UnitedHealth Group and Amedisys have reached a proposed final agreement with the Justice Department and attorneys general in four states to resolve an antitrust lawsuit that had temporarily halted their proposed $3.3 billion merger.
On Aug. 7, the U.S. District Court for the District of Maryland allowed the $3.3 billion deal to proceed under the proposed final judgment, contingent on divestitures and ongoing oversight by federal regulators. The agreement follows nearly a year of legal scrutiny after the DOJ and state attorneys general from Maryland, Illinois, New Jersey and New York sued in November 2024, alleging the merger would harm competition in home health markets across at least 23 states and Washington, D.C. by consolidating two direct competitors. Amedisys shareholders approved the deal in September 2023.
Under the terms of the settlement, UnitedHealth and Amedisys will divest 164 home health and hospice clinics across 19 states to two companies, BrightSpring Health Services and the Pennant Group, although the DOJ may approve other buyers. The DOJ said the divested clinics must remain viable and competitive businesses. If the companies fail to meet the divestiture requirements, a court-appointed trustee will take over the process. UnitedHealth and Amedisys are also banned from reacquiring any of the divested assets without prior DOJ approval.
Optum originally announced its intent to acquire Baton Rouge, La.-based Amedisys in 2023 in an all-cash deal valued at $101 per share. The announcement followed the termination of a previous merger agreement between Amedisys and Option Care Health, in which Amedisys paid a $106 million termination fee. Amedisys provides home health, hospice, and high-acuity care services at more than 500 care centers in 37 states and Washington, D.C. The DOJ had argued that a merger with Optum, which had recently acquired home health company LHC Group, would give UnitedHealth control of around 10% of the U.S. home health market.
As part of the settlement, Amedisys will also pay a $1.1 million civil penalty to resolve allegations it falsely certified compliance under the Hart-Scott-Rodino Antitrust Improvements Act. The DOJ said Amedisys failed to provide complete and accurate responses to federal document requests.
The court order will remain in effect for 10 years, with the possibility of early termination after five years if the DOJ deems it no longer necessary.
