Short takes: a rumor of merger/buy with Cigna and Humana–what are the odds? (updated) And what’s up with the low number of HIMSS 24 exhibitors?

December 2, 2023 | by

crystal-ballCigna and Humana, perfect together? Only if they can get the deal through the Feds and the states. Late this week, the Wall Street Journal revealed that Cigna and Humana were exploring either a merger or, as some theorize, a buy of Humana ($93 billion in revenue, $60 billion valuation) by much-larger Cigna ($181 billion in revenue, $78 billion valuation). Between them, it is estimated that they would have 35 million members. No transaction cost has been estimated, but the WSJ sources indicate it will be a stock-and-cash deal that could be finalized by the end of the year if all goes well.

On paper, industry observers like it but point out the overlap in one significant area.

  • Cigna earlier announced that it wants to sell its relatively small Medicare Advantage business, concentrating on its leadership in the commercial business and with its service businesses under the Evernorth umbrella.
  • Humana is exiting its commercial health plans to focus on MA and Medicaid, as well as its large footprint in the home health business with CenterWell.
  • Humana’s CEO Bruce Broussard is retiring next year, with newcomer to Humana Jim Rechtin joining as COO in January 2024 as his replacement. Cigna’s CEO David Cordani is a sprightly 57 and likely not to go anywhere.
  • The overlap area that could be problematic is pharmacy benefit management (PBM) with each having about 17-18 million in Express Scripts (Cigna), the second largest in the US, and Humana Pharmacy Solutions. 

Liking it on paper is one thing–FTC, DOJ, and 50 states may not feel so enthusiastic. It’s established through their actions that both Federal agencies are reining in M&A with new and restrictive merger guidelines scheduled to go into effect next year [TTA 20 July]. Healthcare is a major political hot button for this administration for cost–especially drug costs. That is where the reportedly equally sized in revenue PBM operations present the most major conflict to a merger or a buy, both in service and valuation. Both serve their own plan members as well as others, notably Express Scripts with 24% of claims, whereas Humana’s serves primarily its own plan members with 8% of claims. Neither are easy to divest without creating antitrust questions for acquirers and a major dent in Humana’s services. The final factor: Lina Khan, chair of the FTC, has never seen a merger that she’s liked based on her own statements [TTA 24 Aug].

Doomed to repeat history? In 2015, two payer mega-mergers involving these same companies were concocted: Cigna with Anthem and Humana with Aetna. They hit the buzzsaws of DOJ and before that, state approvals. The DOJ pursued them on antitrust in the Federal courts which derailed both by January 2017. Running up to that, every state got an approval vote through review by each state’s Department of Banking and Insurance or equivalent. Many did not approve or with conditions. The other factor is corporate. In the runup to the merger, Anthem-Cigna was marked by escalating animosity from the management suites to the worker cubes. After the deals were scuppered in the Federal District Court, Anthem and Cigna bitterly fought over damages and cancellation fees in Delaware Chancery Court. Aetna and Humana took their lumps and breakup fees, and went on. Aetna went on to merge with CVS, a deal that avoided most of the antitrust flak. Humana went on to acquisitions in other areas.

Our betting line. Both insurers will look at the financials in this hard-to-get-arrested year. Both will feel out the Feds before going forward. Both will calculate whether it’s best to start now or wait till next year and a possible change in administration. Neither company wants to be a political target in an election year. Defensively, Cigna may make noises about other combinations–Centene and Molina have been mentioned–which present their own difficulties and troubles, to strategically try to force the issue. Stay tuned! MedCityNews, Axios

Update: Other analysts suddenly are on board with this Editor’s gimlety view of the matchup, citing antitrust and how Federal regulators are primed to challenge major deals. The FTC is specifically probing the PBM business. The fact that the deal, according to JP Morgan, could take 12 to 24 months is no surprise as par for the course, but Mr. Market didn’t like it, dragging down both companies’ share prices every day since the rumor broke. (Hmmmm….do they read TTA?)  But a small lamp was lit by one analyst: a Cigna-Humana combo could present real competition to the 9,000 lb. elephant of healthcare, UnitedHealth Group, and that might help to put it over. FierceHealthcare

Another concern that occurred to your Editor: Cigna’s international footprint could mean additional approvals by UK and EU regulators.

