Healthcare Mergers and Acquisitions Guide

How this Healthcare M&A Guide Will Help You


My name is Will Schmidt, and I’m the Chief Strategy Officer at PCG Software. Over the years, I’ve had the privilege of participating in a wide array of healthcare acquisitions—from pharmacies and staffing agencies to billing companies, payers, and technology firms. Having sat on both sides of the table as a buyer, seller, and employee, I’ve seen firsthand how these transactions can impact organizations and the people and patients they serve. Ensuring that employees and patients aren’t forgotten amidst the vertical and horizontal assimilation for profitable growth is essential.


The US healthcare industry is undergoing a significant transformation, with mergers and acquisitions (M&A) reshaping the landscape. According to recent forecasts, 2025 is a robust year for M&A activity, driven by rising operational costs, increased demand for innovative care solutions, and the need to position competitively in a crowded market.



While M&A deals can bring significant opportunities for growth, innovation, and efficiency, they can also disrupt company culture, jeopardize staff morale, and dilute the original mission. This blog explores key trends, potential challenges, and strategies for healthcare payers to preserve their personnel, ideals, and mission during the M&A process. Importantly, we’ll discuss why selling to conglomerates like UnitedHealthcare or McKesson is not advisable for healthcare payers committed to their values and member-centric missions.

Mergers vs Acquisitions, they're not the same...


A merger occurs when two organizations come together as partners under a unified ownership structure. Rather than one entity absorbing the other, both companies retain influence, leadership representation, and operational value.

  • Why mergers are the most successful

    • Complement each other's strengths
    • Share similar missions and member-centric values
    • Bring respected personnel, expertise, and processes to the table
    • Seek lateral revenue expansion rather than dismantling existing structures

    In this model, no one “disappears.” Instead, the new combined entity aims to create a stronger, more competitive payer or MSO by integrating high-value teams, processes, and technology from both sides. Employees feel secure, culture is preserved, and providers/patients experience continuity—key advantages in a trust-driven industry like healthcare.

  • Acquisition is a dissolution and absorption

    An acquisition, on the other hand, involves one company purchasing another with the intent to fully integrate it into the parent organization. While acquisitions can offer rapid scale and operational expansion, they often lead to:


    • Dissolution of the acquired company’s brand
    • Consolidation of staff, systems, and leadership roles
    • A 6–18 month integration timeline where the smaller entity becomes a department or service line within the larger brand
    • Cultural and workflow disruption, especially for teams accustomed to independence

    Acquisitions typically prioritize vertical or horizontal growth, cost-containment, and operational unification—not the preservation of legacy processes or personnel. The goal is efficiency and scale, not organizational coexistence.


    For smaller payers or mission-driven MSOs, acquisitions by major conglomerates like UnitedHealthcare or McKesson often result in cultural dilution, loss of identity, and diminished local influence. This is why many regional payers prefer mergers or strategic alliances that protect their values while still unlocking growth.

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healthcrare mergers and acquisitions

Benefits of M&A in Healthcare

Mergers and acquisitions offer healthcare payers an array of opportunities to strengthen their position in a highly competitive industry. Here are some of the key benefits M&A can deliver:

Expanded Member Base and Market Share


M&A enables payers to combine resources and reach a broader audience. By integrating networks and services, organizations can access new markets, attract more members, and bolster their negotiating power with providers and suppliers. However, smaller payers should be cautious—selling to companies with reputations for prioritizing profits, like UnitedHealthcare, can alienate members and tarnish the payer’s reputation. Instead of high-priced marketing efforts with no guarantee of membership growth, it makes perfect sense to consider acquiring a competitor in the same territory to gain market share. 

  • Examples of it working

    CareMore’s merger with Aspire Health allowed the combined organization to reach a broader population by integrating Aspire’s complex-care programs into CareMore’s existing model. This expansion strengthened their presence in markets where Aspire already had deep patient relationships.


