WebMD Health (WBMD) 8-K WebMD Announces Third Quarter Financial Results

Exhibit 99.5

HLTH CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data, unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2009			2008			2009			2008
				(a)						(a)
Revenue	$	111,568		$	96,777		$	300,463		$	263,391
Cost of operations		41,965			34,225			117,759			97,120
Sales and marketing		26,265			26,021			80,623			76,068
General and administrative		21,967			22,493			65,818			66,120
Depreciation and amortization		7,134			7,188			21,193			21,177
Interest income		1,840			9,386			6,060			29,384
Interest expense		5,541			6,636			17,858			19,746
Gain on repurchases of convertible notes		—			—			10,120			—
Gain on sale of EBS Master LLC		—			—			—			538,024
Impairment of auction rate securities		—			—			—			60,108
Other expense, net		123			997			944			5,807
Income from continuing operations before income tax provision		10,413			8,603			12,448			484,653
Income tax provision		5,389			3,493			4,922			29,664
Equity in earnings of EBS Master LLC		—			—			—			4,007
Consolidated income from continuing operations		5,024			5,110			7,526			458,996
Consolidated income from discontinued operations, net of tax		27,462			92,647			14,695			92,641
Consolidated net income inclusive of noncontrolling interest		32,486			97,757			22,221			551,637
(Income) loss attributable to noncontrolling interest		(2,184	)		(1,845	)		(3,181	)		929
Net income attributable to HLTH stockholders	$	30,302		$	95,912		$	19,040		$	552,566
Amounts attributable to HLTH stockholders:
Income from continuing operations	$	2,872		$	3,403		$	3,381		$	460,114
Income from discontinued operations		27,430			92,509			15,659			92,452
Net income attributable to HLTH stockholders	$	30,302		$	95,912		$	19,040		$	552,566
Basic income per common share:
Income from continuing operations	$	0.03		$	0.02		$	0.03		$	2.52
Income from discontinued operations		0.26			0.50			0.15			0.50
Net income attributable to HLTH stockholders	$	0.29		$	0.52		$	0.18		$	3.02
Diluted income per common share:
Income from continuing operations	$	0.02		$	0.02		$	0.03		$	2.06
Income from discontinued operations		0.25			0.49			0.15			0.41
Net income attributable to HLTH stockholders	$	0.27		$	0.51		$	0.18		$	2.47
Weighted-average shares outstanding used in computing income per common share:
Basic		103,727			183,716			102,695			182,838
Diluted		109,380			187,527			106,136			228,653

(a) The consolidated financial statements for the three and nine months ended September 30, 2008 have been adjusted to reflect (i) the required adoption, effective January 1, 2009, of new authoritative guidance and (ii) the reclassification of WebMD’s Little Blue Book print directory business to discontinued operations.

HLTH CORPORATION
CONSOLIDATED SUPPLEMENTAL FINANCIAL INFORMATION
(In thousands, except per share data, unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2009			2008			2009			2008
				(c)						(c)
Revenue
WebMD:
Public portal advertising and sponsorship	$	89,414		$	74,658		$	232,695		$	197,523
Private portal services		22,154			22,139			67,768			65,928
Inter-segment eliminations		—			(20	)		—			(60	)
	$	111,568		$	96,777		$	300,463		$	263,391
Earnings before interest, taxes, non-cash and other items (“Adjusted EBITDA”) (a)
WebMD	$	33,123		$	25,467		$	75,029		$	60,191
Corporate		(2,559	)		(4,679	)		(9,183	)		(15,311	)
		30,564			20,788			65,846			44,880
Adjusted EBITDA per basic common share	$	0.29		$	0.11		$	0.64		$	0.25
Adjusted EBITDA per diluted common share	$	0.28		$	0.11		$	0.62		$	0.20
Interest, taxes, non-cash and other items (b)
Interest income		1,840			9,386			6,060			29,384
Interest expense		(5,541	)		(6,636	)		(17,858	)		(19,746	)
Income tax provision		(5,389	)		(3,493	)		(4,922	)		(29,664	)
Depreciation and amortization		(7,134	)		(7,188	)		(21,193	)		(21,177	)
Non-cash stock-based compensation		(9,217	)		(6,468	)		(27,783	)		(18,856	)
Non-cash advertising		—			(178	)		(1,753	)		(1,736	)
Gain on repurchases of convertible notes		—			—			10,120			—
Equity in earnings of EBS Master LLC		—			—			—			4,007
Gain on sale of EBS Master LLC		—			—			—			538,024
Impairment of auction rate securities		—			—			—			(60,108	)
Other expense, net		(99	)		(1,101	)		(991	)		(6,012	)
Consolidated income from continuing operations		5,024			5,110			7,526			458,996
Consolidated income from discontinued operations, net of tax		27,462			92,647			14,695			92,641
Consolidated net income inclusive of noncontrolling interest		32,486			97,757			22,221			551,637
(Income) loss attributable to noncontrolling interest		(2,184	)		(1,845	)		(3,181	)		929
Net income attributable to HLTH stockholders	$	30,302		$	95,912		$	19,040		$	552,566
Amounts attributable to HLTH stockholders:
Income from continuing operations	$	2,872		$	3,403		$	3,381		$	460,114
Income from discontinued operations		27,430			92,509			15,659			92,452
Net income attributable to HLTH stockholders	$	30,302		$	95,912		$	19,040		$	552,566
Basic income per common share:
Income from continuing operations	$	0.03		$	0.02		$	0.03		$	2.52
Income from discontinued operations		0.26			0.50			0.15			0.50
Net income attributable to HLTH stockholders	$	0.29		$	0.52		$	0.18		$	3.02
Diluted income per common share:
Income from continuing operations	$	0.02		$	0.02		$	0.03		$	2.06
Income from discontinued operations		0.25			0.49			0.15			0.41
Net income attributable to HLTH stockholders	$	0.27		$	0.51		$	0.18		$	2.47
Weighted-average shares outstanding used in computing income per common share:
Basic		103,727			183,716			102,695			182,838
Diluted		109,380			187,527			106,136			228,653

