000175789898-1455064Dublin 2,false70 Sir John Rogerson's Quay,D02 R2962023-11-073531 232 2000001-38848L2IEfalsefalsefalse00017578982023-11-072023-11-070001757898ste:OrdinarySharesMember2023-11-072023-11-070001757898ste:STETwo700SeniorNotesDue2031MemberMember2023-11-072023-11-070001757898ste:Two700SeniorNotesDue2051MemberMember2023-11-072023-11-07

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2023

STERIS plc
(Exact Name of Registrant as Specified in Charter)
Ireland001-38848 98-1455064
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(IRS Employer
Identification No.)
70 Sir John Rogerson's Quay,Dublin 2,IrelandD02 R296
(Address of principal executive offices)
Registrant’s telephone number, including area code: + 353 1 232 2000

Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)
Name of each exchange
on which registered
Ordinary Shares, $0.001 par valueSTENew York Stock Exchange
2.700% Senior Notes due 2031STE/31New York Stock Exchange
3.750% Senior Notes due 2051STE/51New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  



Item 2.02Results of Operations and Financial Condition.

On November 7, 2023, STERIS plc (the “Company”) issued a press release announcing financial results for its fiscal 2024 second quarter ending September 30, 2023. A copy of this press release is attached hereto as Exhibit 99.1.
The information contained in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. Furthermore, the information contained in this Item 2.02 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
No.
  Description
99.1  
104Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
STERIS plc
By /s/ J. Adam Zangerle
Name: J. Adam Zangerle
Title: Senior Vice President, General Counsel & Company Secretary
Dated: November 7, 2023



Exhibit 99.1
                                                
STERIS Announces Financial Results for Fiscal 2024 Second Quarter

Second quarter revenue growth of 12% as reported and 8% constant currency organic
As reported diluted earnings per share increased to $1.16; adjusted earnings increased to $2.03
Fiscal 2024 outlook maintained

DUBLIN, IRELAND - (November 7, 2023) - STERIS plc (NYSE: STE) (“STERIS” or the “Company”) today announced financial results for its fiscal 2024 second quarter ended September 30, 2023. Revenue as reported for the quarter increased 12% to $1.34 billion compared with $1.20 billion in the second quarter of fiscal 2023. Constant currency organic revenue (see Non-GAAP Financial Measures) increased 8% for the second quarter of fiscal 2024 as compared to the second quarter of fiscal 2023.

“We are pleased to see the momentum in our Healthcare segment continue in the second quarter,” said Dan Carestio, President and Chief Executive Officer of STERIS. “In addition, the integration of the surgical instrumentation business purchased from BD during the quarter is progressing as planned. Our Healthcare segment is anticipated to outperform our original expectations for the fiscal year, offsetting macro challenges impacting demand in our other segments.”

Second Quarter Operating and Segment Results
As reported, net income for the second quarter was $115.3 million or $1.16 per share, compared with net loss of $315.3 million or ($3.15) per diluted share in the second quarter of fiscal 2023. The second quarter of fiscal 2023 was impacted by an impairment charge. Adjusted net income (see Non-GAAP Financial Measures) for the second quarter of fiscal 2024 was $202.2 million or $2.03 per diluted share, compared with the previous year’s second quarter of $199.6 million or $1.99 per diluted share.

Healthcare revenue as reported grew 19% in the quarter to $870.1 million compared with $732.8 million in the second quarter of fiscal 2023. This performance reflected a 20% improvement in capital equipment revenue, a 24% increase in consumable revenue and a 13% increase in service revenue. Constant currency organic revenue increased 14% for the quarter compared with the prior year quarter. Healthcare operating income was $204.1 million compared with $165.3 million in last year’s second quarter. This improvement was primarily attributable to the increase in volume along with favorable pricing.

Fiscal 2024 second quarter revenue for Applied Sterilization Technologies (AST) increased 1% as reported to $235.1 million compared with $232.4 million in the same period last year. This performance reflected 5% growth in service revenue, offset by a decline in capital equipment, which was primarily due to timing. Underlying service growth continues to be impacted by Medtech Customer inventory management and the reduction in demand from bioprocessing Customers. Constant currency organic revenue in the quarter decreased 1%. Segment operating income was $110.8 million in the second quarter of fiscal 2024, somewhat limited by lower volumes, compared with operating income of $110.4 million in the same period last year.

