Sotera Health Company Form 8-K Material Event Analysis Report

Sotera Health Company (Ticker: SHC) filed a Form 8-K with the U.S. Securities and Exchange Commission on January 12, 2026 [0]. The filing disclosed that the company is participating in the 44th J.P. Morgan Healthcare Conference and conducted an investor update presentation during the conference [0].

Metric	2025 Preliminary Data	Year-Over-Year Growth	Remarks
Full-Year Operating Revenue	Over $1.16 Billion	≥5.5%	5.0% growth at constant currency
Number of Consecutive Growth Years	Over 20 Years	—	Demonstrates business model durability

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Management confirmed that 2025 continued the company’s growth momentum, with full-year revenue expected to exceed $1.16 billion, representing at least 5.5% year-over-year growth (5.0% growth at constant currency) [0]. This growth marks over 20 consecutive years of year-over-year annual revenue growth for the company, demonstrating the resilience of its business model and the soundness of its financial position [0].

Based on Q3 2025 data:

• Net Leverage Ratio
  : Improved from 3.7x at the end of 2024 to 3.3x in Q3 2025, approaching the company’s long-term target range of 2.0x to 3.0x [0]
• Lower Interest Costs
  : As a result of meeting net leverage targets, the term loan interest rate was reduced by 25 basis points in Q3 2025; additionally, the term loan amended on September 17, 2025, reduced the SOFR spread from 300 basis points to 250 basis points, with a simultaneous $75 million debt repayment [0]

Business Segment	Q3 2025 Revenue	Year-Over-Year Growth (Constant Currency)	Q3 2025 Segment Profit
Sterigenics	$193 Million	+8.4%	$107 Million (+11.6%)
Nordion	$63 Million	+23.6%	$38 Million (+19.9%)
Nelson Labs	$56 Million	-6.4%	$19 Million (+1.9%)

• Q3 adjusted earnings per share (Adjusted EPS) increased from $0.17 to $0.26, representing 53% year-over-year growth [0]
• Adjusted EPS for the first nine months increased from $0.49 to $0.60, representing 22% year-over-year growth [0]
• Adjusted EBITDA margin improved from 49.9% in 2024 to 50.8% for the first nine months of 2025 [0]

Investors should pay attention to the following key risks:

The company is subject to ongoing legal litigation and liability claims related to the use, discharge, and release of ethylene oxide at its facilities in Illinois, Georgia, Illinois, and New Mexico [0]. In the first nine months of 2025, the company recorded approximately $65 million in settlement expenses related to EO litigation [0]. Additional litigation and claims may arise in the future, which could have a material adverse impact on the company’s finances and reputation.

• Risk of supply or price disruptions for EO and Co-60 [0]
• Geopolitical instability and sanctions on Russia may affect the supply of key raw materials [0]
• Business continuity risks, including supply chain disruptions [0]

As of September 30, 2025, the company had approximately $2.24 billion in total debt and $1.94 billion in net debt [0]. High leverage levels may:

• Restrict the company’s ability to respond to industry challenges or economic changes [0]
• Constrain operational flexibility and limit the ability to meet debt obligations [0]
• Increase refinancing risk and sensitivity to interest costs [0]

• Foreign exchange rate fluctuations may impact revenue and profit [0]
• Inflationary trends and tariff impacts may increase operating costs [0]
• Rising interest rates will increase debt interest expenses [0]

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• Management confirmed the growth trend at a key investor conference, boosting market confidence
• The official full-year 2025 results will be released on February 24, 2026, with more detailed financial data and 2026 performance guidance to be provided [0]

• Alignment of official financial results with preliminary estimates
• Management’s 2026 performance guidance
• Latest developments and settlements related to EO litigation

1. Sterigenics
   : As the core sterilization business, it benefits from growing demand in the medical device and pharmaceutical industries
2. Nordion
   : The radioisotope business sees strong demand in cancer treatment and diagnostics
3. Nelson Labs
   : Laboratory testing services benefit from outsourcing trends in the biopharmaceutical industry

1. Uncertainty from legal litigation may impact valuation
2. High leverage levels limit the company’s strategic flexibility
3. Changes in the regulatory environment may increase compliance costs

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The Form 8-K filed by Sotera Health on January 12, 2026, sends an overall

, confirming the company’s solid growth performance in 2025 and its record of over 20 consecutive years of revenue growth [0]. The core business segments maintain strong growth momentum, financial leverage levels continue to improve, and profitability is steadily rising.

However, investors should closely monitor the following matters:

• Official full-year results release on
  February 24, 2026
  [0]
• Developments related to EO-related legal litigation
• Supply chain stability
• The company’s deleveraging progress

. Investors are advised to conduct a more comprehensive analysis after the official earnings report is released, and to pay attention to management’s comments on 2026 performance guidance.

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[0] Sotera Health Company Form 8-K, Filed January 12, 2026. https://www.sec.gov/Archives/edgar/data/1822479/000182247926000004/shc-20260112.htm