December 14, 2004
(Date of earliest event reported)
LABORATORY CORPORATION
OF
AMERICA HOLDINGS
DELAWARE | 1-11353 | 13-3757370 | ||
(State or other jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
358 SOUTH MAIN STREET, BURLINGTON, NORTH CAROLINA |
27215 | 336-229-1127 | ||
(Address of principal executive offices) | (Zip Code) |
(Registrant's telephone number including area code) |
ITEM 1.01. Entry Into a Material Definitive Agreement
On December 14, 2004 Laboratory Corporation of America® Holdings (LabCorp®) and US Pathology Labs, Inc. (US LABS), a provider of anatomic pathology and oncology testing services with a focus on the outpatient market, announced that they have entered into a definitive agreement under which LabCorp will acquire all of the outstanding shares of US LABS for approximately $155 million in cash. The acquisition will be accomplished through a merger of a newly-formed, wholly-owned subsidiary of LabCorp with and into US LABS, with US LABS surviving as a LabCorp subsidiary. The purchase price is subject to adjustment at closing and upon the completion of the year-end audit for US LABS for certain balance sheet related matters. The transaction, which is subject to regulatory and US LABS shareholder approval, is expected to close in the first quarter of 2005.
Exhibits
99.1 Press Release dated December 14, 2004
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Laboratory Corporation of America Holdings (Registrant) |
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Date: December 15, 2004 | By: | /s/Bradford T. Smith | ||
Bradford T. Smith, Executive Vice President and Secretary |
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