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United-Change merger trial kicks off

Sarah Pringle
Aug 1, 2022
Illustration of the scales of justice hanging from a caduceus.
Illustration: Brendan Lynch/Axios

UnitedHealth will go head-to-head with the US Department of Justice today as the trial regarding its $13 billion acquisition of health care technology company Change Healthcare gets underway.

What's happening: The DOJ has seven days to make its case on what it argues is an anticompetitive deal in nature. UHG/Change get five days to defend the tie-up they first proposed 19 months ago.

Zoom in: Leading up to the trial, the DOJ has alleged:

  • UHG/Change would create a monopoly by marrying Change's EDI clearinghouse and claims editing technology with assets sitting under United's Optum business (ClaimsXten).
  • United would gain unfair access to Change’s collection of software and services, now available to various health care players, for itself — along with access to any future innovation.
  • The deal would further give UHG access to its rival health insurers’ competitively sensitive data.

The other side: An Optum official told Sarah in February that the company has had access to this kind of data for more than a decade — a fact the complaint ignores, the official said.

  • Yes, and: Addressing concerns around the claims editing technology, Change has already agreed to sell ClaimsXten to TPG for $2.2 billion, pending completion of its deal with UHG.
  • There are no contingencies that will prevent the ClaimsXten deal from going through if the court approves the UHG-Change merger, a person familiar with the matter says.

The bottom line: The case before a federal judge in Washington, D.C., is the biggest test yet of the Biden administration's antitrust efforts in health care — and could have far-reaching implications for future data M&A plays, our Vitals colleagues write.

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