LYNDHURST, N.J., June 19 /PRNewswire-FirstCall/ -- Quest Diagnostics
Incorporated (NYSE: DGX), the nation's leading provider of diagnostics
testing, information and services, announced today that it has completed its
cash tender offer for the outstanding $350 million, 10 1/2% Senior
Subordinated Notes due 2013 (the "Notes") (CUSIP Nos. 03071D AC 3 and 03071D
AA 7) of AmeriPath, Inc. ("AmeriPath"). The cash tender offer expired, as
scheduled, on June 18, 2007, at 12:00 midnight, ET, (the "Expiration Date").
As of the Expiration Date, approximately $348 million in aggregate
principal amount, or 99.4% of the $350 million outstanding Notes had been
validly tendered and not withdrawn. The total consideration, which is payable
to holders who tendered their notes at or prior to June 4, 2007, 5:00 p.m.,
ET, (the "Consent Deadline"), was $1,088.58 for each $1,000 principal amount
of Notes, while the tender offer consideration, which is payable to holders
who tendered their notes after the Consent Deadline, was $1,058.58 for each
$1,000 principal amount of notes validly tendered and not withdrawn prior to
the Expiration Date.
In addition, as previously announced, after receipt of the requisite
consents, the Company and U.S. Bank National Association, the trustee under
the Indenture governing the Notes, entered into a supplemental indenture,
which amended the Indenture governing the Notes to, among other things,
eliminate substantially all of the restrictive covenants, certain events of
default and other related provisions. The amendments to the Indenture became
operative on June 8, 2007.
The tender offer and the related consent solicitation to amend the
indenture pursuant to which the Notes were issued were made upon the terms and
subject to the conditions set forth in the Offer to Purchase and Consent
Solicitation Statement dated May 21, 2007 (the "Offer to Purchase") and the
related Letter of Transmittal and Consent.
Morgan Stanley & Co. Incorporated acted as Dealer Manager for the tender
offer and consent solicitation. The Information Agent and Depositary was
Global Bondholder Services Corporation. Persons with questions regarding the
tender offer and consent solicitation should contact Morgan Stanley & Co.
Incorporated at (212) 761-5384 (attn: Tate Forrester).
About Quest Diagnostics
Quest Diagnostics is the leading provider of diagnostic testing,
information and services that patients and doctors need to make better
healthcare decisions. The company offers the broadest access to diagnostic
testing services through its national network of laboratories and patient
service centers, and provides interpretive consultation through its extensive
medical and scientific staff. Quest Diagnostics is a pioneer in developing
innovative new diagnostic tests and advanced healthcare information technology
solutions that help improve patient care. Additional company information is
available at www.questdiagnostics.com.
This communication contains certain forward-looking statements. These
forward-looking statements 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. Certain of these risks and uncertainties may
include, but are not limited to the risks and uncertainties described in the
Quest Diagnostics Incorporated 2006 Form 10-K and subsequent filings.
SOURCE Quest Diagnostics
CONTACT: Laure Park, Investor Relations, +1-201-393-5030, Nancy
Fitzsimmons, Media Relations, +1-201-393-5700