10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________________

FORM 10-Q

________________________________________________________

[Mark One]

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 1-37556

________________________________________________________

Stericycle, Inc.

(Exact name of registrant as specified in its charter)

________________________________________________________

Delaware	36-3640402
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification Number)

2355 Waukegan Road

Bannockburn, Illinois 60015

(Address of principal executive offices, including zip code)

(847) 367-5910

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	SRCL	Nasdaq Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer,” "smaller reporting company," and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒

Smaller reporting company ☐

Accelerated filer ☐

Emerging growth company ☐

Non-accelerated filer ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

On August 2, 2021, there were 91,854,225 shares of the Registrant’s Common Stock outstanding.

Table of Contents

		Page No.
PART I. FINANCIAL INFORMATION
	Item 1.  Financial Statements (Unaudited)
	Condensed Consolidated Statements of Income (Loss)	5
	Condensed Consolidated Statements of Comprehensive Income (Loss)	6
	Condensed Consolidated Balance Sheets	7
	Condensed Consolidated Statements of Cash Flows	8
	Condensed Consolidated Statements of Changes in Equity	9
	Notes to Condensed Consolidated Financial Statements	11
	Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	Item 3.  Quantitative and Qualitative Disclosure about Market Risk	32
	Item 4.  Controls and Procedures	32
PART II. OTHER INFORMATION
	Item 1.  Legal Proceedings	33
	Item 1A.  Risk Factors	33
	Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds	33
	Item 6.  Exhibits	34
	SIGNATURES	35

2021 Q2 10-Q Report Stericycle, Inc. ● 2

Glossary of Defined Terms

Unless the context requires otherwise, the “Company,” “Stericycle,” "we," "us" or "our" refers to Stericycle, Inc. on a consolidated basis. The Company also uses several other terms in this Quarterly Report on Form 10-Q, most of

2021 Q2 10-Q Report Stericycle, Inc. ● 3

which are explained or defined below:

Abbreviation	Description
2020 Form 10-K	Annual report on Form 10-K for the year ended December 31, 2020
Adjusted Income from Operations	Income from Operations adjusted for certain items discussed in Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
ARP Act	American Rescue Plan Act of 2021
ASC 740	Accounting Standards Codification Topic 740 "Income Taxes"
ASEA	Agencia de Seguridad, Energia y Ambiente
ASU	Accounting Standards Update
CAA 2021	Consolidated Appropriations Act, 2021
CARES Act	U.S. Coronavirus Aid, Relief, and Economic Security Act enacted into law on March 27, 2020
Clean Air Act	The Clean Air Act of 1970
Credit Agreement Defined Debt Leverage Ratio	As of any date of determination, the ratio of (a) (i) Consolidated Funded Indebtedness as of such date minus (ii) Unrestricted Cash as of such date to (b) Consolidated EBITDA for the period of four fiscal quarters most recently ended on or prior to such date, as defined in the Fifth Amendment.
COR	Cost of revenues
COSO Framework	Internal Control Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission
COVID-19	The global novel coronavirus disease 2019 outbreak, which the World Health Organization declared as to be a pandemic
Credit Agreement	Credit Agreement dated November 17, 2017 by and among the Company and certain of its subsidiaries named therein, Bank of America, N.A., as administrative agent, and the other financial institutions party thereto as amended
CRS	Communication and Related Services
DAQ	Division of Air Quality
DEA	Drug Enforcement Administration. The Drug Enforcement Administration (DEA) is a division of the US Department of Justice. It is the federal agency which regulates the manufacture, dispensing, storage, and shipment of controlled substances including medications with human abuse potential.
DOJ	U.S. Department of Justice
Domestic Environmental Solutions	Hazardous Waste Solutions and Manufacturing and Industrial Services
DSO	Days Sales Outstanding, defined as the average number of days that it takes a company to collect payment after revenue has been recorded, computed as the trailing twelve months of Revenues for the period ended DSO, divided by the Accounts Receivable balance at the end of the period.
DTSC	Department of Toxic Substances Control
EBITDA	Earnings Before Interest, Taxes, Depreciation & Amortization. Another common financial term utilized by Stericycle to analyze the core profitability of the business before interest, tax, depreciation and amortization.
EPA	U.S. Environmental Protection Agency
ERP	Enterprise Resource Planning
Exchange Act	U.S. Securities Exchange Act of 1934
Expert Solutions	Recall and Return Services
FASB	Financial Accounting Standards Board
FCPA	U.S. Foreign Corrupt Practices Act
Fourth Amendment	Fourth Amendment to the Credit Agreement, dated as of June 14, 2019
Fifth Amendment	Fifth Amendment to the Credit Agreement, dated as of February 25, 2020
HSA	Healthcare Service Agreement with Buyer
International	Operating segment including Europe, Middle East, Asia Pacific and Latin America Business operations outside of North America
IRS	U.S. Internal Revenue Service
North America	Operating segment in North America, including Puerto Rico
NOV	Notice of Violation
Other Costs	Represents corporate enabling and shared services functions costs, annual incentive and stock-based compensation
PFA	Pre-filing agreement with the U.S. Internal Revenue Service
Purchase Agreement	Stock Purchase Agreement, dated as of February 6, 2020, by and between Stericycle, Inc., and the Buyer
PSU	Performance-based restricted stock unit
ROU	Right-of-use
RSU	Restricted stock unit
RWCS	Regulated Waste and Compliance Services. Stericycle business unit that provides regulated medical waste services.
SEC	U.S. Securities and Exchanges Commission
Senior Credit Facility	The Company's $1.2 billion senior credit facility due in November of 2022 granted under the terms of the Credit Agreement
Senior Notes	5.375% ($600.0 million) Senior Notes due July 2024 and 3.875% ($500.0 million) Senior Notes due January 2029
SG&A	Selling, general and administrative expenses
SID	Secure Information Destruction Services business unit that provides regulated confidential customer material shredding services.
SOP	Sorted office paper
SQ Settlement	Small quantity medical waste customers class action settlement of $295.0 million
Term Loans	Advances made by any lender under the Term Facility
TSA	Transition Services Agreement
U.K.	United Kingdom
U.S.	United States of America
U.S. GAAP	U.S. Generally Accepted Accounting Principles

2021 Q2 10-Q Report Stericycle, Inc. ● 4

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

STERICYCLE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(Unaudited)

In millions, except per share data
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenues	$	672.7	$	598.2	$	1,340.7	$	1,383.2
Cost of revenues	403.6		368.5		810.2		866.9
Gross profit	269.1		229.7		530.5		516.3
Selling, general and administrative expenses	213.5		201.0		415.8		459.7
Divestiture losses (gains), net	—		3.8		—		62.1
Income (loss) from operations	55.6		24.9		114.7		(5.5)
Interest expense, net	(17.9)		(19.3)		(36.3)		(44.3)
Other income (expense), net	0.7		(1.0)		—		(3.9)
Income (loss) before income taxes	38.4		4.6		78.4		(53.7)
Income tax (expense) benefit	(9.1)		(8.7)		(22.9)		29.7
Net income (loss)	29.3		(4.1)		55.5		(24.0)
Net income attributable to noncontrolling interests	—		(0.4)		(0.1)		(0.6)
Net income (loss) attributable to Stericycle, Inc. common shareholders	$	29.3	$	(4.5)	$	55.4	$	(24.6)
Earnings (loss) per common share attributable to Stericycle, Inc. common shareholders:
Basic	$	0.32	$	(0.05)	$	0.60	$	(0.27)
Diluted	$	0.32	$	(0.05)	$	0.60	$	(0.27)
Weighted average number of common shares outstanding:
Basic	91.8		91.4		91.7		91.4
Diluted	92.1		91.4		92.1		91.4

See accompanying Notes to Condensed Consolidated Financial Statements.

2021 Q2 10-Q Report Stericycle, Inc. ● 5

STERICYCLE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Net income (loss)	$	29.3	$	(4.1)	$	55.5	$	(24.0)
Other comprehensive income (loss):
Currency translation adjustments	6.7		10.3		(6.4)		(28.8)
Total other comprehensive income (loss)	6.7		10.3		(6.4)		(28.8)
Comprehensive income (loss)	36.0		6.2		49.1		(52.8)
Less: comprehensive income attributable to noncontrolling interests	0.1		0.4		—		0.7
Comprehensive income (loss) attributable to Stericycle, Inc. common shareholders	$	35.9	$	5.8	$	49.1	$	(53.5)

See accompanying Notes to Condensed Consolidated Financial Statements.

2021 Q2 10-Q Report Stericycle, Inc. ● 6

STERICYCLE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

In millions, except per share data
	June 30, 2021		December 31, 2020
ASSETS
Current Assets:
Cash and cash equivalents	$	61.7	$	53.3
Accounts receivable, less allowance for doubtful accounts of $49.1 in 2021 and $56.2 in 2020	402.7		380.7
Prepaid expenses	32.2		63.0
Other current assets	51.8		55.5
Total Current Assets	548.4		552.5
Property, plant and equipment, less accumulated depreciation of $662.2 in 2021 and $629.7 in 2020	713.3		701.3
Operating lease right-of-use assets	360.4		365.0
Goodwill	2,814.2		2,819.3
Intangible assets, less accumulated amortization of $701.1 in 2021 and $641.6 in 2020	1,027.2		1,087.4
Other assets	53.6		56.4
Total Assets	$	5,517.1	$	5,581.9
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of long-term debt	$	95.5	$	91.0
Bank overdrafts	2.4		—
Accounts payable	176.9		181.2
Accrued liabilities	269.7		289.4
Operating lease liabilities	86.3		86.2
Other current liabilities	45.9		49.3
Total Current Liabilities	676.7		697.1
Long-term debt, net	1,604.5		1,689.1
Long-term operating lease liabilities	293.1		299.0
Deferred income taxes	369.9		380.4
Long-term taxes payable	19.7		22.7
Other liabilities	59.7		59.2
Total Liabilities	3,023.6		3,147.5
Commitments and contingencies
EQUITY
Common stock (par value $0.01 per share, 120.0 shares authorized, 91.8 and 91.6 issued and outstanding in 2021 and 2020, respectively)	0.9		0.9
Additional paid-in capital	1,244.6		1,234.0
Retained earnings	1,438.0		1,382.6
Accumulated other comprehensive loss	(193.7)		(187.4)
Total Stericycle, Inc.’s Equity	2,489.8		2,430.1
Noncontrolling interests	3.7		4.3
Total Equity	2,493.5		2,434.4
Total Liabilities and Equity	$	5,517.1	$	5,581.9

See accompanying Notes to Condensed Consolidated Financial Statements.

2021 Q2 10-Q Report Stericycle, Inc. ● 7

STERICYCLE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

In millions
	Six Months Ended June 30,
	2021		2020
OPERATING ACTIVITIES:
Net income (loss)	$	55.5	$	(24.0)
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation	50.4		57.0
Intangible amortization	59.9		63.1
Stock-based compensation expense	12.2		12.9
Deferred income taxes	(8.8)		(2.7)
Divestiture losses (gains), net	—		62.1
Asset impairments, loss on disposal of property plant and equipment and other charges	—		12.3
Other, net	2.2		4.0
Changes in operating assets and liabilities, net of the effects of divestitures:
Accounts receivable	(22.8)		42.5
Prepaid expenses	30.9		(17.6)
Accounts payable	(7.2)		(21.4)
Accrued liabilities	(11.0)		(1.3)
Other assets and liabilities	(11.5)		20.4
Net cash from operating activities	149.8		207.3
INVESTING ACTIVITIES:
Capital expenditures	(59.7)		(74.6)
(Payments) proceeds from divestiture of businesses	(0.7)		427.7
Other, net	2.0		(0.8)
Net cash from investing activities	(58.4)		352.3
FINANCING ACTIVITIES:
Repayments of long-term debt and other obligations	(11.6)		(16.9)
Proceeds from foreign bank debt	—		0.6
Repayments of foreign bank debt	(0.2)		(2.9)
Repayments of term loan	(104.3)		(388.1)
Proceeds from senior credit facility	648.0		608.1
Repayments of senior credit facility	(610.6)		(745.6)
Proceeds (repayments) from bank overdrafts, net	2.3		(1.6)
Payments of capital lease obligations	(2.0)		(2.1)
Payments of debt issuance costs	—		(1.4)
Proceeds from issuance of common stock, net of (payments of) taxes from withheld shares	(3.6)		(1.1)
Payments to noncontrolling interest	(0.6)		—
Net cash from financing activities	(82.6)		(551.0)
Effect of exchange rate changes on cash and cash equivalents	(0.4)		(1.3)
Net change in cash and cash equivalents	8.4		7.3
Cash and cash equivalents at beginning of period	53.3		34.7
Cash and cash equivalents at end of period	$	61.7	$	42.0
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid, net of capitalized interest	$	23.0	$	45.5
Income taxes paid (refunded), net	$	8.1	$	0.6
Capital expenditures in Accounts payable	$	14.9	$	9.0

See accompanying Notes to Condensed Consolidated Financial Statements.

2021 Q2 10-Q Report Stericycle, Inc. ● 8

STERICYCLE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Unaudited)

In millions
	Stericycle, Inc. Equity
	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
	Shares	Amount
Balance as of April 1, 2021	91.8	$	0.9	$	1,235.9	$	1,408.7	$	(200.3)	$	3.6	$	2,448.8
Net income	—	—				29.3		—		—		29.3
Currency translation adjustment	—	—		—		—		6.6		0.1		6.7
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	—	—		1.6		—		—		—		1.6
Stock-based compensation expense	—	—		7.1		—		—		—		7.1
Changes to noncontrolling interest	—	—		—		—		—		—		—
Balance as of June 30, 2021	91.8	$	0.9	$	1,244.6	$	1,438.0	$	(193.7)	$	3.7	$	2,493.5
In millions
	Stericycle, Inc. Equity
	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
	Shares	Amount
Balance as of April 1, 2020	91.4	$	0.9	$	1,212.7	$	1,419.8	$	(357.2)	$	4.0	$	2,280.2
Net loss	—	—		—		(4.5)		—		0.4		(4.1)
Currency translation adjustment	—	—		—		—		10.2		0.1		10.3
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	0.1	—		1.9		—		—		—		1.9
Stock-based compensation expense	—	—		7.8		—		—		—		7.8
Balance as of June 30, 2020	91.5	$	0.9	$	1,222.4	$	1,415.3	$	(347.0)	$	4.5	$	2,296.1

2021 Q2 10-Q Report Stericycle, Inc. ● 9

In millions
	Stericycle, Inc. Equity
	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
	Shares	Amount
Balance as of December 31, 2020	91.6	$	0.9	$	1,234.0	$	1,382.6	$	(187.4)	$	4.3	$	2,434.4
Net income	—	—				55.4		—		0.1		55.5
Currency translation adjustment	—	—		—		—		(6.3)		(0.1)		(6.4)
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	0.2	—		(1.6)		—		—		—		(1.6)
Stock-based compensation expense	—	—		12.2		—		—		—		12.2
Changes to noncontrolling interest	—	—		—		—		—		(0.6)		(0.6)
Balance as of June 30, 2021	91.8	$	0.9	$	1,244.6	$	1,438.0	$	(193.7)	$	3.7	$	2,493.5
In millions
	Stericycle, Inc. Equity
	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
	Shares	Amount
Balance as of December 31, 2019	91.2	$	0.9	$	1,205.7	$	1,442.4	$	(318.1)	$	3.8	$	2,334.7
Net loss	—	—		—		(24.6)		—		0.6		(24.0)
Currency translation adjustment	—	—		—		—		(28.9)		0.1		(28.8)
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	0.3	—		3.8		—		—		—		3.8
Stock-based compensation expense	—	—		12.9		—		—		—		12.9
Cumulative effect of adopting ASU 2016-13	—	—		—		(2.5)		—		—		(2.5)
Balance as of June 30, 2020	91.5	$	0.9	$	1,222.4	$	1,415.3	$	(347.0)	$	4.5	$	2,296.1

See accompanying Notes to Condensed Consolidated Financial Statements.

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NOTE 1 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Summary of Significant Accounting Policies

Basis of Presentation: The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of Stericycle, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company's Condensed Consolidated Financial Statements were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenues, and expenses of all wholly owned subsidiaries and majority-owned subsidiaries over which the Company exercises control. Outside shareholders' interests in subsidiaries are shown on the Condensed Consolidated Financial Statements as “Noncontrolling interests".

The accompanying unaudited Condensed Consolidated Financial Statements as of June 30, 2021 and for the three and six months ended June 30, 2021 and 2020 have been prepared pursuant to the rules and regulations of the SEC for interim reporting and, therefore, do not include all information and footnote disclosures normally included in audited financial statements prepared in conformity with U.S. GAAP. In the opinion of management, however, all adjustments, consisting of normal recurring adjustments necessary to present fairly the results of operations, financial position and cash flows have been made. These Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and notes thereto included in the 2020 Form 10-K. The results of operations for any interim period are not necessarily indicative of the results of operations to be expected for the full year or any other period.

Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires the Company to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Some areas where the Company makes estimates include its allowance for doubtful accounts, credit memo reserve, accrued employee health and welfare benefits, contingent liabilities, asset retirement obligations, stock-based compensation expense, income tax liabilities, accrued auto and workers’ compensation self-insured claims, operating lease ROU assets and lease liabilities, intangible asset and long-lived asset valuations, assets held for sale, and goodwill impairment. Actual results may differ from those estimates.

Adoption of New Accounting Standards

Simplifying the Accounting for Income Taxes

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). ASU 2019-12 attempts to simplify aspects of accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 was effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods within that fiscal year. The Company adopted ASU 2019-12 on January 1, 2021 and there was no material impact on the Company’s Condensed Consolidated Financial Statements.

NOTE 2 – REVENUES FROM CONTRACTS WITH CUSTOMERS

The Company provides RWCS, which provide collection and processing of regulated and specialized waste, including medical, pharmaceutical and hazardous waste, for disposal and compliance programs and communication solutions, and SID Services, which provide for the collection of personal and confidential information for secure destruction and recycling of shredded paper.

The Company’s customers typically enter into a contract for the provision of services on a regular and scheduled basis, e.g., weekly, monthly or on an as needed basis over the contract term. Under the contract terms, the Company receives fees based on a monthly, quarterly or annual rate and/or fees based on contractual rates depending upon measures including the volume, weight, and type of waste, number and size of containers collected, weight and type of shredded paper, and number of call minutes.

Amounts are invoiced based on the terms of the underlying contract either on a regular basis, e.g., monthly or quarterly, or as services are performed and are generally due within a short period of time after invoicing based upon normal terms and conditions for our business type and the geography of the services performed.

Disaggregation of Revenues

2021 Q2 10-Q Report Stericycle, Inc. ● 11

In the first quarter of 2021, we updated our service lines to include Communication Solutions (formally part of CRS) in RWCS. This reclassification was driven by the divestiture of the Company's global product recall business (Expert Solutions) in December of 2020 and the remaining Communication Solutions service line synergies with the Company's RWCS customers. For 2020 periods presented, amounts have been recast to reflect this change.

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenue by Service
Regulated Waste and Compliance Services	$	463.0	$	445.7	$	936.6	$	1,012.6
Secure Information Destruction Services	209.7		152.5		404.1		370.6
Total Revenues	$	672.7	$	598.2	$	1,340.7	$	1,383.2
North America
Regulated Waste and Compliance Services	$	362.2	$	353.9	$	729.0	$	822.5
Secure Information Destruction Services	180.4		137.4		347.3		323.4
Total North America Segment	$	542.6	$	491.3	$	1,076.3	$	1,145.9
International
Regulated Waste and Compliance Services	$	100.8	$	91.8	$	207.6	$	190.1
Secure Information Destruction Services	29.3		15.1		56.8		47.2
Total International Segment	$	130.1	$	106.9	$	264.4	$	237.3

Contract Liabilities

Contract liabilities at June 30, 2021 and December 31, 2020 were $9.7 million and $8.8 million, respectively. Contract liabilities as of June 30, 2021 are expected to be recognized in Revenues, as the amounts are earned, which will be over the next 12 months.

Contract Acquisition Costs

The Company’s incremental direct costs of obtaining a contract, which consist primarily of sales incentives, are deferred and amortized to SG&A over a weighted average estimated period of benefit of 6.5 years.

During the three months ended June 30, 2021 and 2020, the Company amortized $3.1 million and $2.6 million, respectively, of deferred sales incentives to SG&A. During the six months ended June 30, 2021 and 2020, the Company amortized $6.1 million and $5.2 million, respectively, of deferred sales incentives to SG&A.

Total contract acquisition costs, net of accumulated amortization, were classified as follows:

In millions
	June 30, 2021		December 31, 2020
Other current assets	$	11.6	$	11.1
Other assets	32.0		31.1
Total contract acquisition costs	$	43.6	$	42.2

Allowance for Doubtful Accounts

The Company estimates its allowance for doubtful accounts based on past collection history and specific risks identified among uncollected amounts, as well as management’s expectation of future economic conditions. If current or expected future economic trends, events, or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Past-due receivable balances are written off when the Company’s internal collection efforts have been exhausted. The changes in allowance for doubtful accounts were reported as follows:

2021 Q2 10-Q Report Stericycle, Inc. ● 12

In millions
	Total
Balance as of December 31, 2020	$	56.2
Bad debt expense, net of recoveries	1.8
Write-offs	(9.4)
Other changes(1)	0.5
Balance as of June 30, 2021	$	49.1

(1) Amount consists primarily of currency translation adjustments

NOTE 3 – RESTRUCTURING, DIVESTITURES AND IMPAIRMENTS

Restructuring

There were no restructuring charges during the three and six months ended June 30, 2021 and 2020, respectively.

