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Published on 8/5/2008 in the Prospect News Special Situations Daily.

HLTH, WebMD shareholders could decide merger in October

By Lisa Kerner

Charlotte, N.C., Aug. 5 - HLTH Corp. said it expects to be in a position to hold a shareholder meeting in October for the purpose of approving the company's merger with WebMD Health Corp.

WebMD expects to hold its meeting in October as well to vote on the merger.

The meetings would also be the annual meetings for HLTH and WebMD, an HLTH news release said.

"With its unique set of assets and industry leadership, WebMD is well-positioned to capitalize on the shift to online marketing and education to both consumers as well as physicians both here in the U.S. and abroad," HLTH chairman and acting chief executive officer Martin J. Wygod commented in the release.

HLTH owns about 84% of its subsidiary WebMD.

In February HLTH announced it would merge into WebMD. Under the companies' definitive merger agreement, each outstanding share of HLTH common stock will be converted into 0.1979 share of WebMD common stock plus $6.89 in cash, it was previously reported.

The merger will eliminate the controlling class of WebMD stock held by HLTH and WebMD's existing dual-class stock structure, a prior news release said.

HLTH, formerly Emdeon Corp., 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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