Antitrust & Competition Healthcare Quarterly Update Q2 2025

Healthcare remains a key area of focus for antitrust regulators in the first six months of the Trump administration. The Federal Trade Commission (FTC) and the Department of Justice (DOJ) have, for the most part, stuck to prior positions taken in the healthcare space, including closely scrutinizing deals between direct competitors, pushing for lower healthcare and drug prices, and expressing concern over increasing consolidation of physician practices. However, the FTC and DOJ are not blaming these issues on the involvement of private equity and alleged “corporate greed,” as was the case under the Biden administration, preferring instead to highlight regulatory burdens that act as barriers to entry and focus on new healthcare policy initiatives. Additionally, the FTC and DOJ have demonstrated the willingness to clear deals through settlements known as consent decrees, which involve divestitures or behavioral commitments by merging parties to take certain actions post-closing, an approach disfavored during the Biden era.

I. New Antitrust Healthcare Policy Initiatives

The FTC and DOJ remain focused on issues in healthcare markets that they believe raise competition concerns, such as regulatory burdens, drug costs, and consolidation among physician practices.

Agencies Increase Criticism of Anticompetitive Regulations

Roger Alford, former principal deputy assistant attorney general of the DOJ Antitrust Division, testified before a Senate subcommittee that powerful firms pressure state and federal governments to enact regulations that serve “to raise barriers to entry and build moats around their castles.”¹ He singled out certain healthcare regulations, like state certificate of need (CON) laws and occupational licensing requirements, arguing that each increases costs for consumers by restricting competition among hospitals and providers.

Neither regulation, however, is a new target for antitrust regulators, which have long taken aim at CON laws and occupational licensing laws.² Rather than introducing a new policy initiative by antitrust authorities designed to deregulate healthcare, Alford’s testimony, along with the previously announced DOJ Anticompetitive Regulations Task Force,³ may instead represent an effort to reframe the long-standing FTC and DOJ policy objectives regarding these laws as part of the Trump administration’s larger push toward deregulation.

FTC and DOJ Host Listening Session on Lowering Americans’ Drug Prices Through Competition

As noted in a July 14, 2025, Goodwin alert, the FTC and DOJ, along with the Department of Health and Human Services (HHS) and Department of Commerce, announced three joint listening sessions to hear testimony focused on making “prescription drugs more affordable for Americans by promoting competition,”⁴ as required by President Trump’s executive order on lowering drug prices.⁵ This joint agency action continues a focus on healthcare and drug prices under the Biden administration, which created a joint FTC–DOJ–HHS task force tasked with lowering healthcare costs in March 2024⁶ and initiated lawsuits against pharmacy benefit managers (PBMs) for allegedly increasing the price of insulin.

While both administrations directed the FTC and DOJ to focus on healthcare and drug costs, they focused on distinct potential root causes, with Biden regulators blaming “corporate greed” and Trump regulators instead looking at “eliminating regulatory barriers and rent seeking.”⁷ Meanwhile, the FTC is continuing enforcement actions against PBMs.⁸ It remains to be seen whether the FTC and DOJ will pursue any new policies or enforcement actions to reduce healthcare and drug costs as a result of these listening sessions or whether they will continue to make use of ongoing antitrust policy initiatives.

FTC Releases Physician Group and Healthcare Facility Merger Study Detailing Evidence of Consolidation

In June 2025, the FTC announced the first results of a long-running market study into mergers of physician practices, which detailed evidence of consolidation among physicians between 2015 and 2020.⁹ Reviewing approximately 2,000 physician mergers, the FTC study found that 38% of doctors belonged to a practice affected by mergers and identified “a number of serial acquirers, many of whom are health systems.”¹⁰ The market study, initiated in 2020 by the Biden administration, made no determination on the impact of this consolidation on patients or pricing, although it indicated additional research findings would be published in the future. “Serial acquisitions” of physician groups (a strategy of acquiring multiple physician groups over time) were a key concern of the Biden-era FTC and featured prominently in the most recent merger guidelines (which the FTC and DOJ leadership have declined to rescind). The publication of this report could be a signal of the FTC’s continuing interest in investigating serial acquisitions in the healthcare space, although, unlike the Biden administration, we expect the FTC to be less concerned about private equity acquirers in particular. 

