United States securities and exchange commission logo
August 4, 2022
Janet H. Zelenka
Executive Vice President and Chief Financial Officer
Stericycle, Inc.
2355 Waukegan Road
Bannockburn, IL 60015
Re: Stericycle, Inc.
Form 10-K for
Fiscal Year Ended December 31, 2021
Filed February 24,
2022
File No. 001-37556
Dear Ms. Zelenka:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K filed February 24, 2022
General
1. We note that you
provided more expansive disclosure in your 2021 Corporate Social
Responsibility Report
than you provided in your SEC filings. Please advise us what
consideration you gave
to providing the same type of climate-related disclosure in your
SEC filings as you
provided in your 2021 Corporate Social Responsibility Report.
Risk Factors, page 20
2. Disclose the material
effects of transition risks related to climate change that may affect
your business,
financial condition, and results of operations, such as market trends that
may alter business
opportunities, credit risks, or technological changes.
3. Disclose any material
litigation risks related to climate change and explain the potential
impact to the company.
Janet H. Zelenka
FirstName
Stericycle, LastNameJanet H. Zelenka
Inc.
Comapany
August NameStericycle, Inc.
4, 2022
August
Page 2 4, 2022 Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
34
4. We note you disclose on page 12 of your Form 10-K that you are
optimizing your
transportation network to reduce miles driven and overall greenhouse
gas impact and that
you anticipate modernizing your plant equipment to lessen your overall
energy
consumption. We also note your disclosure on page 14 of your proxy
statement
discussing your ESG Progress during 2021 and ESG Objectives for 2022.
Please tell us
about and quantify past and/or future capital expenditures for
climate-related projects for
each of the periods for which financial statements are presented in
your Form 10-K and
those planned for future periods.
5. To the extent material, discuss the indirect consequences of
climate-related regulation or
business trends, such as the following:
decreased demand for goods or services that produce significant
greenhouse gas
emissions or are related to carbon-based energy sources;
increased demand for services that result in lower emissions than
competing
products;
increased competition to develop innovative new services that
result in lower
emissions;
increased demand for generation and transmission of energy from
alternative energy
sources; and
any anticipated reputational risks resulting from operations or
services that produce
material greenhouse gas emissions.
6. We note your disclosure on page 30 of your Form 10-K regarding the
impact of the
physical effects of climate change. If material, discuss the physical
effects of climate
change on your operations and results. This disclosure may include the
following:
quantification of material weather-related damages to your
property or operations;
potential for indirect weather-related impacts that have affected
or may affect your
major customers or suppliers; and
any weather-related impacts on the cost or availability of
insurance.
Your response should include quantitative information for each of the
periods for which
financial statements are presented in your Form 10-K and explain
whether changes are
expected in future periods.
7. We note your disclosures on pages 16 and 25 of your Form 10-K
regarding compliance
with environmental laws and regulations. Please tell us about and
quantify compliance
costs related to climate change for each of the periods covered by
your Form 10-K and
whether increased amounts are expected to be incurred in future
periods.
8. If material, please discuss any purchase or sale of carbon credits or
offsets and the effects
on your business, financial condition, and results of operations. To
the extent applicable,
ensure you provide quantitative information with your response for
each of the periods for
which financial statements are presented in your Form 10-K and for any
future periods.
Janet H. Zelenka
Stericycle, Inc.
August 4, 2022
Page 3
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Anuja A. Majmudar, Attorney-Adviser, at (202) 551-3844 or
Karina
Dorin, Attorney-Adviser, at (202) 551-3763 with any questions.
FirstName LastNameJanet H. Zelenka Sincerely,
Comapany NameStericycle, Inc.
Division of
Corporation Finance
August 4, 2022 Page 3 Office of Energy &
Transportation
FirstName LastName