WebMD, HLTH complete merger following receipt of shareholder approval

By Lisa Kerner

Charlotte, N.C., Oct. 23 - WebMD Health Corp. and HLTH Corp. completed their previously announced merger after shareholders of both companies approved the transaction at separate special meetings on Friday.

The shares of WebMD class B common stock owned by HLTH were retired in the merger, and each outstanding share of HLTH common stock was converted into 0.4444 shares of WebMD common stock.

According to WebMD, shares of its class A common stock were unchanged in the merger and will continue to trade on the Nasdaq Global Select Market under the symbol "WBMD."

The merger eliminated WebMD's dual-class structure.

In June, HLTH agreed to merge into WebMD, its publicly traded subsidiary, in a tax-free, all-stock transaction.

HLTH's Martin J. Wygod will be chairman of the board, and WebMD's Wayne Gattinella will be chief executive officer and president of the combined company, according to a WebMD news release.

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

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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