STE · Steris

94 filings

STE SEC Filings

Steris - 94 total filings

Filing record · 2019–202610-K810-Q228-K64

Showing 1–50 of 94 filings

Steris 8-K Report, Material Agreement (Oct 13, 2026)

STERIS plc (STE) disclosed on October 11, 2026 that its wholly owned subsidiary, STERIS Corporation ("Purchaser"), entered into a Purchase and Sale Agreement to acquire all equity interests of Xodus Medical, Inc., a specialty surgical products business based in Pennsylvania, and certain related affiliates, from the Kaforey family sellers. The purchase price is $2.1 billion in cash at closing, subject to customary adjustments, plus up to $150 million of additional earnout consideration tied to specified post-closing performance targets in calendar 2028. The Acquisition is expected to be financed primarily with debt and is anticipated to close by December 31, 2026, subject to customary closing conditions and regulatory approvals. In connection with the deal, STERIS and Purchaser entered into a bridge financing commitment with JPMorgan Chase Bank, N.A. and Goldman Sachs Bank USA for up to $2.0 billion in aggregate senior unsecured bridge facilities. The commitment may be reduced dollar-for-dollar by net proceeds from permanent financing or asset sales before or after closing. Either party may terminate the Purchase Agreement if the Acquisition has not occurred by July 12, 2027, extendable in certain circumstances to January 11, 2028. The filing identifies regulatory approval risk and the ability to realize expected cost savings, tax benefits and synergies as key risks, alongside the increased indebtedness that the debt-financed deal will add.

Oct 13, 2026 10-Q

Steris Quarterly Report for Q1 Ended Jun 30, 2026

STERIS plc reported first-quarter fiscal 2027 results for the three months ended June 30, 2026, with revenues rising 7.3% to $1,492.7 million from $1,391.1 million, and income from operations increasing to $285.8 million from $246.0 million. Gross profit percentage improved to 45.8% from 45.1%, driven by pricing, productivity and mix, partly offset by inflation. Net income attributable to shareholders was $200.1 million, or $2.04 diluted earnings per share, compared with $177.4 million, or $1.79, a year earlier. Healthcare revenues grew 7.6% to $1,048.3 million, AST grew 5.8% to $297.6 million, and Life Sciences grew 8.6% to $146.7 million. Cash flow weakened: operating cash flow was $367.1 million versus $420.0 million, and free cash flow was $279.6 million versus $326.5 million, which the company attributed to a significantly lower working capital contribution. The company repurchased 0.5 million shares for $100.0 million under a new $1,000.0 million repurchase program authorized May 5, 2026, leaving $900.0 million available. Total debt was $1,893.7 million at June 30, 2026, down from $1,931.7 million at March 31, 2026, and the company stated it was in compliance with all financial covenants. Subsequent to quarter-end, on August 5, 2026, the company announced a restructuring to consolidate formulated chemistries manufacturing into a new Center of Excellence in North Carolina, with expected pre-tax charges of approximately $55 million to $70 million, the majority of which are expected to be cash, and completion anticipated in fiscal 2030. The filing also notes that substantially all payment obligations under the Illinois ethylene oxide settlement have been satisfied as of July 31, 2026.

Aug 7, 2026 8-K

Steris 8-K Report, Shareholder Vote Results (Aug 6, 2026)

At STERIS plc's 2026 Annual General Meeting of Shareholders, held July 31, 2026, shareholders elected nine directors to one-year terms, with the Board size reduced to nine members effective upon completion of the meeting. Holders of 89,909,204 Ordinary Shares, or 92.25% of the 97,457,680 shares outstanding and entitled to vote on the record date, were present in person or by proxy, constituting a quorum. Shareholders approved all seven proposals. These covered the director elections, ratification of Ernst & Young LLP as independent registered public accounting firm for the year ending March 31, 2027, and Ernst & Young Chartered Accountants as Irish statutory auditor. They also covered authorizing the Board or Audit Committee to set the statutory auditor's remuneration, a non-binding advisory vote on named executive officer compensation, renewal of the Board's authority to issue authorized but unissued shares under Irish law, and renewal of the Board's authority to opt out of statutory pre-emption rights for cash share issuances. The say-on-pay proposal received 77,639,271 votes for and 8,493,021 against, with 163,736 abstentions and 3,613,176 broker non-votes. Several directors drew noticeably more opposition than others: Cynthia L. Feldmann received 11,102,333 votes against, while Christopher S. Holland received 7,117,534 and Dr. Mohsen M. Sohi received 7,215,557.

Aug 6, 2026 8-K

Steris 8-K/A Report, Executive Changes (Aug 6, 2026)

STERIS plc (STE) filed this Current Report on Form 8-K/A on August 6, 2026 to amend its earlier Form 8-K filed May 7, 2026, which reported under Item 5.02 that the Board of Directors increased its size from nine to ten members on May 5, 2026 and elected Pierre Boulud as a Director effective that date. This amendment supplements that disclosure with Mr. Boulud's initial Board committee assignments and makes no other changes to the original filing. According to the filing, on July 31, 2026, Mr. Boulud was appointed to serve on the Audit Committee and the Compliance and Technology Committee of the Board. The filing does not disclose compensation arrangements, other financial results, or operational developments. For investors, this is a governance update: the Board has expanded to ten members, and a new director has been placed on the Audit Committee, which oversees financial reporting and controls, and on the Compliance and Technology Committee.

Aug 6, 2026 8-K

Steris 8-K Report, Financial Results (Aug 5, 2026)

STERIS plc (NYSE: STE) reported fiscal 2027 first quarter results for the quarter ended June 30, 2026. Total revenue increased 7% to $1.5 billion ($1,492.7 million) from $1,391.1 million, with constant currency organic revenue growth of 6%. As-reported net income attributable to shareholders was $200.1 million, or $2.04 per diluted share, versus $177.4 million, or $1.79 per diluted share, a year earlier. Adjusted net income was $253.4 million, or $2.59 per diluted share, compared with $231.2 million, or $2.34 per diluted share. Healthcare revenue grew 8% to $1.05 billion, AST revenue rose 6% to $297.6 million, and Life Sciences revenue rose 9% to $146.7 million. Net cash provided by operations fell to $367.1 million from $420.0 million, and free cash flow declined to $279.6 million from $326.5 million, which the company attributed primarily to a significantly lower working capital contribution. The company also announced a targeted consolidation of its formulated chemistries manufacturing and distribution into a new Center of Excellence in North Carolina, with anticipated closure of facilities in St. Louis, Missouri, and Plymouth, Minnesota. STERIS expects total pre-tax restructuring charges of approximately $55 million to $70 million, consisting of roughly $40 million to $50 million in cash expenditures and $15 million to $20 million in non-cash charges, mainly accelerated depreciation, with completion anticipated during fiscal 2030. These charges will be excluded from adjusted earnings. Management reiterated its fiscal 2027 revenue and earnings guidance, including as-reported revenue growth of 7-8%, constant currency organic revenue growth of 6-7%, and adjusted EPS of $11.10 to $11.30. Capital expenditure guidance rose to approximately $450 million from $375 million, and free cash flow guidance was lowered to approximately $800 million from $850 million.

Aug 5, 2026 10-K

Steris Annual Report, Year Ended Mar 31, 2026

STERIS plc (STE) reported fiscal 2026 (year ended March 31, 2026) revenues of $5,935.9 million, up $476.4 million, or 8.7%, from $5,459.5 million in fiscal 2025, with growth reflecting higher volume and pricing across all three segments plus favorable foreign currency movements. Income from operations rose 27.1% to $1,101.8 million from $866.6 million, helped by pricing, volume, and lower restructuring and litigation costs, partly offset by inflation and tariffs. Net income attributable to shareholders was $782.3 million, or $7.93 diluted earnings per share from continuing operations ... total diluted EPS of $7.93 versus $6.20 in fiscal 2025. Cash flow from operations was $1,341.4 million and free cash flow was $982.9 million, compared with $787.2 million a year earlier. The company ended the year with $1,931.7 million of total debt, a debt-to-total capital ratio of 21.3% (down from 23.6%), and $439.6 million of cash. It paid $241.8 million in dividends ($2.46 per share, up from $2.23), and repurchased $225.0 million of shares under its Outgoing Repurchase Program during fiscal 2026. On May 5, 2026, the board terminated that program and authorized a new repurchase program of up to $1,000.0 million. Backlog for capital equipment rose to $490.7 million from $452.9 million. Key risks flagged in the filing include tariffs and the USMCA review, the single-sourced supply of ethylene oxide and cobalt-60 used in AST operations, and EO-related litigation, for which the company agreed to pay up to $48.2 million under settlement agreements. The filing also discusses a $50.0 million potential IRS tax liability tied to fiscal 2018 deemed dividend notices, which the company is contesting and for which it has not recorded a reserve.

