0001140361-12-002286.txt : 20120112
0001140361-12-002286.hdr.sgml : 20120112
20120112184303
ACCESSION NUMBER: 0001140361-12-002286
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120110
FILED AS OF DATE: 20120112
DATE AS OF CHANGE: 20120112
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: ICAHN CARL C
CENTRAL INDEX KEY: 0000921669
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 12525046
BUSINESS ADDRESS:
STREET 1: C/O ICAHN ASSOCIATES CORP.
STREET 2: 767 FIFTH AVE., SUITE 4700
CITY: NEW YORK
STATE: NY
ZIP: 10153
BUSINESS PHONE: 212-702-4300
MAIL ADDRESS:
STREET 1: C/O ICAHN ASSOCIATES CORP.
STREET 2: 767 FIFTH AVE., SUITE 4700
CITY: NEW YORK
STATE: NY
ZIP: 10153
FORMER NAME:
FORMER CONFORMED NAME: ICAHN CARL C ET AL
DATE OF NAME CHANGE: 19950612
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIGH RIVER LIMITED PARTNERSHIP
CENTRAL INDEX KEY: 0000928464
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 12525045
BUSINESS ADDRESS:
STREET 1: 445 HAMILTON AVENUE
STREET 2: SUITE 1210
CITY: WHITE PLAINS
STATE: NY
ZIP: 10601
BUSINESS PHONE: 914-614-7000
MAIL ADDRESS:
STREET 1: 445 HAMILTON AVENUE
STREET 2: SUITE 1210
CITY: WHITE PLAINS
STATE: NY
ZIP: 10601
FORMER NAME:
FORMER CONFORMED NAME: HIGH RIVER LIMITED PARTNERSHIP /NY/
DATE OF NAME CHANGE: 19990517
FORMER NAME:
FORMER CONFORMED NAME: HIGH RIVER LIMITED PARTNERSHIP
DATE OF NAME CHANGE: 19950526
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICAHN PARTNERS LP
CENTRAL INDEX KEY: 0001313666
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 12525047
BUSINESS ADDRESS:
STREET 1: 767 FIFTH AVENUE
STREET 2: 47TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10153
BUSINESS PHONE: 212-702-4364
MAIL ADDRESS:
STREET 1: 767 FIFTH AVENUE
STREET 2: 47TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10153
FORMER NAME:
FORMER CONFORMED NAME: Icahn Partners L P
DATE OF NAME CHANGE: 20050107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICAHN PARTNERS MASTER FUND LP
CENTRAL INDEX KEY: 0001322827
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 12525042
BUSINESS ADDRESS:
STREET 1: C/O WALKER HOUSE
STREET 2: 87 MARY STREET
CITY: GEORGE TOWN, GRAND CAYMAN
STATE: E9
ZIP: KY1-9001
BUSINESS PHONE: 011 345 949-0100
MAIL ADDRESS:
STREET 1: C/O WALKER HOUSE
STREET 2: 87 MARY STREET
CITY: GEORGE TOWN, GRAND CAYMAN
STATE: E9
ZIP: KY1-9001
FORMER NAME:
FORMER CONFORMED NAME: Icahn Partners Master Fund LP
DATE OF NAME CHANGE: 20050405
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICAHN PARTNERS MASTER FUND III L.P.
CENTRAL INDEX KEY: 0001414179
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 12525043
BUSINESS ADDRESS:
STREET 1: C/O WALKER HOUSE
STREET 2: 87 MARY STREET
CITY: GRAND CAYMAN, CAYMAN ISLANDS
STATE: E9
ZIP: KY1-9001
BUSINESS PHONE: 914-614-7000
MAIL ADDRESS:
STREET 1: C/O WALKER HOUSE
STREET 2: 87 MARY STREET
CITY: GRAND CAYMAN, CAYMAN ISLANDS
STATE: E9
ZIP: KY1-9001
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICAHN PARTNERS MASTER FUND II L.P.
