Michael Petras
Analyst · RBC Capital Markets. Sean, your line is now open
Thanks, Michael. Before we open it up for Q&A, I will provide an update on our EO litigation in Illinois because I know many of you understandably have questions. In deference to the court system as the appropriate forum in which all parties and their lawyers ought to be addressing these complicated issues, I will not provide further comment beyond this briefing. As has been widely reported in the media, in September, the jury in the first EO trial, Cook County, Illinois, returned a verdict in favor of the plaintiff, Susan Kamuda, and awarded her compensatory damages, punitive damages, and prejudgment interest in the amount of $358.7 million against our subsidiaries Sterigenics U.S. LLC, and Sotera Health LLC. Sterigenics U.S. operates EO and gamma sterilization facilities in the United States. Sotera Health LLC is the holding company of Sterigenics U.S. and a subsidiary of Sotera Health Company. We do not believe the facts, the science or the law, justify the verdict or damage awards, and we intend to vigorously challenge them through all appropriate motions for post-trial relief and appeals. On October 25, we began that process by filing a motion for post-trial relief with the trial court. The motion for post-trial relief addresses both the verdict and the damages awarded. First, the motion for post-trial relief asked the court to enter judgment in favor or in the alternative to grant a new trial. The basis for this request of relief includes the insufficiency of the evidence at trial to support the verdict, numerous errors in the trial court's rulings and important motions, and about the admissibility of evidence in numerous errors in the court's instructions to the jury. Second, the motion for post-trial relief asked the trial court to reduce the compensatory damages on the grounds that the award was excessive and not supported by the evidence. Third, the motion for post-trial relief requests the trial court to vacate or reduce the award of punitive damages on the grounds that the strict threshold standard for allowing a jury to award punitive damages was not met and that the jury's award was not supported by the evidence. While I will not go into the details, the motion for post-trial relief presents our argument that there are no credible scientific studies suggesting, let alone establishing, that exposure to the levels of EO alleged by Mrs. Kamuda can or do cause cancer. Various rulings by the trial court improperly impeded our defense on this case, particularly on the lack of causation and otherwise resulted in unbalanced and unfair trial. The compensatory damages, which were nearly double the amount sought by the plaintiffs lawyers at trial, were excessive and fueled in significant part by evidence and argument that should not have been presented to the jury. The strict and high standard for awarding punitive damages was not met and the punitive damage awards were entirely out of proportion to the alleged misconduct. The motion for post-trial relief and any subsequent appeals are expected to stay the enforceability of the Kamuda judgment, including citations and means that Mrs. Kamuda's lawyers attached before the motion for post-trial relief was filed against Sterigenics U.S., Sotera Health LLC, our parent company, and many of our other subsidiaries. Obviously, these are the company's use of the verdicts in the issues associated with the verdict. Mrs. Kamuda and her representatives have differing views. If our post-trial motions are not successful, we intend to take these serious issues up to the appellate courts. The range of loss for this case could be from $0 to $358.7 million plus potential post-judgment interest. However, the company does not believe that after rulings on all appropriate motions for post-trial relief in appeals liability to the plaintiff is probable and thus no reserve has been recorded. If and when appeals prove necessary, Sterigenics U.S. and Sotera Health LLC will be required to post a surety bond or other security pending the appeals. The amount of the bond will ultimately be determined by the courts, and per the typical application of the governing rules to less atypical outcomes could be as high as 150% of the judgment, unless the trial or appellate courts determine a lower amount to be more just and appropriate under the totality of circumstances. We are working to secure the bond or other security and expect to be able to do so, but we will have to navigate the present state of the capital markets. Regarding the timelines for review of this first EO case, we are eager to proceed with the post-trial proceedings as expeditiously as possible. However, it is difficult to predict with any degree of certainty the exact timelines. Motions and appeals can take months at minimum and at times require a year or more to resolve. This second EO trial is now underway before a different judge and a different jury in Cook County and is currently expected to conclude in mid-November. The third trial is scheduled begin in January 2023, and a fourth trial is scheduled to begin in April 2023. These are individual plaintiff trials in which only the claims of each of the plaintiffs case will be litigated. These trial dates in the overall case management schedules will be returned by the courts in due change from time-to-time. Subject to change, we expect that the five individual Illinois trials previously scheduled to begin in January 2023 will not be treated at that time – tried at that. Furthermore, at a recent hearing, the court indicated the claims of small groups of plaintiffs should be tried jointly, starting in late May 2023. The parties have been instructed to confer to identify plaintiffs whose claims could be tried jointly because the details in the individual claims are similar. We will know more in mid-November about whether joint trials are possible and when they will be scheduled. But even if the joint trials proceed, they will remain individual actions and will not become class actions by the virtue of this latest procedural development. And finally, as announced earlier today, we welcome seasoned executive and highly respected litigator, Alex Dimitrief, to our executive team as general counsel. Alex grew up in Illinois and was a litigator in the Chicago office at Kirkland & Ellis LLP for 20 years. Alex and I worked together when he left K&E to join G.E. And Alex has a brilliant legal mind, a successful litigator, and champion of integrity with respect to law and justice. We welcome Alex's experience, input, and guidance regarding the EO cases. I want to reinforce several important points. Sotera Health respects the legal system and the rights of the plaintiffs to present their cases. But with respect, we regard the outcome of the first EO trial to be unjust and unsupported by the facts, the science or the law. We intend to continue to vigorously defend Sterigenics U.S. LLC and Sotera Health LLC against these claims. Our company plays an indispensable role in healthcare. We conduct our operations with profound respect for our legal, regulatory, and other obligations, and our employees operate our facilities safely, responsibly, and compliantly. It's our employees commitment to our company, our mission, our customers, and the communities in which we operate that have driven Sotera Health's consistent and outstanding performance over so many years it gives me so much optimism over our outlook for 2022 and beyond. At this point, operator, Denise, let's open the call for Q&A.