Life Sciences second quarter revenue as reported increased 6% to $133.1 million compared with $125.8 million in the second quarter of fiscal 2023. This performance reflected an 18% increase in capital equipment revenue and a 3% increase in consumable revenue, while service revenue was flat as compared with second quarter last year. Constant currency organic revenue increased 5% in the quarter compared with the prior year quarter. Reflecting the improvement in volume and price, operating income increased to $50.3 million in the second quarter of fiscal 2024 compared with $48.6 million in the prior year’s second quarter.

Dental second quarter revenue as reported declined 5% to $104.2 million compared with $109.6 million in the second quarter of fiscal 2023. Constant currency organic revenue declined 6% in the quarter compared with the



prior year quarter. Reflecting lower volume, operating income was $24.5 million in the second quarter of fiscal 2024 compared with $28.1 million in the prior year’s second quarter.

Cash Flow
Net cash provided by operations for the first half of fiscal 2024 was $427.2 million, compared with $335.6 million in the same period during fiscal 2023. Free cash flow (see Non-GAAP Financial Measures) for the first half of fiscal 2024 was $284.7 million compared with $138.2 million in the prior year period. The increase in free cash flow during the period was primarily driven by lower capital spending and a decline in cash used for tax and compensation related payments.

Fiscal 2024 Outlook
The company is confirming its outlook for fiscal 2024 of as reported revenue growth of 9-10% and constant currency organic revenue growth of 6-7%. Adjusted earnings per diluted share are anticipated to be in the range of $8.60 to $8.80. Free cash flow for fiscal 2024 is anticipated to be approximately $685 million.

Conference Call
As previously announced, STERIS management will host a conference call tomorrow, November 8, 2023 at 9:00 a.m. ET. The conference call can be heard at www.steris-ir.com or via phone by dialing 1-833-535-2199 in the United States or 1-412-902-6776 internationally, then asking to join the conference call for STERIS plc.

For those unable to listen to the conference call live, a replay will be available beginning at 12:00 p.m. ET tomorrow either at www.steris-ir.com or via phone. To access the replay of the call, please use the access code 5252669 and dial 1-877-344-7529 in the United States or 1-412-317-0088 internationally.

About STERIS
STERIS is a leading global provider of products and services that support patient care with an emphasis on infection prevention. WE HELP OUR CUSTOMERS CREATE A HEALTHIER AND SAFER WORLD by providing innovative healthcare, life sciences and dental products and services. For more information, visit www.steris.com.

Company Contact:
Julie Winter, Vice President, Investor Relations and Corporate Communications
Julie_Winter@steris.com

Non-GAAP Financial Measures
Adjusted net income, adjusted income from operations, free cash flow and constant currency organic revenue are non-GAAP measures that may be used from time to time and should not be considered replacements for GAAP results. Non-GAAP financial measures are presented in this release with the intent of providing greater transparency to supplemental financial information used by management and the Board of Directors in their financial analysis and operational decision making. These amounts are disclosed so that the reader has the same financial data that management uses with the belief that it will assist investors and other readers in making comparisons to our historical operating results and analyzing the underlying performance of our operations for the periods presented. The Company believes that the presentation of these non-GAAP financial measures, when considered along with our GAAP financial measures, provides a more complete understanding of the factors and trends affecting our business than could be obtained absent this disclosure.

Adjusted net income and adjusted income from operations exclude the amortization of intangible assets acquired in business combinations, acquisition and divestiture related transaction costs, integration costs related to acquisitions, tax restructuring costs, and certain other unusual or non-recurring items. STERIS believes this measure is useful because it excludes items that may not be indicative of or are unrelated to our core operating results and provides a baseline for analyzing trends in our underlying businesses.

The Company defines free cash flow as cash flows from operating activities less purchases of property, plant, equipment and intangibles, plus proceeds from the sale of property, plant, equipment, and intangibles. STERIS



believes that free cash flow is a useful measure of the Company’s ability to fund future principal debt repayments and growth outside of core operations, pay cash dividends, and repurchase ordinary shares.

