0000920148-12-000092.txt : 20120801 0000920148-12-000092.hdr.sgml : 20120801 20120801170019 ACCESSION NUMBER: 0000920148-12-000092 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120801 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20120801 DATE AS OF CHANGE: 20120801 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: 121000775 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 form8-kaugust12012medtoxan.htm MEDTOX ANNOUNCEMENT Form 8-K August 1 2012 MEDTOX Announcement


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

August 1, 2012
(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 jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
358 South Main Street,
 
 
 
 
Burlington, North Carolina
 
27215
 
336-229-1127
(Address of principal executive offices)
 
(Zip Code)
 
(Registrant’s telephone number including area code)

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 communication 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 7.01
Regulation FD Disclosure

On August 1, 2012, Laboratory Corporation of America® Holdings (LabCorp®) (NYSE: LH) announced the completion of its acquisition of MEDTOX Scientific, Inc. (NASDAQ: MTOX), effective July 31, 2012.

At a special meeting held on July 31, 2012, MEDTOX's stockholders approved the acquisition and the transaction closed promptly thereafter. After the close of the Nasdaq Global Select Market on July 31, 2012, trading in MEDTOX common stock ceased, and the listing of MEDTOX's common stock was suspended. MEDTOX stockholders will receive a letter of transmittal from American Stock Transfer & Trust Company LLC as paying agent with instructions on how to cash in their shares of MEDTOX common stock.

Exhibits

99.1
Press Release dated August 1, 2012







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

 
By:
/s/ F. SAMUEL EBERTS III
 
 
F. Samuel Eberts III
 
 
Chief Legal Officer and Secretary

August 1, 2012



EX-99.1 2 exhibit991august12012medto.htm EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 August 1 2012 MEDTOX Announcement


Exhibit 99.1

                            FOR IMMEDIATE RELEASE


LABCORP COMPLETES ACQUISITION OF MEDTOX

BURLINGTON, N.C., August 1, 2012 - Laboratory Corporation of America® Holdings (NYSE: LH) today announced the completion of its acquisition of MEDTOX Scientific, Inc. (NASDAQ: MTOX), effective July 31, 2012.

At a special meeting held on July 31, 2012, MEDTOX's stockholders approved the acquisition and the transaction closed promptly thereafter. After the close of the Nasdaq Global Select Market on July 31, 2012, trading in MEDTOX common stock ceased, and the listing of MEDTOX's common stock was suspended. MEDTOX stockholders will receive a letter of transmittal from American Stock Transfer & Trust Company LLC as paying agent with instructions on how to cash in their shares of MEDTOX common stock.

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 $5.5 billion in 2011, over 31,000 employees worldwide, and more than 220,000 clients, LabCorp offers more than 4,000 tests ranging from routine blood analyses to reproductive genetics to companion diagnostics. LabCorp furthers its scientific expertise and innovative clinical testing technology through its LabCorp Specialty Testing Group: The Center for Molecular Biology and Pathology, National Genetics Institute, ViroMed Laboratories, Inc., The Center for Esoteric Testing, Litholink Corporation, Integrated Genetics, Integrated Oncology, DIANON Systems, Inc., Monogram Biosciences, Inc., Colorado Coagulation, and Endocrine Sciences. LabCorp conducts clinical trials testing through its LabCorp Clinical Trials 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.

Forward Looking Statements

Investors are cautioned that statements in this press release that are not strictly historical statements, constitute forward-looking statements. These statements are based on current expectations, forecasts and assumptions of LabCorp that are subject to risks and uncertainties that could cause actual outcomes and results to differ materially from those statements. These risks and uncertainties include, among others, the risk that the transaction may not achieve the anticipated strategic benefits; customers, suppliers, employees or strategic partners may have adverse reactions to the transaction; the integration of MEDTOX into LabCorp's business subsequent to the closing of the transaction may not be successful; as well as other factors detailed in LabCorp's and MEDTOX's filings with the SEC, including LabCorp's Annual Report on Form 10-K for the year ended December 31, 2011 and subsequent SEC filings, and MEDTOX'S Annual Report on Form 10-K for the year ended December 31, 2011 and subsequent SEC filings.

Contact:
Laboratory Corporation of America® Holdings
Investor/Media Contact:
Stephen Anderson, 336-436-5076
Company Information: www.labcorp.com