    The CVS Health merger with Aetna demonstrated how uniting a payer with a healthcare services company can expand member engagement by leveraging retail clinics, pharmacy locations, and benefit integration. This merger reshaped how members access care and strengthened market positioning.


    Northwell Health’s acquisition of AdvantageCare Physicians expanded its primary care reach in New York and brought hundreds of thousands of new members into its care ecosystem through aligned provider networks.

  • Possible merger ideas that could work

    A regional Medicaid plan could merge with a community-based health center network to expand access to hard-to-reach populations while maintaining locally trusted care relationships.


    Two neighboring county-based health plans could combine to strengthen enrollment ahead of rate-setting cycles, reduce duplicated administrative costs, and improve negotiating leverage with providers.


    An IPA could partner with a behavioral health group to rapidly expand into one of the most in-demand service categories in value-based care and improve whole-person care coordination.

Access to Innovative Technologies and Expertise


The healthcare industry is rapidly evolving, with technology playing a crucial role in improving patient outcomes and operational efficiency. Merging with or acquiring a company specializing in advanced analytics, AI-powered claims processing, or telehealth services can help payers stay ahead of the curve. On the other hand, selling to corporations focused on consolidation rather than innovation risks stifling growth and creativity.

  • Examples of it working

    Highmark’s integration of Helion enhanced its clinical analytics capabilities and enabled stronger performance monitoring across its provider network, improving outcomes and reducing variability in care delivery.


    Humana’s partial acquisition of Kindred’s home-health division expanded its ability to deliver home-based care supported by remote monitoring and predictive analytics, strengthening its Medicare Advantage programs.

  • Possible merger ideas that could work

    A regional payer could acquire a telehealth company that focuses on chronic disease management to immediately gain remote-monitoring capabilities and broaden clinical models of care.


    An IPA could merge with a data-science startup specializing in utilization management to reduce inappropriate utilization and improve reporting needed for value-based contracts.


    A mid-sized MSO could acquire an AI-driven claims auditing platform to strengthen cost containment, reduce FWA exposure, and enhance operational transparency.

Improved Operational Efficiency


Economies of scale are a hallmark of successful M&A deals. Consolidating administrative functions, streamlining workflows, and leveraging shared resources can significantly reduce costs while enhancing service delivery. To maintain operational efficiency, healthcare payers should prioritize partners who respect their processes and value member experience over cost-cutting measures.

  • Examples of it working

    UPMC Health Plan has consolidated administrative divisions through various acquisitions, enabling unified claims operations, coordinated care management, and reduced dependence on outsourced vendors. These efficiencies significantly lowered operating costs.


    Blue Cross Blue Shield regional consolidations highlight how merging plans can reduce overlapping administrative functions, streamline provider relations, and standardize utilization management processes. These mergers have consistently produced measurable efficiencies.


    Kaiser Permanente’s acquisitions of smaller practices and medical groups allowed the organization to centralize operations, improve care integration, and eliminate duplicate administrative work, leading to smoother patient experiences and more efficient systems.

  • Possible merger ideas that could work

    A payer may acquire a local third-party administrator to internalize claims processing, improving turnaround times, reducing outsourcing expenses, and strengthening direct control over claim accuracy.


    Two MSOs could merge to share clinical review teams, utilization management nurses, and reporting infrastructure, enabling economies of scale and improved oversight.


    A Medicaid plan could absorb a community-based case management vendor to unify workflows, reduce redundant reporting requirements, and improve care-coordination consistency.

Diversification of Offerings


Through M&A, payers can expand their service portfolios by integrating complementary offerings, such as specialized care management or wellness programs. This diversification meets members' growing needs and creates new revenue streams. However, selling to conglomerates like McKesson often leads to cookie-cutter approaches that stifle innovation and fail to address specific community needs.

  • Examples of it working

    Anthem’s acquisition of Beacon Health Options significantly expanded its behavioral-health capabilities, allowing for integrated medical and behavioral solutions across commercial and Medicaid populations.


    Several mid-sized health plans have purchased wellness, navigation, or chronic-care startups to expand their offerings. These expansions helped improve member engagement, HEDIS outcomes, and value-based care performance.

