8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): August 5, 2009

TRIPLE-S MANAGEMENT CORPORATION

(Exact Name of Registrant as Specified in Charter)

Puerto Rico
(State or Other Jurisdiction of
Incorporation) 001-33865
(Commission File Number) 66-0555678
(IRS Employer Identification
No.)

Registrant’s telephone number, including area code: 787-749-4949
1441 F.D. Roosevelt Avenue, San Juan, Puerto Rico 00920
(Address of Principal Executive Offices and Zip Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

Item 2.02. Results of Operations and Financial Condition

On August 5, 2009, Triple-S Management Corporation issued a press release announcing its Exhibit 99.1 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

     (d) The following items are filed as exhibits to this report:

99.1 Press release, dated August 5, 2009 issued by Triple-S Management Corporation

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	TRIPLE-S MANAGEMENT CORPORATION
Date: August 5, 2009	By:	/s/ Ramón M. Ruiz-Comas
		Name:	Ramón M. Ruiz-Comas
		Title:	President & Chief Executive Officer

3

EX-99.1

Exhibit 99.1

Triple-S Management Corporation
1441 F.D. Roosevelt Ave.
San Juan, PR 00920
www.triplesmanagement.com

FOR FURTHER INFORMATION:

AT THE COMPANY:	INVESTOR RELATIONS:
Juan-José Román	Kathy Waller
Finance Vice President & CFO	(312) 543-6708
(787) 749-4949

Triple-S Management Corporation Reports Second Quarter 2009 Results

Solid Revenue Growth and Good Expense Management;
2009 EPS Guidance Raised by $0.10

SAN JUAN, Puerto Rico, August 5, 2009 — Triple-S Management Corporation (NYSE:GTS), the largest managed care company in Puerto Rico, today announced consolidated revenues of $495.6 million and operating income of $23.9 million for the three months ended June 30, 2009. Net income of $18.7 million, or $0.63 per diluted share, includes an after tax net gain of $3.7 million, or $0.12 per share, in net realized and unrealized gains on investments and derivatives.

Second Quarter Highlights

• Total consolidated operating revenues increased 12.2 percent year over year to $490.9 million

• Operating income was $23.9 million

• Excluding net realized and unrealized gains on investments and a derivatives gain included within other income (expenses), net income was $15.0 million, or $0.51 per diluted share

• Consolidated loss ratio was 85.5 percent and the medical loss ratio (MLR) was 89.4 percent

• Consolidated operating expense ratio decreased 10 basis points to 14.4 percent

• Continued expansion of Medicare Advantage business: approximately 4,000 additional member months enrollment during the three months ended June 30, 2009, a 2.1 percent year-over-year increase

• Net cash flow provided by operating activities of $19.1 million

“Our second-quarter results demonstrate our continued ability to generate solid top-line growth, manage our operating costs while making the required investments in our future, and maintain our track record of excellent member retention,” said Ramón M. Ruiz-Comas, President and Chief Executive Officer. “While we did experience an increase in the adjusted MLR for our Commercial business, which should come down in the remainder of the year, the Medicare Advantage segment registered a further decline with respect to this metric. Utilization is tracking our expectations and second-half premiums will be higher, positioning us for additional improvement in the next six months of 2009.”

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Ruiz-Comas added, “On July 1, 2009, we completed the purchase and integration of La Cruz Azul’s managed care assets, which consolidates the Blue Cross Blue Shield brand in Puerto Rico and the US Virgin Islands, as well as meaningfully expands our commercial opportunity. We are pleased that we were able to retain most of La Cruz Azul’s members while swiftly and seamlessly integrating the acquired business into our existing infrastructure. We continue to anticipate that this transaction will be accretive on a rolling 12-month basis and slightly additive to 2009 earnings per share.”

