SHC - NASDAQ

Good morning, welcome to the Sotera Health First Quarter 2026 earnings call. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by 0. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star then 1 on a touch-tone phone. To withdraw your question, please press star then 2. Please note, this event is being recorded. I would now like to turn the conference over to Vice President of Investor Relations, Jason Peterson. Jason, please go ahead.

Good morning, and thank you. Welcome to Sotera Health's first quarter earnings call. Today's press release and supplemental slides are available on the investor section of our website at soterahealth.com. This webcast is being recorded and a replay also will be available on the investor section of the Sotera Health website shortly after the call. Joining me today are Chairman and Chief Executive Officer, Michael B. Petras, Jr., and Chief Financial Officer, Jonathan M. Lyons. During today's call, some of our comments may be considered forward-looking statements. The matters addressed in these statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected or implied. Please refer to Sotera Health's SEC filings and the forward-looking statement slide at the beginning of the presentation for a description of these risks and uncertainties. The company assumes no obligation to update any such forward-looking statements.

Please note that during the discussion today, the company will present both GAAP and non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA Margin, tax rate applicable to net income, Adjusted Net Income, Adjusted EPS, Adjusted Free Cash Flow, Net Debt, and Net Leverage Ratio, as well as constant currency comparisons. A reconciliation of GAAP to non-GAAP measures for all relevant periods may be found in the schedules attached to the company's press release and in the supplemental slides to this presentation. The operator will be assisting with the Q&A portion of the call today. Please limit yourself to one question and one follow-up. For further questions, feel free to reach out to the investor relations team. With that, I'll now turn the call over to Sotera Health Chairman and CEO, Michael B. Petras, Jr.

Good morning, everyone, and thank you for joining us today. This morning, we announced a strong start to the year with 6.5% constant currency revenue growth and 6.9% constant currency Adjusted EBITDA growth, driving over 20 basis points of margin expansion compared to the first quarter of last year. Sterigenics delivered 6.1% constant currency revenue growth in the quarter, while Nordion grew constant currency revenue 25.8% and expanded margins by over 290 basis points. Nelson Labs results were in line with the expectations we outlined on our last earnings call. Today, we are reaffirming our 2026 outlook provided during our February earnings call.

As a reminder, we expect total company revenue to increase to a range of $1.23 billion-$1.25 billion, representing constant currency growth of 5%-6.5% versus 2025. Adjusted EBITDA to grow to a range of $632 million-$641 million or 5.5%-7% constant currency growth. As we reaffirm our full-year outlook, I want to reiterate the strength and resiliency of our business model. We provide mission-critical regulated services that are deeply embedded in our customer supply chains. More than 70% of our revenue is supported by multi-year contracts, servicing long-tenured customer relationships through a global network of facilities.

Our commitment to customers is a core company value, and in 2025, we delivered substantial improvements in our customer satisfaction scores across both Sterigenics and Nelson Labs. Our business model has demonstrated its resilience over time, delivering consistent revenue growth for the past two decades across multiple economic cycles. We sit in a unique position in the healthcare supply chain and take our mission of safeguarding global health very seriously. John will get into the financial details in a moment, but first, I want to take the time to highlight some events that took place during the quarter. On the governance front, in addition to adding Rich Kyle to our board of directors in February, we're excited to welcome Ken Krause, who joined our board in March.

Kenneth D. Krause's leadership and proven track record of creating shareholder value as a public company chief financial officer for over 10 years, combined with his extensive experience in strategy, finance, and governance, will be tremendous assets as we continue to grow. I'd also like to thank Constantine S. Mihas and Robert Canals, 2 of our private equity board members, for their service and contributions to Sotera Health. Constantine S. Mihas recently completed his board service, and Rob will transition off the board later this month. Both have provided valuable perspective and guidance, and we sincerely appreciate their impact over the years. In March, the private equity shareholders completed another secondary sale of existing shares, bringing our public float to approximately 90% of outstanding shares. Lastly, I want to briefly comment on some positive legal developments in Georgia.

As a reminder, 8 bellwether personal injury cases were selected into phase I and phase II causation proceedings, where the court focused on the science. On March 30, 2026, the Georgia State Courts dismissed the remaining 5 bellwether cases as the plaintiffs could not prove general causation in the phase I proceedings. As a reminder, the court dismissed the other 3 bellwether cases in October of last year in the phase II specific causation proceedings. All 8 bellwether cases have now been dismissed and are subject to appeal. Although the March 30 order applies directly to the 5 phase I pool cases, the court's rejection of claims general causation theories is a critical issue common to all of the personal injury cases. We believe this order underscores the lack of reliable scientific support for those remaining claims and should inform how the remaining cases are evaluated.