May 29, 2026 8-K

Steris 8-K Report, Financial Results (May 11, 2026)

STERIS plc reported fiscal 2026 fourth-quarter and full-year results for the periods ended March 31, 2026, furnished under Item 2.02 of this Form 8-K as Exhibit 99.1. Full-year revenue from continuing operations rose 9% to $5.9 billion, and constant currency organic revenue growth was 7%. Fourth-quarter revenue increased 7% to $1.6 billion. As-reported diluted EPS from continuing operations was $7.93 for the year, up from $6.16, and adjusted diluted EPS was $10.17, up from $9.22. Management described fiscal 2026 as "another record year," citing a diversified customer base and growth in procedure volumes. Cash generation was strong. Net cash provided by operations was $1.34 billion for fiscal 2026, and free cash flow was $982.9 million, compared with $787.2 million in the prior year. Cash and cash equivalents rose to $439.6 million at March 31, 2026, and long-term indebtedness declined to $1.81 billion from $1.92 billion. The Board approved a new $1 billion share repurchase program to replace the prior authorization. For fiscal 2027, STERIS guided to as-reported revenue growth of 7-8% and constant currency organic revenue growth of 6-7%, with adjusted EPS of $11.10 to $11.30, an increase of 9-11%. Capital expenditures are expected to be about $375 million, including roughly $60 million over two years for a new sterility assurance plant in Mentor, Ohio, and free cash flow is projected at about $850 million.

May 11, 2026 8-K

Steris 8-K Report, Executive Changes (May 7, 2026)

STERIS plc (NYSE: STE) filed a Form 8-K reporting two board changes. On May 1, 2026, Richard C. Breeden notified the Company that he will not stand for reelection at the 2026 Annual General Meeting of Shareholders. The Company stated that his decision is not the result of any disagreement on matters related to its operations, policies or practices. He had served 18 years as a Director. On May 5, 2026, the Board increased its size from nine to ten members and appointed Pierre Boulud as a director, effective that date. Mr. Boulud, age 54, is CEO of bioMérieux, a biotechnology company focused on in vitro diagnostics, a role he has held since June 2023. He will receive a prorated fee of $76,989 for the remainder of the Board's 2025-26 term, payable in career restricted stock units under the Non-Employee Director Compensation Program, and will be eligible for the same indemnification program as other Board members. The appointment was announced in a press release dated May 7, 2026, furnished as Exhibit 99.1 under Regulation FD. The Chairman, Mohsen Sohi, said Mr. Boulud's leadership experience, global perspective, strategic acumen and operational expertise make him an excellent addition to the Board.

May 7, 2026 8-K

Steris 8-K Report, Executive Changes (Apr 6, 2026)

STERIS plc (STE) filed a Current Report on Form 8-K dated April 6, 2026, under Item 5.02 (Departure of Directors or Certain Officers; Compensatory Arrangements of Certain Officers). The filing reports that on March 31, 2026, the Company and Michael J. Tokich, its former Chief Financial Officer, entered into an amendment to his Transition Agreement dated August 5, 2025. The Transition Agreement governs compensation and benefits Mr. Tokich receives for his post-executive employment with the Company. Under the amendment, Mr. Tokich will continue as a senior financial advisor on a part-time basis from April 1, 2026 through March 31, 2027 (the "Extended Advisor Period"). During that period his annual base salary will be reduced to $60,000, and he will be eligible for a cash bonus at the discretion of the Chief Executive Officer, subject to approval by the Compensation and Organization Development Committee. He will no longer be entitled to health and dental plan benefits or to life insurance, vacation, disability, or other employee benefit plans or programs. All other terms of the Transition Agreement remain in effect through the Extended Advisor Period. For investors, the filing is a limited executive-compensation disclosure rather than a change in company operations or financial results. It documents the terms of a former CFO's continuing advisory role and the reduced compensation package that applies during that role.

Apr 6, 2026 10-Q

Steris Quarterly Report for Q3 Ended Dec 31, 2025

STERIS plc's 10-Q for the quarter ended December 31, 2025 shows continued top-line growth. Total revenues rose 9.2% to $1,496.2 million for the three months and 9.3% to $4,347.5 million for the nine months ended December 31, 2025, driven by higher volume and pricing, with Healthcare, AST and Life Sciences all contributing. Income from operations was $273.2 million for the quarter versus $245.3 million a year earlier, and $785.0 million for the nine months versus $650.5 million. Net income attributable to shareholders was $192.9 million for the quarter and $562.1 million for the nine months. Gross profit percentage was 43.8% for the quarter, down from 44.5%, as tariffs, inflation and mix offset pricing and productivity gains, while the nine-month gross profit percentage was 44.4% versus 44.3%. Cash generation and balance sheet strengthened. Net cash from operating activities was $1,006.0 million for the nine months, and free cash flow was $737.6 million, versus $588.1 million a year earlier. Total debt declined to $1,898.4 million from $2,043.7 million at March 31, 2025, after repayment of $125.0 million of Private Placement Senior Notes, and the debt-to-total capital ratio fell to 21.1% from 25.2% a year earlier. The company repurchased $150.0 million of shares in the nine months and paid $1.83 per share in dividends, with $150.0 million remaining under its repurchase authorization. The filing also flags ongoing items. The company agreed to settle Illinois ethylene oxide (EO) claims for up to $48.2 million, with a claims administration process expected to continue into fiscal 2027. The IRS issued Notices of Deficiency tied to a cumulative potential liability of about $50.0 million, which the company is contesting in U.S. Tax Court without reserves. The Restructuring Plan's total pre-tax expense since inception is $109.8 million, and further costs are not expected to be significant in fiscal 2026.

Feb 6, 2026 8-K

Steris 8-K Report, Financial Results (Feb 4, 2026)

STERIS plc reported fiscal 2026 third-quarter results for the quarter ended December 31, 2025. Total revenue from continuing operations rose 9% to $1.5 billion, from $1.4 billion a year earlier, and constant currency organic revenue growth was 8%. Net income from continuing operations attributable to shareholders was $192.9 million, or $1.96 per diluted share, compared with $1.75 per diluted share a year earlier. Adjusted net income was $249.4 million, or $2.53 per diluted share, versus $2.32 in the prior-year quarter. By segment, Healthcare revenue grew 9% to $1.1 billion, with operating income of $258.1 million, which the company said reflected improved volume, price, productivity and prior restructuring benefits, partly offset by tariff costs and inflation. Applied Sterilization Technologies (AST) revenue rose 11% to $286.6 million, with segment operating income of $129.2 million, and Life Sciences revenue increased 7% to $145.8 million, with operating income of $61.8 million. For the first nine months of fiscal 2026, free cash flow was $737.6 million, compared with $588.1 million a year earlier. The company maintained its fiscal 2026 outlook. It expects as-reported revenue from continuing operations to grow 8-9% and adjusted diluted EPS from continuing operations of $10.15 to $10.30. Estimated tariff impact on pre-tax profit increased to approximately $55 million from approximately $45 million. Capital expenditures are expected to be about $375 million and free cash flow about $850 million.

Feb 4, 2026 10-Q

Steris Quarterly Report for Q2 Ended Sep 30, 2025

STERIS plc's 10-Q for the fiscal second quarter ended September 30, 2025 shows revenues rising 9.9% to $1,460.3 million for the three months and 9.3% to $2,851.4 million for the six months, with growth across all three segments (Healthcare, AST, and Life Sciences) driven by higher volume and pricing. Gross profit percentage improved to 44.2% in the quarter from 43.6%, and income from operations rose to $265.8 million from $219.7 million, aided by lower restructuring expenses and lower interest expense of $14.9 million versus $19.7 million a year earlier. Net income attributable to shareholders was $191.9 million, or $1.94 diluted per share, compared with $150.0 million, or $1.51 diluted per share, in the prior-year quarter. Cash generation was strong: operating cash flow was $707.8 million and free cash flow was $527.7 million for the six months, versus $554.5 million and $344.5 million a year earlier. The company repaid $125.0 million of Private Placement Senior Notes, reduced its debt-to-total capital ratio to 21.3% from 25.3% a year earlier, repurchased $100.0 million of shares, and paid $1.20 per share in dividends for the six months. Remaining share repurchase availability was $200.0 million at quarter end. Key items to monitor include an Illinois ethylene oxide litigation settlement with up to $48.2 million to settle claims, a pending IRS matter with a cumulative potential tax liability of approximately $50.0 million that the company is contesting, and an effective tax rate that rose to 23.9% in the quarter from 22.3%.

Nov 6, 2025 8-K

Steris 8-K Report, Financial Results (Nov 5, 2025)

STERIS plc reported results for its fiscal 2026 second quarter ended September 30, 2025, in a press release furnished as Exhibit 99.1 to this Form 8-K. Total revenue from continuing operations rose 10% to $1,460.3 million from $1,328.9 million a year earlier, and constant currency organic revenue grew 9%. Income from continuing operations attributable to shareholders was $191.9 million, or $1.94 per diluted share, compared with $1.51 a year earlier. Adjusted EPS was $2.47 versus $2.14, and adjusted net income was $244.5 million versus $212.2 million. Management said performance exceeded expectations and margins improved despite several headwinds, including tariffs and inflation. All three segments grew revenue. Healthcare revenue rose 9% to $1,033.8 million, with service revenue up 13% and capital equipment up 4%. Applied Sterilization Technologies (AST) revenue rose 10% to $281.5 million, though capital equipment revenue fell 76%. Life Sciences revenue rose 13% to $145.0 million, with capital equipment revenue up 39%. Total segment operating income was not stated as a single figure, but Healthcare, AST and Life Sciences operating income were $259.5 million, $127.6 million and $59.9 million, respectively. Consolidated income from operations was $265.8 million versus $219.7 million. Free cash flow for the first half of fiscal 2026 was $527.7 million, compared with $344.5 million a year earlier. STERIS raised several fiscal 2026 targets. Constant currency organic revenue growth from continuing operations is now expected at 7-8%, up from 6-7%, and adjusted EPS from continuing operations is now expected at $10.15 to $10.30, up from $9.90 to $10.15. Reported revenue growth of 8-9% is unchanged, and free cash flow is now expected to be approximately $850 million, up from $820 million. The outlook includes an estimated $45 million pre-tax tariff headwind, unchanged from the prior outlook.

