November 20, 2018

November 20, 2018

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November 19, 2018

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Insurer to Purchase Vertically Integrated Medicare Advantage Plan/Provider

WellPoint, one of the nation’s largest health insurers, has agreed to buy CareMore for approximately $800 million. WellPoint, which holds the license for Blue Cross in California and for Blue Cross Blue Shield in several other states, is the largest American health insurer in terms of patients covered, with one in nine Americans receiving coverage for their medical care through WellPoint’s affiliated plans. CareMore, based in Downey, California, is a physician owned medical group operating Medicare Advantage plans in California, Arizona and Nevada with the majority of its membership in California.

CareMore’s business model is focused on seniors and it has developed its own delivery system to complement its health plans. With a tight incorporation of employed physicians and other practitioners, 26 self-sufficient care centers clinics and well developed delivery systems, CareMore is considered one of the more vertically integrated Medicare Advantage systems in the country. With the acquisition WellPoint brings a management team on-board with significant and successful experience developing and growing Medicare Advantage business (the CEO of CareMore is one of the co-founders of PacifiCare) and also acquires a delivery system and physician network to significantly expand its MediCare Advantage business. The deal is scheduled to close by the end of 2011 and is subject to certain state and federal regulatory approvals and standard closing conditions. 

It will be interesting to see how this transaction is viewed by WellPoint. In some ways this may signal the beginning of a new merger and acquisition push by MediCare Advantage plans seeking to vertically integrate with physicians in light of potential changes in the reimbursement system stemming from healthcare reform. WellPoint may also see this acquisition as focused primarily on the core Medicare Advantage plans owned by CareMore with the care clinics and physician relationships viewed as secondary assets. Given the major push for integration between plans and medical groups we are witnessing in California, the former is more likely than the later

In fact, in a Wall Street Journal article published on June 9, 2011, WellPoint’s chief financial officer Wayne S. DeVeydt was quoted as saying that the acquisition was not “simply buying membership” but rather a long-term strategy to integrate physicians and clinics with WellPoint’s established plans. DeVeydt was quoted as stating that WellPoint planned to more than double CareMore’s existing clinics over the next 2 to 3 years, including expansion in New York where WellPoint has two existing plans in place.

Copyright © 2018, Sheppard Mullin Richter & Hampton LLP.


About this Author

Eric Klein, Legal Specialist, Sheppard Mullin, national healthcare practice

Eric Klein leads the 95 attorney national healthcare practice, and is a partner in the Century City office, of Sheppard Mullin Richter & Hampton LLP, a full service AmLaw Global 100 law firm with offices throughout California, New York, Chicago, Washington, D.C., London, Brussels, Beijing, Seoul and Shanghai. With over thirty years of practical legal and business experience, his practice focuses on the healthcare, technology and related industries. Known in the business community for his creative solutions and deal-making ability, Eric uses deep industry knowledge, entrepreneurial...

Aytan Dahukey, Sheppard Mullin, Health Care Lawyer, Finance Attorney

Aytan Dahukey is a partner in the Corporate Practice Group in the firm's Century City Office and is a member of the firm's Healthcare, Emerging Growth/Venture Capital and Private Equity Industry Teams. As an active member of these industry teams, Aytan enjoys a wide-ranging practice that spans across several sectors.

Aytan’s healthcare practice focuses on public and private mergers and acquisitions and general corporate counsel representing a wide variety of healthcare-related clients in California and nationally. His clients include independent physician associations, large physician groups, hospitals and hospital-affiliated foundations and other integrated multi-specialty medical clinics, provider management services organizations, accountable care organizations (ACOs) and other healthcare entities as well as those private equity funds and strategic investors that participate in the healthcare sector.