Walgreens’ misery level rises some more: Federal court affirms $987M award to PWNHealth/Everly Health. Plus selling $295M in Cencora shares, drawing down to 6%.

February 12, 2025 | by

Walgreens’ Mound of Misery grows ever higher in two more ways. The US District Court for the District of Delaware ruled yesterday that last year’s arbitration award of $987 million to PWNHealth stands.

Walgreens originally contracted exclusively with PWNHealth’s Everly Health Solutions’ telehealth physician network in April 2020 to order Covid-19 tests that consumers requested through the Walgreens website. PWN/Everly had, with its network, the ability to administer nationwide Covid-19 testing including labs and follow-up. However, Walgreens in 2021 started to divert tests to their own pharmacists, while continuing to use the Everly trademarked logo and displaying that testing would be done by PWN/Everly’s network. This breached the exclusive Master Services Agreement (MSA) with PWN/Everly. Walgreens terminated the MSA effective 1 June 2022. PWN/Everly on 10 June 2022 then initiated the arbitration with the American Arbitration Association alleging breach of contract, a violation of the Latham Act on trademarks, plus additional breaches and violations. In March 2024, the arbitrator awarded PWN/Everly $987 million. This was 12 times the contractually specified $79 million in damages. Arbitration text and decision in Jus Mundi

Immediately after the arbitration, Walgreens filed suit in Delaware to vacate the ruling on the grounds that it contravened the contract’s cap on damages and that the arbitrator’s decision was “egregious and improper”.

The Federal judge in yesterday’s decision upheld the arbitration decision, finding that the arbitrator had the authority to interpret the contractual language and determine damages. The judge found no evidence that the arbitrator exceeded his authority or showed bias. Walgreens is, of course, appealing the decision in the US Court of Appeals for the Third Circuit. In its Securities and Exchange Commission (SEC) filing, Walgreens stated that it disagrees with the court ruling but that the appeal may take another two years. “There can be no assurances as to the outcome”. PWNHealth, of course, is “pleased with the court’s well-reasoned decision confirming the arbitration award.” Reuters, Crain’s Chicago Business, FierceHealthcare  

Walgreens needs some fast cash. One investment that they have been gradually cashing out is their interest in Cencora, a drug distributor originally called Amerisource Bergen. Last Thursday’s drawdown involved Cencora repurchasing about $50 million worth of its stock from Walgreens, with Walgreens selling about $265 million worth of additional shares. Deducting $20 million in early settlement fees, the net proceeds were $295 million. Walgreens (WBA) states that it will be used primarily for debt paydown and general corporate purposes. WBA’s stake in Cencora has been reduced to 6% from the earlier 10%. Walgreens has been steadily cashing out its Cencora interest with three sales in 2024 totaling 5% of shares [TTA 7 July 2024].  Release, Healthcare Dive, Crain’s Chicago Business

Given January’s Department of Justice (DOJ) civil suit over improper dispensing of opioids and and other unlawful medications over more than a decade, with possible penalties in the billions, Walgreens’ Mound of Misery is approaching Chicago’s Willis Tower (the former Sears Tower) heights.

News roundup: NHS announces EDITH breast cancer screening trial, Sword Health reveals mental health move in AI-first push, Evolent Health changes up board, Highmark’s enGen tech drops 208

February 6, 2025 | by

Over 700,000 women to be screened using AI-assisted radiology. The NHS announced on World Cancer Day (4 February) a massive trial of EDITH—Early Detection using Information Technology in Health. The intent is to reduce to one the number of radiologists needed to review a patient’s mammogram, freeing up short radiology resources, cutting waiting lists, and speeding early detection of breast cancer. The Department of Health and Social Care initiative that builds on smaller AI-enabled screening trials is part of the 10 Year Health Plan/Plan for Change. EDITH is backed by £11 million of UK Government support via the National Institute for Health and Care Research (NIHR). 30 testing sites across the UK will be used to screen women 50 to 71 already scheduled for their every-three-year exam. It’s not clear from the information if different AI assists will be used. Breast cancer in the UK affects 55,000 women and 400 men annually, second only to prostate cancer. The UK.Gov release and the Daily Mail article do not state the start nor the end of the EDITH trial, nor locations.