Nov 5, 2025 10-Q

Steris Quarterly Report for Q1 Ended Jun 30, 2025

STERIS plc reported results for the first quarter of fiscal 2026, the three months ended June 30, 2025. Total revenues rose 8.7% to $1,391.1 million from $1,279.5 million, driven by higher volume and pricing, with all three segments contributing. Gross profit percentage improved to 45.1% from 44.7%, and income from operations increased to $246.0 million from $185.5 million, helped by higher volume and pricing and lower restructuring expenses ($1.8 million versus $25.7 million in the prior-year income statement line). Net income attributable to shareholders was $177.4 million, or $1.79 diluted per share, compared with $145.4 million, or $1.46 diluted per share, in the prior year, which included discontinued operations. Cash flow was strong. Net cash from operating activities was $420.0 million, versus $303.7 million a year earlier, and free cash flow was $326.5 million, versus $195.7 million. The filing attributes the increase to higher earnings and working capital, mainly a higher accounts payable balance from timing of disbursements. The company repaid $125.0 million of Private Placement Senior Notes, and total debt fell to $1,903.1 million from $2,043.7 million at March 31, 2025. The debt-to-total capital ratio was 21.5%, down from 23.6% at March 31, 2025. The company paid $0.57 per share in dividends and made no share repurchases under its program during the quarter, leaving $300.0 million of authorization available. The filing also covers risk items. The company has reached binding term sheets to settle substantially all pending Illinois ethylene oxide personal injury claims, with up to $48.2 million in settlements, of which a liability remains accrued. Separately, the company is contesting IRS Notices of Deficiency for fiscal and calendar 2018 that could imply a cumulative tax liability of about $50.0 million, with no reserves established. The filing notes that the recently enacted One Big Beautiful Bill Act is still under assessment for its impact on the consolidated financial statements.

Aug 7, 2025 8-K

Steris 8-K Report, Financial Results (Aug 6, 2025)

STERIS plc (NYSE: STE) reported fiscal 2026 first-quarter results for the quarter ended June 30, 2025, with total revenue from continuing operations up 9% to $1.4 billion (1,391.1 million vs. 1,279.5 million). Constant currency organic revenue grew 8%. Net income from continuing operations attributable to shareholders was $177.4 million, or $1.79 per diluted share, versus $139.8 million, or $1.41, a year earlier. Adjusted net income was $231.2 million, or $2.34 per diluted share, compared with $2.03 in the prior-year quarter. Operating cash flow was $420.0 million and free cash flow was $326.5 million, versus $195.7 million a year earlier. Segment results showed growth across Healthcare, Applied Sterilization Technologies (AST) and Life Sciences. The company raised its fiscal 2026 revenue outlook to 8-9% growth, reported as revenue from continuing operations, from a prior 6-7%, citing roughly 200 basis points of favorable foreign currency. Constant currency organic growth expectations were unchanged at 6-7%, and adjusted EPS guidance was held at $9.90 to $10.15, with favorable currency offset by higher tariffs (now estimated at about $45 million pre-tax impact versus $30 million previously) and higher employee healthcare costs. Free cash flow guidance was raised to approximately $820 million from $770 million on working capital improvements. The filing also discloses a CFO transition: Michael J. Tokich resigned as Senior Vice President and CFO, and Karen Burton, the current Vice President and Chief Accounting Officer, will succeed him effective August 18, 2025. Tokich will serve as a senior financial advisor through March 31, 2026. At the July 31, 2025 annual meeting, shareholders elected all nine director nominees and approved the auditor ratification and non-binding say-on-pay proposal, among other matters.

Aug 6, 2025 8-K

Steris 8-K Report, Executive Changes (Jul 3, 2025)

STERIS plc (STE) filed a Current Report on Form 8-K under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers). On July 1, 2025, Dr. Richard Steeves notified the Company that he will retire from the Board of Directors effective on the date of the Company's Annual General Meeting of Shareholders, scheduled for July 31, 2025. He will not stand for re-election at that meeting. The filing states that Dr. Steeves' decision is not the result of any disagreement with the Company on matters related to its strategy, operations, policies or practices. The Company and the Board thanked him for his 10 years of service as a Director. For investors, this is a routine board transition with no financial figures, guidance, or operational developments disclosed in the filing. The principal item is the planned board vacancy following the July 31, 2025 Annual Meeting.

Jul 3, 2025 10-K

Steris Annual Report, Year Ended Mar 31, 2025

STERIS plc (STE) reported fiscal 2025 (year ended March 31, 2025) revenues of $5.46 billion, up 6.2% from $5.14 billion, driven by higher volume and pricing. Gross profit percentage rose to 44.0% from 43.2%, and income from operations increased 3.7% to $866.6 million. Net income attributable to shareholders was $614.6 million, versus $378.2 million in fiscal 2024, and diluted EPS from total operations was $6.20. Results were supported by the divestiture of the Dental segment (presented as discontinued operations, sold for $787.5 million in cash), which was used largely to repay debt. Cash flow strengthened considerably: net cash from operating activities was $1.15 billion and free cash flow was $787.2 million, versus $620.3 million a year earlier, driven primarily by working capital improvements. Total debt fell to $2.04 billion from $3.21 billion, and the debt-to-total capital ratio declined to 23.6% from 33.7%. The company returned capital through $219.9 million in dividends ($2.23 per share) and $200.0 million in share repurchases, leaving $300.0 million of authorization available. Key risks flagged in the filing include ethylene oxide (EO) litigation, with the company agreeing in March 2025 to pay up to $48.2 million to resolve substantially all pending personal injury claims in Illinois; tariff and trade policy uncertainty; EO sterilization regulation affecting the AST segment; and a restructuring plan that eliminated approximately 300 positions, with management estimating about $25.0 million per year in income-from-operations improvement.

May 29, 2025 8-K

Steris 8-K Report, Financial Results (May 14, 2025)

STERIS plc (NYSE: STE) reported results for its fiscal 2025 fourth quarter and full year ended March 31, 2025, in a press release furnished as Exhibit 99.1 to this Form 8-K. Full-year revenue from continuing operations rose 6% to $5.5 billion (from $5.1 billion), with constant currency organic revenue growth also at 6%. As-reported diluted EPS from continuing operations was $6.16, up from $5.55, and adjusted EPS was $9.22, up from $8.20. Management described fiscal 2025 as "another record year." Fourth-quarter revenue rose 4% to $1.5 billion, and as-reported net income from continuing operations was $146.5 million, or $1.48 per diluted share, compared with $1.54 in the prior-year quarter. The quarter included a $48.2 million Illinois EO litigation settlement charge. Cash generation strengthened: operating cash flow was $1.15 billion and free cash flow was $787.2 million, versus $620.3 million a year earlier, driven primarily by working capital improvements. Balance sheet debt fell substantially, with long-term indebtedness of $1.92 billion at March 31, 2025, down from $3.12 billion, and the company made large term loan and credit facility repayments during the year. Repurchases of ordinary shares totaled $211.3 million for the year. For fiscal 2026, STERIS expects revenue from continuing operations to grow 6-7% on a reported basis, with currency expected to be neutral. Adjusted EPS from continuing operations is guided to $9.90 to $10.15, an increase of 7-10%. The outlook includes an estimated approximately $30 million pre-tax profit reduction from tariffs. Capital expenditures are expected to be about $375 million and free cash flow about $770 million.

May 14, 2025 8-K

Steris 8-K Report, Corporate Update (Mar 3, 2025)

On March 3, 2025, Isomedix Operations, Inc., a subsidiary of STERIS plc, entered into binding confidential term sheets with plaintiffs' counsel and settlement agreements with several plaintiffs scheduled for trial. The agreements are expected to resolve substantially all pending personal injury claims related to ethylene oxide (EO) in the Circuit Court of Cook County, Illinois. Under the term sheets, Isomedix has entered into, and expects to enter into, additional agreements to pay up to $48.15 million to settle claims. The filing states that neither the term sheets nor the agreements are an admission of liability or an admission that emissions from the Waukegan, Illinois facility posed a safety hazard. The settlement will be funded with cash on hand and borrowings under the existing revolving credit facility, with settlement funds deposited into escrow with a mutually agreed escrow agent. A claims administration process, expected to take up to 10 months, will govern individual settlements. STERIS will record a charge for the settlement in the fiscal year ended March 31, 2025, and will exclude it from its fiscal 2025 adjusted earnings measures. Isomedix anticipates dismissal of all pending EO-related claims by covered plaintiffs once claims administration is complete and the court approves. Isomedix may exercise walkaway rights if agreed terms are not met, including if a substantial majority of plaintiffs do not agree to settle, are disqualified, or if the court does not approve the settlements. If it does so, Isomedix states it will continue to defend the litigation and reserves all legal and factual defenses.

