Health-Care Transactions Update: Deals Significantly Up in Third Quarter

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Stay ahead of developments in federal and state health care law, regulation and transactions with timely, expert news and analysis.

July, August, and September have been the most active deal months in 2017 so far, with over 299 recorded deals. That can be contrasted with the same quarter in 2016, during which only 167 deals were recorded, making it the slowest quarter that year.

The three most active sectors in summer 2017 were long-term care, health-care information technology, and physician practices, as strategic and financial buyers continued to actively shop for assets. The much-discussed market uncertainty—stemming from the political environment, regulatory uncertainty, and other factors—doesn’t seem to be hindering transaction activity.

Long-Term Care Has Been Most Active

Long-term care, including home health, continues to outpace the industry, with 215 transactions year to date. The sector remains attractive for many investors looking to position their portfolios for future growth, predominantly due to demand fundamentals such as an aging U.S. population and shifting preferences of seniors.

It is estimated that 10,000 U.S. residents turn 65 each day, adding to an already sizable population demographic that historically utilizes the vast majority of health-care spending. In particular, as the U.S. health-care system increasingly places emphasis on efficient outcomes and lowering cost of care, long-term care will offer a critical value proposition as an effective means of reducing the number of acute-care hospital visits and maintaining the overall health of seniors.

Of note in the third quarter was BlueMountain’s $700 million purchase of skilled nursing and assisted living assets from Kindred Healthcare. Continued interest and heightened activity are expected in this sector.

Physicians Have More Buyer Options for Transactions

Historically, large independent physician networks looking to partner with either a strategic or financial sponsor were limited in their options—mainly larger physician groups and local health systems. The landscape has quickly evolved as more organizations are seeing the value in controlling large patient populations.

Private equity buyers and insurance giants are increasingly interested in physician groups and are willing to purchase partial or complete interests at a premium. In the third quarter, Ares Capital invested $1.45 billion in DuPage Medical Group, a multi-specialty practice in Illinois previously owned by the private equity group Summit Partners.

Financial sponsors see an opportunity to leverage size and scale through acquisition and de novo growth, to increase patient populations and capture added revenues in a changing reimbursement environment. In April, Optum, a subsidiary of UnitedHealth Group, purchased American Health Network, a 300-physician practice in Indiana for $184 million. The insurer’s strategy is to control the delivery and cost of health care in all settings outside of the hospital.

Strategic buyers such as hospitals continue to actively recruit independent physicians, but are increasingly disadvantaged when forced to compete with the deep pockets of private equity investors and large insurers. Further compounding the problem for hospitals are the fair market value requirements that, by regulation, limit physician compensation options.

The single specialty provider space has experienced some of the highest activity in all of health-care services. With over 100 single specialty practices completing or announcing a transaction so far in 2017, independent physician groups are viewing an active mergers and acquisitions marketplace as an opportunity to secure future growth and viability.

A growing shift away from a hospital setting has increased the negotiating power of private practitioners and many are turning to private equity partners as a way to further increase their geographic footprint through aggressive growth strategies.

More and more groups are expected to pursue partnership and sale options as physicians continue to witness these large transaction values.

Size Is Attractive for Hospital Buyers

Bigger isn’t always better, but when it comes to hospital transactions, there is a market for sizable assets. In this quarter, Ascension Health, the country’s largest health system, emerged as the buyer of the struggling Presence Health in the Chicago area.

Despite Presence’s poor operations, it was able to align with a financially strong provider because it offered immediate scale in the Chicago market. With this transaction, Ascension, through its Amita Health joint venture with Adventist, vaulted up the market-share list from number four (8.1 percent) to number one (18.8 percent), according to Presence Health’s 2016 official statement. Acquiring and maintaining strong market share will continue to be a significant driver of financial success, thus the opportunity to immediately acquire scale through an acquisition will always be attractive.

Health-Care IT Remains Active

For many years, experts have thought that technology would be the key to driving value (high quality at a low cost). The activity in this space demonstrates the truth of that belief as there have been 133 transactions year to date. Notably, large private equity players have been active.

Clayton, Dubilier & Rice Inc., a private equity firm, acquired Carestream Dental in the third quarter, purchasing the dental imaging and practice management company with an eye toward growth, and expecting to leverage the technological expertise to grow the business.

