#FuneralHomes were once dominated by local, family owned businesses. Today, odds are, your neighborhood funeral home is owned by #ServiceCorporationInternational, which has bought hundreds of funeral homes (keeping the proprietor's name over the door), jacking up prices and reaping vast profits.

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If you'd like an essay-formatted version of this thread to read or share, here's a link to it on pluralistic.net, my surveillance-free, ad-free, tracker-free blog:

https://pluralistic.net/2022/12/16/schumpeterian-terrorism/#deliberately-broken

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Funeral homes are now one of America's most predatory, vicious industries, and SCI uses the profits it gouges out of bereaved, reeling families to fuel more acquisitions - 121 more in 2021. SCI gets some economies of scale out of this consolidation, but that's passed onto shareholders, not consumers. SCI charges 42% more than independent funeral homes.

https://pluralistic.net/2022/09/09/high-cost-of-dying/#memento-mori

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SCI boasts about its pricing power to its investors, how it exploits people's unwillingness to venture far from home to buy funeral services. If you buy all the funeral homes in a neighborhood, you have near-total control over the market. Despite these obvious problems, none of SCI's acquisitions face any merger scrutiny, thanks to loopholes in antitrust law.

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These loopholes have allowed the entire US productive economy to undergo #MassConsolidation, flying under regulatory radar. This affects industries as diverse as "hospital beds, magic mushrooms, youth addiction treatment centers, mobile home parks, nursing homes, physicians’ practices, local newspapers, or e-commerce sellers," but it's at its worst when it comes to services associated with trauma, where you don't shop around.

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Think of how #Envision, a healthcare rollup, used the capital reserves of #KKR, its #PrivateEquity owner, to buy #EmergencyRooms and #ambulance services, elevating #SurpriseBilling to a grotesque art form. Their depravity knows no bounds: an unconscious, intubated woman with covid was needlessly flown 20 miles to another hospital, generating a $52k bill.

https://pluralistic.net/2022/03/14/unhealthy-finances/#steins-law

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This is "the health equivalent of a carjacking," and rollups spread surprise billing beyond emergency rooms to anesthesiologists, radiologists, family practice, dermatology and others. In the late 80s, 70% of MDs owned their practices. Today, 70% of docs work for a hospital or corporation.

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How the actual *fuck* did this happen? Rollups take place in "#antitrust's Twilight Zone," where a perfect storm of regulatory blindspots, demographic factors, #macroeconomics, and remorseless cheating by the ultra-wealthy has laid waste to the American economy, torching much of the US's productive capacity in an orgy of predatory, extractive, #enshittifying mergers.

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The processes that underpin this transformation aren't actually very complicated, but they are closely interwoven and can be hard to wrap your head around. "The Roll-Up Economy: The Business of Consolidating Industries with Serial Acquisitions," a new paper from The American Economic Liberties Project by Denise Hearn, Krista Brown, Taylor Sekhon and Erik Peinert does a *superb* job of breaking it down:

http://www.economicliberties.us/wp-content/uploads/2022/12/Serial-Acquisitions-Working-Paper-R4-2.pdf

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The most obvious problem here is with the #MergerScrutiny process, which is when competition regulators must be notified of proposed mergers and must give their approval before they can proceed. Under the #HartScottRodinoAct (#HSR) merger scrutiny kicks in for mergers when the purchase price is $101m or more. A company that builds up a monopoly by acquiring hundreds of small businesses need *never* face merger scrutiny.

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The high merger scrutiny threshold means that only a very few mergers are regulated: in 2021, out of 21,994 mergers, only 4,130 (<20%) were reported to the FTC. 2020 saw 16,723 mergers, with only 1.637 (>10%) being reported to the FTC.

Serial acquirers claim that the massive profits they extract by buying up and merging hundreds of businesses are the result of "efficiency" but a closer look at their marketplace conduct shows that most of those profits come from #MarketPower.

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Where efficiences are realized, they benefit shareholders, and are not shared with customers, who face higher prices as competition dwindles.

The serial acquisition bonanza is bad news for supply chains, wages, the small business ecosystem, inequality, and competition itself.

