BURLINGTON, N.C. & SOUTH SAN FRANCISCO, Calif.--(BUSINESS WIRE)--Jul. 17, 2009--
Laboratory Corporation of America® Holdings (NYSE: LH) and
Monogram Biosciences, Inc. (NASDAQ: MGRM) today announced that the
waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of
1976, or HSR Act, applicable to the acquisition of Monogram by LabCorp
has expired with no action by either the Federal Trade Commission or the
U.S. Department of Justice.
As previously announced, LabCorp commenced a tender offer on July 1,
2009 for all of the outstanding shares of common stock of Monogram for
$4.55 per share in cash.
The expiration of the waiting period under the HSR Act satisfies one of
the conditions necessary for the consummation of the pending
acquisition. The tender offer and any withdrawal rights are scheduled to
expire at 12:00 midnight, New York City Time, at the end of the day on
Wednesday, July 29, 2009, unless the tender offer is extended.
Consummation of the tender offer remains subject to other customary
closing conditions, including satisfaction of the minimum tender
condition under the agreement and plan of merger entered into by LabCorp
and Monogram on June 22, 2009.
Important Additional Information Has Been Filed with the Securities
and Exchange Commission (“SEC”)
The tender offer described in this news release has commenced, but this
news release is for informational purposes only and is neither an offer
to purchase nor a solicitation of an offer to sell shares of Monogram
Biosciences, Inc.’s common stock. The tender offer is being made
pursuant to a tender offer statement and related materials. INVESTORS
AND SECURITY HOLDERS ARE URGED TO READ BOTH THE TENDER OFFER STATEMENT
AND RELATED MATERIALS AND THE SOLICITATION/RECOMMENDATION STATEMENT
REGARDING THE TENDER OFFER BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
The tender offer statement and related materials, including an offer to
purchase and letter of transmittal, have been filed by Laboratory
Corporation of America Holdings and Mastiff Acquisition Corp. with the
SEC, and the solicitation/recommendation statement has been filed by
Monogram Biosciences, Inc. with the SEC. Investors and security holders
may obtain a free copy of these statements and other documents filed by
Laboratory Corporation of America Holdings and Mastiff Acquisition Corp.
or Monogram Biosciences, Inc. with the SEC at the website maintained by
the SEC at www.sec.gov.
The tender offer statement and related materials,
solicitation/recommendation statement, and such other documents may be
obtained for free by directing such requests to D.F. King & Co., Inc.,
the information agent for the tender offer, at 1-212-269-5550 for banks
and brokers or 1-800-549-6746 for shareholders and all others.
About LabCorp®
Laboratory Corporation of America® Holdings, a 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 $4.5 billion in 2008, over 28,000 employees worldwide, and
more than 220,000 clients, LabCorp offers clinical assays ranging from
routine 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, National
Genetics Institute, ViroMed Laboratories, Inc., The Center for Esoteric
Testing, Litholink Corporation, DIANON Systems, Inc., US LABS,
and Esoterix and its Colorado Coagulation, Endocrine Sciences, and
Cytometry Associates laboratories. LabCorp conducts clinical trial
testing through its Esoterix Clinical Trials Services 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.
About Monogram Biosciences, Inc.
Monogram Biosciences, Inc. (NASDAQ: MGRM) is advancing individualized
medicine by discovering, developing and marketing innovative products to
guide and improve treatment of serious infectious diseases and cancer.
Monogram Biosciences, Inc.’s products are designed to help doctors
optimize treatment regimens for their patients that lead to better
outcomes and reduced costs. Monogram Biosciences, Inc.’s technology is
also being used by numerous biopharmaceutical companies to develop new
and improved anti-viral therapeutics and vaccines as well as targeted
cancer therapeutics. More information about Monogram Biosciences, Inc.
and its technology can be found on its web site at www.monogrambio.com.
Caution Concerning Forward-Looking Statements
Investors are cautioned that statements in this press release that are
not strictly historical statements, including, without limitation,
statements relating to the expected timing of the transaction,
constitute forward-looking statements. These statements are based on
current expectations, forecasts and assumptions of LabCorp and Monogram
Biosciences, Inc. that are subject to risks and uncertainties that could
cause actual outcomes and results to differ materially from those
statements. Risks and uncertainties include, among others, the risk that
the conditions to the tender offer or the merger set forth in the
agreement and plan of merger will not be satisfied and the transactions
will not be consummated, uncertainties as to the timing of the tender
offer and merger, uncertainties as to how many Monogram Biosciences,
Inc. stockholders will tender their stock in the offer, changes in
Monogram Biosciences, Inc.’s business during the period between now and
the closing that could cause a condition to closing not to be satisfied;
as well as other factors detailed in LabCorp’s and Monogram Biosciences,
Inc.’s filings with the Securities and Exchange Commission, including
LabCorp’s Annual Report on Form 10-K for the year ended December 31,
2008 and subsequent SEC filings, and Monogram Biosciences, Inc.’s Annual
Report on Form 10-K for the year ended December 31, 2008 and subsequent
SEC filings.
Photos/Multimedia Gallery Available: http://www.businesswire.com/cgi-bin/mmg.cgi?eid=6009043&lang=en
Source: Laboratory Corporation of America® Holdings
Laboratory Corporation of America® Holdings
Investor/Media
Relations:
Bill Bonello, 336-436-7732
www.labcorp.com
or
Monogram
Biosciences, Inc.
Investor Relations:
Alfred G. Merriweather,
650-624-4576
[email protected]
or
Media
Relations:
Feinstein Kean Healthcare
Jeremiah
Hall, 415-677-2700
[email protected]
www.monogrambio.com