  • Possible merger ideas that could work

    A payer could merge with a specialty chronic-care provider focused on diabetes, cardiometabolic disease, or kidney care to improve outcomes in the most expensive risk categories and offer enhanced care models.


    An IPA could acquire an ancillary service provider such as a radiology group, lab, or PT/OT organization, adding downstream revenue and creating a more complete care ecosystem.


    A regional payer could acquire or partner with a community wellness organization to support SDOH initiatives, improve member satisfaction, and differentiate themselves during employer-group contracting cycles.

Enhanced Competitive Positioning


M&A enables payers to leverage their strengths, fill service gaps, and reinforce their position as leaders in the healthcare ecosystem. Forming strategic alliances with similar organizations can enhance competitiveness while maintaining the payer’s core mission and values.


Though the potential rewards are enticing, unlocking these benefits necessitates meticulous planning and execution. As we will discuss in the following section, the challenges associated with M&A are likewise substantial and must be addressed to secure success—particularly when managing the risks posed by large conglomerates.

  • Examples of it working

    Intermountain Healthcare’s integration with SelectHealth has created one of the strongest payer-provider alignment models in the country, enabling superior cost control and improved patient outcomes.


    Mass General Brigham’s strategic acquisitions expanded its clinical and geographic footprint, enabling stronger competitive positioning through vertical integration and systemwide innovation.

  • Possible merger ideas that could work

    A local MSO could merge with a regional payer to create a stronger combined presence capable of competing more effectively with national insurers.


    A payer could acquire a niche specialty network in behavioral health, oncology, or women’s health to differentiate its offering and attract employer groups seeking more specialized benefits.


    Several small county-based plans could merge to create a multi-county coalition, increasing their negotiating power, strengthening financial stability, and securing better state funding opportunities.

Pitfalls of Healthcare M&A initiatiaves

healthcare acquisition

Cultural Clashes vs Perceived Profitability & Productivity


Blending two organizations with different work styles, values, and expectations is one of the most underestimated challenges in healthcare M&A. When cultural alignment is ignored, morale drops, productivity suffers, and the payer’s mission can become diluted—mainly when a profit-driven entity absorbs a community-focused organization.

  • My horror story on Cultural Clash

    One of the mergers and acquisitions I went through had a company with a 100% onsite workplace environment, and the other had a hybrid role. The purchasing company had their claims and provider relations work 95% from home, their clinical management team had a 50% onsite requirement, and executives were allowed a 50% onsite requirement. As part of my consulting, I looked at one word: retention. Retention of employees, retention of providers, and retention of members. By doing this, we were able to ascertain that the hybrid model had higher retention of employees but less retention of providers and members. The lack of oversight for clinical questions and day-to-day operations on authorizations and claims left us to believe there should be at least a 75% to 90% onsite requirement. While it was vital to retain employees, there would be a decline in available positions and market share without providers or members.

  • Not factoring in the Real Estate costs...

    Besides the workplace environment, you must consider the cost of housing people in commercial buildings. Real estate costs are expensive, so if you bring people back to work, expect a profit loss until productivity grows. During my last M&A consultation, my client stated their headquarters' monthly lease was $14,000. Operational efficiency and security evaluations showed that they could relocate the headquarters to a building that costs $7,000 a month. Moving fees and security upgrades would cost $170,000 in total. The three-year initial real-estate savings would be $252,000, bringing the three-year cost reduction to $82,000. That $82,000 could then be reinvested into new growth projects. This planning helped them and the buyer understand how to save money, reinvest savings, and approach the staff on the changes.

  • Overseas Outsourcing almost killed a Health Plan

    When a larger payer organization bought a regional player, the larger entity hired my past company where I sat as CEO. We offered clinical and administration staffing for Payers and Providers from India, Philippines, and Dominican Republic. 


