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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 24, 1998
UNIHOLDING CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-09833 58-1443790
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
96 Spring Street, New York, New York 10012
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 219-9496
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Item 2. Acquisition or Disposition of Assets.
On April 24, 1998, the Registrant's subsidiary, Unilabs Group Limited
("UGL") issued 3,156,700 new shares of its common stock in exchange for the same
number of shares of common stock of the Registrant. The newly-issued UGL shares
were issued to Unilabs Holdings SA and its affiliates and certain European
institutional investors in exchange for shares of Registrant on a one-for-one
basis. As a result of these transactions, UGL now directly holds approximately
3.9 million shares (60%) of the Registrant. The Registrant continues to hold 2.5
million shares of UGL, the initial amount of UGL shares issued and outstanding
when the Registrant owned 100% of UGL
UGL continues to own approximately 54% of Unilabs SA (which owns and
operates the diagnostic laboratory business of the Registrant) and two million
shares of Preferred Stock (par value $10 per share) of Global Unilabs Clinical
Trials Limited, the company that was spun off to the shareholders of the
Registrant in February 1998.
Unilabs Holdings SA was the largest shareholder of the Registrant prior
to the above-described transactions and now holds a majority of the shares of
UGL, which in turn is now the largest shareholder of the Registrant.
Item 7. Financial Statements and Exhibits.
(b) Pro forma financial information required, if any, will be filed
within 60 days.
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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 hereunto duly authorized.
UNIHOLDING CORPORATION
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(Registrant)
By: /s/BRUNO ADAM
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Bruno Adam, Chief Financial Officer
Date: May 11, 1998