II. Enforcement Update

In Q2, the FTC and DOJ did not challenge any healthcare deals. However, the agencies continue to closely scrutinize mergers between competitors and investigate health system-payor contracting practices. The DOJ recently resolved a long-running investigation and litigation regarding UnitedHealth Group’s acquisition of Amedisys when the parties agreed to divest 164 home health and hospice locations. The agencies’ willingness to employ divestitures (the sale of a specific part of a business or assets) and behavioral remedies (commitment to specific actions or refraining from certain behaviors) to resolve competitive concerns presented by mergers suggests that the FTC and DOJ will continue to be more flexible in allowing more mergers to proceed with conditions. This is in stark contrast to the approach of the Biden-era agencies that strongly disfavored divestitures and behavioral remedies, leading to a greater number of merger challenges in federal court.

FTC Issues a Second Request in Aya Healthcare’s Proposed Merger With Cross Country Healthcare

Aya Healthcare (Aya) announced it would acquire fellow medical staffing firm Cross Country Healthcare (Cross Country) for $615 million in December 2024. The FTC is closely examining the transaction, having issued a “second request” to determine whether the merger would harm competition. In addition to the direct overlap in the provision of travel nurse staffing services, both Aya and Cross Country are managed service providers (MSPs), helping facilities connect and contract with travel nurses from a variety of staffing agencies. The FTC may be concerned that, by acquiring Cross Country, Aya will have sufficient scale to self-preference its own nursing staffing services on its platform, rather than place the nursing staffing services of the multiple staffing agencies that also use the Aya MSP. The FTC may allege that this self-preferencing would lead to reduced competition and higher prices paid by hospitals and healthcare facilities as a result. The second request may underscore that the FTC will continue to closely monitor mergers among close competitors and that it is still willing to examine vertical theories of harm, despite them being more difficult to prove than traditional horizontal theories of harm (e.g., merger of two close competitors) and being favored by the previous FTC chair, Lina Khan. The FTC’s ultimate decision in this transaction will be instructive for healthcare industry participants, particularly if the FTC alleges a vertical theory of harm.

DOJ Investigating New York Health System for Use of Anti-Steering Provisions in Payor Contracts

The DOJ recently launched an investigation into NewYork-Presbyterian’s payor contracting practices.¹¹ The New York–based health system allegedly leveraged its market position to require payors to include NewYork-Presbyterian facilities in all networks offered by the payors, according to complaints from the Service Employees International Union (SEIU). The SEIU claims that the health system has consistently charged higher prices and that the union’s attempts to encourage members of its health plan to use less expensive alternatives were prevented by NewYork-Presbyterian’s private contracts with insurers. The DOJ is likely investigating whether these anti-steering provisions insulated NewYork-Presbyterian from price competition against competitors by preventing insurers from creating networks that exclude higher-cost hospitals.¹²

This investigation is consistent with DOJ enforcement from prior administrations. In 2016, the DOJ sued a North Carolina health system, Atrium Health, for entering into similar anti-steering agreements with payors.¹³ Atrium settled the suit in 2018, agreeing not to include these restrictions in payor contracts moving forward.

UnitedHealth Group and Amedisys Settle With DOJ and Agree to Divestitures, as Antitrust Agencies Revive Use of Consent Decrees

UnitedHealth Group (UHG) will be allowed to acquire home health provider Amedisys under a proposed settlement with the DOJ and state plaintiffs more than two years after the transaction was first announced.¹⁴ The settlement, if approved by a Maryland federal court, will require UHG and Amedisys to divest 164 home health and hospice locations to two divestiture buyers, Pennant Group and BrightSpring Health Services.¹⁵ The divestitures will largely be made in southeastern states where there are overlaps with Amedisys locations and competing locations operated by LHC Group, a UHG subsidiary. Beyond the divestitures, Amedisys will also be required to pay a $1.1 million fine for certifying it had fully complied with the DOJ’s second request, despite allegedly failing to produce hundreds of thousands of requested emails, text messages, and hard copy documents, in part due to issues with Amedisys’ email archiving system. The Hart-Scott-Rodino Antitrust Improvements Act allows agencies to seek daily penalties of no more than $53,088 for these types of procedural violations, which, in this instance, allegedly lasted for more than eight months until Amedisys produced the requested documents in full and recertified compliance.