    What was intended to be a cost-saving modernization quickly turned into a 9-month member-experience crisis. Language barriers, time-zone delays, and incompatible technology systems created a surge in grievances, frustrated providers, and long wait times for even the simplest issues. Members couldn’t communicate their needs, providers couldn’t get timely authorizations, and the payer’s reputation began to suffer almost immediately.



Integration Complexities and Non-Compatibility


Integrating two healthcare payer organizations is far more than aligning workflows—it is a full-scale technical, operational, and infrastructural overhaul. Merging servers, databases, claims platforms, authorization systems, and user interfaces involves a series of deeply technical challenges that can disrupt member and provider experience if not meticulously planned. Hardware compatibility issues, outdated coding languages, legacy systems without APIs, and conflicting data architectures can all create delays, system failures, and unexpected downtime.


During an M&A transition, IT departments often face a staggering workload: rebuilding secure environments, migrating millions of records, updating codebases to modern frameworks, aligning authorization engines, testing adjudication logic, validating integrations with clearinghouses, and ensuring HIPAA-compliant data transfers. These costs—hardware upgrades, cloud migration fees, crosswalk mapping, middleware development, and staffing surges for engineering teams—can easily exceed projections by 30–50%. If the transition team underestimates the complexity of merging two payer systems, the result is slow claims processing, inaccurate denials, broken provider portals, and frustrated members who feel the impact long before leadership does.


Downtime is one of the most underestimated risks in payer M&A. A claims engine offline for even one hour can delay thousands of transactions, trigger automated denials, or produce incorrect payment calculations. Authorization systems running outdated coding languages such as COBOL, RPG, or VBScript may require full rewrites or emulation layers to communicate with modern platforms. And when two systems lack cross-compatibility, payers must often build temporary “bridge environments” that are expensive, fragile, and prone to failure during heavy volume periods.

  • PCG client sold and their operations crumbled...

    A past client sold their payer organization to a competitor and was immediately required to discontinue Virtual Examiner® and adopt a different auditing platform. The replacement system lacked three-year episode-of-care auditing, reducing visibility into member history and overlooking patterns of fraud or overutilization. When I met the COO a year after the acquisition, she shared the operational fallout: Medical Management experienced a spike in new denials for claims that appeared medically necessary, provider relations saw an increase in escalation calls, and the lack of audit transparency created distrust among contracted providers. Employees who survived the acquisition were overwhelmed by the volume of manual reviews, exception handling, and appeals. The technology transition was positioned as an upgrade—but the lack of technical parity and limited pre-integration planning led to a degraded workflow, higher costs, and lower provider satisfaction.

  • Technical Integration timelines are almost never met...

    Most organizations underestimate the full scope of IT integration. Server capacity planning, hardware compatibility checks, cloud or hybrid migration, load balancing, API rewrites, and coding language modernization are significant undertakings that require both time and specialized engineering teams. Data encryption standards often differ between organizations, requiring new key management systems and revalidation of HIPAA-compliant architecture. Additionally, administrative portals, IVR systems, and provider directories often require manual rebuilding to maintain continuity and avoid service disruptions during cutover weekends.

  • *** Integration Techniques that have worked

    Successful integrations start with a phased transition strategy: parallel testing environments, dual-system reconciliation periods, and staged migrations for claims, authorizations, and EDI transaction sets. Investing in middleware to create temporary interoperability allows both systems to function while engineering teams modernize backend infrastructure. Conducting load and stress testing before go-live reduces outage risk, and bringing in independent audit teams to validate both data quality and adjudication accuracy ensures that errors are detected before members or providers feel the impact. Most importantly, organizations should establish blackout periods where no new system changes occur—protecting stability during the most sensitive stages of migration.

The forgotten or overlook M&A variable is People

healthcare acquisition

Payroll Discrepancies in Newly Joined Companies


When two organizations merge, payroll is one of the first operational systems to show signs of strain. Differences in pay cycles, job classifications, overtime rules, benefits withholding, and accrued PTO policies can create widespread confusion for employees. Even minor discrepancies—such as mismatched tax deduction profiles or inconsistent job-grade conversions—can lead to distrust during a period of already heightened uncertainty. When employees receive paychecks that don’t match their expectations, morale drops quickly, and faith in leadership erodes. Accurate, integrated payroll systems are not optional; they are foundational to a smooth post-merger transition.

