8-K 2 form8k.txt FORM 8K 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 SEPTEMBER 27, 2000 ------------------ (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 5. OTHER EVENTS On September 27, 2000, Laboratory Corporation of America-Registered Trademark- Holdings (LabCorp -Registered Trademark-) announced today that Roche Holdings, Inc. has indicated that it plans to sell up to 5.0 million shares of LabCorp common stock. Roche currently owns approximately 15,352,537, or 44.5 percent, of LabCorp common shares. At September 26, 2000, assuming Roche sells the full amount of the 5.0 million shares of common stock, Roche's ownership of LabCorp common stock would be slightly above 30 percent. LabCorp has filed a registration statement with the Securities and Exchange Commission relating to this offer and sale by Roche of LabCorp stock, but the registration statement has not yet become effective. Such securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibit 20 Press release of the Company dated September 27, 2000. 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: September 28, 2000