Mar 3, 2025 10-Q

Steris Quarterly Report for Q3 Ended Dec 31, 2024

STERIS plc (STE) reported results for the third quarter and first nine months of fiscal 2025 (quarter ended December 31, 2024) in this Form 10-Q. Total revenues rose 5.6% to $1,370.6 million in the quarter and 7.0% to $3,979.0 million for the nine months, with the filing attributing the growth to higher volume and pricing. Income from operations was $245.3 million for the quarter versus $226.5 million a year earlier, and net income attributable to shareholders was $173.5 million, or $1.75 diluted EPS from net income for the quarter. Gross profit percentage improved to 44.5% in the quarter from 43.2%, while restructuring expenses increased to $33.1 million for the nine months under the Restructuring Plan announced in May 2024. Balance sheet and cash flow changes were significant. The company completed the sale of its Dental segment, which closed May 31, 2024 for total cash consideration of $787.5 million, and the filing states that a majority of the proceeds were used to pay off existing debt. Total debt fell to $2.16 billion from $3.21 billion at March 31, 2024, and the debt-to-total capital ratio was 25.2% at December 31, 2024, versus 33.7% at March 31, 2024. Net cash provided by operating activities was $887.3 million for the nine months, and free cash flow was $588.1 million, compared with $457.0 million a year earlier. The company repurchased 907,158 shares for $200.0 million during the nine months and paid $1.66 per share in cash dividends. The filing also discloses a pending legal matter: an ethylene oxide litigation in Illinois involving approximately 250 individual plaintiffs, where a first trial ended in a mistrial on January 17, 2025 and retrial is scheduled for May 2025. Management considers a loss reasonably possible but states that a range of loss cannot be reasonably estimated, and no amounts have been accrued. Separately, the company received two IRS Notices of Deficiency with a potential cumulative tax liability of approximately $50 million, which it is contesting in U.S. Tax Court, with no reserves established.

Feb 7, 2025 8-K

Steris 8-K Report, Financial Results (Feb 5, 2025)

STERIS plc filed a Form 8-K on February 5, 2025 furnishing a press release (Exhibit 99.1) announcing results for its fiscal 2025 third quarter ended December 31, 2024. Third-quarter total revenue from continuing operations rose 6% to $1.37 billion ($1,370,570 thousand), with constant currency organic revenue also up 6%. As-reported diluted EPS from continuing operations was $1.75 versus $1.49 a year earlier, and adjusted diluted EPS was $2.32 versus $2.09. Healthcare revenue grew 7% to $976.0 million with operating income of $246.9 million, Applied Sterilization Technologies (AST) revenue grew 10% to $258.1 million, and Life Sciences revenue fell 7% to $136.4 million, mainly reflecting the April 1, 2024 divestiture of the CECS business. For the first nine months of fiscal 2025, net cash provided by operations was $887.3 million (versus $718.5 million) and free cash flow was $588.1 million (versus $457.0 million), which the company attributed primarily to improved working capital. Cash and cash equivalents fell to $155.2 million at December 31, 2024, while long-term indebtedness dropped to $2.04 billion from $3.12 billion at March 31, 2024, reflecting $638.1 million of term loan payments and $80.0 million of Private Placement Senior Notes payments in the nine-month period. Management updated its fiscal 2025 outlook. As-reported revenue growth is now expected to be approximately 6%, versus prior expectations of 6.5% to 7.5%, primarily due to unfavorable forward currency rates and lower-than-anticipated Healthcare capital equipment revenue. Adjusted EPS from continuing operations is now expected at $9.05 to $9.15, versus the prior $9.05 to $9.25, with an approximately ten-cent negative currency impact. The outlook excludes any potential impact from new tariffs.

Feb 5, 2025 10-Q

Steris Quarterly Report for Q2 Ended Sep 30, 2024

STERIS plc's 10-Q for the quarter ended September 30, 2024 shows revenues up 7.3% to $1,328.9 million for the three months and up 7.7% to $2,608.4 million for the six months, driven by higher volume (including the BD assets acquired in August 2023) and pricing. Income from operations rose to $219.7 million for the quarter from $191.6 million, and net income attributable to shareholders was $150.0 million versus $115.3 million. Diluted EPS from continuing operations was $1.51 for the quarter compared with $1.20 a year earlier. Gross profit percentage slipped to 43.6% from 44.1%, reflecting higher labor and overhead costs, and the company recorded $30.9 million of restructuring expense in the first half under a plan that includes eliminating fewer than 300 positions. The balance sheet and cash flow improved meaningfully. The company sold its Dental segment, closed May 31, 2024, for $787.5 million in cash, and used most of the proceeds to repay debt. Total debt fell to $2,236.2 million at September 30, 2024 from $3,206.1 million at March 31, 2024, and the debt-to-total capital ratio dropped to 25.3% from 33.7%. Operating cash flow was $554.5 million for the first six months and free cash flow was $344.5 million. Shareholders received $1.09 per share in dividends during the period, and the company repurchased $100.0 million of shares. On October 7, 2024, STERIS entered a new $1,100 million revolving credit facility that matures five years later, replacing the previous facility. The filing also discloses an ethylene oxide lawsuit in Illinois involving approximately 275 plaintiffs, with a first trial scheduled for November 2024. The company states it cannot reasonably estimate a range of loss and believes the outcome will not have a material adverse effect on its consolidated financial position or results of operations.

Nov 7, 2024 8-K

Steris 8-K Report, Financial Results (Nov 6, 2024)

STERIS plc (NYSE: STE) filed a Form 8-K on November 6, 2024 furnishing Exhibit 99.1, a press release announcing financial results for its fiscal 2025 second quarter ended September 30, 2024. Total revenue from continuing operations rose 7% to $1.33 billion ($1,328,912 thousand) from $1.24 billion a year earlier, and constant currency organic revenue from continuing operations also grew 7%. As-reported diluted EPS from continuing operations was $1.51 versus $1.20, and adjusted diluted EPS was $2.14 versus $1.86. Healthcare, the largest segment, grew revenue 9% to $944.2 million with operating income of $228.0 million, while Applied Sterilization Technologies (AST) revenue rose 9% to $256.7 million but its segment operating income slipped to $109.9 million from $110.8 million, citing higher labor and energy costs and a loss on a large capital equipment sale. Life Sciences revenue fell 4% to $127.9 million, reflecting the April 1, 2024 divestiture of the CECS business, though constant currency organic revenue rose 3%. Balance sheet and cash flow changes were significant over the period. Net cash from operations for the first half of fiscal 2025 was $554.5 million, and free cash flow was $344.5 million, up from $284.7 million. Long-term indebtedness fell to $2.16 billion at September 30, 2024 from $3.12 billion at March 31, 2024, following $809.9 million of proceeds from sale of businesses and $638.1 million of term loan payments. Management reiterated its full-year fiscal 2025 outlook: as-reported revenue growth of 6.5-7.5%, constant currency organic revenue growth of 6-7%, adjusted EPS from continuing operations of $9.05 to $9.25, capital expenditures of about $360 million, and free cash flow of about $700 million.

Nov 6, 2024 8-K

Steris 8-K Report, Material Agreement (Oct 7, 2024)

STERIS plc (STE), together with STERIS Corporation, STERIS Limited and STERIS Irish FinCo Unlimited Company, entered into a new credit agreement dated October 7, 2024 with various lenders and JPMorgan Chase Bank, N.A. as administrative agent. The agreement provides a $1,100 million revolving credit facility (the "Revolver") that replaces the existing credit agreement dated March 19, 2021. Proceeds are to be used for general corporate purposes and working capital needs. The Revolver supports revolving credit borrowings, swing line borrowings and letters of credit, and may be increased by up to $625 million at the lenders' discretion. It matures five years after October 7, 2024. Interest is based on the Base Rate or Relevant Rate plus an Applicable Margin tied to STERIS's Debt Rating, and Alternative Currency Advances are limited to the equivalent of $625 million. The agreement includes customary covenants, including limits on leverage and a required minimum interest coverage ratio, as well as customary events of default, including change of control. The filing states that the Company and its subsidiaries maintain other banking relationships with a number of the lenders. The full agreement is filed as Exhibit 10.1, with certain schedules omitted under Item 601(a)(5) of Regulation S-K.

Oct 7, 2024 10-Q

Steris Quarterly Report for Q1 Ended Jun 30, 2024

STERIS plc's first-quarter fiscal 2025 10-Q (quarter ended June 30, 2024) shows revenues up 8.1% to $1,279.5 million from $1,183.4 million, with income from operations of $185.5 million, down from $197.8 million, as restructuring expenses of $25.7 million and higher compensation costs weighed on results. Net income attributable to shareholders was $145.4 million, versus $123.6 million a year earlier, helped by income from discontinued operations of $5.6 million and an $18.8 million pre-tax gain on the sale of the Controlled Environment Certification Services business. Diluted EPS from continuing operations was $1.41, compared with $1.31 a year earlier. The balance sheet deleveraged sharply following the divestiture of the Dental segment, which closed on May 31, 2024 for total cash consideration of $787.5 million, plus up to $12.5 million contingent. Proceeds of $809.6 million were used largely to repay term loans ($638.1 million) and revolving credit facility borrowings ($253.2 million net). Total debt fell to $2.32 billion from $3.21 billion at March 31, 2024, and the debt-to-total capital ratio dropped to 26.7% from 33.7%. Operating cash flow was $303.7 million and free cash flow was $195.7 million, versus $214.5 million a year earlier, which the company attributed to timing of capital spending. Management launched a targeted restructuring plan in May 2024, with total pre-tax restructuring expense of $72.5 million recorded since inception, fewer than 300 positions being eliminated, and approximately $28.0 million of further costs expected in fiscal 2025. The company expects roughly $25.0 million per year of improved operating income, mostly from fiscal 2026 onward. Healthcare revenues grew 10.1% to $901.2 million, while Healthcare backlog declined to $362.0 million from $491.7 million a year earlier.

