WellCare Reports First Quarter 2011 Results

Company Announces Court Approval of Class Action Litigation Settlement

TAMPA, Fla.--(BUSINESS WIRE)--WellCare Health Plans, Inc. (NYSE: WCG) today reported results for the first quarter ended March 31, 2011. As determined under generally accepted accounting principles (“GAAP”), net income for the first quarter of 2011 was $21.3 million, or $0.50 per diluted share, compared with $6.4 million, or $0.15 per diluted share, for the first quarter of 2010. Adjusted net income for the first quarter of 2011 was $28.2 million, or $0.66 per diluted share, compared with $7.4 million, or $0.17 per diluted share, for the first quarter of 2010.

“We continue to deliver improvements in health care quality, access, and cost, as well as in our administrative cost structure, to ensure our capabilities are well aligned with the needs of our government customers,” said Alec Cunningham, WellCare’s chief executive officer. “These improvements were also key contributors to our solid first quarter financial results, setting the stage for a potentially strong year.”

First quarter 2011 performance was highlighted by membership growth of 9% year-over-year, which was driven by growth in the Medicare Prescription Drug Plans (“PDP”) segment membership. WellCare continued to invest in working with state governments to help improve health care quality, access, and cost through the increased use of managed care programs. New initiatives include piloting preventive care incentive programs for Medicaid members, services to address member care gaps, and investments in disease and case management. The Company also improved its administrative cost position while preparing to participate in various state Medicaid managed care expansion opportunities. In addition, WellCare made progress in resolving historic government investigations and related litigation.

Highlights of Operations for the First Quarter

Adjusted net income for the first quarter of 2011 increased relative to the first quarter of 2010 primarily due to the favorable development of prior years’ medical benefits payable as well as decreased selling, general and administrative (“SG&A”) expense, offset in part by the increase in the PDP segment medical benefits ratio (“MBR”).

Membership as of March 31, 2011, increased to 2.4 million, compared with 2.2 million members as of March 31, 2010. PDP segment membership increased 199,000 year-over-year, or 27%. Medicare Advantage membership increased year-over-year by 1,000 members. Medicaid segment membership decreased by 3,000 year-over-year to 1.3 million members as of March 31, 2011.

Premium revenue for the first quarter 2011 increased 8% year-over-year to $1.5 billion. The increase was primarily due to growth in PDP segment premium revenue, which increased 36% year-over-year. In addition, first quarter 2011 Medicaid segment premium revenue increased 5% relative to the first quarter 2010.

Medical benefits expense for the first quarter 2011 was $1.2 billion, an increase of 7% from the first quarter of 2010. The MBR was 85.7% in the first quarter of 2011, compared with 86.8% in the first quarter of 2010. The decrease was driven by favorable development of prior years’ medical benefits payable in the Medicaid and Medicare Advantage segments, offset in part by an increase in the PDP segment MBR.

SG&A expense as determined under GAAP was $169 million in the first quarter of 2011, compared with $164 million for the same period in 2010. Adjusted SG&A was $158 million in the first quarter of 2011, a decrease of 2% from $162 million in the same period last year. The year-over-year decrease in adjusted SG&A expense was due mainly to reduced Medicare marketing expense as well as gains in operating efficiency. The adjusted administrative expense ratio was 10.9% in the first quarter of 2011, compared with 12.1% for the same period in 2010. The 120 basis point decrease in the ratio year-over-year resulted from lower expenses and improved operating leverage.

Class Action Litigation Resolution

On May 4, 2011, the United States District Court for the Middle District of Florida approved the previously disclosed Stipulation and Agreement of Settlement, fully resolving all claims in the securities class action consolidated complaint. The class action complaints were filed in October 2007 and November 2007. On August 9, 2010, WellCare announced that the parties had reached an agreement on the material terms of the settlement.

Consistent with the terms of the previously disclosed settlement agreement, WellCare made a cash payment of $52.5 million to the class on March 24, 2011, and will make a payment of $35.0 million by July 31, 2011. The Company also will issue later this quarter to the class tradable, unsecured notes having an aggregate face value of $112.5 million, with a fixed coupon of 6%. The notes have a maturity date of December 31, 2016. A charge for the full amount of the settlement was recorded by the Company in the second quarter of 2010.

Cash Flow and Financial Condition Highlights

Net cash used in operating activities as determined under GAAP was $44 million and $171 million for the three months ended March 31, 2011 and 2010, respectively. Net cash used in operating activities, modified for the timing of receipts from, and payments to, the Company’s government clients, was $4 million and $109 million for the three months ended March 31, 2011 and 2010, respectively.

As of March 31, 2011, unregulated cash and investments were approximately $130 million. Unregulated cash and investments were approximately $193 million as of December 31, 2010, and $121 million on March 31, 2010.

