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Published on 7/30/2009 in the Prospect News Special Situations Daily.

HLTH, WebMD shareholders to decide merger at meetings on Sept. 25

By Lisa Kerner

Charlotte, N.C., July 30 - HLTH Corp. and WebMD Health Corp. shareholders will vote on the companies' proposed merger at separate meetings on Sept. 25, it was announced on Thursday.

In June HLTH agreed to merge into WebMD, its publicly traded subsidiary, in a tax-free, all-stock transaction that is expected to close in the third or fourth quarter of 2009.

As previously reported, HLTH owns 48.1 million shares of WebMD class B common stock, or approximately 80% of WebMD's equity.

WebMD's class B shares will be retired in the merger, and each outstanding share of HLTH common stock will convert into 0.4444 shares of WebMD class A common stock.

HLTH is a health-care business, technology and information services company based in Elmwood Park, N.J.

New York-based WebMD provides health information services through its online portals and publications.


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