UPDATED NOTICE: On January 5, 2021, Virginia Mason Health System and CHI Franciscan Health announced that they have finalized the agreement regarding the transaction they first announced in July 2020. Pursuant to RCW 19.390, the two health systems have filed a formal notice of the agreement, and the Antitrust Division is reviewing the transaction to determine whether it will reduce competition in violation of state and federal antitrust laws.
In 2019, the Washington State Legislature enacted Attorney General's backed House Bill 1607, that established a new chapter, RCW 19.390 requiring that prior notice be given to the Attorney General before the effective date of a proposed material change, such as a merger or acquisition, involving hospitals, hospital systems, and provider organizations.
The notice requirement provides the Antitrust Division the information necessary to determine whether an investigation is warranted for potential anticompetitive conduct and consumer harm, ensuring that competition in health care markets across Washington remains vigorous and robust. Parties should err on the side of providing notice of proposed transactions. The fact that notification is required is not itself indicative of anticompetitive concerns.
Which transactions fall under the notice requirement?
Those transactions with an Effective Date of January 1, 2020 or later, between two or more Healthcare provider organizations, hospitals, and hospital systems that result in a material change, as defined by RCW 19.390.020 and RCW 19.390.030.
In addition, any provider or provider organization conducting business in Washington that files a premerger notification with the Federal Trade Commission or United States Department of Justice pursuant to 15 U.S.C. § 18a, the Hart-Scott-Rodino Antitrust Improvements Act, must provide a copy of that filing to the Washington Attorney General’s Office.
If you are unsure of whether notification is required for a proposed transaction, it is parties should that you err on the side of filing the notice.
When should the notice be filed?
At least 60 days prior to the effective date of the transaction.
How should the notice be filed?
Notices should be submitted using the AGO’s Notice of Material change form, linked here.
For questions, please contact the AGO’s Healthcare Notification program at (206) 254-4258* or HealthcareNotice@atg.wa.gov.
- NOTE: We are experiencing a temporary issue with the phone line for our Healthcare Notification program. If you need to contact us, please do so via email until further notice.
FOR MEMBERS OF THE PUBLIC: If you are a member of the public with questions or concerns about a particular transaction, please do not submit a notice of material change. We encourage you to voice your concerns and opinions by sending an antitrust complaint form, linked here.