Days in claims payable were 57 days as of March 31, 2011, compared with 62 days as of December 31, 2010, and 55 days as of March 31, 2010.

Financial Outlook

WellCare is updating its financial outlook for the year ended December 31, 2011. The following elements of WellCare’s financial outlook have changed:

• Adjusted net income per diluted share now is expected to be between approximately $3.35 and $3.65, an increase from the previous guidance for adjusted net income per diluted share of between approximately $2.45 and $2.70. The increase is driven by favorable development of prior years’ medical benefits payable recorded in the first quarter, as well as an improved operating outlook.
• The 2011 Medicaid segment MBR is anticipated to be below the 2010 MBR. The previous guidance was for the 2011 Medicaid segment MBR to be above the 2010 MBR.

The following elements of WellCare’s financial outlook have not changed:

• Premium revenue is expected to be between approximately $5.8 and $5.9 billion.
• The 2011 Medicare Advantage and PDP segments’ MBRs each are anticipated to increase relative to the respective 2010 segment MBRs.
• The adjusted administrative expense ratio is expected to be in the range of 10.7% to 10.9%.

All elements of the Company’s outlook exclude the impact of Medicaid premium taxes.

Webcast

A discussion of WellCare’s first quarter 2011 results will be webcast live on Friday, May 6, 2011, beginning at 8:30 a.m. Eastern Time. A replay will be available beginning approximately one hour following the conclusion of the live broadcast and will be available for 30 days. The webcast is available via the Company’s web site at www.wellcare.com and at www.earnings.com.

About WellCare Health Plans, Inc.

WellCare Health Plans, Inc. provides managed care services targeted to government-sponsored health care programs, focusing on Medicaid and Medicare. Headquartered in Tampa, Florida, WellCare offers a variety of health plans for families, children, and the aged, blind, and disabled, as well as prescription drug plans. The Company served approximately 2.4 million members nationwide as of March 31, 2011. For more information about WellCare, please visit the Company’s website at www.wellcare.com.

Basis of Presentation

In the fourth quarter of 2010, WellCare began reporting Medicaid premium tax expense separate from SG&A expense. Prior to the fourth quarter of 2010, the Company reported premium tax expense within SG&A expense. As a result of this change in reporting practice, the Company is excluding Medicaid premium taxes from premium revenue when calculating its MBRs, and administrative expense ratio. Amounts and ratios for the first quarter of 2010 have been reclassified from those originally reported to reflect this change.

In addition to results determined under GAAP, net income and certain other operating results described in this news release are reported after adjustment for certain SG&A expenses related to previously disclosed government investigations and related litigation and associated resolution costs that management believes are not indicative of long-term business operations. Please refer to the schedules in this news release that provide supplemental information reconciling results determined under GAAP to adjusted results.

Cautionary Statement Regarding Forward-Looking Statements

This news release contains “forward-looking” statements that are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions are forward-looking statements. The Company’s financial outlook contains forward-looking statements. Forward-looking statements involve known and unknown risks and uncertainties that may cause WellCare’s actual future results to differ materially from those projected or contemplated in the forward-looking statements. These risks and uncertainties include, but are not limited to, WellCare’s progress on top priorities such as improving health care quality and access, ensuring a competitive cost position, and delivering prudent, profitable growth.

Additional information concerning these and other important risks and uncertainties can be found under the captions “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010, and other subsequent filings by WellCare with the U.S. Securities and Exchange Commission, which contain discussions of WellCare’s business and the various factors that may affect it. WellCare undertakes no duty to update these forward-looking statements to reflect any future events, developments, or otherwise.

WELLCARE HEALTH PLANS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited; Dollars in thousands except per share data)
	Three Months Ended March 31,
	2011		2010
Revenues:
Premiums	$	1,453,552	$	1,343,714
Medicaid premium taxes		18,864		9,744
Total premiums		1,472,416		1,353,458
Investment and other income		2,326		2,495
Total revenues		1,474,742		1,355,953
Expenses:
Medical benefits		1,245,040		1,165,972
Selling, general and administrative		169,243		163,593
Medicaid premium taxes		18,864		9,744
Depreciation and amortization		6,475		5,756
Interest		77		10
Total expenses		1,439,699		1,345,075
Income before income taxes		35,043		10,878
Income tax expense		13,713		4,460
Net income	$	21,330	$	6,418
Net income per common share:
Basic	$	0.50	$	0.15
Diluted	$	0.50	$	0.15
Weighted average common shares outstanding:
Basic		42,621,908		42,193,662
Diluted		43,040,529		42,707,241

