10-K 0000920148-26-000111 (2026-02-24) vs 10-K 0000920148-25-000032 (2025-02-25)
| Section | Compared text | Words now | Changed |
|---|
| Risk Factors | Item 1A | 7,717 |
48.2% |
| MD&A | Item 7 | 6,312 |
22.1% |
| Legal Proceedings | Item 3, via Note 15 – COMMITMENTS AND CONTINGENCIES | 2,877 |
36.7% |
| Accounting Policies | 10-K text, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 4,138 |
not compared |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Legal Proceedings 188 words changed in this paragraph; it is 43% similar to last year's version.
Twenty-three putative class action lawsuits were filed against the Company related to the AMCA Incident in various U.S. District Courts. Numerous similar lawsuits have been filed against other health care healthcare providers who used AMCA. These lawsuits were consolidated into a multidistrict litigation in the District of New Jersey. On November 15, 2019, the Plaintiffs filed a Consolidated Class Action Complaint in the U.S. District Court of New Jersey. The consolidated Complaint generally alleged that the Company did not adequately protect its patients’ data and failed to timely notify those patients of the AMCA Incident. The Complaint asserted various causes of action, including but not limited to negligence, breach of implied contract, unjust enrichment, and the violation of state data protection statutes. The Complaint sought damages on behalf of a class of all affected Company customers. On January 22, 2020, the Company filed Motions to Dismiss all claims. On December 16, 2021, the court granted in part and denied in part the Company’s Motion to Dismiss. On March 31, 2022, the Plaintiffs filed an Amended Complaint alleging claims for negligence, negligence per se, breach of confidence, invasion of privacy, and various state statutory claims, including a claim under the California Confidentiality of Medical Information Act. The Company filed a Motion to Dismiss certain claims of the Amended Complaint. On May 5, 2023, the court granted in part and denied in part the Company’s Motion to Dismiss. On November 1, 2024, Plaintiffs served their motion for class certification. The Company will vigorously defend the remaining claims in the multi-district litigation.
Source: Item 3, via Note 15 – COMMITMENTS AND CONTINGENCIES, 10-K 0000920148-26-000111 vs Item 3, via Note 15 – COMMITMENTS AND CONTINGENCIES, 10-K 0000920148-25-000032
Risk Factors 177 words changed in this paragraph; it is 52% similar to last year's version.
The Company receives, collects, stores, transmits, and processes certain personal and financial information about its customers. In addition, the Company depends upon the secure transmission of confidential information over public networks, including information permitting cashless payments. The Company also information, and works with third-party service providers and vendors that provide technology systems and services that are used in connection with the receipt, storage, transmission, and such data processing of customer personal and financial information. activities. A compromise of the Company’s systems, or those of the Company's third-party service providers and vendors, a vendor’s systems that results in customer personal confidential information being obtained acquired, accessed, or altered changed by unauthorized persons, or the Company’s third party's failure to comply with meet security requirements, including but not limited to standards, such as the HIPAA security standards for payment cards (e.g., regulations and the Payment Card Industry Data Security Standard), Standard, could adversely affect harm the Company’s reputation with its customers and others, as well as the Company’s results of reputation, operations, financial condition condition, and liquidity. It could also liquidity, and may result in litigation against the Company and the imposition of fines and penalties. litigation, fines, or regulatory actions. For example, in connection with the AMCA Incident (as defined below under “Cybersecurity” in Item 1C) the Company has incurred, and expects to continue to incur, resulted in costs, and the Company is involved in pending and threatened litigation, as well as various government and regulatory inquiries and processes. inquiries. For additional information about the AMCA Incident, see Note 15 Commitments and Contingencies to the Consolidated Financial Statements of Part III of the Annual Report.
Source: Item 1A, 10-K 0000920148-26-000111 vs Item 1A, 10-K 0000920148-25-000032
MD&A 131 words changed in this paragraph; it is 42% similar to last year's version.
