
Bon Secours Mercy Health plans to sell a majority stake of its revenue-cycle management subsidiary Ensemble Health Partners to private equity firm Golden Gate Capital, the organizations announced Thursday.
The Cincinnati-based Catholic health system aims to sell 51% of the equity in Ensemble netting $1.2 billion in cash proceeds, which will be reinvested in Bon Secours Mercy when the deal is completed following the standard regulatory approvals.
“Our bread and butter is not to be a revenue cycle management company, so we thought maybe it was time to spin it out as a private company,” said John Starcher, Bon Secours Mercy Health president and CEO, adding that Golden Gate has the capital and expertise to continue to build out Ensemble.
At that time, Mercy was coming off a failed revenue cycle outsourcing venture and an attempt to bring it in-house as its cost to collect, point of service collections and other metrics were trending negatively, resulting in a $135 million shortfall in expected cash collections, Starcher said.
Ensemble has helped Mercy Bon Secours accrue about $400 million to its bottom line over a three-year period, he said.
“Our terrible numbers had righted in less than one year,” Starcher said.
More providers are outsourcing their scheduling, billing and collections services as patients shoulder more of their healthcare costs and bad debt levels grow. Hospitals and health systems are turning to specialists that claim to deliver on patient satisfaction goals, which are poised to have a greater impact on reimbursement rates. Outsourcing also allows providers to free up capital and mitigate compliance risks.
“There is a tremendous amount of pricing and rate pressure on health systems,” said Judson Ivy, founder and CEO of Ensemble, adding that consumerism is another driving force behind outsourcing revenue cycle management as consumers seek a better experience. “There is also a talent drain on the industry.”
Meanwhile, alternative revenue sources are becoming a bigger part of hospital and health systems’ strategies. Ninety percent of hospital and health system executives in a recent survey indicated that new revenue streams were an urgent priority and expected to yield a return in the next three years, a study from Boston-based Partners HealthCare and healthcare private equity firm Fitzroy Health found.
Pressure on reimbursement rates from government and commercial payers have driven investment in revenue cycle subsidiaries, commercial real estate ventures, consulting spin offs, supply chain companies and other endeavors.
Bon Secours Mercy Health also has an IT subsidiary that specializes in Epic installations and a call center venture that manages the patient journey, among others, Starcher said.
“We also have expertise as we look across the continuum in marketing, supply chain and HR, and we think this is a burgeoning opportunity,” he said.
But you can’t monetize a mediocre service, Starcher said, offering a word of caution. A subsidiary can’t be so tethered to a health system that it can’t be priced competitively with other standalone companies, he said.
“While many health systems talk about this a lot, it doesn’t mean that it has been done successfully,” Starcher said.
Mercy Health and Bon Secours Health System completed their merger in September 2018, expanding its combined network to 43 hospitals, more than $8 billion in net operating revenue and 57,000 employees.
Over a four-month period following the merger, the health system reported $58.9 million in recurring operating income, which excludes restructuring and integration expenses, on operating revenue of $2.7 billion. With the $95.5 million of one-time costs, its operating income fell to negative $36.6 million. Those losses included an impairment charge on the now-defunct HealthSpan Partners’ investment in Summa and merger-related costs.
That compared to $72.9 million in recurring operating income on revenue of $2.69 billion over the same period the year prior. Operating income fell slightly to $68.2 million with $4.7 million of one-time expenses.

The House Energy and Commerce Committee next week will consider a full repeal of the Medicaid disproportionate share hospital cuts, a sign that hospitals are getting closer to securing the top lobbying priority for safety net providers and academic medical centers.
The committee will hold a hearing next Tuesday on proposed legislation from Rep. Eliot Engel (D-N.Y.), whose home state gets the single largest so-called Medicaid DSH allotment in the country. In fiscal 2018, New York received $1.8 billion of the roughly $12 billion in annual federal payments.
