List of Material Transactions

Name Date Notice Received by DOH Transaction Closing Date Summary Impact-Groups/Individuals Impact-Services Currently Provided Commitments by the Parties to Mitigate Potential Impacts
Gramercy Park Administrative Services, LLC (a subsidiary of Surgery Partners);
GPDDC, LLC
03/08/2024 05/03/2024 The Seller, GPDDC, LLC, is currently licensed by the NYS Department of Health to operate as a Diagnostic and Treatment Center-Ambulatory Surgery Center (ASC) specializing in gastroenterology services. The Seller's health care services are currently provided in New York City within zip code 10003.
The Buyer, Gramercy Park Administrative Services, LLC, is an administrative services provider.
The transaction will involve the sale of certain non-clinical assets of the Seller/ASC to the Buyer in exchange for cash
and equity in the Buyer. The Parties will enter into an Administrative Services Agreement, under which the Buyer will provide business support services to the Seller/ASC in exchange for an annual fee.
The Parties state that the purpose of the transaction is to facilitate the Seller/ASC's interest in selling certain of its non-clinical assets and receiving business support services, as well as the Buyer's interest in purchasing certain of those non-clinical assets and furnishing business support services to the Seller/ASC.
The Parties do not anticipate any impact on cost, quality, access, health equity, or competition in the impacted markets. The Parties indicate that the transaction will not affect the
services provided by the Seller/ASC or the patient population it currently serves.
The Parties further indicate that all
physicians who currently provide services at the ASC will continue to do so following the Transaction
Closing.
The Parties do not expect any impacts as a result of the Transaction, and therefore have not identified any potential mitigation efforts or other commitments.
Quest Diagnostics Incorporated, Inc.;
Lenco Diagnostic Laboratories, Inc.
01/12/2024 02/12/2024 Under the proposed material transaction, Quest Diagnostics Incorporated (Buyer) seeks to purchase certain assets of Lenco Diagnostic Labs (Seller) (collectively, the Parties), pursuant to an Asset Purchase Agreement. Buyer is a Delaware corporation located in New Jersey and operates 154 patient service center locations in New York. In 2023, Buyer generated approximately $142.6 million in in-state revenue (based on revenue generated from 154 in-state patient service centers).
Seller is a New York corporation located in Brooklyn, New York and operates 20 patient service center locations in New York. Seller conducts a clinical and anatomic pathology laboratory business performing services for individuals, physician practices, ordering providers and other customers. In 2023, Seller generated approximately $62 million in in-state revenue.
Key assets proposed to be acquired include but are not limited to: (i) all customer accounts (i.e., business accounts of health care providers who ordered services from Seller within the 12 months preceding the transaction); (ii) all contractor and supplier lists; (iii) all tangible property, leaseholds, inventory, and equipment; (iv) all standing orders; (vi) all trade names, product names, and logos; and (vii) intellectual property, including patient information. Among other excluded assets, Seller's laboratory would not be acquired under the proposed transaction. Seller may continue using the trade name "Lenco Diagnostic Laboratories, Inc." for up to 24 months following the closing, but thereafter shall use a new corporate name agreed to by Buyer. The proposed closing date is February 12, 2024.
The Parties assert there will be no adverse impact on NYS patients and state that consumer choice and access will increase as a result of the transaction, insofar as the post-transaction entity will participate in more commercial health insurance plans than Seller currently participates with. Additionally, the Parties assert that current patients of Seller will have access to additional service locations through the Quest health system. The Parties indicate that there will be no impact on services and assert that all patient services will remain intact post-transaction. The Department notes that the laboratory currently owned and operated by Seller is not subject to the asset purchase agreement, and, per the proposed Asset Purchase Agreement, Seller has not received any written or verbal indication from the Centers for Medicare and Medicaid Services (CMS) or any other payor that they intend to materially reduce the amount paid to Seller for any of its laboratory services, or terminate Seller as a participating or non-participating provider of Testing.
