Labcorp Holdings 10-Q 2026-03-31
Filed 2026-05-04. 8 sections, 167K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2026
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission file number 1-11353

LABCORP HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 99-2588107 | |||||||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 358 South Main Street | ||||||||||||||
| Burlington | , | North Carolina | 27215 | |||||||||||
| (Address of principal executive offices) | (Zip Code) |
(Registrant’s telephone number, including area code) 336-229-1127
Securities registered pursuant to Section 12(b) of the Act.
| Title of each class | Trading Symbol | Name of exchange on which registered | ||||||||||||
| Common Stock, $0.10 par value | LH | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☒ | Accelerated filer | ☐ | ||||||||
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ | ||||||||
| Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of May 1, 2026, there were 82.0 million shares of the registrant’s common stock, $0.10 par value, outstanding.
TABLE OF CONTENTS
| Item 1. | Legal Proceedings | 30 | ||||||
| Item 1A. | Risk Factors | 30 | ||||||
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 30 | ||||||
| Item 3. | Defaults Upon Senior Securities | 30 | ||||||
| Item 4. | Mine Safety Disclosures | 30 | ||||||
| Item 5. | Other Information | 30 | ||||||
| Item 6. | Exhibits | 31 | ||||||
| Signatures | 32 |
COMMONLY USED ABBREVIATIONS
| The abbreviations listed below may be commonly used in this report. | ||||||||
| AMCA | American Medical Collection Agency | |||||||
| Annual Report | Annual Report on Form 10-K for the fiscal year ended December 31, 2025 | |||||||
| AR Facility | accounts receivable securitization facility | |||||||
| ASU | Accounting Standards Update | |||||||
| BLS | Biopharma Laboratory Services | |||||||
| Board | board of directors of Labcorp Holdings Inc. | |||||||
| CODM | chief operating decision maker | |||||||
| Common Stock | common stock, par value $0.10 per share | |||||||
| CRO | contract research organization | |||||||
| DCP | deferred compensation plan | |||||||
| Dx | Diagnostics Laboratories | |||||||
| ED | Early Development Research Laboratories | |||||||
| EPS | earnings per share | |||||||
| FASB | Financial Accounting Standards Board | |||||||
| Fortrea | Fortrea Holdings Inc. | |||||||
| GAAP | U.S. generally accepted accounting principles | |||||||
| LCAH | Laboratory Corporation of America Holdings | |||||||
| MCO | managed care organization | |||||||
| N/A | not applicable | |||||||
| OBBBA | One Big Beautiful Bill Act | |||||||
| OCR | U.S. Office of Civil Rights | |||||||
| Parkview | Parkview Health System, Inc. | |||||||
| PSC | patient service center | |||||||
| S&P | Standard & Poor’s | |||||||
| SEC | U.S. Securities and Exchange Commission | |||||||
| SG&A | selling, general, and administrative expenses | |||||||
| SOFR | secured overnight financing rate | |||||||
| Spin-off | June 2023 spin-off of Fortrea | |||||||
| SPV | bankruptcy-remote special purpose vehicle | |||||||
| 2026 Term Loan | term loan credit agreement entered on March 20, 2026 | |||||||
| TSA | transition services agreement with Fortrea | |||||||
| U.K. | United Kingdom | |||||||
| U.S. | United States of America | |||||||
| USD | U.S. Dollar |
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
LABCORP HOLDINGS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Millions)
(Unaudited)
| March 31, 2026 | December 31, 2025 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 981.1 | $ | 532.3 | |||||||
| Accounts receivable, net | 2,288.6 | 2,103.8 | |||||||||
| Unbilled services, net | 161.9 | 156.9 | |||||||||
| Supplies inventory | 497.7 | 534.7 | |||||||||
| Prepaid expenses and other | 629.5 | 692.8 | |||||||||
| Total current assets | 4,558.8 | 4,020.5 | |||||||||
| Property, plant, and equipment, net | 3,065.5 | 3,081.5 | |||||||||
| Goodwill, net | 6,955.2 | 6,789.5 | |||||||||
| Intangible assets, net | 3,636.1 | 3,596.0 | |||||||||
| Joint venture partnerships and equity method investments | 146.6 | 153.9 | |||||||||
| Other assets, net | 724.9 | 751.3 | |||||||||
| Total assets | $ | 19,087.1 | $ | 18,392.7 | |||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 695.7 | $ | 840.8 | |||||||
| Accrued expenses and other | 851.9 | 847.8 | |||||||||
| Unearned revenue | 405.2 | 439.1 | |||||||||
| Short-term operating lease liabilities | 183.2 | 191.1 | |||||||||
| Short-term finance lease liabilities | 4.6 | 4.6 | |||||||||
| Short-term borrowings and current portion of long-term debt | 500.4 | 500.1 | |||||||||
| Total current liabilities | 2,641.0 | 2,823.5 | |||||||||
| Long-term debt | 5,833.7 | 5,084.6 | |||||||||
| Operating lease liabilities | 656.5 | 682.6 | |||||||||
| Finance lease liabilities | 62.2 | 63.0 | |||||||||
| Deferred income taxes and other tax liabilities | 456.4 | 454.5 | |||||||||
| Other liabilities | 691.8 | 647.8 | |||||||||
| Total liabilities | 10,341.6 | 9,756.0 | |||||||||
| Commitments and contingent liabilities | |||||||||||
| Noncontrolling interest | 16.9 | 16.9 | |||||||||
| Shareholders’ equity: | |||||||||||
| Common stock, 82.3 and 82.2 shares outstanding at March 31, 2026, and December 31, 2025, respectively | 7.4 | 7.5 | |||||||||
| Additional paid-in capital | — | — | |||||||||
| Retained earnings | 8,784.4 | 8,639.9 | |||||||||
| Accumulated other comprehensive loss | (63.2) | (27.6) | |||||||||
| Total shareholders’ equity | 8,728.6 | 8,619.8 | |||||||||
| Total liabilities and shareholders’ equity | $ | 19,087.1 | $ | 18,392.7 |
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 March 31, | |||||||||||||||||||||||
| 2026 | 2025 | ||||||||||||||||||||||
| Revenues | $ | 3,537.6 | $ | 3,345.1 | |||||||||||||||||||
| Cost of revenues | 2,523.8 | 2,397.1 | |||||||||||||||||||||
