The U.S. Department of Justice (DOJ) likely has cleared the way for the UnitedHealth Group’s (NYSE: UNH) acquisition of Amedisys (Nasdaq: AMED).
Amedisys made a filing with the U.S. Securities and Exchange Commission (SEC) indicating that the two companies and DOJ have reached an agreement to resolve the federal law enforcement agency’s concerns. However, the terms of the agreement are still subject to judicial approval.
“On August 7, 2025, the U.S. Department of Justice along with the Attorneys General of Maryland, Illinois, New Jersey and New York filed a proposed final judgment with the U.S. District Court for the District of Maryland,” the SEC filing indicated. “The Proposed Final Judgment was agreed to by Amedisys, Inc. and UnitedHealth Group Incorporated. The Proposed Final Judgment would, if approved, resolve the DOJ’s and the States’ opposition to the previously announced merger transaction.”
The UnitedHealth Group subsidiary Optum, in June 2023 inked its agreement to acquire Amedisys in an all-cash transaction of $101 per share, or about $3.3 billion.
Through the lawsuit, DOJ sought to block the pending acquisition due to antitrust concerns. The DOJ’s impetus behind the lawsuit against Optum and Amedisys was multi-faceted, citing potential adverse impacts on competition, home-based care workers and payers.
“In no sector of our economy is competition more important to Americans’ well-being than health care. This settlement protects quality and price competition for hundreds of thousands of vulnerable patients and wage competition for thousands of nurses,” said Assistant Attorney General Abigail Slater of the Justice Department’s Antitrust Division, in a statement. “I commend the Antitrust Division’s Staff for doggedly investigating and prosecuting this case on behalf of seniors, hospice patients, nurses, and their families.”
The DOJ performed a similar investigation — and filed a lawsuit — when Optum acquired the health care technology company Change Healthcare. A federal court eventually allowed that deal to proceed.
To address some of the DOJ’s concerns, Amedisys plans to sell a number of its care centers to Adoration Home Health Acquisitions, LLC, Adoration Hospice Care Acquisitions, LLC, and Senescence, LLC, DBA All Saints Hospice. These three companies are all affiliates of BrightSpring Health Services (Nasdaq: BTSG).
The home health and hospice provider also intends to sell some home health locations to Cornerstone Healthcare, Inc. and Tensaw River Healthcare, LLC, affiliates of The Pennant Group (Nasdaq: PNTG).
UnitedHealth Group is also divesting a number of its own care centers as a part of these transactions.
However, the settlement may require a somewhat larger divestiture. If approved by the court, it would mandate that the two companies divest 164 home health and hospice locations and one affiliated palliative care facility across 19 states, accounting for nearly $528 million in annual revenue. This would be the largest divestiture of outpatient health care services to resolve a legal challenge to an acquisition, according to the DOJ.
The agreement would also impose a monitor to supervise UnitedHealth’s divestiture of the assets and compliance with an associated consent decree. Amedisys would also have to pay a $1.1 million civil penalty, as well as provide antitrust compliance training to its leadership.
Amedisys offers home health, hospice and palliative care, among other services to more than 465,000 patients annually across 38 states and Washington D.C.
On a consolidated basis, Amedisys earned $621 million in net service revenue during Q2, up from $591.2 million year over year. Its hospice segment brought in $215 million, up from $204 million in the prior year’s quarter.
The transaction could have further reaching impacts on the broader hospice market, according to Joe Widmar, director in West Monroe’s health care M&A practice.
“It will be interesting to see the sales processes carried out as a result of the decree’s requirement to divest over 150 Amedisys/LHC Group home health locations, worth over $500M in revenue. Prospective buyers will have some leverage over UnitedHealth and Amedisys, knowing the organization will be wanting to satisfy the decree as swiftly as possible to end this multi-year merger proposition,” Widmar told Hospice News in an email. “There may be several high quality agencies up for acquisition at a discount, particularly in the South/Southeast regions. The same dynamic may play out in the Hospice market, though in a much more concentrated way.”
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