The current antitrust regulators’ openness to divestitures to resolve competitive concerns in mergers is a significant break from Biden-era policies. Biden regulators, led by former DOJ assistant attorney general Jonathan Kanter and former FTC chair Lina Khan, were skeptical that divestitures were an effective tool to preserve competition. The current administration has taken a different approach. FTC Chair Andrew Ferguson recently explained that “remedies [including divestitures] must be an option for the FTC as it fulfills its mission of protecting competition.”¹⁶ DOJ Assistant Attorney General Gail Slater took a similar view, stating “‘unlike the prior administration, I am willing to negotiate favorable settlements to resolve disputes.’”¹⁷  In addition to divestitures, regulators have also revived the use of behavioral remedies in which parties agree to take or forgo action as a tool to address competitive concerns for proposed mergers, which the agencies will use “with substantial caution.”¹⁸  It remains to be seen whether the use of divestitures and behavioral remedies will result in fewer healthcare challenges, but the current openness by the agencies to accept divestitures and remedies is a significant shift from the Biden administration. Merging parties in the healthcare space now have a real opportunity to increase deal certainty and accelerate closing timing through negotiated remedies through divestitures and behavioral remedies with the FTC and DOJ.

^[1] “Statement of Roger Alford, Principal Deputy Assistant Attorney General, Antitrust Division, U.S. Department of Justice, Before the Subcommittee on Antitrust, Competition Policy, and Consumer Rights Committee on the Judiciary, United States Senate,” DOJ (June 24, 2025).
^[2] For example, former FTC commissioner Maureen Ohlhausen wrote in 2015 that “there has been a lengthy, bipartisan consensus at the FTC that state CON laws should be repealed” (“Certificate of Need Laws: A Prescription for Higher Costs,” Antitrust [Fall 2015]) and, according to the FTC website, “The FTC has a long history of urging policymakers to reduce or eliminate unnecessary occupational licensing requirements imposed by state law or rules,” (“Economic Liberty: Opening doors to opportunity,” FTC [January 2025]).
^[3] As stated in our Q1 update, “the [DOJ] under Assistant Attorney General Gail Slater announced an ‘Anticompetitive Regulations Task Force,’ which will seek to identify regulations that undermine competition and promote overbilling and consolidation in healthcare, among other industries” (“Antitrust & Competition Healthcare Quarterly Update Q1 2025,” Goodwin [May 13, 2025]).
^[4] “FTC and DOJ to Host Listening Sessions on Lowering Americans’ Drug Prices Through Competition,” FTC (June 11, 2025).
^[5] “Lowering Drug Prices by Once Again Putting Americans First,” The White House (April 15, 2025).
^[6] “Antitrust & Competition Healthcare Quarterly Update Q2 2024,” Goodwin (September 18, 2024).
^[7] “FTC and DOJ to Host Listening Sessions,” FTC.
^[8] “Antitrust & Competition Healthcare Quarterly Update Q1 2025,” Goodwin.
^[9] “First Research Published from Physician 6(b) Study,” FTC (June 17, 2025).
^[10] “First Research Published,” FTC.
^[11] “U.S. Opens Antitrust Investigation Into NewYork-Presbyterian,” New York Times (July 28, 2025).
^[12] Notably, NewYork-Presbyterian includes Columbia University Medical Center, and this investigation comes as Columbia University settled multiple ongoing investigations by the Trump administration.
^[13] “Atrium Health Agrees to Settle Antitrust Lawsuit and Eliminate Anticompetitive Steering Restrictions,” DOJ (November 15, 2018).
^[14] “Justice Department Requires Broad Divestitures to Resolve Challenge to UnitedHealth’s Acquisition of Amedisys,” DOJ (August 7, 2025).
^[15] “Pennant Group to Acquire Divested Amedisys, UnitedHealth Group Locations,” Hospice News (August 7, 2025).
^[16] “Statement of Chairman Andrew N. Ferguson Joined by Commissioner Melissa Holyoak and Commissioner Mark R. Meador In the Matter of Synopsys, Inc. / Ansys, Inc. Matter Number 2410059,” FTC (May 28, 2025).
^[17] “DOJ Touts Merger, Rental Algorithm Deals, Eyeing More,” Law360 (August 11, 2025).
^[18] “Statement of Chairman Andrew” FTC.