Aetna-Humana Merger Hearing Transcript
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Atkinson-Baker Court Reporters www.depo.com 1 2 STATE OF CALIFORNIA 3 DEPARTMENT OF INSURANCE 4 5 6 7 PUBLIC HEARING 8 IN RE: INVESTIGATIVE HEARING 9 PROPOSED ACQUISITION OF HUMANA, INC. ("HUMANA") 10 BY AETNA, INC. ("AETNA") 11 SACRAMENTO, CALIFORNIA 12 WEDNESDAY, APRIL 27, 2016 13 14 15 16 17 18 19 20 ATKINSON-BAKER, INC. 21 COURT REPORTERS (800) 288-3376 22 www.depo.com 23 24 REPORTED BY: KAREN CHALLE, CSR NO. 8244 25 FILE NO.: AA04603 Page 1 Public Hearing April 27, 2016 Atkinson-Baker Court Reporters www.depo.com 1 1 APPEARANCES (Continued): 2 2 3 3 For the State of California: 4 4 DEPARTMENT OF INSURANCE, LEGAL DIVISION 5 BY: BRUCE HUNTER HINZE, Senior Staff Counsel STATE OF CALIFORNIA 5 45 Fremont Street, 24th Floor 6 San Francisco, California 94105 DEPARTMENT OF INSURANCE 6 (415) 538-4392 7 7 For the State of California: 8 8 DEPARTMENT OF INSURANCE, LEGAL DIVISION PUBLIC HEARING BY: SHEIRIN GHODDOUCY, Staff Counsel 9 9 300 Capitol Mall, 17th Floor IN RE: INVESTIGATIVE HEARING Sacramento, California 95814 10 10 PROPOSED ACQUISITION OF HUMANA, INC. ("HUMANA") (916) 492-3591 11 BY AETNA, INC. ("AETNA") For the State of California: 12 11 DEPARTMENT OF INSURANCE, LEGAL DIVISION BY: KATIE FISHER, Staff Counsel 12 SACRAMENTO, CALIFORNIA 13 300 Capitol Mall, 17th Floor 13 WEDNESDAY, APRIL 27, 2016 14 Sacramento, California 95814 14 15 (916) 492-3591 15 16 16 17 Transcript of proceedings taken on behalf of the 17 18 State of California, Department of Insurance, California 18 19 State Capitol, 1315 10th Street, Hearing Room 113, 19 20 Sacramento, California, commencing on Wednesday, April 27, 20 21 2016, at 9:15 a.m., before Karen Challe, Certified 21 22 Shorthand Reporter Number 8244. 22 23 23 24 24 25 // 25 // Page 2 Page 4 1 APPEARANCES: 1 I N D E X 2 SPEAKERS/WITNESSES: 2 3 3 The Panel of the Insurance Commissioner: For Aetna, Inc. ("Aetna"): 4 DAVE JONES 4 AETNA, INC. Insurance Commissioner 5 BY: FRANCIS S. SOISTMAN, Executive Vice President 5 State of California and Head of Government Services 6 6 JANICE ROCCO 7 For Aetna, Inc. ("Aetna"): 7 8 AETNA, Inc. Deputy Commissioner BY: GREGORY S. MARTINO, Assistant Vice President Health Care Policy and Reform 9 and State Government Affairs 10 8 State of California For Humana, Inc. ("Humana"): 9 11 10 HUMANA, Inc. 11 12 JAEWON RYU, Vice President, Health Services Segment and President, Integrated Care Delivery 12 13 13 14 For the Department of Insurance: 14 15 SHEIRIN GHODDOUCY, Staff Counsel 15 California Department of Insurance, Legal Division 16 16 17 For Consumer Groups: 17 18 DENA MENDELSOHN, Staff Attorney 18 Consumers Union 19 19 TAM MA, Policy Counsel 20 20 Health Access 21 21 Emily Rusch, Executive Director CALPIRG 22 22 23 23 24 24 25 // 25 // Page 3 Page 5 2 (Pages 2 to 5) Public Hearing April 27, 2016 Atkinson-Baker Court Reporters www.depo.com 1 I N D E X 1 I N D E X 2 SPEAKERS/WITNESSES (Continued): 3 2 E X H I B I T S (Continued) For the Public/Interested Persons: 3 No. Page Description 4 4 8 46 Aetna HAO-2014-0182, effective January 1, 2015 ANTHONY GALACE, Director, Bridges to Health Program 5 The Greenlining Institute 5 9 47 Aetna HAO-2015-0078, effective July 1 - 6 FAITH BAUTISTA, Chief Executive Officer 6 September 30, 2015 National Diversity Coalition 7 7 National Asian American Coalition 10 48 Aetna HAO-2015-0189, effective October 1, 2015 8 BOB GNAIZDA, General Counsel 8 (OTHER DOCUMENTS) National Diversity Coalition 9 11 49 Testimony of Mark Bertolini, Chair/CEO, Aetna, 9 National Asian American Coalition 10 NORM DEYOUNG 10 Inc., U.S. Senate Comm. On Judiciary, Subcomm. Elk Grove 11 On Antitrust, September 22, 2015 11 KEVIN STEIN 12 (COMMENT LETTERS) 12 California Reinvestment Coalition 13 12 60 Health Access 13 MICHELLE CHAPANIAN, General Counsel 14 California Medical Association 13 71 Consumers Union 14 15 14 83 Greenlining Institute MINTY DILLON, Director of Managed Care 16 15 87 Autism Business Association 15 Kaweah Delta Health Care District 16 BARRY STONE, President 17 16 88 California Association of Marriage and Family California Black Chamber of Commerce 18 Therapists 17 19 JOSE PEREZ 17 89 Mayor Ashley Swearengin 18 Latino Journal 20 18 92 California Reinvestment Coalition 19 21 19 98 David Balto 20 21 22 20 108 Black Chamber of Orange County 22 23 21 109 California Primary Care Association 23 24 24 22 114 California Black Chamber of Commerce 25 // 25 23 115 San Diego County Hispanic Chamber of Commerce Page 6 Page 8 1 I N D E X 1 I N D E X 2 2 E X H I B I T S (Continued) 3 E X H I B I T S 3 No. Page Description 4 In the matter of the Proposed Acquisition of 4 24 116 DaVita 5 Humana, Inc. ("Humana") by Aetna, Inc. ("Aetna") 5 25 122 Big 5 6 Binder of Documents Marked for Identification 6 26 123 Affinity Medical Solutions 7 No. Page Description 7 27 124 Hill Physicians 8 (CDixx.) 