  • Case Study: Payroll became a disaster

    During an acquisition I advised on, the buyer used a semi-monthly payroll system while the seller operated on a bi-weekly cycle. The acquiring company attempted to convert all employees into the new system within 60 days—far too fast for a team whose job classifications and hourly calculations didn’t match the buyer’s grading system. The result was predictable: overtime miscalculations, incorrect tax withholdings, and dozens of employees receiving short checks. One department had eight staff members underpaid for two consecutive cycles, triggering formal grievances and a temporary work slowdown. The issue wasn’t technological incompetence; it was a failure to align pay structures before forcing system assimilation.

  • A better way to run payroll during M&A

    The most successful conversions begin with parallel testing, not immediate migration. A merger-ready payroll strategy includes a transitional “shadow cycle” in which both payroll systems run side-by-side for two to three full pay periods. Discrepancies are flagged, job classifications are mapped correctly, seniority accrual rules are validated, and benefits deductions are harmonized before a single employee is moved. With this approach, organizations prevent costly errors, preserve employee confidence, and maintain operational continuity during a sensitive moment of organizational change.

Health Insurance and Benefits are a crucial discussion


Health insurance and employee benefits become immediate points of friction during M&A because no two organizations structure them the same way. Premium contributions, deductible tiers, dental and vision add-ons, HSA/FSA matching, life insurance limits, disability coverage, and dependent eligibility rules often differ widely. When these inconsistencies are not mapped early in the due diligence phase, employees feel blindsided, undervalued, and anxious—especially in healthcare, where benefit packages directly influence retention and morale. A merger’s long-term success depends heavily on whether employees believe their coverage, financial security, and family protections are being preserved.

  • Case Study

    During a provider clinic acquisition I consulted on, the selling company offered a rich PPO plan covering 85% of premiums for dependents, while the buyer offered only a high-deductible health plan with minimal employer contribution. Employees were informed of the change only two weeks before open enrollment. The result was immediate backlash: supervisors fielded nonstop questions about out-of-pocket costs, HR received dozens of written grievances, and two high-performing department managers resigned within 30 days citing “benefit instability.” The acquiring company underestimated how deeply integrated benefits were into the culture of the organization they purchased—and they paid for it through turnover and lost productivity.

  • How it could work better

    A successful benefits integration requires a harmonized plan built around transparency rather than surprise. Organizations should conduct a comparative benefits analysis months before transition, identify discrepancies in premium sharing, deductibles, dependent coverage, and supplemental offerings, and create a blended benefits package that protects key advantages on both sides. Early communication is essential—employees should receive clear benefit previews, cost simulations, and Q&A sessions. When leadership positions benefits as an investment rather than a cost reduction exercise, employees feel respected, the merger stabilizes more quickly, and long-term retention remains strong.

The Discussion between 401 (k) and Pension Plans


Retirement programs expose some of the most complex differences between merging organizations. One payer may offer a traditional defined-benefit pension, while the other relies entirely on 401(k) plans with employer matching. Merging these models requires legal, financial, and operational precision. If mishandled, employees may believe they are losing retirement value, and trust in leadership can erode. Retirement benefits represent decades of accrued loyalty; any perceived threat to them can be highly emotional and impact productivity, morale, and retention.

  • Case Study

    I witnessed the following in 2019...


    In a merger between a community-based health plan and a larger MSO, the local plan’s long-standing pension program became a sticking point. Employees spent years accruing defined-benefit value, while the acquiring company offered only a 401(k) with a modest 3% match. The buyer chose to freeze the pension immediately, eliminating future accruals. Although legally permissible, the decision triggered a wave of negative sentiment. Several employees calculated that they lost the equivalent of tens of thousands in future retirement value. The organization saw a disproportionate number of senior employees retire early or pursue competing job offers, resulting in institutional knowledge loss at a vulnerable time.

