WebMD Health (WBMD)

 

In June 2009, a purported class action was filed on behalf of stockholders of WebMD in the Supreme Court of the State of New York, County of New York. Roberta Feinstein v. WebMD Health Corporation, et al., No. 650369/2009 (Sup. Ct. N.Y. Co.). The action names as defendants: WebMD; certain directors of WebMD; and the Company. The action alleges, among other things, that the members of WebMD’s Board of Directors breached their fiduciary duties of care, loyalty, good faith and candor in agreeing to the WebMD Merger and have attempted to unfairly deprive WebMD’s stockholders of the true value of their investment in WebMD, with the action containing additional allegations that the Company aided and abetted the breaches of fiduciary duty of WebMD’s directors. The lawsuit seeks, among other things, to certify plaintiff as class representative, a declaration that the members of WebMD’s Board of Directors have breached their fiduciary duties, and an award of attorneys’ and experts’ fees and expenses. WebMD believes that the class claim asserted by WebMD’s stockholders relating to the WebMD Merger is without merit and intends to contest it vigorously.