Mergers & Reorganizations

I have acted as either outside counsel or as an expert for State Insurance Departments reviewing proposed mergers, including the proposed Aetna/Humana and Anthem/Cigna mergers for the Missouri Department of Insurance; mergers involving non-profit Blue Cross plans in Pennsylvania and Montana; and a proposed for-profit conversion and merger involving the Maryland Blue Cross plan, CareFirst. And as Missouri’s Insurance Commissioner, I oversaw a long and ultimately successful battle to have the non-profit Missouri Blue Cross-Blue Shield plan establish a non-profit foundation with the full value of its assets when it converted to for-profit status. The outcome and consequences of insurance company mergers and for-profit conversions have varied greatly over the past 30 years—from the public receiving substantial value as a result of the conversion, as in Missouri and California, to the public receiving essentially nothing, as was the case in Georgia.

I’m happy to assist regulators in evaluating proposed mergers and for-profit conversion, and also to assist private parties seeking to challenge them.