Current Report Filing (8-k)
03 May 2017 - 6:12AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
May 2, 2017
Date
of Report (Date of earliest event reported)
WEBMD HEALTH
CORP.
(Exact name of registrant as specified in its charter)
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Delaware
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001-35337
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20-2783228
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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395 Hudson Street
New York, New York 10014
(Address of principal executive offices, including zip code)
(212)
624-3700
(Registrants telephone number, including area code)
(Former name or address, if changed since last report)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (
see
General Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§ 240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02.
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Results of Operations and Financial Condition.
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On May 2, 2017, WebMD Health Corp.
issued a press release announcing its results for the quarter ended March 31, 2017. A copy of the press release is attached as Exhibit 99.1 to this Current Report. Exhibit 99.2 to this Current Report contains the financial tables that
accompanied the press release. Exhibit 99.3 to this Current Report includes forward-looking financial information that accompanied the press release. Exhibit 99.4 to this Current Report contains an Annex to the press release entitled
Explanation of
Non-GAAP
Financial Measures.
Exhibits 99.1 through 99.4 are being
furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), nor shall any of those exhibits be deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits. The following exhibits are furnished
herewith:
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Exhibit
Number
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Description
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99.1
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Press Release, dated May 2, 2017, regarding the Registrants results for the quarter ended March 31, 2017
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99.2
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Financial Tables accompanying Exhibit 99.1
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99.3
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Financial Guidance Summary accompanying Exhibit 99.1
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99.4
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Annex A to Exhibits 99.1 through 99.3
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2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
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WEBMD HEALTH CORP.
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Dated: May 2, 2017
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By:
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/s/ Lewis H. Leicher
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Lewis H. Leicher
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Senior Vice President
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3
EXHIBIT INDEX
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Exhibit
Number
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Description
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99.1
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Press Release, dated May 2, 2017, regarding the Registrants results for the quarter ended March 31, 2017
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99.2
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Financial Tables accompanying Exhibit 99.1
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99.3
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Financial Guidance Summary accompanying Exhibit 99.1
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99.4
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Annex A to Exhibits 99.1 through 99.3
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