Under the proposed transaction, price and cost transparency are likely to suffer because the PBM side of the business is significantly profitable, and retail sales also benefit from bringing more consumers in the door, he explains.
"Why do you think that when you walk into any CVS store that the pharmacy counter is in the back of the store and not by the front door? It's because the pharmacy itself generates very low margins and everything in the front of the store generates the majority of revenue," he says. "So for CVS, it will be acquiring millions of customers that may currently shop or have their prescriptions filled at competitor pharmacies and simply exclude those competitors locations to get covered prescription claims filled only in their stores."
In theory, Borzilleri says, such a deal could open the door for the illegal practice known as "steerage," in which a pharmacy compensates a doctor to prescribe a specific drug to a patient rather than an alternative or one that costs less.
"Additionally, plans/payers are notorious for charging the full copay on a drug that could be paid for in cash at a lower price and also excluding lower-cost generics from their formularies and sometimes adjusting copays in order to create alternative profit centers," he explains.
Borzilleri says such possible outcomes may result in the transaction attracting more scrutiny by the U.S Department of Justice than the Aetna/Humana transaction that was recently abandoned due to antitrust concerns.
Gregory A. Freeman is a contributing writer for HealthLeaders.