We'll continue to put sound science at the center of our defense as we stand behind the safety and importance of Sterigenics operations. As a reminder, developments related to EO can be found on our investor website. Now, John will take us through the financials in more detail.

Thank you, Michael. I will begin by covering the first quarter 2026 highlights on a consolidated basis, and then provide some details on each of the business segments. I will then wrap up with additional details on our 2026 outlook. For the first quarter on a consolidated total company basis, revenues increased by 10% to $280 million or 6.5% on a constant currency basis compared to the first quarter 2025. Net income on a GAAP basis for the quarter was $27 million or $0.09 per diluted share. Adjusted EBITDA grew 10.5% to $135 million or 6.9% on a constant currency basis, while Adjusted EBITDA margins expanded over 20 basis points.

Interest expense for Q1 2026 improved by $6 million to $35 million compared to the prior year quarter. Approximately half of the improvement was driven by the term loan repricing and debt paydown completed late in the third quarter of 2025, with the remainder driven by lower interest rates. Adjusted EPS increased to $0.18 per share, an improvement of approximately 29% from the prior year. It was a strong first quarter overall, with results largely in line with our expectations, aside from some favorable timing in Nordion. Let's go through the segment results. Sterigenics delivered 9.7% revenue growth to $186 million or 6.1% on a constant currency basis.

Favorable pricing of 4.5%, a foreign currency benefit of 3.6%, and improved volume mix of 1.6% drove revenue growth for the quarter. Localized weather impacts in the U.S. during Q1 resulted in a 1.7% headwind to Sterigenics volumes versus the prior year quarter. Segment income grew 9.6% to $96 million or 6% on a constant currency basis, driven by favorable pricing, a foreign currency tailwind, and improved volume mix, partially offset by higher costs.

Nordion's first quarter revenue increased 29% to $42 million or 25.8% on a constant currency basis compared to the same period last year, driven primarily by increased volume mix of 23.7% due to the timing of Cobalt-60 harvest schedules, along with foreign currency tailwinds of 3.2% and a pricing benefit of 2.1%. Nordion segment income increased approximately 36% to $24 million or 33.1% on a constant currency basis, with segment income margins expanding more than 290 basis points to 56.4%, driven by higher volume in mix, foreign currency benefits, and favorable pricing, partially offset by inflation. Nelson Labs revenue declined 0.7% to $52 million or 3.8% on a constant currency basis.

Pricing benefits of 2.8% and a foreign currency benefit of 3.1% were more than offset by the change in volume and mix. Segment income decreased by 11.5% to $15 million or 15.1% on a constant currency basis, with margins of 28% reflecting lower volume and mix, partially offset by favorable pricing and a foreign currency tailwind. I will touch on the balance sheet, cash generation, and capital deployment. In the first quarter, we generated $29 million in positive operating cash flow, inclusive of a $34 million payment for a previously disclosed legal settlement. We had positive Adjusted Free Cash Flow which will accelerate throughout the year.

Capital expenditures for the quarter totaled $46 million as we continue to make progress on our Sterigenics greenfield expansions, EO facility upgrades, and Cobalt-60 development projects. The company's liquidity position remains strong. As of the end of Q1 2026, we had over $900 million of available liquidity. Finally, we finished the quarter with a net leverage ratio of 3.2 times, nearing our long-term target range of 2-3 times. As Michael mentioned, we are reaffirming our 2026 outlook. To recap, we expect the following as compared to 2025. Total company revenue to grow to a range of $1.233 billion-$1.251 billion, representing 5%-6.5% constant currency growth and an estimated 100 basis point foreign currency benefit.

We expect Adjusted EBITDA to improve to a range of $632 million-$641 million, representing 5.5%-7% constant currency growth and an estimated 100 basis point impact from foreign currency. The foreign exchange benefit is expected to be fully realized in the first half of 2026, with the second half impact expected to be approximately neutral versus the prior year. Total company pricing is expected to be approximately the midpoint of our 3%-4% long-term range. For 2026, we expect Sterigenics to deliver mid to high single digits constant currency revenue growth year-over-year, with the second quarter year-over-year growth similar to the first quarter of 2026. As a reminder, Q2 was our strongest quarter of growth in 2025.

We expect Nordion to grow constant currency revenue in the low to mid single digits in 2026. Nordion's first half revenue is expected to represent approximately 40%-45% of full year 2026 revenue. For Nelson Labs, we expect full year 2026 constant currency revenue growth to be in the low single digits, with a slight return to growth in Q2. Segment income margins at Nelson Labs are expected to improve throughout the year, resulting in full year margins in the low to mid-30s. Based on the current forward rate curve, we expect interest expense between $135 million and $145 million. We are projecting an effective tax rate applicable to Adjusted Net Income in the range of 27%-29%. We expect Adjusted EPS in the range of $0.93-$1.01.