Consolidated operating revenues for the three months ended June 30, 2009, were $490.9 million, 12.2 percent above the prior-year period. The increase resulted primarily from growth in Commercial and Medicare membership enrollment, as well as higher premium rates across all businesses. This quarter also includes a Medicare risk score premium adjustment of $12.8 million corresponding to 2008 and the first quarter of 2009. Offset, in part, by a $4.2 million adjustment that decreased Reform premiums. The three-month period ended June 30, 2008 includes the net effect of a $1.4 million final risk score premium adjustment for 2007. To a lesser degree, growth was aided by the addition of the Metro North region in the Reform business.

Consolidated claims incurred and operating expenses for the period were $467.0 million, an increase of 12.2 percent from the same period last year. Consolidated claims incurred were $398.4 million, up 12.3 percent from a year ago, principally due to increased claims in the managed care segment resulting from higher enrollment. The consolidated loss ratio rose 90 basis points from the prior-year period, to 85.5 percent, largely reflecting the increased utilization among local government employees, the effect of reserve developments in our managed care segment, and the impact of the aforementioned premium adjustments. Excluding the effect of those items, the consolidated loss ratio decreased 80 basis points. Operating expenses came in at $68.6 million, an 11.7 percent year-over-year increase, primarily resulting from higher volume in the Medicare and Commercial businesses, non-recurring expenses of $1.9 million, and the addition of the Metro North region ASO contract in November 2008. The consolidated operating expense ratio decreased 10 basis points, to 14.4 percent.

Consolidated income tax expense for the three months ended June 30, 2009 increased by $2.8 million or 74 percent from the same period last year due to a new special additional tax as well as to higher taxable income, resulting from an increase in operating income. This special additional tax is five percent over the taxable income and will be effective for a three year period, until the 2011 taxable year.

Net income for the three months ended June 30, 2009, was $18.7 million, or $0.63 per diluted share, based on weighted average shares outstanding of 29.4 million. This compares with net income for the three months ended June 30, 2008, of $12.1 million, or $0.38 per diluted share, based on weighted average shares outstanding of 32.2 million. The earnings for the three months ended June 30, 2009, include $0.11 per diluted share in after tax net realized and unrealized gains on investments and an increase in the unrealized gain in derivatives of $0.01 per diluted share included within other income (expenses). Excluding the effect of these items for the three months ended June 30, 2009, net income was $15.0 million, or $0.51 per diluted share, compared with $14.3 million, or $0.44 per diluted share, in the comparable 2008 quarter.

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(Unaudited)	Pro Forma Net Income
	Three months ended						Six months ended
	June 30,						June 30,
(dollar amounts in millions)	2009			2008			2009			2008
Pro forma net income:
Net income	$	18.7		$	12.1		$	22.6		$	13.3
Net realized investment losses, net of tax		1.4			1.5			2.8			0.9
Net unrealized trading investments (gains) losses, net of tax		(4.8	)		0.8			(2.7	)		7.1
Derivative (gain) loss, net of tax		(0.3	)		(0.1	)		0.4			2.3
Pro forma net income	$	15.0		$	14.3		$	23.1		$	23.6
Diluted pro forma net income per share	$	0.51		$	0.44		$	0.78		$	0.73

Six-Month Recap

For the first half ended June 30, 2009, consolidated operating revenues rose 12.3 percent to $964.8 million, primarily reflecting the growth in the managed care segment. Consolidated claims incurred for the six months ended June 30, 2009 were $792.9 million, up 12.5 percent year over year. The consolidated loss ratio increased 70 basis points to 86.3 percent. Six-month consolidated operating expenses were $136.9 million and the operating expense ratio remained at 14.6 percent. Pro forma net income for the six months ended June 30, 2009 was $23.1 million, or $0.78 per diluted share, based on weighted average shares outstanding of 29.8 million, compared with $23.6 million, or $0.73 per diluted share, based on weighted average shares outstanding of 32.2 million at the same time last year.

For the aforementioned six-month period, net cash provided by operating activities amounted to $49.1 million. As of June 30, 2009, Triple-S Management had $34.6 million in parent company cash, cash equivalents, and investments.