| Gross profit | 1,013.8 | 948.0 | |||||||||||||||||||||
| Selling, general, and administrative expenses | 551.0 | 546.0 | |||||||||||||||||||||
| Amortization of intangibles and other assets | 75.6 | 69.6 | |||||||||||||||||||||
| Restructuring and other charges | 6.4 | 6.4 | |||||||||||||||||||||
| Operating income | 380.8 | 326.0 | |||||||||||||||||||||
| Other (expense) income: | |||||||||||||||||||||||
| Interest expense | (55.1) | (56.0) | |||||||||||||||||||||
| Investment income | 12.2 | 6.5 | |||||||||||||||||||||
| Equity method loss, net | (5.1) | (0.3) | |||||||||||||||||||||
| Other, net | (13.1) | (1.0) | |||||||||||||||||||||
| Earnings from operations before income taxes | 319.7 | 275.2 | |||||||||||||||||||||
| Provision for income taxes | 41.7 | 62.2 | |||||||||||||||||||||
| Net earnings | 278.0 | 213.0 | |||||||||||||||||||||
| Less: Net earnings attributable to the noncontrolling interest | (0.2) | (0.2) | |||||||||||||||||||||
| Net earnings attributable to Labcorp Holdings Inc. | $ | 277.8 | $ | 212.8 | |||||||||||||||||||
| Earnings per share: | |||||||||||||||||||||||
| Basic earnings per share | $ | 3.37 | $ | 2.54 | |||||||||||||||||||
| Diluted earnings per share | $ | 3.35 | $ | 2.52 |
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 March 31, | |||||||||||||||||||||||
| 2026 | 2025 | ||||||||||||||||||||||
| Net earnings | $ | 278.0 | $ | 213.0 | |||||||||||||||||||
| Foreign currency translation adjustments | (36.0) | 69.7 | |||||||||||||||||||||
| Net benefit plan adjustments | 0.5 | 0.4 | |||||||||||||||||||||
| Other comprehensive (loss) earnings before tax | (35.5) | 70.1 | |||||||||||||||||||||
| Provision for income tax related to items of comprehensive ear |
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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
In this Quarterly Report on Form 10-Q (Quarterly Report), Labcorp® Holdings Inc. together with its subsidiaries (Labcorp, LHI or the Company) has made, and from time to time may otherwise make in its public filings, press releases, and discussions by Company management, forward-looking statements concerning the Company’s operations, performance, and financial condition, as well as its strategic objectives. Some of these forward-looking statements relate to future events and expectations and can be identified by the use of forward-looking words such as “believes”, “expects”, “may”, “will”, “should”, “seeks”, “approximately”, “intends”, “plans”, “estimates”, or “anticipates” or the negative of those words or other comparable terminology. Such forward-looking statements speak only as of the time they are made and are subject to various risks and uncertainties and the Company claims the protection afforded by the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those currently anticipated due to a number of factors in addition to those discussed elsewhere herein, including in the “Risk Factors” section of the Annual Report, and in the Company’s other public filings, press releases, and discussions with Company management, including:
1.changes in government and third-party payer regulations, reimbursement, or coverage policies or other future reforms in the U.S. healthcare system (or in the interpretation of current regulations), new insurance or payment systems, including state, regional or private insurance cooperatives (e.g., health insurance exchanges) affecting governmental and third-party coverage or reimbursement for commercial laboratory testing, including the impact of the U.S. Protecting Access to Medicare Act;
2.significant monetary damages, and penalties, and/or exclusion from or ineligibility to participate in government programs, among other adverse consequences, arising from enforcement of anti-fraud and abuse laws and other laws applicable to the Company in jurisdictions in which the Company conducts business;
3.significant fines, penalties, costs, unanticipated compliance expenditures, and/or damage to the Company’s reputation arising from the failure to comply with applicable privacy and security laws and regulations;
4.loss or suspension of a license or imposition of fines or penalties under, or future changes in or interpretations of the U.S. Clinical Laboratory Improvement Amendments of 1988, Medicare, Medicaid, or other national, state, or local laws or regulations of the U.S. and other countries where the Company operates laboratories;
5.penalties or loss of license arising from the failure to comply with applicable occupational and workplace safety laws and regulations, including the U.S. Occupational Safety and Health Administration requirements, the U.S. Needlestick Safety and Prevention Act, and similar laws and regulations in jurisdictions in which the Company conducts business;
6.fines, unanticipated compliance expenditures, suspension of manufacturing, enforcement actions, damage to the Company’s reputation, injunctions, or criminal prosecution arising from failure to maintain compliance with Current Good Manufacturing Practice regulations and similar requirements of various regulatory agencies in jurisdictions in which the Company conducts business;
7.sanctions or other remedies, including fines, unanticipated compliance expenditures, enforcement actions, injunctions or criminal prosecution arising from failure to comply with the U.S. Animal Welfare Act or applicable national, state, and local laws and regulations in jurisdictions in which the Company conducts business;
8.changes in testing guidelines or recommendations by government agencies, medical specialty societies, and other authoritative bodies affecting the development, validation, approval, clearance, commercialization, or utilization of laboratory tests;