Divestitures

On August 4, 2021, the Company entered into an agreement for the sale of its operations in Japan for proceeds of approximately $10.0 million. Revenues of operations in Japan were approximately 1% of our consolidated annual revenues for 2020. As of June 30, 2021, the operations in Japan did not meet the assets held for sale criteria. The transaction is expected to result in a third quarter non-cash divestiture pre-tax loss of approximately $15.0 million, of which $4.0 million relates to the reclassification of accumulated currency translation adjustments to earnings.

On April 6, 2020, the Company completed the sale of all of the outstanding equity interests of its Domestic Environmental Solutions business for approximately $462.5 million. In the first quarter of 2020, the Company recognized an impairment charge of $58.3 million, inclusive of $10.8 million of related deal costs. In the second quarter of 2020, the Company recognized an incremental loss on the sale of the business of $3.8 million driven by working capital adjustments. These charges are reported as Divestiture losses (gains), net in the Company’s Condensed Consolidated Statements of Income (Loss). The estimated fair value was generated using Level 3 inputs.

Impairments

Impairments for the period were reported as follows:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Impairments
Asset Impairment - COR	$	—	$	6.8	$	—	$	6.8
Asset Impairment - SG&A	—		1.5		—		5.5
Total Impairments	$	—	$	8.3	$	—	$	12.3
North America
Asset Impairment - COR	$	—	$	6.1	$	—	$	6.1
Asset Impairment - SG&A	—		0.1		—		4.1
Total North America Segment	$	—	$	6.2	$	—	$	10.2
International
Asset Impairment - COR	$	—	$	0.7	$	—	$	0.7
Asset Impairment - SG&A	—		1.4		—		1.4
Total International Segment	$	—	$	2.1	$	—	$	2.1

Asset impairments for the three and six months ended June 30, 2020, in North America includes charges associated with rationalization of software application assets and intangibles assets as a result of a discontinuation of a service line, and in International, includes charges associated with certain property, plant and equipment assets and operating permit intangible assets primarily in Brazil.

NOTE 4 – GOODWILL AND OTHER INTANGIBLE ASSETS

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Goodwill

Changes in the carrying amount of goodwill by reportable segment were as follows:

In millions
	North America		International		Total
Balance as of December 31, 2020	$	2,448.8	$	370.5	$	2,819.3
Changes due to foreign currency fluctuations	—		(5.1)		(5.1)
Balance as of June 30, 2021	$	2,448.8	$	365.4	$	2,814.2

Intangible Assets

Intangible assets were as follows:

In millions
	June 30, 2021						December 31, 2020
	Gross Carrying Amount		Accumulated Amortization		Net Value		Gross Carrying Amount		Accumulated Amortization		Net Value
Amortizable intangibles:
Customer relationships	$	1,313.7	$	687.2	$	626.5	$	1,314.9	$	630.2	$	684.7
Covenants not-to-compete	3.5		3.2		0.3		3.5		3.0		0.5
Tradenames	3.6		1.3		2.3		3.6		1.3		2.3
Operating permits	13.6		8.8		4.8		11.5		6.5		5.0
Other	0.6		0.6		—		0.6		0.6		—
Indefinite lived intangibles:
Operating permits	77.0		—		77.0		79.6		—		79.6
Tradenames	316.3		—		316.3		315.3		—		315.3
Total	$	1,728.3	$	701.1	$	1,027.2	$	1,729.0	$	641.6	$	1,087.4

Changes in the carrying amount of intangible assets were as follows:

In millions
	Total
Balance as of December 31, 2020	$	1,087.4
Amortization during the period	(59.9)
Changes due to foreign currency fluctuations	(0.3)
Balance as of June 30, 2021	$	1,027.2

The estimated amortization expense for each of the next five years (based upon exchange rates at June 30, 2021) is as follows for the years ending December 31:

In millions
2021 (remainder)	$	58.5
2022	115.8
2023	111.9
2024	110.6
2025	90.1

NOTE 5 – LONG-TERM DEBT

The Company’s long-term debt consisted of the following:

2021 Q2 10-Q Report Stericycle, Inc. ● 14

In millions
	June 30, 2021		December 31, 2020
$1.2 billion Senior Credit Facility, due in November 2022	$	210.4	$	173.3
$1.3 billion Term Loan, due in November 2022	318.3		422.5
$600 million Senior Notes, due in 2024	600.0		600.0
$500 million Senior Notes, due in 2029	500.0		500.0
Promissory notes and deferred consideration weighted average maturity 1.9 years at 2021 and 2.1 years at 2020	30.6		42.3
Foreign bank debt weighted average maturity 0.9 years at 2021 and 1.1 years at 2020	30.1		32.3
Obligations under finance leases	23.5		24.8
Total debt	1,712.9		1,795.2
Less: current portion of total debt	95.5		91.0
Less: unamortized debt issuance costs	12.9		15.1
Long-term portion of total debt	$	1,604.5	$	1,689.1

The estimated fair value of our debt approximated $1.75 billion and $1.86 billion as of June 30, 2021 and December 31, 2020, respectively. These fair value amounts were estimated using an income approach by applying market interest rates for comparable instruments and developed based on inputs classified as Level 2.

On February 25, 2020, the Company executed a Fifth Amendment, which amended the Credit Agreement.

As of June 30, 2021, the Company was in compliance with its Credit Agreement Defined Debt Leverage Ratio covenant, with an actual ratio of 3.06 to 1.00, which was below the allowed maximum ratio of 4.75 to 1.00 as set forth in the Fifth Amendment. The Credit Agreement Defined Debt Leverage Ratio is 4.75 to 1.00 for fiscal quarters ending on or before December 31, 2021 and 4.25 to 1.00 for fiscal quarters ending on or after March 31, 2022.

Amounts committed to outstanding letters of credit and the unused portion of the Company’s Senior Credit Facility were as follows:

In millions
	June 30, 2021		December 31, 2020
Outstanding letters of credit under Senior Credit Facility	$	97.5	$	79.5
Unused portion of the Senior Credit Facility	892.1		947.2

NOTE 6 – INCOME TAXES

The Company reported income tax expense of $9.1 million and $8.7 million for the three months ended June 30, 2021 and 2020, respectfully. The effective tax rates for the three months ended June 30, 2021 and 2020 were 23.7% and 189.1%, respectively. The tax rate for the three months ended June 30, 2021 reflects (i) a tax benefit associated with matter that was subject to a PFA with the IRS as further described below, (ii) losses in jurisdictions that are not eligible for tax benefits on account of valuation allowances, and (iii) equity-based compensation awards expiring without a tax benefit. The effective tax rate for the three months ended June 30, 2020 reflects (i) equity-based compensation awards expiring without a tax benefit and (ii) non-deductible divestiture charges.

The Company reported an income tax expense of $22.9 million for the six months ended June 30, 2021 compared to an income tax benefit of $29.7 million for the six months ended June 30, 2020. The effective tax rates for the six months ended June 30, 2021 and 2020 were 29.2% and 55.3%, respectively. The effective tax rate for the six months ended June 30, 2021, reflects (i) a tax benefit associated with a tax matter that was subject to a PFA with the IRS, (ii) losses in jurisdictions that are not eligible for tax benefits on account of valuation allowances and (iii) equity-based compensation awards expiring without a tax benefit. The effective tax rate for the six months ended June 30, 2020, reflects (i) a $39.4 million tax benefit related to the CARES Act, (ii) the tax impact from a divestiture impairment which was primarily non-deductible, and (iii) equity-based compensation awards expiring without a tax benefit.

In response to the COVID-19 pandemic the government too the following tax related government actions:

•On March 11, 2021, the President signed into law the ARP Act, a legislative package which is generally not significant to the Company's current business; however, the Company will continue to assess the ARP Act on an ongoing basis.

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•On December 27, 2020, the President signed the CAA 2021, which provides several business tax relief provisions, which are generally not significant to the Company's current business; however, the Company will continue to assess the CAA 2021 on an ongoing basis.

•On March 27, 2020, the President signed into law the CARES Act, which was a substantial tax-and-spending package. As a result of the CARES Act tax law changes, for the year ended December 31, 2020, we recognized a $44.4 million tax benefit related to our ability to carryback net operating losses to prior years that had higher tax rates. Note that in the first quarter of 2020, the Company recognized an initial $39.4 million tax benefit; in the fourth quarter of 2020, upon finalizing the 2019 federal income tax return which impacted the carryback to prior years, the Company recognized an incremental $5.0 million tax benefit. In July 2020, the Company received a cash refund of $48.0 million, and in December 2020, the Company received $64.2 million (of which $62.0 million was the cash refund claim, and $2.2 million was interest income). A remaining carryback claim of less than $1.0 million associated with the finalization of the 2019 U.S. federal income tax return was filed with the IRS and the refund was received in June of 2021.

Similar tax provisions and other stimulus measures have been granted either before or after June 30, 2021 by certain foreign and U.S. state jurisdictions, which the Company continues to evaluate and apply, if applicable. 

The Company filed a PFA with the IRS related to a claim under Internal Revenue Code Section 1341 concerning the tax rate to be applied to the SQ Settlement on the Company’s 2018 tax return. As a result of the enactment of the CARES Act, the Company was able to realize a benefit at the higher tax rate in prior years on a portion of the SQ Settlement. In 2020, in consideration of the CARES Act, the Company revised the PFA, a portion of the long-term receivable previously established for the Section 1341 claim was reclassified to a current income tax receivable and the related uncertain tax position was released as part of the tax benefit recognized in 2020.

Subsequently in late 2020, the Company amended the 2018 tax return to reduce the Section 1341 benefit as a result of discussions with the IRS as part of the PFA program. Consequently, the remaining long-term receivable established for the Section 1341 claim and the corresponding uncertain tax position was reclassified to a current income tax receivable and current income tax liability, respectively, as both are expected to settle in cash in 2021. In April 2021, the Company was advised that the IRS completed its review of the 2018 tax return and took no exception to the Section 1341 benefit. Consequently, the Company recorded a tax benefit of approximately $5.5 million in the second quarter of 2021 associated with the Section 1341 claim.

NOTE 7 – EARNINGS (LOSS) PER COMMON SHARE

Basic earnings per share is computed by dividing Net Income (Loss) by the number of weighted average common shares outstanding during the reporting period. Diluted earnings per share is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period, only in the periods in which such effect is dilutive. The following table shows the effect of stock-based awards on the weighted average number of shares outstanding used in calculating diluted earnings per share:

In millions of shares
	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Weighted average common shares outstanding - basic	91.8	91.4	91.7	91.4
Incremental shares outstanding related to stock-based awards	0.3	—	0.4	—
Weighted average common shares outstanding - diluted	92.1	91.4	92.1	91.4

In periods of net loss, stock-based awards are anti-dilutive and therefore excluded from the earnings (loss) per share calculation.

In thousands
	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Options excluded from computation of diluted earnings (loss) per share	1,958	3,258	2,131	3,538
RSUs excluded from computation of diluted earnings (loss) per share	8	354	5	239

PSUs are offered to key employees and are subject to achievement of specified performance conditions. Contingently issuable shares are excluded from the computation of diluted earnings per share based on current

2021 Q2 10-Q Report Stericycle, Inc. ● 16

period results. The shares would not be issuable if the end of the reporting period were the end of the contingency period. If such goals are not met, no compensation expense is recognized, and any previously recognized compensation expense is reversed.

NOTE 8 – SEGMENT REPORTING

The Company evaluates, oversees, and manages the financial performance of two operating and reportable segments – North America and International.

The following tables show financial information for the Company's reportable segments:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenues
North America	$	542.6	$	491.3	$	1,076.3	$	1,145.9
International	130.1		106.9		264.4		237.3
Total	$	672.7	$	598.2	$	1,340.7	$	1,383.2
Adjusted Income from Operations
North America	$	159.6	$	140.5	$	317.2	$	290.0
International	15.6		1.8		28.2		16.9
Other Costs	(69.5)		(57.0)		(129.7)		(127.8)
Total	$	105.7	$	85.3	$	215.7	$	179.1

The following table reconciles the Company's primary measure of segment profitability, Adjusted Income from Operations, to Income (loss) from operations:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Total Reportable Segment Adjusted Income from Operations	$	105.7	$	85.3	$	215.7	$	179.1
Adjusting Items:
ERP Implementation	(17.3)		(9.2)		(35.2)		(27.2)
Intangible Amortization	(30.1)		(31.2)		(59.9)		(63.1)
Divestitures (including Divestiture (losses) gains, net)	(0.4)		(6.2)		(1.6)		(67.5)
Litigation, Settlements and Regulatory Compliance	(2.3)		(4.2)		(4.3)		(8.6)
Asset Impairments	—		(8.3)		—		(12.3)
Other	—		(1.3)		—		(5.9)
Income (loss) from operations	$	55.6	$	24.9	$	114.7	$	(5.5)

NOTE 9 - COMMITMENTS AND CONTINGENCIES

Legal Proceedings

The Company operates in highly regulated industries and responds to regulatory inquiries or investigations from time to time that may be initiated for a variety of reasons. At any given time, the Company has matters at various stages of resolution with the applicable government authorities. The Company is also routinely involved in actual or threatened legal actions, including those involving alleged personal injuries and commercial, employment, environmental, tax, and other issues. The outcomes of these matters are not within the Company’s complete control and may not be known for prolonged periods of time. In some actions, claimants seek damages, as well as other relief, including injunctive relief, that could require significant expenditures or result in lost revenue.

In accordance with applicable accounting standards, the Company establishes an accrued liability for loss contingencies related to legal and regulatory matters when the loss is both probable and reasonably estimable. If the reasonable estimate of a probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is not probable or a probable loss is not reasonably

2021 Q2 10-Q Report Stericycle, Inc. ● 17

estimable, no liability is recorded. When determining the estimated loss or range of loss, significant judgment is required to estimate the amount and timing of a loss to be recorded. These accruals represent management’s best estimate of probable losses and, in such cases, there may be an exposure to loss in excess of the amounts accrued. Estimates of probable losses resulting from litigation and regulatory proceedings are difficult to predict. Legal and regulatory matters inherently involve significant uncertainties based on, among other factors, the jurisdiction and stage of the proceedings, developments in the applicable facts or law, and the unpredictability of the ultimate determination of the merits of any claim, any defenses the Company may assert against that claim, and the amount of any damages that may be awarded. The Company’s accrued liabilities for loss contingencies related to legal and regulatory matters may change in the future as a result of new developments, including, but not limited to, the occurrence of new legal matters, changes in the law or regulatory environment, adverse or favorable rulings, newly discovered facts relevant to the matter, or changes in the strategy for the matter. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors.

Contract Class Action and Opt Out Lawsuits. Beginning on March 12, 2013, the Company was served with several class action complaints filed in federal and state courts in several jurisdictions. These complaints asserted, among other things, that the Company had imposed unauthorized or excessive price increases and other charges on its customers in breach of its contracts and in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act. The complaints sought certification of the lawsuit as a class action and the award to class members of appropriate damages and injunctive relief. These related actions were ultimately transferred to the United States District Court for the Northern District of Illinois for centralized pretrial proceedings.

The parties engaged in discussions through and overseen by a mediator regarding a potential resolution of the matter and reached a settlement agreement, as previously disclosed, which settlement agreement obtained court approval on March 8, 2018. Under the terms of the SQ Settlement, the Company admitted no fault or wrongdoing whatsoever, and it entered into the SQ Settlement to avoid the cost and uncertainty of litigation.

Certain class members who have opted out of the SQ Settlement have filed lawsuits against the Company, and the Company is defending and intends to resolve those actions. The Company has made an accrual in respect of these collective matters consistent with its accrual policies described above, which is not material.

Government Investigations. On June 12, 2017, the SEC issued a subpoena to the Company, requesting documents and information relating to the Company’s compliance with the FCPA or other foreign or domestic anti-corruption laws with respect to certain of the Company’s operations in Latin America. In addition, the DOJ notified the Company that it was investigating this matter in parallel with the SEC. The Company is cooperating with these agencies and certain foreign authorities. The Company also conducted an internal investigation of these and other matters, including outside of Latin America, under the oversight of the Audit Committee of the Board of Directors and with the assistance of outside counsel, and this investigation found evidence of improper conduct.

As part of the FCPA investigation discussed above, the SEC has requested certain additional information from the Company. On July 29, 2019, the SEC issued a subpoena to the Company requesting documents relating to the Company’s pricing practices concerning small quantity customers, as alleged in the Contract Class Action previously discussed. The Company is cooperating with the SEC’s request. We have begun meeting with these agencies to engage in discussions about potential resolution of these matters, but these discussions are in a preliminary stage.

In addition, the Company has been informed that the office of the United States Attorney for the Southern District of New York is conducting an investigation into compliance with the False Claims Act and other federal statutes in connection with the collection, transportation and disposal of hazardous waste by the Company’s former ESOL business unit. The Company has also been informed that the State of California Department of Justice has opened an investigation related to the Company’s collection, transportation, and disposal of waste generated by government customers in California. The Company is cooperating with these investigations.

The Company has not accrued any amounts in respect of the foregoing U.S. government investigation matters, as it cannot estimate any reasonably possible loss or any range of reasonably possible losses that the Company may incur. The Company is unable to make such an estimate because, based on what the Company knows now, in the

2021 Q2 10-Q Report Stericycle, Inc. ● 18

Company’s judgment, the factual and legal issues presented in these matters are sufficiently unique that the Company is unable to identify other circumstances sufficiently comparable to provide guidance in making estimates.

Environmental and Regulatory Matters. The Company is regulated by federal, state and local laws enacted to regulate the discharge of materials into the environment, the generation, transportation and disposal of waste, and the cleanup of contaminated soil and groundwater and protection of the environment. Because of the highly regulated nature of its business, the Company frequently becomes a party to legal or administrative proceedings involving various governmental authorities and other interested parties. The issues involved in these proceedings generally relate to alleged violations of existing permits and licenses or alleged responsibility under federal or state Superfund laws to remediate contamination at properties owned either by the Company or by other parties to which either the Company or the prior owners of certain of its facilities shipped waste. From time to time, the Company may be subject to fines or penalties in regulatory proceedings relating primarily to waste treatment, storage or disposal facilities.

Effective April 6, 2020, the Company completed the divestiture of its Domestic Environmental Solutions business, including the facility in Rancho Cordova, California, to Harsco Corporation. Pursuant to the Purchase Agreement, the Company may have liability under certain indemnification claims for matters relating to those Environmental Solutions facilities, including potentially with respect to the investigations by the Southern District of New York and California Department of Justice described above and the Rancho Cordova, California, and DEA Investigation matters discussed below.

North Salt Lake, Utah. On May 10, 2021, the United States District Court for the District of Utah approved a settlement between the Company and the United States DOJ that resolved an investigation by the EPA into alleged past Clean Air Act and permit violations, as previously disclosed. Under the resulting civil consent decree the Company paid a civil penalty, which is not material, and has begun working with the local Davis County School District on a Supplemental Environmental Project that will replace older, higher-emission school buses with new, more efficient buses to reduce pollution and protect the local environment. The Company has accrued the amount remaining to be spent under the Supplemental Environmental Project, which is not material.

Rancho Cordova, California. On June 25 and 26, 2018, the California DTSC conducted a Compliance Enforcement Inspection of the Company’s former Environmental Solutions facility in Rancho Cordova, California. On February 14, 2020, DTSC filed an action in the Superior Court for the State of California, Sacramento County Division, alleging violations of California’s Hazardous Waste Control Law and the facility’s hazardous waste permit arising from the inspection. That action is ongoing.

Separately, on August 15, 2019, the Company received from DTSC a written Intent to Deny Hazardous Waste Facility Permit application for the Rancho Cordova facility. A public hearing was held on September 22, 2019, and the public comment period closed on October 25, 2019. The Company entered a written submission as part of that process. On August 27, 2020, DTSC issued a Notice of Denial of Hazardous Waste Facility Permit Application and on September 25, 2020, the Company filed a Petition for Review, which instituted an administrative appeal of DTSC’s action, which is currently pending.

The Company is vigorously defending itself in all of the Rancho Cordova, California matters. The Company has not accrued any amounts in respect of these matters and cannot estimate the reasonably possible loss or the range of reasonably possible losses that it may incur. The Company is unable to make such an estimate because (i) litigation is by its nature uncertain and unpredictable and (ii) in the Company’s judgment, the factual and legal allegations asserted by DTSC are sufficiently unique that it is unable to identify other proceedings with circumstances sufficiently comparable to provide guidance in making estimates.

DEA Investigation. On February 11, 2020, the Company received an administrative subpoena from the DEA, which executed a search warrant at the Company’s former Environmental Solutions facility at Rancho Cordova, California and an administrative inspection warrant at the Company’s former facility in Indianapolis, Indiana for materials related to the former Environmental Solutions business of collecting, transporting, and destroying controlled substances from retail customers (the “ESOL Retail Controlled Substances Business”). On that same day, agents from the DTSC executed a separate search warrant at the Rancho Cordova facility. Since that time, the U.S. Attorney’s Office for the Eastern District of California (“USAO EDCA”) has been overseeing criminal and civil investigations of the ESOL Retail Controlled Substances Business. The USAO EDCA has informed the Company that it may have civil liability under the Controlled Substances Act related to the Domestic Environmental Solutions

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Retail Controlled Substances Business. The Company is cooperating with the civil and criminal investigations, which are ongoing.

