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Trustmark and HealthFitness Announce Early Termination of Hart-Scott-Rodino Waiting Period
Date:2/5/2010

LAKE FOREST, Ill. and MINNEAPOLIS, Feb. 5 /PRNewswire-FirstCall/ -- Trustmark Mutual Holding Company and Health Fitness Corporation (NYSE AMEX: FIT) today announced that the U.S. Federal Trade Commission has granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act in connection with Trustmark's proposed acquisition of HealthFitness.

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On January 21, 2010, the companies previously announced a definitive agreement whereby Trustmark would acquire HealthFitness in a cash tender offer and subsequent merger for approximately $97 million on a fully diluted basis. Trustmark, through its wholly owned subsidiaries Trustco Holdings, Inc. and Trustco Minnesota, Inc., commenced a cash tender offer to purchase all outstanding shares of HealthFitness common stock on January 26, 2010. The tender offer will expire at midnight on February 24, 2010, unless extended in accordance with the terms of the merger agreement and the applicable rules and regulations of the U.S. Securities and Exchange Commission (SEC). Termination of the waiting period satisfies one of the conditions to the closing of the tender offer. The closing of the tender offer also is conditioned on the tender of a majority of the outstanding shares of HealthFitness common stock on a fully diluted basis and the satisfaction of other customary closing conditions.

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SOURCE Health Fitness Corporation
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