8-K/AAcquisitions & DispositionsExhibits & Filings

QUEST DIAGNOSTICS INC 8-K/A Report, Acquisition Completed (Aug 13, 2007)

Filed August 13, 2007For Securities:DGX

Summary

This Form 8-K/A filing by Quest Diagnostics Incorporated (DGX) serves as an amendment to a prior report filed on May 31, 2007, specifically concerning the completion of an acquisition. The primary purpose of this amendment is to provide the necessary financial statements and pro forma information related to the acquisition of AmeriPath Group Holdings, Inc. This includes audited financial statements for AmeriPath for the year ended December 31, 2006, interim financial statements as of and for the period ending March 31, 2007, and pro forma combined financial statements reflecting the impact of the acquisition. For investors, this filing signifies the formal integration of AmeriPath's financial data into Quest Diagnostics' reporting. It allows for a more thorough assessment of the acquisition's financial impact, including its contribution to revenue, profitability, and the overall balance sheet. Investors can now review the detailed financial performance of the acquired entity and the combined company's projected financial position, which are crucial for evaluating the strategic rationale and financial success of this significant corporate transaction.

Key Highlights

  • 1Amendment to a previous 8-K filing, dated May 31, 2007, regarding an acquisition.
  • 2Quest Diagnostics (DGX) is filing to provide required financial statements and pro forma information for the acquisition of AmeriPath Group Holdings, Inc.
  • 3Exhibit 99.1 contains the audited financial statements of AmeriPath Group Holdings, Inc. for the year ended December 31, 2006.
  • 4Exhibit 99.2 provides interim financial statements for AmeriPath as of March 31, 2007, and for the three months ended March 31, 2007, compared to the prior year.
  • 5Exhibit 99.3 presents unaudited pro forma combined financial information for Quest Diagnostics, including a balance sheet as of March 31, 2007, and statements of operations for the three months ended March 31, 2007, and the year ended December 31, 2006.
  • 6The filing includes the signature of Robert A. Hagemann, Senior Vice President and Chief Financial Officer, indicating official acceptance of the reporting requirements.
  • 7The earliest event reported is May 31, 2007, which relates to the completion of the acquisition.

Frequently Asked Questions

This filing is an amendment to a previous 8-K report and its primary purpose is to provide the necessary financial statements and pro forma combined financial information required under SEC regulations for Quest Diagnostics' acquisition of AmeriPath Group Holdings, Inc.

The filing includes audited financial statements for AmeriPath for the fiscal year ended December 31, 2006, and interim financial statements as of March 31, 2007, and for the three-month period ended March 31, 2007, along with comparative data for the same period in 2006.

The pro forma financial information (Exhibit 99.3) presents an unaudited view of Quest Diagnostics' financial position as if the acquisition of AmeriPath had occurred on specified dates. This includes a combined balance sheet as of March 31, 2007, and combined statements of operations for the three months ended March 31, 2007, and the full year ended December 31, 2006.

Robert A. Hagemann is the Senior Vice President and Chief Financial Officer of Quest Diagnostics. His signature on the filing confirms that the company is duly submitting the required information and acknowledges its responsibility for the content of the report.