STERIS’ $1.35 Billion Senior Notes Offering

Simpson Thacher represented the underwriters in the offering, and also represented JPMorgan Chase Bank, N.A., as administrative agent, and the other arrangers and lenders in the term loan agreement and revolving credit agreement.

STERIS Irish FinCo Unlimited Company, an Irish public unlimited company and the wholly owned subsidiary of STERIS plc (“STERIS”), executed its debut offering of $675 million aggregate principal amount of 2.7% Senior Notes due 2031 and $675 million aggregate principal amount of 3.75% Senior Notes due 2051.The proceeds of the offering are being used, in part, to fund STERIS’ proposed acquisition of Cantel Medical Corp. (“Cantel”).

STERIS also entered into a delayed draw term loan agreement (the “Delayed Draw Term Loan Agreement”), a term loan agreement (the “Term Loan Agreement”) and a revolving credit agreement (the “Revolving Credit Agreement”). Upon funding, the proceeds of the Delayed Draw Term Loan Agreement are expected to be used, in part, to fund STERIS’ proposed acquisition of Cantel. The Term Loan Agreement is replacing and refinancing STERIS’ existing term loan agreement. The Revolving Credit Agreement is replacing and refinancing STERIS’ existing revolving credit agreement, and the proceeds of the Revolving Credit Agreement may, at the option of STERIS, be used to fund, in part, STERIS’ proposed acquisition of Cantel.

The proceeds of the offering and amounts available under the Delayed Draw Term Loan Agreement replaced previously committed bridge debt financing for STERIS in connection with the announced acquisition of Cantel.

STERIS is a leading provider of infection prevention and other procedural products and services, offering its customers a unique mix of innovative capital equipment products, such as sterilizers and washers, surgical tables, lights and equipment management systems and connectivity solutions.

The Simpson Thacher team advising the underwriters, led by J.P. Morgan Securities LLC, BofA Securities, Inc. and Citigroup Global Markets Inc., included Art Robinson (Picture), John O’Connell, Elise Quinones and Jason Kitchen (Capital Markets); Dan Kay, Matthew Farrell and Heather Lee (Banking and Credit); Joshua Levine, Vanessa Burrows and Daniel Levien (Healthcare); Marcy Geller, Jonathan Cantor, Jasmine Hay and Eli Shalam (Tax); Genevieve Dorment, Alysha Sekhon and Bobbie Burrows (IP); Andrew Blau, Jennifer Neilsson and Pasco Struhs (ECEB); Michael Isby (Environmental); and Jennie Getsin (FINRA and Blue Sky).

Involved fees earner: Andrew Blau – Simpson Thacher & Bartlett; Vanessa Burrows – Simpson Thacher & Bartlett; Bobbie Burrows – Simpson Thacher & Bartlett; Jonathan Cantor – Simpson Thacher & Bartlett; Genevieve Dorment – Simpson Thacher & Bartlett; Matthew Farrell – Simpson Thacher & Bartlett; Marcy Geller – Simpson Thacher & Bartlett; Jennie Getsin – Simpson Thacher & Bartlett; Jasmine Hay – Simpson Thacher & Bartlett; Michael Isby – Simpson Thacher & Bartlett; Daniel Kay – Simpson Thacher & Bartlett; Jason Kitchen – Simpson Thacher & Bartlett; Heather Lee – Simpson Thacher & Bartlett; Daniel Levien – Simpson Thacher & Bartlett; Joshua Levine – Simpson Thacher & Bartlett; Jennifer Neilsson – Simpson Thacher & Bartlett; John O’Connell – Simpson Thacher & Bartlett; Elise Quinones – Simpson Thacher & Bartlett; Arthur Robinson – Simpson Thacher & Bartlett; Alysha Sekhon – Simpson Thacher & Bartlett; Eli Shalam – Simpson Thacher & Bartlett; Pasco Struhs – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: Bank of America Securities; Citigroup Global Markets Ltd; J.P. Morgan Securities LLC;

Author: Martina Bellini