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HLTH, WebMD to Merge

June 24, 2011

Elmwood Park, N.J.-based HLTH Corporation is merging with WebMD Health Corp. (New York), its 84 percent owned subsidiary. Under the terms of the

Elmwood Park, N.J.-based HLTH Corporation is merging with WebMD Health Corp. (New York), its 84 percent owned subsidiary.

Under the terms of the agreement, each outstanding share of HLTH common stock will be converted into 0.1979 shares of WebMD common stock and $6.89 in cash. The merger will eliminate both the controlling class of WebMD stock held by HLTH and WebMD's existing dual-class stock structure, according to the company.

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