We continue to expect depreciation to increase in 2026, consistent with the step-up we experienced in 2025. On a weighted average basis, we expect a fully diluted share count in the range of 289 million to 291 million shares. Capital expenditures are expected to be in the range of $175 million-$225 million. We anticipate further Net Leverage Ratio improvement in 2026. Finally, as usual, our guidance does not assume any M&A activity. Now I'll turn the call back over to Michael.

Thank you, John. It has been my privilege to serve Sotera Health as CEO and Chair since 2016. With the company on strong footing after a decade of progress, I believe the time is right for a leadership transition that supports Sotera Health's continued evolution. Following a thoroughly planned board-led succession process, the board is appointing Alton Shader as Sotera Health's new Chief Executive Officer, effective May 26th. Alton is a seasoned healthcare executive with significant experience leading and growing global healthcare organizations, including Viamedical, Hill-Rom, and Baxter. In my new role as executive Chair and as a meaningful investor in this company, I look forward to working closely with Alton to ensure a smooth and deliberate leadership transition. We have already started discussing priorities and the path forward for Sotera Health. I also continue to be actively involved in investor relations and commercial and litigation strategies.

As I transition my new role, I want to thank our board for its guidance and support over the past decade. I want to thank our 3,100 employees for working with me and our leaders in continuing to make this company really special and a great place to work. I also want to thank our investors for your support since we took the company public in 2020. Rest assured, I continue to believe in and will remain engaged and committed to the long-term success of our company. With that operator, I'd like to open it up for questions, please.

Thank you. We will now begin the question and answer session. To ask a question, you may press Star, then One on the touch-tone phone. If you're using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw your question, please press Star then Two. At this time, we will pause momentarily to assemble our roster. The first question today comes from Sean Dodge with BMO Capital Markets. Please go ahead.

Hey, good morning. This is Thomas Keller in for Sean. I guess first off, congratulations on the 10 years, Michael, and thank you for taking the questions. I wanted to start off on Sterigenics and the realignment of the business around higher growth end markets. Where are you all in that strategy? I imagine it takes some time to get the pieces in place internally for that and then to win and onboard new business. Was there any benefit here from a volume or mix shift standpoint in Q1? Is there anything contemplated in the full year guide? Thanks.

Yeah. Thanks, Thomas. You know, that's something that we're focused on as an organization. As we look at our cross-business unit activity and our strategic selling activity, we're focused on those key segments. You know, in the quarter, Sterigenics, you know, put up 1.6% volume in mix growth. Remember, we also had an impact from weather. You know, we're happy. You know, the first quarter, the beginning of the quarter started off slow with the weather, which we kind of signaled when we talked last time. It finished strong, and we're optimistic on the outlook as we go forward here and how March finished out and how we're starting out, the second quarter.

Okay, great. Then, from a capacity standpoint, where's the business now in terms of utilization kind of across the different modalities, maybe versus historical averages? With remaining expansions, do you have what you need to support potentially higher level of growth for the next several years? Thanks.

Thank you. We're in a good spot on capacity. Obviously, by modality, by geography, you'll have some pinch points at a given point in time. You know, we target 80%. We're in a good spot. The teams have done a nice job operationally in trying to figure out how to get more out of our existing capacity. You know, we've got a facility that we'll start to bring online later this year in the X-ray modality. Then we've got another one scheduled late 2027, early 2028 that we feel good about. Overall, our capacity situation's in a good spot. We're well-situated and been servicing our customers very well. I also referenced on the call, you know, we continue to see good customer satisfaction scores.

We just got the results for 2025, we saw significant improvement year-over-year, both in Sterigenics and Nelson Labs. We're going the right direction. We're really encouraged what we see going forward here.

All right, great. Thank you very much, and congrats again.

Thank you.

The next question comes from Brett Fishbin with KeyBanc Capital Markets. Please go ahead.

Good morning, everyone. Just a quick question on Sterigenics. One Q is generally expected to be the lightest quarter for that segment, and you somewhat exceeded expectations. Do you still see one Q as being the lightest quarter of the year? Maybe just to tack on a follow on, can you just speak a little bit to what you're seeing within core med devices and bioprocessing volumes specific to Sterigenics?