The Company has not accrued any amounts in respect of these investigations and cannot estimate the reasonably possible loss or any range of reasonably possible losses that the Company may incur. The Company is unable to make such an estimate because, based on what the Company knows now, in the Company’s judgment, the factual and legal issues presented in this matter are sufficiently unique that the Company is unable to identify other circumstances sufficiently comparable to provide guidance in making estimates.

European Retrovirus Investigations. In conjunction with Europol, governmental authorities of Spain, Portugal, and Romania have conducted coordinated inspections of a large number of medical waste management facilities, including Stericycle facilities, relating to the transportation, management and disposal of waste that may be infected with the COVID-19 virus, and related matters. The inspections have resulted in proceedings in Spain and Portugal. The Company intends to vigorously defend itself in these proceedings.

The Company has not accrued any amounts in respect of these investigations, as it cannot estimate the reasonably possible loss or any range of reasonably possible losses that the Company may incur. The Company is unable to make such an estimate because, based on what the Company knows now, in the Company’s judgment, the factual and legal issues presented in this matter are sufficiently unique that the Company is unable to identify other circumstances sufficiently comparable to provide guidance in making estimates.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Safe Harbor Statement

This document may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. When we use words such as “believes”, “expects”, “anticipates”, “estimates”, “may”, “plan”, “will”, “goal”, or similar expressions, we are making forward-looking statements. Forward-looking statements are prospective in nature and are not based on historical facts, but rather on current expectations and projections of our management about future events and are therefore subject to risks and uncertainties, which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Factors that could cause such differences include, among others, developments in the COVID-19 pandemic and the resulting impact on the results of operations, long-term remote work arrangements, which may adversely affect our business, precautions we have taken to safeguard the health and safety of our team members which may make certain of our business processes less efficient, measures taken by governmental authorities to prevent the spread of the COVID-19 virus which could disrupt our supply chain, result in disruptions in transportation services and restrictions on the ability of our team members to travel, result in temporary closure of our facilities or the facilities of our customers and suppliers, affect the volume of paper processed by our secure information destruction business and the revenue generated from the sale of SOP, disruptions in our relationships with our team members as a result of certain cost-saving measures, economic disruption in the U.S. and other countries resulting from the continuation of the COVID-19 virus, changing market conditions in the healthcare industry, competition and demand for services in the regulated waste and secure information destruction industries, SOP pricing volatility, foreign exchange rate volatility in the jurisdictions in which we operate, failure to attract, hire and retain drivers and other key team members and a high quality workforce, evolving employment and compensation trends, changes in governmental regulation of the collection, transportation, treatment and disposal of regulated waste or the proper handling and protection of personal and confidential information, the level of government enforcement of regulations governing regulated waste collection and treatment or the proper handling and protection of personal and confidential information, decreases in the volume of regulated wastes or personal and confidential information collected from customers, the ability to implement our new ERP system, disruptions in or attacks on information technology systems, charges related to portfolio optimization or the failure of divestitures to achieve the desired results, failure to consummate transactions with respect to non-core businesses, the obligations to service substantial indebtedness and comply with the covenants and restrictions contained in our credit agreements and notes, a downgrade in our credit rating resulting in an increase in interest expense, political, economic, inflationary and other risks related to our foreign operations, the outcome of pending or future litigation or investigations including with respect to the U.S. Foreign Corrupt Practices Act, weather and environmental changes related to climate change, requirements of customers and investors for net carbon zero emissions strategies, and the introduction of regulations for greenhouse gases, which could negatively affect our costs to operate, failure to maintain an effective system of internal control over financial reporting, delays or failures in implementing remediation efforts with respect to potential future material weaknesses, as well as other factors described in our filings with the U.S. Securities and Exchange Commission, including our Annual Report on Form 10-K and subsequent Quarterly Reports on Forms 10-Q. As a result, past financial performance should not be considered a reliable indicator of future performance, and investors should not use historical trends to anticipate future results or trends. We disclaim any obligation to update or revise any forward-looking or other statements contained herein other than in accordance with legal and regulatory obligations.

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Overview

Stericycle is a global business-to-business services company. We provide an array of highly specialized solutions that protect the health and well-being of the people and places around us in a safe, responsible, and sustainable way. Since our founding in 1989, we have grown from a small start-up in medical waste management into a leader across a range of increasingly complex and highly regulated arenas, serving healthcare organizations and commercial businesses of every size through regulated waste and compliance services and secure information destruction services.

Key business highlights include:

•RWCS organic revenue increased 7.6% in the second quarter compared to 2020.

•SID organic revenue increased 34.2% in the second quarter compared to 2020 due to the ongoing economic recovery from COVID-19.

•Income from operations as a percentage of revenues improved 410 basis points, or $30.7 million, in the second quarter compared to 2020.

•At the beginning of August, we launched the North American finance and procurement portions of our ERP system and began our phased deployment of our commercial and operational portions for SID.

•Net debt was reduced by $52.4 million in the second quarter, decreasing total net debt to approximately $1.65 billion. The Credit Agreement Defined Debt Leverage Ratio was reduced to 3.06 times as of June 30, 2021, compared to 3.89 times as of June 30, 2020.

COVID-19 Pandemic and Related Developments

In March 2020, the World Health Organization declared the COVID-19 virus outbreak a pandemic. The COVID-19 pandemic has had a global economic impact, including temporary closure of non-essential businesses worldwide and postponement of elective surgeries and preventative care. The Company continues to maintain operations within all business service offerings, although SID and maritime waste services have been significantly and adversely impacted. We are monitoring future implications of the COVID-19 pandemic and continue to take actions to manage spending to align to operational requirements.

The Company’s COVID-19 pandemic response has included efforts to protect the health and well-being of our workforce and our customers. We worked proactively with the Centers for Disease, Control and Prevention, the Occupational Safety and Health Administration, the Department of Transportation and regulatory agencies around the world to ensure readiness for proper regulated waste management. Our team demonstrated leadership and commitment to protecting what matters by working with pharmaceutical companies and government agencies to align on standards for secure and compliant COVID-19 vaccination treatment protocols. Additionally, Stericycle supports the front end of vaccination programs through our Communications Solutions business. We provide scalable patient hotlines, scheduling, and appointment reminders for vaccinations.

We have updated and implemented numerous protocols specifically to reduce risk among our front-line team members, and our strategic sourcing team has worked diligently to take measures to provide our field operations employees with appropriate personal protective equipment. We’ve implemented more rigorous cleaning protocols for all our facilities. As we continue to monitor the evolving impact of the pandemic, we have begun developing return to office protocols for our more than 7,000 employees that have been working remotely since March of 2020. Currently, we anticipate many of our employees will begin returning to the office during the fourth quarter of 2021. In support of this effort, we have encouraged our employees to get vaccinated during work hours and offered additional paid time off if vaccinated.

Like many organizations, we too have been impacted by labor shortages, particularly driver and operational team members. To date, we are addressing our internal needs through three main areas: (1) recruitment, (2) market competitive compensation and benefits, and (3) employee engagement and retention.

Stericycle collects and delivers SOP for recycling into paper products to be used in the hospitality industry including napkins, paper towels, and bathroom tissues. Recycled paper tonnage volume for the first half of 2021 was approximately 280,000, with about the same amount of volume in the first and second quarter of 2021.

Further, certain supply chain delays have impacted some of our planned 2021 capital expenditure projects.

2021 Q2 10-Q Report Stericycle, Inc. ● 21

The impact of the COVID-19 pandemic across our revenue service categories is as follows:

Revenue Service Category	Services Offered	COVID-19 Pandemic Impact
Regulated Waste and Compliance Services	• Regulated waste management services (including reusable sharps container disposal management services) • Pharmaceutical waste services, including controlled substances (CsRX, Kiosk, and Seal/Send) • Compliance programs under the Steri-Safe®, Clinical Services and First Practice Management brand names • Hazardous waste and compliance solutions • Maritime waste services • Communication Solutions (including appointment reminders, secure messaging, event registration, and other communications specifically for hospitals and integrated delivery networks)	RWCS organic revenue growth over the second quarter of 2021 was 7.6%. North America Regulated Waste and Compliance Services organic revenues grew 6.4%. Of this 6.4%, approximately 3% of the growth was driven by quality of revenue initiatives, approximately 2% from COVID-19 related revenues, about 1.4 % from what we believe is elective surgery waste volumes as we saw an increase in the average weight per container, and about 1% from Communication Solutions. These were offset by about a 1% decrease due to maritime waste services revenues. International RWCS organic revenue growth was 12.2%, primarily attributable to supporting our customers through the pandemic.
Secure Information Destruction Services	•Secure information destruction (including document and hard drive destruction services) under the Shred-it® brand name which includes regular scheduled services (and processing onsite and offsite) and one-time services (select, priority and express)	While still below pre-pandemic levels, SID revenues when compared to the second quarter of 2020 increased $57.2 million, with the recovery from the pandemic accounting for $52.2 million of the increase, or organic growth of 34.2%. In North America, Secure Information Destruction organic revenues increased $41.3 million, or 30.1%, compared to the second quarter of 2020 and International revenues increased $10.9 million, or 72.2%, compared to the second quarter of 2020, primarily driven by an increase in stops as economies continue to reopen.

Key Business Priorities

In 2021, our operational efficiency initiative matured and evolved to operational efficiency, modernization, and innovation and portfolio rationalization matured and evolved to portfolio optimization, signaling the continuing evolution of our key business priorities as we continue to transform Stericycle.

•Quality of revenue – We have implemented and continue to execute against our foundational initiatives we launched to drive revenue quality. In combination with our quality of revenue initiatives, we continue to develop and deploy innovative solutions to meet unmet customer needs, strengthen customer engagement, and drive long-term organic growth.

•Operational efficiency, modernization, and innovation – As we manage through complex times, we remain focused on operational efficiency, modernization, and innovation to control variable and discretionary costs and improving performance and efficiencies in our field operations. Our Engineering and Operations teams have and continue to implement operational processes and performance improvements, which have contributed to operating efficiency gains in the past several quarters. We are gaining traction on right sizing and balancing our fleet and equipment, driving efficiencies in route and long-haul execution, and optimizing our network and assets.

•ERP implementation – At the beginning of August, we launched the North America finance and procurement portions of our ERP system and began our phased deployment of SID. Since the SID deployment is a phased deployment, we anticipate completing deployment to all SID facilities by the end of the fourth quarter. Following the North America ERP deployment for SID, we plan to implement the North America ERP for RWCS in 2022. As we continue throughout 2021, we will monitor the evolving pandemic dynamics that could impact our business, customers, the safety of our team members, and internal control environment and we will factor them into our deployment execution and timing decisions. As with any major system implementation, our North America ERP has the potential to cause disruption resulting in potential customer impacts and additional costs.

•Debt reduction and leverage improvement – We remain committed to achieving a Credit Agreement Defined Debt Leverage Ratio below 3.00 times between 2022 and 2023. We expect to

2021 Q2 10-Q Report Stericycle, Inc. ● 22

improve our leverage ratio through continued focus on operating margin expansion, free cash flow generation, and leveraging divestiture proceeds, if applicable. As of June 30, 2021, we improved our Credit Agreement Defined Debt Leverage Ratio to 3.06 times. Net debt was reduced $52.4 million in the second quarter, decreasing total net debt to approximately $1.65 billion.

•Portfolio optimization – We completed three divestitures in 2020, including Environmental Solutions in April of 2020, operations in Argentina in August of 2020, and Expert Solutions in December of 2020. We also entered into an agreement to divest all of our operations in Japan on August 4, 2021, for approximately $10.0 million. We expect to continue evaluating opportunities to further optimize our portfolio of businesses through a combination of potential asset rationalizations, which streamlines our portfolio of businesses, and focusing more deeply on our core businesses.

Certain Key Priorities and Other Significant Matters

The following table identifies certain key priorities and other significant matters impacting our business and how they are classified in the Condensed Consolidated Statements of Income (Loss):

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Pre-tax items:
Included in COR
Asset Impairments	$	—	$	6.8	$	—	$	6.8
Total included in COR	—		6.8		—		6.8
Included in SG&A
ERP Implementation	17.3		9.2		35.2		27.2
Intangible Amortization	30.1		31.2		59.9		63.1
Divestitures	0.4		2.4		1.6		5.4
Litigation, Settlements and Regulatory Compliance	2.3		4.2		4.3		8.6
Asset Impairments	—		1.5		—		5.5
Other	—		1.3		—		5.9
Total included in SG&A	50.1		49.8		101.0		115.7
Divestiture losses (gains), net	—		3.8		—		62.1
Total included in Income (loss) from operations	50.1		60.4		101.0		184.6
Included in Other (income) expense, net
Other (including highly inflationary exchange loss)	—		0.6		—		1.0
Total pre-tax	$	50.1	$	61.0	$	101.0	$	185.6
After tax items:
CARES Act and Other Tax Matter	$	(5.5)	$	—	$	(5.5)	$	(39.4)
Total after-tax	$	(5.5)	$	—	$	(5.5)	$	(39.4)

    

2021 Q2 10-Q Report Stericycle, Inc. ● 23

ERP Implementation

For the periods presented and for the cumulative period since the inception of the ERP Implementation, we have recognized the following, principally reported in Other Costs:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,				Cumulative Since Inception
	2021		2020		2021		2020
ERP implementation
Consulting and professional fees	$	10.7	$	1.8	$	22.3	$	12.2	$	87.3
Internal labor	2.8		3.4		5.5		7.0		35.9
Software usage/maintenance fees	3.3		3.1		6.4		5.7		41.2
Other related expenses	0.5		0.9		1.0		2.3		11.5
Operating expenditures	17.3		9.2		35.2		27.2		175.9
Capital expenditures	9.4		19.7		11.8		44.1		172.6
Total ERP related	$	26.7	$	28.9	$	47.0	$	71.3	$	348.5

We will continue to incur costs to develop and deploy the system, which includes additional capital expenditures, as well as costs associated with maintenance, licenses, and other related expenses. Upon the substantial implementation in the third quarter, certain costs become incremental information technology ongoing costs for running the new system. Additionally, we will continue to incur costs to maintain the legacy suite of applications that are also used by our international businesses until their system portfolio is modernized.

Intangible Amortization

See table above of certain key priorities and other significant matters for intangible amortization expense from acquisitions for the periods presented and how they are classified in the Condensed Consolidated Statements of Income (Loss).

The decrease in amortization expense is a result of the reduction of Intangible assets related to divestitures. See Part I, Item I. Financial Statements; Note 3 Restructuring, Divestitures and Impairments in the Condensed Consolidated Financial Statements for further information.

Divestitures (including Divestiture losses (gains), net)

We evaluate our portfolio of services on an ongoing basis with a country-by-country and service line-by-service line approach to assess long-term potential and identify potential business candidates for divestiture.

We recognized the following Divestitures (including Divestiture losses (gains), net) in the Condensed Consolidated Statements of Income (Loss):

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
North America Segment
Domestic Environmental Solutions business	$	—	$	3.8	$	—	$	62.1
Total North America charges, net	—		3.8		—		62.1
International Segment
Total International charges, net	—		—		—		—
Divestiture losses (gains), net	—		3.8		—		62.1
Consulting, professional, and other fees (in SG&A in Other Costs)	0.4		2.4		1.6		5.4
Total Divestitures (including Divestiture losses (gains), net)	$	0.4	$	6.2	$	1.6	$	67.5

2021 Q2 10-Q Report Stericycle, Inc. ● 24

For additional information regarding Divestiture losses (gains), net, see Part I, Item I. Financial Statements; Note 3 Restructuring, Divestitures and Impairment in the Condensed Consolidated Financial Statements.

We continue to evaluate the performance of our entire portfolio of assets and businesses focusing on optimization opportunities. Divestitures resulting from this evaluation may cause us to record significant charges, including those related to goodwill, other intangible assets, long-lived assets, and cumulative translation adjustments. In addition, divestitures we complete may not yield the targeted improvements in our business. Any charges that we are required to record or the failure to achieve the intended financial results associated with the portfolio optimization evaluation could have a material adverse effect on our business, financial condition, or results of operations.

Litigation, Settlements and Regulatory Compliance

We operate in highly regulated industries and must address regulatory inquiries or respond to investigations from time to time. We are also involved in a variety of civil litigation matters from time to time including the items detailed in Part I, Item I. Financial Statements; Note 9 – Commitments and Contingencies. Our financial results may also include considerations of non-recurring matters including settlements, environmental remediation, and legal related consulting and professional fees.

See table above of certain key priorities and other significant matters for litigation, settlement and regulatory compliance charges, primarily consulting and professional fees, contingent liability provisions and settlements, net of insurance recoveries, impacting our business for the periods presented, primarily in Other Costs, and how they are classified in the Condensed Consolidated Statements of Income (Loss).

Asset Impairments

See table above of certain key priorities and other significant matters for asset impairments for the periods presented and how they are classified in the Condensed Consolidated Statements of Income (Loss).

Impairment charges may be recognized in future periods to the extent changes in factors or circumstances occur, including deterioration in the macroeconomic environment or in the equity markets, including the market value of our common shares, deterioration in our performance or our future projections, or changes in our plans for one or more reporting units or specified long-lived assets, among other factors.

For additional information, see Part I, Item I. Financial Statements; Note 3 – Restructuring, Divestitures and Impairment in the Condensed Consolidated Financial Statements.

Other

See table above of certain key priorities and other significant matters for other charges, primarily consulting and professional fees related to internal control remediation activities, impacting our business for the periods presented, primarily in Other Costs, and how they are classified in the Condensed Consolidated Statements of Income (Loss).

See table above of certain key priorities and other significant matters for the impact of foreign exchange re-measurement of net monetary assets held in Argentina, which was divested in August of 2020, as a result of its designation as a highly inflationary economy for the periods presented and how they are classified in the Condensed Consolidated Statements of Income (Loss).

CARES Act and Other Tax Matter

For additional information, see Part I, Item I. Financial Statements; Note 6 – Income Taxes in the Condensed Consolidated Financial Statements.

Results of Operations

Three and Six Months Ended June 30, 2021 Compared to Three and Six Months Ended June 30, 2020:

Revenues:

2021 Q2 10-Q Report Stericycle, Inc. ● 25

We analyze revenues by revenue service category and reportable segment and were as follows:

	Three Months Ended June 30,
	In millions								Components of Change (%)
	2021		2020		Change ($)		Change (%)		Organic Growth (1)		Divestitures		Foreign Exchange (2)
Revenue by Service
Regulated Waste and Compliance Services (3)	$	463.0	$	445.7	$	17.3	3.9	%	7.6	%	(6.1)	%	2.4	%
Secure Information Destruction Services	209.7		152.5		57.2		37.5	%	34.2	%	—	%	3.3	%
Total Revenues	$	672.7	$	598.2	$	74.5	12.5	%	14.4	%	(4.5)	%	2.6	%
North America
Regulated Waste and Compliance Services (3)	$	362.2	$	353.9	$	8.3	2.3	%	6.4	%	(4.7)	%	0.6	%
Secure Information Destruction Services	180.4		137.4		43.0		31.3	%	30.1	%	—	%	1.2	%
Total North America Segment	$	542.6	$	491.3	$	51.3	10.4	%	13.0	%	(3.4)	%	0.8	%
International
Regulated Waste and Compliance Services (3)	$	100.8	$	91.8	$	9.0	9.8	%	12.2	%	(11.4)	%	9.0	%
Secure Information Destruction Services	29.3		15.1		14.2		94.0	%	72.2	%	—	%	21.8	%
Total International Segment	$	130.1	$	106.9	$	23.2	21.7	%	20.6	%	(9.8)	%	10.9	%

	Six Months Ended June 30,
	In millions								Components of Change (%)
	2021		2020		Change ($)		Change (%)		Organic Growth (1)		Divestitures		Foreign Exchange(2)
Revenue by Service
Regulated Waste and Compliance Services (3)	$	936.6	$	1,012.6	$	(76.0)	(7.5	%)	6.7	%	(16.0	%)	1.8	%
Secure Information Destruction Services	404.1		370.6		33.5		9.0	%	6.8	%	—	%	2.2	%
Total Revenues	$	1,340.7	$	1,383.2	$	(42.5)	(3.1	%)	6.7	%	(11.7	%)	1.9	%
North America
Regulated Waste and Compliance Services (3)	$	729.0	$	822.5	$	(93.5)	(11.4	%)	4.9	%	(16.7	%)	0.4	%
Secure Information Destruction Services	347.3		323.4		23.9		7.4	%	6.6	%	—	%	0.8	%
Total North America Segment	$	1,076.3	$	1,145.9	$	(69.6)	(6.1	%)	5.4	%	(12.0	%)	0.5	%
International
Regulated Waste and Compliance Services (3)	$	207.6	$	190.1	$	17.5	9.2	%	14.4	%	(12.9	%)	7.7	%
Secure Information Destruction Services	56.8		47.2		9.6		20.3	%	8.7	%	—	%	11.6	%
Total International Segment	$	264.4	$	237.3	$	27.1	11.4	%	13.2	%	(10.4	%)	8.6	%

(1)Organic growth is change in revenues which includes SOP pricing and volume and excludes the impact of divestitures and foreign exchange.

(2)The comparisons at constant currency rates (foreign exchange) reflect comparative local currency balances at prior period’s foreign exchange rates. Stericycle calculated these percentages by taking current period reported Revenues less the respective prior period reported Revenues, divided by the prior period reported Revenues, all at the respective prior period’s foreign exchange rates. This measure provides information on the change in Revenues assuming that foreign currency exchange rates have not changed between the prior and the current period. Management believes the use of this measure aids in the understanding of changes in Revenues without the impact of foreign currency.

