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WellCare Reports Third Quarter 2009 Results
Wednesday, November 04, 2009 6:53 AM


(Source: Business Wire)trackingWellCare Health Plans, Inc. (NYSE: WCG) today reported results for the third quarter and nine months ended September 30, 2009. As determined under generally accepted accounting principles ("GAAP"), the Company reported net income of $28.7 million, or $0.68 per diluted share, for the third quarter 2009, compared with a net loss of $18.2 million, or $0.44 per diluted share, for the third quarter 2008. Adjusted net income for the third quarter 2009 was $34.7 million, or $0.82 per adjusted diluted earnings per share, as compared with $48.4 million, or $1.15, for the third quarter 2008.

Adjusted net income for the third quarter 2009 was unfavorable to the third quarter 2008 principally due to the performance of Medicare Prescription Drug Plans ("PDPs"), the increase in the Medicaid segment medical benefits ratio ("MBR") due primarily to premium rate changes below medical cost trend as well as the addition of the Hawaii program, and the decrease in investment and other income. Partially offsetting these unfavorable results were the growth in membership and premium revenue in the Company's Medicare Advantage and Medicaid plans, and decreased selling, general, and administrative ("SG&A") expense resulting mainly from lower sales and marketing costs.

"Our investments in infrastructure are strengthening service to our members, providers, and government clients," said Heath Schiesser, WellCare's president and chief executive officer. "Nevertheless, our financial outlook for 2010 remains challenging, as we face declining membership in our Medicare segment and continue substantial investments to improve our capabilities and cost structure."

Operating results described in this news release are adjusted to exclude certain medical benefits and SG&A expenses for investigation-related matters that management believes are not indicative of longer-term business operations. Management believes adjusted amounts provide useful information for investors. Where applicable, adjusted results are reconciled to the most directly comparable results determined under GAAP. In addition, please also refer to the schedules in this news release that provide supplemental information reconciling historical results determined under GAAP to historical adjusted results.

Highlights of Operations for the Third Quarter

Membership as of September 30, 2009, decreased to 2.3 million compared with 2.5 million members as of September 30, 2008. Medicaid segment membership increased 2% year-over-year to 1.3 million, driven by growth in several markets and the addition of the Hawaii aged blind, and disabled ("ABD") program earlier this year. Medicare Advantage membership of 240,000 on September30, 2009, was unchanged from the prior year. Medicare stand-alone PDP membership decreased 22% year-over-year.

Premium revenue for the third quarter 2009 increased 2% year-over-year to $1.7 billion. The growth is attributable to increased Medicare Advantage and Medicaid plan premium revenue, offset in part by a decrease in Medicare PDP premium revenue.

Investment and other income was less than $2 million in the third quarter 2009, a decrease of 80% year-over-year, primarily due to reduced market interest rates and, to a lesser extent, lower average investment and cash balances.

Medical benefits expense of $1.4 billion increased 5% from adjusted medical benefits expense in the third quarter of 2008. The medical benefits ratio was 85.2% in the third quarter 2009, compared with an adjusted 82.9% in 2008. The 230 basis point increase in the MBR was driven by the performance of the Medicaid segment and Medicare Advantage private fee-for-service plans.

Adjusted SG&A expense was $186 million, or 11.1% of total revenues, compared with $206 million, or 12.6% of total revenues, for the same period last year. The decrease in expense resulted principally from lower sales and marketing costs, as well as improved operating efficiencies.

Cash Flow and Financial Condition Highlights

Net cash provided by operating activities as determined under GAAP was $70 million and $170 million for the nine month periods ended September 30, 2009 and 2008, respectively. Net cash provided by operating activities, modified for the timing of receipts from and payments to the Company's government clients, was $142 million for the nine month period ended September30, 2009, a decrease from $221 million for the same period in 2008. Please refer to the supplemental information in this news release for a reconciliation of net cash provided by operations, modified for the timing of receipts from and payments to the Company's government clients, to net cash provided by operations as determined under GAAP.

