HLTH Corp (HLTH) and WebMD Health (WBMD) To Finally Merge
HLTH Corporation (Nasdaq: HLTH) and its publicly traded subsidiary, WebMD Health Corp. (Nasdaq: WBMD) entered into a definitive merger agreement pursuant to which HLTH will merge into WebMD in a tax-free, all-stock transaction. WebMD will be the surviving company in the merger.
Martin J. Wygod will serve as Chairman of the Board and Wayne Gattinella will serve as President and Chief Executive Officer of the combined company.
HLTH currently owns 48.1 million shares of WebMD Class B Common Stock, which represents approximately 80% of WebMD's equity, after giving effect to the net shares relating to WebMD's outstanding options and restricted stock. The merger will eliminate both HLTH's controlling interest in WebMD and WebMD's existing dual-class stock structure. In the merger, the WebMD Class B shares will be retired and each outstanding share of HLTH Common Stock will convert into 0.4444 shares of WebMD Class A Common Stock. HLTH currently has 102.8 million shares of its Common Stock outstanding.
Martin J. Wygod will serve as Chairman of the Board and Wayne Gattinella will serve as President and Chief Executive Officer of the combined company.
HLTH currently owns 48.1 million shares of WebMD Class B Common Stock, which represents approximately 80% of WebMD's equity, after giving effect to the net shares relating to WebMD's outstanding options and restricted stock. The merger will eliminate both HLTH's controlling interest in WebMD and WebMD's existing dual-class stock structure. In the merger, the WebMD Class B shares will be retired and each outstanding share of HLTH Common Stock will convert into 0.4444 shares of WebMD Class A Common Stock. HLTH currently has 102.8 million shares of its Common Stock outstanding.
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