Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

LABCORP HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Millions)

(Unaudited)

June 30, 2025December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents$647.3$1,518.7
Accounts receivable, net2,120.61,944.1
Unbilled services156.1152.9
Supplies inventory508.1493.2
Prepaid expenses and other655.1697.6
Total current assets4,087.24,806.5
Property, plant, and equipment, net3,133.83,045.4
Goodwill, net6,551.16,369.7
Intangible assets, net3,494.43,488.9
Joint venture partnerships and equity method investments160.416.3
Other assets, net633.0652.2
Total assets$18,059.9$18,379.0
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable$793.0$875.8
Accrued expenses and other835.8871.2
Unearned revenue398.0392.2
Short-term operating lease liabilities186.1184.6
Short-term finance lease liabilities4.36.1
Short-term borrowings and current portion of long-term debt499.61,000.3
Total current liabilities2,716.83,330.2
Long-term debt5,077.35,331.2
Operating lease liabilities713.1676.3
Financing lease liabilities65.674.3
Deferred income taxes and other tax liabilities354.5383.1
Other liabilities643.2517.4
Total liabilities9,570.510,312.5
Commitments and contingent liabilities
Noncontrolling interest16.714.3
Shareholders’ equity:
Common stock 82.9 and 83.4 shares outstanding at June 30, 2025, and December 31, 2024, respectively7.57.6
Additional paid-in capital1.82.8
Retained earnings8,498.08,303.4
Accumulated other comprehensive loss(34.6)(261.6)
Total shareholders’ equity8,472.78,052.2
Total liabilities and shareholders’ equity$18,059.9$18,379.0

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In Millions, Except Per Share Data)

(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Revenues$3,527.3$3,220.9$6,872.4$6,397.5
Cost of revenues2,481.12,294.54,878.24,573.8
Gross profit1,046.2926.41,994.21,823.7
Selling, general, and administrative expenses579.3557.81,125.31,066.2
Amortization of intangibles and other assets68.362.2137.9122.3
Goodwill and other asset impairments———2.5
Restructuring and other charges4.111.610.516.6
Operating income394.5294.8720.5616.1
Other (expense) income:
Interest expense(57.1)(47.6)(113.1)(94.5)
Investment income1.71.38.24.2
Equity method loss, net(1.7)(0.3)(2.0)(0.2)
Other, net(32.7)19.5(33.7)39.5
Earnings from operations before income taxes304.7267.7579.9565.1
Provision for income taxes66.462.1128.6131.2
Net earnings238.3205.6451.3433.9
Less: Net earnings attributable to the noncontrolling interest(0.4)(0.3)(0.6)(0.6)
Net earnings attributable to Labcorp Holdings Inc.$237.9$205.3$450.7$433.3
Earnings per share:
Basic earnings per share$2.85$2.44$5.40$5.15
Diluted earnings per share$2.84$2.43$5.36$5.13

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS

(In Millions)

(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Net earnings$238.3$205.6$451.3$433.9
Foreign currency translation adjustments156.6(7.2)226.3(131.5)
Net benefit plan adjustments0.50.70.9(1.7)
Other comprehensive earnings (loss) before tax157.1(6.5)227.2(133.2)
(Provision) benefit for income tax related to items of comprehensive earnings(0.1)(0.1)(0.2)0.5
Other comprehensive earnings (loss), net of tax157.0(6.6)227.0(132.7)
Comprehensive earnings395.3199.0678.3301.2
Less: Net earnings attributable to the noncontrolling interest(0.4)(0.3)(0.6)(0.6)
Comprehensive earnings attributable to Labcorp Holdings Inc.$394.9$198.7$677.7$300.6

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(In Millions)

(Unaudited)

Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive Earnings (Loss)Total Shareholders’ Equity
BALANCE AT DECEMBER 31, 2023$7.7$38.4$7,888.2$(59.3)$7,875.0
Net earnings attributable to Labcorp Holdings Inc.——228.0—228.0
Other comprehensive loss, net of tax———(126.1)(126.1)
Dividends declared——(60.9)—(60.9)
Issuance of common stock under employee stock plans—26.7——26.7
Net share settlement tax payments from issuance of stock to employees—(14.7)——(14.7)
Stock compensation—31.6——31.6
BALANCE AT MARCH 31, 2024$7.7$82.0$8,055.3$(185.4)$7,959.6
Net earnings attributable to Labcorp Holdings Inc.——205.3—205.3
Other comprehensive loss, net of tax———(6.6)(6.6)
Dividends declared——(60.2)—(60.2)
Net share settlement tax payments from issuance of stock to employees—(23.1)——(23.1)
Stock compensation—30.8——30.8
Purchase of common stock—(77.2)(22.8)—(100.0)
BALANCE AT JUNE 30, 2024$7.7$12.5$8,177.6$(192.0)$8,005.8
BALANCE AT DECEMBER 31, 2024$7.6$2.8$8,303.4$(261.6)$8,052.2
Net earnings attributable to Labcorp Holdings Inc.——212.8—212.8
Other comprehensive earnings, net of tax———70.070.0
Dividends declared——(60.6)—(60.6)
Issuance of common stock under employee stock plans—25.7——25.7
Net share settlement tax payments from issuance of stock to employees—(25.5)——(25.5)
Stock compensation—32.8——32.8
BALANCE AT MARCH 31, 2025$7.6$35.8$8,455.6$(191.6)$8,307.4
Net earnings attributable to Labcorp Holdings Inc.——237.9—237.9
Other comprehensive earnings, net of tax———157.0157.0
Dividends declared——(60.2)—(60.2)
Net share settlement tax payments from issuance of stock to employees—(3.5)——(3.5)
Stock compensation—34.1——34.1
Purchase of common stock(0.1)(64.6)(135.3)—(200.0)
BALANCE AT JUNE 30, 2025$7.5$1.8$8,498.0$(34.6)$8,472.7

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Millions)

(Unaudited)