9.changes in and failure to comply with the applicable regulations of pharmaceutical and medical device regulators affecting the approval, availability of, and the selling and marketing of diagnostic tests, including laboratory-developed tests, drug development, or the conduct of drug development and medical device and diagnostic studies and trials, including regulations and policies of the U.S. Food and Drug Administration, the U.S. Department of Agriculture, the Medicines and Healthcare Products Regulatory Agency in the U.K., the National Medical Products Administration in China, the Pharmaceutical and Medical Devices Agency in Japan, the European Union, the European Medicines Agency, and similar regulations and policies of agencies in other jurisdictions in which the Company conducts business;
10.changes in government regulations pertaining to the pharmaceutical, biotechnology, medical device, and diagnostic industries, changes in reimbursement of pharmaceutical products, or reduced spending on research and development by pharmaceutical, biotechnology, medical device, and diagnostic customers;
11.liabilities that result from the failure to comply with corporate governance requirements;
12.increased competition, including price competition, potential reduction in rates in response to price transparency initiatives and consumerism, competitive bidding and/or changes or reductions to fee schedules, and competition from companies that do not comply with existing applicable laws or regulations or otherwise disregard compliance standards in the industry;
13.changes in payer mix or payment structure or process, including insurance carrier participation in health insurance exchanges, an increase in capitated reimbursement mechanisms, the impact of clearinghouses on the claims reimbursement
process, the impact of a shift to consumer-driven health plans or plans carrying an increased level of member cost-sharing, and adverse changes in payer reimbursement or payer coverage policies (implemented directly or through a third-party utilization management organization) related to specific diagnostic tests, categories of testing, or testing methodologies;
14.failure to retain or attract business from MCOs as a result of changes in strategy or business models;
15.failure to obtain and retain new customers, an unfavorable change in the mix of testing services ordered, or a reduction in tests ordered, specimens submitted, or services requested by existing customers, and delays in payments from customers;
16.consolidation and convergence of customers, competitors, and suppliers, potentially causing material shifts in insourcing, utilization, pricing, reimbursement, and supply chain access;
17.failure to invest in or effectively develop and deploy new systems, system modifications or enhancements required in response to evolving market, business, and customer trends and needs;
18.failure to identify, successfully close, and effectively integrate and/or manage acquisitions of new businesses or failure to maintain key customers and/or employees as a result of uncertainty surrounding the integration of acquisitions;
19.inability to achieve the expected benefits and synergies of newly acquired businesses, including due to items not discovered in the due diligence process, and the impact on the Company’s cash position, levels of indebtedness, and stock price;
20.termination, loss, delay, reduction in scope, or increased costs of contracts;
21.liability arising from errors or omissions in the performance of testing and other services or other contractual arrangements;
22.changes or disruption in the provision or transportation of services or supplies provided by third parties; or their termination for failure to follow the Company’s performance standards and requirements;
23.damage or disruption to the Company’s facilities;
24.impact on the Company’s reputation, or business, from acts of animal rights activists or potential harm, liability, or operational disruptions arising from, or increased regulations and restrictions, of animal research activities;
25.adverse results in litigation matters;
26.inability to attract, retain, and develop experienced and qualified personnel, including personnel in key roles and critical positions, due to increased competition for talent, wage growth, or other market factors beyond the Company’s control;
27.failure to develop or acquire licenses for new or improved technologies, such as point-of-care testing, mobile health technologies, and digital pathology, or potential use of new technologies by customers and/or consumers to perform their own tests;
28.substantial costs arising from the inability to commercialize newly licensed tests or technologies or to obtain appropriate coverage or reimbursement for such tests;
29.failure to obtain, maintain, and enforce intellectual property rights for protection of the Company’s offerings and defend against challenges to those rights;
30.scope, validity, and enforceability of patents and other proprietary rights held by third parties that may impact the Company’s ability to develop, perform, or market the Company’s offerings or operate its business;
31.business interruption, receivables impairment, delays in cash collection impacting days sales outstanding, supply chain disruptions or inventory obsolescence, increases in the Company’s material costs or other operating costs, or other impacts on the business due to natural disasters, adverse weather, geopolitical events, public health crises, and other events beyond the Company’s control;
32.discontinuation or recalls of existing products used in the performance of testing;
33.a failure in the information technology systems of the Company or newly-acquired businesses, the failure of the Company or its third-party suppliers and vendors to maintain the security of their information technology systems or to protect against cybersecurity incidents, failures in the development and implementation of the Company’s automation platforms, or adverse effects from the use of or regulation of artificial intelligence and machine learning tools;
