Cigna (NYSE: CI) is buying Express Scripts Holdings (NYSE: ESRX) for $67 billion, including debt. Some company was going to buy it, we just weren’t sure who. The deal follows the announcement of the $77 billion CVS Health/Aetna (NYSE: CVS/AET) deal and the $4.9 billion Optum/DaVita Medical Group (NYSE: UNH/DVA) hook-up in December 2017. That’s when the word “disruption” became the top-ranked meme in U.S. healthcare.
We’ll grant that CVS’s move into managed care signals a change in business-as-usual. But Optum’s deal for DaVita’s medical group didn’t break new ground. Optum has long been known as a voracious acquirer of physician practices. In January 2017, it announced the $3.3 billion agreement to buy Surgical Care Affiliates (NASDAQ: SCAI). Both SCAI and DaVita Medical Group became part of its OptumCare platform, which counted more than 20,000 affiliated physicians at the time of the SCAI announcement.
Optum also has a pharmacy benefits management (PBM) division, OptumRx, which provides pharmacy care services and programs, including retail network contracting, home delivery and specialty pharmacy, and purchasing and clinical, as well as develops programs in areas, such as step therapy, formulary management, drug adherence, and disease/drug therapy management.
A large part of that division was acquired in March 2015, when Optum acquired Catamaran Corporation (then NASDAQ: CTRX) for $12.8 billion. Catamaran was formed in April 2012 by the merger of SXC Health Solutions (NASDAQ: SXCI) and Catalyst Health Solutions (NASDAQ: CHSI) in a $4.4 billion deal.
2013 saw a lot more consolidation in the PBM space, as the smaller companies were finding it hard to compete with the largest companies, including Express Scripts, CVS Caremark and UnitedHealth Group’s Optum, and the large PBMs needed scale to continue to grow.
Nine deals targeting PBMs were announced that year, with a total combined total of $601 million. The largest was Catamaran’s $409 million acquisition of ReStat, LLC, part of the Dohmen family of companies. In 2015, Catamaran added Healthcare Solutions, Inc., a portfolio company of Brazos Private Equity Partners and a client of Catamaran. Healthcare Solutions provided PBM and specialty services to the workers’ compensation industry.
Express Scripts wasn’t standing still, either. The company’s largest acquisition took place in 2011, when it acquired Medco Health Solutions for $29.1 billion, a publicly traded PBM and specialty pharmacy serving 65 million members. In May 2017, it paid $250 million for myMatrixx, a PBM for the workers’ compensation industry, but made its biggest splash in October, with its $3.6 billion acquisition of privately held eviCore healthcare.
eviCore operates as a medical benefits management (MBM) company that develops and operates evidence-based, cloud-centric healthcare solutions for managed care organizations, self-insured entities, and risk-bearing provider organizations. Its private equity backers included General Atlantic, TA Associates, and Ridgemont Equity Partners.
The deal with Cigna is billed by Cigna’s CEO David Cordani as the union of “two complementary customer-centric services companies, well-positioned to drive greater quality and affordability for customers.” The combined company will expand consumer choice, align patients and providers, and offer “personalized value” by “making health care simpler for consumers” through data analytics, evidence-based care (eviCore’s contribution), and “industry-leading innovation.”
There’s nothing that hasn’t been said by countless other CEOs across the healthcare industry in announcing an acquisition. As we said about the CVS/Aetna deal, the goal isn’t to cut costs for consumers at the expense of the corporation’s shareholders. This deal just keeps Cigna in the running as a managed care mammoth.