Engel has pitched a full repeal of the cuts mandated by the Affordable Care Act, which are set to take effect Oct. 1. Should those cuts move forward, they would reduce federal DSH payments to states by $4 billion in fiscal 2020 and $8 billion in fiscal 2021. An aide to Engel said that a full repeal “provides the long-term solution.”
Last week, 300 of the 435 U.S. House of Representatives lawmakers sent a letter to the chamber’s leadership urging a two-year delay to the DSH cuts, and hinted that some in Congress believe the Medicaid DSH formulas need to be reconfigured, calling for a “sustainable, permanent” solution.
“This delay will ensure that hospitals can continue to care for the most vulnerable in our communities,” the lawmakers wrote, led by Engel and Rep. Pete Olson (R-Texas).
The amount the federal government pays out for DSH varies enormously across states and is mostly arbitrary, reflecting the caps set by Congress in 1992 instead of a relevant benchmark.
Florida, where about 3.3 million people are uninsured, gets the exact same federal DSH allotment as Connecticut, where about 245,000 people are uninsured.
Finance Committee Chair Chuck Grassley (R-Iowa) has said he wants to see a reset. Sen. Marco Rubio (R-Fla.), whose state has a strong vested interest in a formula change, has used the Sept. 30 deadline to push a proposal that would base the federal dollar allotment on a particular state’s share of U.S. citizens living below the poverty level.
But the major trade groups representing DSH hospitals continue to push for a simple delay, since their constituents include hospitals in all the states. Dr. Bruce Siegel, CEO of America’s Essential Hospitals, said at a briefing to House staff earlier this month that he’d be open to a formula change as long as hospitals don’t see cuts to existing funding. That means Congress would have to allocate even more money to the program.
House Speaker Nancy Pelosi (D-Calif.) said she backed another delay when she addressed American Hospital Association’s annual meeting in April. She noted that she wouldn’t back a program overhaul.
“We cannot support efforts that will reward states for not expanding Medicaid or simply take DSH money from some other state and give it to others,” she said. “Who thought that was a good idea?”
The DSH debate doesn’t fall along the lines of which states expanded Medicaid or not. Alabama and Missouri haven’t expanded Medicaid but receive high federal DSH allotments, and would likely lose money if Congress decided to redistribute the existing payments.
Although the policy rationale behind the ACA-mandated cuts was that Medicaid expansion would shrink hospitals’ need for DSH money, high-DSH expansion states such as New York and New Jersey aren’t giving an inch.
Siegel framed the debate over expansion states’ need as being “a little more complicated now” than in the early years of the ACA.
“I think the market has changed in the last eight years or nine years when we started down the road of Medicaid expansion,” he said at the Capitol Hill staff briefing.
He pointed to the slight rise in the uninsured rate recently, as well as the increase of high-deductible plans that put more fiscal burden on enrollees.
“We are frankly concerned about any moves to move us toward skinny health plans,” he added.
Enrollment in more bare-bones commercial plans doesn’t really affect the Medicaid enrollment, but he argued that expansion still brings Medicaid shortfall — which is the difference between Medicaid and Medicare reimbursement.
“If you have 70% Medicaid patients which some of our hospitals do, you are in a terrible disadvantage in terms of payment streams, with the shortfall becoming enormous for you,” he said.
There is another Medicaid program that can help hospitals with shortfall: the “upper payment limit” supplement for Medicaid fee-for-service. States can deploy UPL payments to hospitals in order to increase their reimbursement based on rates Medicare would have paid for the same treatment.
UPL is the largest Medicaid supplemental funding program, with about $13 billion in annual spending according to the Medicaid and CHIP Payment and Access Commission data from fiscal 2017.
The UPL program is also under scrutiny by MACPAC, whose analysts found that 17 states have overspent billions of these payments.
Click to access aha-2019-governance-survey-report_v8-final.pdf
https://www.healthleadersmedia.com/strategy/hospital-boards-seeing-low-turnover-rates-aha-finds

The boards of trustees governing U.S. hospitals and health systems have relatively low turnover rates in an industry that’s shifting rapidly, according to a survey report released Wednesday by the American Hospital Association.