(3)For further information, see Part I, Item I. Financial Statements; Note 2 – Revenues from Contracts with Customers in the Condensed Consolidated Financial Statements.

Revenues for the second quarter were $672.7 million, an increase of 12.5% compared to $598.2 million in the second quarter of 2020. In the second quarter, organic revenue of RWCS and SID increased 7.6% and 34.2%, respectively, largely attributable to the recovery from COVID-19 pandemic impacts, partially offset by reduced revenues of 4.5% due to the divestiture of the Environmental Solutions, Argentina and Expert Solutions businesses. Revenues for the six month period ended June 30, 2021 were $1,340.7 million, a decrease of 3.1% compared to $1,383.2 million in the six month period ended June 30, 2020. Divestitures in 2020 reduced revenues by $162.2 million or 11.7%, partially offset by an increase in organic revenues of $93.2 million or 6.7%.    

North America revenues increased $51.3 million, or 10.4%, in the second quarter of 2021 to $542.6 million from $491.3 million in the second quarter of 2020. Organic revenue increased $63.8 million or 13.0% due to the recovery

2021 Q2 10-Q Report Stericycle, Inc. ● 26

from COVID-19 pandemic impacts and quality of revenue initiatives. Divestitures in 2020 reduced revenues by $16.7 million or 3.4%.

International revenues increased $23.2 million, or 21.7%, in the second quarter of 2021 to $130.1 million from $106.9 million in the second quarter of 2020. The increase in International organic revenue was $22.1 million, or 20.6%, attributable to the recovery from COVID-19 pandemic impacts. Divestitures in 2020 reduced revenues by $10.5 million or 9.8%. The effect of foreign exchange rates was favorable by $11.6 million, or 10.9%.

North America revenues decreased $69.6 million, or 6.1%, for the six month period ended June 30, 2021 to $1,076.3 million from $1,145.9 million for the six month period ended June 30, 2020. Divestitures reduced revenues by $137.6 million, or 12.0%, partially offset by an increase in organic revenue of $61.8 million or 5.4% primarily due to the recovery from COVID-19 pandemic impacts.

International revenues increased $27.1 million, or 11.4%, for the six month period ended June 30, 2021 to $264.4 million from $237.3 million for the six month period ended June 30, 2020. The increase in International organic revenue was $31.4 million, or 13.2%, attributable to the recovery from COVID-19 pandemic impacts, partially offset by a decrease in revenue from divestitures for $24.6 million or 10.4%. The effect of foreign exchange rates was favorable by $20.3 million or 8.6%.

Gross profit:

In millions
	Three Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Gross profit	269.1	40.0	%	229.7	38.4	%	39.4	17.2	%

In millions
	Six Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Gross profit	530.5	39.6	%	516.3	37.3	%	14.2	2.8	%

The increase in Gross profit for the three months ended June 30, 2021, as compared to 2020, was primarily due to the higher margin flow through of increased revenues primarily related to the recovery from COVID-19 pandemic impacts. The increase for the six month period ended June 30, 2021 compared to 2020 was due to the recovery from COVID-19 pandemic impacts, partially offset due to the 2020 divestitures of Domestic Environmental Solutions, Argentina, and Expert Solutions businesses. Further, we continue to incur lower charges associated with our certain key priorities and other significant matters discussed above. Gross profit as a percentage of revenues has improved, in part as divested businesses historically produced lower margins as compared to core businesses.

Our international RWCS operations generate most of their revenues from large account customers, such as hospitals, publicly funded healthcare organizations and National Trusts. Our international gross profit as a percentage of revenues is lower than North America gross profit as a percentage of revenues because our international RWCS operations have fewer small account customers, which tend to generate higher Gross profit as a percentage of revenues.

SG&A:

In millions
	Three Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
SG&A	213.5	31.7	%	201.0	33.6	%	12.5	6.2	%

2021 Q2 10-Q Report Stericycle, Inc. ● 27

In millions
	Six Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
SG&A	415.8	31.0	%	459.7	33.2	%	(43.9)	(9.5)	%

The increase in SG&A for the three months ended June 30, 2021, as compared to 2020, was due to increased selling expense as a result of quality of revenue initiatives and compensation related costs, which included the timing of merit increases. These were offset by divestiture and lower bad debt expense. The decrease in SG&A for the six months ended June 30, 2021, as compared to the prior year comparable period, was primarily due to the 2020 divestitures of the Domestic Environmental Solutions, Argentina, and Expert Solutions businesses and lower bad debt expense, partially offset by increased selling expenses and compensation related costs. Bad debt expense was lower in the three and six months ended June 30, 2021 when compared to the same periods in 2020 due to a decrease in risk of collectability associated with the impacts of the COVID-19 pandemic. Further, for the six months ended June 30, 2021, we incurred lower charges associated with certain key priorities and other significant matters discussed above.

Divestiture losses (gains), net:

In millions
	Three Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Divestiture losses (gains), net	—	—	%	3.8	0.6	%	(3.8)	(100.0)	%

In millions
	Six Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Divestiture losses (gains), net	—	—	%	62.1	4.5	%	(62.1)	(100.0)	%

For additional information, see Part I, Item I. Financial Statements; Note 3 – Restructuring, Divestitures and Impairment in the Condensed Consolidated Financial Statements and our certain key priorities and other significant matters discussed above.

Segment Profitability:

2021 Q2 10-Q Report Stericycle, Inc. ● 28

Segment profitability was as follows:

	Three Months Ended June 30,									Six Months Ended June 30,
	2021			2020			Change 2021 versus 2020			2021			2020			Change 2021 versus 2020
	$	% Segment Revenues		$	% Segment Revenues		$	%		$	% Segment Revenues		$	% Segment Revenues		$	%
Adjusted Income from Operations
North America	159.6	29.4	%	140.5	28.6	%	19.1	13.6	%	317.2	29.5	%	290.0	25.3	%	27.2	9.4	%
International	15.6	12.0	%	1.8	1.7	%	13.8	nm		28.2	10.7	%	16.9	7.1	%	11.3	66.9	%
Other Costs	(69.5)	nm		(57.0)	nm		(12.5)	21.9	%	(129.7)	nm		(127.8)	nm		(1.9)	nm
Total	105.7	15.7	%	85.3	14.3	%	20.4	23.9	%	215.7	16.1	%	179.1	12.9	%	36.6	20.4	%
Reconciliation to Income (loss) from operations:
Adjusted Income from Operations	105.7			85.3						215.7			179.1
Adjusting Items Total (1)	(50.1)			(60.4)						(101.0)			(184.6)
Income (loss) from operations	55.6			24.9						114.7			(5.5)

nm - percentage change not meaningful

(1) See Part I, Item 1. Financial Statements; Note 8 - Segment Reporting in the Condensed Consolidated Financial Statements for more detail.

Adjusted Income from Operations for North America increased $19.1 million, or 13.6%, in the second quarter of 2021 to $159.6 million from $140.5 million in the second quarter of 2020. Adjusted Income from Operations improvement was driven by higher revenues related to the recovery from COVID-19 impacts, quality of revenue initiatives, and lower bad debt expense. This improvement was partially offset by an increase in selling expenses and compensation related costs.

Adjusted Income from Operations for North America increased $27.2 million, or 9.4%, for the six months ended June 30, 2021 to $317.2 million from $290.0 million for the six months ended June 30, 2020. Adjusted Income from Operations improved due to increased revenues related to the recovery from COVID-19 impacts and lower bad debt expense, partially offset by the impact of divestitures in 2020 and higher selling expenses. Operating margin improved as a percentage of revenues, in part, as divested businesses in 2020 historically produced lower margins as compared to core businesses.

Adjusted Income from Operations for International increased $13.8 million for the second quarter of 2021 to $15.6 million from $1.8 million for the second quarter of 2020. The increase was primarily driven by higher revenues related to the recovery from COVID-19 impacts, partially offset by reduced revenues from divestitures in 2020.

Adjusted Income from Operations for International increased $11.3 million, or 66.9%, for the six month period ended June 30, 2021 to $28.2 million from $16.9 million for the six months ended June 30, 2020. The increase was primarily driven by higher revenues related to the recovery from COVID-19 impacts and favorable foreign exchange rates, partially offset by the impact of divestitures in 2020.

Adjusted Loss from Operations for Other Costs increased for the three months ended June 30, 2021 compared to 2020 period primarily as a result of higher compensation related costs.

Adjusted Loss from Operations for Other Costs increased for the six months ended June 30, 2021 compared to 2020 as a result of higher compensation related costs, partially offset by lower discretionary, information technology expenses, and lower costs associated with divested businesses in 2020.    

Interest expense, net:

2021 Q2 10-Q Report Stericycle, Inc. ● 29

In millions
	Three Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Interest expense, net	17.9	2.7	%	19.3	3.2	%	(1.4)	(7.3)	%

In millions
	Six Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Interest expense, net	36.3	2.7	%	44.3	3.2	%	(8.0)	(18.1)	%

The decrease in the three and six months ended June 30, 2021 as compared to 2020 is a result of a lower weighted-average debt balance as well as lower interest rates. For further information see Part I, Item I. Financial Statements; Note 5 – Long-Term Debt in the Condensed Consolidated Financial Statements.

Other (income) expense net:

In millions
	Three Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Other (income) expense, net	(0.7)	(0.1)	%	1.0	0.2	%	(1.7)	(170.0	%)

In millions
	Six Months Ended June 30,
	2021			2020			Change
	$	% Revenues		$	% Revenues		$	%
Other (income) expense, net	—	—	%	3.9	0.3	%	(3.9)	(100.0	%)

Other (income) expense, net is primarily comprised of foreign exchange losses including the re-measurement of net monetary assets held in Argentina as a result of its designation as a highly inflationary economy through its divestiture in August of 2020.

Income tax (expense) benefit:

In millions
	Three Months Ended June 30,
	2021			2020			Change
	$	Effective Rate		$	Effective Rate		$	%
Income tax (expense) benefit	(9.1)	23.7	%	(8.7)	189.1	%	0.4	(4.6)	%

In millions
	Six Months Ended June 30,
	2021			2020			Change
	$	Effective Rate		$	Effective Rate		$	%
Income tax (expense) benefit	(22.9)	29.2	%	29.7	55.3	%	52.6	177.1	%

For further information, see Part I, Item I. Financial Statements; Note 6 – Income Taxes in the Condensed Consolidated Financial Statements.

Liquidity and Capital Resources

2021 Q2 10-Q Report Stericycle, Inc. ● 30

The Company believes that it has sufficient liquidity to support its ongoing operations and to invest in future growth to create value for its shareholders. Operating cash flows and the Company’s $1.2 billion Senior Credit Facility are the Company’s primary sources of liquidity and are expected to be used for, among other things, payment of interest and principal on the Company’s long-term debt obligations, capital expenditures necessary to support growth and productivity improvements, including those associated with shareholder distributions approved by the Board of Directors. To the extent the Company needs to add additional funding options to meet additional liquidity requirements or diversify its funding portfolio, the Company could seek additional financing from alternative sources, including approaching the capital markets.

The Credit Agreement and Fifth Amendment contain a number of covenants, including financial covenants. As of June 30, 2021, the Company was in compliance with the Credit Agreement Defined Debt Leverage Ratio covenant, with an actual ratio of 3.06 to 1.00, which was below the allowed maximum ratio of 4.75 to 1.00 as contained in the Fifth Amendment.

For further details concerning these matters see Part I, Item I. Financial Statements; Note 5 – Long-Term Debt in the Condensed Consolidated Financial Statements.

Cash Flow Summary:

The following table shows cash flow information for the Company by activity:

In millions
	Six Months Ended June 30,
	2021		2020
Net cash from operating activities	$	149.8	$	207.3
Net cash from investing activities	(58.4)		352.3
Net cash from financing activities	(82.6)		(551.0)
Effect of exchange rate changes on cash and cash equivalents	(0.4)		(1.3)
Net change in cash and cash equivalents	$	8.4	$	7.3

Operating Cash Flows: Net cash from operating activities decreased $57.5 million in the first six months of 2021 to $149.8 million from $207.3 million in the first six months of 2020. The year-over-year decline of $57.5 million was primarily driven by an annual incentive compensation payout of $38.6 million in 2021 versus a nominal payout in 2020 and net higher income tax payments and other working capital changes of $6.5 million. Additionally, 2020 experienced favorable cash flow from items which are inherently non-recurring, including advances received on a service agreement related to the divestiture of Domestic Environmental Solutions of $19.2 million and government-related payment deferrals of $15.7 million associated with pandemic related relief. These were partially offset by lower interest payments of $22.5 million, primarily as a result of lower debt balances.

DSO as of June 30, 2021, as reported was 56 days, compared to DSO of 46 days as of June 30, 2020. When excluding divested revenues as of June 30, 2021 from the trailing twelve-months DSO calculations, DSO was 56 days in the second quarter of 2021, compared to 51 days in the second quarter of 2020. Short-term movements in revenues and receivables, primarily related to the impacts of the pandemic, are impacting DSO year-over-year.

Investing Cash Flows: Net cash from investing activities decreased $410.7 million in the first six months of 2021 to net cash used of $58.4 million from net cash provided of $352.3 million in the first six months of 2020. In the second quarter of 2020, we received $427.7 million from the divestiture of the Domestic Environmental Solutions business. Our cash paid for capital expenditures decreased by $14.9 million to $59.7 million from $74.6 million in the first six months of 2020. The difference was primarily driven by $32.3 million less in ERP capital expenditures in 2021, compared to the first half of 2020.

Financing Cash Flows: Net cash used for financing activities decreased $468.4 million in the first six months of 2021 to $82.6 million from $551.0 million in the first six months of 2020. Our net repayments on our Senior Credit Facility and Term Loan were $66.9 million in the first six months of 2021 compared to net repayments of $525.6 million in the first six months of 2020 principally due to the proceeds received from the divestiture of the Domestic Environmental Solutions business in 2020.

Critical Accounting Policies and Estimates

2021 Q2 10-Q Report Stericycle, Inc. ● 31

As discussed in our 2020 Form 10-K, the preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the amount of reported assets and liabilities and disclosure of contingent liabilities at the date of the Condensed Consolidated Financial Statements and revenues and expenses during the periods reported. There were no material changes from the information provided therein.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Quantitative and qualitative disclosures about the various risks to which we have exposure are included in Part I, Item 7A "Quantitative and Qualitative Disclosures about Market Risk" of our 2020 Form 10-K. There were no material changes from the information provided therein.

The U.K.’s Financial Conduct Authority, which regulates LIBOR, announced in 2017 that it intends to phase out LIBOR by the end of 2021. The Company’s contracts with respect to its borrowings already contain comparable alternative reference rates that would automatically take effect upon the phasing out of LIBOR.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act)) are effective as of June 30, 2021, based on the evaluation of these controls and procedures required by Rule 13a-15(b) or 15d-15(b) of the Exchange Act.

Changes in Internal Control Over Financial Reporting

During the three months ended June 30, 2021, there were no changes that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

2021 Q2 10-Q Report Stericycle, Inc. ● 32

Table of Contents PART II

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

Further information pertaining to legal proceedings can be found in Part I, Item I. Financial Statements; Note 9 – Commitments and Contingencies in the Notes to the Condensed Consolidated Financial Statements and is incorporated herein by reference.

Item 1A. Risk Factors

In addition to the other information included in this report, you should carefully consider the factors discussed in Part I, Item 1A. “Risk Factors” in the Annual Report on Form 10-K for the year ended December 31, 2020, and the factors identified under “Safe Harbor Statement” at the beginning of Part I, Item 2 of this Quarterly Report on Form 10-Q, which could materially affect our business, financial condition, cash flows, or results of operations. The risks described in the Annual Report are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that the Company currently considers immaterial also may materially adversely affect its business, financial condition, and/or operating results. There have been no material changes to the risk factors included in the Annual Report on Form 10-K for the year ended December 31, 2020, other than as described below.

An inability to retain key personnel or difficulties in recruiting qualified personnel may adversely affect our business.

The labor market in the U.S. and globally is very competitive. Like many other route-based businesses, we are being impacted by our industry’s driver and facility team member shortages. We depend on the skills, working relationships, and continued services of key personnel, including our experienced management team. We must hire, train and develop effective drivers and other team members. We compete with other companies both within and outside of our industry for talented personnel. In addition, employee turnover increases our cost of operations and makes it more difficult to operate our business. Difficulty in replacing or adding personnel could have an adverse effect on our business, results of operations and financial condition.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no sales of unregistered equity securities during the three months ended June 30, 2021.

2021 Q2 10-Q Report Stericycle, Inc. ● 33

Table of Contents PART IV

Item 6. Exhibits

The following exhibits are filed or furnished as part of this report:

Exhibit Index

Exhibit Index	Description
2.1	Stock Purchase Agreement, dated as of February 6, 2020, by and among Stericycle, Inc., Harsco Corporation and CEI Holding, LLC (incorporated by reference to Exhibit 2.1 to our current report on Form 8-K filed February 7, 2020)
3.1	Amended and restated certificate of incorporation (incorporated by reference to Exhibit 3.1 to our registration statement on Form S-1 declared effective on August 22, 1996)
3.2	First certificate of amendment to amended and restated certificate of incorporation (incorporated by reference to Exhibit 3.1 to our current report on Form 8-K filed November 29, 1999)
3.3	Second certificate of amendment to amended and restated certificate of incorporation (incorporated by reference to Exhibit 3.4 to our annual report on Form 10-K for 2002)
3.4	Third certificate of amendment to amended and restated certificate of incorporation (incorporated by reference to Exhibit 3.4 to our registration statement on Form S-4 declared effective on October 10, 2007)
3.5	Fourth certificate of amendment to amended and restated certificate of incorporation (incorporated by reference to Exhibit 3(i).1 to our quarterly report on Form 10-Q filed August 7, 2014)
3.6	Certificate of Designation setting forth the specific rights, preferences, limitations, restrictions and other terms and conditions of the Series A Convertible Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K filed November 29, 1999)
3.7	Certificate of Elimination of the Certificate of Designations relating to Series A Convertible Preferred Stock, par value 0.01 per share (incorporated by reference to Exhibit 3.1 and 4.1 to our current report on Form 8-K filed September 15, 2015)
3.8	Certificate of Designations setting forth the specific rights, preferences, limitations, restrictions and other terms and conditions of the Mandatory Convertible Preferred Stock (incorporated by reference to Exhibit 4.1 to our Registration Statement on Form 8-A filed September 15, 2015)
3.9	Certificate of Elimination of the Certificate of Designations relating to 5.25% Series A Mandatory Convertible Preferred Stock (incorporated by reference to Exhibit 3.9 to our Quarterly Report on Form 10-Q filed November 11, 2018)
3.10	Amended and restated bylaws (incorporated by reference to Exhibit 3(ii).1 to our current report on Form 8-K filed June 1, 2016)
10.1	Stericycle, Inc. 2021 Long-Term Incentive Plan (incorporated by reference to Appendix B to our Definitive Proxy Statement on Schedule 14A filed April 14, 2021)
10.2	Form of Agreement for Director Restricted Stock Unit Award under the 2021 Long-Term Incentive Plan
10.3	Form of Restricted Stock Unit Award Agreement under the 2021 Long-Term Incentive Plan
10.4	Form of Performance Stock Unit Award Agreement under the 2021 Long-Term Incentive Plan
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32	Section 1350 Certification of Chief Executive Officer and Chief Financial Officer
101	The following information from our Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, formatted in Inline XBRL: (i) Condensed Consolidated Statements of Income (Loss); (ii) Condensed Consolidated Statements of Comprehensive Income (Loss); (iii) Condensed Consolidated Balance Sheets; (iv) Condensed Consolidated Statements of Cash Flows; (v) Condensed Consolidated Statements of Changes in Equity and (vi) Notes to Condensed Consolidated Financial Statements
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* The Company agrees to furnish supplementally a copy of any omitted exhibit or appendix to the Securities and Exchange Commission upon request.     

2021 Q2 10-Q Report Stericycle, Inc. ● 34

Table of Contents SIGNATURES

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: August 6, 2021     

STERICYCLE, INC.

