The Federal Trade Commission has proposed a consent order in a pending deal between St. Louis-based Ascension and AmSurg, one of the largest ASC operators in the country that would require Ascension to divest several ASCs from its proposed $3.9 billion acquisition of AmSurg.
The deal has been pending for months as it awaits final approval. Ascension’s acquisition of AmSurg, a subsidiary of Ambulatory Topco, would combine two providers and make the health system one of the biggest ASC operators.
Under the FTC’s consent order, published June 2, Ascension will be required to divest seven AmSurg ASCs from the deal. The divestiture covers each AmSurg facility within the relevant markets in which the proposed deal would “otherwise threaten competition,” including in Tennessee, Florida, Oklahoma, Texas and Kansas.
Six of the ASCs will be divested to management services organization SC Affiliates, a subsidiary of SCA Health and Optum. The seventh ASC, located in Panama City, Fla., will be divested to Florida Gastroenterology Center, a physician group that currently owns a minority stake in the facility and will assume full ownership.
“The FTC’s proposed consent order settles allegations that Ascension’s acquisition of AmSurg would limit competition for certain outpatient surgical services,” The FTC said in a news release. “Limited competition for these surgical services likely would lead to higher surgery prices for patients, the complaint alleges, while also threatening to lower the quality of care and limit surgical services innovation.”
The consent order also requires the following:
- Ascension, Ambulatory Topco and AmSurg must provide transition assistance for up to one year, protect confidential information, maintain the viability of the divested assets until transfer and refrain from interfering with the employment relationships at the facilities.
- A monitor will be appointed to oversee compliance with all divestiture and transition obligations.
- For a period of 10 years, Ascension also will be required to give the Commission prior notice for any acquisition of ambulatory surgical centers in the metropolitan areas around the divested surgical centers.
Amber Sims, Ascension’s executive vice president, chief strategy and growth officer, told Becker’s the deal will be transformational for the system.
“We really tightened our portfolio and recognized that we have to get ahead in the ambulatory business, because that’s where care is going,” Ms. Sims said during a Nov. 3 panel at Becker’s CEO and CFO Roundtable in Chicago. “It’s where patients want to receive care, where payers want to seek care, and where providers want to provide care.”
The consent order is the latest in several recent moves by the FTC aimed at combatting anticompetitive behavior. A new healthcare task force introduced in March, is taking a more unified approach to investigating anticompetitive behavior, protecting consumers and identifying emerging risks in healthcare markets.
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