Breaking: CVS’ Signify Health buy under DOJ scrutiny in ‘second request’

October 21, 2022 | by

Not unexpectedly, the US Department of Justice (DOJ) is taking a hard look at the Signify Health acquisition by CVS Health. The two companies were notified Wednesday on DOJ’s Second Request for information. This was disclosed on an SEC Form 8-K. The DOJ now has 30 additional days to investigate antitrust aspects of the merger, once that additional information is received. 

The timetable goes like this:

  • 19 Sept: CVS filed its premerger notification and report with the DOJ and the Federal Trade Commission (FTC) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR). This initiates a 30-day waiting period.
  • 19 Oct: At deadline, the request for additional information initiated by the DOJ was received by both CVS and Signify (Second Request)
  • The Second Request extends the waiting period under the HSR Act by 30 days after both CVS and Signify have substantially complied with the Second Request. The DOJ can terminate the waiting period earlier, or move it to an agreed-upon later date. 

CVS continues to affirm closing the deal by first half 2023 as planned, which is a fairly wide window.

The current government’s DOJ and FTC have made no secret of their policy-driven yen for using antitrust in the name of lowering healthcare costs (even favored pharma). The crashing failure of DOJ’s antitrust motions against UnitedHealthGroup and Change Healthcare [TTA 20 Sept] must have smarted. What this usually initiates is the search for a quick and easy win to put said embarrassment behind them. CVS Health is certainly a high-profile target, though Signify even at $8 billion, like Change, is not except in the industry. 

Signify’s competitive overlap with CVS/Aetna isn’t as large or obvious as UHG’s Optum with Change, but there is some: home health management and (in this Editor’s view), ACO management services with Signify’s Caravan, which participates in multiple Federal shared savings models where Aetna also is. One wonders if some divestment will be demanded by DOJ. Even before the auction, Signify started the complicated and long exit from the failing Bundled Payments for Care Improvement (BPCI) programs inherited from the Remedy Partners buy.

Could the DOJ action have played a role in CVS’ sudden cold feet in acquiring Medicare/Medicaid primary care provider Cano Health? [TTA 20 Oct] The timing is certainly close. 

DOJ is not working alone. The FTC also has a yen for Amazon in their 2 September second request for information on their acquisition of OneMedical, which also added 30 days to the Hart-Scott-Rodino (HSR) clock after compliance. Amazon is already going through this with their iRobot acquisition [TTA 15 Sept]. Reuters, FierceHealthcare, Home Health Care News

Optum buys naviHealth for reported $1 billion; Amwell raises $194 million in Series C

May 23, 2020 | by

In non-COVID-19 news, Optum has confirmed to industry press that they have acquired post-acute management company naviHealth. Becker’s HealthIT cites sources that the purchase price is in the vicinity of $1 billion. Continuing their PAC-MAN path, this pharmacy benefit, population health, and care services wing of UnitedHealth Group in the past six months finalized the purchase of DaVita Medical Group from renal treatment giant DaVita for over $4.3 bn and is reportedly closing on a full acquisition of virtual behavioral health provider AbleTo [TTA 29 Apr] for a less stunning $470 million.

naviHealth provides post-acute care clinical decision-making tools that manage pre and post-acute care as part of value-based care programs such as the Bundled Payments for Care Improvement (BPCI) program with CMS. Their customer base includes health plans (4.5 million members within Medicare Advantage alone), over 140 hospitals, and post-acute care providers such as nursing homes, LTC facilities, rehabilitation, and home health. The company will retain current management and staff, and operate as a stand-alone company within OptumHealth. It’s a well-paid exit for Cardinal Health and Clayton, Dubilier & Rice. Also MedCityNews

Amwell raises $194 million in a second Series C. The former American Well did not need telehealth to receive a gratifying boost from its investors Allianz X and Takeda Pharmaceuticals. This follows on a February $60 million venture round from Chetrit Ventures (BostInno). Amwell has raised $711 million in nine funding rounds (Crunchbase). Their main business has been with payers, health systems, and employers. In April, they added a branded program, Amwell Private Practice, for practices under 100 providers for these mostly shuttered offices to reach their patients at home and to continue care. Release, Mobihealthnews.