To measure the percentage organic revenue growth, the Company removes the impact of significant acquisitions and divestitures that affect the comparability and trends in revenue. To measure the percentage constant currency organic revenue growth, the impact of changes in currency exchange rates and acquisitions and divestitures that affect the comparability and trends in revenue are removed. The impact of changes in currency exchange rates is calculated by translating current year results at prior year average currency exchange rates.

Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. These adjusted financial measures should not be considered in isolation or as a substitute for reported sales, gross profit, operating income, net earnings and net earnings per diluted share, the most directly comparable GAAP financial measures. These non-GAAP financial measures are an additional way of viewing aspects of the Company’s operations that, when viewed with GAAP results and the reconciliations to corresponding GAAP financial measures below, provide a more complete understanding of the business. The Company strongly encourages investors and shareholders to review its financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This release and the referenced conference call may contain statements concerning certain trends, expectations, forecasts, estimates, or other forward-looking information affecting or relating to STERIS or its industry, products or activities that are intended to qualify for the protections afforded “forward-looking statements” under the Private Securities Litigation Reform Act of 1995 and other laws and regulations. Forward-looking statements speak only as to the date the statement is made and may be identified by the use of forward-looking terms such as “may,” “will,” “expects,” “believes,” “anticipates,” “plans,” “estimates,” “projects,” “targets,” “forecasts,” “outlook,” “impact,” “potential,” “confidence,” “improve,” “optimistic,” “deliver,” “orders,” “backlog,” “comfortable,” “trend”, and “seeks,” or the negative of such terms or other variations on such terms or comparable terminology. Many important factors could cause actual results to differ materially from those in the forward-looking statements including, without limitation, disruption of production or supplies, changes in market conditions, political events, pending or future claims or litigation, competitive factors, technology advances, actions of regulatory agencies, and changes in laws, government regulations, labeling or product approvals or the application or interpretation thereof. Other risk factors are described in STERIS’s other securities filings, including Item 1A of our Annual Report on Form 10-K for the year ended March 31, 2023. Many of these important factors are outside of STERIS’s control. No assurances can be provided as to any result or the timing of any outcome regarding matters described in STERIS’s securities filings or otherwise with respect to any regulatory action, administrative proceedings, government investigations, litigation, warning letters, cost reductions, business strategies, earnings or revenue trends or future financial results. References to products are summaries only and should not be considered the specific terms of the product clearance or literature. Unless legally required, STERIS does not undertake to update or revise any forward-looking statements even if events make clear that any projected results, express or implied, will not be realized. Other potential risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements include, without limitation, (a) the impact of the COVID-19 pandemic or similar public health crises on STERIS’s operations, supply chain, material and labor costs, performance, results, prospects, or value, (b) STERIS's ability to achieve the expected benefits regarding the accounting and tax treatments of the redomiciliation to Ireland (“Redomiciliation”), (c) operating costs, Customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, Customers, clients or suppliers) being greater than expected, (d) STERIS’s ability to successfully integrate the businesses of Cantel Medical into our existing businesses, including unknown or inestimable liabilities, impairments, or increases in expected integration costs or difficulties in connection with the integration of Cantel Medical, (e) uncertainties related to tax treatments under the TCJA and the IRA, (f) the possibility that Pillar Two Model Rules could increase tax uncertainty and adversely impact STERIS's provision for income taxes and effective tax rate and subject STERIS to additional income tax in jurisdictions who adopt Pillar Two Model Rules, (g) STERIS's ability to continue to qualify for benefits under certain income tax treaties in light of ratification of more strict income tax treaty rules (through the MLI) in many jurisdictions where STERIS has operations, (h) changes in tax laws or interpretations that could increase our consolidated tax liabilities, including changes in tax laws that would result in STERIS being treated as a domestic corporation for United States federal tax purposes, (i) the potential for increased pressure on pricing or costs that leads to erosion of profit margins, including as a result of inflation, (j) the possibility that market demand will not