Segment Performance

Triple-S Management operates in three segments: 1) Managed Care, 2) Life Insurance, and 3) Property and Casualty Insurance. Management evaluates performance based primarily on the operating revenues and operating income of each segment. Operating revenues include premiums earned, net administrative service fees and net investment income. Operating costs include claims incurred and operating expenses. The Company calculates operating income or loss as operating revenues minus operating expenses. Operating margin is defined as operating gain or loss divided by operating revenues.

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(Unaudited)	Three months ended June 30,									Six months ended June 30,
							Percentage									Percentage
(dollar amounts in millions)	2009			2008			Change			2009			2008			Change
Operating revenues:
Managed Care	$	435.5		$	385.1			13.1	%	$	854.6		$	755.1			13.2	%
Life Insurance		29.6			27.0			9.6	%		58.1			53.1			9.4	%
Property and Casualty		27.0			26.1			3.4	%		54.4			52.4			3.8	%
Other		(1.2	)		(0.8	)		50.0	%		(2.3	)		(1.7	)		35.3	%
Total operating revenues	$	490.9		$	437.4			12.2	%	$	964.8		$	858.9			12.3	%
Operating income:
Managed Care	$	16.2		$	14.0			15.7	%	$	22.0		$	19.3			14.0	%
Life Insurance		3.9			3.2			21.9	%		6.9			5.7			21.1	%
Property and Casualty		2.8			2.3			21.7	%		4.2			4.4			(4.5	%)
Other		1.0			1.7			(41.2	%)		1.9			3.1			(38.7	%)
Total operating income	$	23.9		$	21.2			12.7	%	$	35.0		$	32.5			7.7	%
Operating margin:
Managed Care		3.7	%		3.6	%		10	bp		2.6	%		2.6	%		0	bp
Life Insurance		13.2	%		11.9	%		130	bp		11.9	%		10.7	%		120	bp
Property and Casualty		10.4	%		8.8	%		160	bp		7.7	%		8.4	%		-70	bp
Consolidated		4.9	%		4.8	%		10	bp		3.6	%		3.8	%		-20	bp

Managed Care Results Summary

Total medical premiums earned for the three months ended June 30, 2009 were $418.1 million, up 11.7 percent from the same period in 2008, primarily due to higher Commercial member enrollment and premium rate increases across all businesses. This quarter also includes a Medicare risk score premium adjustment of $12.8 million.

Medical premiums earned in the Medicare business rose $28.0 million, or 24.6 percent, to $141.6 million, largely the result of higher average premium rates and a $12.8 million risk score premium adjustment from CMS corresponding to 2008 and the first quarter of 2009. Member months enrollment increased by 431, or 0.2%, reflecting an increase of 3,859, or 2.1%, in Medicare Advantage membership and a decrease of 3,428, or 10.5%, in PDP membership.

Medical premiums earned in the Commercial business were up $13.4 million, or 7.5 percent, to $193.1 million, the net result of an increase of 47,066, or 3.8 percent, in member months enrollment and a 3.5% rise in the average premium rate.

Medical premiums earned in the Reform business rose $2.5 million, or 3.1 percent, to $83.4 million due to a premium rate increase of approximately 10 percent that became effective on July 1, 2008, offset in part by a $4.2 million adjustment to premiums as a result of the increase in the allowance for doubtful accounts and a reduction of 23,716, or 2.3 percent, in member months enrollment.

Administrative service fees were up $7.2 million, or 150.0 percent, due to an increase in member months enrollment of 636,681, or 127.5 percent. This sharp rise mainly reflects

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the Metro-North region ASO contract, which became effective in November 2008, as well as new ASO commercial contracts that went into effect January 1, 2009.

Medical claims incurred increased by $42.7 million, or 12.9 percent, to $373.9 million, largely driven by the higher volume of business and MLR. The overall MLR increased 90 basis points during the three months ended June 30, 2009, to 89.4 percent. This increase was the result of the changes in the reserve estimates that affected the claims reserve in both periods, offset, in part, by the effect of the aforementioned premium adjustments. Excluding the effect of prior period reserve developments in the 2009 and 2008 periods, and considering the effect of premium adjustments, the MLR decreased by 80 basis points.

