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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): September 5, 2001
LABORATORY
CORPORATION OF
AMERICA HOLDINGS
(Exact Name of Registrant
as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
1-11353 13-3757370
(Commission File Number) (IRS Employer Identification No.)
358 South Main Street
Burlington, NC 27215
(Address of Principal Executive Offices) (Zip Code)
336-229-1127
(Registrant's Telephone Number, Including Area Code)
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On September 4, 2001, Laboratory Corporation of America(R) Holdings (the
"Company") (NYSE: LH) announced its intention, subject to market and other
conditions, to raise approximately $435 million (excluding proceeds of an
overallotment option, if any) through a private offering of zero coupon
convertible subordinated notes due 2021 to certain qualified institutional
investors.
The Company intends to use the net proceeds of the offering to repay the
term loan outstanding under its credit agreement and the related interest rate
swap agreement and use the balance for working capital and general corporate
purposes. The lenders under the credit agreement have consented to the
offering.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
10.1 Fifth Amendment to the Amended and Restated Credit Agreement dated as
of March 14, 2001 among the Company, the banks named therein and
Credit Suisse First Boston as Administrative Agent.
10.2 Sixth Amendment to the Amended and Restated Credit Agreement dated as
of August 31, 2001 among the Company, the banks named therein and
Credit Suisse First Boston as Administrative Agent.
99.1 Press release of the Company dated September 4, 2001.
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
Dated: September 5, 2001 By: /s/ Bradford T. Smith
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Name: Bradford T. Smith
Title: Executive Vice President,
General Counsel, Secretary
and Compliance Officer