STERIS to sell Dental segment to Peak Rock Capital for $787.5M cash, plus earnout

STERIS plc

Purchase price $787.5M cash (subject to adjustments) plus up to $12.5M earnout on FY2025 revenue targets.
Dental segment reported $407M revenue and $86M segment operating income in trailing 12 months ended Dec 31, 2023.
Transaction expected to close in Q1 FY2025; proceeds primarily to repay debt, with estimated interest expense benefit of ~$0.35/sh.
Segment to be reported as discontinued operations for Q4 and full year FY2024; FY2025 outlook to be provided with Q4 results.
Closing subject to Hart-Scott-Rodino approval and customary conditions; termination fee of $35M payable by buyer in certain scenarios.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

STERIS plc entered into Equity Purchase Agreement with HuFriedy Group Holding LLC valued at $787.5 million in cash, subject to customary adjustments, and up to $12.5 million in contingent paym (effective 2024-04-10).

Action: entry
Agreement: asset purchase
Counterparty: HuFriedy Group Holding LLC
Value: $787.5 million in cash, subject to customary adjustments, and up to $12.5 million in contingent paym
Effective: 2024-04-10

Exact text from the filing

On April 10, 2024, STERIS Corporation (“Seller”), a wholly owned subsidiary of STERIS plc (“STERIS”), and certain affiliates, entered into an Equity Purchase Agreement (the “Purchase Agreement”) with HuFriedy Group Holding LLC (the “Purchaser”), an affiliate of Peak Rock Capital LLC.

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Source: SEC EDGAR

accession 0001193125-24-092481

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