UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
February 4, 2003
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(Date of earliest event reported)
LABORATORY CORPORATION OF AMERICA HOLDINGS
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(Exact name of registrant as specified in its charter)
DELAWARE 1-11353 13-3757370
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
358 SOUTH MAIN STREET, BURLINGTON, NORTH CAROLINA 27215
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(Address of principal executive offices)
336-229-1127
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(Registrant's telephone number, including area code)
ITEM 9. Regulation FD Disclosure.
Laboratory Corporation of America -Registered Trademark-
Holdings (NYSE:LH) (LabCorp -Registered Trademark-) announced
that it had executed an agreement to pay $4.5 million in cash
to purchase certain assets in Northern California from Quest
Diagnostics Incorporated (NYSE:DGX) following the completion of
the acquisition of Unilab Corporation by Quest Diagnostics.
The purchase price will be paid over a period of up to eighteen
months following the closing of the asset purchase by LabCorp.
The assets to be purchased by LabCorp include the assignment of four
contracts with independent physician associations (IPAs), as well
as the leases for 46 patient service centers, five of which also serve
as rapid response laboratories, located throughout Northern California.
Quest Diagnostics has indicated that approximately $27 million in annual
revenues is generated by capitated fees under the IPA contracts and
associated fee-for-service testing for physicians whose patients use these
patient service centers, as well as from specimens received directly from
the IPA physicians. The IPAs have already consented to the assignment of
the contracts.
The asset sale to LabCorp is subject to approval by the Federal Trade
Commission and is contingent on and will close after the completion of the
Quest Diagnostics/Unilab transaction. The FTC has not yet completed its
review of the Quest Diagnostics/Unilab transaction. LabCorp understands
that Quest Diagnostics expects to complete the Exchange Offer this month.
"Expanding into the Northern California market through this agreement
immediately provides LabCorp with a meaningful market position in a cost
effective manner," said Richard L. Novak, executive vice president and
chief operating officer of LabCorp. "Strategically, the business acquired
in this very important market also provides LabCorp a solid foundation for
generating additional revenues through both the routine physician market as
well as business development activities in esoteric testing."
Each of the above forward-looking statements is subject to
change based on various important factors, including without
limitation, competitive actions in the marketplace and
adverse actions of governmental and other third-party
payors. Actual results could differ materially from those
suggested by these forward-looking statements. Further
information on potential factors that could affect LabCorp's
financial results is included in the Company's Form 10-K
for the year ended December 31, 2001 and subsequent SEC filings,
and will be available in the Form 10-K for the year ended
December 31, 2002, when filed.
SIGNATURES
Pursuant to the requirements of the Securities and 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
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(Registrant)
By:/s/ BRADFORD T. SMITH
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Bradford T. Smith
Executive Vice President
and Secretary
Date: February 4, 2003