The change in Other, net for the year ended December 31, 2025, as compared to the year ended December 31, 2024, was primarily due to $80.0 the TSA expiration resulting in a $76.2 decrease of transition services fees charged to Fortrea for the year ended December 31, 2025, as compared with the corresponding period in 2024, related to the provision of administrative and IT information technology systems support. The costs to provide these transition services are were included in operating Operating income, but the service fees are were included in other income. Other, net. In addition, there were net investment losses of $42.6, recorded during the Company recorded year ended December 31, 2025, compared to net investment losses of $11.4 for the corresponding period of 2024, which are primarily driven by a $6.4 gain related decrease in the value of investments in other companies or investment funds that develop technology relating to the divestiture of Beacon Laboratory Benefit Solutions, Inc. This income was partially offset by foreign currency transaction losses of $15.3 and an $11.4 loss on investments. Company’s operations.
Source: Item 7, 10-K 0000920148-26-000111 vs Item 7, 10-K 0000920148-25-000032
Every change, by type
Sentences and paragraphs of LH's Risk Factors and MD&A, 10-K 2026-02-24 against 10-K 2025-02-25.
Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier
(may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
Natural disasters (e.g., severe weather, fires, and earthquakes), geopolitical events (e.g., terrorism, war, and political instability), public health crises, criminal activity, supply chain disruptions, and other events beyond the Company’s control could negatively affect the Company’s operations. These disruptions may temporarily reduce testing volumes, delay study progress, hinder specimen transport, limit access to laboratories and IT systems, and interrupt supply deliveries. They may also affect customer operations, further decreasing demand. Prolonged disruptions caused by such events, especially in key operational locations, could harm the Company’s results of operations.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
The Company’s diagnostic testing services are primarily billed to third parties, including MCOs, employer plans, and other health insurance providers. A shift toward a higher mix of government and MCO payers may adversely effect revenues due to lower reimbursement rates. Ongoing efforts by payers to reduce reimbursement, tighten payment policies, and control utilization are expected to continue. If the Company cannot offset these reductions through cost efficiencies, increased volume or new services, its revenues, profitability, and cash flows may be materially impacted. PAMA has already reduced Medicare reimbursement rates for many tests, and further reductions are expected, although rate reductions are frozen for 2026 and capped at 15% per year for 2027-2029. Delays and changes in coding, billing, and payer policies have historically impacted
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
revenue and margins, and similar disruptions may continue. Increasing patient cost-sharing and evolving value-based care models also pose collection challenges and may affect the Company’s ability to attract and retain MCOs.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
BLS supports pharmaceutical, biotechnology, and medical device companies in navigating the regulatory approval and post-approval compliance requirements process. Changes in government regulations, whether easing or tightening requirements and changes in government operations, including staff reductions and reorganization efforts, could reduce the demand for BLS’s services or make them less competitive. Additionally, efforts to control drug and device costs, or changes in insurer reimbursement practices, may lead customers to reduce R&D spending, which could adversely affect BLS’s business.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
BLS’s revenues are closely tied to R&D spending by pharmaceutical, biotechnology, and medical device companies, which may depend on access to capital and reimbursement from payers. Economic conditions, industry trends, or funding constraints could lead to reduced or delayed R&D activity or outsourcing, materially impacting BLS’s business and financial performance.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
The Company’s quarterly results of operations may vary significantly from quarter to quarter making it harder to predict future results.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
The Company’s operations rely on the continued performance and security of its information technology systems. System failures, cybersecurity incidents, disruptions, or other issues affecting information technology systems could impair data processing, service delivery, billing, and customer communications. The Company also relies on third parties for critical services, including transportation, supplies, and data processing and expects them to comply with applicable laws and regulations, including environmental, health and safety, and privacy and data security laws. Failures by these providers, whether operational, legal, or cybersecurity-related, and issues affecting their information technology systems, could disrupt services, compromise personal or other confidential information, expose the Company to liability and could materially impact its business, even if the Company is not responsible for the underlying cause of any such failure or issue. In addition, the Company may be subject to regulatory, contractual, or other obligations arising from any such failure or issues. Despite contingency plans, risks remain, and a significant information technology system disruption could adversely affect the Company’s reputation, operations, financial condition, and profitability.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
