M&A consolidation + integration continues with Health Catalyst-Upfront Healthcare, New Mountain-Access Healthcare and Machinify, SuperDial-Major Boost

The early line on 2025 M&A centers around dinner to snack-size deals that consolidate competitors (or potential competitors) and integrate capabilities–one of our Quirky Predictions:

Health Catalyst agrees to buy Upfront Healthcare. The deal between the two will add Upfront’s personalized patient activation and engagement platform to Health Catalyst’s healthcare management services centered on data and analytics, care management, and performance related services for healthcare organizations. No transaction cost was listed in the release, but the Form 8-K of 10 January details an initial payment of $86 million, composed of $41 million in cash and 5.7 million shares of Health Catalyst stock, plus an earnout of $33.4 million. By comparison, last August’s Lumeon Ltd. buy was for $40 million plus a $25 million potential earnout [TTA 15 Aug 2024]. The UK company’s Care Orchestration service is now integrated into the Health Catalyst suite of services which appears to be the plan for Upfront Healthcare’s services and staff. Closing is stated in the 8-K as occurring during Q1 2025 ending 31 March. Health Catalyst release

Private equity New Mountain Capital invests in Access Healthcare–and reportedly seeks to buy. Based in India with offices in Dallas, Access is a revenue cycle management company for about 150 hospitals and non-acute care practices.  Services include medical billing, coding, and accounts receivable management services. It processes about 400,000 transactions annually according to the Access release today. New Mountain’s investment is (again) for an undisclosed amount. Bloomberg reports that according to the usual insiders, New Mountain is negotiating an acquisition of Access for its portfolio in a transaction that could value Access at about $2 billion. This could close in a few weeks.

On Friday 10 January, New Mountain announced that it will acquire Machinify Inc., a provider of AI-powered software for healthcare payments, for an undisclosed amount. It will join a combined payments company serving over 60 health plans formed by New Mountain from earlier acquisitions The Rawlings Group, Apixio’s payment integrity business, and VARIS. The new company will take the Machinify name and have about $500 million in revenue. Closing is anticipated by end of Q1. Becker’s

Our snack-sized deal: SuperDial’s acquisition of MajorBoost. These two AI-intensive phone call automation providers occupy different parts of the healthcare phone call continuum. SuperDial automates provider to payer and RCM outbound healthcare phone calls for insurance verification, provider attestation for health plans, prior authorizations, credentialing, and more. MajorBoost also automates  provider calls to payers through waiting on hold and navigating their Interactive Voice Response (IVR) phone trees. Acquisition cost nor management transitions are not disclosed, but MajorBoost is listed on Crunchbase as pre-seed with only $350,000 in funding. SuperDial is listed as having $4.2 million in funding over three seed rounds. Release

Evolent Health talking major acquisition by payer Elevance, private equity

Management services organization Evolent Health moving down the road in selling itself. Another deal perking below the Labor Day wire to brew into September or October coffee is a full or partial buyout of Evolent Health.  Potential buyers or partners include Elevance Health (the former Anthem), to position against Optum/UHG, and several private equity companies: TPG, KKR, and Clayton, Dubilier & Rice (CD&R). Evolent provides organizational and administrative services for primary plus specialty care physicians and payers for patients with complex conditions, within and outside of value-based care models such as ACOs, utilizing connected care and workflow automation technologies. In June, it agreed to acquire many of the AI utilization management assets of Machinify, not yet closed. 

Evolent’s (EVH, NYSE) current market capitalization is about $3.65 billion; stock price closing yesterday was $31.62 (Yahoo Finance). Industry analyst Jailendra Singh of Truist projected earlier this month, before this news dropped, that the stock was underpriced at the time in the ~$20 range and justified a target price at $33, citing their ability to manage utilization trends and rate adjustments for FY 2024. Seeking Alpha went so far as to state that at an acquisition price of $35, it would still generate a profitable internal rate of return (IRR).

A buyout won’t be cheap. With an estimated $114-116 billion shares outstanding, an outright purchase price at $35/share could approach or top $4 billion. Which means that the buyout lift could be shared. Projections with the information available range from PEs negotiating a leveraged buyout (LBO), a tuck-in by Elevance, or possibly a PE/Elevance partnership. Elevance already works with CD&R in the Mosaic Health care delivery platform partnership.  The shape of the buyout will develop over the next few weeks. FierceHealthcare

Another activist shareholder forcing a sale? Medical Buyer added to the above reports that long-time shareholder Engaged Capital pushed for this, to the degree that the board of directors needed to settle with them by forming a strategy committee focused on “value creation initiatives”.  As far back as 2021, Evolent was courting suitors or partners–at that time, Walgreens Boots Alliance, which may have been a far better but more complex buy than VillageMD. Hat tip to HIStalk 8/26

Evolent’s potential sale complicates the outlook for other MSOs such as Aledade, Optum, Privia Health, Health Catalyst, Accolade, Alignment Health, and Collaborative Health Systems (now part of Centene–disclaimer, CHS was this Editor’s former employer). In addition, a payer buying a large MSO with provider contractual relationships may pique the interest of FTC and DOJ, which already have Optum on their radar.

Sidebar: Revealed yesterday was Evolent’s CEO Blackley Seth cleaning up his stock option portfolio. According to Investing.com, he “sold shares totaling approximately $5.6 million at an average price of $30.00, with transactions ranging from $30.00 to $30.02. Additionally, the CEO acquired shares worth roughly $1.6 million through option exercises with prices between $6.87 and $10.27.” The sales were prearranged on 29 February under SEC Rule 10b5-1 to avoid insider trading charges. Both the sale and buy were over 100,000 shares.