On May 8, 2002, Dynacare Inc. and Laboratory Corporation of America Holdings (LabCorp) announced they had entered into a definitive agreement under which LabCorp will acquire all the outstanding shares of Dynacare for approximately US$480 million in cash and LabCorp stock. In addition, LabCorp will assume approximately US$205 million in Dynacare debt in conjunction with the transaction. LabCorp will acquire 100 per cent of the outstanding shares of Dynacare at US$23 per share pursuant to a plan of arrangement under which each Dynacare outstanding common share will be exchanged for US$11.50 in cash and 0.2328 shares of LabCorp common stock. The agreement is conditional upon, among other things, the favourable vote by the holders of two-thirds of Dynacare’s outstanding common shares and regulatory approvals in the U.S. and Canada.
Based in Dallas, Texas, Dynacare is listed on the TSE and NASDAQ. It provides laboratory services in 21 U.S. states and is a leading provider of laboratory services in Canada. Burlington, North Carolina-based LabCorp is listed on the NYSE and is a U.S. national clinical laboratory, offering more than four thousand clinical tests ranging from routine analysis to sophisticated molecular diagnostics.
LabCorp is represented by Pierre Raymond, Robert Hogan, Steeve Robitaille and Annie Lagacé of Stikeman Elliott in Montreal. Michael Silver, Thene Martin, Stephanie Marks, Michele Harrington and Paula Miller of Hogan & Hartson LLP in Baltimore are representing LabCorp in the U.S.
Jeffrey Fineberg, Lawrence Chernin, Alon Ossip, Michael Herman, Paul Bleiwas and Ivan Grbesic of Goodman and Carr LLP are representing Dynacare. Kevin Evanich, Sanford Perl, William Welke, Marimichael Skubel and Daniel G. Gordon of Kirkland & Ellis in Chicago are U.S. counsel to Dynacare. Acting for Dynacare’s independent committee of directors is William Orr of Heenan Blaikie LLP in Toronto.
Based in Dallas, Texas, Dynacare is listed on the TSE and NASDAQ. It provides laboratory services in 21 U.S. states and is a leading provider of laboratory services in Canada. Burlington, North Carolina-based LabCorp is listed on the NYSE and is a U.S. national clinical laboratory, offering more than four thousand clinical tests ranging from routine analysis to sophisticated molecular diagnostics.
LabCorp is represented by Pierre Raymond, Robert Hogan, Steeve Robitaille and Annie Lagacé of Stikeman Elliott in Montreal. Michael Silver, Thene Martin, Stephanie Marks, Michele Harrington and Paula Miller of Hogan & Hartson LLP in Baltimore are representing LabCorp in the U.S.
Jeffrey Fineberg, Lawrence Chernin, Alon Ossip, Michael Herman, Paul Bleiwas and Ivan Grbesic of Goodman and Carr LLP are representing Dynacare. Kevin Evanich, Sanford Perl, William Welke, Marimichael Skubel and Daniel G. Gordon of Kirkland & Ellis in Chicago are U.S. counsel to Dynacare. Acting for Dynacare’s independent committee of directors is William Orr of Heenan Blaikie LLP in Toronto.
