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Dynacare Inc. has announced an agreement to be taken over by Laboratory Corp. of America Holdings.

LabCorp is to acquire all the outstanding shares of Dynacare for $480-million (U.S.), and will assume Dynacare debt worth $205-million.

Under the agreement announced yesterday morning and approved by the boards of both companies, LabCorp will pay $23 a share -- almost $36 (Canadian) -- for the provider of medical laboratory services in Canada and 21 American states.

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Dynacare shares closed Wednesday at $28.72, up $1.92, on the Toronto Stock Exchange, and jumped $7.06 to close yesterday at $35.78 after the takeover announcement. The stock was worth $9.50 a year ago.

The payment is to be made up of $11.50 (U.S.) in cash and 0.1164 of a LabCorp share for each of Dynacare's 20.9 diluted shares.

The takeover will not affect Dynacare's operational partnerships with Gamma NorthPeel and Bio-Science Laboratory in Ontario and with Kasper Medical Laboratories and MDS Laboratories in Alberta, the companies said. But Dynacare will terminate joint ventures in Pittsburgh and Schenectady, N.Y., which will result in an after-tax charge of about $4.7-million.

LabCorp is a leading clinical laboratory provider, with revenue of $2.2- billion in 2001. Dynacare's revenue last year was $402.4-million, with a profit of $11.7-million.

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