On 02/08/24, the Parties shared the following additional information relating to Service Impact:
10% of patients currently tested by Seller access services through its patient service centers;
4 of Seller's patient service locations will remain open with the remaining 16 patient service centers to be closed; and
For those patient service locations to be closed, alternative Buyer locations are suggested, averaging less than 1 mile from the Seller location to be closed.
West Side GI, LLC West Side GI Administrative Services Organization, LLC 08/25/2023 09/29/2023 Under the proposed material transaction, West Side GI, LLC, (WSGI), licensed to operate as a Diagnostic and Treatment Center in New York State, will sell certain non-clinical assets to West Side GI Administrative Services Organization, LLC (Buyer) in exchange for cash and rollover equity. WSGI and Buyer will enter into an Administrative Services Agreement in which the Buyer will provide support services to WSGI in exchange for an annual fee. This transaction is intended to facilitate WSGI's sale of certain non-clinical asset in exchange for business support services as well as the Buyer's interest in purchasing such assets and providing such business services. No public impact West Side GI currently provides gastroenterology and related services. WSGI sees Medicare and Medicaid patients, patients with commercial insurance, and charity care patients. WSGI is licensed to operate as a Diagnostic and Treatment Center Westside GI does not plan to reduce or eliminate any existing services under the proposed material transaction.
Invitae Corporation;
Labcorp Genetics, Inc. (a subsidiary of Laboratory Corporation of America Holdings)
06/04/2024 08/23/2024 Invitae Corporation (Seller) is a California-based health care company that delivers genetic testing services, digital health solutions and health data services to patients nationwide, including in New York State. Seller offers genetic testing across multiple clinical areas, including hereditary cancers, precision oncology, and rare diseases.
Labcorp Genetics, Inc. (Buyer) is a Delaware corporation and a wholly-owned subsidiary of Laboratory Corporation of America Holdings. Laboratory Corporation of America Holdings is the guarantor to the transaction.
On February 13, 2024, Seller filed for Chapter 11 bankruptcy. The goal of the proposed transaction is for Seller to sell its assets to pay its creditors and settle its executory debts, while maintaining patient access to Seller’s current services. The Parties assert that the transaction will allow Seller to avoid conversion of its Chapter 11 case to a Chapter 7 liquidation, and further state that the transaction is essential to avoid further depletion of Seller’s cash reserves, which would impair Seller’s ability to remain administratively solvent.
No anticipated adverse impacts. The Parties indicate that the Seller’s workforce would be adversely impacted if the proposed transaction does not occur, insofar as Seller would cease operations without the proposed acquisition by Buyer. As part of the transaction, Buyer has committed to hiring at least 95% of Seller’s employees at compensation and benefit levels at least as favorable as those the employees receive pre-closing No anticipated adverse impacts. The Parties indicate the proposed transaction will allow continued access to genetic testing services and technologies for the Seller’s patients and allow further patients to benefit from the genetic testing services and technologies developed by Seller through the proposed new ownership by Buyer. The Parties indicate that there are no anticipated adverse impacts associated with the transaction, but state that the Parties are committed to monitoring and addressing any such impacts should they arise.
Valence ACP Intermediary Holdco, Inc.;
Health Insurance Plan of Greater New York (a subsidiary of EmblemHealth, Inc., which is a subsidiary of EmblemHealth Services Company, LLC);
AdvantageCare Physicians Support Services, LLC (New Company);
AdvantageCare Physicians, P.C.;
SIUC Medical, P.C.; and
HCS-Girling Holdco, LLC
07/02/2024 08/01/2024 Under the proposed transaction, Valence ACP Intermediary Holdco, Inc. (Valence) and Health Insurance Plan of Greater New York (HIP), which is a subsidiary of EmblemHealth, Inc., whose parent is EmblemHealth Services Company, LLC, will form a new Management Services Organization (MSO) to be known as AdvantageCare Physician Support Services, LLC. HCS-Girling Holdco, LLC is a sister company of Valence and both are under common ownership.