Six Months Ended June 30,
20252024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings$451.3$433.9
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization337.1311.4
Stock compensation66.962.4
Operating lease right-of-use asset expense99.488.6
Goodwill and other asset impairments—2.5
Deferred income taxes(12.2)(39.1)
Other, net46.136.6
Change in assets and liabilities (net of effects of acquisitions and divestitures):
Increase in accounts receivable(139.9)(192.2)
Decrease in unbilled services4.826.8
(Increase) decrease in supplies inventory(3.5)27.7
Decrease in prepaid expenses and other57.821.6
Decrease in accounts payable(80.6)(51.7)
Decrease in unearned revenue(8.7)(30.8)
Decrease in accrued expenses and other(179.4)(166.4)
Net cash provided by operating activities639.1531.3
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures(203.9)(262.0)
Proceeds from sale of assets2.40.2
Proceeds from sale of business—13.5
Proceeds from sale or distribution of equity affiliates or other investments6.9—
Purchase of equity affiliates or other investments(172.0)(36.7)
Acquisition of businesses, net of cash acquired(63.5)(293.1)
Net cash used for investing activities(430.1)(578.1)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on senior notes(1,000.0)—
Proceeds from revolving credit facilities64.8951.9
Payments on revolving credit facilities(64.8)(932.1)
Proceeds from accounts receivable securitization225.0—
Net share settlement tax payments from issuance of stock to employees(29.0)(37.8)
Net proceeds from issuance of stock to employees25.726.7
Dividends paid(121.5)(122.5)
Purchase of common stock(200.0)(100.0)
Other, net(7.3)(7.9)
Net cash used for financing activities(1,107.1)(221.7)
Effect of exchange rate changes on Cash and cash equivalents26.7(3.2)
Net decrease in Cash and cash equivalents(871.4)(271.7)
Cash and cash equivalents at beginning of period1,518.7536.8
Cash and cash equivalents at end of period$647.3$265.1

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

1. BASIS OF FINANCIAL STATEMENT PRESENTATION

Labcorp® Holdings Inc. (Labcorp, LHI, or the Company) is a global leader of innovative and comprehensive laboratory services that provides vital information to help doctors, hospitals, pharmaceutical companies, researchers, and patients make clear and confident decisions. By leveraging its unparalleled diagnostics and drug development capabilities, the Company provides insights and accelerates innovations to improve health and improve lives.

The Company reports its business in two segments, Diagnostics Laboratories (Dx) and Biopharma Laboratory Services (BLS). During each of the three months ended June 30, 2025, and 2024 and each of the six months ended June 30, 2025, and 2024, Dx and BLS contributed approximately 78% and 22%, respectively, of Revenues to the Company.

The accompanying Condensed Consolidated Financial Statements of the Company are unaudited. In the opinion of management, all adjustments necessary for a fair statement of results of operations, cash flows, and financial position have been made. Except as otherwise disclosed, all such adjustments are of a normal recurring nature. Interim results are not necessarily indicative of results for a full year. The year-end Condensed Consolidated Balance Sheet data was derived from audited financial statements but does not include all disclosures required by generally accepted accounting principles in the United States (GAAP).

These unaudited Condensed Consolidated Financial Statements and notes are presented in accordance with the rules and regulations of the Securities and Exchange Commission (SEC) and GAAP for interim reporting. As such, certain notes or other information that are normally required by the SEC or GAAP have been omitted if they substantially duplicate the disclosures contained in the Company’s annual audited Consolidated Financial Statements contained within its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (Annual Report). Accordingly, these Condensed Consolidated Financial Statements and notes should be read in conjunction with the Consolidated Financial Statements and notes thereto contained in the Company’s Annual Report.

These Condensed Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries for which it exercises control. Long-term investments in affiliated companies in which the Company exercises significant influence, but which it does not control, are accounted for using the equity method. Investments in which the Company does not exercise significant influence (generally, when the Company has an investment of less than 20% and no representation on the investee’s board of directors) are accounted for at fair value, or at cost minus impairment adjusted for observable price changes in orderly transactions for an identical or similar investment of the same issuer for those investments that do not have readily determinable fair values. All significant intercompany transactions and accounts have been eliminated. The Company does not have any significant variable interest entities or special purpose entities whose financial results are not included in these Condensed Consolidated Financial Statements.

The financial statements of the Company’s operating foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities are translated at exchange rates as of the balance sheet date. Revenues and expenses are translated at average monthly exchange rates prevailing during the period. Resulting translation adjustments are included in Accumulated other comprehensive income within the Condensed Consolidated Balance Sheets.

Enactment of the One Big Beautiful Bill Act

On July 4, 2025, the United States (U.S.) government enacted into law the One Big Beautiful Bill Act (OBBBA), which includes significant changes to federal tax law, including modifications to bonus depreciation, research and development expensing, and international tax regimes. As the legislation was enacted after the end of the Company’s reporting period, the effects are not reflected in these Condensed Consolidated Financial Statements. While the Company continues to evaluate the impact of the legislation on its Condensed Consolidated Financial Statements, it does not currently expect the tax provisions of the OBBBA to have a material impact within its Condensed Consolidated Statement of Operations.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

2. REVENUES

The Company’s Revenues by segment and by payers/customer groups were as follows:

Three Months Ended June 30, 2025Three Months Ended June 30, 2024
North AmericaEuropeOtherTotalNorth AmericaEuropeOtherTotal
Payer/Customer
Dx
Clients24%—%—%24%24%—%—%24%
Patients10%—%—%10%10%—%—%10%
Medicare and Medicaid8%—%—%8%8%—%—%8%
Third party36%—%—%36%36%—%—%36%
Total Dx revenues by payer78%—%—%78%78%—%—%78%
BLS
Pharmaceutical, biotechnology, and medical device companies9%9%4%22%9%9%4%22%
Total Revenues87%9%4%100%87%9%4%100%
Six Months Ended June 30, 2025Six Months Ended June 30, 2024
North AmericaEuropeOtherTotalNorth AmericaEuropeOtherTotal
Payer/Customer
Dx
Clients24%—%—%24%24%—%—%24%
Patients10%—%—%10%10%—%—%10%
Medicare and Medicaid8%—%—%8%8%—%—%8%
Third party36%—%—%36%36%—%—%36%
Total Dx revenues by payer78%—%—%78%78%—%—%78%
BLS
Pharmaceutical, biotechnology, and medical device companies9%9%4%22%9%9%4%22%
Total Revenues87%9%4%100%87%9%4%100%

Revenues in the U.S. were $2,931.6 (83.1%) and $2,698.8 (83.8%) for the three months ended June 30, 2025, and 2024, respectively, and were $5,745.4 (83.6%) and $5,353.4 (83.7%) for the six months ended June 30, 2025, and 2024, respectively.