The Company continues to face cybersecurity threats, including ransomware attempts, data breaches, and phishing and social engineering attempts targeting its systems and its employees, and those of third-party vendors. Increasingly sophisticated methods, including the use of AI by threat actors, heighten these risks. The Company has implemented a formal cybersecurity program; however, threat actors’ techniques continue to evolve and may not be identifiable until deployed, which could limit the Company’s ability to prevent unauthorized access, data compromise, service disruption, or fraudulent activity. The Company may be unable to anticipate and/or implement appropriate controls needed to protect against these evolving threats or be required to expend additional resources to prepare for and respond to any cybersecurity vulnerabilities. Evolving threats may outpace defenses, requiring ongoing investment in security measures. Data and cybersecurity incidents, including those involving third parties, such as the AMCA Incident, could result in data loss, service disruption, reputational harm, litigation, regulatory penalties, and increased insurance costs. Remote work arrangements further elevate exposure to cyber risks.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
The Company and certain of its third-party vendors use AI and machine learning tools to enhance productivity and innovation, but these technologies also introduce risks. Improper use may lead to data leaks of sensitive, proprietary, or confidential information, flawed outputs, biased decisions, or reputational harm. In addition, rapid advancements could render existing tools obsolete or give competitors an edge, emerging regulations may subject the Company to new restrictions or penalties, and AI systems may be vulnerable to new security threats. These risks could result in legal liabilities, customer loss, and reputational damage, each of which could have an adverse impact on the Company’s business and operations.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
Government payers, including Medicare and Medicaid, and private insurers, such as MCOs, continue to implement measures to control healthcare costs, utilization, and delivery. These efforts include changes of reimbursement rates, coverage criteria, and administrative requirements.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
Under PAMA, phased reductions to Medicare reimbursement began in January 1, 2018, and are now frozen for 2026 but will resume in 2027, with capped reductions in 2027-2029, with potential for further reductions thereafter. Additional changes such as prior authorization requirements, diagnosis code edits, and other claims processing rules may also impact payment for diagnostic services. Reimbursement for pathology services performed by Dx under the Medicare PFS is subject to ongoing statutory and regulatory adjustments. Similar actions by commercial payers have historically led to lower payments, increased administrative costs, and reduced test utilization. Future changes in payer policies, laboratory benefit management programs, or insurance regulations could materially and adversely affect Dx’s business, financial condition, and results of operations, which could have an adverse effect on the Company’s business.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedRisk Factors
In the U.S., HIPAA imposes detailed requirements on the use, disclosure, and safeguarding of PHI. HIPAA violations can lead to significant civil and criminal penalties. HIPAA also provides individuals with certain privacy rights regarding their PHI
Read it in 10-K 2026-02-24 at sec.gov ↗
RemovedRisk Factors
Risks Related to the Company’s Business and Operations Including Global Economic and Geopolitical Factors
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
Natural disasters, such as adverse weather, fires, earthquakes, power shortages and outages, geopolitical events, such as terrorism, war, political instability, or other conflict, public health crises and disease epidemics and pandemics, criminal activities, disruptions to supply chains, inaccessibility of natural resources, and other disruptions or events beyond the Company’s control could negatively affect the Company’s operations. Any of these events may result in a temporary decline of testing volumes and other work in both segments. In addition, such events may temporarily interrupt the Company’s ability to transport specimens, efficiently commence, continue, or complete its work on studies, utilize information technology systems, utilize certain laboratories, and/or to receive material from its suppliers. Such events can also affect customer operations and thereby impact testing volume. Long-term disruptions in the infrastructure and operations caused by such events (particularly involving locations in which the Company has operations), could harm the Company’s operating results.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
Dx testing services are billed to MCOs, Medicare, Medicaid, physicians and physician groups, hospitals, patients, and employer groups. Most testing services are billed to a party other than the physician or other authorized person who ordered the test. Increases in the percentage of services billed to government and MCOs could have an adverse effect on the Company’s revenues.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
