WBMD » Topics » (c) Issuer Purchases of Equity Securities

This excerpt taken from the WBMD 10-Q filed May 11, 2009.
Issuer Purchases of Equity Securities
 
                                 
    Total Number
          Total Number of Shares
    Approximate Dollar Value of Shares
 
    of Shares
    Average Price
    Purchased as Part of Publicly
    that May Yet Be Purchased Under
 
Period
  Purchased(1)     Paid per Share     Announced Plans or Programs(2)     the Plans or Programs(2)  
 
1/01/09 - 1/31/09
    2,344     $ 21.59           $ 30,000,000  
2/01/09 - 2/28/09
    200     $ 22.71           $ 30,000,000  
3/01/09 - 3/31/09
    1,735     $ 23.18           $ 30,000,000  
                                 
Total
    4,279     $ 22.29                
                                 
 
 
(1) Represents shares withheld from WebMD Restricted Class A Common Stock that vested during the respective periods in order to satisfy withholding tax requirements related to the vesting of the awards. The value of these shares was determined based on the closing price of WebMD Class A Common Stock on the date of vesting.
 
(2) Relates to the repurchase program that WebMD announced in December 2008, at which time WebMD was authorized to use up to $30 million to purchase shares of its Class A Common Stock from time to time. As of March 31, 2009, no shares had been purchased under this repurchase program. For additional information, see Note 6 to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2008.
 
ITEM 6.   Exhibits
 
The exhibits listed in the accompanying Exhibit Index on page E-1 are filed or furnished as part of this Quarterly Report.


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Issuer Purchases of Equity Securities
 
                                         
                Total
    Approximate
       
                Number of
    Dollar Value of
       
    Total
          Shares Purchased as
    Shares that May Yet
       
    Number of
          Part of Publicly
    Be Purchased Under
       
    Shares
    Average Price
    Announced Plans or
    the Plans or
       
Period
  Purchased     Paid per Share     Programs     Programs(3)        
 
10/01/08 – 10/31/08
                               
11/01/08 – 11/30/08
    2,842 (1)   $ 22.38                      
12/01/08 – 12/31/08
    641,132 (2)   $ 20.00           $ 30,000,000          
                                         
Total
    643,974     $ 20.01                        
                                         
 
 
(1)  Represents shares withheld from WebMD Restricted Class A Common Stock that vested during the respective periods in order to satisfy withholding tax requirements related to the vesting of the awards. The value of these shares was determined based on the closing price of WebMD Class A Common Stock on the date of vesting.
 
(2)  Includes 640,930 shares of WebMD Class A Common Stock issued on December 3, 2008 to the former owners of Subimo, LLC as deferred consideration for WebMD’s acquisition of Subimo, which was completed in December 2006. The shares were repurchased by WebMD, for $20.00 per share, on December 3, 2008, immediately following their issuance. For additional information, see Note 6 to the Consolidated Financial Statements included in this Annual Report. Also includes 202 shares withheld from WebMD Restricted Class A Common Stock that vested during December 2008 in order to satisfy withholding tax requirements related to the vesting of the awards at an average price paid per share of $22.55. The value of these shares was determined based on the closing price of WebMD Class A Common Stock on the date of vesting.
 
(3)  Relates to the repurchase program that WebMD announced in December 2008, at which time WebMD was authorized to use up to $30 million to purchase shares of its Class A Common Stock from time to time. As of December 31, 2008, no shares had been purchased under this repurchase program. For additional information, see Note 4 to the Consolidated Financial Statements included in this Annual Report.


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Issuer
Purchases of Equity Securities



 





















































































































































































































































































                                         

 

 

 

 

 

 

 

 

Total



 

 

Approximate



 

 

 

 

 

 

 

 

 

 

 

 

Number of



 

 

Dollar Value of



 

 

 

 

 

 

Total



 

 

 

 

 

Shares Purchased as



 

 

Shares that May Yet



 

 

 

 

 

 

Number of



 

 

 

 

 

Part of Publicly



 

 

Be Purchased Under



 

 

 

 

 

 

Shares



 

 

Average Price



 

 

Announced Plans or



 

 

the Plans or



 

 

 

 


Period


 

Purchased

 

 

Paid per Share

 

 

Programs

 

 

Programs(3)


 

 

 

 
 


10/01/08 – 10/31/08


 

 



 

 

 



 

 

 



 

 

 



 

 

 

 

 


11/01/08 – 11/30/08


 

 

2,842

(1)


 

$

22.38

 

 

 



 

 

 



 

 

 

 

 


12/01/08 – 12/31/08


 

 

641,132

(2)


 

$

20.00

 

 

 



 

 

$

30,000,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Total


 

 

643,974

 

 

$

20.01

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 






 




 


































(1) 
Represents shares withheld from WebMD Restricted Class A
Common Stock that vested during the respective periods in order
to satisfy withholding tax requirements related to the vesting
of the awards. The value of these shares was determined based on
the closing price of WebMD Class A Common Stock on the date
of vesting.
 
(2) 
Includes 640,930 shares of WebMD Class A Common Stock
issued on December 3, 2008 to the former owners of Subimo,
LLC as deferred consideration for WebMD’s acquisition of
Subimo, which was completed in December 2006. The shares were
repurchased by WebMD, for $20.00 per share, on December 3,
2008, immediately following their issuance. For additional
information, see Note 6 to the Consolidated Financial
Statements included in this Annual Report. Also includes
202 shares withheld from WebMD Restricted Class A
Common Stock that vested during December 2008 in order to
satisfy withholding tax requirements related to the vesting of
the awards at an average price paid per share of $22.55. The
value of these shares was determined based on the closing price
of WebMD Class A Common Stock on the date of vesting.
 
(3) 
Relates to the repurchase program that WebMD announced in
December 2008, at which time WebMD was authorized to use up to
$30 million to purchase shares of its Class A Common
Stock from time to time. As of December 31, 2008, no shares
had been purchased under this repurchase program. For additional
information, see Note 4 to the Consolidated Financial
Statements included in this Annual Report.





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This excerpt taken from the WBMD 10-Q filed Aug 9, 2006.
(c)  Issuer Purchases of Equity Securities
 
During April 2006, 105 shares were withheld from WebMD Restricted Stock that vested on April 28, 2006, in order to satisfy withholding tax requirements related to the vesting of the awards. The value of these shares was determined based on $43.52 per share, the closing fair market value of our Class A Common Stock on the date of the vesting. This was the only repurchase of equity securities made by us during the three months ended June 30, 2006. We do not have a repurchase program.
 
ITEM 6.   Exhibits
 
The exhibits listed in the accompanying Exhibit Index on page E-1 are filed or furnished as part of this Quarterly Report.


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