Virtual MSK provider to employers Sword Health leaked at JP Morgan on mental health, AI-first ambitions. CEO Virgílio Bento confirmed to STAT that they are going “AI-first” for their care models. Their ambition is to be known as an “AI care company that is going to reinvent all care delivery models that are 100% labor intensive.” The first area to get the Sword treatment is mental health, using their proprietary tablet model utilized for physical therapy. Talk therapy was derided by Mr. Bento for low-acuity conditions like anxiety, and he promised a model that would be “very disruptive.” Others ‘ripe for reinvention with AI’ are speech care, GI care, and cardiac care. His POV is that AI will enable us to move away from human-first health care. Sword Health raised in June 2024 a jumbo round of $130 million and now is valued at around $3 billion, then ‘put the sword’ to 17% of its clinicians. It has plump coffers and is rumored to be prepping for an IPO [TTA 13 November 2024].

Provider management services organization (MSO) Evolent Health adds to board, announces new chair. Rick Jelinek, who joined the board as an independent director in 2023, will be moving to the chairman position, succeeding Cheryl Scott. This will be effective at the 2025 Annual Meeting, date TBD. Mr. Jelinek is currently managing partner of Czech One Capital Partners and previously was a CVS Health executive VP. Added to the board is a new independent director, Brendan Springstubb. He is currently principal of Bedell Canyon LLC an advisor to public equity investment firms primarily in healthcare. Previously, he was a principal at one of Evolent’s major shareholders, Engaged Capital, LLC. The release also announced the planned addition of another independent director before the annual meeting.

Also upcoming: Evolent’s Q4 and year 2024 earnings call on 20 February, which should be interesting.

Starting in August last year, Evolent and Engaged Capital were moving towards a sale of part or all of the company. The number booted about was $4 billion for the package; interested parties were rumored to be Elevance, TPG, KKR, and Clayton, Dubilier & Rice (CD&R). At that time (late August), their stock on Nasdaq had hit a high of above $32. As late as early November, it traded at $25 then cracked after 7 November. At today’s close, it traded at $10.37. What happened on 7 November was the announcement of a poor Q3 due to a huge increase in medical costs that greatly affected their managed care organizations and required them to lower their guidance for the remainder of the year. The release emphasizes the skills now existing on the board in creating value for shareholders. 

And on a down note, Highmark Health’s enGen health tech subsidiary lost 208 people at the end of January. enGen provides technologies for health plans and providers in a ‘payvider’ model for operations, utilization management, provider data and reimbursement, and payment integrity. Last year in March and May, 277 were laid off from their 12,000 person workforce. enGen serves about 50 Blue and non-Blue plans with 20 million members. Highmark Health, based in Pittsburgh, is a Blue Cross Blue Shield and serves central/western Pennsylvania, including Philadelphia in the east, and parts of western New York State. Pittsburgh Business Times

Teladoc to buy Catapult Health in all-cash, $65 million deal

February 6, 2025 | by

Teladoc lets loose with the cash, snaps up Catapult Health to get into preventative health services. Teladoc’s agreement with Catapult to acquire them for $65 million is their first significant purchase move by Teladoc since the $18.5 billion Livongo buy in 2020 and the first for new CEO Chuck Divita, who joined Teladoc last year. The strategy, as alluded to at the JP Morgan conference, is to widen the product breadth to deepen impact on healthcare outcomes.

Catapult is positioned significantly earlier in patient health than Teladoc, as their Virtual Checkup sends at-home diagnostic kits to employees or health plan members to return as a form of an annual checkup, for instance. The kits test for blood glucose, cholesterol, and blood pressure, plus BMI calculated by height and weight. If a condition is diagnosed, a virtual consult with a licensed provider is scheduled, and the employee is directed into an appropriate program or to their primary care provider. Employers and plans get data on the patient/member group to refine approaches and close care gaps. Earlier diagnosis and management save both employers and payers money–a claimed $1,400 over a three-year period.

The integration into Teladoc is logical as the ongoing patient management is planned to be steered to Teladoc and its programs/providers. Catapult at present has no app–their management approach is 1:1 on a video consult scheduled between the employee/member and Catapult’s provider.

