Sotera Health, Warburg Pincus, and GTCR in $486 Million Secondary Stock Offering

Cleary Gottlieb represented Sotera Health Company and two of its principal shareholders, Warburg Pincus and GTCR, in its $486 million secondary public offering of 31.84 million shares of common stock.

The offering priced on May 11, 2026, and is expected to close on May 13, 2026. All of the shares of common stock offered were sold by the selling shareholders. Sotera Health did not sell any shares and will not receive any proceeds from the offering. This offering completes the sale of Sotera Health’s shares by Warburg Pincus and GTCR, which are Sotera Health’s former private equity sponsors, and, following the completion of the offering, Warburg Pincus and GTCR will no longer own any shares of common stock of Sotera Health.

Goldman Sachs & Co. LLC acted as underwriter for the offering.

Sotera Health is a leading global provider of mission-critical end-to-end sterilization solutions, lab testing, and advisory services for the healthcare industry.

The Cleary capital markets team includes partner Lillian Tsu; counsel David Parish; associates Aditi Thakur, Omelebele Edeoga, and Chad Kennon; and law clerk Ville Latola. Partner Matthew Brigham is advising on U.S. tax matters.