Sotera Health Announces Secondary Offering of Common Stock
September 04 2024 - 3:41PM
Sotera Health Company (Nasdaq: SHC) (the “Company”) today announced
the launch of a secondary offering (the “Offering”) of 25,000,000
shares of its common stock, par value $0.01 per share. All
25,000,000 shares are being offered for sale by certain affiliates
of Warburg Pincus LLC (“Warburg Pincus”) and GTCR LLC (“GTCR”) as
selling stockholders. No other entities, and no individuals, are
selling shares in the Offering. It is expected that, as a result of
the Offering, the Company’s sponsors (affiliates of Warburg Pincus
and GTCR) will cease to own a majority of the Company’s outstanding
common stock, which will affect certain sponsor rights and related
matters. These rights are described in the Company’s most recently
filed annual general meeting proxy statement. The Company is not
offering any shares in the Offering and will not receive any of the
proceeds from the Offering. The Company will pay the expenses of
the Offering pursuant to its obligations under its Amended and
Restated Registration Rights Agreement.
Citigroup is acting as the underwriter for the Offering. The
underwriter will offer the shares from time to time in one or more
transactions on the Nasdaq, in the over-the-counter market or
through negotiated transactions at market prices or at negotiated
prices.
The Offering is being made only by means of a prospectus. Copies
of the preliminary prospectus relating to the Offering may be
obtained, when available, from: Citigroup, Attention: Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, New York
11717, by telephone at 1-800-831-9146.
A registration statement relating to these securities was filed
with the Securities and Exchange Commission on February 27, 2024,
and became effective automatically.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy these securities, nor shall there
be any sale of, these securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
Forward-looking Statements:
Statements in this press release regarding the Company that are
not historical facts are “forward-looking statements” that involve
risks and uncertainties. Certain of these risks and uncertainties
are described in the Company’s registration statement on Form S-3
filed with the SEC, including under the headings “Risk Factors” and
“Cautionary Note Regarding Forward-Looking Statements,” under the
headings “Risk Factors” and “Cautionary Note Regarding
Forward-Looking Statements” in the Company’s most recent Annual
Report on Form 10-K and under the heading “Risk Factors” in the
Company’s Quarterly Report on Form 10-Q for the quarter ended March
31, 2024. Forward-looking statements made in this release speak
only as of the date of this release, and the Company undertakes no
obligation to update the information contained in this press
release to reflect subsequently occurring events or circumstances,
except as required by law.
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®.
INVESTOR RELATIONS CONTACTS:
Jason PetersonVice President, Investor Relations and Treasurer,
Sotera HealthIR@soterahealth.com
MEDIA CONTACT:
Kristin GibbsChief Marketing Officer, Sotera
Healthkgibbs@soterahealth.com
Source: Sotera Health Company
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