(Registrant)

By:    /s/ JANET H. ZELENKA

Janet H. Zelenka

Executive Vice President, Chief Financial Officer & Chief Information Officer

2021 Q2 10-Q Report Stericycle, Inc. ● 35

EX-10.2

Exhibit 10.2 Director Restricted Stock Unit Award (Stericycle, Inc. 2021 Long-Term Incentive Plan) Stericycle, Inc. (the “Company”), pursuant to its 2021 Long-Term Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Non-Employee Director named below, as a “Participant” in the Plan. The terms and conditions of this Award are set forth in this Restricted Stock Unit Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is used but not defined in this Agreement shall have the meaning assigned to it in the Plan as it currently exists or as it is amended in the future. Name of Participant: [_______________________] Number of Restricted Stock Units: [_______] Grant Date: __________, 20__ The Scheduled Vesting Date for the Restricted Stock Units is _________________. By signing below or otherwise evidencing your acceptance of this Agreement in a manner approved by the Company, you agree to all of the terms and conditions contained in this Agreement and in the Plan document. You acknowledge that you have received and reviewed these documents and that they set forth the entire agreement between you and the Company regarding this Award of Restricted Stock Units. PARTICIPANT: STERICYCLE, INC.: By:______________________________________ Title:_____________________________________

2 Restricted Stock Unit Award Agreement Terms and Conditions 1. Grant of Restricted Stock Units. The Company hereby confirms the grant to you, as of the Grant Date and subject to the terms and conditions in this Agreement and the Plan, of the number of Restricted Stock Units specified on the cover page of this Agreement (the “Units”). Each Unit represents the right to receive one Share of the Company’s common stock. Prior to their settlement or forfeiture in accordance with the terms of this Agreement, the Units granted to you will be credited to an account in your name maintained by the Company. This account shall be unfunded and maintained for book-keeping purposes only, with the Units simply representing an unfunded and unsecured contingent obligation of the Company. 2. Restrictions Applicable to Units. Neither this Award nor the Units subject to this Award may be sold, assigned, transferred, exchanged or encumbered, voluntarily or involuntarily, other than (i) a transfer upon your death in accordance with your will, by the laws of descent and distribution or pursuant to a beneficiary designation submitted in accordance with Section 6(d) of the Plan, or (ii) pursuant to a domestic relations order. Following any such transfer, this Award shall continue to be subject to the same terms and conditions that were applicable to this Award immediately prior to its transfer. Any attempted transfer in violation of this Section 2 shall be void and without effect. The Units and your right to receive Shares in settlement of the Units under this Agreement shall be subject to forfeiture as provided in Section 5 until satisfaction of the vesting conditions set forth in Section 4. 3. No Shareholder Rights. The Units subject to this Award do not entitle you to any rights of a holder of the Company’s common stock. You will not have any of the rights of a shareholder of the Company in connection with the grant of Units subject to this Agreement unless and until Shares are issued to you upon settlement of the Units as provided in Section 6. 4. Vesting of Units. The Units will vest as follows. (a) Scheduled Vesting. If you serve as a Non-Employee Director continuously from the Grant Date specified on the cover page of this Agreement through the Vesting Date specified on the cover page of this Agreement, then the Units will vest in full on the Scheduled Vesting Date. (b) Accelerated Vesting. The vesting of outstanding Units will be accelerated under the circumstances provided below: (1) Death or Disability. If your Service terminates prior to the Scheduled Vesting Date due to your death or disability (defined as, in accordance with Treasury Regulations § 1.409A-3(a), a medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than six months, where such impairment causes you to be unable to perform your duties as a Non-Employee Director), then all of the unvested Units shall vest as of such termination date. (2) Change in Control. If a Change in Control occurs while you continue to be a Non- Employee Director and prior to the Scheduled Vesting Date, the Units will vest in full as of immediately prior to such Change in Control.

3 5. Effect of Termination of Service. Except as otherwise provided in accordance with Section 4(b) above, if your Service as a Non-Employee Director ceases for any reason prior to the Scheduled Vesting Date of the Units, you will forfeit all unvested Units. 6. Settlement. You will be entitled to payment (whether in Shares of Common Stock or the cash equivalent thereof) only with respect to vested Units. After Units have vested pursuant to Section 4, the Company shall, as soon as practicable (but no later than 45 days following the date on which the Units vested) cause to be delivered to you (or to your designated beneficiary or estate in the event of your death) in settlement of such vested Units: (a) Shares of Common Stock (with one share of Common Stock distributed for each Unit that has vested, and cash equal in value to any fractional Units that have vested), (b) a lump sum cash payment equal to the Fair Market Value (determined as of the Scheduled Vesting Date) of the number of shares of Common Stock determined under paragraph (a), or (c) a combination of the payment forms described in paragraphs (a) and (b), as determined by the Committee in its sole discretion. Notwithstanding the foregoing, if settlement of the Units is deferred under the terms of the Stericycle, Inc. Directors’ Deferred Stock Plan or another deferred compensation plan of the Company (“Deferred Compensation Plan”), whether pursuant to your election or otherwise, settlement of the Units that have vested pursuant to Section 4 shall be made at the time and in the form determined under, and otherwise accordance with the terms of, the Deferred Compensation Plan. 7. Withholding. The delivery of any Shares of Common Stock or the payment of cash in settlement of the Award pursuant to Section 6 shall be conditioned upon the satisfaction of any applicable withholding tax obligation. 8. Governing Plan Document. This Agreement and the Award are subject to all the provisions of the Plan, and to all interpretations, rules and regulations which may, from time to time, be adopted and promulgated by the Committee pursuant to the Plan. If there is any conflict between the provisions of this Agreement and the Plan, the provisions of the Plan will govern. The Committee’s interpretation of this Agreement and the Plan shall be final and binding. 9. No Right to Continued Service. Nothing in this Award shall be considered to confer on you any right to continue in the Service of the Company or the right to be nominated for election as a director of the Company. 10. Governing Law. This Agreement, the parties’ performance hereunder, and the relationship between them shall be governed by, construed, and enforced in accordance with the laws of the State of Delaware, without giving effect to the choice of law principles thereof. 11. Severability. The provisions of this Agreement shall be severable and if any provision of this Agreement is found by any court to be unenforceable, in whole or in part, the remainder of this Agreement shall nevertheless be enforceable and binding on the parties. You also agree that any trier of fact may modify any invalid, overbroad or unenforceable provision of this Agreement so that such provision, as modified, is valid and enforceable under applicable law. 12. Binding Effect. This Agreement will be binding in all respects on your heirs, representatives, successors and assigns, and on the successors and assigns of the Company. 13. Section 409A of the Code. The award of Units as provided in this Agreement and any issuance of Shares or payment pursuant to this Agreement are intended to be exempt from Section 409A of the Code under the short-term deferral exception specified in Treas. Reg. § 1.409A-l(b)(4).

EX-10.3

Exhibit 10.3 STERICYCLE, INC. 2021 LONG-TERM INCENTIVE PLAN Restricted Stock Unit Award Agreement Stericycle, Inc. (the “Company”), pursuant to its 2021 Long-Term Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Restricted Stock Unit Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is used but not defined in this Agreement shall have the meaning assigned to it in the Plan as it currently exists or as it is amended in the future. Name of Participant: [_______________________] Number of Restricted Stock Units: [_______] Grant Date: __________, 20__ Vesting Schedule: Scheduled Vesting Dates Number of Restricted Stock Units that Vest By signing below or otherwise evidencing your acceptance of this Agreement in a manner approved by the Company, you agree to all of the terms and conditions contained in this Agreement and in the Plan document. You acknowledge that you have received and reviewed these documents and that they set forth the entire agreement between you and the Company regarding this Award of Restricted Stock Units. This Award shall not become effective until you accept this Award and agree to be bound by an Employee Covenant Agreement. Upon such acceptance and agreement, this Award shall become effective, retroactive to the Grant Date, without the necessity of further action by either the Company or you. If, within 90 days of the Grant Date, you have not accepted this Award and/or if you have not signed the Employee Covenant Agreement and returned it to the Company, this Award may, if so determined by the Company in its discretion, be forfeited and cancelled, in which case you shall have no further rights under or with respect thereto. PARTICIPANT: STERICYCLE, INC.: By:______________________________________ Title:_____________________________________

Page 2 STERICYCLE, INC. 2021 Long-Term Incentive Plan Restricted Stock Unit Award Agreement Terms and Conditions 1. Grant of Restricted Stock Units. The Company hereby confirms the grant to you, as of the Grant Date and subject to the terms and conditions in this Agreement and the Plan, of the number of Restricted Stock Units specified on the cover page of this Agreement (the “Units”). Each Unit represents the right to receive one Share of the Company’s common stock, par value $0.01 per Share. Prior to their settlement or forfeiture in accordance with the terms of this Agreement, the Units granted to you will be credited to an account in your name maintained by the Company. This account shall be unfunded and maintained for book- keeping purposes only, with the Units simply representing an unfunded and unsecured contingent obligation of the Company. 2. Restrictions Applicable to Units. Neither this Award nor the Units subject to this Award may be sold, assigned, transferred, exchanged or encumbered, voluntarily or involuntarily, other than (i) a transfer upon your death in accordance with your will, by the laws of descent and distribution or pursuant to a beneficiary designation submitted in accordance with Section 6(d) of the Plan, or (ii) pursuant to a domestic relations order. Following any such transfer, this Award shall continue to be subject to the same terms and conditions that were applicable to this Award immediately prior to its transfer. Any attempted transfer in violation of this Section 2 shall be void and without effect. The Units and your right to receive Shares in settlement of the Units under this Agreement shall be subject to forfeiture as provided in Section 5 until satisfaction of the vesting conditions set forth in Section 4. 3. No Shareholder Rights. The Units subject to this Award do not entitle you to any rights of a holder of the Company’s common stock. You will not have any of the rights of a shareholder of the Company in connection with the grant of Units subject to this Agreement unless and until Shares are issued to you upon settlement of the Units as provided in Section 6. 4. Vesting of Units. For purposes of this Agreement, “Vesting Date” means any date, including the Scheduled Vesting Dates specified in the Vesting Schedule on the cover page of this Agreement, on which Units subject to this Agreement vest as provided in this Section 4. Notwithstanding the vesting and subsequent settlement of this Award, it shall remain subject to the provisions of Section 8 of this Agreement. (a) Scheduled Vesting. If you remain a Service Provider continuously from the Grant Date specified on the cover page of this Agreement, then the Units will vest in the amounts and on the Scheduled Vesting Dates specified in the Vesting Schedule. (b) Accelerated or Continued Vesting. The vesting of outstanding Units will be accelerated or continued under the circumstances provided below: (1) Death or Disability. If your Service terminates prior to the final Scheduled Vesting Date due to your death or Disability, then all of the unvested Units shall vest as of such termination date. (2) Retirement. If (A) your Service terminates prior to the final Scheduled Vesting Date due to your Retirement, (B) you provided written notice to the Company of your intention to retire at least six months prior to your termination date due to Retirement, and (C) at least six months have elapsed between the Grant Date and your termination date due to Retirement, then the Units

Page 3 will continue to vest in accordance with the Vesting Schedule on the cover page of this Agreement; provided, however, that the Employee Covenant Agreement referred to in Section 8(a) of this Agreement shall continue to apply to you following your termination date due to Retirement until this Award is fully vested and settled in accordance with Section 6, and if you violate any provision of the Employee Covenant Agreement during such period, then Section 8(a) will apply. (3) Change in Control. If a Change in Control occurs while you continue to be a Service Provider and prior to the final Scheduled Vesting Date, the following provisions shall apply: (i) If, within 24 months after a Change in Control (A) described in paragraphs (1) or (2) of Section 2(f) of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) of Section 2(f) of the Plan and in connection with which the surviving or acquiring entity (or its parent entity) has continued, assumed or replaced this Award, you cease to be a Service Provider due either to an involuntary termination for reasons other than Cause or a resignation for Good Reason, then all unvested Units shall immediately vest in full. (ii) If this Award is not continued, assumed or replaced in connection with a Change in Control that constitutes a Corporate Transaction, then all unvested Units shall immediately vest in full upon the occurrence of the Change in Control. For the avoidance of doubt, with respect to any Award that is deferred compensation for purposes of Section 409A of the Code in the event that it would be impermissible to accelerate the settlement of any such Award in connection with a Change in Control, no distribution shall be made to you by reason of such Change of Control (although any other modification or enhancement to the Award, such as accelerated vesting, shall still apply) and the value of such Award as determined by the Committee prior to such Change of Control shall be paid to the affected Service Provider on the date the Award would have otherwise been settled without regard to the Change of Control. (iii) For purposes of this Section 4(b)(3), this Award will be considered assumed or replaced under the circumstances specified in Section 12(b)(1) of the Plan. 5. Effect of Termination of Service. Except as otherwise provided in accordance with Section 4(b) above, if you cease to be a Service Provider, you will forfeit all unvested Units. 6. Settlement of Units. Subject to Section 8 below, after any Units vest pursuant to Section 4, the Company shall, as soon as practicable (but no later than the 15th day of the third calendar month following the Vesting Date), cause to be issued and delivered to you (or to your personal representative or your designated beneficiary or estate in the event of your death, as applicable) one Share in payment and settlement of each vested Unit. Delivery of the Shares shall be effected by the issuance of a stock certificate to you, by an appropriate entry in the stock register maintained by the Company’s transfer agent with a notice of issuance provided to you, or by the electronic delivery of the Shares to a brokerage account designated by the Company, and shall be subject to the tax withholding provisions of Section 7 and compliance with all applicable legal requirements as provided in Section 17(c) of the Plan, and shall be in complete satisfaction and settlement of such vested Units. The Company will pay any original issue or transfer taxes with respect to the issue and transfer of Shares to you pursuant to this Agreement, and all fees and expenses incurred by it in connection therewith. If the Units that vest include a fractional Unit, the Company shall round the number of vested Units down to the nearest whole Unit prior to issuance of Shares as provided herein and shall pay cash to you equal in value to any fractional vested Unit.

Page 4 7. Tax Consequences and Withholding. No Shares will be delivered to you in settlement of vested Units unless you have made arrangements acceptable to the Company for payment of any federal, state, local or foreign withholding taxes that may be due as a result of the delivery of the Shares. You hereby authorize the Company (or any Affiliate) to withhold from payroll or other amounts payable to you any sums required to satisfy any withholding tax obligations related to the grant, vesting, settlement or otherwise arising out of the Units, and you otherwise agree to satisfy such obligations in accordance with the provisions of Section 14 of the Plan. To the extent that any Shares are eligible for settlement at the time of taxation, unless otherwise determined by the Committee, the Company will withhold a number of Shares that would otherwise be issued to you in settlement of the Units and that have a fair market value equal to the amount of such withholding tax obligations, unless you notify the Company prior to the Vesting Date that you will provide for cash payment to the Company of such withholding tax obligations and you actually make such cash payment to the Company. 8. Forfeiture of Award and Compensation Recovery. (a) Forfeiture Conditions. This Award is subject to forfeiture and automatic cancellation as provided in the Employee Covenant Agreement. In addition, you may be required to repay the Company any cash paid in settlement of the Award, and the net proceeds from the sale of any stock issued in settlement of the Award, as also provided in the Employee Covenant Agreement. (b) Compensation Recovery Policy. In addition to those provisions in Section 8(a), this Award and any compensation associated therewith is subject to potential forfeiture or recovery in accordance with any compensation recovery policy adopted by the Board or the Committee. This Agreement may be unilaterally amended by the Committee to comply with any such compensation recovery policy. (c) Remedies. The parties expressly agree that the forfeiture and repayment obligations contained in this Section 8 do not constitute the Company’s exclusive remedy for your violation of Section 8. The Company may seek any additional legal or equitable remedy, including injunctive relief, for any such violation. 9. Notices. Every notice or other communication relating to this Agreement shall be in writing and shall be mailed to or delivered (including electronically) to the party for whom it is intended at such address as may from time to time be designated by it in a notice mailed or delivered to the other party as herein provided. Unless and until some other address is so designated, all notices or communications by you to the Company shall be mailed or delivered to the Company, to the attention of its VP, Global Total Rewards, at its office at 2355 Waukegan Road, Bannockburn, IL 60015, Equityadministration@stericycle.com, and all notices or communications by the Company to you may be given to you personally or may be mailed or, if you are still a Service Provider, emailed to you at the address indicated in the Company's records as your most recent mailing or email address. 10. Additional Provisions. (a) No Right to Continued Service. This Agreement does not give you a right to continued Service with the Company or any Affiliate, and the Company or any such Affiliate may terminate your Service at any time and otherwise deal with you without regard to the effect it may have upon you under this Agreement. (b) Governing Plan Document. This Agreement and the Award are subject to all the provisions of the Plan, and to all interpretations, rules and regulations which may, from time to time, be adopted and promulgated by the Committee pursuant to the Plan. If there is any conflict between the provisions of this

Page 5 Agreement and the Plan, the provisions of the Plan will govern. The Committee’s interpretation of the Plan and this Agreement shall be final and binding. (c) Governing Law. This Agreement, the parties’ performance hereunder, and the relationship between them shall be governed by, construed, and enforced in accordance with the laws of the State of Delaware, without giving effect to the choice of law principles thereof. (d) Severability. The provisions of this Agreement shall be severable and if any provision of this Agreement is found by any court to be unenforceable, in whole or in part, the remainder of this Agreement shall nevertheless be enforceable and binding on the parties. You also agree that any trier of fact may modify any invalid, overbroad or unenforceable provision of this Agreement so that such provision, as modified, is valid and enforceable under applicable law. (e) Binding Effect. This Agreement will be binding in all respects on your heirs, representatives, successors and assigns, and on the successors and assigns of the Company. (f) Section 409A of the Code. The award of Units as provided in this Agreement and any issuance of Shares or payment pursuant to this Agreement are intended to be exempt from or compliance with Section 409A of the Code and this Agreement and the Plan shall be administered and interpreted in accordance with this intent. (g) Electronic Delivery and Acceptance. The Company may deliver any documents related to this Restricted Stock Unit Award by electronic means and request your acceptance of this Agreement by electronic means. You hereby consent to receive all applicable documentation by electronic delivery and to participate in the Plan through an on-line (and/or voice activated) system established and maintained by the Company or the Company’s third-party stock plan administrator. By signing the cover page of this Agreement or otherwise accepting this Agreement in a manner approved by the Company, you agree to all the terms and conditions described above and in the Plan document.

EX-10.4

Exhibit 10.4 STERICYCLE, INC. 2021 LONG-TERM INCENTIVE PLAN Performance Stock Unit Award Agreement Stericycle, Inc. (the “Company”), pursuant to its 2021 Long-Term Incentive Plan (the “Plan”), hereby grants an award of Performance Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Performance Stock Unit Award Agreement (the “Agreement”), consisting of this cover page, the Terms and Conditions on the following pages and the attached Exhibit A, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is used but not defined in this Agreement shall have the meaning assigned to it in the Plan as it currently exists or as it is amended in the future. Name of Participant: Target Number of Performance Stock Units: Maximum Number of Performance Stock Units: Grant Date: Performance Period: Performance Year: Each calendar year during the Performance Period Vesting Schedule: The number of Units determined by the Committee to have been earned will vest* on the third anniversary of the Grant Date. Performance Goals: See Exhibit A *Assumes your Service has been continuous from the Grant Date to the vesting date, except as otherwise provided in this Agreement. By signing below or otherwise evidencing your acceptance of this Agreement in a manner approved by the Company, you agree to all of the terms and conditions contained in this Agreement and in the Plan document. You acknowledge that you have received and reviewed these documents and that they set forth the entire agreement between you and the Company regarding this Award of Performance Stock Units. This Award shall not become effective until you accept this Award and agree to be bound by an Employee Covenant Agreement. Upon such acceptance and agreement, this Award shall become effective, retroactive to the Grant Date, without the necessity of further action by either the Company or you. If, within 90 days of the Grant Date, you have not accepted this Award and/or if you have not signed the Employee Covenant Agreement and returned it to the Company, this Award may, if so determined by the Company in its discretion, be forfeited and cancelled, in which case you shall have no further rights under or with respect thereto.

Page 2 PARTICIPANT: STERICYCLE, INC.: By:______________________________________ Title:_____________________________________

Page 3 STERICYCLE, INC. 2021 Long-Term Incentive Plan Performance Stock Unit Award Agreement Terms and Conditions 1. Grant of Performance Stock Units. The Company hereby confirms the grant to you, as of the Grant Date and subject to the terms and conditions of this Agreement and the Plan, of an award of Performance Stock Units (the “Units”) in an amount initially equal to the Target Number of Performance Stock Units specified on the cover page of this Agreement. The number of Units that may actually be earned and become eligible to vest pursuant to this Award can be between 0% and 187.5% of the Target Number of Units, but may not exceed the Maximum Number of Performance Stock Units specified on the cover page of this Agreement. Each Unit that is earned as a result of the performance goals having been satisfied and which thereafter vests represents the right to receive one Share of the Company’s common stock. Prior to their settlement or forfeiture in accordance with the terms of this Agreement, the Units granted to you will be credited to a performance stock unit account in your name maintained by the Company. This account will be unfunded and maintained for book-keeping purposes only, with the Units simply representing an unfunded and unsecured contingent obligation of the Company. 2. Restrictions Applicable to Units. Neither this Award nor the Units subject to this Award may be sold, assigned, transferred, exchanged or encumbered, voluntarily or involuntarily, other than (i) a transfer upon your death in accordance with your will, by the laws of descent and distribution or pursuant to a beneficiary designation submitted in accordance with Section 6(d) of the Plan, or (ii) pursuant to a domestic relations order. Following any such transfer, this Award shall continue to be subject to the same terms and conditions that were applicable to this Award immediately prior to its transfer. Any attempted transfer in violation of this Section 2 shall be void and without effect. The Units and your right to receive Shares in settlement of any Units under this Agreement shall be subject to forfeiture except to the extent the Units have been earned and thereafter vest as provided in Sections 4 and 5. 3. No Shareholder Rights. The Units subject to this Award do not entitle you to any rights of a holder of the Company’s common stock. You will not have any of the rights of a shareholder of the Company in connection with any Units granted or earned pursuant to this Agreement unless and until Shares are issued to you in settlement of earned and vested Units as provided in Section 6. 4. Vesting of Units. (a) Performance Targets. For each Performance Year during the Performance Period, the Committee shall establish performance targets (“Performance Targets”) that shall apply to such Performance Year. The Performance Targets shall be established within the first 90 days of the Performance Year and at a time when the outcome as to the Performance Targets is substantially uncertain. The Performance Targets for the first Performance Year are set forth in Exhibit A (which is incorporated into and forms a part of this Agreement). The Performance Targets for Performance Years after the first Performance Year shall be established by the Committee in accordance with this subsection (a) and shall be communicated to you and be deemed to become a part of this Agreement. In addition, the Committee has established an additional Performance Target that will be measured over the entire Performance Period and will be applied as a modifier to the performance results from each Performance Year, which additional Performance Target is set forth in Exhibit A. The Performance Targets for each Performance Year and for the Performance Period shall be used to determine the maximum number of Units that may become vested for the Performance Period as described in subsection (b).

