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Sotera Health Closes on $500 Million Term Loan B Financing CLEVELAND, OH

Key Takeaway: Sotera Health Company announced the successful closure of a $500 million senior secured Term Loan B financing. The funds will be used primarily to address a substantial litigation settlement and enhance liquidity. The loan attracted a positive market reception, reflecting confidence in the company's business model. However, the company remains exposed to litigation risks which could impact its financial condition.

Market Sentiment Analysis

POSITIVE FACTORS

  • Successfully closed $500 million Term Loan B financing.
  • Funding will enhance the company's liquidity.
  • Strong market reception indicates confidence in company's stability.

CONCERNS & RISKS

  • Dependency on litigation settlement conditions for fund use.
  • Existing legal proceedings may impact future liquidity.

Full Press Release Details

Sotera Health Closes on $500 Million Term Loan B Financing
CLEVELAND, OH, February 23, 2023 Sotera Health Company ( Sotera Health or the Company ) (Nasdaq: SHC),
a leading global provider of mission-critical end-to-end sterilization solutions and lab testing and advisory services for the healthcare industry, today announced that
it has successfully closed on a new senior secured Term Loan B facility in an aggregate principal amount of $500 million. The Company had previously announced its intention to enter into a new senior secured Term Loan B facility in an aggregate
principal amount of $425 million. The Company plans to use proceeds of this debt financing, along with cash on hand, to: a) fund a previously announced $408 million ethylene oxide litigation settlement in Cook County, IL, subject to the
satisfaction or waiver by the Company of the various conditions for the settlement, b) pay down existing borrowings under the Company s revolving credit facility, c) further enhance liquidity and d) for other general corporate purposes.
We are pleased to announce the successful completion of our $500 million Term Loan B debt financing at terms that are favorable to the
Company, said Chairman and Chief Executive Officer, Michael B. Petras, Jr. The strong market reception for this financing is a testament to the solid profile of our business. This funding will be used to cover our litigation needs, as
well as provide additional liquidity for the Company.
The Term Loan B will bear interest at a variable rate per annum, at the Company s
option, of either one-, three-, or six-month SOFR plus 375 basis points (subjet to a 50bps floor), or a base rate plus 275 basis points, in any case payable in arrears.
It is prepayable without premium or penalty at any time six months after the closing date, and includes a 1.00% premium for certain repricing transactions that occur in the first six months after the closing date. The Loan is required to be paid
down at 1% of the aggregate principal amount ($5 million) per year, with the balance due at the end of 2026. The Term Loan B covenants are substantially the same as those the Company s existing Credit Agreement.
About Sotera Health:
Sotera Health Company is a leading
global provider of mission-critical end-to-end sterilization solutions and lab testing and advisory services for the healthcare industry. Sotera Health goes to market
through three businesses Sterigenics , Nordion and Nelson Labs .
Sotera Health is committed to its mission, Safeguarding Global Health .
Updates can be found
from time to time on recent developments in matters relevant to investors on the Investor Relations section of the Company s website at Investor Relations | Sotera Health. For developments related to Ethylene Oxide, updates can be
found at Ethylene Oxide | Sotera Health.
9100 South Hills Boulevard, Suite 300, Broadview Heights, OH 44147
440-262-1410 | soterahealth.com
Forward-Looking Statements
Unless expressly indicated or the context requires otherwise, the terms Sotera Health, Company, we, us, and
our in this document refer to Sotera Health Company, a Delaware corporation, and, where appropriate, its subsidiaries on a consolidated basis. This release contains forward-looking statements that reflect management s expectations
about future events and the Company s operating plans and performance and speak only as of the date hereof. You can identify these forward-looking statements by the use of forward-looking words such as will, may,
plan, estimate, project, believe, anticipate, expect, intend, should, would, could, target, goal,
continue to, positioned to, are confident or the negative version of those words or other comparable words. In addition, any statements that refer to expectations, projections or other characterizations of future
events or circumstances, including statements about the use of proceeds from the Term Loan B facility, are forward-looking statements. Any forward-looking statements contained in this release are based upon our historical performance and on our
current plans, estimates and expectations of the Company s future performance and the future performance of the markets in which the Company operates in light of information currently available to us. The inclusion of this forward-looking
information should not be regarded as a representation by us that the future plans, estimates or expectations contemplated by us will be achieved. These forward-looking statements are subject to various risks, uncertainties and assumptions relating
to our operations, financial results, financial condition, business, prospects, growth strategy and liquidity. These risks and uncertainties include, without limitation, any disruption in the availability or supply of, or increases in the price of
ethelyne oxide ( EO ) or cobalt-60 ( Co-60 ), including geopolitical risks related to the supply of Co-60
from Russia; foreign currency exchange rates and changes in those rates; changes in industry trends, environmental, health and safety regulations or preferences; satisfaction of conditions to completing the settlement, including the participation by
substantially all Illinois plaintiffs in the settlement; the impact of current and future legal proceedings and liability claims, including litigation related to purported exposure to emissions of EO from our facilities in Illinois, Georgia and New
Mexico and the possibility that other claims will be made in the future relating to these or other facilities; adverse judgments against two of our subsidiaries in the EO tort litigation, which if the settlement is not successful may require an
appellate bond or alternative form of security to appeal, and plaintiff efforts to enforce judgments against us, any of which may have an adverse impact on our liquidity; in the near and long terms, or may cause the need for us to increase our
borrowings and, consequently, increase our interest expense; uncertainty in the capital markets and other risks related to our ability to raise additional debt financing on reasonable terms or at all, including availability of capital and the impact
of future litigation developments on our ability to access capital markets; our ability to increase capacity at existing facilities, renew leases for our leased facilities and build new facilities in a timely and cost-effective manner; competition
for qualified employees in the industries in which we operate; the risks of doing business internationally; and any inability to pursue strategic transactions or find suitable acquisition targets. For additional discussion of these risks and
uncertainties. Please refer to the Company s filings with the SEC, such as its annual and quarterly reports, as well as the Current Report on Form 8-K filed by the Company on January 9, 2023, with
the SEC disclosing the terms of the Illinois settlement. We do not undertake any obligation to publicly update or revise these forward-looking statements, except as otherwise required by law.
9100 South Hills Boulevard, Suite 300, Broadview Heights, OH 44147
440-262-1410 | soterahealth.com
INVESTOR RELATIONS CONTACTS:
Jason Peterson Sally J. Curley, IRC
Vice President & Treasurer, Sotera Health Curley Global IR, LLC
IR@soterahealth.com IR@soterahealth.com
Chief Marketing Officer, Sotera Health
Source: Sotera Health Company
9100 South Hills Boulevard, Suite 300, Broadview Heights, OH 44147
440-262-1410 | soterahealth.com

Frequently Asked Questions

What is the amount of Sotera Health's new Term Loan B?

Sotera Health has closed a new Term Loan B facility totaling $500 million.

What will Sotera Health use the loan proceeds for?

Proceeds will fund a litigation settlement, reduce existing borrowings, and enhance liquidity.

Who is the CEO of Sotera Health?

The CEO of Sotera Health is Michael B. Petras, Jr.

When does the Term Loan B need to be paid off?

The balance of the Term Loan B is due at the end of 2026.

What companies operate under Sotera Health?

Sotera Health operates through Sterigenics, Nordion, and Nelson Labs.

Last updated: Feb 23, 2023