develop for new technologies, products or applications or services, or business initiatives will take longer, cost more or produce lower benefits than anticipated, (k) the possibility that application of or compliance with laws, court rulings, certifications, regulations, or regulatory actions, including without limitation any of the same relating to FDA, EPA or other regulatory authorities, government investigations, the outcome of any pending or threatened FDA, EPA or other regulatory warning notices, actions, requests, inspections or submissions, the outcome of any pending or threatened litigation brought by private parties, or other requirements or standards may delay, limit or prevent new product or service introductions, affect the production, supply and/or marketing of existing products or services, result in costs to STERIS that may not be covered by insurance, or otherwise affect STERIS’s performance, results, prospects or value, (l) the potential of international unrest, including the Russia-Ukraine or Israel-Hamas military conflicts, economic downturn or effects of currencies, tax assessments, tariffs and/or other trade barriers, adjustments or anticipated rates, raw material costs or availability, benefit or retirement plan costs, or other regulatory compliance costs, (m) the possibility of reduced demand, or reductions in the rate of growth in demand, for STERIS’s products and services, (n) the possibility of delays in receipt of orders, order cancellations, or delays in the manufacture or shipment of ordered products, due to supply chain issues or otherwise, or in the provision of services, (o) the possibility that anticipated growth, cost savings, new product acceptance, performance or approvals, or other results may not be achieved, or that transition, labor, competition, timing, execution, impairments, regulatory, governmental, or other issues or risks associated with STERIS’s businesses, industry or initiatives including, without limitation, those matters described in STERIS's various securities filings, may adversely impact STERIS’s performance, results, prospects or value, (p) the impact on STERIS and its operations, or tax liabilities, of Brexit or the exit of other member countries from the EU, and the Company’s ability to respond to such impacts, (q) the impact on STERIS and its operations of any legislation, regulations or orders, including but not limited to any new trade or tax legislation (including CAMT and excise tax on stock buybacks), regulations or orders, that may be implemented by the U.S. administration or Congress, or of any responses thereto, (r) the possibility that anticipated financial results or benefits of recent acquisitions, including the acquisition of Cantel Medical and Key Surgical and the acquisition of certain BD assets, or of STERIS’s restructuring efforts, or of recent divestitures, including anticipated revenue, productivity improvement, cost savings, growth synergies and other anticipated benefits, will not be realized or will be other than anticipated, (s) the increased level of STERIS’s indebtedness incurred in connection with the acquisition of Cantel Medical limiting financial flexibility or increasing future borrowing costs, (t) rating agency actions or other occurrences that could affect STERIS’s existing debt or future ability to borrow funds at rates favorable to STERIS or at all, (u) the effects of changes in credit availability and pricing, as well as the ability of STERIS’s Customers and suppliers to adequately access the credit markets, on favorable terms or at all, when needed, and (v) STERIS’s ability to complete any announced transactions, including the fulfillment of related closing conditions.
















STERIS plc
Consolidated Condensed Statements of Operations
(In thousands, except per share data)Three Months Ended September 30,Six Months Ended September 30,
 
 2023202220232022
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Revenues$1,342,360 $1,200,517 $2,626,902 $2,357,008 
Cost of revenues 748,831 668,182 1,459,912 1,306,875 
Gross profit593,529 532,335 1,166,990 1,050,133 
Operating expenses:
Selling, general, and administrative380,651 323,195 739,709 657,821 
Goodwill impairment loss 490,565  490,565 
Research and development27,044 24,928 52,546 49,679 
Restructuring (credits) expenses(23)62 (4)88 
Total operating expenses407,672 838,750 792,251 1,198,153 
Income (loss) from operations185,857 (306,415)374,739 (148,020)
Non-operating expenses, net35,703 26,647 66,671 50,091 
Income tax expense (benefit)33,808 (17,831)67,932 6,365 
Net income (loss)$116,346 $(315,231)$240,136 $(204,476)
Less: Net income (loss) attributable to noncontrolling interests1,027 54 1,263 (453)
Net income (loss) attributable to shareholders$115,319 $(315,285)$238,873 $(204,023)
Earnings per ordinary share (EPS) data:
Basic$1.17 $(3.15)$2.42 $(2.04)
Diluted$1.16 $(3.15)$2.41 $(2.04)
Cash dividends declared per share ordinary outstanding$0.52 $0.47 $0.99 $0.90 
Weighted average number of shares outstanding used in EPS computation:
  Basic number of shares outstanding98,785 99,969 98,747 100,025 
  Diluted number of shares outstanding99,406 99,969 99,323 100,025 



