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Our Take: Flurry of M&A activity marks end of 2021, spills over into 2022

Jan 10, 2022

While much of the country took a break during the holidays, nearly a dozen health care-related mergers and acquisitions were announced or finalized among some of the industry’s largest companies and organizations. We’ve categorized them by industry segment.

MED-TECH

By far the largest deal in terms of equity value was database and software provider Oracle’s agreement to purchase Cerner, the second-largest EHR vender in the U.S. (behind Epic), in an all-cash tender offer for approximately $28.3 billion.

In the Dec. 20 press release announcing the acquisition, Oracle said it plans to develop a new generation of digital tools for providers, noting that the company’s focus on “voice-enabled user interfaces will dramatically reduce the amount of time that medical providers spend dealing with systems and increase the time they spend directly caring for patients.”

Dr. David Feinberg, who left Google in August when Google Health was disbanded and took on the roles of president and CEO at Cerner in October, said the acquisition would give Cerner “an unprecedented opportunity to accelerate our work modernizing electronic health records, improving the caregiver experience, and enabling more connected, high-quality and efficient patient care.”

If regulatory approvals are obtained and other closing conditions are met, the transaction is expected to close before the end of 2022.

After the acquisition is completed, Oracle will move Cerner’s systems to its Gen2 Cloud, which will allow Oracle to change the existing user interface to a hands-free voice interface.

A week before the Oracle-Cerner deal made the news, Baxter International completed its $12.5 billion acquisition of Hillrom, a global medical technology company that makes equipment such as hospital beds and patient monitoring devices. Announced in September, the deal was finalized earlier than anticipated.

Baxter’s CEO, Jose (Joe) Almeida, said integrating the two companies’ capabilities creates “new possibilities for connectivity with leading-edge digital health innovation focused on enhancing care, lowering costs, and increasing workflow efficiency.”

In a more recent announcement, medical device maker Stryker started the year off with a definitive agreement to acquire Vocera Communications for a total equity value of approximately $2.97 billion.

Vocera counts nearly 1,900 hospitals among its customers, providing them with clinical communication and workflow solutions that integrate with EHRs, nurse call systems, ventilators, physiology monitors and other clinical and operational systems.

Stryker said combining the two businesses would “advance [its] focus on preventing adverse events throughout the continuum of care.”

The deal has been approved by both companies’ boards and is expected to close this quarter.

HEALTH SYSTEMS AND HOSPITALS

In mid-December, Intermountain Healthcare and SCL Health signed a definitive agreement to merge, following through on the letter of intent they signed in September. Although financial terms still were not disclosed, April 1 was identified as the proposed effective date. If the merger is completed, the combined entity will be called Intermountain Healthcare, though the Catholic hospitals in SCL Health’s network will retain their name and religion affiliation. The resulting health system would be valued at $11 billion and would have a presence in six states, with 33 hospitals, 385 clinics, and a health plan.

On Dec. 22, Tenet Health and its United Surgical Partners International (USPI) subsidiary completed the acquisition of SurgCenter Development for approximately $1.1 billion. As part of the definitive agreement announced in November, Tenet and USPI acquired SurgCenter’s ownership interests in 86 ambulatory surgery centers (ASCs). They have also offered to pay up to $250 million to acquire a portion of equity interests in the ASCs from physician owners. USPI now has more than 430 surgical facilities in 35 states.

A day later, LifePoint Health announced that it had completed its acquisition of Kindred Healthcare, giving LifePoint a health care delivery network across 29 states. Financial details of the transaction were not disclosed. In conjunction with the acquisition, LifePoint launched ScionHealth, a Louisville, Ky.-based health system that combines 18 community hospitals and associated health systems from LifePoint and 61 long-term acute care hospitals from Kindred. Collectively, the hospital campuses span 25 states. LifePoint and ScionHealth will operate as independent companies, with separate executive teams and boards.