Operating expenses were up $5.5 million year over year, or 13.8 percent, to $45.4 million, primarily attributable to the higher volume of business associated with increased enrollment. In addition, a contingency accrual of approximately $2.5 million was recorded during the period, partially offset by a favorable $600,000 adjustment related to the settlement of an insurance recovery receivable of legal expenses. The segment’s operating expense ratio rose 10 basis points, to 10.6 percent.

Managed Care Additional Data	Three months ended						Six months ended
	June 30,						June 30,
	2009			2008			2009			2008
Member months enrollment
Commercial:
Fully-insured		1,275,849			1,228,783			2,536,750			2,464,272
Self-funded		563,125			499,317			1,142,217			995,379
Total Commercial		1,838,974			1,728,100			3,678,967			3,459,651
Reform:
Fully-insured		1,007,915			1,031,631			1,986,506			2,065,291
Self-funded		572,873			—			1,133,451			—
Total Reform		1,580,788			1,031,631			3,119,957			2,065,291
Medicare:
Medicare Advantage		186,945			183,086			385,561			340,877
Stand-alone PDP		29,314			32,742			58,971			65,480
Total Medicare		216,259			215,828			444,532			406,357
Total member months		3,636,021			2,975,559			7,243,456			5,931,299
Medical loss ratio		89.4	%		88.5	%		90.5	%		89.8	%
Commercial		92.5	%		79.8	%		91.3	%		85.3	%
Reform		91.6	%		96.7	%		89.2	%		94.0	%
Medicare		83.9	%		96.5	%		90.0	%		94.2	%
Operating expense ratio		10.6	%		10.5	%		10.5	%		10.3	%

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Managed Care
	As of June 30,
Membership by Segment	2009		2008
Members:
Commercial:
Fully-insured		430,772		408,949
Self-funded		184,366		168,422
Total Commercial		615,138		577,371
Reform:
Fully-insured		337,254		344,104
Self-funded		194,154		—
Total Reform		531,408		344,104
Medicare:
Medicare Advantage		61,057		61,218
PDP		9,745		10,916
Total Medicare		70,802		72,134
Total members		1,217,348		993,609

Share Repurchase Update

In October 2008, the Company’s Board of Directors authorized the repurchase of $40 million of its common shares. Utilizing cash on hand, Triple-S has thus far bought back approximately 3.0 million Class B shares at an average price of $12.16. The repurchase is being conducted in accordance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. Triple-S continues to have approximately $3.9 million earmarked for share repurchases under its current Board authorization.

2009 Guidance

“We have once again raised our outlook for this year’s earnings per share. We now expect per-share earnings to be in the $2.03-$2.13 range, $0.10 above our prior guidance, reflecting mainly the accretion from the acquisition of La Cruz Azul,” said Ruiz-Comas. “Although our MLR will be somewhat higher than we were previously anticipating, all of our other performance metrics are running ahead of plan and have been adjusted accordingly.”

The Company’s revised outlook for full year 2009 is as follows:

	2009 Range
Medical enrollment fully-insured (member months)	10.0-10.3 million
Medical enrollment self-insured (member months)	4.9-5.0 million

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	2009 Range
Consolidated operating revenues (in billions)	$1.92-$1.99
Consolidated loss ratio	84.8%-85.8%
Medical loss ratio	88.8%-89.8%
Consolidated operating expense ratio	14.3%-14.7%
Consolidated operating income (in millions)	$90.5-$99.0
Consolidated effective tax rate	26.0%-27.0%
Earnings per share	$2.03-$2.13
Weighted average of diluted shares outstanding (in millions)	29.6

Conference Call and Webcast

Management will host a conference call and webcast Wednesday, August 5 at 9:00 a.m. Eastern Time to discuss its financial results for the second quarter of 2009, as well as expectations for future earnings. To participate, callers within the U.S. and Canada should dial 877-941-1848, and international callers should dial 480-629-9722 about five minutes before the presentation.

