WebMD acquired by Internet Brands, a portfolio company of KKR, for $2.8 billion

By Jeff Lagasse
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WebMD Health Corp., operators of the popular WebMD website, is being acquired by Internet Brands, a portfolio company of KKR, for about $2.8 billion.

A subsidiary of Internet Brands will float a tender offer in the next 10 business days to acquire all of the issued and outstanding shares of WebMD common stock for $66.50 per share, to be paid in cash when the transaction’s a done deal.

The valuation represents a premium of about 30 percent to WebMD's share price on February 15 of this year -- the day before WebMD announced that it was starting to explore and evaluate potential strategic alternatives -- as well as a premium of around 20 percent over WebMD's closing share price on July 21.

The financing for the transaction is fully committed, and the WebMD Board of Directors has approved the merger agreement. The acquisition is expected to close during the fourth quarter of this year, subject to the all of the customary closing conditions.

Martin J. Wygod, Chairman of WebMD, said the transaction “provides our stockholders with immediate and significant cash value and a substantial premium.” He said WebMD and its financial advisors reached out to more than 100 strategic and financial partners, garnering confidence that stockholders’ value would be maximized by the move.

Bob Brisco, CEO of Internet Brands, called WebMD “a trusted source for health information” with “unparalleled reach to consumers and healthcare professionals.”

Internet Brands' health vertical serves millions of consumers and more than 50,000 healthcare practices utilizing a multi-brand, multi-product approach. The company is the leading SaaS/web hosting player in the health space, serving a wide variety of practice areas, including dental, chiropractic, veterinary, vision care, and mental/physical therapy. Its health SaaS businesses provide web presence, online marketing and practice management solutions to practices across the country. These businesses include Demandforce, Officite, Sesame Communications and Baystone Media.

The company's consumer-focused health brands provide content and online communities for consumers in search of health-related information. These include DentalPlans.com, eHealthForum.com, HealthBoards.com, FitDay.com and VeinDirectory.org.

Equity financing for the transaction is being provided primarily by KKR's private equity funds.

The news comes during a busy period for WebMD. The company posted an 8 percent increase in revenue for the fourth quarter of 2016 as well as improved bio-pharma advertising, and a bump in their health and information services. Medscape continues to be the company’s powerhouse, with 60 percent of the advertising revenue and 8.3 million physician sessions per month. The number of consumer visitors to the WebMD health network was also up on both desktop and mobile, with 64 million users during the quarter.

And as of March, people who use the Amazon Alexa voice-assistant service can launch the WebMD skill on any Alexa-enabled device -- such as the Echo, Echo Dot and Amazon Fire TV -- and ask a question about a range of health-related topics including conditions, medication, tests and treatments. Alexa will respond with WebMD-sourced answers in easy-to-understand language.

Rumors that WebMD was shopping around for a buyer have sprung up for years. In January 2016 the company denied rumors that it was in conversations with Walgreens and UnitedHealthcare. At that time, we dove into the company's history and the ways in which it has navigated the emergence of digital health as a category.