-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CcOqqciX/e/kaUdKH+Rk8y3cYLF8FokLMHhOW1mUNVnbPOvj8g61S40K/dIHT7Ww JCQj+UKO7E5CIq5Cur65ig== 0000920148-05-000065.txt : 20050311 0000920148-05-000065.hdr.sgml : 20050311 20050311170556 ACCESSION NUMBER: 0000920148-05-000065 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050309 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20050311 DATE AS OF CHANGE: 20050311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LABORATORY CORP OF AMERICA HOLDINGS CENTRAL INDEX KEY: 0000920148 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] IRS NUMBER: 133757370 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11353 FILM NUMBER: 05676197 BUSINESS ADDRESS: STREET 1: 358 S MAIN ST CITY: BURLINGTON STATE: NC ZIP: 27215 BUSINESS PHONE: 3362291127 MAIL ADDRESS: STREET 1: 358 S MAIN ST CITY: BURLINGTON STATE: NC ZIP: 27215 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL HEALTH LABORATORIES HOLDINGS INC DATE OF NAME CHANGE: 19940314 8-K 1 announcement.txt 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 March 9, 2005 ------------------- (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) (Zip Code) 336-229-1127 ------------ (Registrant's telephone number, including area code) N/A --------------------------------------- (Former name or former address, if changed since last report.) 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: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 5.02 Departure of Directors or Principal Officers; Election of Directors;Appointment of Principal Officers On March 9, 2005, the Company received notice from Wesley R. Elingburg of his intent to retire from his position as the Company's Executive Vice President, Chief Financial Officer and Treasurer effective June 3, 2005. On March 10, 2005, the Board of Directors of the Company appointed William B. Hayes as Mr. Elingburg's successor. During this transition period, Mr. Elingburg will continue to serve as Executive Vice President, Chief Financial Officer and Treasurer. Mr. Hayes, 39 years old, has served as Senior Vice President of Finance since 2000 and has been responsible for all of the billing operations of the Company since joining the Company in September 1996. He has also been responsible for Investor Relations and Corporate Communications since August 2004. Mr. Hayes previously held positions with the Company as Vice President, Finance from 1998 to 2000 and as Associate Vice President, Finance from 1996 to 1998. The press release dated March 11, 2005 is attached herewith as Exhibit 99.1. ITEM 9.01 Financial Statements and Exhibits (c) Exhibits Exhibit Description --------- --------------------------------------------- 99.1 Press Release 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 and Secretary Date: March 11, 2005 EXHIBIT INDEX Exhibit Description --------- --------------------------------------------- 99.1 Press Release EX-99.1 2 pressrelease.txt EXHIBIT 99.1 Laboratory Corporation of America(R) Holdings 358 South Main Street Burlington, NC 27215 Telephone: 336-584-5171 Contact: Bradford T. Smith - (336) 436-5050 Shareholder Direct: (800) LAB-0401 Company Information: www.LabCorp.com LABORATORY CORPORATION OF AMERICA(R) CFO, WESLEY R. ELINGBURG, ANNOUNCES PLAN TO RETIRE JUNE 3, 2005; SENIOR VICE PRESIDENT OF FINANCE, WILLIAM B. HAYES NAMED AS SUCCESSOR Burlington, NC, March 11, 2005 - Laboratory Corporation of America(R) Holdings (LabCorp(R)) (NYSE: LH) announced today that its Chief Financial Officer and Treasurer, Wesley R. Elingburg has decided to retire on June 3, 2005. When he retires, Mr. Elingburg will have completed 25 years of service at LabCorp and predecessor companies, the last 8 as CFO. Mr. Elingburg is responsible for the day-to-day operations of the finance functions of the Company, including Billing, Treasury and Information Systems. "Wes has been an integral part of LabCorp's progress since his appointment as CFO in 1996. During that time, we have experienced significant improvements in sales, profitability, cash flow and capital structure - all resulting in excellent returns to our shareholders", said Thomas P. Mac Mahon, chairman and chief executive officer. "Under Wes's leadership as CFO, we have achieved investment grade credit ratings, completed several major acquisitions and important financing transactions, such as bond and preferred stock offerings, and centralized our laboratory and billing information systems. These activities have been a key part of the turnaround experienced at LabCorp", added Mac Mahon. "We will miss Wes - especially his sense of purpose and the way he conducted himself on a daily basis. It is also fitting that as his last accomplishment at LabCorp, he has provided us with an excellent successor whom he identified and helped prepare as part of an organized succession plan executed over the last few years." "It is hard to put into words how much I have enjoyed my years at LabCorp and what we have accomplished as a team," said Mr. Elingburg. "I am extremely proud of the progress I have witnessed in my career here. While I will miss the daily interaction with my many close friends and colleagues, this is part of my long-term personal plan and I am excited about the opportunity to spend more time with my family." Mr. Elingburg's successor, William B. Hayes ("Brad") joined LabCorp in 1996 and is responsible for all of the billing operations of the Company, an organization of approximately 1,100 people. During his tenure, the Company's bad debt rate dropped from 11% to 6% of sales, and the day's sales outstanding dropped from over 100 to 52. During 2004, he also assumed responsibility for directing the Company's investor relations department. Hayes earned a B.S. in Accounting from the University of North Carolina at Greensboro. Mr. Hayes worked in the audit department at KPMG for 9 years and earned his CPA in 1990. Brad will assume his responsibility as Executive Vice President and CFO and a member of the Company's Executive Committee on June 3, 2005. About LabCorp Laboratory Corporation of America(R) Holdings, an S&P 500 company with a BBB investment-grade credit rating, is a pioneer in commercializing new diagnostic technologies and the first in its industry to embrace genomic testing. With annual revenues of $3.1 billion in 2004, approximately 23,500 employees nationwide, and more than 220,000 clients, LabCorp offers clinical assays ranging from 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, in Research Triangle Park, NC; National Genetics Institute, Inc. in Los Angeles, CA; ViroMed Laboratories, Inc. based in Minneapolis, MN; The Center for Esoteric Testing in Burlington, NC; DIANON Systems, Inc. based in Stratford, CT, and US LABS based in Irvine, CA. LabCorp clients include physicians, government agencies, managed care organizations, hospitals, clinical labs, and pharmaceutical companies. To learn more about our growing organization, visit our web site at: www.LabCorp.com. 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, 2004 and subsequent SEC filings. -----END PRIVACY-ENHANCED MESSAGE-----