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AMERIGROUP Corporation Earns $0.74 Per Diluted Share
Date:10/22/2008

2008 Full-Year EPS Estimate Increased;

Company Provides Outlook for 2009

VIRGINIA BEACH, Va. Oct. 22, 2008 /PRNewswire-FirstCall/ -- AMERIGROUP Corporation (NYSE: AGP) today announced that its net income for the third quarter of 2008 was $39.4 million, or $0.74 per diluted share, versus $31.2 million, or $0.58 per diluted share, for the third quarter of 2007, a 26.2% increase.

The Company is increasing and narrowing the range of its 2008 annual guidance. The Company expects the full-year 2008 net loss to be in the range of $1.16 to $1.11 per diluted share, which includes the impact of the litigation settlement recorded in the second quarter. Excluding this charge, the Company expects full-year 2008 earnings in the range of $2.58 to $2.63 per diluted share compared to the previous range of $2.30 to $2.40 per diluted share.

Highlights:

-- Third quarter total revenue of $1.1 billion, an 8.8% increase over the

third quarter of 2007.

-- Health benefits ratio of 80.1% of premium revenues.

-- Selling, general and administrative expense ratio of 14.4% of total

revenues.

-- Cash flow used in operations totaled $29.4 million for the nine months

ended September 30, 2008. Cash flow from operations for the same

period, excluding the impact of the litigation settlement, was $169.8

million.

-- Days in claims payable was 55 days, compared to 54 days in the previous

quarter.

-- AMERIGROUP is increasing and narrowing the range of its 2008 annual

earnings estimate, excluding the impact of the litigation settlement,

to $2.58 to $2.63 per diluted share from the previous range of $2.30 to< September 30,

2008 2007

Texas(1) 462,000 453,000

Tennessee(2) 352,000 185,000

Florida 228,000 200,000

Georgia 201,000 218,000

Maryland 161,000 147,000

New York 111,000 114,000

New Jersey 103,000 99,000

Ohio 56,000 52,000

Virginia 24,000 22,000

South Carolina 9,000 -

New Mexico 7,000 -

District of Columbia - 38,000

Total 1,714,000 1,528,000

(1) Membership includes approximately 13,000 members under an

Administrative Services Only (ASO) contract in 2007.

(2) Membership includes approximately 165,000 under an ASO contract in

2008.

The following table sets forth the approximate number of our members in

each of our products as of September 30, 2008 and 2007. Because we

receive two premiums for members that are in both the Medicare Advantage

and Medicaid products, these members have been counted in each product.

September 30,

Product 2008 2007

TANF (Medicaid)(1) 1,167,000 1,040,000

SCHIP 279,000 270,000

ABD (Medicaid)(2) 218,000 172,000

FamilyCare (Medicaid) 41,000 41,000

Medicare Advantage 9,000 5,000

Total 1,714,000 1,528,000

(1) Membership includes 124,000 members under an ASO contract in Tennessee

in 2008.

(2) Membership includes 41,000 members under ASO contracts in Tennessee in

2008 and 13,000 ASO contract members in Texas in 2007.

AMERIGROUP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in thousands, except per share data)

(unaudited)

September 30, December 31,

2008 2007

Assets

Current assets:

Cash and cash equivalents $684,856 $487,614

Short-term investments 161,660 199,947

Restricted investments held as collateral - 351,318

Premium receivables 72,460 82,940

Deferred income taxes 25,517 23,475

Prepaid expenses, provider and other

receivables and other 52,256 82,914

Total current assets 996,749 1,228,208

Property, equipment and software, net 102,431 97,933

Goodwill and other intangible assets, net 250,567 263,009

Long-term investments, including investments

on deposit for licensure 506,528 469,218

Deferred income taxes 10,683 12,075

Other long-term assets 17,402 18,178

$1,884,360 $2,088,621

Liabilities and Stockholders' Equity

Current liabilities:

Claims payable $528,042 $541,173

Unearned revenue 41,543 55,937

Accounts payable 3,200 6,775

Accrued expenses and other 173,707 167,188

Current portion of long-term debt and capital

leases 511 27,935

Total current liabilities 747,003 799,008

Long-term debt and capital leases 309,500 361,458

Other long-term liabilities 14,150 14,248

Total liabilities 1,070,653 1,174,714

Stockholders' equity:

Common stock, $.01 par value 535 532

Additional paid-in capital, net of treasury

stock 401,031 411,193

Other comprehensive loss (2,030) -

Retained earnings 414,171 502,182

Total stockholders' equity 813,707 913,907

$1,884,360 $2,088,621

AMERIGROUP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

Nine months ended

September 30,

2008 2007

(in thousands)