To listen to the webcast, participants should visit the Investor Relations section of the Company’s Web site at www.triplesmanagement.com several minutes before the event is broadcast and follow the instructions provided to ensure they have the necessary audio application downloaded and installed. This program is provided at no charge to the user. An archived version of the call, also located on the Investor Relations section of Triple-S Management’s Web site, will be available about two hours after the call ends and for at least the following two weeks. This news release, along with other information relating to the call, will be available on the Investor Relations section of the Web site.

About Triple-S Management Corporation

Triple-S Management Corporation is an independent licensee of the Blue Cross Blue Shield Association. It is the largest managed care company in Puerto Rico, serving approximately 1.3 million members, or about 34% of the population. Triple-S Management also has the exclusive right to use the Blue Cross Blue Shield name and mark throughout Puerto Rico and the U.S. Virgin Islands. With more than 50 years of experience in the industry, Triple-S Management offers a broad portfolio of managed care and related products in the commercial, Medicare, and Reform markets under the Blue Shield brand. In addition to its managed care business, Triple-S Management provides non-Blue Shield branded life and property and casualty insurance in Puerto Rico. The Company is the largest provider of life, accident, and health insurance and the fourth largest provider of property and casualty insurance in its market.

For more information about Triple-S Management, visit www.triplesmanagement.com or contact waller_kathleen@yahoo.com.

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Forward-Looking Statements

This document contains forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include information about possible or assumed future sales, results of operations, developments, regulatory approvals or other circumstances. Sentences that include “believe”, “expect”, “plan”, “intend”, “estimate”, “anticipate”, “project”, “may”, “will”, “shall”, “should” and similar expressions, whether in the positive or negative, are intended to identify forward-looking statements.

All forward-looking statements in this news release reflect management’s current views about future events and are based on assumptions and subject to risks and uncertainties. Consequently, actual results may differ materially from those expressed here as a result of various factors, including all the risks discussed and identified in public filings with the U.S. Securities and Exchange Commission (SEC).

In addition, the Company operates in a highly competitive, constantly changing environment, influenced by very large organizations that have resulted from business combinations, aggressive marketing and pricing practices of competitors, and regulatory oversight. The following factors, if markedly different from the Company’s planning assumptions (either individually or in combination), could cause Triple-S Management’s results to differ materially from those expressed in any forward-looking statements shared here:

• Trends in health care costs and utilization rates

• Ability to secure sufficient premium rate increases

• Competitor pricing below market trends of increasing costs

• Re-estimates of policy and contract liabilities

• Changes in government laws and regulations of managed care, life insurance or property and casualty insurance

• Significant acquisitions or divestitures by major competitors

• Introduction and use of new prescription drugs and technologies

• A downgrade in the Company’s financial strength ratings

• Litigation or legislation targeted at managed care, life insurance or property and casualty insurance companies

• Ability to contract with providers consistent with past practice

• Ability to successfully implement the Company’s disease management and utilization management programs

• Volatility in the securities markets and investment losses and defaults

• General economic downturns, major disasters, and epidemics

This list is not exhaustive. Management believes the forward-looking statements in this release are reasonable. However, there is no assurance that the actions, events or results anticipated by the forward-looking statements will occur or, if any of them do, what impact they will have on the Company’s results of operations or financial condition. In view of these uncertainties, investors should not place undue reliance on any forward-looking statements, which are based on current expectations. In addition, forward-looking statements are based on information available the day they are made, and (other than as required by applicable law, including the securities laws of the United States) the Company does not intend to update or revise any of them in light of new information or future events.

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Readers are advised to carefully review and consider the various disclosures in the Company’s SEC reports.

