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 OCTOBER 22, 2001 ------------------ (Date of earliest event reported) LABORATORY CORPORATION OF AMERICA HOLDINGS ------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 1-11353 13-3757370 -------------- ----------- -------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) Number) 358 SOUTH MAIN STREET, BURLINGTON, NORTH CAROLINA 27215 ------------------------------------------------------- (Address of principal executive offices) 336-229-1127 ------------ (Registrant's telephone number, including area code) ITEM 9. Regulation FD Disclosure. Summary information of the Company dated October 22, 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 ------------------------------------------ (Registrant) By /s/ BRADFORD T. SMITH ---------------------------------- Bradford T. Smith Executive Vice President, General Counsel, Secretary and Compliance Officer Date: October 22, 2001 This information contains forward-looking statements which are 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 the Company's financial results is included in the Company's Form 10-K for the year ended December 31, 2000 and subsequent filings. Profile of LabCorp - Nationwide network of 24 primary testing locations and 900 patient service centers - Conducts tests on 280,000 specimens daily - Offers more than 4,000 test procedures - Serves over 200,000 physicians and other health care providers - More than 19,000 employees nationwide The Clinical Laboratory Testing Market US market is approximately $32-34 billion CLINICAL LABORATORY TESTING INDEPENDENT CLINICAL LABORATORIES Hospitals 49% All others 85% Independent Clinical Labs 39% LabCorp($1.919b) 15% Physician Offices 12% Source: Company estimates, industry reports & 2000YE revenue for LabCorp 2001 Strategic Goals - Maintain national coverage for all key customers - Expand upon leading position in genomic testing - Evaluate appropriate acquisition candidates - Continue to move to single billing system Genomic Strategy Utilize DNA testing leadership to execute genomic leadership strategy - Targeted introduction of new tests - Acquire innovative technology - License/Partner to expand menu Genomic Strategy (Update) INTERNAL ACQUISITION LICENSE/PARTNER -------- ----------- --------------- CMBP: NGI: VIRCO: - Cancer - Infectious Disease - HIV Genotyping & - Genetics Hepatitis C Phenotyping - Infectious Disease - Cancer: (GENOSURE) Melanoma VIROLOGICS: Breast - HIV Phenotyping CLINICAL TRIALS: VIRO-MED: EXACT SCIENCES: - Drug metabolism - Infectious Disease - Colorectal Cancer HIV POSITITVE OUTCOMES: Hepatitis ALPHA: (being tested) - Extra Capacity - PCR Plasma - Real-time PCR CENTER FOR GENETIC SERVICES: - Expanded Genetics Capabilities in Southwest Financial Performance Price & Volumes: Trends by Payor Type YTD SEPT 1999 2000 2001 PPA Accessions PPA Accessions PPA Accessions $ millions $ millions $ millions ----------------- ---------------- ----------------- Client (Physicians) 21.67 27.0 22.70 27.1 23.90 21.1 Patient 92.56 2.3 102.87 2.2 111.57 1.9 Third Party 27.75 11.7 29.80 10.3 32.37 8.8 (MC/MD/Insurance) Managed Care - Capitated 9.37 8.4 8.89 10.6 8.90 8.9 - Fee for service 39.28 12.7 42.32 16.0 43.24 12.8 ------ ---- ------ ---- ------ ---- Total 27.41 21.1 28.97 26.6 29.15 21.7 ------ ---- ------ ---- ------ ---- LabCorp Total $27.35 62.1 $28.98 66.2 $30.56 53.5 ====== ==== ====== ==== ====== ==== Financial Performance Revenue Analysis by Business Area YTD SEPT 2000 Revenue Accns %Accns PPA $Million 000 to total $ --------- ------- -------- ------ Esoteric: Genomic (CMBP/NGI) 94.6 858.5 1.7% 110.24 Other Esoteric (Powell CET) 134.9 3,000.4 6.0% 44.98 Core: 1,203.8 46,181.4 92.3% 26.06 ------- -------- ------ ----- Total: 1,433.3 50,040.3 100.0% 28.64 ======= ======== ====== ===== Financial Performance Revenue Analysis by Business Area YTD SEPT 2001 00 vs 01 PPA Revenue Accns %Accns PPA Incr/ $Million 000 to total $ (Decr) --------- ------ --------- ------- --------- Esoteric: Genomic (CMBP/NGI) 123.3 1,029.9 1.9% 119.71 8.6% Other Esoteric (Powell CET) 146.9 3,470.1 6.5% 42.34 (5.9)% Core: 1,365.8 49,036.3 91.6% 27.85 