Page 4 (b) General Vesting Rules. (i) A maximum of 50% of the Units may become conditionally vested on each of the first, second and third anniversaries of the Grant Date (each date a “Conditional Vesting Date” with respect to the Performance Year ending immediately prior to the applicable anniversary of the Grant Date), provided that your Service has not terminated as of the applicable Conditional Vesting Date, except as otherwise provided in this Agreement. Subject to the terms and conditions of this Agreement, the actual number of Units that become conditionally vested as of any Conditional Vesting Date (“Conditionally Vested Units”) shall be determined by the Committee based on satisfaction of the Performance Targets for the applicable Performance Year. Without limiting the generality of the foregoing or any other provision of this Award Agreement, Conditionally Vested Units shall be treated as unvested Units until they vest on the third anniversary of the Grant Date (the “Final Vesting Date”). Except as otherwise provided by the Committee or this Agreement, if your Service terminates for any reason prior to the Final Vesting Date, then, as of your termination date, all then unvested Units shall be cancelled and shall be forfeited, none of the unvested Units shall become Vested Units and you shall have no rights under or with respect to any of the unvested Units. (ii) The number of Conditionally Vested Units that have been earned as determined by the Committee based on the Performance Targets for each Performance Year and for the overall Performance Period shall become vested as of the Final Vesting Date (the “Vested Units”). All Units that become Vested Units on the Final Vesting Date shall be distributed to you in accordance with Section 6. (c) Accelerated or Continued Vesting. (i) Death or Disability. Notwithstanding the provisions of subsection 3(b), if your Service terminates prior to the Final Vesting Date on account of your death or Disability, then all of the then outstanding unvested Units shall become Vested Units at the target level of performance, and such termination date shall be the “Final Vesting Date” for such Units for purposes of Section 6. (ii) Retirement. If (A) your Service terminates prior to the Final Vesting Date due to your Retirement, (B) you provided written notice to the Company of your intention to retire at least six months prior to your termination date due to Retirement, and (C) at least six months have elapsed between the Grant Date and your termination date due to Retirement, then the Units will remain outstanding and subject to the general vesting rules set forth in subsection (b) above; provided, however, that the Employee Covenant Agreement referred to in Section 8 of this Agreement shall continue to apply to you following your termination Date due to Retirement until the Committee determines the Vested Units that actually become earned and vested and such Vested Units are settled in accordance with Section 6, and if you violate any provision of the Employee Covenant Agreement during such period, then Section 8 below will apply. (iii) Change in Control. If a Change in Control occurs while you continue to be a Service Provider and prior to the Final Vesting Date, the following provisions shall apply: (A) If the surviving or successor entity (or its parent company) continues, assumes or replaces this Award, then the Performance Targets for the outstanding unvested Units shall be deemed to be achieved as of the date of the Change in Control at the target level of performance and such number of deemed earned Units (“Deemed Earned Units”) shall be subject to a continuing service requirement (except as set forth in

Page 5 the remainder of this subsection (A)) until the Final Vesting Date; provided, however, that if on or within 24 months following a Change in Control, you cease to be a Service Provider due either to an involuntary termination for reasons other than Cause or a resignation for Good Reason, then all unvested Deemed Earned Units shall immediately vest in full. (B) If and to the extent this Award is not continued, assumed or replaced, then all of the Units then outstanding shall become Vested Units at the target level of performance immediately prior to the effective time of the Change in Control. Further, the Committee may provide that this Award shall be canceled at or immediately prior to the effective time of the Change of Control in exchange for a payment in an amount equal to the fair market value (as determined in good faith by the Committee) of the consideration that would otherwise be received in the Change of Control for the number of shares (assuming a target level of performance) subject to this Award, and payment of any such amount shall be made in such form, on such terms and subject to such conditions as the Committee determines in its discretion. For the avoidance of doubt, with respect to any Award that is deferred compensation for purposes of Section 409A of the Code in the event that it would be impermissible to accelerate the settlement of any such Award in connection with a Change in Control, no distribution shall be made to you by reason of such Change of Control (although any other modification or enhancement to the Award, such as accelerated vesting, shall still apply) and the value of such Award as determined by the Committee prior to such Change of Control shall be paid to the affected Service Provider on the date the Award would have otherwise been settled without regard to the Change of Control. (C) For purposes of this Section 4(b)(3), this Award will be considered assumed or replaced under the circumstances specified in Section 12(b)(1) of the Plan. 5. Effect of Termination of Service. Except as otherwise provided in accordance with Section 4(b) above, if you cease to be a Service Provider, you will forfeit all unvested Units. 6. Settlement of Units. Subject to Section 8 below, after any Units vest pursuant to Section 4, the Company shall, as soon as practicable (but no later than the 15th day of the third calendar month following the Final Vesting Date), cause to be issued and delivered to you (or to your personal representative or your designated beneficiary or estate in the event of your death, as applicable) one Share in payment and settlement of each vested Unit. Delivery of the Shares shall be effected by the issuance of a stock certificate to you, by an appropriate entry in the stock register maintained by the Company’s transfer agent with a notice of issuance provided to you, or by the electronic delivery of the Shares to a brokerage account designated by the Company, and shall be subject to the tax withholding provisions of Section 7 and compliance with all applicable legal requirements as provided in Section 17(c) of the Plan, and shall be in complete satisfaction and settlement of such vested Units. The Company will pay any original issue or transfer taxes with respect to the issue and transfer of Shares to you pursuant to this Agreement, and all fees and expenses incurred by it in connection therewith. If the Units that vest include a fractional Unit, the Company shall round the number of vested Units down to the nearest whole Unit prior to issuance of Shares as provided herein and shall pay cash to you equal in value to any fractional vested Unit. 7. Tax Consequences and Withholding. No Shares will be delivered to you in settlement of vested Units unless you have made arrangements acceptable to the Company for payment of any federal, state, local or foreign withholding taxes that may be due as a result of the delivery of the Shares. You hereby authorize the Company (or any Affiliate) to withhold from payroll or other amounts payable to you any sums required to satisfy any withholding tax obligations related to the grant, vesting, settlement

Page 6 or otherwise arising out of the Units, and you otherwise agree to satisfy such obligations in accordance with the provisions of Section 14 of the Plan. To the extent that any Shares are eligible for settlement at the time of taxation, unless otherwise determined by the Committee, the Company will withhold a number of Shares that would otherwise be issued to you in settlement of the Units and that have a fair market value equal to the amount of such withholding tax obligations, unless you notify the Company prior to the Vesting Date that you will provide for cash payment to the Company of such withholding tax obligations and you actually make such cash payment to the Company. 8. Forfeiture of Award and Compensation Recovery. (a) Forfeiture Conditions. This Award is subject to forfeiture and automatic cancellation as provided in the Employee Covenant Agreement. In addition, you may be required to repay the Company any cash paid in settlement of the Award, and the net proceeds from the sale of any stock issued in settlement of the Award, as also provided in the Employee Covenant Agreement. (b) Compensation Recovery Policy. In addition to those provisions in Section 8(a), this Award and any compensation associated therewith is subject to potential forfeiture or recovery in accordance with any compensation recovery policy adopted by the Board or the Committee. This Agreement may be unilaterally amended by the Committee to comply with any such compensation recovery policy. (c) Remedies. The parties expressly agree that the forfeiture and repayment obligations contained in this Section 8 do not constitute the Company’s exclusive remedy for your violation of Section 8. The Company may seek any additional legal or equitable remedy, including injunctive relief, for any such violation. 9. Notices. Every notice or other communication relating to this Agreement shall be in writing and shall be mailed to or delivered (including electronically) to the party for whom it is intended at such address as may from time to time be designated by it in a notice mailed or delivered to the other party as herein provided. Unless and until some other address is so designated, all notices or communications by you to the Company shall be mailed or delivered to the Company, to the attention of its VP, Global Total Rewards, at its office at 2355 Waukegan Road, Bannockburn, IL 60015, Equityadministration@stericycle.com, and all notices or communications by the Company to you may be given to you personally or may be mailed or, if you are still a Service Provider, emailed to you at the address indicated in the Company's records as your most recent mailing or email address. 10. Additional Provisions. (a) No Right to Continued Service. This Agreement does not give you a right to continued Service with the Company or any Affiliate, and the Company or any such Affiliate may terminate your Service at any time and otherwise deal with you without regard to the effect it may have upon you under this Agreement. (b) Governing Plan Document. This Agreement and the Award are subject to all the provisions of the Plan, and to all interpretations, rules and regulations which may, from time to time, be adopted and promulgated by the Committee pursuant to the Plan. If there is any conflict between the provisions of this Agreement and the Plan, the provisions of the Plan will govern. The Committee’s interpretation of the Plan and this Agreement shall be final and binding. (c) Governing Law. This Agreement, the parties’ performance hereunder, and the relationship between them shall be governed by, construed, and enforced in accordance with the laws of

Page 7 the State of Delaware, without giving effect to the choice of law principles thereof. (d) Severability. The provisions of this Agreement shall be severable and if any provision of this Agreement is found by any court to be unenforceable, in whole or in part, the remainder of this Agreement shall nevertheless be enforceable and binding on the parties. You also agree that any trier of fact may modify any invalid, overbroad or unenforceable provision of this Agreement so that such provision, as modified, is valid and enforceable under applicable law. (e) Binding Effect. This Agreement will be binding in all respects on your heirs, representatives, successors and assigns, and on the successors and assigns of the Company. (f) Section 409A of the Code. The award of Units as provided in this Agreement and any issuance of Shares or payment pursuant to this Agreement are intended to be exempt from or compliance with Section 409A of the Code and this Agreement and the Plan shall be administered and interpreted in accordance with this intent. (g) Electronic Delivery and Acceptance. The Company may deliver any documents related to this Performance Stock Unit Award by electronic means and request your acceptance of this Agreement by electronic means. You hereby consent to receive all applicable documentation by electronic delivery and to participate in the Plan through an on-line (and/or voice activated) system established and maintained by the Company or the Company’s third-party stock plan administrator. By signing the cover page of this Agreement or otherwise accepting this Agreement in a manner approved by the Company, you agree to all the terms and conditions described above and in the Plan document.

Page 8 EXHIBIT A The PSU goals for the 2021 grant which are associated with performance during the fiscal 2021 year are shown below. Each metric is equally weighted at 50%. Return on Invested Capital (ROIC) is defined as the Company’s Net Operating Profit After Taxes over the average invested capital, less goodwill and intangible amortization. The ROIC for such calculations is adjusted to exclude items (see below) that are approved at the time of grant by the Compensation Committee. GAAP Earnings Per Share (EPS) is defined as Net Income in accordance with U.S. Generally Accepted Accounting Principles divided by the Weighted average diluted shares outstanding as reported in the Company’s financial statements. The EPS calculation is adjusted to exclude items (see below) that are approved at the time of grant by the Compensation Committee. For 2021, the approved adjustments include items such as impairment(s) or accelerated depreciation or amortization related to carrying value of goodwill, intangible assets, and/or long- lived assets and charges, gains/losses or expenses relating to acquisitions and dispositions, and pre-approved system conversions and/or implementations. The full list of approved adjustments for the year is available upon request to the VP of Total Rewards at EquityAdministration@Stericycle.com. 2021 EPS Achievement Table 2021 ROIC Achievement Table Target Percent Achievement* Payout Percent for EPS Target Percent Achievement* Payout Percent for ROIC Vesting • Vesting (if earned) occurs at the end of the 3-year period. • The achievement level for 2021 results is based on the achievement tables above (% of target achieved for each metric will be rounded to the nearest tenth of a percent and the % achieved within each point on the grid shall be interpolated on a linear basis). • Once all 3 years’ results are available, they will be averaged for one 3-year number.

Page 9 • After the 3 years’ results are averaged, a relative TSR modifier will then be applied, which compares the performance of Stericycle stock over the 3-year period to the performance of the S & P MidCap 400 performance and modifies the 3-year EPS/ROIC result by [ ]% - [ ]%. • The full award will then be available for vesting on the 3rd anniversary of the grant date (as long as the award recipient is still employed on that date or is eligible for vesting under another provision described in the agreement, such as an eligible retirement event) and the actual number of vested PSUs will be based on the calculations above.

EX-31.1

Exhibit 31.1

Rule 13a-14(a)/15d-14(a) Certification

Cindy J. Miller

Chief Executive Officer

I, Cindy J. Miller, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Stericycle, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 6, 2021

/s/ CINDY J. MILLER
	Cindy J. Miller
	Chief Executive Officer
	Stericycle, Inc.

EX-31.2

Exhibit 31.2

Rule 13a-14(a)/15d-14(a) Certification

Janet H. Zelenka

Chief Financial Officer

I, Janet H. Zelenka, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Stericycle, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 6, 2021

/s/ JANET H. ZELENKA
	Janet H. Zelenka
	Executive Vice President, Chief Financial Officer & Chief Information Officer
	Stericycle, Inc.

EX-32

Exhibit 32

SECTION 1350 CERTIFICATION

In connection with the Quarterly Report of Stericycle, Inc. (the “Company”) on Form 10-Q for the quarter ended June 30, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”) we, Cindy J. Miller, Chief Executive Officer of the registrant, and Janet H. Zelenka, Chief Financial Officer of the registrant, certify as follows:

(a)the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(b)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 6, 2021

/s/ CINDY J. MILLER
	Cindy J. Miller
	Chief Executive Officer
	Stericycle, Inc.

/s/ JANET H. ZELENKA
	Janet H. Zelenka
	Executive Vice President, Chief Financial Officer & Chief Information Officer
	Stericycle, Inc.

XML

Cover - shares	6 Months Ended
	Jun. 30, 2021	Aug. 02, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2021
Document Transition Report	false
Entity File Number	1-37556
Entity Registrant Name	Stericycle, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-3640402
Entity Address, Address Line One	2355 Waukegan Road
Entity Address, City or Town	Bannockburn
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60015
City Area Code	847
Local Phone Number	367-5910
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	SRCL
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		91,854,225
Entity Central Index Key	0000861878
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q2
Amendment Flag	false

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CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Statement [Abstract]
Revenues	$ 672.7	$ 598.2	$ 1,340.7	$ 1,383.2
Cost of revenues	403.6	368.5	810.2	866.9
Gross profit	269.1	229.7	530.5	516.3
Selling, general and administrative expenses	213.5	201.0	415.8	459.7
Divestiture losses (gains), net	0.0	3.8	0.0	62.1
Income (loss) from operations	55.6	24.9	114.7	(5.5)
Interest expense, net	(17.9)	(19.3)	(36.3)	(44.3)
Other income (expense), net	0.7	(1.0)	0.0	(3.9)
Income (loss) before income taxes	38.4	4.6	78.4	(53.7)
Income tax (expense) benefit	(9.1)	(8.7)	(22.9)	29.7
Net income (loss)	29.3	(4.1)	55.5	(24.0)
Net income attributable to noncontrolling interests	0.0	(0.4)	(0.1)	(0.6)
Net income (loss) attributable to Stericycle, Inc. common shareholders	$ 29.3	$ (4.5)	$ 55.4	$ (24.6)
Earnings (loss) per common share attributable to Stericycle, Inc. common shareholders:
Basic (in dollars per share)	$ 0.32	$ (0.05)	$ 0.60	$ (0.27)
Diluted (in dollars per share)	$ 0.32	$ (0.05)	$ 0.60	$ (0.27)
Weighted average number of common shares outstanding:
Basic (in shares)	91.8	91.4	91.7	91.4
Diluted (in shares)	92.1	91.4	92.1	91.4

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 29.3	$ (4.1)	$ 55.5	$ (24.0)
Other comprehensive income (loss):
Currency translation adjustments	6.7	10.3	(6.4)	(28.8)
Total other comprehensive income (loss)	6.7	10.3	(6.4)	(28.8)
Comprehensive income (loss)	36.0	6.2	49.1	(52.8)
Less: comprehensive income attributable to noncontrolling interests	0.1	0.4	0.0	0.7
Comprehensive income (loss) attributable to Stericycle, Inc. common shareholders	$ 35.9	$ 5.8	$ 49.1	$ (53.5)

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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jun. 30, 2021	Dec. 31, 2020
Current Assets:
Cash and cash equivalents	$ 61.7	$ 53.3
Accounts receivable, less allowance for doubtful accounts of $49.1 in 2021 and $56.2 in 2020	402.7	380.7
Prepaid expenses	32.2	63.0
Other current assets	51.8	55.5
Total Current Assets	548.4	552.5
Property, plant and equipment, less accumulated depreciation of $662.2 in 2021 and $629.7 in 2020	713.3	701.3
Operating lease right-of-use assets	360.4	365.0
Goodwill	2,814.2	2,819.3
Intangible assets, less accumulated amortization of $701.1 in 2021 and $641.6 in 2020	1,027.2	1,087.4
Other assets	53.6	56.4
Total Assets	5,517.1	5,581.9
Current Liabilities:
Current portion of long-term debt	95.5	91.0
Bank overdrafts	2.4	0.0
Accounts payable	176.9	181.2
Accrued liabilities	269.7	289.4
Operating lease liabilities	86.3	86.2
Other current liabilities	45.9	49.3
Total Current Liabilities	676.7	697.1
Long-term debt, net	1,604.5	1,689.1
Long-term operating lease liabilities	293.1	299.0
Deferred income taxes	369.9	380.4
Long-term taxes payable	19.7	22.7
Other liabilities	59.7	59.2
Total Liabilities	3,023.6	3,147.5
Commitments and contingencies
EQUITY
Common stock (par value $0.01 per share, 120.0 shares authorized, 91.8 and 91.6 issued and outstanding in 2021 and 2020, respectively)	0.9	0.9
Additional paid-in capital	1,244.6	1,234.0
Retained earnings	1,438.0	1,382.6
Accumulated other comprehensive loss	(193.7)	(187.4)
Total Stericycle, Inc.’s Equity	2,489.8	2,430.1
Noncontrolling interests	3.7	4.3
Total Equity	2,493.5	2,434.4
Total Liabilities and Equity	$ 5,517.1	$ 5,581.9

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Jun. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 49.1	$ 56.2
Property, plant and equipment, accumulated depreciation	662.2	629.7
Intangible assets, accumulated amortization	$ 701.1	$ 641.6
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	120,000,000.0	120,000,000.0
Common stock, issued (in shares)	91,800,000	91,600,000
Common stock, outstanding (in shares)	91,800,000	91,600,000

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
OPERATING ACTIVITIES:
Net income (loss)	$ 55.5	$ (24.0)
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation	50.4	57.0
Intangible amortization	59.9	63.1
Stock-based compensation expense	12.2	12.9
Deferred income taxes	(8.8)	(2.7)
Divestiture losses (gains), net	0.0	62.1
Asset impairments, loss on disposal of property plant and equipment and other charges	0.0	12.3
Other, net	2.2	4.0
Changes in operating assets and liabilities, net of the effects of divestitures:
Accounts receivable	(22.8)	42.5
Prepaid expenses	30.9	(17.6)
Accounts payable	(7.2)	(21.4)
Accrued liabilities	(11.0)	(1.3)
Other assets and liabilities	(11.5)	20.4
Net cash from operating activities	149.8	207.3
INVESTING ACTIVITIES:
Capital expenditures	(59.7)	(74.6)
(Payments) proceeds from divestiture of businesses	(0.7)	427.7
Other, net	2.0	(0.8)
Net cash from investing activities	(58.4)	352.3
FINANCING ACTIVITIES:
Repayments of long-term debt and other obligations	(11.6)	(16.9)
Proceeds from foreign bank debt	0.0	0.6
Repayments of foreign bank debt	(0.2)	(2.9)
Repayments of term loan	(104.3)	(388.1)
Proceeds from senior credit facility	648.0	608.1
Repayments of senior credit facility	(610.6)	(745.6)
Proceeds (repayments) from bank overdrafts, net	2.3	(1.6)
Payments of capital lease obligations	(2.0)	(2.1)
Payments of debt issuance costs	0.0	(1.4)
Proceeds from issuance of common stock, net of (payments of) taxes from withheld shares	(3.6)	(1.1)
Payments to noncontrolling interest	(0.6)	0.0
Net cash from financing activities	(82.6)	(551.0)
Effect of exchange rate changes on cash and cash equivalents	(0.4)	(1.3)
Net change in cash and cash equivalents	8.4	7.3
Cash and cash equivalents at beginning of period	53.3	34.7
Cash and cash equivalents at end of period	61.7	42.0
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid, net of capitalized interest	23.0	45.5
Income taxes paid (refunded), net	8.1	0.6
Capital expenditures in Accounts payable	$ 14.9	$ 9.0

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CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Millions, $ in Millions	Total	Cumulative Effect, Period of Adoption, Adjustment	Common Stock	Additional Paid-In Capital	Retained Earnings	Retained Earnings Cumulative Effect, Period of Adoption, Adjustment	Accumulated Other Comprehensive Loss	Noncontrolling Interests
Beginning Balance at Dec. 31, 2019	$ 2,334.7	$ (2.5)	$ 0.9	$ 1,205.7	$ 1,442.4	$ (2.5)	$ (318.1)	$ 3.8
Beginning Balance (in shares) at Dec. 31, 2019			91.2
Net income (loss)	(24.0)				(24.6)			0.6
Currency translation adjustments	(28.8)						(28.9)	0.1
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	3.8			3.8
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares (in shares)			0.3
Stock-based compensation expense	12.9			12.9
Ending Balance at Jun. 30, 2020	2,296.1		$ 0.9	1,222.4	1,415.3		(347.0)	4.5
Ending Balance (in shares) at Jun. 30, 2020			91.5
Beginning Balance at Mar. 31, 2020	2,280.2		$ 0.9	1,212.7	1,419.8		(357.2)	4.0
Beginning Balance (in shares) at Mar. 31, 2020			91.4
Net income (loss)	(4.1)				(4.5)			0.4
Currency translation adjustments	10.3						10.2	0.1
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	1.9			1.9
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares (in shares)			0.1
Stock-based compensation expense	7.8			7.8
Ending Balance at Jun. 30, 2020	2,296.1		$ 0.9	1,222.4	1,415.3		(347.0)	4.5
Ending Balance (in shares) at Jun. 30, 2020			91.5
Beginning Balance at Dec. 31, 2020	2,434.4		$ 0.9	1,234.0	1,382.6		(187.4)	4.3
Beginning Balance (in shares) at Dec. 31, 2020			91.6
Net income (loss)	55.5							0.1
Currency translation adjustments	(6.4)						(6.3)	(0.1)
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	(1.6)			(1.6)
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares (in shares)			0.2
Stock-based compensation expense	12.2			12.2
Changes to noncontrolling interest	(0.6)							(0.6)
Ending Balance at Jun. 30, 2021	2,493.5		$ 0.9	1,244.6	1,438.0		(193.7)	3.7
Ending Balance (in shares) at Jun. 30, 2021			91.8
Beginning Balance at Mar. 31, 2021	2,448.8		$ 0.9	1,235.9	1,408.7		(200.3)	3.6
Beginning Balance (in shares) at Mar. 31, 2021			91.8
Net income (loss)	29.3				29.3
Currency translation adjustments	6.7						6.6	0.1
Issuance of common stock for incentive stock programs, net of (payments of) taxes from withheld shares	1.6			1.6
Stock-based compensation expense	7.1			7.1
Ending Balance at Jun. 30, 2021	$ 2,493.5		$ 0.9	$ 1,244.6	$ 1,438.0		$ (193.7)	$ 3.7
Ending Balance (in shares) at Jun. 30, 2021			91.8

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BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Summary of Significant Accounting Policies

Basis of Presentation: The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of Stericycle, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company's Condensed Consolidated Financial Statements were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenues, and expenses of all wholly owned subsidiaries and majority-owned subsidiaries over which the Company exercises control. Outside shareholders' interests in subsidiaries are shown on the Condensed Consolidated Financial Statements as “Noncontrolling interests".