34.business interruption, increased costs, and other adverse effects on the Company’s operations due to the unionization of employees, union strikes, work stoppages, general labor unrest, or failure to comply with labor or employment laws;
35.failure to maintain the Company’s days sales outstanding levels, cash collections (in light of increasing levels of patient responsibility), profitability and/or reimbursement arising from unfavorable changes in third-party payer policies, payment delays introduced by third-party utilization management organizations, and increasing levels of patient payment responsibility;
36.impact on the Company’s revenues, cash collections, and the availability of credit for general liquidity or other financing needs arising from a significant deterioration in the economy or financial markets or in the Company’s credit ratings by S&P and/or Moody’s;
37.failure to maintain the expected capital structure for the Company, including failure to maintain the Company’s investment grade rating, or leverage ratio covenants under its revolving credit facility;
38.changes in reimbursement by foreign governments and foreign currency fluctuations;
39.inability to obtain certain billing information from physicians, resulting in increased costs and complexity, a temporary disruption in receipts, and ongoing reductions in reimbursements and revenues;
40.expenses and risks associated with international operations, including, but not limited to, compliance with the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, other applicable anti-corruption laws and regulations, trade sanction laws and regulations, and economic, political, legal, and other operational risks associated with foreign jurisdictions;
41.failure to achieve expected efficiencies, benefits, and savings in connection with the Company’s business process improvement initiatives;
42.changes in tax laws and regulations or changes in their interpretation;
43.changing global economic conditions and government and regulatory changes; and
44.risks associated with the impacts and expected benefits and costs of the completed Spin-off of the Company’s former clinical development and commercialization services business, Fortrea, including but not limited to factors that could adversely affect the Company’s ability to realize the expected benefits of the Spin-off or the failure of the Spin-off to qualify as a tax-free transaction for U.S. federal income tax purposes.
Except as may be required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Given these uncertainties, one should not put undue reliance on any forward-looking statement.
GENERAL (dollars in millions)
For the three months ended March 31, 2026, the Company’s revenues were $3,537.6, an increase of 5.8% from $3,345.1 for the corresponding period in 2025. The 5.8% increase for the three months ended March 31, 2026, as compared to the corresponding period in 2025, was due to organic revenue of 3.1%, acquisitions, net of divestitures, of 1.4%, and favorable foreign currency translation of 1.3%.
The Company defines organic revenue and organic growth as the increase in revenues excluding the year-over-year impact of acquisitions, divestitures, and currency, as well as other strategic actions taken in ED. The impacts relating to acquisitions, divestitures, and other strategic actions are considered for a 12-month period following the closing of each transaction.
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 Affordable Care Act, 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 as the legislation’s provisions continue to become effective through 2028.
RESULTS OF OPERATIONS (dollars in millions)
The following tables present the financial measures that management considers to be the most significant indicators of the Company’s performance.
Revenues
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| Dx | $ | 2,762.1 | $ | 2,629.6 | 5.0 | % | |||||||||||
| BLS | 780.6 | 721.3 | 8.2 | % | |||||||||||||
| Intercompany eliminations and other | (5.1) | (5.8) | 11.0 | % | |||||||||||||
| Total | $ | 3,537.6 | $ | 3,345.1 | 5.8 | % | |||||||||||
Dx revenues for the three months ended March 31, 2026, were $2,762.1, an increase of 5.0% over $2,629.6 in the first quarter of 2025. The increase was primarily due to organic revenue of 2.9%, acquisitions, net of divestitures, of 2.0%, and favorable foreign currency translation of 0.2%.
Dx total volume, measured by requisitions, increased by 2.5% as acquisition volume, net of divestitures, contributed 1.4% and organic volume increased by 1.1%, which includes an unfavorable impact from weather. Price/mix increased by 2.6% due to organic growth of 1.8%, acquisitions, net of divestitures, of 0.6%, and favorable foreign currency translation of 0.2%.
BLS revenues for the three months ended March 31, 2026, were $780.6, an increase of 8.2% over $721.3 in the first quarter of 2025. The increase was due to favorable foreign currency translation of 5.5% and organic growth of 3.7%, partially offset by an unfavorable impact related to strategic actions undertaken in ED of 1.0%.
Cost of Revenues
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| Cost of revenues | $ | 2,523.8 | $ | 2,397.1 | 5.3 | % | |||||||||||
| Cost of revenues as a percentage of revenues | 71.3 | % | 71.7 | % |
Cost of revenues increased 5.3% during the three months ended March 31, 2026, as compared with the corresponding period in 2025. Cost of revenues as a percentage of revenues during the three months ended March 31, 2026, decreased to 71.3% as compared to 71.7% in the corresponding period in 2025. This decrease was primarily due to organic growth and operating efficiencies, partially offset by typical increases in personnel costs.