STERIS plc
Consolidated Condensed Balance Sheets
(in thousands)
September 30,March 31,
 20232023
 (Unaudited) 
Assets
Current assets:
Cash and cash equivalents$213,757 $208,357 
Accounts receivable, net940,331 928,315 
Inventories, net821,129 695,493 
Prepaid expenses and other current assets198,760 179,277 
Total current assets2,173,977 2,011,442 
Property, plant, and equipment, net1,743,858 1,705,512 
Lease right-of-use assets, net192,219 191,741 
Goodwill4,040,245 3,879,219 
Intangibles, net3,057,711 2,955,780 
Other assets72,628 78,145 
Total assets$11,280,638 $10,821,839 
Liabilities and equity
Current liabilities:
Accounts payable$293,628 $279,620 
Other current liabilities579,487 582,224 
Total current liabilities873,115 861,844 
Long-term indebtedness3,366,241 3,018,655 
Other liabilities852,114 854,168 
Total equity6,189,168 6,087,172 
Total liabilities and equity$11,280,638 $10,821,839 



STERIS plc
Segment Data
Financial information for each of the segments is presented in the following table. We disclose a measure of segment income that is consistent with the way management operates and views the business. The accounting policies for reportable segments are the same as those for the consolidated Company. Segment income is calculated as the segment’s gross profit less direct costs and indirect costs if the resources are dedicated to a single segment. Corporate costs include corporate and administrative functions, public company costs, legacy post-retirement benefits, and certain services and facilities related to distribution and research and development that are shared by multiple segments.
 Three Months Ended
September 30,
Six Months Ended
September 30,
(in thousands)2023202220232022
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Revenues:
Healthcare $870,056 $732,813 $1,688,930 $1,431,339 
Applied Sterilization Technologies235,053 232,358 468,152 453,269 
Life Sciences133,095 125,768 264,508 257,975 
Dental104,156 109,578 205,312 214,425 
Total revenues$1,342,360 $1,200,517 $2,626,902 $2,357,008 
Operating income (loss):
Healthcare$204,054 $165,337 $402,236 $321,834 
Applied Sterilization Technologies110,783 110,384 220,373 219,699 
Life Sciences50,284 48,619 100,125 103,924 
Dental24,516 28,059 46,555 47,655 
Corporate(87,641)(67,056)(179,906)(142,999)
Total operating income$301,996 $285,343 $589,383 $550,113 
Less: Adjustments
Amortization of acquired intangible assets$99,011 $93,859 $192,936 $187,786 
Acquisition and integration related charges 16,013 3,844 18,722 13,676 
Tax restructuring costs 77 9 251 
Gain on fair value adjustment of acquisition related contingent consideration
 —  (3,100)
Net loss on divestiture of businesses
 899  4,777 
Amortization of inventory and property "step up" to fair value 1,138 2,452 2,981 4,089 
Restructuring (credits) charges (23)62 (4)89 
Goodwill impairment loss 490,565  490,565 
Total income (loss) from operations$185,857 $(306,415)$374,739 $(148,020)






STERIS plc
Consolidated Condensed Statements of Cash Flows
(in thousands)
 Six Months Ended September 30,
 20232022
Operating activities:(Unaudited)(Unaudited)
Net income$240,136 $(204,476)
Non-cash items320,168 736,964 
Changes in operating assets and liabilities(133,080)(196,918)
Net cash provided by operating activities427,224 335,570 
Investing activities:
Purchases of property, plant, equipment, and intangibles, net(149,893)(198,701)
Proceeds from the sale of property, plant, and equipment7,360 1,323 
Proceeds from the sale of businesses9,458 5,228 
Acquisition of businesses, net of cash acquired(539,758)(15,192)
Net cash used in investing activities(672,833)(207,342)
Financing activities:
          Payments on term loans(30,000)(126,875)
Proceeds under credit facilities, net391,022 99,111 
Payments on acquisition related deferred and contingent consideration(177)(153)
Repurchases of ordinary shares
(9,213)(69,922)
Cash dividends paid to ordinary shareholders
(97,795)(89,981)
Stock option and other equity transactions, net
2,740 1,458 
Net cash provided by (used in) financing activities256,577 (186,362)
Effect of exchange rate changes on cash and cash equivalents(5,568)(31,927)
Increase (decrease) in cash and cash equivalents5,400 (90,061)
Cash and cash equivalents at beginning of period208,357 348,320 
Cash and cash equivalents at end of period$213,757 $258,259 

