10 October 2023

UK regulator clears non-horizontal healthcare technology deal

The UK Competition and Markets Authority (CMA) has cleared UnitedHealth (UH) Group’s acquisition of EMIS Group following a Phase II investigation.

The parties are active in the provision of healthcare software and solutions, with the transaction giving rise to various non-horizontal overlaps.  The CMA’s Phase II investigation focused on two non-horizontal theories of harm, both relating to EMIS’ position in the supply of electronic patient records (EPR) systems.  First, the CMA considered whether EMIS’ position in EPR could be used to harm the competitiveness of firms supplying medicines optimisation (MO) systems that compete with UH.  Second, it considered the scope for partial foreclosure of rivals supplying population health management (PHM) data analytic services.

The CMA considered these questions within the ability/incentive/effect framework for non-horizontal merger analysis. It unconditionally cleared the transaction, concluding that the merged entity would not have the incentive to foreclose MO rivals, nor the ability to foreclose PHM rivals.

The RBB team, led by Dan Gore and supported by Lucy Holden and Michaela Wilson, worked alongside Travers Smith and advised EMIS during the Phase II review period.

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