Cash flows from operating activities:

Net (loss) income ($88,011) $85,328

Adjustments to reconcile net (loss) income to

net cash (used in) provided by operating

activities:

Depreciation and amortization 26,459 23,596

Loss on disposal of property, equipment and

software 442 34

Deferred tax expense (benefit) 357 (5,617)

Compensation expense related to share-based

payments 7,702 10,152

Impairment of goodwill 8,808 -

Changes in assets and liabilities increasing

(decreasing) cash flows from operations:

Premium receivables 10,480 (16,937)

Prepaid expenses, provider and other

receivables and other current assets 27,610 (16,332)

Other assets (942) (2,954)

Claims payable (13,131) 120,510

Unearned revenue (14,394) 23,477

Accounts payable, accrued expenses and

other current liabilities 5,342 23,354

Other long-term liabilities (98) 5,947

Net cash (used in) provided by operating

activities (29,376) 250,558

Cash flows from investing activities:

Release (purchase) of restricted investments

held as collateral, net 351,318 (351,318)

Purchase of convertible note hedge

instruments - (52,702)

Proceeds from sale of warrant instruments - 25,662

Proceeds from sale of investments, net 2,332 (76,262)

Purchase of investments on deposit for

licensure, net (4,557) (15,422)

Purchase of property, equipment and software (27,547) (28,313)

Net cash provided by (used in) investing

activities 321,546 (498,355)

Cash flows from financing activities:

Proceeds from borrowings under credit

facility and issuance of convertible notes - 611,318

Repayments of borrowings under credit facility (79,025) (221,318)

Payment of debt issuance costs - (11,510)

Payment of capital lease obligations (357) (676)

Proceeds and tax benefits from exercise of

stock options and change in bank overdrafts,

net 7,344 10,137

Treasury stock purchases (22,890) -

Net cash (used in) provided by financing

activities (94,928) 387,951

Net increase in cash and cash equivalents 197,242 140,154

Cash and cash equivalents at beginning of

period 487,614 176,718

Cash and cash equivalents at end of period $684,856 $316,872

Reconciliation of Non-GAAP Financial Measures

Operating Results Excluding Litigation Settlement Charge for the Nine Months Ended September 30, 2008

The following tables present (i) the Company's Consolidated Operations for the nine months ended September 30, 2008; (ii) Condensed Consolidated Cashflows from Operations; and (iii) Forward-Looking Guidance for Full-Year 2008, on a GAAP and non-GAAP basis. Management believes that the presentation of certain financial information in this press release, excluding the litigation settlement charge that was recorded in the nine months ended September 30, 2008, which is non-GAAP financial information, is useful to investors and improves the comparability of the Company's ongoing operational results between periods. This non-GAAP financial information should be considered in addition to, not as a substitute for, financial information prepared in accordance with GAAP.

AMERIGROUP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(dollars in thousands, except per share data)

(unaudited)

GAAP Less: Impact Adjusted

Nine months of Litigation Nine months

ended Settlement ended

Sept. 30, 2008 Sept. 30, 2008

Revenues:

Premium $3,282,706 $ - $3,282,706

Investment income and other 58,696 - 58,696

Total revenues 3,341,402 3,341,402

Expenses:

Health benefits 2,672,166 - 2,672,166

Selling, general and

administrative 454,134 - 454,134

Litigation settlement 234,205 234,205 -

Depreciation and amortization 26,459 - 26,459

Interest 9,099 - 9,099

Total expenses 3,396,063 234,205 3,161,858

Income (loss) before income

taxes (54,661) (234,205) 179,544

Income tax (benefit) expense 33,350 (34,995) 68,345

Net income (loss) ($88,011) ($199,210) $111,199

Basic net (loss) income per

share ($1.66) ($3.76) $2.10

Diluted net (loss) income per

share ($1.66) ($3.72) $2.06

Basic shares outstanding 52,914,156 52,914,156

Fully diluted shares outstanding 52,914,156 53,889,288

AMERIGROUP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED OPERATING CASH FLOWS

(unaudited)

GAAP Less: Impact Adjusted

Nine months of Litigation Nine months

ended Settlement ended

Sept. 30, 2008 Sept. 30, 2008

Cash flows from operating

activities:

Net (loss) income ($88,011) ($199,210) $111,199

Adjustments to reconcile

net (loss) income to net cash

(used in) provided by operating

activities:

Depreciation and amortization 26,459 - 26,459

Loss on disposal of property,

equipment and software 442 - 442

Deferred tax expense 357 - 357

Compensation expense related to

share-based payments 7,702 - 7,702

Impairment of goodwill 8,808 - 8,808

Changes in assets and liabilities

increasing (decreasing) cash flows

from operations:

Premium receivables 10,480 - 10,480

Prepaid expenses, provider and

other receivables and other

current assets 27,610 - 27,610

Other assets (942) - (942)

Claims payable (13,131) - (13,131)

Unearned revenue (14,394) - (14,394)

Accounts payable, accrued expenses

and other current liabilities 5,342 - 5,342

Other long-term liabilities (98) - (98)

Net cash (used in) provided by

operating activities ($29,376) ($199,210) $169,834

Forward-looking Guidance for Full-Year 2008

Impact of Litigation

GAAP Guidance Settlement Adjusted Guidance

Diluted EPS range ($1.16)-($1.11) ($3.74) $2.58-$2.63

Basic Shares 52,500,000 52,500,000

Diluted Shares 52,500,000 53,800,000

CONTACTS:

Investors: Julie Loftus Trudell News Media: Kent Jenkins Jr.

Senior Vice President, Senior Vice President,

Investor Relations External Communications

AMERIGROUP Corporation AMERIGROUP Corporation

(757) 321-3597 (757) 769-7859

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$2.40 per diluted share.

-- Successfully began operations on August 1 in New Mexico's new

Coordinated Long-Term Services (CoLTS) program that constitutes one of

the Nation's first comprehensive programs to coordinate long-term care

for individuals.

-- AMERIGROUP is introducing its full-year 2009 annual earnings estimate

of $2.50 to $2.65 per diluted share, which includes the $0.12 dilutive

impact of the convertible debt accounting change required by

FSP APB 14-a.

"AMERIGROUP produced better than expected results in our health plan operations in the third quarter due to an array of Company-wide activities," said James G. Carlson, AMERIGROUP Chairman and Chief Executive Officer. "We remain acutely focused on the operations of our business at a time when the delivery of predictable and cost effective services for our state partners and members is even more critical. We are seeing improving results in Tennessee along with a smooth implementation of the new managed long-term care services program in New Mexico. In addition to our operational progress, we believe our strong balance sheet, careful investment strategy and solid cash flow position us well for future growth and performance. "

Premium Revenue

Total premium revenues for the third quarter of 2008 increased 9.1% to $1.1 billion compared with $1.0 billion in the third quarter of 2007. Sequentially, premium revenue decreased $5.4 million compared with the second quarter of 2008 primarily due to a retro-active premium payment in Tennessee of $47.3 million that elevated second quarter premium revenue. Excluding this payment, third quarter premium revenues increased 3.9% compared to the second quarter due to membership growth, rate increases and mix changes.

Investment Income

Third quarter investment income and other revenue was $17.6 million compared with $19.1 million in the third quarter of 2007. Sequentially, investment income and other revenue decreased approximately $1 million primarily due to a decline in invested assets associated with the litigation settlement payment.

Health Benefits

Health benefits as a percent of premium revenues were 80.1% for the third quarter of 2008 versus 82.9% in the third quarter of 2007 and compared to 82.0% for the second quarter of 2008.

The health benefits ratio declined sequentially due to strong performance during the quarter, as the majority of health plans exceeded expectations. The health benefits ratio was also impacted by favorable reserve development which primarily impacted estimates of medical costs related to the first half of 2008.

Selling, General and Administrative Expenses

The selling, general and administrative expense ratio was 14.4% of total revenues for the third quarter of 2008 versus 12.6% in the third quarter of 2007 and compared to 13.1% in the second quarter of 2008. Selling, general and administrative expenses were elevated in the quarter due to increased accruals for experience rebate expense in Texas and variable compensation expense associated with more favorable projected results for the year.

Balance Sheet Highlights

Cash and investments at September 30, 2008 totaled $1.35 billion of which $282.9 million was unregulated and unrestricted. Unregulated and unrestricted cash increased by $102.8 million compared to June 30, 2008.

Medical claims payable totaled $528.0 million representing 55 days of health benefits expense which compares to 54 days in the previous quarter.

AMERIGROUP repaid approximately $52.2 million of its outstanding term loan during the quarter and had a remaining balance of $50 million as of September 30, 2008.