The survey asked more than 1,300 CEOs of nonfederal community hospitals and health systems in the U.S. about their organizations’ governance structures and practices, then the AHA compared their responses to data collected in a similar survey five years ago.
The researchers found that the policies and norms in place for most healthcare organizations result in low levels of board turnover.
The report cited several related opportunities for improvement:
Luanne R. Stout, president of Stout Associates based in the Dallas/Fort Worth area and a retired Chief Governance Officer of Texas Health Resources, wrote in commentary included with the report that healthcare organizations have a number of options when trying to foster a healthy degree of board turnover.
“Term limits (usually three or four consecutive, three-year terms) are helpful in accomplishing board turnover; however, some boards are reluctant to adopt term limits for fear of losing highly valued board members,” Stout wrote. “Boards that annually review board member attendance, performance and contribution can achieve desired levels of rotation and competency enhancement without utilizing term limits.”
The AHA report also notes some positive trends around healthcare board governance, including the following:
“This year’s survey demonstrates how hospitals and health system boards are rising to meet tomorrow’s challenges through redefining roles, responsibilities and board structures,” said AHA President and CEO Rick Pollack in a statement. “These changes are not surprising given the continued transformation in where, how, when and from whom patients receive care.”

President Trump is preparing to issue an executive order to foster greater price transparency across a broad swath of the health-care industry as consumer concerns about medical costs emerge as a major issue in the lead-up to next year’s presidential election.
The most far-reaching element favored by the White House aides developing the order would require insurers and hospitals to disclose for the first time the discounted rates they negotiate for services, according to health-care lobbyists and policy experts familiar with the deliberations.
The idea has stirred such intense industry opposition, however, that it may be dropped from the final version, the sources said.
Compelling disclosure of negotiated rates “would have the ultimate anti-competitive effect,” said Tom Nickels, the American Hospital Association’s executive vice president for government relations and public policy. “I know they are aware of the concerns.”
Other parts of the order are expected to make it easier for people on Medicare, the federal insurance program for older and disabled Americans, to find out what they would pay for treatment at various hospitals by widening the range of services for which hospitals must post their prices.
The order also may include an effort to promote more competition among hospitals by slowing a trend toward consolidation, according to an administration official who spoke on the condition of anonymity about details that continue to take shape.
“We’re still ironing it out,” the official said.
The executive order, likely to be announced by mid-June and first reported by the Wall Street Journal, would carry the force of law but not bring about immediate change. Such orders essentially direct federal agencies to rewrite rules to advance their goals — in this instance, the departments of Health and Human Services, Labor, and Justice, according to people familiar with the White House’s plans.
The order’s moving parts reflect a conservative conception of how to tame rising health-care costs, relying on competition — the idea that consumers will make prudent, price-minded choices if they are given enough information and options about where to get their care. Critics say that patients are seldom in a position to comparison-shop, following their doctors’ recommendations or confronting medical emergencies.
With surveys showing that voters trust Democrats significantly more than Republicans to solve problems in the health-care system, the order is, in part, a strategy by the White House to portray Trump as an ally of consumers for his reelection campaign.
“My understanding is they are trying to figure out what is going to have high splash value,” said Dan Mendelson, founder of Avalere Health, a Washington-based consulting firm.
The executive order would be Trump’s third relating to health care. Hours after his inauguration, he signed an order giving agencies broad powers to undo regulations the Obama administration had created under the Affordable Care Act. In October 2017, Trump signed another order intended to bypass rules under that law, by making it easier for individuals and small businesses to buy alternative insurance with lower prices, less coverage and fewer consumer protections.
Unlike the first two, the upcoming order would be the first on a theme embraced by both political parties.
Republicans and Democrats alike have introduced nearly two dozen bills related to transparency so far this year, and two major bills are in draft form. Most are focused on curbing the price of prescription drugs, and others are designed to protect patients from what have been termed “surprise” hospital bills involving treatment by physicians outside their insurance networks.