Accounts Receivable, Unbilled Services, and Unearned Revenue

The following table provides information about accounts receivable, unbilled services, and unearned revenue from contracts with customers:

June 30, 2025December 31, 2024
Dx accounts receivable$1,410.6$1,259.3
BLS accounts receivable750.1729.5
Less: BLS allowance for credit losses(40.1)(44.7)
Accounts receivable, net$2,120.6$1,944.1
Gross unbilled services$162.0$160.5
Less: reserve for unbilled services(5.9)(7.6)
Unbilled services$156.1$152.9

Revenues recognized during the period that were included in the unearned revenue balance at the beginning of the period were $34.4 and $26.8 for the three months ended June 30, 2025, and 2024, respectively, and were $103.3 and $77.8 for the six months ended June 30, 2025, and 2024, respectively.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

Allowance for Credit Losses

BLS estimates future expected credit losses on accounts receivable and unbilled services over the remaining collection period of the instrument. The rollforward for the allowance for credit losses was as follows:

Accounts ReceivableUnbilled ServicesTotal
Allowance for credit losses at December 31, 2024$44.7$7.6$52.3
Credit loss expense2.5—2.5
Write offs(9.1)(2.1)(11.2)
Foreign currency impact2.00.42.4
Allowance for credit losses at June 30, 2025$40.1$5.9$46.0

3. BUSINESS ACQUISITIONS AND DISPOSITIONS

Acquisitions

During the six months ended June 30, 2025, the Company acquired several businesses and related assets for cash of $63.5. The preliminary purchase considerations for these acquisitions were allocated under the acquisition method of accounting to the estimated fair market value of the net assets acquired, including approximately $46.4 in identifiable intangible assets. The weighted-average amortization periods for the customer relationships and non-compete agreements were 15.0 years and 5.0 years, respectively. A residual amount of tax deductible goodwill, including measurement period adjustments relating to prior acquisitions of $57.9, was recorded as of June 30, 2025.

The purchase price allocations for these acquisitions were preliminary at June 30, 2025. The valuation of acquired assets and assumed liabilities included the following:

Business Acquisitions Closed During the Six Months Ended June 30, 2025Measurement Period Adjustments During the Six Months Ended June 30, 2025Amounts Acquired During the Six Months Ended June 30, 2025
Property, plant, and equipment$—$(0.8)$(0.8)
Goodwill41.116.857.9
Intangible assets46.4(16.0)30.4
Total assets acquired87.5—87.5
Accrued expenses and other24.0—24.0
Total liabilities acquired24.0—24.0
Net assets acquired63.5—63.5
Cash paid for acquisitions$63.5$—$63.5

On September 17, 2024, the Company announced that it entered into an agreement with Cinven, Inc. to acquire a 15% minority interest in SYNLAB, a leader in medical diagnostic services and specialty testing in Europe, for approximately $151.6 (€140.4). The transaction closed in March 2025 and is accounted for as an equity method investment within the Company’s Condensed Consolidated Financial Statements.

On March 11, 2025, the Company announced that it entered into an agreement with OPKO Health, Inc. to acquire select assets of the laboratory business of BioReference Health, focused on oncology and oncology-related clinical testing services across the U.S. The purchase price for the transaction is up to $225.0, including $192.5 payable at closing and up to $32.5 of additional consideration contingent on performance. The transaction is anticipated to close in the second half of 2025, subject to customary closing conditions for a transaction of this type.

On July 22, 2025, the Company announced that it entered into an agreement with Community Health Systems, Inc. (CHS) to acquire select assets of the outreach business from CHS across 13 states for a purchase price of approximately $195.0. The transaction is anticipated to close in the fourth quarter of 2025, subject to customary closing conditions and applicable regulatory approvals for a transaction of this type.

Dispositions

During the six months ended June 30, 2025, the Company exited an equity method investment for cash proceeds of $6.0. During the six months ended June 30, 2024, the Company sold the assets of Beacon Laboratory Benefit Solutions, Inc. for cash proceeds of $13.5 and recorded a gain of $4.9 included in Other, net in the Condensed Consolidated Statements of Operations.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

4. EARNINGS PER SHARE

Basic earnings per share (Basic EPS) is computed by dividing Net earnings attributable to Labcorp Holdings Inc. by the weighted-average number of common shares outstanding. Diluted earnings per common share (Diluted EPS) is computed by dividing Net earnings attributable to Labcorp Holdings Inc., and if applicable, including the impact of dilutive adjustments by the weighted-average number of common shares outstanding plus potentially dilutive shares, as if they had been issued at the earlier of the date of issuance or the beginning of the period presented. Potentially dilutive common shares result primarily from the Company’s outstanding stock options, restricted stock units, and performance share awards.

The following represents a reconciliation of Basic EPS to Diluted EPS:

Three Months Ended June 30,
20252024
Basic EPSDilutive EffectDiluted EPSBasic EPSDilutive EffectDiluted EPS
Net earnings attributable to LHI$237.9$237.9$205.3$205.3
Weighted-average common shares outstanding83.40.583.984.10.284.3
Per common share amount$2.85$2.84$2.44$2.43
Six Months Ended June 30,
20252024
Basic EPSDilutive EffectDiluted EPSBasic EPSDilutive EffectDiluted EPS
Net earnings attributable to LHI$450.7$450.7$433.3$433.3
Weighted-average common shares outstanding83.50.684.184.10.484.5
Per common share amount$5.40$5.36$5.15$5.13

The following table summarizes the potential common shares not included in the computation of Diluted EPS because their impact would have been antidilutive:

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Employee stock options and awards0.20.40.20.3

5. GOODWILL AND INTANGIBLE ASSETS

The balances, net of impairment, and changes in the carrying amount of goodwill were as follows:

DxBLSTotal
Balance as of December 31, 2024$5,102.5$1,267.2$6,369.7
Goodwill acquired during the period41.1—41.1
Foreign currency impact and other adjustments to Goodwill22.3118.0140.3
Balance as of June 30, 2025$5,165.9$1,385.2$6,551.1

During the six months ended June 30, 2025, the Company did not record a goodwill or intangible asset impairment charge.

The cumulative goodwill impairment for the Company as of June 30, 2025, and December 31, 2024, was $648.5 and represents all of the goodwill of the Company’s Early Development Research Laboratories reporting unit within the BLS segment.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

The components of identifiable intangible assets were as follows:

June 30, 2025December 31, 2024
Range of Useful Lives (in Years)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Definite-lived intangible assets:
Customer relationships10-36$4,304.1$(1,692.1)$2,612.0$4,114.7$(1,540.7)$2,574.0
Patents, licenses, and technology3-15547.9(321.8)226.1541.0(298.3)242.7
Non-compete agreements3-5167.9(94.9)73.0180.2(83.9)96.3
Other1-1539.9(25.3)14.639.9(21.5)18.4
$5,059.8$(2,134.1)$2,925.7$4,875.8$(1,944.4)$2,931.4
Indefinite-lived intangible assets:
Canadian and other licenses$568.7N/A$568.7$557.5N/A$557.5
Total intangible assets$5,628.5$(2,134.1)$3,494.4$5,433.3$(1,944.4)$3,488.9

Amortization of intangible assets was $68.3 and $62.2 for the three months ended June 30, 2025, and 2024, respectively, and was $137.9 and $122.3 for the six months ended June 30, 2025, and 2024, respectively. The amortization expense of intangible assets is estimated to be $142.2 for the remainder of 2025, $268.0 in 2026, $255.1 in 2027, $247.4 in 2028, $234.7 in 2029, and $1,778.3 thereafter.

