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EX-1.1 - EX-1.1 - AMERIGROUP CORP | y05317exv1w1.htm |
8-K - FORM 8-K - AMERIGROUP CORP | y05317e8vk.htm |
Exhibit 99.1
PRESS RELEASE |
CONTACTS: | ||
Investors: Julie Loftus Trudell | News Media: Maureen C. McDonnell | |
Amerigroup Corporation | Amerigroup Corporation | |
Senior Vice President, Investor Relations | Vice President, External Communications | |
(757) 321-3597 | (757) 473-2731 | |
jtrudell@amerigroupcorp.com | mmcdonn@amerigroupcorp.com |
Amerigroup Announces Pricing of $400 Million of
7.5% Senior Notes due 2019
7.5% Senior Notes due 2019
VIRGINIA BEACH, Va. (Nov. 10, 2011) Amerigroup Corporation (NYSE: AGP) announced today the
pricing of $400 million in aggregate principal amount of 7.5% senior notes due 2019, through
Goldman, Sachs & Co. as sole underwriter. The notes mature on November 15, 2019. The notes will
bear interest at a rate of 7.5% annually payable on May 15 and November 15 of each year, beginning
on May 15, 2012. The offering is expected to close on or about November 16, 2011, subject to
customary closing conditions.
Amerigroup estimates the net proceeds from the issuance and sale of the notes, after deducting
underwriting discounts and commissions and estimated offering expenses, will be approximately $394
million.
Amerigroup intends to use a portion of the net proceeds from this offering to repay at or prior to
maturity the outstanding aggregate principal amount of its 2.0% convertible senior notes due May
15, 2012. The remaining net proceeds will be used for general corporate purposes, including
acquisitions and/or business development opportunities which may include the funding of statutory
capital commensurate with growth and funding of its recently announced acquisition of the operating
assets and contract rights of Health Plus.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of these securities in any jurisdiction in which such offer,
solicitation or
sale would be unlawful prior to registration or qualification under the securities laws of any such
jurisdiction. The offering is being made by means of a prospectus and the related prospectus
supplement filed with the Securities and Exchange Commission (the SEC). Copies of the prospectus
and the related prospectus supplement can be obtained from Goldman, Sachs & Co., Prospectus
Department, 200 West Street, New York, NY 10282, by telephone at 1-866-471-2526 or email at
prospectus-ny@ny.email.gs.com. Alternatively, you may get these documents for free by visiting
EDGAR on the SEC website at http://www.sec.gov/. Before you
4425 CORPORATION LANE VIRGINIA BEACH, VIRGINIA 23462 757-490-6900
invest, you should read the base
prospectus in such shelf registration statement, the prospectus supplement related to the offering
and other documents incorporated by reference in the prospectus supplement for more complete
information about this offering.
About Amerigroup Corporation
Amerigroup, a Fortune 500 Company, coordinates services for individuals in publicly funded
healthcare programs. Serving approximately 2 million members in 11 states nationwide, Amerigroup
accepts all eligible people regardless of age, sex, race or disability. The Companys product
offerings do not utilize any individual underwriting nor deny coverage due to preexisting medical
conditions. Amerigroup is dedicated to offering real solutions that improve healthcare access and
quality for its members, while proactively working to reduce the overall cost of care to taxpayers.
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 SECs Fair Disclosure
Regulation. This release contains certain ''forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934,
as amended, including those with respect to the anticipated use of proceeds, timing of the closing
of the transaction and estimated net proceeds. Forward-looking statements involve known and unknown
risks and uncertainties that may cause actual events to differ materially from those projected or
contemplated in the forward-looking statements. Investors should refer to our annual report on Form
10-K for the year ended Dec. 31, 2010 and subsequent quarterly reports on Form 10-Q filed with the
SEC, current reports on Form 8-K filed with or furnished to the SEC and other filings with the SEC,
including the prospectus related to the offering, for a discussion of factors that could cause
actual events 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.
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4425 CORPORATION LANE VIRGINIA BEACH, VIRGINIA 23462 757-490-6900