(a)	See Annex A-Explanation of Non-GAAP Financial Measures.
(b)	Reconciliation of Adjusted EBITDA to consolidated income from continuing operations.
(c)	The consolidated financial statements for the three and nine months ended September 30, 2008 have been adjusted to reflect (i) the required adoption, effective January 1, 2009, of new authoritative guidance and (ii) the reclassification of WebMD’s Little Blue Book print directory business to discontinued operations.

HLTH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, unaudited)

	September 30,		December 31,
	2009		2008
Assets
Cash and cash equivalents	$	589,553	$	629,848
Accounts receivable, net		87,072		93,082
Prepaid expenses and other current assets		48,102		44,740
Assets of discontinued operations		121,413		131,350
Total current assets		846,140		899,020
Investments		275,217		288,049
Property and equipment, net		54,530		56,633
Goodwill		202,104		202,104
Intangible assets, net		27,385		32,328
Other assets		19,240		23,600
Total Assets	$	1,424,616	$	1,501,734
Liabilities and Equity
Accrued expenses	$	46,920	$	54,595
Deferred revenue		83,861		79,613
Liabilities of discontinued operations		68,383		100,771
Total current liabilities		199,164		234,979
1.75% convertible notes		264,583		350,000
31/8% convertible notes, net of discount of $24,543 at September 30, 2009 and $35,982 at December 31, 2008		225,757		264,018
Other long-term liabilities		37,857		21,816
HLTH stockholders’ equity		538,676		496,698
Noncontrolling interest in WHC		158,579		134,223
Equity		697,255		630,921
Total Liabilities and Equity	$	1,424,616	$	1,501,734

HLTH CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)

	Nine Months Ended
	September 30,
	2009			2008
				(a)
Cash flows from operating activities:
Consolidated net income inclusive of noncontrolling interest	$	22,221		$	551,637
Adjustments to reconcile consolidated net income inclusive of noncontrolling interest to net cash provided by operating activities:
Consolidated income from discontinued operations, net of tax		(14,695	)		(92,641	)
Depreciation and amortization		21,193			21,177
Non-cash interest expense		7,737			8,123
Non-cash advertising		1,753			1,736
Non-cash stock-based compensation		27,783			18,856
Deferred income taxes		7,563			9,448
Gain on repurchases of convertible notes		(10,120	)		—
Gain on sale of EBS Master LLC		—			(538,024	)
Impairment of auction rate securities		—			60,108
Equity in earnings of EBS Master LLC		—			(4,007	)
Changes in operating assets and liabilities:
Accounts receivable		6,010			6,275
Prepaid expenses and other, net		(8,394	)		(10,450	)
Accrued expenses and other long-term liabilities		(7,740	)		(3,518	)
Deferred revenue		4,248			5,367
Net cash provided by continuing operations		57,559			34,087
Net cash provided by discontinued operations		9,273			44,738
Net cash provided by operating activities		66,832			78,825
Cash flows from investing activities:
Proceeds from maturities and sales of available-for-sale securities		2,200			117,539
Purchases of available-for-sale securities		—			(177,150	)
Purchases of property and equipment		(14,248	)		(15,075	)
Proceeds related to the sales of EBS Master LLC		—			574,617
Proceeds from the sale of discontinued operations		2,840			247,089
Proceeds from advances to EBS Master LLC		—			1,224
Other		—			148
Net cash (used in) provided by continuing operations		(9,208	)		748,392
Net cash used in discontinued operations		(3,315	)		(4,305	)
Net cash (used in) provided by investing activities		(12,523	)		744,087
Cash flows from financing activities:
Proceeds from issuance of HLTH and WHC common stock		28,770			20,725
Repurchases of convertible notes		(123,857	)		—
Other		63			343
Net cash (used in) provided by continuing operations		(95,024	)		21,068
Net cash used in discontinued operations		—			(76	)
Net cash (used in) provided by financing activities		(95,024	)		20,992
Effect of exchange rates on cash		420			(604	)
Net (decrease) increase in cash and cash equivalents		(40,295	)		843,300
Cash and cash equivalents at beginning of period		629,848			536,879
Cash and cash equivalents at end of period	$	589,553		$	1,380,179

(a) The consolidated financial statements for the nine months ended September 30, 2008 have been adjusted to reflect (i) the required adoption, effective January 1, 2009, of new authoritative guidance and (ii) the reclassification of WebMD’s Little Blue Book print directory business to discontinued operations.