6. DEBT

Short-term borrowings and the current portion of long-term debt consisted of the following:

June 30, 2025December 31, 2024
1.55% senior notes due 2026$500.0$—
3.60% senior notes due 2025—1,000.0
Debt issuance costs(0.8)(0.1)
Current portion of note payable0.40.4
Total Short-term borrowings and current portion of long-term debt$499.6$1,000.3

Long-term debt consisted of the following:

June 30, 2025December 31, 2024
1.55% senior notes due 2026$—$500.0
3.60% senior notes due 2027600.0600.0
2.95% senior notes due 2029650.0650.0
4.35% senior notes due 2030650.0650.0
2.70% senior notes due 2031442.7423.2
4.55% senior notes due 2032500.0500.0
4.80% senior notes due 2034850.0850.0
4.70% senior notes due 2045900.0900.0
Debt issuance costs(40.5)(42.3)
AR facility525.0300.0
Note payable0.10.3
Total Long-term debt$5,077.3$5,331.2

Credit Facilities

The Company maintains a senior revolving credit facility, which was amended and restated on June 27, 2025. 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 certain conditions, including obtaining additional commitments from new or existing lenders. The revolving credit facility also provides for a subfacility of up to $100.0 for swing line borrowings and a subfacility of up to $150.0 for issuances of letters of credit. Borrowings under the revolving credit facility bear interest at a floating rate equal to either (i) a Secured Overnight Financing Rate-based rate plus a margin ranging from 0.805% to 1.300% or (ii) a base rate plus a margin ranging from 0.0% to 0.300%, in each case depending on the Company’s long-term debt ratings. The Company is required to pay a facility fee quarterly on the aggregate amount of commitments under the revolving credit facility, at a per annum rate ranging from 0.070% to 0.200%, depending on the Company’s long-term debt ratings, regardless of usage. The

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

revolving credit facility is permitted to be used for general corporate purposes, including working capital, capital expenditures, funding of share repurchases and certain other payments, acquisitions, and other investments. There were no balances outstanding on the Company’s current revolving credit facility and $103.3 in outstanding letters of credit on the Company’s subfacility as of June 30, 2025. At June 30, 2025, the effective interest rate on the revolving credit facility was 5.42%. The revolving credit facility expires in June 2030.

Under the Company’s revolving credit facility, the Company is subject to negative covenants limiting subsidiary indebtedness and certain other covenants typical for investment grade-rated borrowers, and the Company is required to maintain certain leverage ratios. The Company was in compliance with all covenants in its term loans and the revolving credit facility at June 30, 2025, and expects that it will remain in compliance with its existing debt covenants for the next 12 months.

On August 23, 2024, the Company and a bankruptcy-remote special purpose vehicle (SPV) entered into an accounts receivable securitization facility with a three-year term (AR Facility). The AR Facility allowed the Company to borrow an amount of up to $300.0 through August of 2027 and increase up to $700.0, subject to the satisfaction of certain conditions.

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 $300.0 to $700.0 through August of 2027.

The SPV is a variable interest entity for which the Company is the primary beneficiary. The SPV’s sole business consists of the continuous purchase of receivables from the Company which is used as collateral for the loan. Although the SPV is included in the Company’s Condensed Consolidated Financial Statements, it is a separate legal entity with separate creditors.

Upon the transfer of ownership and control of the receivables to the SPV, the Company has no retained interests in the receivables sold and they become unavailable to the Company’s creditors should the relevant seller become insolvent. The Company has collection and administrative responsibilities for the receivables sold to the SPV.

During the six months ended June 30, 2025, the Company received loan proceeds of $225.0 under the AR Facility, which is included in cash from financing activities in the Condensed Consolidated Statement of Cash Flows.

7. PREFERRED STOCK AND COMMON SHAREHOLDERS’ EQUITY

The Company is authorized to issue up to 265.0 shares of its common stock, par value $0.10 per share (Common Stock). The Company is authorized to issue up to 30.0 shares of preferred stock, par value $0.10 per share. There were no preferred shares outstanding at June 30, 2025, and December 31, 2024.

The changes in the Company’s shares of Common Stock issued and outstanding are summarized below:

Six Months Ended June 30, 2025
Beginning balance83.4
Shares issued under employee stock plans0.3
Shares repurchased(0.8)
Ending balance82.9

Share Repurchase Program

When the Company repurchases shares of Common Stock, the amount paid to repurchase the shares in excess of the par or stated value is allocated to Additional paid-in-capital within the Condensed Consolidated Balance Sheets unless subject to limitation or the balance in Additional paid-in-capital is exhausted. Remaining amounts are recognized as a reduction in Retained earnings within the Company’s Condensed Consolidated Balance Sheets.

During the six months ended June 30, 2025, the Company purchased 0.8 shares of its Common Stock at an average price of $246.18 per share for a total cost of $200.0. During the six months ended June 30, 2024, the Company purchased 0.5 shares of its Common Stock at an average price of $202.66 per share for a total cost of $100.0.

At June 30, 2025, the Company had outstanding authorization from its board of directors (Board) to purchase up to $1,080.4 maximum value of Common Stock.

Dividends

During each of the three months ended June 30, 2025, and 2024, and each of the six months ended June 30, 2025, and 2024, a cash dividend of $0.72 and $1.44 per share of Common Stock, respectively, was declared and paid.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

On July 10, 2025, the Company announced a cash dividend of $0.72 per share of Common Stock, or approximately $60.6 in the aggregate. The dividend will be paid on September 11, 2025, to stockholders of record of all issued and outstanding shares of Common Stock as of the close of business on August 28, 2025. The declaration and payment of any future dividends will be at the discretion of the Board.

Accumulated Other Comprehensive Earnings (Loss)

The components of Accumulated other comprehensive earnings (loss) were as follows:

Foreign Currency Translation AdjustmentsNet Benefit Plan AdjustmentsAccumulated Other Comprehensive Earnings (Loss)
Balance at December 31, 2024$(264.7)$3.1$(261.6)
Current year adjustments226.30.9227.2
Tax effect of adjustments—(0.2)(0.2)
Balance at June 30, 2025$(38.4)$3.8$(34.6)

8. COMMITMENTS AND CONTINGENCIES

The Company (and/or its subsidiaries and affiliates) is involved from time to time in various claims and legal actions, including arbitrations, class actions, and other litigation (including those described in more detail below), arising in the ordinary course of business. Some of these actions involve claims that are substantial in amount. These matters include, but are not limited to, intellectual property disputes, commercial and contract disputes, professional liability claims, employee-related matters, transaction-related disputes, securities and corporate law matters, and inquiries, including subpoenas and other civil investigative demands, from governmental agencies, Medicare or Medicaid payers, and managed care organizations reviewing billing practices or requesting comment on allegations of billing irregularities that are brought to their attention through billing audits or third parties. The Company receives civil investigative demands or other inquiries from various governmental bodies in the ordinary course of its business. Such inquiries can relate to the Company or other parties, including physicians and other health care providers. The Company works cooperatively to respond to appropriate requests for information.