Yeah. You know, we saw a nice quarter out of Sterigenics. We'd like to see a little bit better, but obviously, we can't control the weather. You know, last year we had a significant 2nd quarter, as, you know, we've talked about in the past. We'll see a good quarter here in the 2nd quarter consistent with the guide that we've just provided you. You know, we're expecting similar growth to the 1st quarter in constant currency. Med device had a good solid quarter. When you look across all the end markets we serve, med device had a good solid quarter, and bioprocessing was up significant year-over-year again. Remember, it's a small portion of our total business, but it was significant growth over prior year.

All right. Yeah. Thank you very much. It is helpful.

Great.

The next question comes from Patrick Donnelly with Citi. Please go ahead.

Hey, guys. Thanks for the question. Michael, congrats.

We're turning the Irishman into an Italian. Donnelly? All right, go ahead, Patrick.

Yeah, it's a first. Congrats on the move, the transition. I guess maybe one on Sterigenics. Can you just talk about what you saw as the quarter progressed on the volume side, just the visibility there? It feels like you're in a pretty good spot, but just maybe talk through the different markets and what you saw as the quarter progressed and the expectations here going forward.

Patrick, you know, January and February were a little softer, as I mentioned, particularly, you know, weather related. As the quarter progressed, March, you know, March was the best quarter on volume we've had in the last 3 or 4 years in March. You know, 1 month doesn't make a year, but we're optimistic about that, and April started off strong. We feel very comfortable in the guide that we've given here, and we're seeing nice growth. We expect that to continue as the year progresses with some of the things. You know, we've got that X-ray facility coming out, and we'll see some growth out of that. We've got a customer conversion that we've talked about previously that'll start to impact late in the year.

Overall, just the level of engagement with our customers and some of the commitments that we see coming forth from them, we feel good about how Sterigenics is positioned coming out of the first quarter.

Okay, that's helpful. Then maybe just on the margin side, can you just talk through the moving pieces? You know, obviously, pricing always a good lever for you guys. Any changes on that front and just how we should think about the margins as we work our way through the year? Thank you, guys.

Yeah, Patrick, it's John. Thanks for the question. You know, we feel good about the margins as the guide implies, right? Well, we saw margin improvement in the quarter. As the guide implies, we expect margin improvement in the year. That's really gonna be driven from Sterigenics, where we expect to get some good operating leverage in the business and really stable margins on the other part of the segments. We're very optimistic about the opportunity to see another year of margin improvement on the heels of our strong margin improvement last year. We're feeling good about that.

The next question comes from Matt Sykes with William Blair. Please go ahead.

Hi, good morning, guys, and thanks for taking our questions. I'm gonna try to hit on the Sterigenics question another way here. I think, you know, excluding the weather impact, you did about 8% constant currency in 1Q. You said you expect, you know, similar constant currency growth in 2Q, even though, you know, April's off to a strong start and you don't have that weather piece. Does that slow down relative to, you know, the 8% ex-weather? Is that just a comp issue? Is it just conservatism? Are there some other factors in there we should be thinking about for Sterigenics in the second quarter? Thank you.

Yeah. Thanks, Max. You know, the big thing, and I alluded to it in my script, you know, Q2 of last year was our strongest quarter of growth, so it's really a comp issue versus anything else.

Okay. Yeah, that's helpful. Just wanted to confirm on that. Then maybe one on Nelson Labs here. I know you said it was in line with your expectations for the quarter. Just wondering if you could help us think through, you know, testing growth versus Expert Advisory Services, and in particular, how much of a headwind the latter represented in 2Q. Then just thinking through, you know, the margins did step down pretty significantly year-over-year, so helping us understand the drivers behind that and then the outlook for margins for that segment over the balance of the year as well would be super helpful. Thank you.

Yep. Great, Max. This is Michael. As we communicated, it came in as we expected, what we were seeing on the Nelson side for the first quarter. EAS, this is the last quarter where we had that headwind that we're lapping over. Testing volumes were down a little bit over prior year, as we look at some of the activity, you know, routine volumes are coming back. Our service has been outstanding in that area. As sterilizations volume go up, we'll continue to see that correlation and strength on the routine testing side. Not always one for one, there is a correlation there.

On the validation side, we're starting to see some pipeline on some of the longer term projects start to build as we go into the latter parts of 2026. We signaled that we see the margins coming to low to mid 30s, which is consistent with what we've been talking about for the last many quarters around this topic.

Got it. Thanks again for taking our questions.

Thank you.

The next question comes from Joseph Downing with Piper Sandler. Please go ahead.

Hey everyone, congrats on the announcement, Michael. I'm just gonna attack Sterigenics from a slightly different lens here. Growth and margins in 1Q were obviously impressive even in spite of the weather, the weather-related headwinds. As we look at the broader inflationary backdrop, could you just help us think about the durability of Sterigenics margins through the year, and whether sustained cost inflation actually creates an opportunity for the team to take incremental price throughout the year?

