United States securities and exchange commission logo
September 12, 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
Response dated
August 31, 2022
File No. 001-37556
Dear Ms. Zelenka:
We have reviewed your August 31, 2022 response to our comment
letter 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. Unless we note otherwise, our references to prior comments are
to comments in our
August 4, 2022 letter.
Response dated August 31, 2022
Risk Factors, page 20
1. We note your response
to prior comment 2 appears to focus on transition risks related to
climate change policy
and regulatory changes and that to the extent transition risks have
not been disclosed in
the Form 10-K, you determined they were not material. Please
describe the relevant
transition risks you analyzed, including the items specifically noted
in our prior comment,
and explain how you assessed the effects of these risks for purposes
of disclosure in your
SEC filings.
Janet H. Zelenka
FirstName
Stericycle, LastNameJanet H. Zelenka
Inc.
Comapany 12,
September NameStericycle,
2022 Inc.
September
Page 2 12, 2022 Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
34
2. We note from your response to prior comment 5 that you have not been
impacted by the
items highlighted in our comment pertaining to the indirect
consequences of climate-
related regulation or business trends. However, it is not clear how
you evaluated the
factors noted in our prior comment to determine the effect of such
indirect consequences.
Please describe how the indirect consequences of regulations or
business trends related to
climate change were considered in your analysis and tell us how you
concluded that they
were not material. Your response should specifically address our prior
comment in the
context of operations that produce greenhouse gas emissions, such as
the collection and
transportation of regulated wastes.
3. Your response to prior comment 6 does not appear to explain how you
considered
providing disclosure regarding how you could be impacted if severe
weather disrupts
your suppliers. As such, our prior comment is partially re-issued. In
addition, tell us
whether you expect any future period changes to the cost of insurance.
Please contact Anuja A. Majmudar, Attorney-Adviser, at (202) 551-3844 or
Karina
Dorin, Attorney-Adviser, at (202) 551-3763 with any questions.
Sincerely,
Division of
Corporation Finance
Office of Energy
& Transportation