The Company also is named from time to time in suits brought under the qui tam provisions of the False Claims Act and comparable state laws. These suits typically allege that the Company has made false statements and/or certifications in connection with claims for payment from U.S. federal or state healthcare programs. The suits may remain under seal (hence, unknown to the Company) for some time while the government decides whether to intervene on behalf of the qui tam plaintiff. Such claims are an inevitable part of doing business in the healthcare field today.

The Company believes that it is in compliance in all material respects with all statutes, regulations, and other requirements applicable to its commercial laboratory operations and biopharma laboratory services. These industries are, however, subject to extensive regulation, and the courts have not interpreted many of the applicable statutes and regulations. Therefore, the applicable statutes and regulations could be interpreted or applied by a prosecutorial, regulatory, or judicial authority in a manner that would adversely affect the Company. Potential sanctions for violation of these statutes and regulations include significant civil and criminal penalties, fines, the loss of various licenses, certificates and authorizations, additional liabilities from third-party claims, and/or exclusion from participation in government programs.

Many of the current claims and legal actions against the Company are in preliminary stages, and many of these cases seek an indeterminate amount of damages. The Company records an aggregate legal reserve, which is determined using calculations based on historical loss rates and assessment of trends experienced in settlements and defense costs. In accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 450 “Contingencies,” the Company establishes reserves for judicial, regulatory, and arbitration matters outside the aggregate legal reserve if and when those matters present loss contingencies that are both probable and reasonably estimable. When loss contingencies are not both probable and reasonably estimable, the Company does not establish separate reserves.

The Company is unable to estimate a range of reasonably probable loss for the proceedings described in more detail below in which damages either have not been specified or, in the Company’s judgment, are unsupported and/or exaggerated and (i) the proceedings are in early stages, (ii) there is uncertainty as to the outcome of pending appeals or motions, (iii) there are significant factual issues to be resolved, and/or (iv) there are novel legal issues to be presented. For these proceedings, however, the Company does not believe, based on currently available information, that the adverse outcomes are probable and reasonably estimable, and it does not believe they will have a material adverse effect on the Company’s financial statements.

The Company has received various subpoenas and other civil investigative demands related to Medicaid billing. In October 2013, the Company received a Civil Investigative Demand from the State of Texas Office of the Attorney General requesting

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

documents related to its billing to Texas Medicaid. The Company cooperated with this request. On October 5, 2018, the Company received a second Civil Investigative Demand from the State of Texas Office of the Attorney General requesting documents related to its billing to Texas Medicaid. The Company cooperated with this request. On January 26, 2021, the Company was notified that a qui tam Petition was pending under seal in the District Court, 250th Judicial District, Travis County, Texas, and that the State of Texas had intervened. On April 14, 2021, the Petition was unsealed. The Petition alleges that the Company submitted claims for reimbursement to Texas Medicaid that were higher than permitted under Texas Medicaid’s alleged “best price” regulations, and that the Company offered remuneration to Texas healthcare providers in the form of discounted pricing for certain laboratory testing services in exchange for the providers’ referral of Texas Medicaid business to the Company. The Petition seeks actual and double damages and civil penalties, as well as recovery of costs, attorney’s fees, and legal expenses. On August 1, 2022, the District Court entered an order granting the Company’s Motion for Partial Summary Judgment with respect to the claim that the Company submitted claims for reimbursement to Texas Medicaid that were higher than permitted under Texas Medicaid’s alleged “best price” regulations. Plaintiffs filed a Notice of Non-Suit and Motion for Entry of Final Judgment and, on November 11, 2022, the court entered a Judgment. Plaintiffs filed a Notice of Appeal with respect to the court’s order granting the Company’s Motion for Partial Summary Judgment, referenced above. On December 31, 2024, the Texas Court of Appeals issued a decision reversing the District Court’s order granting the Company’s Motion for Partial Summary Judgement. On February 28, 2025, the Company filed in the Texas Supreme Court a Petition for Review with respect to the Texas Court of Appeals decision. The Company will vigorously defend the lawsuit.

On August 31, 2015, the Company was served with a putative class action lawsuit, Patty Davis v. Laboratory Corporation of America, et al., filed in the Circuit Court of the Thirteenth Judicial Circuit for Hillsborough County, Florida. The complaint alleges that the Company violated the Florida Consumer Collection Practices Act by billing patients who were collecting benefits under the Workers’ Compensation Statutes. The lawsuit seeks injunctive relief and actual and statutory damages, as well as recovery of attorney’s fees and legal expenses. In April 2017, the Circuit Court granted the Company’s Motion for Judgment on the Pleadings. The Plaintiff appealed the Circuit Court’s ruling to the Florida Second District Court of Appeal. On October 16, 2019, the Florida Second District Court of Appeal reversed the Circuit Court’s dismissal, but certified a controlling issue of Florida law to the Florida Supreme Court. On February 17, 2020, the Florida Supreme Court accepted jurisdiction of the lawsuit. The court held oral arguments on December 9, 2020. On May 26, 2022, the Florida Supreme Court issued an opinion approving the result of the Florida Second District Court of Appeal in favor of the Plaintiff. On or about October 31, 2024, Labcorp and the Plaintiff (on behalf of the putative class) entered into a Settlement Agreement, which the court has preliminarily approved.

On April 1, 2019, Covance Research Products was served with a Grand Jury Subpoena issued by the Department of Justice (DOJ) in Miami, Florida requiring the production of documents related to the importation into the United States of live non-human primate shipments originating from or transiting through China, Cambodia, and/or Vietnam from April 1, 2014 through March 28, 2019. The Company responded to the DOJ.