The following table presents a financial measure which is considered to be "non-GAAP financial measures" under Securities Exchange Commission rules. Free cash flow is defined by the Company as cash flows from operating activities less purchases of property, plant, equipment and intangibles (capital expenditures) plus proceeds from the sale of property, plant, equipment and intangibles. The Company uses free cash flow as a measure to gauge its ability to pay cash dividends, fund growth outside of core operations, fund future debt principal repayments, and repurchase shares. STERIS's calculation of free cash flows may vary from other companies.
Six Months Ended September 30,
20232022
(Unaudited)(Unaudited)
Calculation of Free Cash Flow:
Cash flows from operating activities
$427,224 $335,570 
Purchases of property, plant, equipment, and intangibles, net
(149,893)(198,701)
Proceeds from the sale of property, plant, equipment, and intangibles
7,360 1,323 
Free Cash Flow$284,691 $138,192 








STERIS plc
Non-GAAP Financial Measures
(in thousands, except per share data)
Non-GAAP financial measures are presented with the intent of providing greater transparency to supplemental financial information used by management and the Board of Directors in their financial analysis and operational decision making. These amounts are disclosed so that the reader has the same financial data that management uses with the belief that it will assist investors and other readers in making comparisons to our historical operating results and analyzing the underlying performance of our operations for the periods presented.
Management and the Board of Directors believe that the presentation of these non-GAAP financial measures, when considered along with our GAAP financial measures and the reconciliation to the corresponding GAAP financial measures, provides the reader with a more complete understanding of the factors and trends affecting our business than could be obtained absent this disclosure. It is important for the reader to note that the non-GAAP financial measure used may be calculated differently from, and therefore may not be comparable to, a similarly titled measure used by other companies.
To measure the percentage organic revenue growth, the Company removes the impact of acquisitions and divestitures that affect the comparability and trends in revenue. To measure the percentage constant currency organic revenue growth, the impact of changes in currency exchange rates and acquisitions and divestitures that affect the comparability and trends in revenue are removed. The impact of changes in currency exchange rates is calculated by translating current year results at prior year average currency exchange rates.
Three Months Ended September 30, (unaudited)
As reported, GAAPImpact of AcquisitionsImpact of DivestituresImpact of Foreign Currency MovementsGAAP GrowthOrganic GrowthConstant Currency Organic Growth
20232022202320222023202320232023
Segment revenues:
Healthcare $870,056 $732,813 $28,948 $ $6,154 18.7 %14.8 %13.9 %
Applied Sterilization Technologies235,053 232,358   4,996 1.2 %1.2 %(1.0)%
Life Sciences133,095 125,768   1,517 5.8 %5.8 %4.6 %
Dental104,156 109,578   839 (4.9)%(4.9)%(5.7)%
Total$1,342,360 $1,200,517 $28,948 $ $13,506 11.8 %9.4 %8.3 %
Six Months Ended September 30, (unaudited)
As reported, GAAPImpact of AcquisitionsImpact of DivestituresImpact of Foreign Currency MovementsGAAP GrowthOrganic GrowthConstant Currency Organic Growth
20232022202320222023202320232023
Segment revenues:
Healthcare $1,688,930 $1,431,339 $28,948 $ $4,580 18.0 %16.0 %15.7 %
Applied Sterilization Technologies468,152 453,269   5,825 3.3 %3.3 %2.0 %
Life Sciences264,508 257,975   1,540 2.5 %2.5 %1.9 %
Dental205,312 214,425   977 (4.2)%(4.2)%(4.7)%
Total$2,626,902 $2,357,008 $28,948 $ $12,922 11.5 %10.2 %9.7 %























