CVS anuncia spinoff de drogarias. Ação desaba 12%

CVS announced a spinoff of its drugstore chain into a separate publicly-listed company on Thursday, arguing that the two companies would operate more efficiently independently. The market did not take kindly to the idea, with the company's stock falling 12% in New York trading. Investors questioned whether the drugstore business could generate value on its own and whether the move would not result in a loss of synergies. The stock has risen 3% over the past 12 months.

The spinoff is expected to reduce regulatory pressures faced by the company and its competitors, as politicians point to conflicts of interest and attempt to reverse the verticalization of the U.S. healthcare sector in recent years. Originally a drugstore chain, CVS expanded its operations to include pharmacy benefits management, which involves managing prescription drug coverage for health plans and mediating relationships between operators, laboratories, pharmacies, and patients.

The company's biggest valuation jump came after its $70 billion acquisition of insurance provider Aetna in 2017, deepening its verticalization thesis and leading to a market value of over $100 billion.

However, less than a decade later, and contradicting what the management had been saying until the previous year, the company decided that the retail operation functions better independently and will be spun off into another publicly-listed company called CVS Pharmacy in the first half of 2028. The news was initially reported by the Financial Times.

Prem Shah, the current president of the group's pharmacy division, will lead the new venture, which will also include the MinuteClinic clinic network and a mail-order pharmacy service. The second company, which will include Aetna, the pharmacy benefits management business (Caremark), the in-home care service (Signify Health), and the Medicare beneficiary senior care network (Oak Street Health), will maintain the CVS Health name and CEO David Joyner.

Investors will receive shares in both companies after the separation. The news caused a negative reaction from the market, as physical retail has been slowly losing ground to e-commerce in recent years, resulting in low growth and reduced margins, as seen in the decline of Walgreens, another industry giant. However, the business has shown improvements in cost control and could grow more rapidly if decoupled from the current company structure, Joyner told Bloomberg, acknowledging that the drugstore network received little investment in recent years.

In December, the executive had said that the unified experience offered by CVS, thanks to its diversified role in the healthcare sector, was "the organization's differentiator". The company has been evaluating strategic options for years and, pressured by activist fund Glenview Capital, even discussed a spinoff in 2024, leading to the departure of then-CEO Karen Lynch.

Joyner argues, however, that synergies between businesses will be maintained and that the company's financial situation has improved significantly since then, allowing the board to decide on the spinoff without external pressures. The CVS reported a quarterly result above market expectations and raised its annual profit projections for this year and next. The company is now valued at $103 billion on the stock exchange.