Final Thoughts

While the summer months remained active, we believe the market will stay strong through the end of the year. Activity spawns more activity, and sellers are undoubtedly attracted to the high valuation multiples offered by buyers with tremendous access to capital and few investment options more attractive than health care.

CVS considers acquiring Aetna

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CVS has reportedly put in an offer to buy Aetna.

CVS Health has proposed buying Aetna for $200 per share, the Wall Street Journal reports. That would value the transaction at more than $66 billion.

Why it matters: This would be a gigantic buyout offer, one of the biggest of the year, if it goes through. CVS and Aetna, which already have a pharmacy contract together, would create a behemoth health care company with roughly $240 billion in annual revenue and substantial bargaining power over hospitals, drug makers and employers. The deal also would displace UnitedHealth Group as the largest health insurer and pharmacy benefits manager.

AMA: Nearly 70% of payer markets ‘highly concentrated’

http://www.healthcaredive.com/news/ama-nearly-70-of-payer-markets-highly-concentrated/507916/

Dive Brief:

  • A new American Medical Association (AMA) report found that one health insurer has at least a 50% market share in 43% of metropolitan areas. Nearly 90% of markets have at least one insurer with a 30% or greater market share.
  • Anthem, a major Blues payer and one of the largest insurers in the country, had the largest geographic footprint. The payer had the highest market share in 82 metropolitan areas.
  • The report found that 69% of markets are “highly-concentrated.”

Dive Insight:

The AMA study looked at where payer consolidation “may cause anti-competitive harm to consumers and providers of care.”

The authors said market concentration is a “useful indicator of competition and market power” and is an area the U.S. Department of Justice and Federal Trade Commission analyze when evaluating proposed mergers.

The annual report found a further consolidation of markets. The percentage of markets with one dominant insurer increased by 8% over the past two years.

Consolidation of insurers can affect premiums and reimbursements. A recent Health Affairs report found mergers involving hospitals, providers and payers resulted in insurers achieving more bargaining power to reduce provider prices in highly concentrated markets. That report said hospital admission prices were 5% lower in highly consolidated provider and insurer markets compared to those that are not as dense.

The AMA report warned along a similar theme. “We find that the majority of U.S. commercial health insurance markets are highly concentrated. These markets are ripe for the exercise of health insurer market power, which harms consumers and providers of care,” according to the report.

The AMA said major mergers like Anthem-Cigna and Aetna-Humana are reasons why the organization conducts the annual report. Neither merger ultimately happened, but they would have further consolidated the payer market.

The AMA warned about further consolidation. “Our findings should prompt federal and state antitrust authorities to vigorously examine the competitive effects of proposed mergers between health insurers. Given the uncertainty in predicting the competitive effects of consolidation, some mergers that are allowed cause competitive harm,” according to the report.

Anthem’s growing market share comes as the payer is creating policies that attempt to bring down health costs by pushing services away from hospital inpatient settings. Anthem announced this year that it won’t reimburse for emergency department visits deemed unnecessary and will no longer pay for MRIs and CT scans at hospitals in 13 states unless the tests are an emergency.

Given Anthem’s footprint, the payer’s new policies may mean other payers competing in the same markets will follow suit.

Kaufman Hall: 2017 Hospital M&A activity to potentially outpace 2016

https://www.beckershospitalreview.com/hospital-transactions-and-valuation/kaufman-hall-2017-hospital-m-a-activity-to-potentially-outpace-2016.html

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Eighty-seven hospital and health system transactions have occurred as of the end of the third quarter of 2017, leading some experts to suggest the total number of deals in 2017 may exceed the 102 deals completed in 2016, according to a recent analysis from Kaufman, Hall & Associates.

Kaufman Hall analysts report 29 transactions were announced during the third quarter, down slightly from the 31 deals announced during the second quarter of 2017.

Here are five findings from the analysis.

1. Eight transactions exceeding $1 billion in revenue have been announced in 2017 thus far. The figure is double the four such transactions announced in all of 2016.

2. The two largest transactions announced during the third quarter included the proposed merger between Charlotte, N.C.-based Carolinas HealthCare System and Chapel Hill, N.C.-based UNC Health Care — announced in September — and St. Louis-based Ascension’s proposed acquisition of Chicago-based Presence Health, announced in August.