8 28 125 Memorial Care Health System 9 1 1 Notice of hearing 9 29 126 LivHome 10 2 3 Humana Exhibit E-1 to DMHC Notice of Material 10 30 127 TELACU Educational Foundation 11 Modification, August 10, 2015 11 12 3 20 Cattaneo & Stroud, "Before & After Results of 12 13 the Proposed California HMO Acquisitions" August 13 14 24, 2015 14 15 4 26 Cattaneo & Stroud, "Effect of Proposed 15 16 California HMOAcquisitions," presentation slides, 16 17 Financial Standards Solvency Board, September 9, 2015 17 18 5 40 "Aetna-Humana Merger: CDO would take home $40 18 19 million if deal is approved, SEC documents show" 19 20 Elizabeth Whitman, International Business Times, 20 21 March 13, 2016 52 Testimony of Steven Sell 21 22 (DISPOSITIONAL STATEMENTS FOR UNREASONABLE RATE 22 23 INCREASES) 23 24 6 42 Aetna HAO-2012-0010, effective April 1, 2012 24 25 7 45 Aetna HAO-2014-0021, effective April 1, 2014 25 // Page 7 Page 9 3 (Pages 6 to 9) Public Hearing April 27, 2016 Atkinson-Baker Court Reporters www.depo.com 1 SACRAMENTO, CALIFORNIA; WEDNESDAY, APRIL 27, 2016 1 like to thank the California Department of Insurance for 2 9:15 A.M. 2 this opportunity to provide an overview of the 3 - - - 3 Aetna-Humana transaction, and how the new company will 4 COMMISSIONER JONES: Thank you, all. I want to 4 benefit consumers, employers and providers, among other 5 remind everyone that the hearing is being transcribed. 5 important constituents. 6 It's also being a live web video cast. There will be a 6 For several years, Aetna has been pursuing a 7 digital copy of the hearing available on our website at 7 mission of building a healthier world, reshaping health 8 the conclusion of the hearing. Please, to those of you 8 our care system to be more consumer centric in order to 9 that will be testifying, speak clearly and deliberately 9 give our members as many healthy days as possible. In 10 enough so that the reporter -- court reporter can 10 Humana, we've found the ideal partner to compliment and 11 accurately transcribe your testimony, as she may throw a 11 accelerate our efforts as a company with an enterprise 12 flag at some point if I begin to move too quickly or 12 goal to improve the health of the communities they serve 13 anyone begins to move too quickly. 13 by 20 percent by the year 2020. 14 And I would encourage the court reporter to tell 14 The Aetna acquisition of Humana is about two 15 us that if we need to take a break at some point. 15 companies coming together to offer more people a broader 16 Our plan at this juncture is to hear from the 16 choice of higher quality and more affordable health plan 17 insurance companies. I'll have some questions. We'll 17 options. Our companies are highly complimentary, 18 take a break. At that point we'll have an opportunity 18 combining Aetna's focus on commercial and group products, 19 then to hear some testimony from the Department of 19 with Humana's concentration on Medicare Advantage. 20 Insurance regarding consumer complaints. Then we'll move 20 I'll explain the benefits from this transaction, 21 to consumer organizations that are interested in 21 Most notably, Medicare Advantage benefits from the 22 testifying. Medical provider organizations that have 22 combination of two companies, with top rated MediCare 23 identified that they want to testify, and then any other 23 plans, as this transaction allows Aetna to offer Humana's 24 members of the public. Our goal is to complete the 24 highly skilled care and service model to the rapidly 25 hearing by 12:00. It's possible we might go a little bit 25 growing medicare eligible population. After the Page 10 Page 12 1 over. But I'm going to try to keep us moving so we can 1 acquisition, Aetna will have a product portfolio balanced 2 hopefully stay within that three hours. 2 more evenly between commercial, government production such 3 So I want to welcome the representatives of 3 as MediCare and Medicaid. We will take the best of both 4 Humana and Aetna to the hearing and ask you to please 4 companies in order to make us an even stronger and more 5 introduce yourselves.