6.9% ------- -------- ------ ------ ------ Total: 1,636.0 53,536.3 100.0% 30.56 6.7% ======= ======== ====== ====== ===== Third Quarter Operating Results 09/30/00 09/30/01 -------- -------- Revenue 488.1 560.9 Operating Expense 418.8 460.6 ----- ----- Operating Income 69.3 100.3 ===== ===== Margin 14.2% 17.9% EBITDA 92.1 125.4 ===== ===== Margin 18.9% 22.3% Bad Debt % to revenue 10.2% 9.0% DSO 70 62 2001 Third Quarter Financial Achievements - Increased revenues 14.9% (volume 8.6%; price 6.3%) - Increased EBITDA 36.1% - Increased diluted EPS 55.3%* - Repaid $412.5 million in outstanding bank debt with proceeds from the issuance of zero coupon convertible subordinated notes * Before extraordinary item and one-time charge for early extinguishment of debt Nine Month Operating Results YTD 9/00 YTD 9/01 -------- -------- Revenue 1,433.3 1,636.0 Operating Expense 1,235.4 1,345.8 ------- ------- Operating Income 198.0 290.2 ======= ======= Margin 13.8% 17.7% EBITDA 263.5 363.8 ======= ======= Margin 18.4% 22.2% Bad Debt % to revenue 10.2% 9.4% DSO 70 62 2001 YTD Accomplishments - Acquired Path Lab in New England - Acquired Viro-Med in Minneapolis - Completed two-for-one stock split - Successful offering of 12.0 million Roche-owned shares - New managed care agreement with MAMSI - Entered strategic partnership with EXACT Sciences - Entered strategic partnership with Alpah Therapeutic Corporation for plasma testing - First FDA approved HIV and Hepatitis C molecular tests for Plasma Screening ("virtual kits") 2001 Nine Month Financial Achievements - Increased revenues 14.2% (volume 7.2%; price 7.0%) - Increased EBITDA 38.1% - Increased diluted EPS 57.1%* - DSO decline of 6 days from December 2000 - Repaid all outstanding bank debt with $500 million raised by issuance of convertible subordinated notes * Before extraordinary item and one-time charge for early extinguishment of debt Quarterly DSO Trend DSO Trend December '97 through September '01 December 1997 - 79 days June 2000 - 70 days December 1998 - 83 days September 2000 - 70 days March 1999 - 83 days December 2000 - 68 days June 1999 - 79 days March 2001 - 67 days September 1999 - 76 days June 2001 - 64 days December 1999 - 74 days September 2001 - 62 days March 2000 - 72 days Financial Goals for 2001 - Increase overall revenues by approximately 13.5% compared to 2000 - Bad debt rate of 9.0% of sales in fourth quarter - EBITDA margins of approximately 21% of sales - EPS growth of approximately 55% compared to 2000 - Lower DSO to the mid 60's range Financial Goals for 2002 - Increase overall revenues by approximately 12% compared - to 2001 - Bad debt rate of 9.0% of sales - EPS growth of approximately 33% compared to 2001 under existing accounting rules - Lower DSO to the 60 day range - Nonamortization of goodwill impact of $26 million, with increase in diluted EPS of approximately $0.36 Opportunity for Investors - A proven strategy for growth - LabCorp is a pioneer in identifying and commercializing innovative technologies-the first to fully embrace molecular diagnostics - LabCorp's national infrastructure connects large scale proficiency with wide scale technological expertise - New advances in scientific research will generate growth and demand for molecular testing - Strong balance sheet Other Financial Information September 30, 2001 ($ in millions,except per share amounts) Q1 01 Q2 01 Q3 01 ----- ----- ----- Depreciation $13.8 $14.6 $ 15.3 Amortization $ 9.2 $10.9 $ 9.1 Goodwill amortization $ 6.0 $ 7.8 $ 6.6 Diluted EPS before goodwill amortization $ 0.70 $ 0.84 $ 0.82 Capital expenditures $12.7 $20.9 $ 25.4 Cash flows from operations $64.5 $74.2 $113.7 Bad debt as a percentage of sales 9.70% 9.40% 9.00% Effective interest rate on debt 5.77% 5.67% 2.00% Days sales outstanding 67 64 62 Other Financial Information September 30, 2001 ($ in millions,except per share amounts) YTD Sept 01 ------- Depreciation $ 43.7 Amortization $ 29.9 Goodwill amortization $ 20.4 Diluted EPS before goodwill amortization $ 2.36 Capital expenditures $ 59.0 Cash flows from operations $252.4 Bad debt as a percentage of sales 9.36% Effective interest rate on debt N/A Days sales outstanding 62