3. Eight transactions announced during the third quarter of 2017 involved acquisitions by for-profit organizations, while 19 involved acquisitions by nonprofit institutions.

4. Three transactions announced thus far this year involved academic medical centers partnering with for-profit entities.

5. The three states with the highest number of transactions announced during the third quarter include New York, Pennsylvania and Illinois.

“Transactions among larger and like-sized organizations are rising as health systems across the country look to build scale and new capabilities for an uncertain healthcare environment,” said Anu Singh, managing director of Kaufman Hall. “These transactions are driven primarily by strategic imperatives and less so, by financial drivers … We’re also seeing an uptick in creative affiliations, with partnerships using non-traditional models to achieve their strategic goals in response to a new set of market factors that were not present a decade ago.”

How U.S. Hospitals and Health Systems Can Reverse Their Sliding Financial Performance

https://hbr.org/2017/10/how-u-s-hospitals-and-health-systems-can-reverse-their-sliding-financial-performance

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Since the beginning of 2016, the financial performance of hospitals and health systems in the United States has significantly worsened. This deterioration is striking because it is occurring at the top of an economic cycle with, as yet, no funding cuts from the Republican Congress.

The root cause is twofold: a mismatch between organizations’ strategies and actual market demand, and a lack of operational discipline. To be financially sustainable, hospitals and health systems must revamp their strategies and insist that their investments in new payment models and physician employees generate solid returns.

For the past decade, the consensus strategy among hospital and health-system leaders has been to achieve scale in regional markets via mergers and acquisitions, to make medical staffs employees, and to assume more financial risk in insurance contracts and sponsored health plans. In the past 18 months, the bill for this strategy has come due, posing serious financial challenges for many leading U.S. health systems.

MD Anderson Cancer Center lost $266 million on operations in FY 2016 and another $170 million in the first months of FY 2017. Prestigious Partners HealthCare in Boston lost $108 million on operations in FY 2016, its second operating loss in four years. The Cleveland Clinic suffered a 71% decline in its operating income in FY 2016.

On the Pacific Coast, Providence Health & Services, the nation’s second largest Catholic health system, suffered a $512 million drop in operating income and a $252 million operating loss in FY 2016. Two large chains — Catholic Health Initiatives  and  Dignity Health — saw comparably steep declines in operating income and announced merger plans. Regional powers such as California’s Sutter Health, New York’s NorthWell Health, and  UnityPoint Health, which operates in Iowa, Illinois, and Wisconsin, reported sharply lower operating earnings in early 2017 despite their dominant positions in their markets.

While some of these financial problems can be traced to troubled IT installations or losses suffered by provider-sponsored health plans, all have a common foundation: Increases in operating expenses outpaced growth in revenues. After a modest surge in inpatient admissions from the Affordable Care Act’s coverage expansion in the fall of 2014, hospitals have settled in to a lengthy period of declining hospital admissions.

At the same time, hospitals have seen their prices growing at a slower rate than inflation. Revenues from private insurance have not fully offset the reductions in Medicare payments stemming from the Affordable Care Act and federal budget sequestration initiated in 2012. Many hospitals and health systems strove to gain market share at the expense of competitors by deeply discounting their rates for new “narrow network” health planstargeted at public and private health exchanges, enrollments from which have far underperformed expectations.

The main cause of the operating losses, however, has been organizations’ lack of discipline in managing the size of their workforces, which account for roughly half of all hospital expenses. Despite declining inpatient demand and modest outpatient growth, hospitals have added 540,000 workers in the past decade.

To achieve sustainable financial performance, health systems must match their strategy to the actual market demand. The following areas deserve special management attention.

The march toward risk. Most health system leaders believe that population-based payment is just around the corner and have invested billions of dollars in infrastructure getting ready for it. But for population-based payment to happen, health plans must be willing to pay hospitals a fixed percentage of their income from premiums rather than pay per admission or per procedure. Yet, according to the American Hospital Association, only 8% of hospitals reported any capitated payment in 2014 (the last year reported by the AHA) down from 12% in 2003.