The Company expects the efforts to impose reduced reimbursement, more stringent payment policies, and utilization and cost controls by government and other payers to continue. If Dx cannot offset additional reductions in the payments it receives for its services by reducing costs, increasing test volume, and/or introducing new services and procedures, it could have a material adverse effect on the Company’s revenues, profitability, and cash flows. In 2014, Congress passed PAMA, requiring Medicare to change the way payment rates are calculated for tests paid under the CLFS, and to base the payment on the weighted median of rates paid by private payers. Pursuant to PAMA, reimbursement rates for many clinical laboratory tests provided under Medicare were reduced from 2018 through 2020. Enforcement of PAMA was suspended each year from 2021 through 2025, but a long-term resolution through legislation has not yet been achieved, and the next round of PAMA reductions are currently on track to be implemented in 2026. Unless implementation of PAMA is further delayed or changed, additional reductions in reimbursements of $100.0 million are expected for 2026 from all payers affected by the CLFS.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
The Company’s ability to attract and retain MCOs is critical given the impact of healthcare reform, changes in coverage and evolving value-based care and risk-based reimbursement delivery models (e.g., accountable care organizations (ACOs) and Independent Physician Associations (IPAs)).
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
A portion of the managed care fee-for-service revenues is collectible from patients in the form of deductibles, coinsurance and copayments. As patient cost-sharing continues to increase, the Company’s collections may be adversely impacted.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
In addition, Medicare and Medicaid and private insurers have increased their efforts to control the cost, utilization and delivery of healthcare services, including commercial laboratory services. Measures to regulate healthcare delivery in general, and clinical laboratories in particular, have resulted in reduced prices, added costs and decreased test utilization for the commercial laboratory industry by increasing complexity and adding new regulatory and administrative requirements.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
The Company has periodically experienced delays in the pricing and implementation of coding and billing changes among various payers, including Medicaid, Medicare and commercial carriers. Payer policy changes in coverage, along with coding and billing changes, have had a negative impact over time on revenue, revenue per requisition, and margins and cash flows. In 2024, limited coding and billing changes were implemented. While limited changes are expected to be implemented in 2025, the Company typically expects some delays in pricing and reimbursement as new codes are introduced.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
The Company expects the efforts to impose reduced reimbursement, more stringent payment policies, and utilization and cost controls by government and other payers to continue. If Dx cannot offset additional reductions in the payments it receives for its services by reducing costs, increasing test volume, and/or introducing new services and procedures, it could have a material adverse effect on the Company’s revenues, profitability and cash flows.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
BLS assists pharmaceutical, biotechnology, and medical device companies in navigating the regulatory approval process. Changes in government regulations, such as a relaxation in regulatory requirements or the introduction of simplified approval procedures or an increase in regulatory requirements that BLS may have difficulty satisfying or that may make its services less competitive, could eliminate or substantially reduce the demand for its services. Also, if government efforts to contain drug and medical product and device costs impact profits from such items, or if health insurers were to change their practices with respect to reimbursement for those items, some of BLS’s customers may spend less, or reduce their growth in spending on R&D.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
The Company depends on third parties to provide supplies and services critical to the Company’s business. Although the Company has a significant proprietary network of ground and air transport capabilities, certain of the Company’s businesses are heavily reliant on third-party ground and air travel for transport of clinical trial and diagnostic testing supplies and specimens, research products, and people. A significant disruption to these travel systems, or the Company’s access to them, could have a material adverse effect on the Company’s business. The Company is also reliant on an extensive network of third-party suppliers and vendors of certain services and products, including for certain animal populations. Disruptions to the continued supply, or increases in costs, of these services, products, or animal populations may arise from export/import restrictions or embargoes, political or economic instability, pressure from animal rights activists, adverse weather, natural disasters, public health crises, transportation disruptions, cybersecurity incidents, or other causes, as well as from termination of relationships with suppliers or vendors for their failure to follow the Company’s performance standards and requirements. Disruption of supply and services has impacted and could continue to impact or have a material adverse effect on the Company’s business.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