WELLCARE HEALTH PLANS, INC. CONSOLIDATED BALANCE SHEETS (Dollars in thousands except per share data)
	March 31, 2011			Dec. 31, 2010
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	1,232,918		$	1,359,548
Investments		201,894			108,788
Premium receivables, net		190,182			127,796
Funds receivable for the benefit of members		–			33,182
Income taxes receivable		16,838			9,973
Prepaid expenses and other current assets, net		117,815			114,492
Deferred income tax asset		42,963			61,392
Total current assets		1,802,610			1,815,171
Property, equipment and capitalized software, net		75,980			76,825
Goodwill		111,131			111,131
Other intangible assets, net		11,045			11,428
Long-term investments		83,717			62,931
Restricted investments		105,812			107,569
Deferred income tax asset		55,188			58,340
Other assets		3,726			3,898
Total Assets	$	2,249,209		$	2,247,293
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Medical benefits payable	$	790,624		$	742,990
Unearned premiums		84,532			67,383
Accounts payable		7,629			8,284
Other accrued expenses and liabilities		152,348			199,033
Current portion of amounts accrued related to investigation resolution		68,799			121,406
Other payables to government partners		52,179			46,605
Funds held for the benefit of members		4,624			–
Total current liabilities		1,160,735			1,185,701
Amounts accrued related to investigation resolution		218,274			216,136
Other liabilities		12,546			13,410
Total liabilities		1,391,555			1,415,247
Commitments and contingencies		–			–
Stockholders’ Equity:
Preferred stock, $0.01 par value (20,000,000 authorized, no shares issued or outstanding)		–			–
Common stock, $0.01 par value (100,000,000 authorized, 42,557,404 and 42,541,725 shares issued and outstanding at March 31, 2011, and December 31, 2010, respectively)		426			425
Paid-in capital		432,810			428,818
Retained earnings		426,442			405,112
Accumulated other comprehensive loss		(2,024	)		(2,309	)
Total stockholders’ equity		857,654			832,046
Total Liabilities and Stockholders’ Equity	$	2,249,209		$	2,247,293

WELLCARE HEALTH PLANS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; Dollars in thousands)
	Three Months Ended March 31,
	2011			2010
Cash from (used in) operating activities:
Net income	$	21,330		$	6,418
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization		6,475			5,756
Equity-based compensation expense		4,849			1,142
Deferred taxes, net		21,581			16,721
Changes in operating accounts:
Premium receivables, net		(62,386	)		23,781
Prepaid expenses and other current assets, net		(3,323	)		(2,985	)
Medical benefits payable		47,634			(95,690	)
Unearned premiums		17,149			(90,353	)
Accounts payable and other accrued expenses		(43,475	)		(18,466	)
Other payables to government partners		5,574			4,547
Amounts accrued related to investigation resolution		(50,469	)		511
Income taxes, net		(8,012	)		(14,401	)
Other, net		(869	)		(7,525	)
Net cash used in operating activities		(43,942	)		(170,544	)
Cash from (used in) investing activities:
Purchases of investments		(198,305	)		(117	)
Proceeds from sale and maturities of investments		85,043			12,322
Purchases of restricted investments		(4,012	)		(289	)
Proceeds from maturities of restricted investments		5,601			368
Additions to property, equipment and capitalized software, net		(8,715	)		(4,235	)
Net cash (used in) provided by investing activities		(120,388	)		8,049
Cash from (used in) financing activities:
Proceeds from option exercises and other		1,034			770
Purchase of treasury stock		(744	)		(3,030	)
Payments on capital leases		(396	)		(58	)
Funds received for the benefit of members		37,806			34,019
Net cash provided by financing activities		37,700			31,701
Cash and cash equivalents:
Decrease during period		(126,630	)		(130,794	)
Balance at beginning of year		1,359,548			1,158,131
Balance at end of period	$	1,232,918		$	1,027,337
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for taxes	$	446		$	8,161
Cash paid for interest	$	74		$	7
Equipment acquired through capital leases	$	–		$	8,411

WELLCARE HEALTH PLANS, INC. MEMBERSHIP STATISTICS
	As of March 31,
	2011	2010
Membership by Program
Medicaid Membership
TANF	1,076,000	1,076,000
S-CHIP	164,000	166,000
SSI and ABD	79,000	78,000
FHP	10,000	12,000
Total Medicaid Membership	1,329,000	1,332,000
Medicare Membership
Medicare Advantage	119,000	118,000
Prescription Drug Plan (stand-alone)	935,000	736,000
Total Medicare Membership	1,054,000	854,000
Total Membership	2,383,000	2,186,000
Medicaid Membership by State
Florida	410,000	422,000
Georgia	559,000	537,000
Other states	360,000	373,000
Total Medicaid Membership	1,329,000	1,332,000

WELLCARE HEALTH PLANS, INC. SEGMENT INFORMATION (Unaudited; Dollars in thousands)
	Three Months Ended March 31,
	2011		2010
Premium revenue:
Medicaid:
Florida	$	221,666	$	223,818
Georgia		353,112		325,159
Other states		262,201		250,312
Medicaid premium taxes		18,864		9,744
Total Medicaid		855,843		809,033
Medicare:
Medicare Advantage plans		354,645		351,083
Prescription Drug plans		261,928		193,342
Total Medicare		616,573		544,425
Total Premium Revenue	$	1,472,416	$	1,353,458

