PROSPECTUS
SUPPLEMENT NO. 12
To
Prospectus dated August 9, 2006, as supplemented by the Prospectus
Supplement
No.
1 dated September 8, 2006 and the Prospectus Supplement No. 6 dated January
18,
2007
Filed
Pursuant to Rule 424(b)(7)
Registration
File No.
333-136450
$350,000,000
Charles
River Laboratories International, Inc.
2.25%
Convertible Senior Notes due 2013 and Common Stock Issuable Upon Conversion
of
the Notes
Interest
payable June 15 and December 15
This
prospectus supplement supplements information contained in that certain
prospectus supplement No. 6 dated January 18, 2007 to the prospectus supplement
No. 1 dated September 8, 2006 to the prospectus dated August 9, 2006 of Charles
River Laboratories International, Inc., which we collectively refer to as
the
“prospectus,” covering resale by selling securityholders of our 2.25%
Convertible Senior Notes due 2013 and common stock issuable upon conversion
of
the notes. This prospectus supplement is not complete without, and may not
be
delivered or utilized except in connection with, the prospectus, including
any
amendments or supplements thereto. The terms of the notes are set forth in
the
prospectus.
See
"Risk Factors" beginning on page S-5 of the prospectus supplement No. 1 dated
September 8, 2006 for a discussion of certain risks that you should consider
in
connection with an investment in the notes or in shares of our common
stock.
Neither
the Securities and Exchange Commission, any state securities commission nor
any
other United States regulatory authority has approved or disapproved of these
securities or determined if this prospectus supplement or the prospectus is
truthful or complete. Any representation to the contrary is a
criminal offense.
The
date
of this prospectus supplement is July 16, 2007
The
table
appearing under the section entitled “Selling Securityholders” on page S-2 of
the prospectus supplement No. 6 dated January 18, 2007 is amended by
adding the following information below, which is based on information received
from the selling securityholders on or prior to July 15, 2007.
|
Name
|
Aggregate
Principal
Amount
of Notes
That
Are Owned and
May
Be Sold
|
Percentage
of
Notes
Outstanding
|
Number
of Shares
of
Common Stock
that
May Be Sold(1)
|
Percentage
of
Common
Stock
Outstanding(2)
|
||||||||||||
|
Credit
Suisse Securities (USA) LLC(3)
|
$ |
50,000
|
*
|
1021.685
|
*
|
|||||||||||
*
Less
than one percent (1%)
(1) Assumes
conversion of all
of the holder’s notes at a conversion rate of 20.4337 shares of common
stock per $1,000 principal amount of notes. This conversion rate is
subject to adjustment, however, as described under “Description of
Notes—Conversion rights.” As a result, the number of shares of common stock
issuable upon conversion of the notes may increase or decrease in the
future.
(2)
Calculated based on Rule 13d-3(d)(1)(i) of the Exchange Act, using 67,303,504
shares of common stock outstanding as of May 1, 2007. In calculating this amount
for each holder, we treated as outstanding the number of shares of common stock
issuable upon conversion of all of that holder’s notes, but we did not assume
conversion of any other holder’s notes.
(3)
This
selling securityholder is a broker-dealer.
Information
about other selling securityholders will be set forth in additional prospectus
supplements, if required.