BANC OF AMERICA SECURITIES LLC $90,000,000 AGGREGATE PRINCIPAL AMOUNT LABONE, INC. Registration Rights Agreement dated June 25, 2004Registration Rights Agreement • June 28th, 2004 • Labone Inc/ • Services-medical laboratories • New York
REGISTRATION RIGHTS AGREEMENT, dated June 25, 2004, between LabOne, Inc., a Missouri corporation (together with any successor entity, herein referred to as the "Company") and J.P. Morgan Securities Inc. and Banc of America Securities LLC, as representatives (the "Representatives") of the several initial purchasers (the "Initial Purchasers"), under the Purchase Agreement (as defined below).
LABONE, INC. INDENTURE Dated as of June 25, 2004 WELLS FARGO BANK, NATIONAL ASSOCIATION TRUSTEELabone Inc/ • June 28th, 2004 • Services-medical laboratories • New York
INDENTURE dated as of June 25, 2004 between LabOne, Inc., a Missouri corporation (the "Company"), and Wells Fargo Bank, National Association, a national banking association duly organized under the laws of the United States of America, as Trustee (the "Trustee").
90,000,000 AGGREGATE PRINCIPAL AMOUNT LABONE, INC.Labone Inc/ • June 28th, 2004 • Services-medical laboratories • New York
The Debentures are convertible into fully paid, non-assessable shares of common stock, $0.01 par value per share, of the Company (the "Common Stock"). The Debentures are convertible initially at a conversion price of approximately $39.30 per share (equivalent to an initial conversion rate of 25.4463 shares per $1,000 principal amount of the Debentures) on the terms, and subject to the conditions, set forth in the Indenture (as defined below). As used herein, "Conversion Shares" means the shares of Common Stock into which the Debentures are convertible. The Debentures will be issued pursuant to an indenture (the "Indenture") to be dated as of the First Closing Date (as defined in Section 2), between the Company and Wells Fargo Bank, National Association, a national banking association duly organized under the laws of the United States of America, as trustee (the "Trustee"). Debentures issued in book-entry form will be issued in the name of Cede & Co., as nominee of The Depository Trust