As of September 30, 2009, unregulated cash and short-term investments were approximately $93 million.

Days in claims payable were 56 days as of September 30, 2009, compared with 52 days as of June 30, 2009. Adjusted days in claims payable were 52 days as of September 30, 2008. Please refer to the supplemental information in this news release for a reconciliation of September 30, 2008, days in claims payable to adjusted days in claims payable.

Financial Outlook

The Company is updating its financial outlook for the year ended December 31, 2009.

Adjusted net income per share is anticipated to be between $2.90 and $2.95.

Premium revenue is expected to be between $6.80 and $6.85 billion.

The Medicaid segment MBR is anticipated to be higher in 2009 than the 2008 adjusted MBR, primarily as a result of rate changes below medical cost trend.

The Medicare segment MBR also is expected to increase in 2009 from the 2008 adjusted MBR, driven by higher MBRs for Medicare Advantage private fee-for-service plans and Medicare PDPs.

The adjusted administrative expense ratio is expected to decrease year-over-year.

Investment and other income is expected to be significantly below 2008.

Webcast

A discussion of WellCare's third quarter 2009 results will be webcast live on Wednesday, November 4, 2009, beginning at 8:30 a.m. Eastern Time. A replay will be available beginning approximately one hour following the conclusion of the live broadcast. 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 exclusively for 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 2.3 million members nationwide as of September 30, 2009. For more information about WellCare, please visit the Company's website at www.wellcare.com.

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. 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 current projected financial outlook for 2009 and progress toward key initiatives such as increased reliability of the Company's data and reporting and the management of costs.

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 2008 Annual Report on Form 10-K, as amended, Form 10-Q for the period ended June 30, 2009, and other filings made 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. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except share and per share data) 
                                                                                                                                       
                                               Three Months Ended September 30,   Nine Months Ended September 30,                      
                                                  2009            2008               2009            2008                              
 Revenues:                                                                                                                             
 Premium                                       $  1,666,031    $  1,629,306       $  5,245,809    $  4,886,699                         
 Investment and other income                      1,614           8,126              8,375           33,072                            
 Total revenues                                   1,667,645       1,637,432          5,254,184       4,919,771                         
                                                                                                                                       
 Expenses:                                                                                                                             
 Medical benefits                                 1,420,193       1,443,742          4,477,210       4,218,254                         
 Selling, general and administrative              195,303         228,811            681,730         690,330                           
 Depreciation and amortization                    5,851           5,385              17,547          15,763                            
 Interest                                         366             2,962              3,845           9,170                             
 Total expenses                                   1,621,713       1,680,900          5,180,332       4,933,517                         
                                                                                                                                       
 Income (loss) before income taxes                45,932          (43,468     )      73,852          (13,746     )                     
 Income tax expense (benefit)                     17,272          (25,299     )      45,120          (8,002      )                     
 Net income (loss)                             $  28,660       $  (18,169     )   $  28,732       $  (5,744      )                     
                                                                                                                                       
 Net income (loss) per common share:                                                                                                   
 Basic                                         $  0.68         $  (0.44       )   $  0.69         $  (0.14       )                     
 Diluted                                       $  0.68         $  (0.44       )   $  0.68         $  (0.14       )                     
                                                                                                                                       
 Weighted average common shares outstanding:                                                                                           
 Basic                                            41,849,749      41,538,055         41,771,713      41,321,526                        
 Diluted                                          42,280,035      41,538,055         42,007,302      41,321,526                        


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 WELLCARE HEALTH PLANS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited, in thousands, except share data)                                                                                            
                                                                                                                                                                                                           
