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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
May 10, 2001
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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 5. OTHER EVENTS
Laboratory Corporation of America -Registered Trademark-
Holdings (LabCorp -Registered Trademark-)(NYSE:LH) announced
that it has filed a registration statement with the Securities
and Exchange Commission relating to the offering by Roche
Holdings, Inc. of 5.5 million shares of LabCorp common stock.
In addition Roche has granted the underwriters a 30-day option
to purchase up to an additional 500,000 shares to cover over-
allotments, if any.
Roche currently owns approximately 11,352,537 or 32.4% of
LabCorp common shares. Following the offering Roche's ownership
of LabCorp common stock would be approximately 16.7% (15.3% if
the over-allotment option is exercised in full).
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS
(c) Exhibit
Press release of the Company dated May 10, 2001.
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,
General Counsel, Secretary
and Compliance Officer
Date: May 10, 2001
Laboratory Corporation of America-Registered Trademark- Holdings
358 South Main Street
Burlington, NC 27215
Telephone: 336-584-5171
FOR IMMEDIATE RELEASE
Contact: 336-436-4855 Shareholder Direct: 800-LAB-0401
Pamela Sherry www.labcorp.com
ROCHE TO SELL UP TO 6.0 MILLION SHARES OF LABCORP
Burlington, NC, May 10, 2001 - Laboratory Corporation of America-
Registered Trademark- Holdings (LabCorp-Registered Trademark-) (NYSE:
LH) announced today that it has filed a registration statement with the
Securities and Exchange Commission relating to the offering by
Roche Holdings, Inc. of 5.5 million shares of LabCorp common stock. In
addition Roche has granted the underwriters a 30-day option to purchase
up to an additional 500,000 shares to cover over-allotments, if any.
Roche currently owns approximately 11,352,537 or 32.4% of LabCorp
common shares. Following the offering Roche's ownership of LabCorp
common stock would be approximately 16.7% (15.3% if the over-allotment
option is exercised in full).
Credit Suisse First Boston and UBS Warburg are Joint Book-Running
Managers for the offering.
A registration statement relating to these securities has been filed
with the Securities and Exchange Commission but has not yet become
effective. These securities may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective.
This release shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of these securities in
any state in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any
such state.
A copy of the prospectus relating to the offering may be obtained from
either Credit Suisse First Boston Corporation, 11 Madison Avenue,
Prospectus Department, New York, NY 10010-3629 (Telephone number
212-325-2580), or UBS Warburg LLC, Doug Fawell, 1285 Avenue of the
Americas, New York, NY 10019 (Telephone number 212-713-3000).
FORWARD-LOOKING CAUTIONARY STATEMENT: This release contains statements
that constitute forward-looking information. Such statements are
subject to certain risks, uncertainties and assumptions. All of these
forward-looking statements are based on estimates and assumptions made
by LabCorp's management which, although believed by LabCorp's
management to be reasonable, are inherently uncertain. Such forward-
looking statements are not guarantees of future performance or results
and involve certain risks and uncertainties. Actual results or
developments may differ materially from these forward-looking
statements as a result of various factors.