12/29/2023 0 Comments Quest diagnostics oxnardThis communication contains certain forward-looking statements. Additional company information can be found on the Internet at: FORWARD-LOOKING STATEMENTS: Quest Diagnostics is the leading provider of esoteric testing, including gene-based medical testing, and empowers healthcare organizations and clinicians with state-of-the-art connectivity solutions that improve practice management. The company offers the broadest access to diagnostic laboratory services through its national network of laboratories and patient service centers. Quest Diagnostics Incorporated is the nation's leading provider of diagnostic testing, information and services, providing insights that enable physicians, hospitals, managed care organizations and other healthcare professionals to make decisions to improve health. Certain of these risks and uncertainties are described in Unilab's most recent reports on Form 10-Q, most recent reports on Form 10-K and other periodic reports filed by Unilab with the Securities and Exchange Commission. These forward-looking statements, which may include, but are not limited to, statements concerning the financial condition, results of operations and business of Unilab, are based on management's current expectations and estimates and involve risks and uncertainties that could cause actual results or outcomes to differ materially from those contemplated by the forward-looking statements. This communication contains certain forward-looking statements under the Private Securities Litigation Reform Act of 1995. ![]() Additional information is available on the Company's website at: FORWARD-LOOKING STATEMENTS: Unilab Corporation is the largest provider of clinical laboratory testing services in California through its primary testing facilities in Los Angeles, San Jose and Sacramento and over 400 patient service centers and rapid response laboratories located throughout the state. In addition, Merrill Lynch is the Dealer Manager for the exchange offer and may be contacted toll free at 86. However, there can be no assurance that the conditions to the transaction, including receipt of FTC approval, will be satisfied by that time.įor additional information on the cash election exchange offer, Unilab shareholders may contact Georgeson Shareholder Communications at 21. Quest Diagnostics and Unilab hope to complete the exchange offer by January 31, 2003. The divestiture is contingent on the completion of the Unilab transaction. ![]() The assets to be sold to a prospective third party include the assignment of capitated contracts with independent physician associations (IPAs), as well as the leases for certain patient service centers and rapid response laboratories located throughout Northern California. The proposed divestiture of assets in Northern California is intended to address issues raised by the FTC in its review of the Unilab transaction. The changes to the Merger Agreement will be described in the parties' respective SEC filings that will be distributed to Unilab stockholders. In addition, the termination date of the Merger Agreement was extended from Novemto January 31, 2003. Based on these amounts, up to but not more than approximately 42% of the outstanding Unilab shares may be exchanged for cash and up to but not more than approximately 66% of the outstanding Unilab shares may be converted into Quest Diagnostics shares. ![]() In the exchange offer and the merger, Quest Diagnostics will not issue more than 8.5 million shares (including shares reserved for options outstanding at the consummation of the merger) or pay more than $297 million in cash. ![]() Under the amended terms of the Merger Agreement, Unilab shareholders have the right to elect either 0.3424 of a share of Quest Diagnostics common stock or $19.10 in cash for each Unilab share tendered. The divestiture is subject to FTC review and approval.Īs previously announced, the changes to the Merger Agreement reduce the value of the overall transaction by approximately $60 million, based on the closing price of Quest Diagnostics common stock on November 29, 2002. In addition, Quest Diagnostics announced that it and an undisclosed third party purchaser have submitted a proposal to the Federal Trade Commission (FTC) related to the proposed divestiture of certain assets of the combined company in Northern California following the completion of the merger with Unilab. Quest Diagnostics Incorporated and Unilab Corporation announced that they have executed the amendment of their previously announced Merger Agreement under which Quest Diagnostics would acquire Unilab.
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