Aug 8, 2024 8-K

Steris 8-K Report, Financial Results (Aug 6, 2024)

STERIS plc filed this Form 8-K on August 6, 2024 to furnish a press release (Exhibit 99.1) announcing financial results for its fiscal 2025 first quarter ended June 30, 2024. Total revenue from continuing operations rose 8% to $1.28 billion ($1,279.5 million) from $1.18 billion, and constant currency organic revenue grew 6%. Income from continuing operations was $139.9 million, or $1.41 per diluted share, versus $130.6 million, or $1.31 per diluted share, a year earlier. Adjusted net income was $201.7 million, or $2.03 per diluted share, compared with $182.5 million, or $1.84 per diluted share. Reported income from operations declined to $185.5 million from $197.8 million, reflecting $25.7 million of restructuring expenses on the income statement. Segment performance was mixed but generally positive. Healthcare revenue grew 10% to $901.2 million with operating income of $216.9 million, supported by higher volume, favorable pricing and the addition of surgical instrumentation assets purchased from BD. Applied Sterilization Technologies revenue rose 7% to $249.8 million, and Life Sciences revenue fell 2% to $128.5 million following the April 1, 2024 divestiture of the CECS business. Operating cash flow was $303.7 million and free cash flow was $195.7 million, down from $214.5 million, which the company attributed primarily to the timing of capital spending. Total long-term indebtedness fell to $2.24 billion from $3.12 billion at March 31, 2024, after payments on term loans of $638.1 million and proceeds from sale of businesses of $809.6 million. Management reiterated its fiscal 2025 outlook: reported revenue from continuing operations to increase 6.5% to 7.5%, constant currency organic revenue growth of 6% to 7%, and adjusted EPS from continuing operations of $9.05 to $9.25 versus $8.20 in fiscal 2024. The outlook also projects capital expenditures of about $360 million and free cash flow of about $700 million. Management hosted a conference call on August 7, 2024.

Aug 6, 2024 8-K

Steris 8-K Report, Shareholder Vote Results (Aug 1, 2024)

STERIS plc held its 2024 Annual General Meeting of Shareholders on August 1, 2024. Holders of 92,479,253 Ordinary Shares, or 93.55% of the 98,853,221 shares outstanding on the record date, were present in person or by proxy, which constituted a quorum. Shareholders voted on seven proposals, and the filing reports the final results of the inspector of election. All ten board nominees were elected to one-year terms. Each received more votes for than against, though the level of support varied. Dr. Esther M. Alegria received 87,479,377 votes for and 1,303,862 against, while Cynthia L. Feldmann received 81,958,610 for and 6,825,562 against. Shareholders also ratified Ernst & Young LLP as the independent registered public accounting firm for the year ending March 31, 2025, with 82,980,785 votes for and 9,462,713 against. Ernst & Young Chartered Accountants was appointed as statutory auditor under Irish law, and the Board or Audit Committee was authorized to set its remuneration. Shareholders approved, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the proxy statement dated June 12, 2024, with 82,283,019 votes for and 6,478,744 against. Shareholders also approved the renewal of the Board's authority to issue authorized but unissued shares under Irish law, with 91,164,220 votes for, and the renewal of its authority to opt out of statutory pre-emption rights for share issuances for cash, with 84,584,590 votes for and 7,683,370 against.

Aug 1, 2024 8-K

Steris 8-K Report, Regulation FD Disclosure (May 31, 2024)

STERIS plc (STE) filed this Current Report on Form 8-K under Item 7.01 (Regulation FD Disclosure) to report that the Transaction announced in its April 11, 2024 Form 8-K has closed. On May 31, 2024, STERIS Corporation, a wholly owned subsidiary, and certain affiliates completed the sale of STERIS's Dental business segment to HuFriedy Group Holding LLC, an affiliate of Peak Rock Capital LLC. The purchase price under the Equity Purchase Agreement is $787.5 million, subject to customary adjustments, plus up to an additional $12.5 million in contingent payment if the Dental business achieves certain revenue targets in fiscal year 2025. STERIS intends to use the proceeds primarily to repay debt. The filing is a short disclosure with no new financial results. The principal investor takeaways are the completed divestiture, the cash consideration, the debt reduction intent, and the contingent earnout tied to fiscal 2025 Dental revenue, which the filing notes is a forward-looking item subject to risk.

May 31, 2024 10-K

Steris Annual Report, Year Ended Mar 31, 2024

STERIS plc (STE) reported fiscal 2024 (year ended March 31, 2024) revenues of $5,138.7 million, up 13.3% from $4,536.3 million in fiscal 2023, driven by higher volume, including the BD surgical assets acquisition, and pricing. Income from operations rose 5.7% to $836.1 million, though gross profit percentage slipped to 43.2% from 43.7%, reflecting inflation, restructuring charges and productivity headwinds partly offset by pricing. Net income attributable to shareholders was $378.2 million, versus $107.0 million in fiscal 2023, which included a $490.6 million goodwill impairment tied to the Dental segment. Income from continuing operations was $553.3 million, compared with $556.2 million a year earlier. The Dental segment is now presented as discontinued operations following an April 11, 2024 agreement to sell it for $787.5 million in cash, plus up to $12.5 million in contingent payments tied to fiscal 2025 revenue targets. Proceeds are to be used to pay off existing debt. Operating cash flow was $973.3 million and free cash flow was $620.3 million, up from $409.6 million, and total debt was about $3.2 billion at March 31, 2024. The company also increased its quarterly dividend for the eighteenth consecutive year to $0.52. The filing also describes a restructuring plan affecting the European Healthcare surgical business, with fiscal 2024 pre-tax restructuring expenses of $44.4 million and expected additional charges of about $55.3 million, along with a $500.0 million share repurchase authorization that was unused during fiscal 2024.

May 29, 2024 8-K

Steris 8-K Report, Financial Results (May 8, 2024)

STERIS plc (NYSE: STE) reported fiscal 2024 fourth-quarter and full-year results for the periods ended March 31, 2024, and announced a targeted restructuring plan. Fourth-quarter total revenue rose 10% to $1.5 billion, and full-year revenue rose 12% to $5.5 billion. Fourth-quarter U.S. GAAP results show a net loss of $1.4 million, or $(0.01) per diluted share, compared with net income of $187.2 million, or $1.88 per diluted share, a year earlier. The loss reflects a $206.4 million pre-tax loss from reclassifying the Dental segment to discontinued operations, following the announced divestiture, and $44.4 million of pre-tax restructuring charges. Full-year U.S. GAAP net income was $378.2 million, or $3.81 per diluted share, while adjusted earnings per diluted share rose to $8.83 from $8.20. The restructuring plan covers the Healthcare surgical business in Europe, an impairment of an internally developed X-ray accelerator, product rationalizations and facility consolidations. The company expects about $100 million of pre-tax charges, of which about $50 million is non-cash, with $44.4 million recorded in the fourth quarter and the balance in fiscal 2025. The company expects roughly $25 million of annual EBIT improvement, mostly from fiscal 2026 onward. For fiscal 2025, STERIS guided to as-reported revenue growth of 6.5% to 7.5% and adjusted diluted EPS from continuing operations of $9.05 to $9.25, compared with $8.20 in fiscal 2024. Capital expenditures are expected to be about $360 million and free cash flow about $700 million. Full-year fiscal 2024 free cash flow was $620.3 million, up from $409.6 million.

May 8, 2024 8-K

Steris 8-K Report, Material Agreement (Apr 11, 2024)

STERIS plc (NYSE: STE) announced on April 10–11, 2024 that its wholly owned subsidiary, STERIS Corporation, entered into an Equity Purchase Agreement to sell the company's Dental business segment to HuFriedy Group Holding LLC, an affiliate of Peak Rock Capital LLC. The purchase price is $787.5 million in cash, subject to customary adjustments, plus up to an additional $12.5 million in contingent payment if the Dental business achieves certain revenue targets in fiscal year 2025. The press release states that the Dental segment reported revenue of $407 million and segment operating income of $86 million in the trailing twelve months ended December 31, 2023. STERIS said the divestiture will allow it to focus on Customers within its core markets in healthcare, pharma and MedTech. The company intends to use the proceeds primarily to repay debt and expects the resulting reduction in interest expense to provide approximately $0.35 per diluted share on a full-year run-rate basis. The Dental segment will be reported as discontinued operations for the fourth quarter and full year of fiscal 2024. The transaction is subject to customary closing conditions, including Hart-Scott-Rodino Act clearance, and is expected to close in the first quarter of fiscal 2025. Either party may terminate the agreement if the deal has not closed by July 10, 2024, extendable to August 10, 2024 under certain circumstances, and the Purchaser would owe a $35 million termination fee in specified circumstances.