Contrary to widely held belief, the market demand from health insurers for provider-based risk arrangements has not only been declining nationally but even fell in California where it all began more than two decades ago. This decline parallels the decline in HMO enrollment. Crucially, there is marked regional variation in the interest of insurers in passing premium risk to providers. In a 2016 American Medical Group Association survey, 64% of respondents indicated that either no or very limited commercial risk products were offered in their markets.

The same mismatch has plagued provider-sponsored health-plan offerings. Instead of asking whether there are unmet needs in their markets reachable by provider-sponsored insurance or what unique skills or competencies they can bring to the health benefits market, many health systems have simply assumed that their brands are attractive enough to float new, poorly configured insurance offerings.

Launching complex insurance products in the face of competition from well-entrenched Blue Cross plans with lavish reserves and powerful national firms like UnitedHealth Group, Kaiser, and Aetna is an extremely risky bet. Many hospital-sponsored plans have drowned rapidly in poor risks or failed to achieve their enrollment goals. A recent analysis for the Robert Wood Johnson Foundation shows that only four of the 37 provider-sponsored health plans established since Obamacare was signed into law were profitable in 2015.

The regular Medicare and commercial business. Most hospitals are losing money on conventional fee-for-service Medicare patients because their incurred costs exceed Medicare’s fixed, per-admission, DRG payments. Moreover, there is widespread failure to manage basic revenue-cycle functions for commercial patients related to “revenue integrity” (having an appropriately documented, justifiable medical bill that can be  collected), billing, and collection. All these problems contribute to diminished cash flows.

Physician employees. For many health care system, physician “integration” — making physicians employees of the system — seems to have become an end in itself. Yet many hospitals are losing upwards of $200,000 per physician per year with no obvious return on the investment.

Health systems should have a solid reason for making physicians their employees and then should stick to it. If the goal is control over hospital clinical processes and episode-related expenses, then the physician enterprise should be built around clinical process managers (emergency physicians, intensivists, and hospitalists). If the goal is control over geographies or increasing the loyalty of patients to the health care system, the physician enterprise should be built around primary care physicians and advanced-practice nurses, whose distribution is based on the demand in each geography. If the goal is achieving specialty excellence, it should be built around defensible clusters of subspecialty internal medicine and surgical practitioners in key service lines (e.g., cardiology, orthopedics, oncology).

To create value by employing physicians, health systems must actually manage their physicians’ practices. This means standardizing compensation and support staffing, centralizing revenue-cycle functions and the negotiations of health plan rates, and reducing needless variation in prescribing and diagnostic-testing patterns. Health system all too often neglect these key elements.

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If health systems are to improve their financial performance, they must achieve both strategic and operational discipline. If they don’t, their current travails almost certainly will deepen.

Why for-profit hospitals in Chicago are losing

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The Chicago-area hospital market is notoriously fragmented, competitive and dominated by not-for-profits. The few for-profit players there, notably national hospital chains Quorum Health and Tenet Healthcare Corp., have failed to gain share while their charitable rivals bulk up and expand. Tenet and Quorum each accounted for roughly 2% of the market in 2015, according to an analysis by independent Minneapolis-based consultant Allan Baumgarten.

Now the for-profits might be skipping town. Quorum, which owns Vista Health System in north suburban Waukegan, has already inked a deal to sell one of Vista’s two hospitals to a for-profit behavioral health company. Tenet is apparently entertaining offers from potential suitors for its four Chicago-area hospitals. In fact, the entire company might be for sale, according to the Wall Street Journal.

So why is it so hard for investor-run health systems to succeed in the Chicago area?

For one, for-profit health systems have shareholders to answer to, so they aren’t inclined to balance services that generate revenue like orthopedics and cancer treatments with ones that don’t. Plus, Chicago’s population isn’t growing. Actually, it’s shrinking. And unlike in some other states, Illinois regulators control the fate of big-ticket items, like a new hospital wing or a pricey outpatient building.

“If you think about the amount of capital a for-profit has, where are they going to place their bets?” asks Elyse Forkosh Cutler, president of Chicago-based Sage Health Strategy. “If they’re looking for low regulatory barriers and population growth, Chicago is not going to be where they come.”

There’s also this: The hospital industry in the Chicago metro area is one of the most fragmented in the nation, with 95 medical centers in the six-county area. Of those, 16 are defined as for-profit, and nearly half are general hospitals. The rest are specialty, according to 2015 state records, the most recent available.