Just before the year ended, HCA Healthcare finalized its purchase of MD Now Urgent Care, the largest chain of urgent care centers in Florida. The deal adds 59 urgent care centers to HCA’s portfolio; the Nashville, Tenn.-based company now operates more than 170 urgent care clinics in 19 markets. Financial terms of the transaction were not provided. According to a press release, HCA Florida Healthcare has more than 400 affiliated sites of care in the state, including 47 hospitals.

And right after the start of the new year, NorthShore University HealthSystem and Edward-Elmhurst Health finalized the merger they first announced back in September. The transaction created Illinois’ third-largest health system, with nine hospitals, 6,000 physicians, and more than 300 ambulatory locations. Until a new name is chosen, the combined entity will be known as NorthShore – Edward-Elmhurst Health. J.P. Gallagher, president and CEO of NorthShore, will lead the new organization. As part of the deal, NorthShore and Edward-Elmhurst created two community investment funds, and each has committed $100 million to their respective communities.

PHARMA

Pfizer announced in mid-December that it had signed a definitive agreement to acquire Arena Pharmaceuticals for approximately $6.7 billion in cash. Through the deal, Pfizer will gain Arena’s lead candidate, etrasimod, an oral sphingosine 1-phosphate modulator that is being developed for various immuno-inflammatory diseases, including gastrointestinal and dermatological diseases. Arena’s pipeline also includes two Phase II cardiovascular candidates. The acquisition is subject to regulatory approval and other customary closing conditions, including approval by Arena’s shareholders. The boards of both companies have unanimously approved the transaction.

Around the same time, CSL Ltd., a multinational biotechnology firm based in Melbourne, Australia, announced that it had entered into a definitive agreement to acquire Vifor Pharma, a specialty pharmaceutical company based in Switzerland, for approximately $11.7 billion in an all-cash public tender offer. Vifor’s pipeline includes treatments for iron deficiency, kidney, and cardio-renal diseases, as well as production sites in Switzerland and Portugal. The acquisition, approved by the boards of both companies, would further diversify CSL’s R&D and product portfolios, which include blood plasma derivatives, influenza vaccines, and candidates in the areas of immunology, hematology, cardiovascular and metabolic, respiratory, and transplantation.

PAYERS

Centene finally completed its $2.2 billion acquisition of Magellan Health, a behavioral health provider based in Phoenix. The proposed acquisition was initially announced a year ago; the companies just obtained the last of the necessary regulatory approvals at the end of December and closed the deal on Tuesday. Magellan will operate as an independent unit as part of Centene’s Health Care Enterprises unit, with CEO Ken Fasola staying on in that role. As a result of the acquisition, Centene is now among the largest behavioral health providers in the U.S., serving roughly 41 million members. The transaction also adds an estimated 5.5 million members to Centene’s government-sponsored plans and enhances the payer’s presence in the area of pharmacy benefit management.

Executive moves

Amazon has chosen Neil Lindsay, who previously served as senior vice president within the company’s Prime business unit, to oversee its newly consolidated health care efforts. Although CNBC first reported the news in mid-December, an Amazon spokesperson said Lindsay was promoted to his new role in November: senior vice president of health and brand. Among his new responsibilities are oversight of Amazon’s online pharmacy and the company’s telehealth (Amazon Care) and diagnostics units.

Former Baylor Scott & White CEO Jim Hinton has accepted the role of operating partner in private equity firm Welsh, Carson, Anderson & Stowe (WCAS)’s Healthcare Resources Group. Hinton’s retirement from Baylor Scott & White was announced on June 30 and took effect on Dec. 31. WCAS focuses on the health care and technology industries. Pete McCanna is now president and CEO of Baylor Scott & White.

Centene’s chairman and CEO, Michael Neidorff, will retire as CEO this year but will continue to serve as executive chairman until the end of 2022, the company announced in mid-December. In addition, Centene’s board of directors will be expanded to 14 members, with three current members also set to retire this year. The reorganized board will choose Neidorff’s successor; Neidorff has been CEO of the company for 25 years.

Abbott’s chairman, Miles White, retired in December after 38 years with the company. The board elected Robert Ford, who took over the role of CEO from White in March 2020, as the new chairman, effective Dec. 10. White had served as CEO since 1998 and as board chairman since 1999.

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