CENTRAL INDEX KEY: 0001414181
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 12525044
BUSINESS ADDRESS:
STREET 1: C/O WALKER HOUSE
STREET 2: 87 MARY STREET
CITY: GRAND CAYMAN, CAYMAN ISLANDS
STATE: E9
ZIP: KY1-9001
BUSINESS PHONE: 914-614-7000
MAIL ADDRESS:
STREET 1: C/O WALKER HOUSE
STREET 2: 87 MARY STREET
CITY: GRAND CAYMAN, CAYMAN ISLANDS
STATE: E9
ZIP: KY1-9001
FORMER NAME:
FORMER CONFORMED NAME: ICAHN PARTNERS MASTER FUND II LP
DATE OF NAME CHANGE: 20071003
4
1
doc1.xml
FORM 4
X0304
4
2012-01-10
0
0001326583
WebMD Health Corp.
WBMD
0000921669
ICAHN CARL C
C/O ICAHN ASSOCIATES CORP.
767 FIFTH AVE., SUITE 4700
NEW YORK
NY
10153
0
0
1
0
0000928464
HIGH RIVER LIMITED PARTNERSHIP
445 HAMILTON AVENUE
SUITE 1210
WHITE PLAINS
NY
10601
0
0
1
0
0001414181
ICAHN PARTNERS MASTER FUND II L.P.
C/O WALKER HOUSE
87 MARY STREET
GRAND CAYMAN, CAYMAN ISLANDS
E9
KY1-9001
CAYMAN ISLANDS
0
0
1
0
0001414179
ICAHN PARTNERS MASTER FUND III L.P.
C/O WALKER HOUSE
87 MARY STREET
GEORGE TOWN
E9
KY1-9001
CAYMAN ISLANDS
0
0
1
0
0001322827
ICAHN PARTNERS MASTER FUND LP
C/O WALKER HOUSE
87 MARY STREET
GEORGE TOWN, GRAND CAYMAN
E9
KY1-9001
CAYMAN ISLANDS
0
0
1
0
0001313666
ICAHN PARTNERS LP
445 HAMILTON AVENUE
SUITE 1210
WHITE PLAINS
NY
10601
0
0
1
0
WebMD Health Corp. Common Stock (the "Shares")
2012-01-10
4
P
0
250000
26.11
A
5942274
I
please see all footnotes
WebMD Health Corp. Common Stock (the "Shares")
2012-01-11
4
P
0
200000
26.16
A
6142274
I
please see all footnotes
WebMD Health Corp. Common Stock (the "Shares")
2012-01-12
4
P
0
95587
26.22
A
6237861
I
please see all footnotes
High River Limited Partnership ("High River") directly beneficially owns 1,247,573 Shares, Icahn Partners LP ("Icahn Partners") directly beneficially owns 1,947,261 Shares, Icahn Partners Master Fund LP ("Icahn Master") directly beneficially owns 2,027,013 Shares, Icahn Partners Master Fund II LP ("Icahn Master II") directly beneficially owns 705,480 Shares, and Icahn Partners Master Fund III LP ("Icahn Master III") directly beneficially owns 310,534 Shares.
Barberry Corp. ("Barberry"), is the sole member of Hopper Investments LLC ("Hopper"), which is the general partner of High River. Beckton Corp. ("Beckton") is the sole stockholder of Icahn Enterprises G.P. Inc. ("Icahn Enterprises GP"), which is the general partner of Icahn Enterprises Holdings L.P. ("Icahn Enterprises Holdings"). Icahn Enterprises Holdings is the sole member of IPH GP LLC ("IPH"), which is the general partner of Icahn Capital LP ("Icahn Capital"). Icahn Capital is the general partner of each of Icahn Onshore LP ("Icahn Onshore") and Icahn Offshore LP ("Icahn Offshore"). Icahn Onshore is the general partner of Icahn Partners. Icahn Offshore is the general partner of each of Icahn Master, Icahn Master II and Icahn Master III.
Each of Barberry and Beckton is 100 percent owned by Carl C. Icahn. As such, Mr. Icahn is in a position indirectly to determine the investment and voting decisions made by each of High River, Icahn Partners, Icahn Master, Icahn Master II and Icahn Master III. Each of Hopper, Barberry and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which High River owns. Each of Hopper, Barberry and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein.
Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which Icahn Partners owns. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein.
Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which each of Icahn Master, Icahn Master II and Icahn Master III owns. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein.
CARL C. ICHAN
2012-01-12