Selling, General, and Administrative Expenses
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| SG&A | $ | 551.0 | $ | 546.0 | 0.9 | % | |||||||||||
| SG&A as a percentage of revenues | 15.6 | % | 16.3 | % |
SG&A as a percentage of revenues were 15.6% and 16.3% during the three months ended March 31, 2026, and 2025, respectively. The decrease was primarily due to the impact from revenue growth.
Amortization of Intangibles and Other Assets
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| Amortization of intangibles and other assets | $ | 75.6 | $ | 69.6 | 8.7 | % |
The increase in amortization of intangibles and other assets primarily reflects additional amortization for assets acquired subsequent to March 31, 2025.
Restructuring and Other Charges
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| Restructuring and other charges | $ | 6.4 | $ | 6.4 | 1.2 | % |
During the three months ended March 31, 2026, the Company recorded net restructuring and other charges of $6.4. The charges were comprised of $14.6 related to severance and other personnel costs and $1.6 in facility-related costs. The charges were adjusted by the reversal of previously established liabilities of $6.6 in unused facility-related costs, $3.1 in contract termination costs, and $0.1 in unused severance and other personnel costs.
During the three months ended March 31, 2025, the Company recorded net restructuring and other charges of $6.4. The charges were comprised of $7.6 related to severance and other personnel costs. The charges were adjusted by the reversal of previously established liabilities of $1.1 in unused severance and other personnel costs and $0.1 in unused facility-related costs.
Interest Expense
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| Interest expense | $ | 55.1 | $ | 56.0 | (1.5) | % |
For the three months ended March 31, 2026, interest expense remained substantially consistent when compared to the three months ended March 31, 2025.
Equity Method Loss, Net
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| Equity method loss, net | $ | (5.1) | $ | (0.3) | (1,694.5) | % |
Equity method loss, net represents the Company’s ownership share in joint venture partnerships along with equity investments in other companies in the healthcare industry. The increase in Equity method loss, net for the three months ended March 31, 2026, as compared with the corresponding period in 2025, was primarily due to the loss recognized from the SYNLAB investment that closed in March 2025.
Other, Net
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | Change | |||||||||||||||
| Other, net | $ | (13.1) | $ | (1.0) | (1,219.0) | % |
The change in Other, net for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, is primarily due to foreign currency transaction losses of $5.4 recognized for the three months ended March 31, 2026, as compared to losses of $1.0 for the corresponding period of 2025. In addition, there were investment losses of $7.1, recorded during the three months ended March 31, 2026, compared to investment losses of $3.4 for the corresponding period of 2025. As the TSA between Fortrea and LCAH expired on June 30, 2025, there were no fees charged to Fortrea for the three months ended March 31, 2026, as compared to $3.3 in the corresponding period in 2025.
Provision for Income Taxes
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Provision for income taxes | $ | 41.7 | $ | 62.2 | |||||||
| Provision for income taxes as a percentage of earnings from operations before income taxes | 13.1 | % | 22.6 | % |
The decrease in the effective tax rate for the three months ended March 31, 2026, as compared with the corresponding period, was primarily attributable to discrete benefits recognized from the tax restructuring of certain foreign entities.
Operating Results by Segment
| Three Months Ended March 31, | ||||||||||||||||||||
| 2026 | 2025 | Change | ||||||||||||||||||
| Dx segment operating income | $ | 458.7 | $ | 427.5 | 7.3 | % | ||||||||||||||
| Dx segment operating margin | 16.6 | % | 16.3 | % | 0.3 | % | ||||||||||||||
| BLS segment operating income | 120.7 | 106.9 | 12.9 | % | ||||||||||||||||
| BLS segment operating margin | 15.5 | % | 14.8 | % | 0.6 | % | (1) | |||||||||||||
| Segment operating income | 579.4 | 534.4 | 8.4 | % | ||||||||||||||||
| General corporate and unallocated expenses | (116.6) | (132.4) | (12.0) | % | ||||||||||||||||
| Amortization of intangibles and other assets | (75.6) | (69.6) | 8.7 | % | ||||||||||||||||
| Restructuring and other charges | (6.4) | (6.4) | 1.2 | % | ||||||||||||||||
| Total Operating income | $ | 380.8 | $ | 326.0 | 16.8 | % |
(1)Amount does not cross-foot due to rounding.
Dx segment operating income was $458.7 for the three months ended March 31, 2026, an increase of $31.2 over operating income of $427.5 in the corresponding period of 2025, and Dx segment operating margin increased approximately 30 basis points year-over-year. The increase in operating income and operating margin was primarily due to organic growth, which includes an unfavorable impact from weather.
BLS segment operating income was $120.7 for the three months ended March 31, 2026, an increase of $13.8 over operating income of $106.9 in the corresponding period of 2025, and BLS segment operating margin increased approximately 60 basis points year-over-year. The increase in operating income and operating margin was primarily due to growth in the Central Laboratory business.
General corporate and unallocated expenses are comprised primarily of administrative services such as executive management, human resources, legal, finance, corporate affairs, and information technology. General corporate and unallocated expenses were $116.6 for the three months ended March 31, 2026, a decrease of $15.8 compared to general corporate and unallocated expenses of $132.4 in the corresponding period of 2025, primarily due to decreases in acquisition and disposition-related costs.