Cash Flow Highlights

Cash flow used in operations, including the impact of the litigation settlement, totaled $29.4 million for the nine months ended September 30, 2008 compared to cash flow provided by operations of $250.6 million for the same period in the prior year. Excluding the litigation settlement, cash flow provided by operations was $169.8 million year to date, representing 1.5 times adjusted net income. A reconciliation of this non-GAAP financial measure to GAAP is included on page 11 of this release.

Share Repurchase

AMERIGROUP repurchased approximately 143,000 shares of its common stock for $3.6 million during the third quarter of 2008. Year to date, the Company has purchased approximately 843,000 shares for $22.9 million.

2008 Outlook

The Company is increasing and narrowing the range of its 2008 annual earnings estimate to $2.58 to $2.63 per diluted share from the previous range of $2.30 to $2.40 per diluted share. These estimates exclude the impact of the litigation settlement recorded in the second quarter and are therefore non-GAAP financial measures. A reconciliation of this non-GAAP financial measure to GAAP is included on page 11 of this release.

The Company's full-year 2008 estimates are predicated on the assumption that products and markets operate at expected levels. Additionally, these estimates include the following full-year assumptions, among others:
-- Organic premium revenue growth in the 13.5% to 14.0% range;

-- Investment income and other revenue slightly below the prior year;

-- Health benefits ratio of approximately 82% of premium revenues;

-- Selling, general and administrative expenses in the low 13% range of

total revenues; and

-- Fully diluted shares outstanding below 54 million.

Full-year 2009 Outlook

The Company is introducing its 2009 full-year outlook. AMERIGROUP expects earnings per diluted share in the range of $2.50 to $2.65 and total revenues in the range of $4.8 to $4.9 billion.

Full-year guidance includes the impact of the FASB Staff Position (FSP) APB 14-a, Accounting for Convertible Debt Instruments That May Be Settled in Cash Upon Conversion (Including Partial Cash Settlement), which is expected to decrease earnings by $0.12 per diluted share in 2009.

"While changes in accounting rules are increasing non-cash interest expense and investment income is expected to decline due to fixed-income yields, we believe our continued effective management of medical costs and efficiency gains on administrative costs will produce favorable earnings results next year," said James W. Truess, AMERIGROUP Chief Financial Officer.

The Company's 2009 earnings estimates are predicated on the assumption that products and markets operate at expected levels. Full-year 2009 guidance does not include the potentially accretive impact of the entry into Nevada, which is pending final contract approval.

Third Quarter Earnings Call

AMERIGROUP senior management will discuss the Company's third quarter results on a conference call Thursday, October 23, 2008 at 8:30 a.m. Eastern Time. The conference can be accessed by dialing 866-260-3161 (domestic) or 706-679-7245 (international) approximately ten minutes prior to the start time of the call. A recording of the call may be accessed by dialing 800-642-1687 (domestic) or 706-645-9291 (international) and providing passcode 66892972. The replay will be available shortly after the completion of the call until Thursday, October 30, at 11:59 p.m. Eastern Time. The conference call will also be available through the investors' page of the Company's web site, http://www.amerigroupcorp.com, or through http://www.earnings.com. A 30-day replay of this webcast will be available on these web sites approximately two hours following the conclusion of the live broadcast.

About AMERIGROUP Corporation

AMERIGROUP Corporation, headquartered in Virginia Beach, Virginia, improves healthcare access and quality for the financially vulnerable, seniors and people with disabilities by developing innovative managed health services for the public sector. Through its subsidiaries, AMERIGROUP Corporation serves approximately 1.7 million people in Florida, Georgia, Maryland, New Jersey, New Mexico, New York, Ohio, South Carolina, Tennessee, Texas and Virginia. For more information, visit http://www.amerigroupcorp.com.

