Businesses increasingly rely on outside software, databases, consultants, and algorithms to help set prices.
That may seem very different from competitors sitting in a room and agreeing what to charge. But a new published California Court of Appeal decision raises a more complicated question: what happens when competing businesses use the same third party system to make pricing decisions?
In VHS Liquidating Trust v. MultiPlan Corp. (2026), the California Court of Appeal allowed antitrust claims involving a shared pricing system to proceed past the pleading stage.
The decision does not mean that businesses violate antitrust law simply because they use the same software. It does show why companies need to understand what information a shared pricing platform receives from competitors, what it does with that information, and how its recommendations affect actual prices.
The Dispute Involved Healthcare Reimbursement Rates
The case arose from payments for healthcare services.
According to the complaint, MultiPlan operated a system used by numerous health insurers to determine reimbursement amounts for out of network medical services. MultiPlan collected data and used its proprietary methodology and algorithms to generate recommended reimbursement rates.
The plaintiff alleged that insurers overwhelmingly followed MultiPlan’s recommendations.
The theory was that MultiPlan functioned as a common intermediary through which competing insurers could suppress the prices they paid for healthcare services.
The plaintiff brought claims under California’s Cartwright Act, alleging price fixing, price tampering, and the exchange of competitively sensitive information.
The trial court sustained a demurrer without leave to amend.
The Court of Appeal reversed.
A Shared Algorithm Can Raise an Old Antitrust Question in a New Form
Price fixing law existed long before businesses began using algorithms.
The underlying concern is familiar. Competitors generally must make their pricing decisions independently. They cannot agree among themselves to fix or manipulate prices.
Technology can make the factual analysis more complicated.
Competitors do not necessarily need to communicate directly with each other if a plaintiff can plausibly allege that a common intermediary was used to coordinate their conduct. Antitrust law has long recognized arrangements in which a central participant allegedly facilitates coordination among otherwise competing businesses.
The allegations against MultiPlan presented a modern version of that theory.
Rather than alleging that insurers met directly and agreed upon reimbursement rates, the complaint alleged that competing insurers supplied information to, and relied heavily upon, a common pricing system.
The Court of Appeal concluded that the claims could not be rejected on the categorical grounds relied upon by the trial court.
That does not establish that MultiPlan or the insurers ultimately violated the Cartwright Act. The decision arose at the pleading stage. The plaintiff still has to prove its case.
California Has Also Addressed Common Pricing Algorithms by Statute
The timing of the decision is notable because California has separately addressed common pricing algorithms through legislation.
Business and Professions Code section 16729 addresses the use or distribution of a common pricing algorithm when it forms part of a contract, combination, conspiracy, or other arrangement restraining trade.
The statute reflects a concern that traditional antitrust rules should not become irrelevant merely because pricing coordination is carried out through technology rather than direct conversations among competitors.
For businesses, however, the distinction remains important.
Using commercial pricing software is not automatically price fixing. Businesses routinely use outside technology to analyze markets, costs, inventory, demand, and other information.
The legal risk depends on what the arrangement actually does.
The Questions Businesses Should Be Asking
A company using third party pricing technology should understand more than the software’s output.
- Who supplies the underlying data?
- Does the provider receive confidential or nonpublic pricing information from competing businesses?
- Is that information pooled or incorporated into recommendations provided back to competitors?
- How much independent discretion does each business retain over the price it ultimately charges or pays?
Those facts may become important if the arrangement is later challenged.
The same issue can arise outside healthcare. Pricing platforms and shared data tools are used in industries involving housing, hospitality, transportation, consumer products, financial services, and many other markets.
The legal question will depend on the particular arrangement, not simply on whether an algorithm was involved.
What the MultiPlan Decision Actually Decided
The procedural posture of VHS Liquidating Trust is important.
The Court of Appeal did not conduct a trial and decide that illegal price fixing occurred. It reviewed a judgment following a demurrer.
At that stage, the issue was whether the plaintiff’s allegations could support claims under California antitrust law.
The appellate court concluded that the claims should not have been disposed of on the grounds adopted by the trial court and sent the case back for further proceedings.
For companies involved in commercial disputes, that distinction matters. A claim surviving a demurrer is not the same as a plaintiff proving the claim. But surviving the pleading stage can substantially change the course and cost of litigation because the case can proceed into discovery, where internal communications, pricing data, contracts, and the operation of the pricing system may become central evidence.
As businesses rely more heavily on third party technology to make commercial decisions, disputes over shared algorithms are likely to involve familiar legal principles applied to increasingly unfamiliar facts.
Legal Authorities
- California Business and Professions Code § 16729
- Cartwright Act, Bus. & Prof. Code § 16700 et seq.
- VHS Liquidating Trust v. MultiPlan Corp. (Cal. Ct. App. 2026)
Related practice areas: Trade Secrets and Unfair Competition · Civil Litigation