AMERIGROUP To Acquire 184,000 Member Florida Medicaid Health Plan.

Business Editors & Health/Medical Writers

MINNEAPOLIS--(BUSINESS WIRE)--Aug. 22, 2002

Goldsmith Agio Helms announced today that its client, PHP Holdings, Inc. and its subsidiary, Physicians Healthcare Plans, Inc. (together, PHP), has entered into a definitive agreement to be acquired by AMERIGROUP Corporation (Nasdaq:AMGP). PHP is a leading managed health care company focused on serving Medicaid and State Children's Health Insurance Program (SCHIP) recipients in Florida. Under the agreement, AMERIGROUP will serve all of PHP's Medicaid and SCHIP members and operate under the name AMERIGROUP Florida, Inc. As of August 1, 2002, PHP served approximately 184,000 such members. AMERIGROUP will not acquire PHP's CarePlus health plan HMO, which will continue to serve its Medicare and commercial lines of business.

AMERIGROUP Florida will serve the needs of individuals receiving health care benefits under the state's Medicaid and Healthy Kids, or SCHIP, programs, in addition to Summit Care Plan, a pilot elder care program to help seniors live safely in their homes and avoid nursing home care. AMERIGROUP Florida will operate in 12 counties in central and south Florida, including the Miami/Ft. Lauderdale, Orlando and Tampa metropolitan areas.

"This transaction combines the strengths, resources and experience of two dynamic companies committed to serving low-income families and the uninsured. PHP has a reputation as a well-run and respected organization. It has an outstanding record of customer service and community involvement, and has demonstrated an ability to improve the health status of its members and control costs," said Jeffrey L. McWaters, chairman and CEO of AMERIGROUP Corporation. "We look forward to partnering with the State of Florida to further improve access to care and services, control escalating health care costs and reduce the number of uninsured."

AMERIGROUP will pay approximately $121 million for the acquisition. It is anticipated that approximately $60 million of the purchase price will be financed through AMERIGROUP's existing credit facility with the balance funded through available unrestricted cash. Subject to receipt of regulatory approvals, the transaction is expected to become effective in the first quarter of 2003.

"We are very pleased that our Medicaid line of business will be operated by a company that has demonstrated its commitment of quality service to providers and members, as well as an understanding of the unique cultural and special needs of the populations they serve," said Michael B. Fernandez, chairman and CEO of the Physicians Healthcare Plans and CarePlus health plan. "Over the past eight years, AMERIGROUP has demonstrated this commitment in every acquisition and new market it enters. Their exclusive focus on the Medicaid population will assure continued quality service to our members and providers."

PHP Holdings, Inc., headquartered in Coral Gables, Florida, operates a series of managed care companies servicing the health care needs of Floridians. PHP currently covers in excess of 184,000 Medicaid and Healthy Kids members in Florida.

AMERIGROUP Corporation, headquartered in Virginia Beach, Virginia, is a multi-state managed health care company focused on serving people who receive health care benefits through state-sponsored programs including Medicaid, SCHIP, and FamilyCare. The Company currently operates in Maryland, Texas, New Jersey, Illinois and the District of Columbia. For more information on AMERIGROUP Corporation, please visit the Company's web site at www.amerigroupcorp.com.

Goldsmith Agio Helms (www.agio.com) is the nation's leading private investment banking firm that specializes in representing sellers of public and private middle market businesses, having completed more than one hundred transactions in the past three years. The firm provides sell-side M&A advisory, distressed company advisory, special purpose valuations, fairness opinions, and private placement services through its offices in Minneapolis, New York, Chicago, Los Angeles, and Naples, Florida.