WebMD to Redeem its Outstanding 3 1/8% Convertible Notes
NEW YORK, Dec. 14, 2010 /PRNewswire-FirstCall/ — WebMD Health Corp. (Nasdaq: WBMD) announced today that it intends to redeem all of its outstanding 3 1/8% Convertible Notes due 2025 on December 30, 2010. A Notice of Redemption will be distributed on Wednesday, December 15, 2010 and will set forth the applicable redemption procedures.
As provided in the Indenture for the 3 1/8% Notes, holders may convert their 3 1/8% Notes into WebMD Common Stock at any time prior to 5:00 p.m., Eastern Time, on December 28, 2010. To the extent that holders of the 3 1/8% Notes do not convert their 3 1/8% Notes into WebMD Common Stock, the 3 1/8% Notes will be redeemed for cash on December 30, 2010 at a redemption price of 100.893% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the redemption date. Any cash required by WebMD for the redemption will come from cash and cash-equivalents on hand.
As of the close of trading on December 14, 2010, there were approximately $84.8 million aggregate principal amount of 3 1/8% Notes outstanding, which are convertible into an aggregate of approximately 2.4 million shares of WebMD Common Stock, based on the conversion rate of 28.5503 shares of WebMD Common Stock for each $1,000 principal amount of the 3 1/8% Notes converted (which translates to an effective conversion price of approximately $35.03 per share of WebMD Common Stock).
WebMD Health Corp. (Nasdaq: WBMD) is the leading provider of health information services, serving consumers, physicians, healthcare professionals, employers and health plans through our public and private online portals and health-focused publications. More than 80 million unique visitors access the WebMD Health Network each month.
The WebMD Health Network includes WebMD Health, Medscape, MedicineNet, eMedicine, eMedicine Health, RxList, theHeart.org and drugs.com.
All statements contained in this press release, other than statements of historical fact, are forward-looking statements, including those regarding the redemption referred to in this release and conversions of the Notes referred to in this release. These statements speak only as of the date of this press release, are based on our current plans and expectations, and involve risks and uncertainties that could cause actual future events or results to be different than those described in or implied by such forward-looking statements. These risks and uncertainties include those relating to changes in the capital markets and changes in economic, political or regulatory conditions or other trends affecting the healthcare, Internet and information technology industries. Further information about these matters can be found in our Securities and Exchange Commission filings. Except as required by applicable law or regulation, we do not undertake any obligation to update our forward-looking statements to reflect future events or circumstances.