SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 30, 1997
BIO-REFERENCE LABORATORIES, INC.
[Exact name of registrant as specified in its charter]
New Jersey
[State or other jurisdiction of incorporation]
0-15266 22-2405059
(Commission File Number) (IRS Employer Identifica-
tion Number)
481 Edward H. Ross Drive
Elmwood Park, New Jersey 07407
(Address of principal executive (Zip Code)
office)
Registrant's telephone number, including area code 201-791-2600
BIO-REFERENCE LABORATORIES, INC.
FORM 8-K
September 30, 1997
Item 2. Acquisition or Disposition of Assets
On September 30, 1997, Bio-Reference Laboratories, Inc.
(the "Company") completed the sale of certain assets of its GenCare
Division ("GenCare") to an unrelated third party, IMPATH INC. ("IMPATH").
GenCare provided oncology and hematology laboratory testing services to
hospitals, hematologists and oncologists in the New York metropolitan area and
Florida. The assets sold included GenCare customer lists, any Company rights to
the "GenCare" Tradename, certain patient records and rights under a Reagant
Purchase and Equipment Rental Contract and under a Laboratory Testing Service
Agreement. The Company retained the rights to the Tradename "GenPath."
In addition, the Company, certain of its officers and key employees agreed
for a 30-month period not to compete with IMPATH with respect to certain defined
areas of the GenCare business. The Company will continue to market tumor
pathology testing services under the name "GenPath" to urology, gastroenterology
and obstetric and gynecology physician clients. The GenCare business sold
accounted for less than 8% of the Company's annual net revenues for its most
recent fiscal year.
The $6 million purchase price was determined in arms-length negotiations
between the parties based in part on GenCare's billings to Restricted Customers
for Restricted Tests (as defined in the Agreement and Bill of Sale) during the
three-month period ended June 30, 1997. The purchase price included a $4.6
million cash payment made at the closing with an additional $700,000 to $1.4
million payable in semi-annual installments over a two-year period subject to
certain conditions. The Company purchased GenCare in January 1995 for an
aggregate 473,145 shares of its common stock and approximately $235,000 in
principal amount of its debentures.
Item 7. Financial Statements and Exhibits
(b) Pro Forma Financial Statements
The Company intends to file an amendment to this current report on Form
8-K within 60 days from the date this report was first required to be filed,
containing the appropriate pro forma financial information reflecting the
disposition of the GenCare assets.
(c) Exhibits
10.16 Agreement and Bill of Sale dated September 30, 1997 between the
Company and IMPATH concerning the sale of the GenCare assets.
10.17 Non-Competition and Confidentiality Agreement dated September 30,
1997 between the Company, three officers and a fourth key employee on the one
hand and IMPATH on the other hand.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
BIO-REFERENCE LABORATORIES, INC.
(Registrant)
Dated: October 10, 1997
By_______________________________
Sam Singer, Vice President and
Chief Financial Officer