On May 14, 2019, Retrieval-Masters Creditors Bureau, Inc. d/b/a American Medical Collection Agency (AMCA), an external collection agency, notified the Company about a security incident AMCA experienced that may have involved certain personal information about some of the Company’s patients (the AMCA Incident). The Company referred patient balances to AMCA only when direct collection efforts were unsuccessful. The Company’s systems were not impacted by the AMCA Incident. Upon learning of the AMCA Incident, the Company promptly stopped sending new collection requests to AMCA and stopped AMCA from continuing to work on any pending collection requests from the Company. AMCA informed the Company that it appeared that an unauthorized user had access to AMCA’s system between August 1, 2018, and March 30, 2019, and that AMCA could not rule out the possibility that personal information on AMCA’s system was at risk during that time period. Information on AMCA’s affected system from the Company may have included name, address, and balance information for the patient and person responsible for payment, along with the patient’s phone number, date of birth, referring physician, and date of service. The Company was later informed by AMCA that health insurance information may have been included for some individuals, and because some insurance carriers utilize the Social Security Number as a subscriber identification number, the Social Security Number for some individuals may also have been affected. No ordered tests, laboratory test results, or diagnostic information from the Company were in the AMCA affected system. The Company notified individuals for whom it had a valid mailing address. For the individuals whose Social Security Number was affected, the notice included an offer to enroll in credit monitoring and identity protection services that was provided free of charge for 24 months.

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 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.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

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.

The Company was served with a shareholder derivative lawsuit, Raymond Eugenio, Derivatively on Behalf of Nominal Defendant, Laboratory Corporation of America Holdings v. Lance Berberian, et al., filed in the Court of Chancery of the State of Delaware on April 23, 2020. The complaint asserts derivative claims on the Company’s behalf against the Company’s board of directors and certain executive officers. The complaint generally alleges that the defendants failed to ensure that the Company utilized proper cybersecurity safeguards and failed to implement a sufficient response to data security incidents, including the AMCA Incident. The complaint asserts derivative claims for breach of fiduciary duty and seeks relief including damages, certain disclosures, and certain changes to the Company’s internal governance practices. On June 2, 2020, the Company filed a Motion to Stay the lawsuit due to its overlap with the multi-district litigation referenced above. On July 2, 2020, the Company filed a Motion to Dismiss. On July 14, 2020, the court entered an order staying the lawsuit pending the resolution of the multi-district litigation. The Company will vigorously defend the lawsuit.

Certain governmental entities have requested information from the Company related to the AMCA Incident. The Company received a request for information from the Office for Civil Rights (OCR) of the Department of Health and Human Services. On April 28, 2020, OCR notified the Company of the closure of its inquiry. The Company has also received requests from a multi-state group of state Attorneys General and is cooperating with these requests for information.

On January 31, 2020, the Company was served with a putative class action lawsuit, Luke Davis and Julian Vargas, et al. v. Laboratory Corporation of America Holdings, filed in the U.S. District Court for the Central District of California. The lawsuit alleges that visually impaired patients are unable to use the Company’s touchscreen kiosks at Company patient service centers in violation of the Americans with Disabilities Act and similar California statutes. The lawsuit seeks statutory damages, injunctive relief, and attorney’s fees and costs. On March 20, 2020, the Company filed a Motion to Dismiss Plaintiffs’ Complaint and to Strike Class Allegations. In August 2020, the Plaintiffs filed an Amended Complaint. On April 26, 2021, the Plaintiffs and the Company each filed Motions for Summary Judgment and the Plaintiffs filed a Motion for Class Certification. On May 23, 2022, the court entered an order granting Plaintiffs’ Motion for Class Certification. On June 6, 2022, the Company filed a Petition for Permission to Appeal the Order Granting Class Certification with the U.S. Court of Appeals for the Ninth Circuit. On September 22, 2022, the Ninth Circuit granted the Company’s Petition for Permission to Appeal the Order Granting Class Certification. On February 8, 2024, the Ninth Circuit affirmed the trial court’s decision to certify both a California damages class and a nationwide injunctive class. On March 25, 2024, the Company filed a Petition for Rehearing En Banc with the Ninth Circuit. On April 18, 2024, the Ninth Circuit denied the Petition for Rehearing En Banc. On September 13, 2024, the Company filed a Petition for Writ of Certiorari with the United States Supreme Court, which was granted on January 24, 2025, and then dismissed on June 5, 2025. The Company will vigorously defend the lawsuit.

On October 16, 2020, Ravgen Inc. filed a patent infringement lawsuit, Ravgen Inc. v. Laboratory Corporation of America Holdings, in the U.S. District Court for the Western District of Texas, alleging infringement of two Ravgen-owned U.S. patents. The lawsuit sought monetary damages, enhancement of those damages for willfulness, and recovery of attorney’s fees and costs. On September 28, 2022, a jury rendered a verdict in favor of the Plaintiff on the sole asserted patent finding that the Company willfully infringed Ravgen’s patent, and awarded damages of $272.0. Plaintiff filed post-trial motions seeking enhanced damages of up to $817.0 based on the finding of willfulness, as well as attorney’s fees and costs. On May 12, 2023, the court issued an order granting Plaintiff’s motion in part and awarding enhanced damages of $100.0. On January 23, 2025, the court issued an order awarding Plaintiff post-verdict supplemental damages of $2.6, an ongoing royalty of one hundred dollars and 00/100 cents per test through the life of the patent at issue, pre- and post-judgment interest, and other relief. In January and February 2025, the trial court entered orders denying the Company’s post-trial motions and the Company has filed an appeal. On March 18, 2025, the Company filed an appeal bond with the Court to stay enforcement of the judgment pending appeal. The Company strongly disagrees with the verdict, based on a number of legal factors, and will vigorously defend the lawsuit through the appeal process.

On May 14, 2020, the Company was served with a putative class action lawsuit, Jose Bermejo v. Laboratory Corporation of America (Bermejo I) filed in the Superior Court of California, County of Los Angeles Central District, alleging that certain non-

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

exempt California-based employees were not properly compensated for driving time or properly paid wages upon termination of employment. The Plaintiff asserts these actions violate various California Labor Code provisions and Section 17200 of the Business and Professional Code. The lawsuit seeks monetary damages, civil penalties, and recovery of attorney’s fees and costs.

On June 15, 2020, the lawsuit was removed to the U.S. District Court for the Central District of California. On June 16, 2020, the Company was served with a Private Attorney General Act lawsuit by the same plaintiff in Jose Bermejo v. Laboratory Corporation of America (Bermejo II), filed in the Superior Court of California, County of Los Angeles Central District, alleging that certain Company practices violated California Labor Code penalty provisions related to unpaid and minimum wages, unpaid overtime, unpaid meal and rest break premiums, untimely payment of wages following separation of employment, failure to maintain accurate pay records, and non-reimbursement of business expenses. The second lawsuit seeks to recover civil penalties and recovery of attorney’s fees and costs. On October 28, 2020, the court issued an order staying proceedings in Bermejo II pending resolution of Bermejo I. The second lawsuit seeks to recover civil penalties and recovery of attorney’s fees and costs. On February 24, 2022, the parties entered into a Memorandum of Understanding of the terms of a settlement of the Bermejo I and Bermejo II lawsuits. The court granted preliminary approval of the parties’ settlement agreement of the Bermejo I lawsuit on March 17, 2023, and of the Bermejo II lawsuit on November 29, 2023. The settlement funds for the Bermejo I and Bermejo II settlements have been transferred to a claims administrator for processing. Once the claims administration is completed, the parties will seek final settlement approval from the court.