LIQUIDITY AND CAPITAL RESOURCES (dollars and shares in millions, except per share amounts)
The Company’s cash-generating capability and financial condition typically have provided ready access to capital markets. The Company’s principal source of liquidity is operating cash flow, supplemented by proceeds from debt offerings. The Company’s senior unsecured revolving credit facility is further discussed in Note 6 Debt to the Company’s Condensed Consolidated Financial Statements.
In summary the Company’s cash flows were as follows:
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Net cash provided by operating activities | $ | 191.5 | $ | 18.5 | |||||||
| Net cash used for investing activities | (322.1) | (336.0) | |||||||||
| Net cash provided by (used for) financing activities | 580.5 | (839.7) | |||||||||
| Effect of exchange rate on changes in Cash and cash equivalents | (1.1) | 7.9 | |||||||||
| Net increase (decrease) in Cash and cash equivalents | $ | 448.8 | $ | (1,149.3) |
Cash and cash equivalents at March 31, 2026, and 2025, totaled $981.1 and $369.4, respectively. Cash and cash equivalents consist of highly liquid instruments, such as time deposits, and other money market investments, which have original maturities of three months or less.
In addition to Cash and cash equivalents, at March 31, 2026, the Company had $1,000.0 of available borrowings under its revolving credit facility, which, as amended on June 27, 2025, expires in 2030.
Cash Flows from Operating Activities
During the three months ended March 31, 2026, the Company’s operations provided $191.5 of cash as compared to $18.5 during the same period in 2025. The $173.0 increase in net cash provided from operations in 2026 as compared with the corresponding 2025 period was primarily due to higher cash earnings.
Cash Flows from Investing Activities
Net cash used for investing activities for the three months ended March 31, 2026, was $322.1 as compared to $336.0 for the three months ended March 31, 2025. The decrease in cash used for investing activities for the three months ended March 31, 2026, as compared to the corresponding period in 2025, was primarily due to a decrease in purchases of equity affiliate or other investments and lower capital expenditures, partially offset by an increase in business acquisitions.
Capital expenditures were $121.0 and $126.0 for the three months ended March 31, 2026, and 2025, respectively. Capital expenditures for the three months ended March 31, 2026, were 3.4% of revenues, primarily in connection with projects to support growth in the Company’s core businesses, facility expansion and updates, and further acquisition integration activities.
Cash Flows from Financing Activities
Net cash provided by financing activities for the three months ended March 31, 2026, was $580.5 as compared to net cash used for financing activities of $839.7 for the three months ended March 31, 2025. The movement in cash flows within financing activities for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily due to a decrease in payments on senior notes of $1,000.0, an increase in proceeds from the 2026 Term Loan of $750.0, a decrease in proceeds from the Company’s AR Facility of $225.0, and an increase of Common Stock repurchases of $98.0.
On January 28, 2026, the Company further 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.
On March 20, 2026, the Company entered into the $750.0 2026 Term Loan that will mature on March 20, 2028, and anticipates using the proceeds to repay maturing short-term debt and for other corporate uses. The principal balance of the 2026 Term Loan bears interest at a floating per annum rate equal to, at the Company’s election, either (i) a SOFR-based rate plus a margin of 0.700% or (ii) a base rate plus a margin of 0.0%. The balance of the 2026 Term Loan at March 31, 2026, was $750.0.
Under the Company’s 2026 Term Loan, revolving credit facility, indentures relating to the Company’s senior notes, and AR Facility, the Company is subject to negative covenants limiting subsidiary indebtedness and certain other covenants typical for investment grade-rated borrowers, and with respect to the 2026 Term Loan and revolving credit facility, the Company is required to maintain certain leverage ratios. The Company was in compliance with all covenants at March 31, 2026, and expects that it will remain in compliance with its existing debt covenants for the next 12 months.
At March 31, 2026, the Company had outstanding authorization from its Board to purchase up to $732.4 maximum value of Common Stock. The repurchase authorization has no expiration date.
For the three months ended March 31, 2026, the Company paid $61.2 in Common Stock dividends. On April 9, 2026, the Company announced a cash dividend of $0.72 per share of Common Stock, or approximately $60.0 in the aggregate. The dividend will be paid on June 11, 2026, to stockholders of record of all issued and outstanding shares of Common Stock as of
the close of business on May 29, 2026. The declaration and payment of any future dividends will be at the discretion of the Board.
Guarantor Information
In 2024, the Company, LCAH and U.S. Bank Trust Company, National Association (the Trustee) entered into a seventeenth supplemental indenture (the Seventeenth Supplemental Indenture) to the indenture, dated as of November 19, 2010, between LCAH and the Trustee (2010 Indenture). In addition, the Company, LCAH and the Trustee entered into the 2024 Indenture on September 23, 2024 (the 2024 Indenture, together with the 2010 Indenture, the Indentures). The Seventeenth Supplemental Indenture, among other things, provides for the full and unconditional guarantee by the Company of LCAH’s obligations under the 2010 Indenture, and each series of senior unsecured notes issued and outstanding thereunder, and the 2024 Indenture provides for the full and unconditional guarantee by the Company of LCAH’s obligations, and each series of senior unsecured notes issued and outstanding, thereunder (collectively, the Labcorp Holdings Guarantees). Also, the Indentures permit the Company to satisfy LCAH’s reporting obligations so long as the Labcorp Holdings Guarantees remain in place and the Company’s Condensed Consolidated Financial Statements and other information comply with the requirements of Rule 3-10 of Regulation S-X.
