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Published on 2/11/2008 in the Prospect News Special Situations Daily.

HLTH, WebMD merger talks stall; HLTH CEO on leave

By Lisa Kerner

Charlotte, N.C., Feb. 11 - HLTH Corp. and a special committee of the board of directors of WebMD Health Corp. failed to reach an agreement on "mutually acceptable terms" for a merger.

HLTH said negotiations would continue for a short period of time before the process is concluded.

In November, HLTH announced it was considering potential transactions that would allow HLTH's stockholders to "participate more directly in the ownership of WebMD," a company news release stated. HLTH owns a majority stake in WebMD.

Since announcing the possible sale of its ViPS and Porax businesses, HLTH has received a "great deal" of interest from potential strategic buyers for both. HLTH plans to obtain formal offers for these businesses regardless of the outcome with WebMD.

In addition, HLTH has executed a definitive agreement and closed the sale of its 48% minority interest in Emdeon Business Services to an affiliate of General Atlantic LLC and investment funds managed by Hellman & Friedman LLC for $575 million in cash.

WebMD sold its offline professional medical reference and textbook publication business. The company will release its fourth-quarter and year-end financial results on Feb. 21.

HLTD also announced that chairman Martin J. Wygod was named the company's acting chief executive officer after CEO Kevin Cameron began a medical leave.

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


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