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
December 2, 2010
(Date of earliest event reported)
LABORATORY CORPORATION OF
AMERICA HOLDINGS
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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1-11353
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13-3757370
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(State or other jurisdiction of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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358 South Main Street,
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Burlington, North Carolina
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27215
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336-229-1127
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(Address of principal executive offices)
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(Zip Code)
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(Registrant’s telephone number including area code)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
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| Certain Officers; Compensatory Arrangements of Certain Officers |
Laboratory Corporation of America ® Holdings (LabCorp ®)(NYSE:LH) announced that on December 2, 2010, N. Anthony Coles, M.D. was appointed to its Board of Directors, effective January 1, 2011. Dr. Coles will also serve on the Quality and Compliance Committee of the Board of Directors. Dr. Coles will be entitled to receive compensation for his service on the Board of Directors consiste
nt with LabCorp’s director compensation program, as described under the heading Director Compensation in LabCorp’s proxy statement for its 2010 Annual Meeting of Stockholders as filed with the Securities and Exchange Commission on April 1, 2011, which description is incorporated in this Form 8-K by reference. Dr. Coles, 50, is President, CEO and a member of the board of Onyx Pharmaceuticals, Inc., located in Emeryville, California.
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Item 7.01
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Regulation FD Disclosure
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On December 7, 2010, LabCorp issued the press release attached to this Form 8-K as Exhibit 99.1 announcing the appointment of Dr. Coles.
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Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
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99.1
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Press Release issued by the Company on December 7, 2010
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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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By:
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/s/ F. SAMUEL EBERTS III
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F. Samuel Eberts III
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Chief Legal Officer and Secretary
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December 7, 2010
EXHIBIT INDEX
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99.1
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Press Release issued by the Company on December 7, 2010
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Exhibit 99.1
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Laboratory Corporation of America
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FOR IMMEDIATE RELEASE
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358 South Main Street
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Contact: Stephen Anderson – (336) 436-5274
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Burlington, North Carolina 27215
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Company Information: www.LabCorp.com
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Telephone: 336-584-5171
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N. ANTHONY COLES, M.D. NAMED TO LABCORP® BOARD OF DIRECTORS
Burlington, NC, December 7, 2010 — Laboratory Corporation of America® Holdings (LabCorp®) (NYSE:LH) today announced that N. Anthony Coles, M.D., has been elected to its Board of Directors, effective January 1, 2011. Dr. Coles is President and CEO of Onyx Pharmaceuticals, Inc. and a member of its board of directors.
Dr. Coles is an accomplished physician and executive leader who served as President, Chief Executive Officer, and a member of the board of directors of NPS Pharmaceuticals prior to joining Onyx. Beginning in 1996, he held a number of executive positions at Bristol-Myers Squibb Company, including Senior Vice President of Strategy and Policy; Senior Vice President of Marketing and Medical Affairs, Neuroscience/Infectious Diseases/Dermatology; Vice President, Western Area Sales Cardiovascular and Metabolic Business Unit for U.S. Primary Care; and Vice President, Cardiovascular Global Marketing. From 1992 until 1996, Dr. Coles also held a number of positions of increasing responsibility at Merck & Co., Inc, including Vice President of the Hypertension and Heart Failure Business Group.
He is a distinguished trustee and member of the Executive Committee for the Johns Hopkins University Board of Trustees, as well as a member of the board of trustees for Johns Hopkins Medicine. Dr. Coles is also a member of the board of the Biotechnology Industry Organization (BIO), as well as a director for Campus Crest Communities, Inc., a NYSE traded company.
Dr. Coles completed his cardiology and internal medicine training at Massachusetts General Hospital and was a research fellow at Harvard Medical School. He earned his medical degree from Duke University, a master’s degree in public health from Harvard University and his undergraduate degree from Johns Hopkins University.
“We are delighted that such a prominent, well-respected health care professional and business leader has accepted our invitation to join the LabCorp Board of Directors,” said David P. King, LabCorp Chairman of the Board and Chief Executive Officer. “Dr. Coles’ breadth of knowledge in healthcare, business strategy, operations and management will greatly benefit our Company and our shareholders.”
About LabCorp®
Laboratory Corporation of America® Holdings, an S&P 500 company, is a pioneer in commercializing new diagnostic technologies and the first in its industry to embrace genomic testing. With annual revenues of $4.7 billion in 2009, over 28,000 employees worldwide, and more than 220,000 clients, LabCorp offers clinical assays ranging from routine blood analyses to HIV and genomic testing. LabCorp combines its expertise in innovative clinical testing technology with its Centers of Excellence: The Center for Molecular Biology and Pathology, National Genetics Institute, ViroMed Laboratories, Inc., The Center for Esoteric Testing, Litholink Corporation, DIANON Systems, Inc., US LABS, Monogram Bi
osciences, Inc. and Esoterix, Inc. and its Colorado Coagulation, Endocrine Sciences, and Cytometry Associates laboratories. LabCorp conducts clinical trials testing through its Esoterix Clinical Trials Services division. LabCorp clients include
physicians, government agencies, managed care organizations, hospitals, clinical labs, and pharmaceutical companies. To learn more about our organization, visit our Web site at: www.labcorp.com.
This press release contains forward-looking statements. Each of the 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, 2009, and subsequent SEC filings.