On June 7, 2023, the Company was served with a putative class action lawsuit, Connie Howard, Yadira Yazmin Hernandez, and Deborah Reynolds, et al. v. Laboratory Corporation of America, Laboratory Corporation of America Holdings, and Meta Platforms, Inc., filed in the U.S. District Court for the Northern District of California, alleging that the Company’s website includes a tracking code created by Meta, known as the Meta Pixel, that sent information related to Plaintiffs and their online activities to Meta. Plaintiffs assert claims against the Company under California and Pennsylvania law and seek to represent classes of all persons in California, or in Pennsylvania, who allegedly entered search terms into the Company’s website and who used Facebook during a time that Plaintiffs allege the Meta Pixel was active on the Company’s website. Plaintiffs seek an injunction, damages, attorneys’ fees, and costs. On August 23, 2023, the Company filed a Motion to Dismiss. On September 5, 2023, the lawsuit was transferred to the U.S. District Court for the Middle District of North Carolina. On September 9, 2023, Plaintiffs filed an Amended Complaint. Among other things, the Amended Complaint contains allegations that in addition to the Meta Pixel, the Company’s website uses Google Analytics and other online tracking technologies. On October 11, 2023, the Company filed a Motion to Dismiss the Amended Complaint. On September 27, 2024, the Court denied the Motion to Dismiss the Amended Complaint. The Company will vigorously defend the lawsuit.

On August 14, 2020, the Company was served with a Subpoena Duces Tecum issued by the State of Colorado Office of the Attorney General requiring the production of documents related to urine drug testing in all states. The Company has responded to this request.

On February 7, 2022, the Company was served with a Subpoena Duces Tecum issued by the DOJ in Camden, New Jersey requiring the production of documents related to non-invasive prenatal screening tests. The Company responded to the DOJ.

On June 27, 2022, the Company was served with a Subpoena Duces Tecum issued by the DOJ in Boston, Massachusetts requiring the production of documents related to urine drug testing. The Company is cooperating with the DOJ.

There are various other pending legal proceedings involving the Company including, but not limited to, additional employment-related lawsuits, professional liability lawsuits, and commercial lawsuits. While it is not feasible to predict the outcome of such proceedings, in the opinion of the Company, the likelihood of loss is remote and any reasonably possible loss associated with the resolution of such proceedings is not expected to be material to the Company’s financial condition, results of operations, or cash flows, either individually or in the aggregate.

Under the Company’s present insurance programs, coverage is obtained for catastrophic exposure as well as those risks required to be insured by law or contract. The Company is responsible for the uninsured portion of losses related primarily to general, professional and vehicle liability, certain medical costs and workers’ compensation. The self-insured retentions are on a per-occurrence basis without any aggregate annual limit. Provisions for losses expected under these programs are recorded based upon the Company’s estimates of the aggregated liability of claims incurred.

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

9. FAIR VALUE MEASUREMENTS AND DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company’s population of financial assets and liabilities subject to fair value measurements were as follows:

Fair Value Measurements
Condensed Consolidated Balance Sheets ClassificationJune 30, 2025
Fair Value atUsing Fair Value Hierarchy
June 30, 2025Level 1Level 2Level 3
Noncontrolling interest putNoncontrolling interest$16.7$—$16.7$—
Cross currency swapsOther liabilities$291.0$—$291.0$—
Interest rate swapsOther liabilities$57.3$—$57.3$—
Cash surrender value of life insurance policiesOther assets, net$101.4$—$101.4$—
Deferred compensation assetOther assets, net$46.0$—$46.0$—
Deferred compensation liabilityOther liabilities$138.6$—$138.6$—
Contingent considerationAccrued expenses and other/Other liabilities$34.8$—$—$34.8
Fair Value Measurements
Condensed Consolidated Balance Sheets ClassificationDecember 31, 2024
Fair Value atUsing Fair Value Hierarchy
December 31, 2024Level 1Level 2Level 3
Noncontrolling interest putNoncontrolling interest$14.3$—$14.3$—
Cross currency swapsOther liabilities$142.7$—$142.7$—
Interest rate swapsOther liabilities$76.8$—$76.8$—
Cash surrender value of life insurance policiesOther assets, net$102.1$—$102.1$—
Deferred compensation assetOther assets, net$35.7$—$35.7$—
Deferred compensation liabilityOther liabilities$132.5$—$132.5$—
Contingent considerationAccrued expenses and other/Other liabilities$10.8$—$—$10.8
Fair Value Measurement of Level 3 Liabilities:Contingent Consideration
Balance at December 31, 2024$10.8
Additions from business acquisitions24.0
Balance at June 30, 2025$34.8

The Company has a noncontrolling interest put option related to its Ontario subsidiary that has been classified as mezzanine equity in the Company’s Condensed Consolidated Balance Sheets. The noncontrolling interest put is valued at its contractually determined value, which approximates fair value.

The fair values of derivative financial instruments have been determined based on market value equivalents at the balance sheet date, taking into account the current interest rate environment and therefore were classified as Level 2 measurements in the fair value hierarchy.

The Company offers certain employees the opportunity to participate in an employee-funded deferred compensation plan (DCP). A participant’s deferrals are allocated by the participant to one or more multiple measurement funds, which are indexed to externally managed funds. From time to time, to offset the cost of the growth in the participant’s investment accounts, the Company purchases life insurance policies, with the Company named as beneficiary of the policies. Changes in the cash surrender value of the life insurance policies are based upon earnings and changes in the value of the underlying investments, which are typically invested in a similar manner to the participant’s allocations. Changes in the fair value of the DCP obligation are derived using quoted prices in active markets based on the market price per unit multiplied by the number of units. The cash surrender value and the DCP obligations are classified within Level 2 because their inputs are derived principally from observable market data by correlation to the hypothetical investments.

The Company measured the fair value of contingent consideration liabilities as Level 3 instruments. These contingent consideration liabilities were recorded at fair value on the acquisition date and are remeasured quarterly based on the then assessed fair value and adjusted, if necessary. The increases or decreases in the fair value of contingent consideration payable

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

can result from changes in anticipated revenue levels and changes in assumed discount periods and rates. As the fair value measure is based on significant inputs that are not observable in the market, they are categorized as Level 3.