The competition for patients and doctors is fierce. Add margin pressures for for-profits, and it’s even tougher.

“Each (hospital) fights in its own little niche for something,” says Brian Sanderson, Chicago-based national managing partner for healthcare at tax and advisory firm Crowe Horwath. “If you can’t differentiate, and there’s a number of ways to do that, then you can’t really position yourself any better to garner more market share.”

Representatives for Dallas-based Tenet, Quorum in Brentwood, Tenn., and some of its hospitals in the Chicago area didn’t return phone calls or declined to comment.

Large local not-for-profits, such as Advocate Health Care (the biggest hospital network in the state), UChicago Medicine, Northwestern Medicine and Rush are either scooping up community hospitals, forging less formal affiliations with them or investing heavily in outpatient facilities to feed back patients to their main campuses. “They’re leveraging themselves to create volume and expand the breadth of services,” says Dan Marino, a Chicago-based executive vice president at consultancy GE Healthcare Camden Group. “I don’t see the for-profits doing that. Historically, it’s a very traditional old-school model.”

To be sure, Vista has tried. With fewer dollars (about $203.2 million in 2015 net patient revenue) and a higher share of low-income patients than billionaire rivals such as Advocate and Northwestern, the system in recent years has expanded its intensive-care unit at its main general hospital, Vista Medical Center East in Waukegan, and opened a free-standing emergency center in wealthier Lindenhurst.

The system won state regulators’ approval to make all patient rooms at Vista East private, too, a move many hospitals have already made. But in June, Quorum put that project on hold, according to a letter interim Vista CEO Norman Stephens sent to state regulators. Perhaps the biggest blow was regulators rejecting Vista’s pitch to build a hospital in Lindenhurst, which the system argued would have been a lifeline to support its Waukegan facilities.

Quorum also owns MetroSouth Medical Center, a community hospital in south suburban Blue Island.

Some winners, more losers

Tenet arrived in the Chicago area in 2013, paying a premium for Vanguard Health Systems, which had four local hospitals. They are Weiss Memorial Hospital in Chicago’s Uptown neighborhood and three hospitals in the western suburbs: Westlake Hospital in Melrose Park, West Suburban Medical Center in Oak Park and MacNeal Hospital in Berwyn.

MacNeal was the most profitable of its sister hospitals by far, with $48.2 million in net income in 2015, according to Baumgarten’s analysis. Weiss and Westlake were money-losers, with losses of $2.8 million and $4.3 million, respectively, he said.

Weiss in particular is in one of the most competitive pockets of the Chicago area. Located along Lake Shore Drive, Weiss sits within a few miles of several hospitals with stronger branding power and cachet, including Advocate, and big Catholic provider Presence Health. Doctors and patients alike have plenty of options in terms of employment and care.

The Tenet hospitals in recent years have focused on smaller investments, too. Instead of glitzy new towers, improvements include renovations to an operating room waiting area, building a food pantry and buying software, state records show.

It’s not clear what the fate of Tenet’s investment is in the Chicago market. The company has been hustling to sell off weak hospitals in markets across the country that aren’t core to the brand. That could include Chicago: Piper Jaffray research analyst Sarah James says the market isn’t considered a major one for Tenet.

With a potential sale of the entire company, not-for-profit hospitals in the Chicago area would continue to dominate.

What Is the Role of Antitrust in a Free-Market Economy?

https://promarket.org/role-antitrust-free-market-economy/

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Opening remarks by Luigi Zingales to the Stigler Center conference: “Is There a Concentration Problem in America?”

What is the role of antitrust in a free-market economy? Historically, economists have been divided on this point. Even Milton Friedman himself admits to having changed his views, turning from a “great supporter of antitrust laws” to “the conclusion that antitrust laws do far more harm than good.”  Any economic analysis of the costs and benefits of antitrust enforcement, however, must start from the empirical evidence on the existence of a concentration problem and its potential effects.

Overall, in the last twenty years these questions have received relatively little attention, and the presumption that concentration was not an issue prevailed. Not so in the past year. Starting with a report from the Council of Economic Advisers and an article in The Economist, concerns about an increase in concentration began to surface in the public debate.   