Apr 11, 2024 10-Q

Steris Quarterly Report for Q3 Ended Dec 31, 2023

STERIS plc (STE) filed this Form 10-Q on February 8, 2024 for the third quarter and first nine months of fiscal 2024, ended December 31, 2023. Revenues rose 14.8% to $1,395.6 million for the quarter and 12.6% to $4,022.5 million for the nine months, driven by higher volume (including the BD surgical instrumentation assets acquired August 2, 2023 for $539.8 million) and pricing. Operating income was $216.2 million for the quarter versus $190.8 million a year earlier, and $590.9 million for the nine months versus $42.8 million, the prior-year period having included a one-time $490.6 million goodwill impairment on the Dental segment. Net income attributable to shareholders was $379.6 million for the nine months, compared with a net loss of $80.2 million a year earlier. Cash flow strengthened: operating cash flow was $718.5 million and free cash flow was $457.0 million for the nine months, versus $541.1 million and $262.8 million a year earlier. Total debt rose to $3.31 billion from $3.08 billion at March 31, 2023, and the debt-to-total capital ratio edged up to 34.0% from 33.6%. The company paid $1.51 per share in dividends during the nine months and had no share repurchases under its $500 million authorization during the period. The filing also notes that Dental segment revenue declined 5.4% in the quarter, partly due to a large customer's cybersecurity-related disruption, and that AST margins fell on higher labor and energy costs. In November 2023 the company received two IRS Notices of Deficiency tied to fiscal 2018 deemed dividend and withholding tax matters, with a cumulative potential liability of approximately $50 million, which management is contesting; no reserves have been established and an unfavorable outcome is not expected to be material to financial position but could be material to results for a given period.

Feb 8, 2024 8-K

Steris 8-K Report, Financial Results (Feb 7, 2024)

STERIS plc (NYSE: STE) reported fiscal 2024 third-quarter results for the quarter ended December 31, 2023. Revenue as reported rose 15% to $1.40 billion ($1,395.6 million), and constant currency organic revenue grew 10%. Diluted EPS as reported was $1.42, up from $1.24, while adjusted diluted EPS was $2.22 versus $2.02 a year earlier. Net income attributable to shareholders was $140.7 million for the quarter, compared with $123.8 million in the prior-year quarter. Growth was led by the Healthcare segment, where revenue rose 19% as reported to $916.2 million and operating income reached $223.9 million, helped by higher volume, favorable pricing and the surgical instrumentation assets purchased from BD. Life Sciences revenue increased 21% to $146.6 million, while Applied Sterilization Technologies (AST) grew 6% to $234.9 million and Dental declined 5% to $97.9 million. Corporate operating costs were $81.4 million in the quarter versus $53.9 million a year earlier. Nine-month free cash flow was $457.0 million, compared with $262.8 million in the prior-year period. STERIS raised its fiscal 2024 reported revenue growth outlook to 10-11% from 9-10%, and its constant currency organic revenue growth outlook to 7-8% from 6-7%. Adjusted diluted EPS guidance was narrowed to $8.60-$8.70 from $8.60-$8.80, reflecting a shift in operating income mix from AST to Healthcare. Total backlog was $534.4 million, down from $651.0 million a year earlier.

Feb 7, 2024 8-K

Steris 8-K/A Report, Shareholder Vote Results (Nov 7, 2023)

STERIS plc (STE) filed this Current Report on Form 8-K/A to amend a prior Form 8-K filed on July 27, 2023, which reported the results of matters voted on at the 2023 Annual General Meeting of Shareholders held that day. The sole purpose of the amendment is to update the Item 5.07 disclosure regarding the frequency of say-on-pay votes. No other modifications were made to the original filing. At the meeting, shareholders voted in a non-binding advisory vote in favor of holding say-on-pay votes on named executive officer compensation every year. The Board, consistent with this result and with its prior recommendation set forth in the definitive proxy statement filed with the SEC on June 7, 2023, determined that the Company will hold advisory say-on-pay votes annually. This will continue until the next required frequency vote or until the Board determines that a different frequency serves the Company's best interests. For investors, the filing is a narrow governance update rather than a financial disclosure. It confirms the Company's annual cadence for shareholder say-on-pay votes on executive compensation, and it contains no financial results, guidance, or transaction information.

Nov 7, 2023 8-K

Steris 8-K Report, Financial Results (Nov 7, 2023)

STERIS plc (NYSE: STE) reported financial results for its fiscal 2024 second quarter ended September 30, 2023, in a press release furnished as Exhibit 99.1 to this Form 8-K. As reported revenue rose 12% to $1.34 billion (from $1.20 billion), and constant currency organic revenue grew 8%. As reported diluted EPS was $1.16, compared with a diluted net loss of $(3.15) per share in the prior-year quarter, which included a goodwill impairment loss of $490.6 million. Adjusted diluted EPS was $2.03, versus $1.99 a year earlier. Adjusted net income was $202.2 million. Healthcare was the main driver. Segment revenue grew 19% as reported to $870.1 million, with constant currency organic growth of 14%, and segment operating income rose to $204.1 million from $165.3 million. Management said the Healthcare segment is anticipated to outperform original expectations for the fiscal year. Applied Sterilization Technologies revenue rose 1% to $235.1 million, while Life Sciences grew 6% to $133.1 million. Dental declined 5% to $104.2 million, with operating income falling to $24.5 million from $28.1 million. Management cited macro challenges affecting demand in the other segments and noted integration progress on the surgical instrumentation business acquired from BD. Cash generation improved, with first-half free cash flow of $284.7 million versus $138.2 million a year earlier, driven by lower capital spending. Management maintained its fiscal 2024 outlook: as reported revenue growth of 9-10%, constant currency organic revenue growth of 6-7%, adjusted diluted EPS of $8.60 to $8.80, and free cash flow of approximately $685 million. Long-term indebtedness increased to $3.37 billion from $3.02 billion at March 31, 2023.

Nov 7, 2023 10-Q

Steris Quarterly Report for Q2 Ended Sep 30, 2023

STERIS plc's 10-Q for the quarter ended September 30, 2023 shows revenue growth and higher operating income compared with the prior-year quarter, which included a $490.6 million Dental goodwill impairment. Total revenues were $1,342.4 million for the three months ended September 30, 2023, up 11.8% from $1,200.5 million, and $2,626.9 million for the six months, up 11.5%. Management attributes the increases to organic growth, primarily in Healthcare, from higher volume and pricing, plus added volume from the BD surgical instrumentation and sterilization container asset acquisition completed August 2, 2023 for $539.8 million. Operating income was $185.9 million for the quarter versus an operating loss of $(306.4) million a year earlier, and net income attributable to shareholders was $115.3 million, or $1.16 per diluted share, versus a net loss of $(315.3) million. Profitability pressures remained. Gross profit percentage slipped to 44.2% from 44.3% in the second quarter, as pricing and mix gains were offset by productivity, material and labor inflation. SG&A rose 17.8% in the quarter, driven by compensation, professional fees and bad debt expense, and interest expense increased $10.8 million on higher floating-rate debt. Total debt rose to $3,437.2 million from $3,078.7 million at March 31, 2023, and the debt-to-total capital ratio reached 35.7%. Cash flow from operations was $427.2 million and free cash flow was $284.7 million for the first six months, both up from the prior year, and the company paid $0.99 per share in dividends year to date. Segment results were mixed. Healthcare revenue rose 18.7% in the quarter to $870.1 million with operating income up 23.4%. AST revenue grew only 1.2%, with operating income flat as higher labor and energy costs offset pricing. Dental revenue fell 4.9% on lower volume from customer destocking, and its operating income declined 12.6%. Life Sciences revenue grew 5.8%, though its operating income rose just 3.4%. The company has $500 million authorized under a new share repurchase program but made no repurchases in the first half of fiscal 2024.

Nov 7, 2023 10-Q

Steris Quarterly Report for Q1 Ended Jun 30, 2023

STERIS plc (STE) reported its first-quarter fiscal 2024 results for the three months ended June 30, 2023 in this Form 10-Q filed August 8, 2023. Total revenues rose 11.1% to $1,284.5 million from $1,156.5 million, driven mainly by higher volume and pricing, particularly in the Healthcare segment, which grew 17.2% to $818.9 million. Gross profit percentage slipped to 44.6% from 44.8% as pricing (150 basis points) was more than offset by material and labor inflation (170 basis points). Income from operations increased to $188.9 million from $158.4 million, while net income attributable to shareholders was $123.6 million, or $1.25 per diluted share, versus $111.3 million, or $1.10 per diluted share, a year earlier. Interest expense rose $9.7 million to $32.4 million, mainly from higher rates on floating rate debt. Cash flow improved, with net cash from operating activities of $281.1 million and free cash flow of $214.5 million, compared with $231.7 million and $117.1 million a year earlier. Capital expenditures fell to $66.6 million from $115.9 million, and the company repaid $15.0 million of term loans and made net payments of $144.7 million under credit facilities. Total debt was $2.92 billion at June 30, 2023, down from $3.08 billion at March 31, 2023, and the debt-to-total capital ratio was 32.2%. The board authorized a new share repurchase program of up to $500,000 thousand on May 3, 2023, under which no shares had been repurchased as of June 30, 2023. After the quarter end, on June 20, 2023, STERIS agreed to purchase surgical instrumentation, laparoscopic instrumentation and sterilization container assets from Becton, Dickinson and Company for $540.0 million, funded entirely with additional debt. The transaction was completed on August 2, 2023, and the assets will be integrated into the Healthcare segment. The company stated that it cannot yet provide the purchase price allocation at the time of filing.