Compared to the Livongo buy, Catapult is snack-sized. The deal is $65 million in cash, with an additional $5 million contingent earnout consideration. The transaction was 2.2 times Catapult’s trailing 12-month revenue through Q3 2024. Closing is expected to be this quarter. Catapult is private and over 15 years raised a modest $26.4 million from exiting investors Jeffrey Smith, Michael Woods, University of Colorado Health, and Health Enterprise Partners. As is becoming standard, there is no transition mentioned of Catapult employees, including CEO David Michel, except for a statement that it will operate within the Integrated Care segment of Teladoc. Catapult is based in Dallas and claims 3,500 employers and other organizations that cover 3 million lives.

Will Teladoc do better than they did with integrating Livongo? In the release, Teladoc stated that Catapult clinicians “will be able to directly enroll eligible members into Teladoc Health’s diabetes, hypertension, pre-diabetes and weight management programs, and seamlessly refer them to Teladoc’s virtual mental health therapists and primary care providers.” One can only hope that this integration goes better than Livongo’s. Former CEO Jason Gorevic touted it as seamless as late as mid-2022, but it turned out to be a potholed road with Livongo’s execs taking the money and running, then gradually losing (or cutting) most of its operational expertise in the chaos. Teladoc also aggressively leveraged Livongo and Teladoc’s longitudinal capabilities at the wrong time to the wrong markets 1) during an economic downturn and 2) to buyers not wanting their ‘premium spread’ but preferring less comprehensive but targeted solutions from competitors that were easier and cheaper to implement. The point of Catapult Health was, after all, to save employers money. We’ll see if a new Teladoc crowd has learned that hard lesson and to move softly, softly on the upselling. CNBC, Healthcare Dive, FierceHealthcare    For a more in-depth look at Teladoc’s and Amwell’s struggles in a changed market, see our 9 April 2024 article on What Happens Next in telehealth.

The table stacks–and clears: fundings for RadAI $60M, The Helper Bees $35M, Bicycle Health $16.5M. Walgreens suspends stock dividends after 91 years. And has Transcarent zeroed out 98point6? (updated)

February 5, 2025 | by

February is the real opening of the New Year’s Casino. Investors place their bets–and the dealer’s stick clears the losers.

RadAI’s Series C racks up $60 million. The generative AI radiology company gained an oversubscribed round led by Transformation Capital, with participation from existing investors Khosla Ventures, World Innovation Lab, UP2398, Kickstart Fund, OCV Partners, Cone Health and others. It follows a $50 million Series B in May 2024 and boosts the company’s value to $525 million. RadAI’s two products to speed radiology workflows and findings are Rad AI Impressions, their first product, and Continuity for interpretation and follow up for potential new cancers. RadAI claims that their platforms are used by radiologists performing about 50% of all US medical imaging. In July 2024, it partnered with Bayer to bring its capability to Bayer’s Calantic Digital Solution customers.  Release, Mobihealthnews

The niftily named The Helper Bees nabbed $35 million in a Series C. This was a tidy amount for the formerly unsexy independent aging technology sector, led by Centana Growth Partners, with support from Silverton Partners, Impact Engine, Northwestern Mutual Future Ventures, and Alumni Ventures. The Austin, Texas-based company works through 43 health plans (payers) by providing national access to non-medical products and services such as in-home caregiving, home modifications, groceries and meals, pest control, housekeeping, lawn care, and transportation, closing significant care gaps in senior care and enabling aging in place. They support long-term care plans and Medicare Advantage. Their total funding is $54 million. Release, Mobihealthnews

Bicycle Health pedals to a $16.5 million raise, profitability. Bicycle’s telehealth platform for opioid use disorder (OUD) treatment has had its downs (a May 2024 layoff of 15% of staff) and ups (a $50 million Series B in 2022). Their latest up is turning profitable on an EBIT­DA and net in­come ba­sis as of Q4. In the middle is the just-announced unlettered down round led by existing investor Questa Capital, with participation from all other existing investors including SignalFire, Frist Cressey Ventures, City Light Capital, InterAlpen Partners, Valeo Ventures, and Hustle Fund, as well as new investor JSL Health. Added to the C-level roster are CFO Manu Kuppalli and COO Andy Thomas, with a background in brick-and-mortar behavioral health. Release, Endpoints, Mobihealthnews

On the loser’s side of the table

Walgreens suspends their quarterly dividend for the first time in 91 years. The rationale for ending the shareholder payments made since 1933 was announced late last Thursday “as management continues to evaluate and refine its capital allocation policy consistent with the company’s broader long-term turnaround efforts”. The admission was blunt: “The company’s cash needs over the next several years, including with respect to litigation and debt refinancing, were important considerations as part of the decision to suspend the dividend.” The share price promptly took a hit going from $11.43 at market close on Thursday to closing today (Tuesday) at $9.84, not exactly a desired result. Walgreens’ days as a ‘widows and orphans stock’ are long over. 