-FINANCIAL TABLES ATTACHED-

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Condensed Consolidated Balance Sheets
(Dollar amounts in thousands, except per share data)

	Unaudited
	June 30,		December 31,
	2009		2008
Assets
Investments	$	1,034,402	$	1,015,701
Cash and cash equivalents		42,699		46,095
Premium and other receivables, net		249,393		237,158
Deferred policy acquisition costs and value of business acquired		131,311		126,347
Property and equipment, net		63,105		58,448
Other assets		56,392		64,710
Total assets	$	1,577,302	$	1,548,459
Liabilities and Stockholders’ Equity
Policy liabilities and accruals	$	723,992	$	690,080
Accounts payable and accrued liabilities		196,886		203,973
Borrowings		168,487		169,307
Total liabilities		1,089,365		1,063,360
Stockholders’ equity:
Common stock		29,404		31,148
Other stockholders equity		458,533		453,951
Total stockholders’ equity		487,937		485,099
Total liabilities and stockholders’ equity	$	1,577,302	$	1,548,459

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Condensed Consolidated Statements of Earnings
(Dollar amounts in thousands, except per share data)

	For the Three Months Ended						For the Six Months Ended
	June 30,						June 30,
	Unaudited			Historical			Unaudited			Historical
	2009			2008			2009			2008
Revenues:
Premiums earned, net	$	466,221		$	419,157		$	918,705		$	823,556
Administrative service fees		11,319			3,920			20,185			7,633
Net investment income		13,360			14,302			25,901			27,734
Total operating revenues		490,900			437,379			964,791			858,923
Net realized investment losses		(1,625	)		(1,741	)		(3,352	)		(1,132	)
Net unrealized investment gain (loss) on trading securities		5,652			(951	)		3,176			(7,201	)
Other income (expenses), net		704			1,360			325			(161	)
Total revenues		495,631			436,047			964,940			850,429
Benefits and expenses:
Claims incurred		398,420			354,780			792,952			704,987
Operating expenses		68,603			61,399			136,855			121,430
Total operating costs		467,023			416,179			929,807			826,417
Interest expense		3,357			3,926			6,621			7,599
Total benefits and expenses		470,380			420,105			936,428			834,016
Income before taxes		25,251			15,942			28,512			16,413
Income tax benefit		6,591			3,805			5,920			3,074
Net income	$	18,660		$	12,137		$	22,592		$	13,339
Basic net income per share	$	0.64		$	0.38		$	0.76		$	0.41
Diluted earnings per share	$	0.63		$	0.38		$	0.76		$	0.41

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Condensed Consolidated Statements of Cash Flows
(Dollar amounts in thousands, except per share data)

	For the Six Months Ended
	June 30,
	Unaudited			Historical
	2009			2008
Net cash provided by (used in) operating activities	$	49,128		$	(25,189	)
Cash flows from investing activities:
Proceeds from investments sold or matured:
Securities available for sale:
Fixed maturities sold		114,876			153,393
Fixed maturities matured		123,995			54,166
Equity securities		1,629			2,019
Fixed maturity securities held to maturity		2,915			19,526
Acquisition of investments:
Securities available for sale:
Fixed maturities		(250,641	)		(428,476	)
Equity securities		(2,286	)		(16,717	)
Net disbursements for policy loans		(70	)		104
Capital expenditures		(8,876	)		(7,119	)
Net cash used in investing activities		(18,458	)		(223,104	)
Cash flows from financing activities:
Change in outstanding checks in excess of bank balances		(10,143	)		15,649
Change in short-term borrowings		—			32,075
Repayments of long-term borrowings		(820	)		(819	)
Repurchase and retirement of common stock		(22,034	)		—
Proceeds from policyholder deposits		2,547			5,895
Surrenders of policyholder deposits		(3,616	)		(3,383	)
Other		—			6
Net cash (used in) provided by financing activities		(34,066	)		49,423
Net decrease in cash and cash equivalents		(3,396	)		(198,870	)
Cash and cash equivalents, beginning of period		46,095			240,153
Cash and cash equivalents, end of period	$	42,699		$	41,283

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