According to Healthcare Dive’s analysis, the combined entity would have a PBM market share of 32%, right up against CVS Health-Caremark at 33% and UHG’s OptumRx way behind at 22%. It’s a small group with big barriers to entry which makes it a slam-dunk to antitrust regulators.  A whistle in the dark might be UHG’s long-drawn-out buy of Change Healthcare, but there were divestitures of business before closing and both parties managed to prove to the satisfaction of a US District Court that the separation to Optum Insight would not affect business relationships with other health plans. But here, both are health plans, and both have PBMs.

HIMSS 24 exhibitors, where are you? An item in today’s HIStalk on the ‘interesting’ choice as closing keynoter of football coach Nick Saban (U of Alabama Crimson Tide) at a healthcare IT conference went on to compare the number of booked HIMSS exhibitors to date with HIMSS 23’s floor total. This Editor, who for a few years booked the least expensive HIMSS space for the company she worked for back then well in advance, could not believe the low number of exhibitors three months from show time in March. Checking the HIMSS show website, there are 501 exhibitors listed. In 2023, according to HIStalk, there were 1,216. Many of these exhibitors have multiple booths in the Orange County (Orlando) Convention Center, but it still indicates the uncertain state of healthcare, pullbacks in marketing budgets, the rise of real competition in HLTH and ViVE, and perhaps some concerns about the show management transition from HIMSS itself to Informa. Are industry and IT influentials skipping HIMSS next year? Stay tuned or comment below!

Done (and split) deal! Informa to “manage” HIMSS Global Health Conference & Exhibition (updated)

August 2, 2023 | by

Gimlet EyeIt’s now a “landmark partnership”. From a non-announcement announcement by Informa in its H1 financials to today (seven days), we have gone from Informa’s “exclusivity to acquire the HIMSS Global Health Exhibition/Conference” to a “partnership” as follows:  Informa will manage the HIMSS Exhibition, while HIMSS will oversee the content and programming. This will expand the combined conference and exhibition. (Informa taking over conference logistics aren’t specified, but assumed from later on in the release.)

No transaction costs are disclosed. The word ‘acquire’ is not used once.

It may be the best possible deal for both. The press release (on Yahoo Finance) and identically in the news section on HIMSS.org content is masterful in saying very little in a lot of words. Here’s this Editor’s view of the deal:

  • It avoids the biggest problem–without HIMSS content, the conference would lack a strong reason why to go and spend money on participation and exhibiting. (This Editor guessed right on that.) Minus HIMSS, it would be easy for exhibitors and participants to walk away from it or say ‘maybe next year’. A lot of what has driven HIMSS is FOMO.
  • It would lose 50+ years of Society legitimacy, continuity, and goodwill as an unaffiliated conference
  • This gives HIMSS, as a society, an annual conference as part of member value (Guessed right on this too)
  • Informa would be hard-pressed to organize the conference content by year’s end, as there’s basically less than eight months to March
  • It absolves the HIMSS organization of being responsible for venue negotiations, expo design, logistics, travel arrangements, and all the messy expenses such as Freeman. Their vulnerability showed in the last-minute cancellation in 2020. It’s now in professional hands. 
  • It may generate some needed cash for HIMSS in this FY (not disclosed) 

HIMSS24 will be taking place in March in Orlando as originally planned, managed by Informa’s South Florida Ventures unit. Informa promises “improved digital features, enhanced registration processes, marketing tools, and cutting-edge product discover applications”. One would also hope improved travel arrangements.

There is no information in the release about Informa involvement in the 18-21 September APAC conference (too soon?) nor mention of any future international conferences, though Informa is certainly capable of staging and managing them.

Open issue–HIMSS Media is not mentioned in the release. Media tie-ins and merchandising are a substantial source of revenue for that division. But the lack of mention is not a ‘no’ and if HIMSS is generating the conference content, it’s likely that HIMSS Media will do the merchandising.

Surprisingly, the press ‘break’ is not yet up on HIMSS Media (Healthcare IT News, Mobihealthnews, Healthcare Finance News). Update–an 18 minute video hosted by editor Mike Miliard is up on Healthcare IT News 3 August.