Forward-Looking Statements

This release is intended to be disclosure through methods reasonably designed to provide broad, non-exclusionary distribution to the public in compliance with the Securities and Exchange Commission's Fair Disclosure Regulation. This release contains certain ''forward-looking'' statements related to expected 2008 and 2009 earnings which are subject to numerous factors, many of which are outside of our control, including our cash balances, the levels and amounts of membership, revenues, organic premium revenues, rate increases, operating cash flows, health benefits expenses, medical expense trend levels, our ability to manage our medical costs generally, seasonality of health benefits expenses, selling, general and administrative expenses, days in claims payable, income tax rates, interest rates, actions by the Federal Reserve, including changes in the Federal Funds Rate, our ability to enter into new markets or remain in our existing markets, earnings per share and net income growth. These statements are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements. These risks and uncertainties include, but are not limited to, national, state and local economic conditions, including their effect on the rate-setting process; timing of payments; the effect of government regulations and changes in regulations governing the healthcare industry; changes in Medicaid and Medicare payment levels and methodologies; liabilities and other claims asserted against us; our ability to attract and retain qualified personnel; our ability to maintain compliance with all minimum capital requirements; the availability and terms of capital to fund acquisitions and capital improvements; changes in interest rates by the Federal Reserve; the competitive environment in which we operate; our ability to maintain and increase membership levels; demographic changes; increased use of services; increased cost of individual services; epidemics; the introduction of new or costly treatments and technology; new mandated benefits or other regulatory changes; insured population characteristics and seasonal changes in the level of healthcare use; our ability to enter into new markets or remain in our existing markets; our inability to operate new products and markets at expected levels, including, but not limited to, profitability, membership and targeted service standards; catastrophes, including acts of terrorism or severe weather; and the unfavorable resolution of pending litigation. There can also be no assurance that we will achieve the estimated earnings discussed in this release or that our actual results for 2008 and 2009 will not differ materially from our current estimates. Our ability to achieve the earnings described is subject to a variety of factors, including those described above, many of which are out of our control.

Investors should also refer to our Form 10-K for the year ended December 31, 2007 filed with the Securities and Exchange Commission ("SEC") and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC, for a discussion of certain known risk factors that could cause our actual results to differ materially from our current estimates. Given these risks and uncertainties, we can give no assurances that any forward-looking statements will, in fact, transpire and, therefore, caution investors not to place undue reliance on them. We specifically disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

AMERIGROUP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(dollars in thousands, except per share data)

(unaudited)

Three months ended Nine months ended

September 30, September 30,

2008 2007 2008(2) 2007

Revenues:

Premium $1,105,759 $1,013,620 $3,282,706 $2,819,166

Investment income and other 17,624 19,091 58,696 49,634

Total revenues 1,123,383 1,032,711 3,341,402 2,868,800

Expenses:

Health benefits 885,774 840,749 2,672,166 2,342,905

Selling, general and

administrative(1) 161,520 129,941 454,134 357,459

Litigation settlement - - 234,205 -

Depreciation and

amortization 8,811 7,744 26,459 23,596

Interest 2,746 3,969 9,099 8,332

Total expenses 1,058,851 982,403 3,396,063 2,732,292

Income (loss) before

income taxes 64,532 50,308 (54,661) 136,508

Income tax expense 25,097 19,060 33,350 51,180

Net income (loss) $39,435 $31,248 ($88,011) $85,328

Diluted net income (loss)

per share $0.74 $0.58 ($1.66) $1.59

Weighted average number of

common shares and dilutive

potential common shares

outstanding 53,494,690 53,816,534 52,914,156 53,682,928

(1) Includes premium tax of: $23,906 $22,449 $68,051 $62,623

(2) Page 10 provides non-GAAP year-to-date results excluding the

litigation settlement.

The following table sets forth selected operating ratios. All ratios,

with the exception of the health benefits ratio, are shown as a

percentage of total revenues.

Three months ended Nine months ended

September 30, September 30,

2008 2007 2008 2007

Premium revenue 98.4 % 98.2 % 98.2 % 98.3 %

Investment income and other 1.6 1.8 1.8 1.7

Total revenues 100.0 % 100.0 % 100.0 % 100.0 %

Health benefits (1) 80.1 % 82.9 % 81.4 % 83.1 %

Selling, general and administrative

expenses 14.4 % 12.6 % 13.6 % 12.5 %

Income (loss) before income taxes 5.7 % 4.9 % (1.6)% 4.8 %

Net income (loss) 3.5 % 3.0 % (2.6)% 3.0 %

(1) The health benefits ratio is shown as a percentage of premium revenue

because there is a direct relationship between the premium received

and the health benefits provided.

The following table sets forth the approximate number of our members we

served in each state as of September 30, 2008 and 2007. Because we

receive two premiums for members that are in both the Medicare Advantage

and Medicaid products, these members have been counted twice in the states

where we offer Medicare plans.


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SOURCE AMERIGROUP Corporation
Copyright©2008 PR Newswire.
All rights reserved

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3. Texas State Rep. Sylvester Turner Honored as Champion for Children by The AMERIGROUP Foundation
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5. The AMERIGROUP Foundation Honors the University of Maryland Hospital for Childrens Breathmobile
6. Texas State Rep. John Davis Honored as Champion for Children by The AMERIGROUP Foundation
7. AMERIGROUP Renews Contract with Tennessee
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9. AMERIGROUP Provides Status on Tennessee Rate Increase and Effect on 2008 Guidance
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