Many of BLS’s contracts may be terminated or reduced in scope either immediately or upon notice. Cancellations may
Read it in 10-K 2025-02-25 at sec.gov ↗
RewordedRisk Factors
A compromise of the Company’s systems, or those of the Company's third-party service providers and vendors, a vendor’s systems that results in customer personal confidential information being obtained acquired, accessed, or altered changed by unauthorized persons, or the Company’s third party's failure to comply with meet security requirements, including but not limited to standards, such as the HIPAA security standards for payment cards (e.g., regulations and the Payment Card Industry Data Security Standard), Standard, could adversely affect harm the Company’s reputation with its customers and others, as well as the Company’s results of reputation, operations, financial condition condition, and liquidity. liquidity, and may result in litigation, fines, or regulatory actions.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
Many Consolidation of healthcare companies and providers, including pharmaceutical, biotechnology biotechnology, and medical device companies, health systems, and physician practices are consolidating through horizontal and vertical mergers, acquisitions, joint ventures, and other types partnerships, is increasing competition and giving some combined companies greater control over more aspects of transactions and collaborations. healthcare, including increased bargaining power.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
There can be Additionally, major debt rating agencies regularly assess the Company’s debt, and there is no assurance that the Company will be able to maintain its existing debt ratings, ratings and a failure to do so could adversely affect the Company’s cost of funds, liquidity raise funding costs and limit access to capital markets. capital.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
Although While BLS does not face the same level of complexity in its faces less billing processes, it could also experience complexity, delays in billing or collection, and a material increase in BLS’s days sales outstanding collections could similarly have an adverse effect on the Company’s business, including potentially decreasing its cash flows.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
In addition, as the broader healthcare industry trend of consolidation continues, including the acquisition of health systems acquire physician practices by health systems, practices, maintaining strong relationships with hospital-based health systems and integrated delivery networks are becoming is increasingly important. important to the Company’s business.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
In addition to any risks risk related to the counterparties, there can be no assurances assurance that the Company’s this hedging activity strategy will be effective in insulating it the Company from the risks risk associated with the underlying transactions, that the Company would not have been better off without entering into these hedges, transactions or that the Company will not have to pay additional amounts upon settlement.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
For example, in connection with the AMCA Incident (as defined below under “Cybersecurity” in Item 1C) the Company has incurred, and expects to continue to incur, resulted in costs, and the Company is involved in pending and threatened litigation, as well as various government and regulatory inquiries and processes. inquiries.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
As a result, These factors associated with international operations, including changes in foreign currency exchange rates, could significantly affect BLS’s results of operations, financial condition condition, and cash flows. flows, which could have an adverse effect on the Company’s business.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
In addition, a reduction A decline in tests ordered test orders or specimens submitted by existing customers, a decrease in demand for the Company’s services specimen volume from existing customers, or the loss of existing contracts, contracts without offsetting growth in its customer base, could impact the Company’s ability to successfully grow its business and could have a material adverse effect on the Company’s revenues and profitability.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
Since the Company’s Consolidated Financial Statements are denominated in U.S. dollars, USD, fluctuations in foreign currency exchange rates from period to period will have an may impact on reported results. financial results, especially when costs and revenues are denominated in different currencies.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
The sanction for failure to comply Noncompliance with CLIA requirements may be result in suspension, revocation, or limitation of a laboratory’s CLIA certificate, which is necessary and the ability to conduct business, bill government and other payers, as well as significant fines and/or or criminal penalties.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
A failure to establish, update, or perform in accordance with those systems or processes could adversely affect the Company’s business operations, resulting result in the loss of customers, loss or suspension of licensure or certifications, or imposition of sanctions or other penalties, damage to among other things, which could adversely affect the Company’s reputation, or other adverse effects. business and reputation.