Yet, we know that all concentration measures have great shortcomings. Thus, these measures alone cannot be used to infer that there is a concentration problem in America. The more important question is whether this possible increase in concentration has translated into an increase in firms’ market power and whether this increase in market power has caused major welfare distortion.   

To try and answer these questions, we decided to bring together world experts on these topics in a conference organized by the Stigler Center. In preparation for this conference, the Stigler Center’s blog ProMarket, has gathered the opinions of many of these world experts. We collect them here for convenience of the conference participants. We hope they can help as stimuli for an ample and lively debate during the conference.

Carolinas HealthCare, UNC Health Care reveal intent to merge

http://www.healthcarefinancenews.com/news/carolinas-healthcare-unc-health-care-reveal-intent-merge?mkt_tok=eyJpIjoiWkRabU1tTmxOek13Wm1FMyIsInQiOiJQYzBXSkh1OU5ZZmpSdndteUpUUEtiZHBHOE5RekdPYVoyOXBWaE80aHBRMCtJZjNHM01xaU1lWW9PeThMdzNlWWZ6ZHFlUHJmcmVXRFBRXC83WllsV1hudzFZR241U1J4WE15ODBmTFwvUVZSZCs3TDdzSHdKSGFaaWR5bUlSQUFiIn0%3D

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Health systems say they are entering negotiations to combine clinical, medical education and research units.

rolinas HealthCare System and UNC Health Care announced on Thursday that they are negotiating a merger that would transform them into a health system earning an estimated $14 billion in annual revenue.

Both organizations have signed a letter of intent to join their clinical, medical education and research resources and the letter kicks off a period of exclusive negotiations, with the goal of entering into final agreements by year’s end.

Together, the health systems would be focused on four strategic areas: increasing access and affordability, advancing clinical care expertise, growing their renowned academic enterprise and contributing to the region’s economic vibrancy.

“The opportunities to be a national model and to elevate health in North Carolina are nearly limitless,” Carolinas CEO Gene Woods said in a statement.

Woods would serve as chief executive officer of the new entity and UNC Health CEO William Roper, MD, would take on the role of executive director.

Woods noted that since the two organizations already serve almost 50 percent of all patients who visit rural hospitals in the state, they are well positioned to participate in the reinvention of rural healthcare and to transform cancer treatment.

Levine Cancer Institute, which is part of Carolinas, cares for more than 10,000 new patients a year, and more than a thousand participate in clinical trials through a ‘care-close-to-home’ model at some 25 locations throughout the Carolinas.

“Combined with UNC Health Care’s National Cancer Institute designation, with more than $70 million in joint cancer research grants for clinical trials, we will create a cancer network that is second to none in the country,” Woods said.

Roper added that merging would enable the combined organization to provide a wider range of care services, build clinical destination centers, advance care in pediatrics, transplants and other services and expand their medical education offerings.

Executives of the two health systems also said the partnership would give them the leverage to negotiate better deals with insurance companies and vendors, potentially saving millions of dollars.

The plans for consolidation would be submitted to the Federal Trade Commission for ruling on whether the size of the new entity might inflate the cost of healthcare in the state or limit the choice of doctors and hospitals.

A Looming Leadership Talent Crisis: Can you solve the Leadership gap?

https://cdn2.hubspot.net/hubfs/498900/WP_Healthcare_Looming%20Talent%20Crisis.pdf?t=1503343642250

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Independence Is Not a Strategy for Health Systems

http://www.healthleadersmedia.com/leadership/independence-not-strategy-health-systems?spMailingID=11725844&spUserID=MTY3ODg4NTg1MzQ4S0&spJobID=1221639238&spReportId=MTIyMTYzOTIzOAS2#

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There are ways to keep going it alone in the face of massive consolidation, says one health system’s CEO. It’s not a strategy, but a means to end, he says.

Afraid your hospital or health system can’t compete because you lack size and scale?

A merger might help, but it’s not the only possible answer to your problems. Freehold, NJ-based CentraState Healthcare System’s top leader is certain it’s not the best solution for his organization.

Consolidation continues to upend the acute and post-acute healthcare industry. In fact, in a recent HealthLeaders Media survey, some 87% of respondents said that their organization is exploring potential deals, completing deals already under way, or both.