  • The name will not be changed.
  • HIMSS has been considering bringing in an outside organization to manage the conference for some time and had been speaking with Informa over the past year.
  • Mr. Wolf of HIMSS stated that their conference organizing people will be moving over to Informa.
  • Mr. McAvoy of Informa touted the tools that HIMSS will now be able to access–enhanced tools that Informa has developed and amortized over multiple conferences.
  • More to come

A new day for HIMSS in a competitive conference market. Except the link to the conference page at the end of the release, https://www.himss.org/global-conference.–does not open the conference page but goes to a ‘page not found’. Oops! Hint: it’s misconfigured to include the period in the URL.

Previous coverage: More thoughts 2 August, Informa to acquire 27 June    Follow up 8 Aug, answers to questions:

 

Informa PLC to acquire HIMSS Global Health Conference and Exhibition (updated)

July 27, 2023 | by | 1 Comment

HIMSS to exit ‘HIMSS’. For more years than most of us care to remember, the five letters have meant more than the association (Healthcare Information and Management Systems Society). It’s been all about the annual conference in (usually) Las Vegas or Orlando. Prime expo booth locations are so prized that usually one member of the team is negotiating and pre-booking the next year at the conference. Thus it came as a major surprise to the industry that HIMSS plans to sell the Global Health Conference to Informa PLC. Transaction cost is undisclosed as it is “exclusivity to acquire” the conference and the deal is not closed. The news was buried in Informa’s half-year financial report (PDF, see page 5 under ‘Market Specialisation: Further depth in Healthcare Technology’ and isn’t even on Informa’s news page as of mid-afternoon EDT 27 July, nor on HIMSS’ website (Ed. note–neither as of mid afternoon 28 July). Hat tip to HIStalk today

It is not known if the deal will affect the upcoming HIMSS23 APAC conference in Jakarta on 18-21 September, nor how it will affect the 2024 Conference in Orlando 11-15 March which is already requesting speaker proposals.

HIMSS the Conference is the largest healthcare conference in the world and except for the off years around the pandemic, attracts on average 35,000 healthcare professionals from more than 90 countries to over 200 educational sessions and 1,200 exhibitors. Informa is a trade show powerhouse as the largest in B2B conferences grouped under Informa Markets, Informa Connect (including life sciences), and Informa Tech. Their recent Tarsus acquisition includes healthcare (Health Connect Partners) and anti-aging & aesthetics (A4M Spring Congress) plus a joint venture, Tahaluf, with the Saudis in the burgeoning Middle East conference market.

What will be left of HIMSS after the conference divestiture? It will be the society itself with a mission of reforming the global health ecosystem through the power of information and technology. The basics are benefits for members around professional development, where the conference originally started, and public policy/advocacy. HIMSS has an extensive series of initiatives such as Accelerate Health and Gravitate Health (list here). Not on the main website is HIMSS Media, which includes Healthcare IT News, Mobihealthnews, Healthcare Finance, and HIMSS TV, though losing the conference reduces a major link to advertisers and cash flow as part of a package and content, plus content syndication, custom webinars, and data/lead generation packages.

There is no mention of any continuance of HIMSS ties to the conference and content at this time, though as mentioned neither HIMSS nor Informa have announced the conference acquisition via the usual press releases–or HIMSS Media. The association with ‘the’ society for IT executives, CIOs, and technology was its ace card for over 50 years. Will HIMSS completely walk away, as CHIME did, bolting to ViVE in 2022, or lend its presence and prestige? Trade Show Executive, FierceHealthcare, Healthcare Innovation

Perhaps, and this is only your Editor’s speculation, the merchandising and lift around the HIMSS Conferences were so labor-intensive that HIMSS lost focus on its mission as a member organization. Their handling of the 2020 conference cancellation mere days before the event then not refunding registration and booth fees until 2021 and 2022 under duress was an unforced error that left a bad taste. Other large conferences such as HLTH and its digital health spinoff ViVE in the past two years have peeled off attendees, exhibitors, and ‘buzz’ in a way that other smaller conferences in the past did not. HIMSS the Conference was increasingly tagged as overly tied to Big Med Device and Big HIT, coming off as ‘stodgy’ and “awkward” post-pandemic. (That wasn’t supposed to happen with buying Health 2.0’s conferences squarely based among digital health innovators, but that was killed off even before the pandemic, as were HIMSS’ regional conferences.) With marketing cutbacks at many companies affecting booths and attendees, needing to pick where to spend your trade show dollars, that this was the time to sell could have been obvious. Informa could very well reinvigorate the conference as something new and different.

This is a developing story and will be updated.