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Wherever we find concentrated industires, we find these under-the-radar rollups: out of 616 Big Tech acquisitions from 2010-19, 94 (15%) of them came in for merger scrutiny.

The report's authors quote FTC Commissioner Rebecca Slaughter: "I think of serial acquisitions as a Pac-Man strategy. Each individual merger viewed independently may not seem to have significant impact. But the collective impact of hundreds of smaller acquisitions, can lead to a monopolistic behavior."

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It's not just the FTC that recognizes the risks from rollups. #JonathanKanter, the #DoJ's top antitrust enforcer has raised alarms about private equity strategies that are "designed to hollow out or roll-up an industry and essentially cash out. That business model is often very much at odds with the law and very much at odds with the competition we’re trying to protect."

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The DoJ's interest is important. As with so many antitrust failures, the problem isn't in the law, but in its enforcement. Section 7 of the #ClaytonAct prohibits serial acquisitions under its "#IncipientMonopolization" standard. Acquisitions are banned "where the effect of such acquisition may be to substantially lessen competition between the corporation whose stock is so acquired and the corporation making the acquisition."

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This incipiency standard was strengthened by the 1950 #CellerKefauverAmendment.

The lawmakers who passed both acts were clear about their legislative intention - to block this kind of stealth monopoly formation. For decades, that's how the law was enforced. For example, in 1966, the DoJ blocked Von's from acquiring another grocer because the resulting merger would give Von's 7.5% of the regional market.

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While Von's is cited by pro-monopoly extremists as an example of how the old antitrust system was broken and petty, the DoJ's logic was impeccable and sorely missed today: they were trying to prevent a rollup of the sort that plagues our modern economy.

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As the Supremes wrote in 1963: "A fundamental purpose of [stronger incipiency standards was] to arrest the trend toward concentration, the tendency of monopoly, before the consumer’s alternatives disappeared through merger, and that purpose would be ill-served if the law stayed its hand until 10, or 20, or 30 [more firms were absorbed]."

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But even though the incipiency standard remains on the books, its enforcement dwindled away to nothing, starting in the #Reagan era, thanks to the #ChicagoSchool's influence. The neoliberal economists of Chicago, led by the Nixonite criminal #RobertBork, counseled that most monopolies were "efficient" and the inefficient ones would self-correct when new businesses challenged them, and demanded a halt to antitrust enforcement.

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In 1982, the DoJ's merger guidelines were gutted, made toothless through a "safe harbor" rule. So long as a merger stayed below a certain threshold of market concentration, the DoJ promised not to look into it. In 2000, Clinton signed an amendment to the HSR Act that exempted transactions below $50m. In 2010, Obama's DoJ expanded the safe harbor to exclude "[mergers that] are unlikely to have adverse competitive effects and ordinarily require no further analysis."

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These constitute a "blank check" for serial acquirers. Any investor who found a profitable strategy for serial acquisition could now operate with impunity, free from government interference, no matter how devastating these acquisitions were to the real economy.

Unfortunately for us, serial acquisitions *are* profitable.

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As an EY study put it: "the more acquisitive the company... the greater the value created...there is a strong pattern of shareholder value growth, correlating with frequent acquisitions." Where does this value come from? "Efficiencies" are part of the story, but it's a sideshow. The real action is in the power that consolidation gives over workers, suppliers and customers, as well as vast, irresistable gains from financial engineering.

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In all, the authors identify five ways that rollups enrich investors:

I. low-risk #expansion;

II. #EfficienciesOfScale;

III. pricing power;

IV. buyer power;

V. #ValuationArbitrage.

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The efficiency gains that rolled up firms enjoy often come at the expense of workers - these companies shed jobs and depress wages, and the savings aren't passed on to customers, but rather returned to the business, which reinvests it in gobbling up more companies, firing more workers, and slashing survivors' wages. Anything left over is passed on to the investors.

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Consolidated sectors are hotbeds of fraud: take Heartland, which has rolled up small dental practices across America. Heartland promised dentists that it would free them from the drudgery of billing and administration but instead embarked on a campaign of phony Medicare billing, wage theft, and forcing unnecessary, painful procedures on children.

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