Yeah. Thanks, Joseph. You know, we're not seeing significant inflation in that business. We continue to manage that well. You know, our key inputs are really around labor and then gas and cobalt. We're in a good spot there. We've set pricing in such a way that we make sure our value gap is positive. You know, in the quarter, Sterigenics had about 4.5% price, which is slightly above the 4% that, you know, we've guided towards, but we continue to see that business in a good spot and being rewarded for the value it brings our customers. We're not concerned about anything materially on the inflation side as we sit here today.

Got it. Thanks, Michael. You just referenced it earlier, but on that large customer onboarding that should come on later this year, is there any more detail you can provide there about maybe sizing the customer or how to think about the ramp throughout the rest of the year, and also if that's a part of the guide?

Yeah. That is assumed in our guide. It'll come late into the year. You know, it's a meaningful customer, but it's not, you know, crazy size. We're not building a facility or anything anywhere near that for that kind of business. It's a significant win for us, from both, you know, just morale and just helping reinforce the value prop of the company. Overall, you know, we've got that built into our outlook for the rest of this year in the guide, and you'll see it late in the year.

Great. Appreciate that.

Yeah. Thanks, Sam, for your comments and questions. You know, we are executing. As you know, we've spent a significant amount of CapEx in Sterigenics, approximately $200 million over the duration on we call general facility enhancements for this ethylene oxide activity. The team is doing a very good job executing on that. We should have the vast majority of that completed here in 2026. There's a rule out there today that has got another 2 years before it's required to meet those requirements, now there's a new proposed rule out there. Listen, we're going as if the rule that's in place is gonna be the requirement, our teams are aligned, engineering teams are executing along those plans. You know, I'm not exactly sure how the administration is gonna rule on this.

Our job is to make sure we're operating in a safe and compliant manner, and we're taking all actions that we can to put the facility in the best place possible. We're moving forward with those plans. We will provide comments just like many others in the industry on the new proposed rule. These are still gonna be based on what we saw in the proposed rule. They're gonna be tough restrictions. They're a little easier than the rule that was just recently put out, but they're still tough and challenging rules. We feel very well-positioned to be able to meet those requirements. As far as creating opportunities for us, depending on exactly what the final rule is and the timing, that will determine how much opportunity.

Not that I-

Yep.

No.

Again, if you have a question, please press star then one. The next question comes from Michael Polark with Wolfe Research. Please go ahead.

Good morning. Hey, Michael. Congrats. Good luck. You know, I would have thought if you were making a transition, you would have shed the investor relations hat, so you didn't have to deal with folks like me and my clients. Pleasantly surprised to see that's still part of your ongoing commitment.

Trust me, I was trying to shed the litigation. The board wouldn't let me. Trust me on that. Yeah.

You know, my other, my other joke that I was noodling on was I'm sure you can imagine more fun things than defending multi-state toxic tort cases. Anyways, yes, congrats. All right, two for me. In the quarter, appreciate the weather call-out for Sterigenics. If I recall, part of the 1Q guidance also considered kind of excess EO maintenance downtime. I didn't hear that spiked out. Would you flag that as a significant item in the quarter on Sterigenics volumes? John, maybe for the rest of the year, what's kind of the maintenance schedule across the network? Anything unusual you would have us think about 2Q, 3Q, 4Q?

Yeah, I'll turn to John to answer. Just one point, Michael, on that. It's one thing as I mentioned about the customer coming on board, also the emphasis we're getting from our customers on some of the outlook, as well as the Haw River coming on. The thing I failed to mention was also the number of days out in the second half will be lower. John, go ahead, John.

Yeah. I wouldn't add anything other than to reiterate that point. You know, we have the downtime days are a headwind year-over-year in the first half and turns to a tailwind in the second half.

Helpful. The second one, total squint, but Nelson for the second quarter, slight return or return to slight growth, is slight. Is that 1% or is that something better? Thank you.

I would think in the range you're talking or below.

Okay. Thank you.

This concludes our question and answer session. I would like to turn the conference over to Michael B. Petras, Jr. for any closing remarks.

Great. Thank you. You know, as we move through 2026, we're encouraged by our momentum and a strengthened financial position. We remain confident in our ability to drive long-term growth, strong cash flow, and shareholder value. Our leadership in a large and growing market, global scale, the regulatory expertise, accelerating free cash flows and disciplined capital allocation positions us really well for sustainable growth. We look forward to seeing many of you at the conferences coming up here this spring and early summer, thank you for your continued support and, have a good day. Thank you.