The administration official said the executive order would focus on urging hospitals to increase price transparency for consumers, but the official did not specify how far the policy will go.
The work is being directed by Joe Grogan, director of the White House’s Domestic Policy Council, although senior HHS officials are heavily involved, according to several people who have had conversations with those engaged in the process.
The hospital industry has been consulted by the White House, according to one industry lobbyist. But an insurance industry official said the White House has not reached out to health insurers and has “declined to discuss its thinking on an executive order when asked by industry representatives.”
Both hospitals and insurers are vehemently opposed to being told they need to disclose the rates that they negotiate with one another.
“There is good transparency and bad transparency,” said Kristine Grow, spokeswoman for America’s Health Insurance Plans, a main industry trade group. “Good transparency provides consumers with information they can use to make their own smart decision, and causes health-care prices to go down for everyone
“This is bad transparency, because it is highly likely to cause prices to go up for everyone,” Grow said. If all the parties need to expose what rates they were willing to accept, she said, “it creates a floor for negotiations, not a ceiling.”
Nickels of the American Hospital Association said, “In order for entities in any sector of the economy — health care included — to be able to create a situation where there is give and take, there has to be some privacy.”
https://www.healthleadersmedia.com/strategy/has-community-health-systems-finally-bottomed-out

The troubled operator of rural hospitals is focusing now on growth-oriented markets.
The latest round of questions and accusations adds to the tumultuous past five years.
Some analysts say CHS isn’t poised for where the market is headed: outpatient services and value-based care.
Times have been tough for Community Health Systems Chairman and CEO Wayne T. Smith, who is voicing an optimistic message this year as the hospital operator continues to navigate choppy waters.
Smith and fellow CHS senior executives told investors this month that the company expects to complete its massive and long-running divestiture plan by the end of 2019, having already shed 81 hospitals from its portfolio in the three preceding years. The company, based in Franklin, Tennessee, operated 106 hospitals across 18 states as of the end of the first quarter.
While the divestitures give CHS cash to pay down its debt, they are also part of a strategic effort to align CHS operations with the geographic areas where the company sees the greatest growth potential, Smith said.
“This has allowed the company to shift more of our resources to more sustainable markets, ones with better population growth, better economic growth, and lower unemployment, which provides us an opportunity for sustainable growth,” Smith said during the first-quarter earnings call this month.
“As we complete additional divestitures, we expect our same-store metrics to further improve,” he added. “This will lead to not only additional debt reduction but also better cash flow performance and lower leverage ratios.”
Executive Vice President and Chief Financial Officer Thomas J. Aaron echoed that message at the Goldman Sachs Leveraged Finance Conference this month. While CHS was truly a rural hospital company 15 years ago, Aaron said the post-selloff organization is investing strategically in markets where it anticipates growth.
“We’d rather compete in a growing pie than have more market share in a pie that’s shrinking,” Aaron said.
“We feel like we’re well-positioned,” he said.
But the positive forecast is a bit of a tough sell, especially when you consider how bad the past five years have been:
Despite the light-at-the-end-of-the-tunnel rhetoric coming from CHS executives, there’s still real concern the company could come undone. That’s because CHS’ problems run deeper than its balance sheets, says Mark Cherry, MFA, a principal analyst at Market Access Insights for Decision Resources Group.
“Given the national trend toward provider consolidation, CHS might not remain intact even if it were financially healthy,” Cherry tells HealthLeaders in an email, adding that CHS seems to be unsuited for the industry’s ongoing shifts toward value-based payments and outpatient care delivery.
“There are only a few markets, like Scranton, Knoxville, and Northwest Arkansas, where CHS has enough presence to act as a stand-alone health system that can influence physician and patient behaviors,” Cherry says.
The structural problem is rooted in a bad strategic bet a decade ago, Cherry says.
“As markets and regions were coalescing around large integrated delivery networks focused on value-based care, CHS continued to invest in suburban facilities and demand high fee-for-service reimbursement,” Cherry says.