The new MSO is being formed under the transaction to support two physician practices currently affiliated with EmblemHealth, Inc.: AdvantageCare Physicians, P.C. (ACPNY) and SIUC Medical, P.C. (SIUC). The new MSO will purchase certain assets from HIP and ACPNY and, pursuant to a Management Services Agreement to be entered into by the Parties, will provide administrative and business support services to ACPNY and SIUC.
The Parties state that they have no plans to eliminate services and/or reduce participation in specific networks. The Parties state that, ACPNY and SIUC will continue to provide primary and specialty care services. The Parties indicate that the formation of the MSO will "allow[] the practices to focus on patient care, enhancing their clinical model and expanding access to primary and specialty care services."
The Parties indicate they do not anticipate the transaction having any impact on the scope, cost or quality of such services, nor on any particular groups or individuals, on health equity, or on competition in the impacted market.
The Parties further state that all physicians who currently provide services for or on behalf of the practices will continue to be employed or contracted by the practices following the transaction's closing.
The Parties state that commitments to mitigate potential impacts is not applicable, as the Parties state there are no plans to eliminate any services provided or reduce participation in any network affiliations.
Quest Diagnostics Incorporated;
Collaborative Care Holdings, LLC, a wholly-owned subsidiary of UnitedHealth Group Incorporated; and
Affiliates for Collaborative Care Holdings, LLC, including: Optum Medical Care, P.C.,
CareMount Health Solutions, LLC,
Crystal Run Healthcare Physicians LLP,
Crystal Run Transformation Services, LLC, and
ProHealth Medical Management, LLC
8/28/2024 9/27/2024 Under the proposed material transaction, Quest Diagnostics Incorporated (Buyer) seeks to purchase certain New York State laboratory assets of Collaborative Care Holdings, LLC (Seller), pursuant to an Asset Purchase Agreement. Quest currently serves as the primary reference laboratory for several of Collaborative Care Holdings' laboratories.
Quest Diagnostics Incorporated is a Delaware corporation located in New Jersey and operates 166 patient service center locations in New York.
Collaborative Care Holdings, LLC is a wholly-owned subsidiary of UnitedHealth Group Incorporated and located in Minnetonka, MN. It operates clinical and pathology laboratories, a processing center, and patient service centers in 39 locations within New York. Its affiliates include: Optum Medical Care, P.C., CareMount Health Solutions, LLC, Crystal Run Healthcare Physicians LLP, Crystal Run Transformation Services, LLC, and ProHealth Medical Management, LLC
The Parties indicate they do not anticipate any adverse impact on patients. The Parties further state that the transaction is expected to improve cost, quality, access, health equity and competition in the marketplace, insofar as more patients will be able to utilize their in-network benefits through Quest's network of contracted health plans, including at least five health plans that are currently out of network with respect to Collaborative Care Holdings (MetroPlus, Health First, Fidelis, Magna Care and Oscar).
Collaborative Care Holdings currently participates with CDPHP (Capital District Physician Health Plan), and Quest Diagnostics Incorporated does not. However, the Parties state that beneficiaries covered by CDPHP represent a small portion of the total volume of laboratory tests performed by the in-scope laboratories (less than 1% of volume for each), and therefore the impact is expected to be minimal.
The Parties indicate that there are no plans to reduce or eliminate services. The Parties further state that the transaction is expected to improve cost, quality, access, health equity and competition in the marketplace, insofar as more patients will be able to utilize their in-network benefits through Quest's network of contracted health plans, including at least five health plans that are currently out of network with respect to Collaborative Care Holdings (MetroPlus, Health First, Fidelis, Magna Care and Oscar). The Parties further indicate that patients will also have increased access to care, given the size of Quest Diagnostic's network of patient service centers and test menu. The Parties do not indicate any commitments specific to this proposed transaction. However, the Parties generally note that Quest Diagnostics, along with its Quest Diagnostics Foundation, have launched an initiative focused on reducing health disparities in underserved communities through a combination of testing services, education programs, alliances and financial support (the "Quest for Health Equity" initiative). Initiatives include, for example, providing free lab testing services for populations served by Federally Qualified Health Centers. The Parties do not state whether any new projects under the "Quest for Health Equity" will be launched in response to this transaction, however.