                                                                                                                                                                            Sept. 30, 2009   Dec. 31, 2008 
 ASSETS                                                                                                                                                                                                    
 Current Assets:                                                                                                                                                                                           
 Cash and cash equivalents                                                                                                                                                  $ 1,171,218      $ 1,181,922   
 Investments                                                                                                                                                                59,356           70,112        
 Premium and other receivables, net                                                                                                                                         205,414          215,525       
 Other receivables from government partners, net                                                                                                                            40,898           825           
 Funds receivable for the benefit of members                                                                                                                                86,883           86,542        
 Prepaid expenses and other current assets, net                                                                                                                             114,189          129,490       
 Deferred income taxes                                                                                                                                                      15,596           20,154        
 Total current assets                                                                                                                                                       1,693,554        1,704,570     
 Property, equipment and capitalized software, net                                                                                                                          60,098           66,588        
 Goodwill                                                                                                                                                                   111,131          111,131       
 Other intangible assets, net                                                                                                                                               13,344           14,493        
 Long term investments                                                                                                                                                      53,301           54,972        
 Restricted investments                                                                                                                                                     131,321          199,339       
 Deferred tax asset                                                                                                                                                         21,105           23,263        
 Other assets                                                                                                                                                               20,939           29,105        
 Total Assets                                                                                                                                                               $ 2,104,793      $ 2,203,461   
                                                                                                                                                                                                           
 LIABILITIES AND STOCKHOLDERS' EQUITY                                                                                                                                                                      
 Current Liabilities:                                                                                                                                                                                      
 Medical benefits payable                                                                                                                                                   $ 857,887        $ 766,179     
 Unearned premiums                                                                                                                                                          20,708           81,197        
 Accounts payable                                                                                                                                                           7,157            5,138         
 Other accrued expenses and liabilities                                                                                                                                     221,856          288,340       
 Current portion of amounts accrued related to investigation resolution                                                                                                     34,767           50,000        
 Other payables to government partners                                                                                                                                      26,497           8,100         
 Taxes payable                                                                                                                                                              6,737            12,187        
 Debt                                                                                                                                                                       --               152,741       
 Other current liabilities                                                                                                                                                  869              674           
 Total current liabilities                                                                                                                                                  1,176,478        1,364,556     
 Amounts accrued related to investigation resolution                                                                                                                        45,482           --            
 Other liabilities                                                                                                                                                          23,879           33,076        
 Total liabilities                                                                                                                                                          1,245,839        1,397,632     
 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, 42,336,016 and 42,261,345 shares issued and outstanding at September 30, 2009 and December 31, 2008, respectively)  423              423           
 Paid-in capital                                                                                                                                                            413,214          390,526       
 Retained earnings                                                                                                                                                          447,373          418,641       
 Accumulated other comprehensive loss                                                                                                                                       (2,056)          (3,761)       
 Total stockholders' equity                                                                                                                                                 858,954          805,829       
 Total Liabilities and Stockholders' Equity                                                                                                                                 $ 2,104,793      $ 2,203,461   