“Whereas operating a couple of suburban hospitals within a larger market once gave CHS access to better insured patients and leverage against payers who wanted to offer broad provider networks, the post-ACA landscape does not have as wide a uninsured discrepancy between urban and suburban areas,” he adds, “and payers are shifting to high-performance narrow networks, allowing them to cut CHS facilities out entirely if they are unwilling to compromise.”

While it’s important for disparate EHRs to communicate with one another, organizations need a better handle on analytics and dashboards.
Mergers and acquisitions in healthcare have been going along at a pretty good clip for a number of years now. The volume of deals remains high, and with larger entities primed to scoop up some of their smaller, struggling peers, the trend seems poised to continue.
There’s an issue that consolidating organizations consistently run into, however: data sharing.
Specifically, many organizations that have initiated merger activity fail to consider that not only will the consolidation necessitate integrating multiple electronic health records, but other ancillary systems as well.
These organizations need to produce the analytics that are required to manage what’s essentially a new business, and that starts with the development of some sort of analytics blueprint early on in the merger activity.
As two or more forces join into one, it’s important to have the analytics blueprint in place so leaderships knows which dashboards are going to be needed for success.
“There used to be a trend where everyone was converted onto the same EHR platform,” said John Walton, solutions architect for IT consulting company CTG. “I guess the thought is that if everyone is converted, the problem will go away. Now … they end up in a situation where they can’t produce the kind of dashboards that are needed.”
THE FRAMEWORK
A key component of an effective analytics blueprint is a conceptual data model — basically a visual representation of what domains are needed for the dashboards.
“It sounds difficult to produce, but if it takes more than four to six weeks to produce something like that, you’re overthinking it,” said Walton. “But that’s then starting point. The key component is that analytics framework.”
Failure to have a framework in place can result in the newly merged entity losing out in terms of revenue and productivity. And once the problem becomes manifest, there’s often a lot of manual effort that goes into serving, for example, the financial dashboards that are so needed by CFOs. A lot of the manual effort goes into putting the data into Excel spreadsheets, which only puts a Band-Aid on the problem.
“The framework essentially provides pre-built routines to extract data from multiple data sources, as well as from financial systems,” said Walton. “It also provides, for lack of a better term, the data plumbing to enterprise standards, and most importantly there’s an analytic layer. The endgame is that the dashboards need to sit on top of an analytics layer that is easy to do analytics on. What it contains is pre-computed performance indicators based on approved business rules with multiple levels of aggregation.”
An effective framework, as with so many other things, begins with C-suite leadership. Having executive sponsorship, or at least an understanding of the issue at an executive level, can translate into a vision for how to integrate the data and provide the analytics that are needed to successfully manage the business.
PLANNING PROACTIVELY
Walton once observed a national organization that acquired another entity, and after two years the CEO still didn’t have any executive dashboards — which means a lack of visibility into the performance metrics. The CEO hen issued what was effectively a mandate to the acquiring organization: Get this done within three months, or else.
Thus began a flurry of activity to et the dashboard situation straightened out, which is not where an organization wants to be. Proactive planning is essential, yet Walton doesn’t see a lot of that in healthcare.
“I’ve never seen an organization proactively plan for this,” he said. “That doesn’t mean it’s not happening, but in my experience I haven’t seen it.”
In the meantime, mergers and acquisitions keep happening. Even if merging organizations become aware of the problem and factor that into their decision-making there’s another issue to consider.
“Another extremely significant problem is data quality and information consistency,” said Walton. “That problem really is not universally dealt with, in healthcare or for that matter other industries. It’s almost like they’ve learned to live with it. It’s almost like we need a call to arms or something. You’re almost certainly going to have the need for an analytics framework that will apply the data to your standards.”
The data in question could encompass missing or clinically inappropriate data. Quality, in this case, has to do with the cleanliness of the data. In terms of consistency, a good example would be something like average length of stay. There’s an opportunity to ensure that the right data ownership and stewardship is in place.
