$ 69 billion merger of Aetna and CVS Health approved with conditions



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The era of giant pharmacy directors, who were negotiating prices between pharmaceutical companies, insurers and employers, was turned upside down, now that $ 69 billion merger between CVS Health and Aetna, a major health insurer, has been approved by the Ministry of Justice.

The merger can continue as long as Aetna has sold its private Medicare drug plans, the Justice Ministry announced Wednesday, announcing the deal.

CVS Health was the last of the top independent pharmacy directors to have agreements with major insurers, consolidating control over the money that Americans spend on medical care and prescription drugs.

This agreement is the latest in a wave of health-care combinations in recent years. Last month, the Department of Justice approved the repurchase by Cigna of Express Scripts, a major competitor of CVS.

The companies involved say they will be better able to coordinate consumer care because mergers will help to reinforce cost control. But critics worry that consumers could end up with far fewer choices and potentially higher expenses.

"This type of consolidation in a market already dominated by a few powerful players presents the real possibility of a reduction in competition that affects the choice and quality of the consumer," said George Slover, Senior Policy Advisor. for the consumer advocacy group,.

The organization objected to the merger, claiming that people enrolled in Aetna's health insurance plans could be forced to seek treatment at CVS retail clinics and that those who were not insured by Aetna could pay more for their drugs than those who were.

"The combination of CVS and Aetna creates a huge market force that we have never seen before," said Slover.

The country's three largest drug benefit managers, or P.B.M.s, have exercised considerable power for decades by negotiating with pharmaceutical companies on the prices of brand-name and generic drugs and mediating between employers and insurers.

In the face of the outcry over the high price of drugs, pharmacy directors have been defamed alongside major drug companies. Critics point out that pharmacy executives have entered into secret deals, under which pricing strategies are not publicly disclosed, which they believe would enrich businesses on all sides of the prescription drug portfolio while not benefiting consumers.

In addition to the two main entities now attached to powerful health insurance companies, OptumRx, another major pharmacy manager, is owned by UnitedHealth Group, the parent company of the major insurer. Anthem, which operates for-profit Blue Cross plans in several states, is develop your own pharmacy operation internally.

"There will be gigantic organizations," said Adam J. Fein, general manager of the Drug Channels Institute, a research firm.

The role of pharmacy benefit managers has evolved over time. Generic drugs now account for about 90% of all prescriptions, and higher drug prices are largely the result of increasing the number of expensive specialty drugs for diseases such as rheumatoid arthritis or cancer.

"The work of P.B.M. is changing, "said Fein.

Faced with the prospect of competition from outsiders such as Amazon, whose shy incursions into the pharmacy sector have already shattered the sector, established players have also sought ways to remain relevant to their customers and increase their share of the market. health care market.

Businesses "feel the pressure to do something different or something will be done to them," said Brian Marcotte, executive director of the national group of companies on health, which represents the major employers.

Mergers also show how organizations are crossing the traditional dividing line between the insurance companies responsible for paying for care and the providers responsible for delivering them.

There have always been organizations that perform both functions, but the lines are becoming blurry. UnitedHealth, for example, buys aggressively Humana has announced its intention to become the largest palliative care provider in the country.

"The nature of the last six to twelve months is much more vertical and the transaction size is much larger," said Gurpreet Singh, a health services partner with the PwC consulting firm.

The enthusiasm generated by CVS 'acquisition of Aetna focused on adding a retail component to the insurer and the potential of this company to utilize the 10,000 drug stores and drug stores. 100 retail CVS clinics to provide care, including to Aetna clients.

Imagine a unique center where someone can go for care for everything from sore throats to diabetes.

"In our new healthcare model, we are giving people access to more affordable care when, where and how they need it," said Larry Merlo, Executive Director of CVS. "Care will be coordinated between health care providers, caregivers and their healthcare teams, leveraging the connectivity that CVS will provide."

Mr. Merlo will be the Managing Director of the amalgamated companies and Mark T. Bertolini, Chief Executive Officer of Aetna, will retire and join the Board of Directors of CVS. CVS is committed to keeping Aetna at its Hartford headquarters for the next decade.

CVS stores could become places to get blood tests to monitor chronic diseases, not just for toothpaste refills or prescriptions. "You could think of the store as a base for many of these distribution channels," said George Hill, principal analyst at RBC Capital Markets.

Hill said CVS was also well positioned to deal with attacks from newcomers like Amazon. In addition to the regulatory hurdles that these newcomers should sell in order to sell prescription drugs, people generally buy drugs from pharmacies or mail order companies dictated by their health care plan.

"You will go where your payor told you to go," Hill said.

It may be years before you know if Aetna and CVS will be able to change the way they do business.

"There are a lot of opportunities," said Marcotte, but warned that the size of the combined companies made the task even more difficult. "The integration of these large mergers takes time," he said.

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