The accompanying unaudited Condensed Consolidated Financial Statements as of June 30, 2021 and for the three and six months ended June 30, 2021 and 2020 have been prepared pursuant to the rules and regulations of the SEC for interim reporting and, therefore, do not include all information and footnote disclosures normally included in audited financial statements prepared in conformity with U.S. GAAP. In the opinion of management, however, all adjustments, consisting of normal recurring adjustments necessary to present fairly the results of operations, financial position and cash flows have been made. These Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and notes thereto included in the 2020 Form 10-K. The results of operations for any interim period are not necessarily indicative of the results of operations to be expected for the full year or any other period.

Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires the Company to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Some areas where the Company makes estimates include its allowance for doubtful accounts, credit memo reserve, accrued employee health and welfare benefits, contingent liabilities, asset retirement obligations, stock-based compensation expense, income tax liabilities, accrued auto and workers’ compensation self-insured claims, operating lease ROU assets and lease liabilities, intangible asset and long-lived asset valuations, assets held for sale, and goodwill impairment. Actual results may differ from those estimates.

Adoption of New Accounting Standards

Simplifying the Accounting for Income Taxes

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). ASU 2019-12 attempts to simplify aspects of accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 was effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods within that fiscal year. The Company adopted ASU 2019-12 on January 1, 2021 and there was no material impact on the Company’s Condensed Consolidated Financial Statements.

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REVENUES FROM CONTRACTS WITH CUSTOMERS

6 Months Ended

Jun. 30, 2021

Revenue from Contract with Customer [Abstract]

REVENUES FROM CONTRACTS WITH CUSTOMERS

NOTE 2 – REVENUES FROM CONTRACTS WITH CUSTOMERS

The Company provides RWCS, which provide collection and processing of regulated and specialized waste, including medical, pharmaceutical and hazardous waste, for disposal and compliance programs and communication solutions, and SID Services, which provide for the collection of personal and confidential information for secure destruction and recycling of shredded paper.

The Company’s customers typically enter into a contract for the provision of services on a regular and scheduled basis, e.g., weekly, monthly or on an as needed basis over the contract term. Under the contract terms, the Company receives fees based on a monthly, quarterly or annual rate and/or fees based on contractual rates depending upon measures including the volume, weight, and type of waste, number and size of containers collected, weight and type of shredded paper, and number of call minutes.

Amounts are invoiced based on the terms of the underlying contract either on a regular basis, e.g., monthly or quarterly, or as services are performed and are generally due within a short period of time after invoicing based upon normal terms and conditions for our business type and the geography of the services performed.

Disaggregation of Revenues

In the first quarter of 2021, we updated our service lines to include Communication Solutions (formally part of CRS) in RWCS. This reclassification was driven by the divestiture of the Company's global product recall business (Expert Solutions) in December of 2020 and the remaining Communication Solutions service line synergies with the Company's RWCS customers. For 2020 periods presented, amounts have been recast to reflect this change.

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenue by Service
Regulated Waste and Compliance Services	$	463.0	$	445.7	$	936.6	$	1,012.6
Secure Information Destruction Services	209.7		152.5		404.1		370.6
Total Revenues	$	672.7	$	598.2	$	1,340.7	$	1,383.2
North America
Regulated Waste and Compliance Services	$	362.2	$	353.9	$	729.0	$	822.5
Secure Information Destruction Services	180.4		137.4		347.3		323.4
Total North America Segment	$	542.6	$	491.3	$	1,076.3	$	1,145.9
International
Regulated Waste and Compliance Services	$	100.8	$	91.8	$	207.6	$	190.1
Secure Information Destruction Services	29.3		15.1		56.8		47.2
Total International Segment	$	130.1	$	106.9	$	264.4	$	237.3

Contract Liabilities

Contract liabilities at June 30, 2021 and December 31, 2020 were $9.7 million and $8.8 million, respectively. Contract liabilities as of June 30, 2021 are expected to be recognized in Revenues, as the amounts are earned, which will be over the next 12 months.

Contract Acquisition Costs

The Company’s incremental direct costs of obtaining a contract, which consist primarily of sales incentives, are deferred and amortized to SG&A over a weighted average estimated period of benefit of 6.5 years.

During the three months ended June 30, 2021 and 2020, the Company amortized $3.1 million and $2.6 million, respectively, of deferred sales incentives to SG&A. During the six months ended June 30, 2021 and 2020, the Company amortized $6.1 million and $5.2 million, respectively, of deferred sales incentives to SG&A.

Total contract acquisition costs, net of accumulated amortization, were classified as follows:

In millions
	June 30, 2021		December 31, 2020
Other current assets	$	11.6	$	11.1
Other assets	32.0		31.1
Total contract acquisition costs	$	43.6	$	42.2

Allowance for Doubtful Accounts

The Company estimates its allowance for doubtful accounts based on past collection history and specific risks identified among uncollected amounts, as well as management’s expectation of future economic conditions. If current or expected future economic trends, events, or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Past-due receivable balances are written off when the Company’s internal collection efforts have been exhausted. The changes in allowance for doubtful accounts were reported as follows:

In millions
	Total
Balance as of December 31, 2020	$	56.2
Bad debt expense, net of recoveries	1.8
Write-offs	(9.4)
Other changes(1)	0.5
Balance as of June 30, 2021	$	49.1

(1) Amount consists primarily of currency translation adjustments

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RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS

6 Months Ended

Jun. 30, 2021

Restructuring and Related Activities [Abstract]

RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS

NOTE 3 – RESTRUCTURING, DIVESTITURES AND IMPAIRMENTS

Restructuring

There were no restructuring charges during the three and six months ended June 30, 2021 and 2020, respectively.

Divestitures

On August 4, 2021, the Company entered into an agreement for the sale of its operations in Japan for proceeds of approximately $10.0 million. Revenues of operations in Japan were approximately 1% of our consolidated annual revenues for 2020. As of June 30, 2021, the operations in Japan did not meet the assets held for sale criteria. The transaction is expected to result in a third quarter non-cash divestiture pre-tax loss of approximately $15.0 million, of which $4.0 million relates to the reclassification of accumulated currency translation adjustments to earnings.

On April 6, 2020, the Company completed the sale of all of the outstanding equity interests of its Domestic Environmental Solutions business for approximately $462.5 million. In the first quarter of 2020, the Company recognized an impairment charge of $58.3 million, inclusive of $10.8 million of related deal costs. In the second quarter of 2020, the Company recognized an incremental loss on the sale of the business of $3.8 million driven by working capital adjustments. These charges are reported as Divestiture losses (gains), net in the Company’s Condensed Consolidated Statements of Income (Loss). The estimated fair value was generated using Level 3 inputs.

Impairments

Impairments for the period were reported as follows:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Impairments
Asset Impairment - COR	$	—	$	6.8	$	—	$	6.8
Asset Impairment - SG&A	—		1.5		—		5.5
Total Impairments	$	—	$	8.3	$	—	$	12.3
North America
Asset Impairment - COR	$	—	$	6.1	$	—	$	6.1
Asset Impairment - SG&A	—		0.1		—		4.1
Total North America Segment	$	—	$	6.2	$	—	$	10.2
International
Asset Impairment - COR	$	—	$	0.7	$	—	$	0.7
Asset Impairment - SG&A	—		1.4		—		1.4
Total International Segment	$	—	$	2.1	$	—	$	2.1

Asset impairments for the three and six months ended June 30, 2020, in North America includes charges associated with rationalization of software application assets and intangibles assets as a result of a discontinuation of a service line, and in International, includes charges associated with certain property, plant and equipment assets and operating permit intangible assets primarily in Brazil.

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GOODWILL AND OTHER INTANGIBLE ASSETS

6 Months Ended

Jun. 30, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND OTHER INTANGIBLE ASSETS

NOTE 4 – GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

Changes in the carrying amount of goodwill by reportable segment were as follows:

In millions
	North America		International		Total
Balance as of December 31, 2020	$	2,448.8	$	370.5	$	2,819.3
Changes due to foreign currency fluctuations	—		(5.1)		(5.1)
Balance as of June 30, 2021	$	2,448.8	$	365.4	$	2,814.2

Intangible Assets

Intangible assets were as follows:

In millions
	June 30, 2021						December 31, 2020
	Gross Carrying Amount		Accumulated Amortization		Net Value		Gross Carrying Amount		Accumulated Amortization		Net Value
Amortizable intangibles:
Customer relationships	$	1,313.7	$	687.2	$	626.5	$	1,314.9	$	630.2	$	684.7
Covenants not-to-compete	3.5		3.2		0.3		3.5		3.0		0.5
Tradenames	3.6		1.3		2.3		3.6		1.3		2.3
Operating permits	13.6		8.8		4.8		11.5		6.5		5.0
Other	0.6		0.6		—		0.6		0.6		—
Indefinite lived intangibles:
Operating permits	77.0		—		77.0		79.6		—		79.6
Tradenames	316.3		—		316.3		315.3		—		315.3
Total	$	1,728.3	$	701.1	$	1,027.2	$	1,729.0	$	641.6	$	1,087.4

Changes in the carrying amount of intangible assets were as follows:

In millions
	Total
Balance as of December 31, 2020	$	1,087.4
Amortization during the period	(59.9)
Changes due to foreign currency fluctuations	(0.3)
Balance as of June 30, 2021	$	1,027.2

The estimated amortization expense for each of the next five years (based upon exchange rates at June 30, 2021) is as follows for the years ending December 31:

In millions
2021 (remainder)	$	58.5
2022	115.8
2023	111.9
2024	110.6
2025	90.1

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LONG-TERM DEBT

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

LONG-TERM DEBT

NOTE 5 – LONG-TERM DEBT

The Company’s long-term debt consisted of the following:

In millions
	June 30, 2021		December 31, 2020
$1.2 billion Senior Credit Facility, due in November 2022	$	210.4	$	173.3
$1.3 billion Term Loan, due in November 2022	318.3		422.5
$600 million Senior Notes, due in 2024	600.0		600.0
$500 million Senior Notes, due in 2029	500.0		500.0
Promissory notes and deferred consideration weighted average maturity 1.9 years at 2021 and 2.1 years at 2020	30.6		42.3
Foreign bank debt weighted average maturity 0.9 years at 2021 and 1.1 years at 2020	30.1		32.3
Obligations under finance leases	23.5		24.8
Total debt	1,712.9		1,795.2
Less: current portion of total debt	95.5		91.0
Less: unamortized debt issuance costs	12.9		15.1
Long-term portion of total debt	$	1,604.5	$	1,689.1

The estimated fair value of our debt approximated $1.75 billion and $1.86 billion as of June 30, 2021 and December 31, 2020, respectively. These fair value amounts were estimated using an income approach by applying market interest rates for comparable instruments and developed based on inputs classified as Level 2.

On February 25, 2020, the Company executed a Fifth Amendment, which amended the Credit Agreement.

As of June 30, 2021, the Company was in compliance with its Credit Agreement Defined Debt Leverage Ratio covenant, with an actual ratio of 3.06 to 1.00, which was below the allowed maximum ratio of 4.75 to 1.00 as set forth in the Fifth Amendment. The Credit Agreement Defined Debt Leverage Ratio is 4.75 to 1.00 for fiscal quarters ending on or before December 31, 2021 and 4.25 to 1.00 for fiscal quarters ending on or after March 31, 2022.

Amounts committed to outstanding letters of credit and the unused portion of the Company’s Senior Credit Facility were as follows:

In millions
	June 30, 2021		December 31, 2020
Outstanding letters of credit under Senior Credit Facility	$	97.5	$	79.5
Unused portion of the Senior Credit Facility	892.1		947.2

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INCOME TAXES

6 Months Ended

Jun. 30, 2021

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 6 – INCOME TAXES

The Company reported income tax expense of $9.1 million and $8.7 million for the three months ended June 30, 2021 and 2020, respectfully. The effective tax rates for the three months ended June 30, 2021 and 2020 were 23.7% and 189.1%, respectively. The tax rate for the three months ended June 30, 2021 reflects (i) a tax benefit associated with matter that was subject to a PFA with the IRS as further described below, (ii) losses in jurisdictions that are not eligible for tax benefits on account of valuation allowances, and (iii) equity-based compensation awards expiring without a tax benefit. The effective tax rate for the three months ended June 30, 2020 reflects (i) equity-based compensation awards expiring without a tax benefit and (ii) non-deductible divestiture charges.

The Company reported an income tax expense of $22.9 million for the six months ended June 30, 2021 compared to an income tax benefit of $29.7 million for the six months ended June 30, 2020. The effective tax rates for the six months ended June 30, 2021 and 2020 were 29.2% and 55.3%, respectively. The effective tax rate for the six months ended June 30, 2021, reflects (i) a tax benefit associated with a tax matter that was subject to a PFA with the IRS, (ii) losses in jurisdictions that are not eligible for tax benefits on account of valuation allowances and (iii) equity-based compensation awards expiring without a tax benefit. The effective tax rate for the six months ended June 30, 2020, reflects (i) a $39.4 million tax benefit related to the CARES Act, (ii) the tax impact from a divestiture impairment which was primarily non-deductible, and (iii) equity-based compensation awards expiring without a tax benefit.

In response to the COVID-19 pandemic the government too the following tax related government actions:

•On March 11, 2021, the President signed into law the ARP Act, a legislative package which is generally not significant to the Company's current business; however, the Company will continue to assess the ARP Act on an ongoing basis.

•On December 27, 2020, the President signed the CAA 2021, which provides several business tax relief provisions, which are generally not significant to the Company's current business; however, the Company will continue to assess the CAA 2021 on an ongoing basis.

•On March 27, 2020, the President signed into law the CARES Act, which was a substantial tax-and-spending package. As a result of the CARES Act tax law changes, for the year ended December 31, 2020, we recognized a $44.4 million tax benefit related to our ability to carryback net operating losses to prior years that had higher tax rates. Note that in the first quarter of 2020, the Company recognized an initial $39.4 million tax benefit; in the fourth quarter of 2020, upon finalizing the 2019 federal income tax return which impacted the carryback to prior years, the Company recognized an incremental $5.0 million tax benefit. In July 2020, the Company received a cash refund of $48.0 million, and in December 2020, the Company received $64.2 million (of which $62.0 million was the cash refund claim, and $2.2 million was interest income). A remaining carryback claim of less than $1.0 million associated with the finalization of the 2019 U.S. federal income tax return was filed with the IRS and the refund was received in June of 2021.

Similar tax provisions and other stimulus measures have been granted either before or after June 30, 2021 by certain foreign and U.S. state jurisdictions, which the Company continues to evaluate and apply, if applicable. 

The Company filed a PFA with the IRS related to a claim under Internal Revenue Code Section 1341 concerning the tax rate to be applied to the SQ Settlement on the Company’s 2018 tax return. As a result of the enactment of the CARES Act, the Company was able to realize a benefit at the higher tax rate in prior years on a portion of the SQ Settlement. In 2020, in consideration of the CARES Act, the Company revised the PFA, a portion of the long-term receivable previously established for the Section 1341 claim was reclassified to a current income tax receivable and the related uncertain tax position was released as part of the tax benefit recognized in 2020.

Subsequently in late 2020, the Company amended the 2018 tax return to reduce the Section 1341 benefit as a result of discussions with the IRS as part of the PFA program. Consequently, the remaining long-term receivable established for the Section 1341 claim and the corresponding uncertain tax position was reclassified to a current income tax receivable and current income tax liability, respectively, as both are expected to settle in cash in 2021. In April 2021, the Company was advised that the IRS completed its review of the 2018 tax return and took no exception to the Section 1341 benefit. Consequently, the Company recorded a tax benefit of approximately $5.5 million in the second quarter of 2021 associated with the Section 1341 claim.

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EARNINGS (LOSS) PER COMMON SHARE

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

EARNINGS (LOSS) PER COMMON SHARE

NOTE 7 – EARNINGS (LOSS) PER COMMON SHARE

Basic earnings per share is computed by dividing Net Income (Loss) by the number of weighted average common shares outstanding during the reporting period. Diluted earnings per share is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period, only in the periods in which such effect is dilutive. The following table shows the effect of stock-based awards on the weighted average number of shares outstanding used in calculating diluted earnings per share:

In millions of shares
	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Weighted average common shares outstanding - basic	91.8	91.4	91.7	91.4
Incremental shares outstanding related to stock-based awards	0.3	—	0.4	—
Weighted average common shares outstanding - diluted	92.1	91.4	92.1	91.4

In periods of net loss, stock-based awards are anti-dilutive and therefore excluded from the earnings (loss) per share calculation.

In thousands
	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Options excluded from computation of diluted earnings (loss) per share	1,958	3,258	2,131	3,538
RSUs excluded from computation of diluted earnings (loss) per share	8	354	5	239

PSUs are offered to key employees and are subject to achievement of specified performance conditions. Contingently issuable shares are excluded from the computation of diluted earnings per share based on current

period results. The shares would not be issuable if the end of the reporting period were the end of the contingency period. If such goals are not met, no compensation expense is recognized, and any previously recognized compensation expense is reversed.

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SEGMENT REPORTING

6 Months Ended

Jun. 30, 2021

Segment Reporting [Abstract]

SEGMENT REPORTING

NOTE 8 – SEGMENT REPORTING

The Company evaluates, oversees, and manages the financial performance of two operating and reportable segments – North America and International.

The following tables show financial information for the Company's reportable segments:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenues
North America	$	542.6	$	491.3	$	1,076.3	$	1,145.9
International	130.1		106.9		264.4		237.3
Total	$	672.7	$	598.2	$	1,340.7	$	1,383.2
Adjusted Income from Operations
North America	$	159.6	$	140.5	$	317.2	$	290.0
International	15.6		1.8		28.2		16.9
Other Costs	(69.5)		(57.0)		(129.7)		(127.8)
Total	$	105.7	$	85.3	$	215.7	$	179.1

The following table reconciles the Company's primary measure of segment profitability, Adjusted Income from Operations, to Income (loss) from operations:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Total Reportable Segment Adjusted Income from Operations	$	105.7	$	85.3	$	215.7	$	179.1
Adjusting Items:
ERP Implementation	(17.3)		(9.2)		(35.2)		(27.2)
Intangible Amortization	(30.1)		(31.2)		(59.9)		(63.1)
Divestitures (including Divestiture (losses) gains, net)	(0.4)		(6.2)		(1.6)		(67.5)
Litigation, Settlements and Regulatory Compliance	(2.3)		(4.2)		(4.3)		(8.6)
Asset Impairments	—		(8.3)		—		(12.3)
Other	—		(1.3)		—		(5.9)
Income (loss) from operations	$	55.6	$	24.9	$	114.7	$	(5.5)

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2021

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 9 - COMMITMENTS AND CONTINGENCIES

Legal Proceedings

The Company operates in highly regulated industries and responds to regulatory inquiries or investigations from time to time that may be initiated for a variety of reasons. At any given time, the Company has matters at various stages of resolution with the applicable government authorities. The Company is also routinely involved in actual or threatened legal actions, including those involving alleged personal injuries and commercial, employment, environmental, tax, and other issues. The outcomes of these matters are not within the Company’s complete control and may not be known for prolonged periods of time. In some actions, claimants seek damages, as well as other relief, including injunctive relief, that could require significant expenditures or result in lost revenue.

