seasons Health Care Investments Limited Address: Emerson Court, Alderley Road, Wilmslow, Cheshire SK 9 1NX Designated Filer: Delta I Acquisition, Inc. Issuer and Trading Symbol: Omega Worldwide, Inc. (NASD: OWWI) Date of Event Requiring Statement: August 1, 2002 Name: Four Seasons Health Care Limited Address: Emerson Court, Alderley Road, Wilmslow, Cheshire SK 9 1NX Designated Filer: Delta I Acquisition, Inc. Issuer and Trading Symbol: Omega Worldwide, Inc. (NASD: OWWI) Date of Event Requiring Statement: August 1, 2002 Name: Alchemy Partners (Guernsey) Limited Address: Trafalgar Court, Les Banques, St. Peter Port, Guernsey Designated Filer: Delta I Acquisition, Inc. Issuer and Trading Symbol: Omega Worldwide, Inc. (NASD: OWWI) Date of Event Requiring Statement: August 1, 2002 Name: Alchemy Partners LLP Address: 20 Bedfordbury, London, WC2N 4B Designated Filer: Delta I Acquisition, Inc. Issuer and Trading Symbol: Omega Worldwide, Inc. (NASD: OWWI) Date of Event Requiring Statement: August 1, 2002

-4- DELTA I ACQUISITION, INC. By: /s/ Laurence McNairn 8/12/02 -------------------------------- ------------------------- Name: Laurence McNairn Date Title: President DELTA I ACQUISITION, LLC By: /s/ Hamilton D. Anstead 8/12/02 -------------------------------- ------------------------- Name: Hamilton D. Anstead Date Title: President FOUR SEASONS HEALTH CARE (CAPITAL) LIMITED By: /s/ Hamilton D. Anstead 8/12/02 -------------------------------- ------------------------- Name: Hamilton D. Anstead Date Title: Director FOUR SEASONS HEALTH CARE HOLDINGS PLC By: /s/ Hamilton D. Anstead 8/12/02 -------------------------------- ------------------------- Name: Hamilton D. Anstead Date Title: Director FOUR SEASONS HEALTH CARE INVESTMENTS LIMITED By: /s/ Hamilton D. Anstead 8/12/02 -------------------------------- ------------------------- Name: Hamilton D. Anstead Date Title: Director -5- FOUR SEASONS HEALTH CARE LIMITED By: /s/ Hamilton D. Anstead 8/12/02 -------------------------------- ------------------------- Name: Hamilton D. Anstead Date Title: Director ALCHEMY PARTNERS (GUERNSEY) LIMITED By: /s/ Laurence McNairn 8/12/02 -------------------------------- ------------------------- Name: Laurence McNairn Title: Director ALCHEMY PARTNERS LLP By: /s/ Martin Bolland 8/12/02 -------------------------------- ------------------------- Name: Martin Bolland Title: Partner -6-

OMEGA WORLDWIDE INC 3