Aug 8, 2023 8-K

Steris 8-K Report, Financial Results (Aug 1, 2023)

STERIS plc (NYSE: STE) reported fiscal 2024 first-quarter results for the period ended June 30, 2023. Revenue rose 11% as reported to $1.28 billion from $1.16 billion, and constant currency organic revenue also rose 11%. Reported net income attributable to shareholders was $123.6 million, or $1.25 per diluted share, versus $1.10 a year earlier. Adjusted net income was $198.2 million, or $2.00 per diluted share, compared with $1.90 in the prior-year quarter. Management attributed the strong performance to continued improvement in procedure volumes, easing supply chain challenges, and the company's ability to reduce lead times for Healthcare capital equipment. By segment, Healthcare revenue grew 17% to $818.9 million, with capital equipment revenue up 33%, consumable revenue up 11%, and service revenue up 12%. Healthcare operating income rose to $198.2 million from $156.5 million. Applied Sterilization Technologies revenue increased 6% to $233.1 million, though growth was limited by customer inventory management and lower demand from bioprocessing customers. Life Sciences revenue declined 1% to $131.4 million, and Dental revenue declined 4% to $101.2 million. Free cash flow was $214.5 million, compared with $117.1 million a year earlier, driven by the timing of capital spending and improved accounts receivable. The company updated its fiscal 2024 outlook to reflect its pending acquisition of surgical instrumentation, laparoscopic instrumentation and sterilization container assets from BD (Becton, Dickinson and Company) for $540 million. STERIS expects the transaction to close in early August. Reported revenue growth is now expected to be 9-10%, up from 7-8%, while constant currency organic revenue growth is unchanged at 6-7%. Adjusted earnings per diluted share are now expected to be $8.60 to $8.80, up from $8.55 to $8.75, and free cash flow is now expected to be $685 million, down from $700 million, reflecting working capital funding requirements for the transaction.

Aug 1, 2023 8-K

Steris 8-K/A Report, Executive Changes (Jul 27, 2023)

This Form 8-K/A, an amendment to STERIS plc's original Form 8-K filed May 3, 2023, reports the initial Board committee assignment of Dr. Esther Alegria. The Board had increased its size from nine to ten members on May 3, 2023 and elected Dr. Alegria as a Director effective that date. The amendment states that no other changes were made to the Original Form 8-K. Under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers), the filing states that on July 27, 2023, Dr. Alegria was appointed to serve on the Compliance and Technology Committee and the Nominating and Governance Committee of the Board. The filing contains no financial results, operating metrics, or guidance. Its relevance to investors is limited to board composition and governance, with the director's added committee roles being the only new information.

Jul 27, 2023 8-K

Steris 8-K Report, Shareholder Vote Results (Jul 27, 2023)

At STERIS plc's 2023 Annual General Meeting of Shareholders, held July 27, 2023, shareholders acted on eight proposals. Of 98,650,991 Ordinary Shares outstanding and entitled to vote, holders of 91,717,850 Ordinary Shares, or 92.97% of the outstanding shares, were present in person or by proxy, constituting a quorum. Shareholders elected all ten nominees to the Board of Directors for one-year terms. Each nominee received more votes for than against, though the margins varied; for example, Cynthia L. Feldmann received 78,692,106 votes for and 5,944,870 against, with 3,530,059 abstentions, and Dr. Jacqueline B. Kosecoff received 79,498,778 votes for and 8,597,293 against. Shareholders also ratified Ernst & Young LLP as the independent registered public accounting firm for the year ending March 31, 2024, and approved Ernst & Young Chartered Accountants as statutory auditor under Irish law, with the Board or Audit Committee authorized to set its remuneration. On governance and capital matters, shareholders approved the non-binding advisory say-on-pay proposal, with 81,238,272 votes for and 6,841,234 against. In the say-on-frequency vote, "one-year" received 87,154,402 votes, and shareholders approved renewing the Board's authority to issue authorized but unissued shares under Irish law and its authority to opt out of statutory pre-emption rights for cash share issuances.

Jul 27, 2023 8-K

Steris 8-K Report, Material Agreement (Jun 20, 2023)

STERIS plc (NYSE: STE) and its wholly owned subsidiary STERIS Corporation entered into an Asset Purchase Agreement dated June 15, 2023 with Becton, Dickinson and Company (BD) to acquire BD's surgical instrumentation, laparoscopic instrumentation and sterilization container platform assets, including the V. Mueller, Snowden Pencer and Genesis branded products. The purchase price is $540 million in cash, subject to customary adjustments. STERIS is not assuming any debt and intends to fund the transaction through a combination of debt and cash on hand. The press release furnished under Item 7.01 states that the transaction is expected to close by September 30, 2023, pending customary closing conditions and regulatory approval, and that the Hart-Scott-Rodino Act approvals are a condition to completion. The company projects that the acquired businesses will generate annual revenue of approximately $170 million and adjusted earnings before interest and taxes of approximately $45 million for BD's fiscal year ended September 30, 2023. STERIS expects the deal to be accretive to adjusted earnings per diluted share in fiscal year 2024 and anticipates a tax benefit from tax-deductible goodwill with a present value of approximately $60 million. Management states that the assets strengthen and expand STERIS's Healthcare segment offerings, with a focus on the operating room and sterile processing department. Management will update the fiscal year 2024 outlook after closing to reflect the transaction. Lazard is financial advisor to STERIS and Thompson Hine LLP is legal counsel.

Jun 20, 2023 10-K

Steris Annual Report, Year Ended Mar 31, 2023

STERIS plc's 10-K for fiscal year ended March 31, 2023 reports revenues of $4.96 billion, up 8.1% from $4.59 billion in fiscal 2022, driven by growth in the Healthcare, Applied Sterilization Technologies, Life Sciences and Dental segments, partly offset by currency and divestiture effects. Gross profit percentage slipped to 43.6% from 44.0%, as inflation (330 basis points) and productivity (50 basis points) headwinds outweighed pricing (150 basis points) and mix (130 basis points) benefits. Operating income fell 37.0% to $268.2 million, primarily because of a $490.6 million non-cash goodwill impairment charge on the Dental segment recognized in the second quarter of fiscal 2023. Net income attributable to shareholders was $107.0 million, or $1.07 per diluted share, compared with $243.9 million, or $2.48 per diluted share, a year earlier. Excluding the impairment, the filing's segment operating income totaled $1.17 billion before adjustments. Cash flow remained solid, with operating cash flow of $756.9 million and free cash flow of $409.6 million, versus $684.8 million and $399.0 million in fiscal 2022. Total debt was about $3.1 billion at March 31, 2023, with a debt-to-total capital ratio of 33.6%, and the quarterly dividend was raised to $0.47 per share for the seventeenth consecutive year. Backlog stood at $599.6 million, and management expects continued supply chain and inflation pressure in fiscal 2024.

May 26, 2023 8-K

Steris 8-K Report, Financial Results (May 10, 2023)

STERIS plc (NYSE: STE) reported results for its fiscal 2023 fourth quarter and full year ended March 31, 2023, in a press release furnished as Exhibit 99.1. Fourth-quarter revenue rose 14% as reported to $1.38 billion, with constant currency organic revenue growth of 16%. Reported net income attributable to shareholders was $187.2 million, or $1.88 per diluted share, versus $0.52 a year earlier, and adjusted EPS was $2.30 compared with $2.04. Healthcare drove the quarter, with revenue up 20% to $884.6 million. For the full year, reported net income fell to $107.0 million, or $1.07 per diluted share, from $243.9 million, or $2.48, in fiscal 2022. Results were hit by a $490.6 million pre-tax, non-cash goodwill impairment in the second quarter tied to the Dental segment acquired with Cantel Medical in June 2021. Adjusted full-year EPS was $8.20 versus $7.92. Full-year free cash flow was $409.6 million, slightly above $399.0 million a year earlier, as higher working capital and roughly $75 million of increased capital spending limited cash generation. Management guided fiscal 2024 to as-reported revenue growth of 7-8% and constant currency organic growth of 6-7%, with adjusted EPS of $8.55 to $8.75 and free cash flow of approximately $700 million. Management said it expects challenges in fiscal 2023, including procedure volumes and supply chain constraints, to be abating.

May 10, 2023 8-K

Steris 8-K Report, Executive Changes (May 3, 2023)

STERIS plc (NYSE: STE) filed a Form 8-K on May 3, 2023 reporting that its Board of Directors increased its size from nine to ten members and elected Dr. Esther Alegria as a director effective that date. Dr. Alegria is the Founder and Chief Executive Officer of APIE Therapeutics, a preclinical stage pharmaceutical company, and previously held roles at Catalyst Excel & Advance and Biogen, Inc., most recently as Senior Vice President, Global Manufacturing. She also serves as a Director and member of the Audit and Corporate Governance Committees of AVID Bioservices, Inc. The filing states that Dr. Alegria will receive a prorated fee of $74,220 for the remainder of the Board's 2022-23 term, payable in career restricted stock units granted under the Company's Non-Employee Director Compensation Program, and that she will be eligible for the same indemnification program as other Board members. The Company issued a press release announcing the appointment, furnished as Exhibit 99.1 under Item 7.01 (Regulation FD Disclosure). The appointment is a governance development rather than a financial one; the filing contains no financial results, guidance, or transaction terms. Its main significance for investors is the addition of a director with biopharmaceutical manufacturing experience to STERIS's Board, which the Chairman, Mohsen Sohi, described as bringing over three decades of experience in the biopharmaceuticals industry.