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AddedMD&A
On June 30, 2023, the Company completed the Spin-off. The TSA dated June 29, 2023 between Fortrea and LCAH expired on June 30, 2025, and all services provided under the TSA terminated on or before the expiration date.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedMD&A
On July 4, 2025, the U.S. government enacted the OBBBA, which includes provisions addressing regulations and federal funding affecting healthcare. These provisions include, but are not limited to, changes to Medicaid and the ACA, and could lead to revised regulatory requirements and reduced federal funding. As a result of these changes, the Company could experience a decline in utilization of its diagnostics testing services due to a reduction in overall insurance coverage, which may cause the Company’s revenue to decrease. However, the Company currently believes any such reduction would not likely have a material impact on its results of operations in future periods. The potential impacts described above represent the Company’s assessment at this time, and the Company will continue to evaluate the impact of the OBBBA on its business and operations, if any, as the legislation’s provisions continue to become effective through 2028.
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AddedMD&A
LIQUIDITY AND CAPITAL RESOURCES (dollars and shares in millions, except per share amounts)
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AddedMD&A
On January 28, 2026, the Company amended its AR Facility. Among other things, this amendment extended the scheduled termination date to January 26, 2029 and permits the Company at its option to increase the facility limit from $700.0 to $825.0 at any time on or before May 29, 2026.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedMD&A
The Company has a noncancelable contract with a vendor to purchase inventory supplies pursuant to which the Company is obligated to make expected total future minimum payments of $129.2, including $34.7 in 2026, $20.5 in 2027, and $74.0 in 2028.
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AddedMD&A
At December 31, 2025, and in connection with the pending acquisitions of select clinical laboratory assets from Empire City Laboratories, Inc. (Empire City) and select assets of the outreach business from Parkview Health System, Inc. (Parkview), the Company expects to pay up to $415.0, which includes $85.0 of consideration contingent on performance. The Empire City transaction closed during the first quarter of 2026. Subject to customary closing conditions and applicable regulatory approvals, the Company expects the acquisition of select assets from Parkview to close in 2026. See Note 4 Business Acquisitions and Dispositions to the Company’s Consolidated Financial Statements for additional information.
Read it in 10-K 2026-02-24 at sec.gov ↗
RemovedMD&A
On June 30, 2023, Labcorp completed the previously announced separation (Spin-off) of its former Clinical Development and Commercialization Services (CDCS) business into Fortrea.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
All historical operating results of Fortrea are presented as Earnings from discontinued operations, net of tax, in the Company’s Consolidated Statements of Operations. The spin-off is expected to be treated as tax-free for the Company and its shareholders for U.S. federal income tax purposes.
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RemovedMD&A
As a result of the separation of Fortrea, the Company recast segment results to exclude the historical results of the CDCS business for all periods presented. The remaining operations of the previously reported Drug Development segment have been renamed the Biopharma Laboratory Services (BLS) segment.
