-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VW2LfXQo6bPtNZEsPyCagTpAvJXNkY+f2Q9SuJ65gO+3VZ3/VwWTsC0I5bBmNGlY 8OCCusnqubXIi+P0WNWmFA== 0001140361-02-000214.txt : 20020417 0001140361-02-000214.hdr.sgml : 20020417 ACCESSION NUMBER: 0001140361-02-000214 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020417 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERIGROUP CORP CENTRAL INDEX KEY: 0001064863 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 541739323 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-77987 FILM NUMBER: 02613859 BUSINESS ADDRESS: STREET 1: 4425 CORPORATION LANE STREET 2: SUITE 100 CITY: VIRGINIA BEACH STATE: VA ZIP: 23462 BUSINESS PHONE: 7574906900 MAIL ADDRESS: STREET 1: 4425 CORPORATION LN CITY: VIRGINIA BEACH STATE: VA ZIP: 23462 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NASSAU CAPITAL PARTNERS L P ET AL CENTRAL INDEX KEY: 0001003694 IRS NUMBER: 223344913 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 22 CHAMBERS STREET CITY: PRINCETON STATE: NJ ZIP: 08542 BUSINESS PHONE: 6099243555 MAIL ADDRESS: STREET 1: NASSAU CAPITAL PARTNERS LP STREET 2: 22 CHAMBERS STREET CITY: PRINCETON STATE: NJ ZIP: 08542 SC 13G 1 doc1.htm Schedule 13G
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934



Amerigroup Corporation
(Name of Issuer)


Common Stock, par value $.01 per share
(Title of Class of Securities)


03073T 10 2
(CUSIP Number)


November 06, 2001
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
[ ]  Rule 13d-1(b)
[ ]  Rule 13d-1(c)
[ X ]  Rule 13d-1(d)
 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 




SCHEDULE 13G
CUSIP No. 03073T 10 2

  1. Names of Reporting Persons.
Nassau Capital Partners L.P.
I.R.S. Identification Nos. of above persons (entities only).
22-3344913

  2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)  [  ]       (b)  [X]

  3. SEC USE ONLY

  4. Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With:
5. Sole Voting Power
1,088,104

6. Shared Voting Power
(See Item 4)

7. Sole Dispositive Power
1,088,104

8. Shared Dispositive Power
(See Item 4)

  9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,088,104

  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [  ]

  11. Percent of Class Represented by Amount in Row (9)
5.5%

  12. Type of Reporting Person
PN


2




Item 1.

 

(a)

Name of Issuer

Amerigroup Corporation

 

(b)

Address of Issuer's Principal Executive Offices

4425 Corporation Lane
Virginia Beach, VA 23462


Item 2.

 

(a)

Name of Person Filing

Nassau Capital Partners L.P.

 

(b)

Address of Principal Business Office or, if none, Residence

22 Chambers Street
Princeton, NJ 08542

 

(c)

Citizenship

US

 

(d)

Title of Class of Securities

Common Stock

 

(e)

CUSIP Number

03073T 10 2


Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

[  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

[  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

[  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

[  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

[  ]

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

[  ]

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

[  ]

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

[  ]

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

[  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

[  ]

Group, in accordance with §240.13d-1(b)(1)(ii)(J).


Item 4.

Ownership.

 

(a)

Amount beneficially owned:

1,088,104

 

(b)

Percent of class:

5.5%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote

1,088,104

 

 

(ii)

Shared power to vote or to direct the vote

0

 

 

(iii)

Sole power to dispose or to direct the disposition of

1,088,104

 

 

(iv)

Shared power to dispose or to direct the disposition of

0


Item 5.

Ownership of Five Percent or Less of a Class

          If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [  ].


Instruction: Dissolution of a group requires a response to this item.


Item 6.

Ownership of More than Five Percent on Behalf of Another Person

          N/A


Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

          N/A


Item 8.

Identification and Classification of Members of the Group

          N/A


Item 9.

Notice of Dissolution of Group

          N/A


Item 10.

Certification

          By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


SIGNATURE

        After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 
Date:  April 17, 2002
  Nassau Capital Partners L.P.

  By: /s/ Randall A. Hack
      Randall A. Hack
  Title:    Member 
 
 


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