The carrying amounts of cash and cash equivalents, accounts receivable, income taxes receivable, and accounts payable are considered to be representative of their respective fair values due to their short-term nature. Although recorded at amortized cost on the Company’s Condensed Consolidated Balance Sheets, the fair market value of the Company’s senior notes was $4,899.7 and $5,762.6 as of June 30, 2025, and December 31, 2024, respectively. The Company’s senior notes are considered Level 2 instruments, as the fair market values of these instruments are based on observable market pricing.

Interest Rate Swaps

During the second quarter of 2021, the Company entered into fixed-to-variable interest rate swap agreements for its 2.70% senior notes due 2031 with an aggregate notional amount of $500.0 and variable interest rates based initially on the three-month London Interbank Offered Rate and later changed to the Secured Overnight Financing Rate in 2023, plus 1.7060%.

Interest rate swap agreements, which have been used by the Company from time to time in the management of interest rate exposure, are accounted for at fair value. These derivative financial instruments are accounted for as fair value hedges that increase or decrease the value of the Company’s senior notes with the offset being recorded as a component of other long-term assets or liabilities, as applicable. As the specific terms and notional amounts of the derivative financial instruments match those of the fixed-rate debt being hedged, the derivative instruments are assumed to be perfectly effective hedges and accordingly, there is no impact to the Company’s Condensed Consolidated Statements of Operations.

Cross Currency Swaps

During the first quarter of 2024, the Company terminated its 2024 and 2025 USD to Swiss Franc cross currency swaps and entered into two new swaps, each with a notional value of $300.0 and maturity dates of 2031 and 2034, respectively.

During the third quarter of 2024, the Company entered into five new USD to Swiss Franc cross currency swaps, with an aggregate notional value of $600.0, of which $300.0 matures in 2029 and $300.0 matures in 2034.

The above instruments are designated as a hedge against the impact of foreign exchange movements on its net investment in a Swiss subsidiary. Changes in the fair value of the cross-currency swaps are charged or credited through Accumulated other comprehensive income in the Condensed Consolidated Balance Sheet until the hedged item is recognized in earnings. The cumulative amount of the fair value hedging adjustments is recognized as currency translation within the Condensed Consolidated Statement of Comprehensive Earnings.

The table below provides information regarding the location and amount of pretax (losses) gains of derivatives designated in fair value hedging relationships:

Amounts included in other comprehensive income
Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Cross currency swaps$(155.3)$(11.6)$(148.3)$5.4

10. SUPPLEMENTAL CASH FLOW INFORMATION

Six Months Ended June 30,
20252024
Cash paid during the period for:
Interest$170.5$106.6
Income taxes, net of refunds$146.7$153.0
Disclosure of non-cash financing and investing activities:
Change in accrued property, plant, and equipment$(13.1)$(19.2)

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

11. BUSINESS SEGMENT INFORMATION

The following table is a summary of segment information for the three and six months ended June 30, 2025 and 2024. The “management approach” has been used to present the following segment information. This approach is based upon the way the management of the Company organizes segments within an enterprise for making operating decisions and assessing performance. Financial information is reported on the basis that it is used internally by the chief operating decision maker (CODM) for evaluating segment performance and deciding how to allocate resources to segments. The Company’s chief executive officer has been identified as the CODM.

The Company’s CODM uses segment operating income to evaluate segment performance and to allocate resources. This segment performance measure excludes the amortization of intangibles and other assets, restructuring and other charges, goodwill and other asset impairments, and certain corporate charges for items such as transaction costs, and other special items. Other operating expenses are comprised primarily of rent, maintenance, sendout testing, utilities, travel and entertainment, and other segment expenses, including shipping costs for Dx. Segment asset information is not presented because it is not used by the CODM.

Three Months Ended June 30, 2025
Revenues:DxBLSIntercompany eliminations and otherLHI
Revenues$2,748.8$784.8$(6.3)$3,527.3
Operating Earnings:
Labor1,155.1302.3
Supplies591.3130.8
Shipping costs98.2
Depreciation65.429.0
Other operating expenses454.2101.2
Segment operating income$482.8$123.3$606.1
General corporate and unallocated expenses(139.2)
Amortization of intangibles and other assets(68.3)
Restructuring and other charges(4.1)
Total Operating income394.5
Other (expense) income:
Interest expense(57.1)
Investment income1.7
Equity method loss, net(1.7)
Other, net(32.7)
Earnings from operations before income taxes$304.7

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

Three Months Ended June 30, 2024
Revenues:DxBLSIntercompany eliminations and otherLHI
Revenues$2,524.9$707.0$(11.0)$3,220.9
Operating Earnings:
Labor1,072.6285.7
Supplies544.3106.7
Shipping costs89.7
Depreciation63.130.3
Other operating expenses403.487.2
Segment operating income$441.5$107.4$548.9
General corporate and unallocated expenses(180.3)
Amortization of intangibles and other assets(62.2)
Restructuring and other charges(11.6)
Total Operating income294.8
Other (expense) income:
Interest expense(47.6)
Investment income1.3
Equity method loss, net(0.3)
Other, net19.5
Earnings from operations before income taxes$267.7
Six Months Ended June 30, 2025
Revenues:DxBLSIntercompany eliminations and otherLHI
Revenues$5,378.4$1,506.1$(12.1)$6,872.4
Operating Earnings:
Labor2,278.7592.0
Supplies1,177.9241.9
Shipping costs193.2
Depreciation127.157.6
Other operating expenses884.4191.2
Segment operating income$910.3$230.2$1,140.5
General corporate and unallocated expenses(271.6)
Amortization of intangibles and other assets(137.9)
Restructuring and other charges(10.5)
Total Operating income720.5
Other (expense) income:
Interest expense(113.1)
Investment income8.2
Equity method loss, net(2.0)
Other, net(33.7)
Earnings from operations before income taxes$579.9

LABCORP HOLDINGS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

(Unaudited)

Six Months Ended June 30, 2024
Revenues:DxBLSIntercompany eliminations and otherLHI
Revenues$5,004.6$1,417.9$(25.0)$6,397.5
Operating Earnings:
Labor2,128.3576.1
Supplies1,104.7210.2
Shipping costs178.1
Depreciation124.861.5
Other operating expenses787.4184.7
Segment operating income$859.4$207.3$1,066.7
General corporate and unallocated expenses(309.2)
Amortization of intangibles and other assets(122.3)
Restructuring and other charges(16.6)
Goodwill and other asset impairments(2.5)
Total Operating income616.1
Other (expense) income:
Interest expense(94.5)
Investment income4.2
Equity method loss, net(0.2)
Other, net39.5
Earnings from operations before income taxes$565.1

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