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 WELLCARE HEALTH PLANS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited, in thousands)                        
                                                                                            Nine Months EndedSeptember 30,    
                                                                                               2009              2008         
 Cash from (used in) operating activities:                                                                                    
 Net income (loss)                                                                          $  28,732         $  (5,744     ) 
 Adjustments to reconcile net income (loss) to net cash provided by operating activities:                                     
 Depreciation and amortization                                                                 17,547            15,764       
 Equity-based compensation expense                                                             29,776            28,309       
 Incremental tax benefit from stock-based compensation                                         --                (2,162     ) 
 Deferred taxes, net                                                                           197               (4,095     ) 
 Changes in operating accounts:                                                                                               
 Premium and other receivables, net                                                            10,111            73,073       
 Other receivables from government partners, net                                               (40,073    )      (3,361     ) 
 Prepaid expenses and other, net                                                               15,301            (12,102    ) 
 Medical benefits payable                                                                      91,708            231,430      
 Unearned premiums                                                                             (60,489    )      (19,325    ) 
 Accounts payable                                                                              2,019             922          
 Other accrued expenses                                                                        (66,484    )      15,641       
 Other payables to government partners                                                         18,397            (100,984   ) 
 Amounts accrued related to investigation resolution                                           30,249            --           
 Taxes, net                                                                                    (5,450     )      (10,583    ) 
 Other, net                                                                                    (1,999     )      (36,774    ) 
 Net cash provided by operating activities                                                     69,542            170,009      
 Cash from (used in) investing activities:                                                                                    
 Purchases of investments                                                                      (19,295    )      (157,947   ) 
 Proceeds from sales and maturities of investments                                             34,012            273,156      
 Purchases of restricted investments                                                           (64,039    )      (119,572   ) 
 Proceeds from maturities of restricted investments                                            131,707           8,945        
 Additions to property, equipment and capitalized software, net                                (9,908     )      (13,412    ) 
 Net cash provided by (used in) investing activities                                           72,477            (8,830     ) 
 Cash from (used in) financing activities:                                                                                    
 Proceeds from option exercises and other                                                      418               1,039        
 Purchase of treasury stock                                                                    --                (2,400     ) 
 Incremental tax benefit received from stock-based compensation                                --                2,162        
 Payments on debt                                                                              (152,800   )      (1,200     ) 
 Funds received for the benefits of members, net of disbursements                              (341       )      7,094        
 Net cash (used in) provided by financing activities                                           (152,723   )      6,695        
 Cash and cash equivalents:                                                                                                   
 (Decrease) increase during the period                                                         (10,704    )      167,874      
 Balance at beginning of year                                                                  1,181,922         1,008,409    
 Balance at end of period                                                                   $  1,171,218      $  1,176,283    
                                                                                                                              
 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:                                                                           
 Cash paid for taxes                                                                        $  58,489         $  44,223       
 Cash paid for interest                                                                     $  2,642          $  8,001        


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 WELLCARE HEALTH PLANS, INC. MEMBERSHIP STATISTICS            
                                        As of September 30,   
                                        2009        2008      
 Membership by Program                                        
 Medicaid Membership                                          
 TANF                                   1,072,000   1,031,000 
 S-CHIP                                 158,000     180,000   
 SSI and ABD                            78,000      64,000    
 FHP                                    14,000      26,000    
 Total Medicaid Membership              1,322,000   1,301,000 
                                                              
 Medicare Membership                                          
 Medicare Advantage                     240,000     240,000   
 Prescription Drug Plan (stand-alone)   768,000     989,000   
 Total Medicare Membership              1,008,000   1,229,000 
 Total Membership                       2,330,000   2,530,000 
 Medicaid Membership by State                                 
 Florida                                412,000     484,000   
 Georgia                                527,000     463,000   
 Other states                           383,000     354,000   
 Total Medicaid Membership              1,322,000   1,301,000 


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 WELLCARE HEALTH PLANS, INC. UNAUDITED SEGMENT AND LINE OF BUSINESS INFORMATION (Dollars in thousands)      
                            Three Months Ended September 30,   Nine Months Ended September 30,              
                               2009           2008                2009           2008                       
 Premium revenue:                                                                                           
 Medicaid:                                                                                                  
 Florida                    $  210,272     $  247,441          $  700,830     $  734,430                    
 Georgia                       345,640        311,915             999,487        906,778                    
 Other states                  258,199        211,679             736,731        611,474                    
 Total Medicaid                814,111        771,035             2,437,048      2,252,682                  
                                                                                                            
 Medicare:                                                                                                  
 Medicare Advantage plans      660,009        632,593             2,142,921      1,794,441                  
 Prescription Drug plans       191,911        225,678             665,840        839,576                    
 Total Medicare                851,920        858,271             2,808,761      2,634,017                  
 Total premium revenue      $  1,666,031   $  1,629,306        $  5,245,809   $  4,886,699                  