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RemovedMD&A
Other, net for the year ended December 31, 2023, was primarily due to $46.1 of transition services fees charged to Fortrea related to administrative and IT systems support, partially offset by pension plan settlement charges of $10.9 and a $4.8 loss on investments.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
On September 23, 2024, LCAH (the Issuer) entered into a base indenture with U.S. Bank Trust Company, National Association, as trustee (the Trustee) (the 2024 Indenture). On September 23, 2024, the Company, the Issuer and the Trustee entered into supplemental indentures to the 2024 Indenture under which the Issuer issued, and the Company guaranteed, $2,000.0 in debt securities, consisting of $650.0 aggregate principal amount of 4.35% senior notes due 2030, $500.0 aggregate principal amount of 4.55% senior notes due 2032, and $850.0 aggregate principal amount of 4.80% senior notes due 2034, with interest payable semi-annually on April 1 and October 1 of each year, commencing April 1, 2025. Net proceeds from these offerings were approximately $1,983.0 after deducting underwriting discounts and other estimated expenses of the offering. The net proceeds were used to redeem or repay indebtedness and, to the extent not used for such purpose, for other general corporate purposes. Indebtedness redeemed or repaid or to be redeemed or repaid at or prior to maturity were the Company’s 2.30% senior notes due December 2024, its 3.60% senior notes due February 2025, and $500.0 of borrowings under its revolving credit facility.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
On January 13, 2023, LCAH amended and restated its revolving credit facility. It consists of a five-year revolving facility in the principal amount of up to $1,000.0, with the option of increasing the facility by up to an additional $500.0, subject to the agreement of one or more new or existing lenders to provide such additional amounts and certain other customary conditions. The Company is required to pay a facility fee on the aggregate commitments under the revolving credit facility, at a per annum rate ranging from 0.100% to 0.225%, depending on the Company’s debt ratings. Borrowings under the revolving credit facility will accrue interest at a per annum rate equal to, at the Company’s election, either (x) a LIBOR (changed to SOFR in 2023) rate plus a margin ranging from 0.775% to 1.275% or (y) a base rate plus a margin ranging from 0% to 0.275%, in each case, depending on the Company’s debt ratings.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
On August 23, 2024, the Company and a bankruptcy-remote special purpose vehicle entered into a $300.0 three-year accounts receivable securitization facility with PNC Bank, National Association (PNC) as administrative agent (AR Facility). The AR Facility provides for purchases of accounts receivable by PNC in an amount of up to $300.0 through August of 2027 and may increase to up to $700.0, subject to the satisfaction of certain conditions.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
On January 31, 2025, the Company amended its AR Facility (AR Facility Amendment). The AR Facility Amendment increased the amount the Company can borrow from PNC from $300.0 to $700.0 through August of 2027. In addition, pursuant to the terms of the AR Facility Amendment (i) the Toronto-Dominion Bank became a party to the underlying receivables purchase agreement as a committed purchaser through January 2026 and (ii) MUFG Bank Ltd. and certain of its related conduit purchasers became parties to the underlying receivables purchase agreement as purchasers and the loans or investments of such conduit purchasers may accrue interest as specified in the AR Facility Amendment and receivables purchase agreement.
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RemovedMD&A
The contractual value of the noncontrolling interest put in the Company’s Ontario subsidiary totaled $14.3 and $15.5 at December 31, 2024, and 2023, respectively, and has been classified as mezzanine equity in the Company’s Consolidated Balance Sheets.