At March 31, 2026, there was $3,096.2 and $2,000.0 aggregate principal amount of issued and outstanding senior notes of LCAH, issued under the 2010 Indenture and the 2024 Indenture, respectively, that are fully and unconditionally guaranteed by the Company. Accordingly, pursuant to Rule 3-10 of Regulation S-X, separate consolidated financial statements of LCAH have not been presented. As permitted under Rule 13-01(a)(4)(vi) of Regulation S-X, the Company has excluded the summarized financial information for LCAH because the assets, liabilities, and results of operations of LCAH are not materially different than the corresponding amounts in the Company’s Condensed Consolidated Financial Statements and management believes such summarized financial information would be repetitive and would not provide incremental value to investors.
Credit Ratings
The investment grade credit ratings from Moody’s and S&P Global Ratings contribute to the Company’s ability to access capital markets.
Off-balance Sheet Arrangements
The Company does not have any variable interest entities or special purpose entities whose financial results are not included in the Company’s Condensed Consolidated Financial Statements.
The Company has a noncancelable contract with a vendor to purchase supplies inventory pursuant to which the Company is obligated to make expected total future minimum payments of $122.3, including $27.8 for the remainder of 2026, $20.5 in 2027, and $74.0 in 2028.
Other Commercial Commitments
The Company has debt instruments outstanding. At March 31, 2026, the Company had total future payments of $6,371.6, with $500.4 payable within 12 months, which the Company anticipates to repay primarily using the proceeds from the 2026 Term Loan.
The Company has leases for PSCs, laboratories and testing facilities, clinical facilities, general office spaces, vehicles, and office and laboratory equipment. At March 31, 2026, the Company had total future lease payments for short-term and long-term leases of $1,092.8, with payments of $221.0 due within 12 months.
At March 31, 2026, the Company had provided letters of credit aggregating approximately $107.4, primarily in connection with certain insurance programs which are renewed annually.
At March 31, 2026, and in connection with the pending acquisitions of select assets of the outreach business from Parkview, the Company expects to pay up to $165.0. 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 3 Business Acquisitions to the Company’s Condensed Consolidated Financial Statements for additional information.
Based on current and projected levels of cash flows from operations, coupled with availability under its revolving credit facility and the 2026 Term Loan, the Company believes it has sufficient liquidity to meet both its anticipated short-term and long-term cash needs for the next 12 months and the reasonably foreseeable future; however, the Company continually reassesses its liquidity position in light of market conditions and other relevant factors.
CRITICAL ACCOUNTING ESTIMATES
There have been no material changes to the critical accounting estimates that appear in Part II. Item 7 of the Annual Report.
IMPACT OF RECENT ACCOUNTING PRONOUNCEMENTS
The impact of recent accounting pronouncements, if any, is discussed in Note 1 Basis of Financial Statement Presentation to the Condensed Consolidated Financial Statements.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK (dollar amounts in millions)
Market risk is the potential loss arising from adverse changes in market rates and prices, such as foreign currency exchange rates, interest rates, and other relevant market rate or price changes. In the ordinary course of business, the Company is exposed to various market risks, including changes in foreign currency exchange and interest rates, and the Company regularly evaluates the exposure to such changes. The Company addresses its exposure to market risks, principally the market risks associated with changes in foreign currency exchange rates and interest rates, through a controlled program of risk management that includes, from time to time, the use of derivative financial instruments such as foreign currency forward contracts, cross currency swaps, and interest rate swap agreements. The Company does not hold or issue derivative financial instruments for trading purposes.
Foreign Currency Exchange Rates
Approximately 14.3% and 13.0% of the Company’s revenues for the three months ended March 31, 2026, and 2025, respectively, were denominated in currencies other than the USD. The Company’s Condensed Consolidated Financial Statements are reported in USD and, accordingly, fluctuations in exchange rates will affect the translation of revenues and expenses denominated in foreign currencies into USD for the purpose of reporting the Company’s consolidated financial results. In the first quarter of 2026 and the year ended December 31, 2025, the most significant currency exchange rate exposures were to the Canadian dollar, Swiss Franc, Euro, and British Pound. Excluding the impacts from any outstanding or future hedging transactions, a hypothetical change of 10% in average exchange rates used to translate all foreign currencies to USD would have impacted income before income taxes for the three months ended March 31, 2026, by approximately $8.1. Accumulated currency translation adjustments recorded as a separate component of Shareholders’ equity were $(36.0) and $69.7 for the quarter ended March 31, 2026, and 2025, respectively. The Company does not have significant operations in countries in which the economy is considered to be highly inflationary.
