Massachusetts agency awaits 'key materials' for Steward, Optum review

The Massachusetts Health Policy Commission is still waiting on "key material" to review the proposed sale of Dallas-based Steward Health Care subsidiary Stewardship Health, the parent of Stewardship Health Medical Group, to UnitedHealth Group's subsidiary Optum. 

"We are very much at the very beginning stages of analyzing and reviewing that particular transaction," David Seltz, executive director of the HPC, said during an April 11 board meeting.

Steward and Optum have submitted notices to the HPC, but the commission is still waiting for confidential materials needed to conduct an initial review, which has a 30-day timeline, Kate Mills, senior director for market oversight and transparency at the commission, said during the meeting. 

"If the HPC then determines that a transaction is likely to have a significant impact on costs or market functioning in Massachusetts, we can elect to conduct a more comprehensive, cost market impact review, or CMIR, which is a process that takes approximately six months," Ms. Mills said.

Following the CMIR, the commission will then issue a preliminary report that the parties have 30 days to respond to. HPC then reviews the responses and develops a final report.

A Hart-Scott-Rodino filing has also been submitted by Steward and Optum to the Federal Trade Commission and Justice Department, which provides the FTC and the Justice Department with information on larger proposed mergers and acquisitions. 

"As part of our review, we are working to understand exactly which of Steward's physicians, both their employed and affiliated physicians, would be involved in the transaction, and what that relationship would be between the physicians if they are acquired and Steward's hospitals which are not proposed to be part of the transaction going forward," Ms. Mills said.

The planned sale was also met with questions and concerns from board members during the meeting.

"There are a lot of different considerations here," David Cutler, PhD, committee chair, market oversight and transparency for HPC, said during the meeting. "Some related to antitrust and pricing issues, some related to health issues in the commonwealth. It's going to be very tricky because it's not just this single transaction, but it's going to have implications for the hospitals and for other medical care providers in the community." 

Steward is Massachusetts' third-largest physician contracting network, with 2,950 physicians. Boston-based Mass General Brigham is No. 1 with around 7,600 physicians and Cambridge, Mass.-based Beth Israel Lahey Health has around 4,500 physicians, Ms. Mills said, according to information provided to the commission's registration of provider organizations

Ms. Mills said the commission will make people aware once they receive the proper materials from Steward and Optum to kick off the initial 30-day process review. 

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