STERIS plc
Non-GAAP Financial Measures (Continued)
(in thousands, except per share data)
Three Months Ended September 30, (unaudited)
Gross ProfitIncome from OperationsNet Income attributable to shareholdersDiluted EPS
20232022202320222023202220232022
GAAP$593,529 $532,335 $185,857 $(306,415)$115,319 $(315,285)$1.16 $(3.15)
Adjustments:
Amortization of acquired intangible assets 574 431 99,011 93,859 
Acquisition and integration related charges 429 1,320 16,013 3,844 
Tax restructuring costs —  77 
Net loss on divestiture of businesses 1,749  899 
Amortization of inventory and property "step up" to fair value 553 1,590 1,138 2,452 
Restructuring (credits) charges  — (23)62 
Goodwill impairment loss —  490,565 
Net impact of adjustments after tax(1)
86,857 514,867 
Net EPS impact0.87 5.14 
Adjusted$595,085 $537,425 $301,996 $285,343 $202,176 $199,582 $2.03 $1.99 
For the three months ended September 30, 2022:
Weighted average diluted shares as reported99,969 
Effect of dilutive share equivalents that were anti-dilutive to diluted EPS as reported559 
Weighted average diluted shares as adjusted100,528 
(1) The tax expense includes both the current and deferred income tax impact of the adjustments.
Six Months Ended September 30, (unaudited)
Gross ProfitIncome from OperationsNet Income attributable to shareholdersDiluted EPS
20232022202320222023202220232022
GAAP$1,166,990 $1,050,133 $374,739 $(148,020)$238,873 $(204,023)$2.41 $(2.04)
Adjustments:
Amortization of acquired intangible assets 1,149 849 192,936 187,786 
Acquisition and integration related charges 863 2,002 18,722 13,676 
Tax restructuring costs — 9 251 
Gain on fair value adjustment of acquisition related contingent consideration  —  (3,100)
Net loss on divestiture of businesses  2,283  4,777 
Amortization of inventory and property "step up" to fair value 1,150 3,805 2,981 4,089 
Restructuring (credits) charges  — (4)89 
Goodwill impairment loss —  490,565 
Net impact of adjustments after tax(1)
161,516 594,713 
Net EPS impact1.62 5.92 
Adjusted$1,170,152 $1,059,072 $589,383 $550,113 $400,389 $390,690 $4.03 $3.88 
For the six months ended September 30, 2022:
Weighted average diluted shares as reported100,025 
Effect of dilutive share equivalents that were anti-dilutive to diluted EPS as reported600 
Weighted average diluted shares as adjusted100,625 
(1) The tax expense includes both the current and deferred income tax impact of the adjustments.






STERIS plc
Non-GAAP Financial Measures (Continued)
(in thousands, except per share data)


FY 2024 OutlookTwelve Months
Ended March 31, 2024
(Outlook)**
Net income per diluted share$5.30 - $5.50
Amortization of fair value adjustments for acquired property, plant, and equipment and intangible assets3.16
Acquisition and integration related charges0.14
Adjusted net income per diluted share$8.60 - $8.80
Cash flows from operating activities$995,000
Purchases of property, plant, equipment, and intangibles, net(310,000)
Free Cash Flow$685,000
** All amounts are estimates.