But CentraState isn’t among them, says John Gribbin, its president and CEO.

On a continuum basis, CentraState is already diversified. That’s one of the potential selling points of an M&A deal.

Anchored by the 248-bed CentraState Medical Center in Freehold, NJ, the 2,300-employee organization also contains three senior care facilities—one assisted living, one skilled-nursing facility, and a continuing care retirement community.

It can be argued that CentraState may not possess the scale to compete with multifacility, multistate large health systems that can take advantage of a hub-and-spoke strategy for referrals. Nor may it be able to afford expensive interconnected IT systems.

But there ways other than mergers to achieve scale and collaboration, says Gribbin.

Means to an End

Gribbin insists that he and CentraState’s board, which supports and encourages independence, are not dogmatic about it.

“Independence is not a strategy,” he says. “It’s a means to an end. The moment that ceases to be worthwhile is the moment we’ll consider another way to achieve our mission.”

Change is part of that strategy, he says, adding that healthcare in 2017 needs to be far more collaborative, not only with patients and family, but with other healthcare organizations. That’s a big difference from previous generations.

“Our real strategy is scale and relevancy,” he says.

And there are ways to create scale short of taking on all the legacy costs and “baggage,” as Gribbin calls it, inherent in any merger.

“There’s a lot of costs involved in merging… and while mergers work in some instances, they don’t work in all, and in many communities, they are increasing costs to the consumer,” he says.

In addition to the commonly stated goals of improving the community’s health and wellness, patient costs are extremely important in fulfilling CentraState’s mission, Gribbin argues.

Many mergers involve replacing hospitals and adding patient towers and high-cost equipment. That adds to their cost structure means they have to extract higher pricing, says Gribben.

“That’s the vicious circle you find yourself in. I prefer to create scale in a different manner.”

Focus on the Mission

Gribbin, who has led CentraState for 17 years, prefers to solve that challenge in part through a strong network of physicians unburdened by excessive administrative overhead.

He says the health system has to increasingly take on value-based contracting and financial risk. To be successful under such value-based reimbursement, partnerships with physicians are increasingly important, as is a redefinition of the relationship with the patient.

“We used to look at our relationship with the patient as a typical hospital stay,” says Gribbin. “What we’re preaching now is that hospital stay is a temporary interruption in our relationship. What happens before or after defines the relationship’s success.”

With its physician alliance and clinically integrated network in place, CentraState, unlike many hospitals, has been able to avoid, in large part, expensive physician practice acquisitions that can be a financial challenge.

“I’ve done it in the past, and may do it again, but we’ve tried to avoid it,” he says. Instead, contracts define the relationships and incentives.

As an example of those relationships, CentraState partners with a major patient-centered medical home primary care practice on four performance and three utilization measures.

As a result of the shared savings generated in the first year, which came largely from hospital-based savings, the physicians in that group referred 59% of their patients to CentraState.

This year they’ve referred 71% of their patients to CentraState because of its low costs, which help drive financial reward for both parties under the contract.

“On one hand, we’re keeping people appropriately out of acute care, but on the other hand, they’re sending [more] people here. So we’re experiencing higher but more appropriate volume. In this scenario, everyone wins,” Gribbin says.

A New Deal with Physicians

In order to avoid the need to acquire physician practices, Gribbin says it helps to have a suite of services to offer them as a starting point.

“Most don’t want to sell their practice, but they feel like they have to, he says. “If you give them the opportunity to stay independent, they’ll take it.”

Helping them with access to better revenue cycle management, malpractice insurance, and risk management, and helping them create the ability to enter into risk-based contracts is another big help with defining a new relationship based on shared goals with physicians that ultimately benefit the patient, he says.

Physicians can establish a relationship with CentraState through its independent practice association, or a physician hospital association, and avoid surrendering their autonomy, he says.

“The physicians got paid better, the payer saved money even including the bonus, the hospital won because it’s high value care, and the patient’s winning too,” he says. “It’s a microcosm of what we’re trying to accomplish.”

As a small organization, both Gribbin and the board worry about being frozen out of narrow networks. Much of the energy they’ve expended in being a low-cost organization is wasted, he says, if they can’t get the big payers to include them in contracting.

“As long as the market isn’t rigged against us, we’re OK, because we’re a high-value organization.”