  • How it could work better

    A thoughtful retirement integration begins with actuarial modeling and a clear value-preservation strategy. Buyers should provide bridge benefits, enhanced 401(k) matches, transition stipends, or grandfather clauses for long-tenured employees. Communicating retirement impact transparently—supported by financial breakdowns and individualized projections—helps employees understand the changes and reduces fear-based reactions. When organizations strive to maintain or exceed the perceived value of legacy retirement benefits, they foster loyalty and improve the stability of the newly combined workforce.

Work Schedule: Time Off, Vacations, and Requirements


Work schedules intersect with culture, compliance, and employee expectations. Variations in PTO accrual models, required office hours, hybrid and remote policies, holiday observance, and scheduling software can create immediate friction after a merger. Employees who previously enjoyed flexible hours or unlimited PTO may suddenly face stricter guidelines. Conversely, employees from more structured environments may become frustrated when policies loosen without clear expectations. If not carefully managed, these differences can create inequities, productivity drops, and a sense of favoritism between legacy teams.

  • Case Study

    I once oversaw the integration of two healthcare support organizations where PTO policies were drastically different. Company A accrued PTO monthly and allowed employees to roll over unused hours indefinitely. Company B front-loaded PTO annually and capped rollover at 40 hours. When the acquiring company (B) imposed its stricter policy without transitional credits, dozens of employees lost significant PTO balances. One employee with a six-year tenure saw her balance reduced by 96 hours overnight. The backlash was immediate, and team leads spent weeks mediating morale issues. Productivity dipped noticeably, and the HR department was overwhelmed with manual adjustment requests.

  • How it could work better

    A seamless work-schedule integration requires fairness modeling and transitional equity planning. Organizations should run simulations comparing both companies’ PTO accrual methods, holiday schedules, and hybrid/remote expectations. Employees must receive clear explanations of how their previous balances convert under the new system, and any losses should be offset through one-time grants or PTO buyouts. Leadership should also outline expectations for time-off requests, mandatory in-person days, and scheduling flexibility. When employees understand why changes are occurring and feel supported during the transition, schedule alignment becomes an opportunity to enhance efficiency—not a source of internal conflict.

Conclusion

Article Summary


Healthcare M&A success is built on preparation, cultural awareness, regulatory alignment, and operational precision—not just purchase agreements and financial modeling. Organizations that deeply analyze technology infrastructure, protect employee trust, maintain compliance integrity, and create thoughtful integration plans outperform those that rely solely on cost-saving assumptions. The most successful transitions place people at the center—employees, members, and providers—because they are the backbone of enrollment, retention, care access, and long-term performance. When leaders view M&A as an opportunity to elevate standards rather than merely absorb assets, the result is stronger networks, better service delivery, and a healthier organization poised for the future.

Why PCG Wrote this Article


At PCG Software, we’ve spent decades supporting healthcare payers, staffing organizations, MSOs, billing companies, and technology partners through every phase of growth—including some of the most complex mergers and acquisitions in the industry. We wrote this guide to share the insights earned from real-world experience: the integrations that worked, the transitions that fell short, and the overlooked variables that make or break an acquisition. Our goal is to equip leaders with actionable, realistic strategies grounded in operational truth—not theory. As a company built on compliance, auditing expertise, and AI-driven cost containment, we understand how technology, personnel, and regulatory structure must align during corporate transitions. By sharing these lessons, our mission is to help organizations protect their people, preserve their values, improve financial performance, and navigate M&A from a position of clarity and confidence.

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About PCG

For over 30 years, PCG Software Inc. has been a leader in AI-powered medical coding solutions, helping Health Plans, MSOs, IPAs, TPAs, and Health Systems save millions annually by reducing costs, fraud, waste, abuse, and improving claims and compliance department efficiencies. Our innovative software solutions include Virtual Examiner® for Payers, VEWS™ for Payers and Billing Software integrations, and iVECoder® for clinics.

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