Laboratory Corporation of America® Holdings (NYSE: LH) today announced that LabCorp is extending until 6:00 p.m., New York City time, on June 15, 2011, LabCorp's previously announced cash tender offer for all outstanding shares of the common stock of Orchid Cellmark Inc. (NASDAQ: ORCH). On May 17, 2011, LabCorp received a request from the Federal Trade Commission, or the FTC, for additional information under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, applicable to the acquisition of Orchid by LabCorp, and on May 18, 2011, LabCorp announced an extension of its tender offer from May 17, 2011, to June 1, 2011. LabCorp is continuing to cooperate with the FTC's request for additional information and is consequently further extending the expiration of the tender offer.
The depositary for the tender offer has advised LabCorp that as of 6:00 p.m., New York City time on June 1, 2011, stockholders of Orchid had validly tendered, and not withdrawn, 24,701,567 shares of Orchid common stock, including 199,438 shares of Orchid common stock tendered through notices of guaranteed delivery. The shares tendered represent approximately 82.3% of the outstanding shares of Orchid, and approximately 81.6% excluding the shares tendered by notices of guaranteed delivery (or approximately 75.5% and 74.9%, respectively, calculated on a fully diluted basis).
As announced previously, on April 19, 2011, LabCorp, through its wholly owned subsidiary OCM Acquisition Corp., commenced a tender offer for all outstanding shares of Orchid at a price of $2.80 per share net to the seller in cash without interest and subject to applicable withholding taxes. The tender offer was made pursuant to the previously announced merger agreement among LabCorp, OCM Acquisition Corp. and Orchid dated as of April 5, 2011. The tender offer will now expire at 6:00 p.m., New York City time, on June 15, 2011, unless further extended.