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 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 future business trends and operations.Management believes these adjusted amounts provide additional, useful information for investors.Following are statements of operations and related measures for the three months and nine months ended September 30, 2009 and 2008, as determined under GAAP, reconciled to the adjusted statements of operations and related measures for each of the same periods.                                                                                                                                                                                                                                                                                                                                                      
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
                                        Three Months Ended September 30, 2009                       Three Months Ended September 30, 2008                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
                                        GAAP              Adjustments             Adjusted          GAAP              Adjustments           Adjusted                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
 Revenues:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
 Premium                                $  1,666,031      $  --                   $  1,666,031      $  1,629,306      $  --                 $  1,629,306                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 Investment and other income               1,614             --                      1,614             8,126             --                    8,126                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
 Total revenues                            1,667,645         --                      1,667,645         1,637,432         --                    1,637,432                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
 Expenses:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
 Medical benefits                          1,420,193         --                      1,420,193         1,443,742         (92,900   )   (a)     1,350,842                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 Selling, general, and administrative      195,303           (9,463  )   (b)(c)      185,840           228,811           (22,344   )   (b)     206,467                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
 Depreciation and amortization             5,851             --                      5,851             5,385             --                    5,385                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
 Interest                                  366               --                      366               2,962             --                    2,962                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
 Total expenses                            1,621,713         (9,463  )               1,612,250         1,680,900         (115,244  )           1,565,656                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
 Income before income taxes                45,932            9,463                   55,395            (43,468     )     115,244               71,776                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
 Income tax expense                        17,272            3,414                   20,686            (25,299     )     48,633                23,334                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
 Net income                             $  28,660         $  6,049                $  34,709         $  (18,169     )  $  66,611             $  48,442                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
 Weighted average shares outstanding:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
 Basic                                     41,849,749        --                      41,849,749        41,538,055        --                    41,538,055                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
 Diluted                                   42,280,035        --                      42,280,035        41,538,055        648,091               42,186,146                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
 Net income per share:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
 Basic                                  $  0.68           $  0.15                 $  0.83           $  (0.44       )  $  1.61               $  1.17                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
 Diluted                                $  0.68           $  0.14                 $  0.82           $  (0.44       )  $  1.59               $  1.15                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
 Medical benefits ratio:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 Medicaid                                  87.2        %                             87.2        %     89.1        %     (5.1      %)  (a)     84.0        %                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
 Medicare                                  83.3        %                             83.3        %     88.2        %     (6.2      %)  (a)     82.0        %                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
 Aggregate                                 85.2        %                             85.2        %     88.6        %     (5.7      %)  (a)     82.9        %                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
 Administrative expense ratio              11.7        %     (0.6    %)  (b)         11.1        %     14.0        %     (1.4      %)  (b)     12.6        %                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
 Days in claims payable                 56 days                                   56 days           49 days           3 days           (a)  52 days                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
 (a) Medical benefits expense and days in claims payable:Medical benefits expense for the three months ended September 30, 2008, was affected unfavorably by approximately $92.9 million before income taxes as a result of the Company's ability to review substantially complete claims information that became available between the date of the original actuarially determined estimate and the filing date of the annual report on Form 10-K for the year ended December 31, 2007 (the "2007 10-K").Had WellCare filed its 2007 10-K timely and not been able to observe substantially complete claims information, medical benefits expense for the three months ended September 30, 2008, would have decreased by $92.9 million.The adjustment also results in three additional days in claims payable as of that date.Therefore, adjusted days in claims payable is 52 days as of September 30, 2008. 
 (b) Investigation-related legal, accounting, employee retention, and other costs:Administrative expenses associated with the government and Company investigations amounted to approximately $9.0 million and $22.3 million before income taxes, respectively, in the quarters ended September 30, 2009 and 2008.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
 (c) Liability for investigation resolution:Based on the status of the government investigations, the Company recorded an expense of $0.5 million before and after income taxes in the quarter ended September 30, 2009.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 Premium taxes were $26.8 million and $23.0 million, respectively, for the three month periods ended September 30, 2009 and 2008.                                                                                                                                   

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