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This excerpt taken from the WBMD 10-Q filed Aug 11, 2008. Other
Recent Transactions
Credit Facility. On June 30, 2008, we
held investments in certain ARS backed by student loans with a
face amount of approximately $167,500. We recently entered into
a non-recourse credit facility (which we refer to as the Credit
Facility) with Citigroup that is secured by its ARS holdings
(including, in some circumstances, interest payable on the ARS
holdings), that will allow WebMD to borrow up to 75% of the
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face amount of the ARS holdings pledged as collateral under the
Credit Facility. The Credit Facility is governed by a loan
agreement, dated as of May 6, 2008, containing customary
representations and warranties of the borrower and certain
affirmative covenants and negative covenants relating to the
pledged collateral. Under the loan agreement, the borrower and
the lender may, in certain circumstances, cause the pledged
collateral to be sold, with the proceeds of any such sale
required to be applied in full immediately to repayment of
amounts borrowed.
No borrowings have been made under the Credit Facility to date.
Borrowings can be made under this Credit Facility until May
2009. The interest rate applicable to such borrowings will be
one-month LIBOR plus 250 basis points. Any borrowings
outstanding under the Credit Facility after March 2009 become
demand loans, subject to 60 days notice, with recourse only
to the pledged collateral.
HLTH has also entered into a credit facility with Citigroup, on
substantially similar terms and conditions.
Sale of ACP Medicine and ACS Surgery. As of
December 31, 2007, we entered into an Asset Sale Agreement
and completed the sale of certain assets and certain liabilities
of our medical reference publications business, including the
publications ACP Medicine and ACS Surgery: Principles
and Practice . The assets and liabilities sold are referred
to below as the “ACS/ACP Business.” ACP Medicine
and ACS Surgery are official publications of the
American College of Physicians and the American College of
Surgeons, respectively. We will receive net cash proceeds of
$2,809, consisting of $1,734 received in the quarter ended
March 31, 2008 and the remaining $1,075 to be received in
the quarter ending September 30, 2008. We incurred
approximately $800 of professional fees and other expenses
associated with the sale of the ACS/ACP Business. In connection
with the sale, we recognized a gain of $3,571, net of a tax
benefit of $177, as of December 31, 2007. The decision to
divest the ACS/ACP Business was made because management
determined that it was not a good fit with our core business.
This excerpt taken from the WBMD 10-Q filed May 12, 2008. Other
Recent Transactions
Credit Facility. On May 6, 2008, WebMD
held investments in certain ARS backed by student loans with a
face amount of approximately $167,800. WebMD has entered into a
non-recourse credit facility from Citigroup secured by its ARS
holdings (including, in some circumstances, interest payable on
the ARS
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holdings), that will allow WebMD to borrow up to 75% of the face
amount of the ARS holdings pledged as collateral under the
Credit Facility. The Credit Facility is governed by a loan
agreement, dated as of May 6, 2008, containing customary
representations and warranties of the borrower and certain
affirmative covenants and negative covenants relating to the
pledged collateral. Under the loan agreement, the borrower and
the lender may, in certain circumstances, cause the pledged
collateral to be sold, with the proceeds of any such sale
required to be applied in full immediately to repayment of
amounts borrowed.
No borrowings have been made under the Credit Facility to date.
WebMD can make borrowings under its Credit Facility until May
2009. The interest rate applicable to such borrowings will be
one-month
LIBOR plus 250 basis points. Any borrowings outstanding
under the Credit Facility after March 2009 become demand loans,
subject to 60 days notice, with recourse only to the
pledged collateral.
HLTH has also entered into a credit facility with Citigroup, on
substantially similar terms and conditions.
Sale of ACP Medicine and ACS Surgery. As of
December 31, 2007, WebMD entered into an Asset Sale
Agreement and completed the sale of certain assets and certain
liabilities of our medical reference publications business,
including the publications ACP Medicine and ACS
Surgery: Principles and Practice. The assets and liabilities
sold are referred to below as the “ACS/ACP Business.”
ACP Medicine and ACS Surgery are official publications of the
American College of Physicians and the American College of
Surgeons, respectively. WebMD will receive net cash proceeds of
$2,809, consisting of $1,734 received in the quarter ended
March 31, 2008 and the remaining $1,075 to be received
through June 30, 2008. WebMD incurred approximately $800 of
professional fees and other expenses associated with the sale of
the ACS/ACP Business. In connection with the sale, WebMD
recognized a gain of $3,571 as of December 31, 2007. The
decision to divest the ACS/ACP Business was made because
management determined that it was not a good fit with our core
business.
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