  • The litigation is a serious matter, with the Department of Justice (DOJ) filing a civil suit 16 January in Illinois over improper dispensing of opioids and other unlawful medications over more than a decade, in violation of the Controlled Substances Act (CSA).
  • The WBA Q3, announced mid-January, widened its net loss to $265 million. 
  • Walgreens is in the midst of closing 1,200 locations to get out from under real estate.
  • The rest is not much different than other retail–in-store theft, pharmacy sales erosion, and retail sales going online or elsewhere.
  • Mistakes such as buying VillageMD (and doubling down with Summit Health and CityMD) made it 10x worse.

Will this put the brakes on a sale? Certainly Sycamore Partners and other interested parties now must rethink their pricing and timing, though it may be positive if it improves WBA’s cash position. [TTA 10 Dec 2024, 8 January]   Release, CNBC, AP 

Did Transcarent, after paying $100 million for 98point6’s virtual care platform in 2023, just pull the plug on the service? This tidbit from a commenter on HIStalk News 2/5/25 indicates that Transcarent may have. Exhibit 1 is a notice from Allegheny College (PA), a service customer for about two years, on their blog that students and staff were notified on 19 December that the service was going out of business. The college is searching for a replacement telehealth service. The Allegheny page is also showing up high in Google Search results.

Transcarent has a live 98point6 page with FAQs about the service and buttons for downloads on Google’s and Apple’s respective App Stores. There is no notice on Transcarent’s 98point6 page, but their last blog posting mentioning 98point6 was October 2024. On Google’s App Store, the last update is listed as 5 June 2024, which is unusual for a telehealth app. The app ownership is credited to Transcarent so it is not a leftover from the original company. According to the HIStalk commenter, most staff was laid off by April 2024. (As we reported in our 8 May 2024 report, 98point6 had only 100 on staff, and the number of those laid off was unknown.)

Confusing matters is that 98point6 continues as a platform, but not as a telehealth service. After they sold their virtual care service to Transcarent [TTA 9 Mar 2023], they announced a pivot into licensing its real-time and asynchronous software to third parties, including Transcarent. Less than a year later, 98point6 bought the remaining assets of telehealth provider Bright.md not sold to Evernorth’s MDLIVE–17 asynchronous telehealth provider customers [TTA 19 Jan 2024]. We have reached out to Transcarent’s press office for confirmation. They are welcome to reach out to TTA (email Editor Donna).  Update: as of 14 February, there has been no response from their corporate communications folks. 

This just in #2: Masimo board director Bob Chapek resigns

February 1, 2025 | by

Cleanup on Aisle 3! Another episode in the Continuing Masimo Drama is that Bob Chapek has resigned from their board of directors. His letter, dated 30 January, was standard and did not cite a reason for his departure, other than stating that his resignation did not reflect any disagreements with the company. It was attached to a Masimo filing with the SEC, as is required when there is a change in the board.

Mr. Chapek’s resignation from the board and the audit committee is effective as of the next Masimo annual shareholders meeting. That date is not yet set but is typically in June or during the summer. 

Mr. Chapek was appointed to his directorship one year ago in January 2024. He is the former CEO of the Walt Disney Company, a post he held from 2020 to 2022 after a steady rise in multiple executive positions from 1993. After a controversial tenure, he was ousted by the board with his predecessor, Bob Iger, replacing him as CEO.  

During the proxy fight in September that ended in the ouster of Joe Kiani, both Chapek and another director, Craig Reynolds, actively urged Quentin Koffey of Politan Capital to avoid a war by not offering Politan-backed board candidates. Koffey did so anyway and won decisively against two Kiani-backed candidates. In October, board members Wendy Lane and Timothy Scannell were added. New CEO Katie Szyman joins them as of 12 February.

The sole remaining director from pre-Politan control times is Craig Reynolds. Appointed after Bob Chapek in March 2024, Mr. Reynolds does not currently sit on any committees. Previous to retiring, he was COO of Respironics then Philips Respironics, and sits on boards of other medical device companies. Big hat tip to Strata-gee today.