STERIS plc
Unaudited Supplemental Financial Data
Second Quarter Fiscal 2024
For the Periods Ending September 30, 2023 and 2022
FY 2024FY 2023FY 2024FY 2023
Total Company RevenuesQ2Q2YTDYTD
Consumables$470,239 $413,411 $914,133 $830,236 
Service580,024 534,123 1,150,708 1,053,538 
Total Recurring
$1,050,263 $947,534 $2,064,841 $1,883,774 
Capital Equipment292,097 252,983 562,061 473,234 
Total Revenues$1,342,360 $1,200,517 $2,626,902 $2,357,008 
Ireland Revenues$20,439 $16,995 $40,524 $35,171 
Ireland Revenues as a % of Total2 %%2 %%
United States Revenues$992,878 $871,981 $1,923,420 $1,706,082 
United States Revenues as a % of Total74 %73 %73 %72 %
International Revenues$329,043 $311,541 $662,958 $615,755 
International Revenues as a % of Total25 %26 %25 %26 %
Segment DataFY 2024FY 2023FY 2024FY 2023
Q2Q2YTDYTD
Healthcare
Revenues
Consumables
$306,025 $246,050 $586,306 $498,082 
Service
309,126 274,279 609,620 $541,639 
Total Recurring
$615,151 $520,329 $1,195,926 $1,039,721 
Capital Equipment
254,905 212,484 493,004 391,618 
Total Healthcare Revenues$870,056 $732,813 $1,688,930 $1,431,339 
Segment Operating Income$204,054 $165,337 $402,236 $321,834 
Applied Sterilization Technologies
Revenues
Service
$233,299 $221,873 $465,524 $442,165 
Capital Equipment
1,754 10,485 2,628 11,104 
Total Applied Sterilization Technologies Revenues$235,053 $232,358 $468,152 $453,269 
Segment Operating Income$110,783 $110,384 $220,373 $219,699 
Life Sciences
Revenues
Consumables
$59,409 $57,420 $121,107 $116,977 
Service
38,248 38,333 76,972 $70,484 
Total Recurring
$97,657 $95,753 $198,079 $187,461 
Capital Equipment
35,438 30,015 66,429 70,514 
Total Life Sciences Revenues
$133,095 $125,768 $264,508 257,975 
Segment Operating Income$50,284 $48,619 $100,125 $103,924 
Total Dental Revenues$104,156 $109,578 $205,312 $214,425 
Segment Operating Income$24,516 $28,059 $46,555 $47,655 
Other DataFY 2024FY 2023FY 2024FY 2023
Q2Q2YTDYTD
Healthcare Backlog $457,138 $533,121 
Life Sciences Backlog 91,100 99,457 
Total Backlog $548,238 $632,578 
GAAP Income Tax Rate22.5 %5.4 %22.1 %(3.2)%
Adjusted Income Tax Rate23.7 %22.8 %23.2 %22.0 %

This supplemental data is consistent with publicly disclosed information provided in quarterly conference calls, earnings releases and SEC filings, and is subject to all definitions, precautions and limitations contained in those disclosures. Please see the Company's most recent 10-K for definitions (and reconciliation where appropriate) of adjusted measures, backlog, free cash flow and net debt.

v3.23.3
Cover Page Cover Page
Nov. 07, 2023
Cover [Abstract]  
Entity Incorporation, State or Country Code L2
Entity Central Index Key 0001757898
Title of 12(b) Security Ordinary Shares, $0.001 par value
Document Type 8-K
Pre-commencement Issuer Tender Offer false
Pre-commencement Tender Offer false
Soliciting Material false
Written Communications false
Entity Address, Country IE
Entity File Number 001-38848
Entity Tax Identification Number 98-1455064
Local Phone Number 1 232 2000
Document Period End Date Nov. 07, 2023
City Area Code 353
Entity Registrant Name STERIS plc
Entity Address, Address Line One 70 Sir John Rogerson's Quay,
Entity Address, City or Town Dublin 2,
Trading Symbol STE
Amendment Flag false
Entity Address, Postal Zip Code D02 R296
Entity Emerging Growth Company false
Document Information [Line Items]  
Title of 12(b) Security Ordinary Shares, $0.001 par value
Trading Symbol STE
STE Two700 Senior Notes Due2031 Member  
Cover [Abstract]  
Title of 12(b) Security 2.700% Senior Notes due 2031
Trading Symbol STE/31
Security Exchange Name NYSE
Document Information [Line Items]  
Title of 12(b) Security 2.700% Senior Notes due 2031
Trading Symbol STE/31
Security Exchange Name NYSE
Two700 Senior Notes Due2051 Member  
Cover [Abstract]  
Title of 12(b) Security 3.750% Senior Notes due 2051
Trading Symbol STE/51
Security Exchange Name NYSE
Document Information [Line Items]  
Title of 12(b) Security 3.750% Senior Notes due 2051
Trading Symbol STE/51
Security Exchange Name NYSE
Ordinary Shares  
Cover [Abstract]  
Security Exchange Name NYSE
Document Information [Line Items]  
Security Exchange Name NYSE

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