Importantly, it’s primarily a business solution. It’s possible that one of the merging entities has a data governance strategy, but all too often that strategy was launched by the IT department — which is not where an organization wants to be, said Walton, because it’s primarily a business problem rather than one that’s purely technical.
“Data governance is a very well-known concept, but people struggle with its actual implementation for a number of reasons,” he said. “One, there’s a technical aspect of it, which centers around how we identify data quality issues. What kinds of tools are they going to use to address data quality issues?
“Then there’s establishing ownership of the data, and who are the subject matter experts. And there’s a workflow aspect that most organizations fail to deal with.”
It all starts with the framework. Only then can merging organizations get an appropriate handle on its data and analytics landscape.

The broad balance sheet shows hospitals are improving financial strength and flexibility compared to two decades ago.
Not-for-profit hospitals and health systems are financially keeping up with changes in the healthcare landscape, according to a new S&P Global Ratings report.
S&P Global Ratings said it believes the not-for-profit healthcare sector has been incredibly resilient over the past two decades, in large part due to strong management and governance.
The broad balance sheet shows improved financial strength and flexibility compared to two decades ago, as is also the case for maximum annual debt service coverage.
Hospitals have done this throughout a time when changes in government policy, reimbursement and the move to value-based care have been factors in their operating performance and financial position. The report shows more variability in operating revenue and excess margins.
S&P Global looked at providers rated from BBB+ to AA. The stronger providers have seen margin improvement, while weaker rated providers have been generally stable with some pockets of weakness at the lowest reported rating levels, the report said.
WHY THIS MATTERS
Health system challenges include increasing levels of competition and disruption; consumerism and the heightened focus on quality measures and outcomes; the rapid growth in technology and big data analytics; the rise of population health and changes in payment delivery models; and a fundamental shift in how and where patients are treated.
“To be successful, provider management teams must adapt and adjust or run the risk of being left behind,” the credit analysts said.
A factor benefiting health systems has been the low interest rate environment. This has allowed hospitals to finance strategic capital assets, while keeping carrying costs at very manageable levels.
Industry consolidation has had a favorable impact on enterprise profiles, the report said. While ample “horizontal” competition exists for both hospitals and health systems, in many markets consolidation has made it more manageable.
But competition between hospitals and health systems and new market entrants seeking to control niche services or some aspect of ambulatory care services is presenting new and rapidly evolving threats to enterprise profiles, the report said.
OUTCOMES
Net patient service revenue has risen across all S&P rated categories for both stand-alone and system providers. This is due to a variety of reasons, including the addition of more business lines such as physician and insurance services, and increased industry consolidation;
Operating and excess margins are more complicated, highlighting the ebb and flow of industry trends, including increased joint venture and affiliation activity and investment market volatility.
Maximum annual debt service coverage has grown in all but the weakest rated levels, highlighting an improving balance between operational performance and debt.
Growth in days’ cash on hand has been a universal success even as capital expenditures remain robust.
Debt levels have been favorable with an improved cushion ratio and declining debt as a percentage of capitalization, both well-established trends.
TREND
Momentum continues to build for major legislative and regulatory changes at both the national and state level.
Many of the hospitals and health systems in S&P Global’s rated portfolio have navigated through numerous changes. Historically, a review of ratios over time demonstrates that providers have responded well to change as a group, although results have varied among individual organizations.
While credit quality can and will change over time, the majority of the rated portfolio is well-positioned to compete effectively as new strategies are required, the analysts said.
S&P Global Ratings analyzes and publishes not-for-profit healthcare median ratios annually, and has been doing so for over 20 years.
ON THE RECORD
“In our view, senior leadership and management teams have provided guidance and direction through a series of difficult and changing periods and have emerged as generally stronger organizations from a financial profile standpoint,” the credit analysts said. “We believe the vast majority of rated hospitals and health systems have the financial discipline and expertise to navigate the challenges over the next decade and beyond, and while there may be some movement in underlying trends in these key metrics, the overall financial outlook, barring any significant shocks from policy or macroeconomic shifts, should remain generally consistent.”