WELLCARE HEALTH PLANS, INC. UNAUDITED SUPPLEMENTAL INFORMATION   Reconciliation of GAAP Statements of Operations to Adjusted Statements of Operations (Dollars in thousands except per share data)
The Company reports adjusted operating results on a non-GAAP basis to exclude certain expenses that management believes are not indicative of longer term business trends and operations. The following are statements of operations and related measures for the first quarter ended March 31, 2011 and 2010, as determined under GAAP, reconciled to the adjusted statements of operations and related measures for each of the same periods.
		Three Months Ended March 31, 2011										Three Months Ended March 31, 2010
		GAAP			Adjustments				Adjusted			GAAP			Adjustments				Adjusted
	Revenues:
	Premium	$	1,453,552		$	–			$	1,453,552		$	1,343,714		$	–			$	1,343,714
	Medicaid premium taxes		18,864			–				18,864			9,744			–				9,744
	Total premium		1,472,416			–				1,472,416			1,353,458			–				1,353,458
	Investment and other income		2,326			–				2,326			2,495			–				2,495
	Total revenues		1,474,742			–				1,474,742			1,355,953			–				1,355,953
	Expenses:
	Medical benefits		1,245,040			–				1,245,040			1,165,972			–				1,165,972
	Selling, general and							^(a)										^(a)
	administrative		169,243			(10,747	)	^(b)		158,496			163,593			(1,267	)	^(b)		162,326
	Medicaid premium taxes		18,864			–				18,864			9,744			–				9,744
	Depreciation and amortization		6,475			–				6,475			5,756			–				5,756
	Interest		77			–				77			10			–				10
	Total expenses		1,439,699			(10,747	)			1,428,952			1,345,075			(1,267	)			1,343,808
	Income before income taxes		35,043			10,747				45,790			10,878			1,267				12,145
	Income tax expense		13,713			3,884				17,597			4,460			321				4,781
	Net income	$	21,330		$	6,863			$	28,193		$	6,418		$	946			$	7,364
	Weighted average shares:
	Basic		42,621,908			–				42,621,908			42,193,662			–				42,193,662
	Diluted		43,040,529			–				43,040,529			42,707,241			–				42,707,241
	Net income per share:
	Basic	$	0.50		$	0.16			$	0.66		$	0.15		$	0.02			$	0.17
	Diluted	$	0.50		$	0.16			$	0.66		$	0.15		$	0.02			$	0.17
	Medical benefits ratio:
	Medicaid		84.1	%		–				84.1	%		87.8	%		–				87.8	%
	Medicare Advantage		78.1	%		–				78.1	%		78.7	%		–				78.7	%
	Prescription Drug Plans		100.9	%		–				100.9	%		97.2	%		–				97.2	%
	Aggregate		85.7	%		–				85.7	%		86.8	%		–				86.8	%
	Administrative expense							^(a)										^(a)
	ratio		11.6	%		(0.7	%)	^(b)		10.9	%		12.2	%		(0.1	%)	^(b)		12.1	%
	Days in claims payable		57			–				57			55			–				55
^(a)	Investigation-related legal, accounting, employee retention, and other costs: Administrative expenses associated with the government and Company investigations amounted to an expense of $8.7 million and expense of $0.9 million, in the quarters ended March 31, 2011 and 2010, respectively.
^(b)	Liability for investigation resolution: Based on the status of the government investigations, the Company recorded expense of $2.0 million and $0.4 million, respectively, in the quarters ended March 31, 2011 and 2010.

WELLCARE HEALTH PLANS, INC. UNAUDITED SUPPLEMENTAL INFORMATION   Reconciliation of GAAP Net Cash Used in Operating Activities to Net Cash Used in Operating Activities Modified for the Timing of Receipts from and Payments to Government Clients (Dollars in thousands)
The Company reports cash used in operating activities on a non-GAAP basis to exclude the changes in premium receivables, unearned premiums, and other receivables from, and payables to, government customers. The Company believes that operating cash flow excluding these changes is a useful measure for investors, as the excluded changes are a function of the timing of cash receipts from, and payments to, federal and state government agencies at the end of a period.
	Three Months Ended March 31,
	2011			2010
Net cash used in operating activities, as reported under GAAP	$	(43,942	)	$	(170,544	)
Modifications to eliminate changes in:
Premium receivables, net		62,386			(23,781	)
Unearned premiums		(17,149	)		90,353
Other payables to government partners		(5,574	)		(4,547	)
Net cash used in operating activities, modified for the timing of receipts from and payments to government clients	$	(4,279	)	$	(108,519	)