WellPoint Closes Financing with Quorum Funding Corp.

WellPoint has closed the previously announced private placement offering of a convertible secured debenture to an investment fund managed by associates of the Quorum Funding Corporation (the "Quorum Offering").

The offering consists of a convertible secured debenture in the principal amount of up to US $2,000,000 (the "QOGT Debenture"). The QOGT Debenture matures on January 30, 2014, bears an adjustable rate of interest, initially at an annual rate of 7.75% and is convertible into common shares of WellPoint at the option of the holder at any time prior to the maturity date at a conversion price of $0.30 per share. The proceeds of the QOGT Debenture will be used to fund ongoing investment in developing and delivering integrated back office solutions to the oil & gas and mining markets, and for general working capital purposes.

Pursuant to the closing, and in order to reflect prevailing market conditions and the recent decline in WellPoint's share price, as well as the extension of maturity dates on selected debentures, the conversion price on all existing Quorum debentures has been revised to $0.30 per share.

WellPoint has also agreed with the former shareholders of Bolo that they will defer all of their earnout payments for 2008 and 2009 to October 1, 2010. In consideration of this deferral, WellPoint has issued a convertible debenture that will bear an adjustable rate of interest, initially at an annual rate of 7.75% and be convertible into common shares of WellPoint at the option of the holder at any time prior to the maturity date at a conversion price of $0.30 per share.
 

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