May 3, 2023 8-K

Steris 8-K Report, Financial Results (Feb 8, 2023)

STERIS plc reported fiscal 2023 third-quarter results (quarter ended December 31, 2022) with as-reported revenue of $1.22 billion, up 1% from $1.21 billion a year earlier, and 7% constant currency organic revenue growth. As-reported net income attributable to shareholders was $123.8 million, or $1.24 per diluted share, compared with $143.6 million, or $1.42 per diluted share, in the prior-year quarter. Adjusted EPS was $2.02, versus $2.12 a year earlier. The company cited supply chain constraints for electronic components and a slower rate of growth in bioprocessing volumes as factors affecting performance. Management said it significantly improved capital equipment shipments for several key Healthcare products. For the nine months ended December 31, 2022, the company reported a goodwill impairment loss of $490.6 million, which drove a GAAP net loss attributable to shareholders of $80.2 million, or $(0.80) per diluted share. Net cash provided by operations was $541.1 million, and free cash flow was $262.8 million, down from $300.3 million, reflecting higher working capital requirements, particularly inventory, and approximately $75 million in increased capital spending. STERIS lowered its fiscal 2023 outlook. As-reported revenue growth is now anticipated at 6%, versus prior expectations of 8%, and constant currency organic revenue growth at approximately 7%, versus prior expectations of 10%. Adjusted EPS is now expected at $8.00 to $8.10, and free cash flow at approximately $500 million, down from prior expectations of $600 million. Total backlog was $650,983 thousand at quarter end, compared with $498,836 thousand a year earlier.

Feb 8, 2023 10-Q

Steris Quarterly Report for Q3 Ended Dec 31, 2022

STERIS plc's 10-Q for the quarter ended December 31, 2022 shows revenues of $1,215,994 thousand for the three months, up from $1,208,971 thousand a year earlier, and $3,573,002 thousand for the nine months, up from $3,374,378 thousand. Results were heavily affected by a non-cash goodwill impairment loss of $490,565 thousand recorded in the second quarter on the Dental segment. For the nine months, the company reported a net loss attributable to shareholders of $(80,195) thousand, or $(0.80) per diluted share, compared with net income of $191,627 thousand, or $1.97 per diluted share, a year earlier. Income from operations was $42,783 thousand for the nine months, versus $333,760 thousand in the prior-year period. The company cited supply chain disruptions that delayed approximately $46 million in Healthcare and Life Sciences capital equipment shipments in the third quarter. Cash flow from operations was $541,148 thousand for the nine months, versus $513,080 thousand a year earlier, while free cash flow, as the company defines it, was $262,792 thousand compared with $300,298 thousand. Total debt was $3,061,575 thousand at December 31, 2022, and the debt-to-total capital ratio was 33.6%. The company paid cash dividends of $1.37 per share for the nine months and repurchased $153,952 thousand of ordinary shares. The Healthcare segment's backlog was $540.4 million at December 31, 2022. Segment operating income for the nine months was $497,233 thousand in Healthcare, $323,238 thousand in Applied Sterilization Technologies, $149,173 thousand in Life Sciences, and $67,992 thousand in Dental. Management stated that the COVID-19 pandemic and related macroeconomic conditions, including inflation and supply chain issues, continue to affect operations. The filing also discloses an IRS notice of proposed adjustments with a cumulative tax liability of approximately $50,000 thousand, which the company is contesting without reserves established.

Feb 8, 2023 8-K

Steris 8-K Report, Financial Results (Nov 9, 2022)

STERIS plc (NYSE: STE) reported fiscal 2023 second-quarter results for the period ended September 30, 2022. Revenue was flat at $1.2 billion ($1,200,517 thousand) versus $1.2 billion a year earlier, with constant currency organic revenue growth of 7% as reported in the release. The company posted a GAAP net loss attributable to shareholders of $315.3 million, or ($3.15) per diluted share, driven by a $490.6 million pre-tax non-cash goodwill impairment charge tied to its Dental segment (from the June 2021 Cantel Medical acquisition). Adjusted net income was $199.6 million, or $1.99 per diluted share, flat with the prior-year quarter's $1.99. Segment results were mixed. Applied Sterilization Technologies revenue rose 13% as reported to $232.4 million, with segment operating income up to $110.4 million. Healthcare revenue declined 2% to $732.8 million, with segment operating income of $165.3 million versus $168.3 million a year earlier, while Life Sciences and Dental revenue fell 5% each. Management cited higher supply chain and inflationary costs as pressures on profitability. Fiscal 2023 guidance was updated: FX headwinds are now expected to reduce revenue by about $150 million (up from $100 million), and reported revenue growth is now expected at 8% versus 9% previously, with constant currency organic growth unchanged at 10%. Adjusted EPS guidance of $8.40 to $8.60 is unchanged, though the high end is now seen as less likely, and free cash flow is now expected at about $600 million, down from $675 million, due to higher inventory and working capital needs.

Nov 9, 2022 10-Q

Steris Quarterly Report for Q2 Ended Sep 30, 2022

STERIS plc (STE) reported its second quarter of fiscal 2023 (three months ended September 30, 2022) with total revenues of $1,200.5 million, up 0.3% from $1,197.0 million a year earlier, while operating results were a loss of $(306.4) million, driven by a non-cash goodwill impairment loss of $490.6 million recorded on the Dental segment. Net loss attributable to shareholders was $(315.3) million, or $(3.15) per diluted share, compared with net income of $69.8 million, or $0.69 per diluted share, in the prior-year quarter. Gross profit percentage improved to 44.3% from 40.1%, and the filing attributes revenue growth to organic gains in Healthcare, Applied Sterilization Technologies and Life Sciences, offset by currency fluctuations and divestitures. For the first half of fiscal 2023, revenues rose 8.8% to $2,357.0 million, with the company citing $166.2 million of added volume from the Cantel acquisition. Operating cash flow was $335.6 million and free cash flow was $138.2 million, compared with $268.8 million and $135.8 million a year earlier. Total debt was $3,024.9 million at September 30, 2022, and the debt-to-total capital ratio rose to 34.3% from 32.1% at March 31, 2022. The company declared and paid cash dividends of $0.90 per share in the first half and had $249.4 million of remaining share repurchase authorization. The filing notes that supply chain disruptions delayed approximately $70 million of Healthcare and Life Sciences capital equipment shipments in the second quarter, and that the company is contesting IRS notices of proposed tax adjustment with a cumulative potential liability of approximately $50 million, for which no reserves have been established.

Nov 9, 2022 10-Q

Steris Quarterly Report for Q1 Ended Jun 30, 2022

STERIS plc's first-quarter fiscal 2023 results (three months ended June 30, 2022) show revenues of $1,156.5 million, up 19.4% from $968.4 million a year earlier. The filing attributes the growth to organic gains in all segments and $166.2 million of added volume from Cantel Medical, partly offset by currency fluctuations and the absence of revenue from the Renal care business, which was divested in January 2022. Gross margin percentage rose to 44.8% from 44.0%, and income from operations increased to $158.4 million from $14.3 million, mainly because the prior-year period included $141.0 million of acquisition and integration expenses, most of them related to Cantel. Net income attributable to shareholders was $111.3 million, or $1.10 per diluted share, compared with a net loss of $21.8 million in the prior-year quarter. Cash flow from operations was $231.7 million and free cash flow was $117.1 million, versus $97.4 million and $41.2 million a year earlier. Total debt was $2,997.4 million at June 30, 2022, and the debt-to-total capital ratio was 31.9%, down from 34.3% a year earlier. The company paid a quarterly dividend of $0.43 per share and repurchased 68,177 shares for $14.3 million under its authorization, which had $294.6 million of remaining availability. The filing also flags headwinds. Approximately $35 million of capital equipment shipments were delayed in the quarter by supply chain disruptions, and the company cites inflation, which weighed on gross margin and segment margins. Healthcare segment operating margin declined to 22.4% from 23.0%. The company is also contesting IRS proposed tax adjustments with a cumulative liability of approximately $50,000 thousand, for which it has not established reserves.

Aug 8, 2022 8-K

Steris 8-K Report, Financial Results (Aug 2, 2022)

STERIS plc furnished an 8-K on August 2, 2022, attaching a press release on its fiscal 2023 first-quarter results (three months ended June 30, 2022). Revenue rose 19% as reported to $1.2 billion, and constant currency organic revenue grew 6%. Net income attributable to shareholders was $111.3 million, or $1.10 per diluted share, compared with a net loss of $21.8 million, or $0.24 per diluted share, a year earlier. Adjusted EPS was $1.90, compared with $1.76 in the prior-year quarter. Healthcare drove the growth, with reported revenue up 16% and $84.4 million of favorable net impact from acquisitions and divestitures. Life Sciences and Applied Sterilization Technologies also grew, and Dental revenue reached $104.8 million, up from $35.2 million. Cash generation improved, with operating cash flow of $231.7 million and free cash flow of $117.1 million, compared with $41.2 million a year earlier. Healthcare backlog was $521.7 million, up from $254.3 million. Management cited supply chain challenges, and the filing notes the company expects another year of record performance. For fiscal 2023, management lowered its constant currency organic revenue growth outlook to approximately 10%, from 11%, citing supply chain challenges and lighter-than-anticipated procedure volumes. It expects reported revenue growth of approximately 9%, including roughly $100 million of negative foreign currency impact. Adjusted EPS guidance was narrowed to $8.40 to $8.60, down from $8.55 to $8.75, reflecting the lower revenue outlook and about $0.10 of adverse currency impact. The company also held a conference call on August 3, 2022.

Aug 2, 2022