Becker's ASC Review

September/October 2022 Issue of Becker's ASC Review

Issue link: https://beckershealthcare.uberflip.com/i/1479222

Contents of this Issue

Navigation

Page 98 of 111

99 HEALTHCARE NEWS 99 CVS Health reportedly pursued One Medical before Amazon By Molly Gamble B efore Amazon entered an agreement to buy One Medical for $3.9 billion in July, CVS Health approached the primary care company with interest to align, Bloomberg reported Aug. 10. A recent One Medical SEC proxy statement states that "Party A" approached the company in mid-October 2021 seeking a partnership or strategic transaction. People familiar with the situation said Party A was CVS Health, Bloomberg reports. e two companies entered a confidentiality agreement in November before conducting diligence meetings over the next several months. Amazon and One Medical began talks in February, when representatives from Morgan Stanley facilitated an introductory meeting between One Medical President and CEO Amir Dan Rubin and Carlo Bertucci, vice president of corporate development at Amazon. Amazon paused talks on potential acquisition of One Medical in late April, but re-engaged aer learning of Party A's offer in June. Party A, reportedly CVS Health, offered $17 per share on June 1, upping the offer to $18 per share June 2 — the same amount Amazon would ultimately pay. Party A also asked One Medical for 30 days of exclusivity to complete due diligence and negotiate definitive transaction documents for potential acquisition. One Medical declined to agree to exclusivity, the SEC documents show, and told Party A any transaction would need to be executed on an expedited timeline. On June 9, One Medical's representatives from Morgan Stanley informed Amazon that One Medical had received an offer for acquisition and was moving forward on an accelerated timeline with that party, but that One Medical was open to engaging in discussions for a similar transaction with Amazon if it presented a compelling offer. Amazon extended an offer of $16 per share on June 24. On July 2, Amazon offered $18 per share in cash to acquire One Medical with a proposed target date of July 18 to execute a definitive merger agreement with indication that Amazon would disengage in the event of a leak of its planned transaction. Talks between One Medical and Party A fell off aer July 5. By this time, Party A had expressed concern about One Medical's expedited timeline. In July, One Medical told the potential suitor's CFO that it was moving forward on an expedited timeline with other strategic alternatives to determine if Party A would engage on a similarly expedited timeline. e CFO indicated he would share this information with Party A leadership and follow up; talks were not re- engaged, according to the SEC filing. Amazon ultimately reached an agreement to buy One Medical on July 20, with the deal announced publicly the next day. On Aug. 7, e Wall Street Journal reported that CVS Health is looking to place a bid for home health company Signify Health, which is valued at $4.7 billion. n Biden signs Inflation Reduction Act into law: 7 healthcare takeaways By Molly Gamble P resident Joe Biden signed the Inflation Reduction Act into law Aug. 16. The sweeping $739 billion reconciliation package contains a number of significant healthcare provisions. During the signing ceremony in the State Dining Room, the president described the IRA as "one of the most significant laws in our history" and with its enactment "the American people won and special interests lost." Here are seven healthcare takeaways from the IRA: 1. Under the IRA, Medicare Parts B and D gain negotiation powers that will apply to the price of a limited number of drugs with no generic or biosimilar competition. Starting in 2026, 10 drugs will be eligible for negotiations. Eligibility expands to 20 drugs by 2029. 2. The law ends a 19-year-old ban on Medicare from negotiating the price of prescription medicines with manufacturers. The government was prohibited from directly negotiating drug prices in Medicare Part D, the prescription drug coverage program created in 2003. 3. Starting in 2023, the IRA limits out-of-pocket spending on insulin products in Medicare Part D to $35 per month. It also eliminates cost-sharing for adult vaccines under Medicare Part D and under Medicaid. 4. Effective in 2024, the IRA eliminates the 5 percent cost-sharing in the catastrophic phase of Medicare Part D, which kicks in after enrollees reach $7,050 in out- of-pocket costs for covered drugs. Effective in 2025, the law caps patients' out-of-pocket costs in Part D at $2,000. 5. The IRA institutes inflation caps in Medicare Part D that limit price increases for drugs year over year. Drugmakers face tax penalties if their price increases to prescription drugs in Medicare outpace the rate of inflation. 6. The law includes a cap in Part D premium cost growth at 6 percent from 2024 to 2029 to prevent large premium increases. 7. Premium subsidies in the ACA marketplaces that were increased by the 2021 American Rescue Plan Act were set to expire at the end of 2022. The IRA extends the subsidies through 2025, which will prevent millions of people from losing coverage and seeing increases to their premiums. n

Articles in this issue

view archives of Becker's ASC Review - September/October 2022 Issue of Becker's ASC Review