X0202 3 2004-06-30 0 0001279363 WELLCARE GROUP INC WCG 0001295979 WellCare Holdings, LLC C/O WELLCARE HEALTH PLANS, INC. 6800 N. DALE MABRY HIGHWAY, SUITE 268 TAMPA FL 33614 0 0 1 0 0001253602 SPEP GENERAL PARTNER LLC 888 SEVENTH AVENUE NEW YORK NY 10106 0 0 1 0 0001029160 SOROS FUND MANAGEMENT LLC 888 SEVENTH AVENUE NEW YORK NY 10106 0 0 1 0 0001253600 SOROS PRIVATE EQUITY INVESTORS LP 888 SEVENTH AVENUE NEW YORK NY 10106 0 0 1 0 0001253606 SPEP GENERAL PARTNER LP 888 SEVENTH AVENUE NEW YORK NY 10106 0 0 1 0 0000900203 SOROS GEORGE 888 SEVENTH AVENUE NEW YORK NY 10106 0 0 1 0 0001237660 QIH MANAGEMENT INVESTOR LP 888 SEVENTH AVENUE NEW YORK NY 10106 0 0 1 0 0001237658 QIH MANAGEMENT LLC 888 SEVENTH AVENUE NEW YORK NY 10106 0 0 1 0 Common Stock 100 D Soros Private Equity Investors LP is a Delaware limited partnership ("SPEI"). SPEI, by virtue of owning a majority of the interests in WellCare Holdings, LLC, a Delaware limited liability company ("WellCare Holdings"), may be deemed to be a beneficial owner of the shares of the Issuer's common stock held for the account of WellCare Holdings. The general partner of SPEI is SPEP General Partner LP, a Delaware limited partnership ("SPEP GP LP"). An investment committee of SPEP GP LP exercises exclusive decision-making authority with regard to the acquisition and disposition of, and voting power with respect to, investments by SPEI. SPEP GP LP's general partner is SPEP General Partner LLC, a Delaware limited liability company, whose managing member is QIH Management Investor, L.P., a Delaware limited partnership, whose sole general partner is QIH Management LLC, a Delaware limited liability company, whose sole managing member is Soros Fund Management LLC, a Delaware limited liability company ("SFM"). George Soros is the Chairman of SFM and, in such capacity, may be deemed to have voting and dispositive power over the securities held for the account of SPEI. (1) Mr. Brown is signing in his capacity as Assistant General Counsel of SFM, the managing member of QIH Management LLC, the sole general partner of QIH Management Investor, L.P. (2) Mr. Brown is signing in his capacity as Assistant General Counsel of SFM, the managing member of QIH Management LLC. (3) Mr. Brown is signing in his capacity as Assistant General Counsel of SFM. (4) Mr. Brown is signing in his capacity as Assistant General Counsel of SFM, the managing member of QIH Management LLC, the sole general partner of QIH Management Investor, L.P., the managing member of SPEP General Partner LLC, the general partner of SPEP GP LP, the general partner of SPEI. (5) Mr. Brown is signing in his capacity as Assistant General Counsel of SFM, the managing member of QIH Management LLC, the sole general partner of QIH Management Investor, L.P., the managing member of SPEP General Partner LLC. (6) Mr. Brown is signing in his capacity as Assistant General Counsel of SFM, the managing member of QIH Management LLC, the sole general partner of QIH Management Investor, L.P., the managing member of SPEP General Partner LLC, the general partner of SPEP GP LP. (7) Mr. Brown is signing in his capacity as Attorney-in-Fact for Mr. George Soros. /s/ Thaddeus Bereday, General Counsel 2004-06-30 John F. Brown, SPEP General Partner LLC (see General Remarks (5)) 2004-06-30 John F. Brown, Soros Fund Management LLC (see General Remarks (3)) 2004-06-30 John F. Brown, Soros Private Equity Investors LP (see General Remarks (4)) 2004-06-30 John F. Brown, SPEP General Partner LP (see General Remarks (6)) 2004-06-30 John F. Brown (see General Remarks (7)) 2004-06-30 John F. Brown, QIH Management Investor, L.P. (see General Remarks (1)) 2004-06-30 John F. Brown, QIH Management LLC (see General Remarks (2)) 2004-06-30