The Company earns revenue from service contracts over a period of several months, and in some cases, over a period of several years. Accordingly, exchange rate fluctuations during this period may affect the Company’s profitability with respect to such contracts. The Company is also subject to foreign currency transaction risk for fluctuations in exchange rates during the period of time between the consummation and cash settlement of transactions. The Company limits its foreign currency transaction risk through exchange rate fluctuation provisions stated in some of its contracts with customers, or it may hedge transaction risk with foreign currency forward contracts. At March 31, 2026, the Company had 11 open foreign exchange forward contracts with various amounts maturing monthly through April 2026 with a notional value totaling approximately $367.3. At December 31, 2025, the Company had eight open foreign exchange forward contracts with various amounts maturing monthly through January 2026 with a notional value totaling approximately $238.0.
The Company is a party to USD to Swiss Franc cross-currency swap agreements with an aggregate notional amount of $1,200.0, $300.0 maturing in 2029, $300.0 maturing in 2031, and $600.0 maturing in 2034, as a hedge against the impact of foreign exchange movements on its net investment in a Swiss Franc functional currency subsidiary.
Interest Rates
Some of the Company’s debt is subject to interest at variable rates. As a result, fluctuations in interest rates affect the Company’s financial results. The Company attempts to manage interest rate risk and overall borrowing costs through an appropriate mix of fixed and variable rate debt including the utilization of derivative financial instruments, primarily interest rate swaps.
Borrowings under the Company’s 2026 Term Loan, revolving credit facility, and AR Facility are subject to variable interest rates, unless fixed through interest rate swaps or other agreements. At March 31, 2026, the Company had $750.0 and $525.0 of variable rate debt outstanding under its 2026 Term Loan and AR Facility, respectively. Each quarter-point increase or decrease in the variable rate would result in the Company’s interest expense changing by approximately $3.2 per year for the Company’s debt currently outstanding under its 2026 Term Loan and AR Facility.
To hedge against changes in the fair value portion of the Company’s long-term debt, the Company is party to fixed-to-variable interest rate swap agreements for the 2.70% senior notes due 2031 with an aggregate notional value of $500.0 and variable interest rates currently based on the compounded SOFR, plus 1.33%.
Item 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
As of the end of the period covered by this Quarterly Report, the Company carried out, under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15 and 15d-15(e) under the Securities Exchange Act of 1934, as amended). Based upon this evaluation, the Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2026.
Changes in Internal Control Over Financial Reporting
There were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) that occurred during the quarter ended March 31, 2026, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
See Note 8 Commitments and Contingencies to the Company’s Condensed Consolidated Financial Statements.
Item 1A. RISK FACTORS
There have been no material changes in the risk factors that appear in Part I. Item 1A of the Annual Report.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS (dollars and shares in millions, except per share data)
During the three months ended March 31, 2026, the Company repurchased the following shares of its Common Stock:
| Total Number of Shares Repurchased | Average Price Paid Per Share | Total Number of Shares Repurchased as Part of Publicly Announced Program | Maximum Dollar Value of Shares that May Yet Be Repurchased Under the Program | ||||||||||||||||||||
| January 1 - January 31 | — | $ | — | — | $ | 830.4 | |||||||||||||||||
| February 1 - February 28 | 0.1 | $ | 284.01 | 0.1 | $ | 809.4 | |||||||||||||||||
| March 1 - March 31 | 0.3 | $ | 271.09 | 0.3 | $ | 732.4 | |||||||||||||||||
| 0.4 | $ | 273.76 | 0.4 |
At March 31, 2026, the Company had outstanding authorization from its Board to purchase up to $732.4 maximum value of shares of Common Stock. The repurchase authorization has no expiration date.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
Item 5. OTHER INFORMATION
Insider Adoption or Termination of Trading Arrangements:
During the quarter ended March 31, 2026, none of the Company’s directors or officers informed it of the adoption, modification or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, except as described in the table below:
| Name and Title | Date Adopted | Character of Trading Agreement | Aggregate Number of Shares of Common Stock to be (Sold) Purchased Pursuant to Trading Agreement | Expiration Date | ||||||||||||||||||||||||||||
| Kathryn W. Kyle | March 9, 2026 | Rule 10b5-1 Trading Arrangement | (1,633) | (1)(2) | April 9, 2027 | (3) | ||||||||||||||||||||||||||
| Executive Vice President, Chief Legal Officer and Corporate Secretary | ||||||||||||||||||||||||||||||||
| Bryan T. Vaughn | March 8, 2026 | Rule 10b5-1 Trading Arrangement | (2,813) | (1) | May 7, 2027 | (3) | ||||||||||||||||||||||||||
| Executive Vice President, Diagnostics |
(1)The figure presented represents the shares to be sold on the vesting of equity awards and may vary subject to the achievement of certain performance conditions and/or shares to be withheld for tax purposes.
(2)Ms. Kyle’s plan provides for the sale of up to 195 shares of Common Stock previously acquired from an equity award vesting event.
(3)This trading arrangement permits transactions through the completion of all sales on the respective order entry date.
Item 6. EXHIBITS
| * | filed herewith | |||||||
| ** | furnished herewith | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
LABCORP HOLDINGS INC.
Registrant
| By: | /s/ ADAM H. SCHECHTER | |||||||
| Adam H. Schechter | ||||||||
| President and Chief Executive Officer | ||||||||
| (Principal Executive Officer) | ||||||||
| By: | /s/ JULIA A. WANG | |||||||
| Julia A. Wang | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||
| (Principal Financial Officer) |
Dated: May 4, 2026