0000904454-11-000564.txt : 20111107
0000904454-11-000564.hdr.sgml : 20111107
20111107171419
ACCESSION NUMBER: 0000904454-11-000564
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20111103
FILED AS OF DATE: 20111107
DATE AS OF CHANGE: 20111107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Coleman Thomas Jason
CENTRAL INDEX KEY: 0001443559
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185442
MAIL ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Lowenstein Michael Bernard
CENTRAL INDEX KEY: 0001443560
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185443
MAIL ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: WebMD Health Corp.
CENTRAL INDEX KEY: 0001326583
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 202783228
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 111 EIGHTH AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10011
BUSINESS PHONE: 212-624-3700
MAIL ADDRESS:
STREET 1: 111 EIGHTH AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10011
FORMER COMPANY:
FORMER CONFORMED NAME: WebMD Health Holdings, Inc.
DATE OF NAME CHANGE: 20050510
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KENSICO CAPITAL MANAGEMENT CORP
CENTRAL INDEX KEY: 0001113000
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185449
BUSINESS ADDRESS:
STREET 1: 55 RAILROAD AVENUE
STREET 2: 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-862-5800
MAIL ADDRESS:
STREET 1: 55 RAILROAD AVENUE
STREET 2: 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kensico Associates LP
CENTRAL INDEX KEY: 0001406639
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185448
BUSINESS ADDRESS:
STREET 1: 55 Railrod Ave
CITY: Greenwich
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-862-5800
MAIL ADDRESS:
STREET 1: 55 Railrod Ave
CITY: Greenwich
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kensico Partners, L.P.
CENTRAL INDEX KEY: 0001442776
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185447
BUSINESS ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-862-5800
MAIL ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kensico Capital, LLC
CENTRAL INDEX KEY: 0001442779
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185444
BUSINESS ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-862-5800
MAIL ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kensico Offshore Fund II Master Ltd.
CENTRAL INDEX KEY: 0001442782
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185445
BUSINESS ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-862-5800
MAIL ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kensico Offshore Fund Master, Ltd.
CENTRAL INDEX KEY: 0001452447
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 111185446
BUSINESS ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-862-5800
MAIL ADDRESS:
STREET 1: C/O KENSICO CAPITAL MANAGEMENT
STREET 2: 55 RAILROAD AVENUE, 2ND FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
3
1
edgar.xml
PRIMARY DOCUMENT
X0204
3
2011-11-03
0
0001326583
WebMD Health Corp.
WBMD
0001113000
KENSICO CAPITAL MANAGEMENT CORP
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
0001406639
Kensico Associates LP
C/O KENSICO CAPITAL MANAGEMENT
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
0001442776
Kensico Partners, L.P.
C/O KENSICO CAPITAL MANAGEMENT
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
0001452447
Kensico Offshore Fund Master, Ltd.
C/O KENSICO CAPITAL MANAGEMENT
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
0001442782
Kensico Offshore Fund II Master Ltd.
C/O KENSICO CAPITAL MANAGEMENT
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
0001442779
Kensico Capital, LLC
C/O KENSICO CAPITAL MANAGEMENT
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
0001443560
Lowenstein Michael Bernard
C/O KENSICO CAPITAL MANAGEMENT
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
0001443559
Coleman Thomas Jason
C/O KENSICO CAPITAL MANAGEMENT
55 RAILROAD AVENUE, 2ND FLOOR
GREENWICH
CT
06830
0
0
1
0
Common Stock
6577901
I
By Funds named in Footnotes
Consists of (i) 2,307,090 shares of Common Stock directly held by Kensico Associates, L.P. ("KA"), (ii) 1,895,134 shares of Common Stock directly held by Kensico Offshore Fund Master, Ltd. ("KO"), (iii) 1,516,900 shares of Common Stock directly held by Kensico Partners, L.P. ("KP") and (iv) 858,777 shares of Common Stock directly held by Kensico Offshore Fund II Master, Ltd. ("KO II"). The securities reported as directly beneficially owned by KA, KO, KP and KO II may be deemed to be indirectly beneficially owned by Kensico Capital Management Corp., which is the investment manager of each such entity and has voting and investment control over the securities held by each such entity. The securities reported as directly beneficially owned by KA and KP may also be deemed to be indirectly beneficially owned by Kensico Capital, L.L.C., which is the sole general partner of KA and KP.
Thomas J. Coleman and Michael B. Lowenstein are the controlling shareholders of Kensico Capital Management Corp. and managing members of Kensico Capital, L.L.C., and may therefore also be deemed to indirectly beneficially own the securities directly beneficially owned by KO, KO II, KA and KP. Pursuant to Instruction 5(b)(iv) of Form 3, Kensico Capital Management Corp., Kensico Capital, L.L.C., Thomas J. Coleman and Michael B. Lowenstein have elected to report as indirectly beneficially owned the entire number of securities owned by KO, KO II, KA and KP, but each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed its or his pecuniary interest therein and/or that are not actually distributed to it or him.
/s/ Michael B. Lowenstein, Director of Kensico Capital Management Corp., LLC
2011-11-07
/s/ Michael B. Lowenstein, Managing Member of Kensico Capital, L.L.C., General Partner of Kensico Associates, L.P.
2011-11-07
/s/ Michael B. Lowenstein, Managing Member of Kensico Capital, L.L.C., General Partner of Kensico Partners, L.P.
2011-11-07
/s/ Michael B. Lowenstein, Director of Kensico Capital Management Corp., Investment Manager of Kensico Offshore Fund Master, Ltd.
2011-11-07
/s/ Michael B. Lowenstein, Director of Kensico Capital Management Corp., Investment Manager of Kensico Offshore Fund II Master, Ltd.
2011-11-07
/s/ Michael B. Lowenstein, Managing Member of Kensico Capital, L.L.C.
2011-11-07
/s/ Michael B. Lowenstein
2011-11-07
/s/ Thomas J. Coleman
2011-11-07