WellCare announces private placement and appointment of new director

Business Wire, Jan 19, 1996

KINGSTON, N.Y.--(BUSINESS WIRE)--Jan. 19, 1996--The WellCare Management Group Inc. (the "Company") (Nasdaq: WELL), announced today that it completed the private placement of a 6 percent subordinated convertible note in the principal amount of $20 million, due Dec. 31, 2202, with The 1818 Fund II, L.P., a private equity fund managed by Brown Brothers Harriman & Co. ("BBH&Co.)

The note is convertible into the Company's common stock at a conversion price of $29.00 per share, subject to adjustment. The proceeds from the private placement will be used by the Company for general working capital purposes, including possible acquisitions. The agreement pursuant to which The 1818 Fund II, L. P. purchased the note provides that the Fund is permitted to purchase up to a total of $10 million of the Company's common stock from time to time either in the open market or in privately negotiated transactions.

The Company also announced that Lawrence C. Tucker, a partner of BBH&Co., has been appointed as a Director of the Company. Edward A. Ullman, Chief Executive Officer of the Company, stated that "WellCare is thrilled to add the talents of Larry Tucker to its Board of Directors. WellCare believes that Mr. Tucker will greatly increase the Board's expertise in the areas of corporate finance and operational management."

WellCare, the Hudson River Valley's largest HMO, currently provides healthcare services to more than 98,000 members in a service area extending from New York City to the southern Adirondacks, west into the Mohawk River Valley and the Southern Tier counties and east into bordering areas of Connecticut.

BBH&Co., the nation's oldest and largest private bank, manages private equity investing partnerships, including the 1818 Fund, L.P. and The 1818 Fund II, L.P. with an aggregate of $800 million of capital which, since 1991, have provided acquisitions, development and expansion financing for 18 U.S. and foreign corporations, including other leading health care providers.

For further information, contact: Marystephanie Corsones, WellCare, 914-338-4110, ext. 7230, or Melissa Wilmoth, Cameron Associates, 212-644-9560.

CONTACT: The WellCare Management Group, Inc.

Marystephanie Corsones, 914/338-4110

or

Cameron Associates

Melissa Wilmoth, 212/644-9560