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RemovedMD&A
Although the Company believes that the current assumptions and estimates used in its goodwill analysis are reasonable, supportable, and appropriate, continued efforts to maintain or improve the performance of these businesses could be impacted
Read it in 10-K 2025-02-25 at sec.gov ↗
RewordedMD&A
Year Ended December 31, 2025 2024 2023 Change Dx segment operating income $ 1,779.9 $ 1,606.3 $ 1,591.3 0.9% 10.8% Dx segment operating margin 16.4 % 15.8 % 16.9 % (1.1)% 0.5% (1) BLS segment operating income 498.5 458.9 396.3 15.8% 8.6% BLS segment operating margin 16.1 % 15.7 % 14.3 % 1.4% 0.4% Segment operating income 2,278.4 2,065.2 1,987.6 3.9% 10.3% General corporate and unallocated expenses (482.2) (670.8) (644.1) 4.1% (28.1)% Amortization of intangibles and other assets (280.0) (256.4) (219.8) 16.7% 9.2% Restructuring and other charges (127.2) (46.0) (49.1) (6.3)% 176.5% Goodwill and other asset impairments (4.3) (5.3) (349.0) (98.5)% (18.9)% Total operating Operating income $ 1,384.7 $ 1,086.7 $ 725.6 49.8% 27.4%
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The change in Other, net for the year ended December 31, 2025, as compared to the year ended December 31, 2024, was primarily due to $80.0 the TSA expiration resulting in a $76.2 decrease of transition services fees charged to Fortrea for the year ended December 31, 2025, as compared with the corresponding period in 2024, related to the provision of administrative and IT information technology systems support.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Year Ended December 31, 2025 2024 2023 Net cash provided by continuing operating activities $ 1,640.5 $ 1,585.8 $ 1,202.3 Net cash used for continuing investing activities (1,194.0) (1,366.8) (1,146.8) Net cash (used for) provided by (used for) continuing financing activities (1,457.0) 779.9 (1,559.0) Effect of exchange rate on changes in cash and cash equivalents 24.1 (17.0) 9.9 Net cash impact from discontinued operations — 1,600.4 Net change (decrease) increase in cash and cash equivalents $ (986.4) $ 981.9 $ 106.8
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The 7.0% increase in revenues for the year ended December 31, 2024, as compared to the corresponding period in 2023, was primarily due to organic revenue of 3.9%, 4.1% and acquisitions, net of divestitures of 2.8%, and favorable 3.2%, partially offset by unfavorable foreign currency translation of 0.2%. 0.1%.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The charges were comprised of $43.0 $101.3 in long-lived asset impairment and other non-cash charges, $27.2 in severance and other personnel costs, and $5.9 $17.9 in facility-related costs primarily associated with general integration activities. costs, and $13.9 in contract termination costs.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Year Ended December 31, 2025 2024 2023 Change Selling, general and administrative expenses Cost of revenues $ 2,230.0 9,939.2 $ 2,021.4 10.3% SG&A 9,384.5 5.9% Cost of revenues as a % percentage of revenues 17.1 71.2 % 16.6 72.1 %
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Total Dx total volume, measured by requisitions, increased by 5.3% 3.7%, as acquisitions, net of divestitures, volume contributed growth of 2.7%, and organic volume increased by 2.6%. 2.2% and acquisition volume, net of divestitures, contributed 1.5%.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Corporate expenses were $670.8 $482.2 for the year ended December 31, 2024, an increase 2025, a decrease of 4.1% 28.1% over corporate expenses of $644.1 $670.8 in the corresponding period of 2023, 2024, primarily due to higher decreases in acquisition-related costs and costs related to acquisitions and personnel. the Spin-off.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
For Dx revenues for the year ended December 31, 2024, the Company’s revenues 2025, were $13,008.9, $10,876.5, an increase of 7.0% from $12,161.6 for 7.2% compared to revenues of $10,144.3 in the corresponding period in 2023. 2024.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The increase decrease in net cash used for investing activities for the year ended December 31, 2024 2025 as compared to the year ended December 31, 2023, 2024, was primarily due to an increase a decrease in business acquisitions and higher lower capital expenditures. expenditures, partially offset by the investment in SYNLAB in 2025.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Year Ended December 31, 2025 2024 2023 Change Selling, general general, and administrative expenses $ 2,216.3 $ 2,230.0 $ 2,021.4 10.3% SG&A (0.6)% Selling, general, and administrative expenses as a % percentage of revenues 15.9 % 17.1 % 16.6 %
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Equity method income, loss, net represents the Company’s ownership share in joint venture partnerships along with equity investments in other companies in the health care industry, which remained flat in the year ended December 31, 2024, as compared with the corresponding period in 2023. industry.
Read it in 10-K 2026-02-24 at sec.gov ↗