In accordance with applicable accounting standards, the Company establishes an accrued liability for loss contingencies related to legal and regulatory matters when the loss is both probable and reasonably estimable. If the reasonable estimate of a probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is not probable or a probable loss is not reasonably

estimable, no liability is recorded. When determining the estimated loss or range of loss, significant judgment is required to estimate the amount and timing of a loss to be recorded. These accruals represent management’s best estimate of probable losses and, in such cases, there may be an exposure to loss in excess of the amounts accrued. Estimates of probable losses resulting from litigation and regulatory proceedings are difficult to predict. Legal and regulatory matters inherently involve significant uncertainties based on, among other factors, the jurisdiction and stage of the proceedings, developments in the applicable facts or law, and the unpredictability of the ultimate determination of the merits of any claim, any defenses the Company may assert against that claim, and the amount of any damages that may be awarded. The Company’s accrued liabilities for loss contingencies related to legal and regulatory matters may change in the future as a result of new developments, including, but not limited to, the occurrence of new legal matters, changes in the law or regulatory environment, adverse or favorable rulings, newly discovered facts relevant to the matter, or changes in the strategy for the matter. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors.

Contract Class Action and Opt Out Lawsuits. Beginning on March 12, 2013, the Company was served with several class action complaints filed in federal and state courts in several jurisdictions. These complaints asserted, among other things, that the Company had imposed unauthorized or excessive price increases and other charges on its customers in breach of its contracts and in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act. The complaints sought certification of the lawsuit as a class action and the award to class members of appropriate damages and injunctive relief. These related actions were ultimately transferred to the United States District Court for the Northern District of Illinois for centralized pretrial proceedings.

The parties engaged in discussions through and overseen by a mediator regarding a potential resolution of the matter and reached a settlement agreement, as previously disclosed, which settlement agreement obtained court approval on March 8, 2018. Under the terms of the SQ Settlement, the Company admitted no fault or wrongdoing whatsoever, and it entered into the SQ Settlement to avoid the cost and uncertainty of litigation.

Certain class members who have opted out of the SQ Settlement have filed lawsuits against the Company, and the Company is defending and intends to resolve those actions. The Company has made an accrual in respect of these collective matters consistent with its accrual policies described above, which is not material.

Government Investigations. On June 12, 2017, the SEC issued a subpoena to the Company, requesting documents and information relating to the Company’s compliance with the FCPA or other foreign or domestic anti-corruption laws with respect to certain of the Company’s operations in Latin America. In addition, the DOJ notified the Company that it was investigating this matter in parallel with the SEC. The Company is cooperating with these agencies and certain foreign authorities. The Company also conducted an internal investigation of these and other matters, including outside of Latin America, under the oversight of the Audit Committee of the Board of Directors and with the assistance of outside counsel, and this investigation found evidence of improper conduct.

As part of the FCPA investigation discussed above, the SEC has requested certain additional information from the Company. On July 29, 2019, the SEC issued a subpoena to the Company requesting documents relating to the Company’s pricing practices concerning small quantity customers, as alleged in the Contract Class Action previously discussed. The Company is cooperating with the SEC’s request. We have begun meeting with these agencies to engage in discussions about potential resolution of these matters, but these discussions are in a preliminary stage.

In addition, the Company has been informed that the office of the United States Attorney for the Southern District of New York is conducting an investigation into compliance with the False Claims Act and other federal statutes in connection with the collection, transportation and disposal of hazardous waste by the Company’s former ESOL business unit. The Company has also been informed that the State of California Department of Justice has opened an investigation related to the Company’s collection, transportation, and disposal of waste generated by government customers in California. The Company is cooperating with these investigations.

The Company has not accrued any amounts in respect of the foregoing U.S. government investigation matters, as it cannot estimate any reasonably possible loss or any range of reasonably possible losses that the Company may incur. The Company is unable to make such an estimate because, based on what the Company knows now, in the

Company’s judgment, the factual and legal issues presented in these matters are sufficiently unique that the Company is unable to identify other circumstances sufficiently comparable to provide guidance in making estimates.

Environmental and Regulatory Matters. The Company is regulated by federal, state and local laws enacted to regulate the discharge of materials into the environment, the generation, transportation and disposal of waste, and the cleanup of contaminated soil and groundwater and protection of the environment. Because of the highly regulated nature of its business, the Company frequently becomes a party to legal or administrative proceedings involving various governmental authorities and other interested parties. The issues involved in these proceedings generally relate to alleged violations of existing permits and licenses or alleged responsibility under federal or state Superfund laws to remediate contamination at properties owned either by the Company or by other parties to which either the Company or the prior owners of certain of its facilities shipped waste. From time to time, the Company may be subject to fines or penalties in regulatory proceedings relating primarily to waste treatment, storage or disposal facilities.

Effective April 6, 2020, the Company completed the divestiture of its Domestic Environmental Solutions business, including the facility in Rancho Cordova, California, to Harsco Corporation. Pursuant to the Purchase Agreement, the Company may have liability under certain indemnification claims for matters relating to those Environmental Solutions facilities, including potentially with respect to the investigations by the Southern District of New York and California Department of Justice described above and the Rancho Cordova, California, and DEA Investigation matters discussed below.

North Salt Lake, Utah. On May 10, 2021, the United States District Court for the District of Utah approved a settlement between the Company and the United States DOJ that resolved an investigation by the EPA into alleged past Clean Air Act and permit violations, as previously disclosed. Under the resulting civil consent decree the Company paid a civil penalty, which is not material, and has begun working with the local Davis County School District on a Supplemental Environmental Project that will replace older, higher-emission school buses with new, more efficient buses to reduce pollution and protect the local environment. The Company has accrued the amount remaining to be spent under the Supplemental Environmental Project, which is not material.

Rancho Cordova, California. On June 25 and 26, 2018, the California DTSC conducted a Compliance Enforcement Inspection of the Company’s former Environmental Solutions facility in Rancho Cordova, California. On February 14, 2020, DTSC filed an action in the Superior Court for the State of California, Sacramento County Division, alleging violations of California’s Hazardous Waste Control Law and the facility’s hazardous waste permit arising from the inspection. That action is ongoing.

Separately, on August 15, 2019, the Company received from DTSC a written Intent to Deny Hazardous Waste Facility Permit application for the Rancho Cordova facility. A public hearing was held on September 22, 2019, and the public comment period closed on October 25, 2019. The Company entered a written submission as part of that process. On August 27, 2020, DTSC issued a Notice of Denial of Hazardous Waste Facility Permit Application and on September 25, 2020, the Company filed a Petition for Review, which instituted an administrative appeal of DTSC’s action, which is currently pending.

The Company is vigorously defending itself in all of the Rancho Cordova, California matters. The Company has not accrued any amounts in respect of these matters and cannot estimate the reasonably possible loss or the range of reasonably possible losses that it may incur. The Company is unable to make such an estimate because (i) litigation is by its nature uncertain and unpredictable and (ii) in the Company’s judgment, the factual and legal allegations asserted by DTSC are sufficiently unique that it is unable to identify other proceedings with circumstances sufficiently comparable to provide guidance in making estimates.

DEA Investigation. On February 11, 2020, the Company received an administrative subpoena from the DEA, which executed a search warrant at the Company’s former Environmental Solutions facility at Rancho Cordova, California and an administrative inspection warrant at the Company’s former facility in Indianapolis, Indiana for materials related to the former Environmental Solutions business of collecting, transporting, and destroying controlled substances from retail customers (the “ESOL Retail Controlled Substances Business”). On that same day, agents from the DTSC executed a separate search warrant at the Rancho Cordova facility. Since that time, the U.S. Attorney’s Office for the Eastern District of California (“USAO EDCA”) has been overseeing criminal and civil investigations of the ESOL Retail Controlled Substances Business. The USAO EDCA has informed the Company that it may have civil liability under the Controlled Substances Act related to the Domestic Environmental Solutions

Retail Controlled Substances Business. The Company is cooperating with the civil and criminal investigations, which are ongoing.

The Company has not accrued any amounts in respect of these investigations and cannot estimate the reasonably possible loss or any range of reasonably possible losses that the Company may incur. The Company is unable to make such an estimate because, based on what the Company knows now, in the Company’s judgment, the factual and legal issues presented in this matter are sufficiently unique that the Company is unable to identify other circumstances sufficiently comparable to provide guidance in making estimates.

European Retrovirus Investigations. In conjunction with Europol, governmental authorities of Spain, Portugal, and Romania have conducted coordinated inspections of a large number of medical waste management facilities, including Stericycle facilities, relating to the transportation, management and disposal of waste that may be infected with the COVID-19 virus, and related matters. The inspections have resulted in proceedings in Spain and Portugal. The Company intends to vigorously defend itself in these proceedings.

The Company has not accrued any amounts in respect of these investigations, as it cannot estimate the reasonably possible loss or any range of reasonably possible losses that the Company may incur. The Company is unable to make such an estimate because, based on what the Company knows now, in the Company’s judgment, the factual and legal issues presented in this matter are sufficiently unique that the Company is unable to identify other circumstances sufficiently comparable to provide guidance in making estimates.

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BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation: The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of Stericycle, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company's Condensed Consolidated Financial Statements were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenues, and expenses of all wholly owned subsidiaries and majority-owned subsidiaries over which the Company exercises control. Outside shareholders' interests in subsidiaries are shown on the Condensed Consolidated Financial Statements as “Noncontrolling interests".

The accompanying unaudited Condensed Consolidated Financial Statements as of June 30, 2021 and for the three and six months ended June 30, 2021 and 2020 have been prepared pursuant to the rules and regulations of the SEC for interim reporting and, therefore, do not include all information and footnote disclosures normally included in audited financial statements prepared in conformity with U.S. GAAP. In the opinion of management, however, all adjustments, consisting of normal recurring adjustments necessary to present fairly the results of operations, financial position and cash flows have been made. These Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and notes thereto included in the 2020 Form 10-K. The results of operations for any interim period are not necessarily indicative of the results of operations to be expected for the full year or any other period.

Use of Estimates

Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires the Company to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Some areas where the Company makes estimates include its allowance for doubtful accounts, credit memo reserve, accrued employee health and welfare benefits, contingent liabilities, asset retirement obligations, stock-based compensation expense, income tax liabilities, accrued auto and workers’ compensation self-insured claims, operating lease ROU assets and lease liabilities, intangible asset and long-lived asset valuations, assets held for sale, and goodwill impairment. Actual results may differ from those estimates.

Adoption of New Accounting Standards

Adoption of New Accounting Standards

Simplifying the Accounting for Income Taxes

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). ASU 2019-12 attempts to simplify aspects of accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 was effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods within that fiscal year. The Company adopted ASU 2019-12 on January 1, 2021 and there was no material impact on the Company’s Condensed Consolidated Financial Statements.

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REVENUES FROM CONTRACTS WITH CUSTOMERS (Tables)

6 Months Ended

Jun. 30, 2021

Revenue from Contract with Customer [Abstract]

Schedule of Revenues Disaggregated by Service, Primary Geographical Regions and Timing of Revenue Recognition

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenue by Service
Regulated Waste and Compliance Services	$	463.0	$	445.7	$	936.6	$	1,012.6
Secure Information Destruction Services	209.7		152.5		404.1		370.6
Total Revenues	$	672.7	$	598.2	$	1,340.7	$	1,383.2
North America
Regulated Waste and Compliance Services	$	362.2	$	353.9	$	729.0	$	822.5
Secure Information Destruction Services	180.4		137.4		347.3		323.4
Total North America Segment	$	542.6	$	491.3	$	1,076.3	$	1,145.9
International
Regulated Waste and Compliance Services	$	100.8	$	91.8	$	207.6	$	190.1
Secure Information Destruction Services	29.3		15.1		56.8		47.2
Total International Segment	$	130.1	$	106.9	$	264.4	$	237.3

Schedule of Total Contract Acquisition Costs

Total contract acquisition costs, net of accumulated amortization, were classified as follows:

In millions
	June 30, 2021		December 31, 2020
Other current assets	$	11.6	$	11.1
Other assets	32.0		31.1
Total contract acquisition costs	$	43.6	$	42.2

Schedule of Allowance for Credit Loss Activity

The changes in allowance for doubtful accounts were reported as follows:

In millions
	Total
Balance as of December 31, 2020	$	56.2
Bad debt expense, net of recoveries	1.8
Write-offs	(9.4)
Other changes(1)	0.5
Balance as of June 30, 2021	$	49.1

(1) Amount consists primarily of currency translation adjustments

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RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS (Tables)

6 Months Ended

Jun. 30, 2021

Restructuring and Related Activities [Abstract]

Schedule of Impairments

Impairments for the period were reported as follows:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Impairments
Asset Impairment - COR	$	—	$	6.8	$	—	$	6.8
Asset Impairment - SG&A	—		1.5		—		5.5
Total Impairments	$	—	$	8.3	$	—	$	12.3
North America
Asset Impairment - COR	$	—	$	6.1	$	—	$	6.1
Asset Impairment - SG&A	—		0.1		—		4.1
Total North America Segment	$	—	$	6.2	$	—	$	10.2
International
Asset Impairment - COR	$	—	$	0.7	$	—	$	0.7
Asset Impairment - SG&A	—		1.4		—		1.4
Total International Segment	$	—	$	2.1	$	—	$	2.1

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GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)

6 Months Ended

Jun. 30, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in Carrying Amount of Goodwill

Changes in the carrying amount of goodwill by reportable segment were as follows:

In millions
	North America		International		Total
Balance as of December 31, 2020	$	2,448.8	$	370.5	$	2,819.3
Changes due to foreign currency fluctuations	—		(5.1)		(5.1)
Balance as of June 30, 2021	$	2,448.8	$	365.4	$	2,814.2

Intangible Assets

Intangible assets were as follows:

In millions
	June 30, 2021						December 31, 2020
	Gross Carrying Amount		Accumulated Amortization		Net Value		Gross Carrying Amount		Accumulated Amortization		Net Value
Amortizable intangibles:
Customer relationships	$	1,313.7	$	687.2	$	626.5	$	1,314.9	$	630.2	$	684.7
Covenants not-to-compete	3.5		3.2		0.3		3.5		3.0		0.5
Tradenames	3.6		1.3		2.3		3.6		1.3		2.3
Operating permits	13.6		8.8		4.8		11.5		6.5		5.0
Other	0.6		0.6		—		0.6		0.6		—
Indefinite lived intangibles:
Operating permits	77.0		—		77.0		79.6		—		79.6
Tradenames	316.3		—		316.3		315.3		—		315.3
Total	$	1,728.3	$	701.1	$	1,027.2	$	1,729.0	$	641.6	$	1,087.4

Changes in Carrying Amount of Intangible Assets

Changes in the carrying amount of intangible assets were as follows:

In millions
	Total
Balance as of December 31, 2020	$	1,087.4
Amortization during the period	(59.9)
Changes due to foreign currency fluctuations	(0.3)
Balance as of June 30, 2021	$	1,027.2

Estimated Amortization Expense

The estimated amortization expense for each of the next five years (based upon exchange rates at June 30, 2021) is as follows for the years ending December 31:

In millions
2021 (remainder)	$	58.5
2022	115.8
2023	111.9
2024	110.6
2025	90.1

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LONG-TERM DEBT (Tables)

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Schedule of Long-Term Debt

The Company’s long-term debt consisted of the following:

In millions
	June 30, 2021		December 31, 2020
$1.2 billion Senior Credit Facility, due in November 2022	$	210.4	$	173.3
$1.3 billion Term Loan, due in November 2022	318.3		422.5
$600 million Senior Notes, due in 2024	600.0		600.0
$500 million Senior Notes, due in 2029	500.0		500.0
Promissory notes and deferred consideration weighted average maturity 1.9 years at 2021 and 2.1 years at 2020	30.6		42.3
Foreign bank debt weighted average maturity 0.9 years at 2021 and 1.1 years at 2020	30.1		32.3
Obligations under finance leases	23.5		24.8
Total debt	1,712.9		1,795.2
Less: current portion of total debt	95.5		91.0
Less: unamortized debt issuance costs	12.9		15.1
Long-term portion of total debt	$	1,604.5	$	1,689.1

Schedule of Outstanding Letters of Credit and the Unused Portion of Senior Credit Facility

Amounts committed to outstanding letters of credit and the unused portion of the Company’s Senior Credit Facility were as follows:

In millions
	June 30, 2021		December 31, 2020
Outstanding letters of credit under Senior Credit Facility	$	97.5	$	79.5
Unused portion of the Senior Credit Facility	892.1		947.2

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EARNINGS (LOSS) PER COMMON SHARE (Tables)

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings (Loss) Per Share

The following table shows the effect of stock-based awards on the weighted average number of shares outstanding used in calculating diluted earnings per share:

In millions of shares
	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Weighted average common shares outstanding - basic	91.8	91.4	91.7	91.4
Incremental shares outstanding related to stock-based awards	0.3	—	0.4	—
Weighted average common shares outstanding - diluted	92.1	91.4	92.1	91.4

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

In periods of net loss, stock-based awards are anti-dilutive and therefore excluded from the earnings (loss) per share calculation.

In thousands
	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Options excluded from computation of diluted earnings (loss) per share	1,958	3,258	2,131	3,538
RSUs excluded from computation of diluted earnings (loss) per share	8	354	5	239

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SEGMENT REPORTING (Tables)

6 Months Ended

Jun. 30, 2021

Segment Reporting [Abstract]

Financial Information Concerning Company's Reportable Segments

The following tables show financial information for the Company's reportable segments:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenues
North America	$	542.6	$	491.3	$	1,076.3	$	1,145.9
International	130.1		106.9		264.4		237.3
Total	$	672.7	$	598.2	$	1,340.7	$	1,383.2
Adjusted Income from Operations
North America	$	159.6	$	140.5	$	317.2	$	290.0
International	15.6		1.8		28.2		16.9
Other Costs	(69.5)		(57.0)		(129.7)		(127.8)
Total	$	105.7	$	85.3	$	215.7	$	179.1

Reconciliation of Company's Primary Measure of Segment Profitability Adjusted Income from Operations to Income (loss) from Operations

The following table reconciles the Company's primary measure of segment profitability, Adjusted Income from Operations, to Income (loss) from operations:

In millions
	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Total Reportable Segment Adjusted Income from Operations	$	105.7	$	85.3	$	215.7	$	179.1
Adjusting Items:
ERP Implementation	(17.3)		(9.2)		(35.2)		(27.2)
Intangible Amortization	(30.1)		(31.2)		(59.9)		(63.1)
Divestitures (including Divestiture (losses) gains, net)	(0.4)		(6.2)		(1.6)		(67.5)
Litigation, Settlements and Regulatory Compliance	(2.3)		(4.2)		(4.3)		(8.6)
Asset Impairments	—		(8.3)		—		(12.3)
Other	—		(1.3)		—		(5.9)
Income (loss) from operations	$	55.6	$	24.9	$	114.7	$	(5.5)

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REVENUES FROM CONTRACTS WITH CUSTOMERS - Schedule of Revenues Disaggregated by Service, Primary Geographical Regions and Timing of Revenue Recognition (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Disaggregation of Revenue [Line Items]
Revenues	$ 672.7	$ 598.2	$ 1,340.7	$ 1,383.2
Regulated Waste and Compliance Services
Disaggregation of Revenue [Line Items]
Revenues	463.0	445.7	936.6	1,012.6
Secure Information Destruction Services
Disaggregation of Revenue [Line Items]
Revenues	209.7	152.5	404.1	370.6
North America
Disaggregation of Revenue [Line Items]
Revenues	542.6	491.3	1,076.3	1,145.9
North America | Regulated Waste and Compliance Services
Disaggregation of Revenue [Line Items]
Revenues	362.2	353.9	729.0	822.5
North America | Secure Information Destruction Services
Disaggregation of Revenue [Line Items]
Revenues	180.4	137.4	347.3	323.4
International
Disaggregation of Revenue [Line Items]
Revenues	130.1	106.9	264.4	237.3
International | Regulated Waste and Compliance Services
Disaggregation of Revenue [Line Items]
Revenues	100.8	91.8	207.6	190.1
International | Secure Information Destruction Services
Disaggregation of Revenue [Line Items]
Revenues	$ 29.3	$ 15.1	$ 56.8	$ 47.2

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REVENUES FROM CONTRACTS WITH CUSTOMERS - Narrative (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Revenue from Contract with Customer [Abstract]
Contract liability	$ 9.7		$ 9.7		$ 8.8
Contract acquisition costs weighted average estimated period			6 years 6 months
Amortized deferred sales incentive cost	$ 3.1	$ 2.6	$ 6.1	$ 5.2

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REVENUES FROM CONTRACTS WITH CUSTOMERS - Schedule of Total Contract Acquisition Costs (Detail) - USD ($) $ in Millions	Jun. 30, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Total contract acquisition costs	$ 43.6	$ 42.2
Other current assets
Disaggregation of Revenue [Line Items]
Total contract acquisition costs	11.6	11.1
Other assets
Disaggregation of Revenue [Line Items]
Total contract acquisition costs	$ 32.0	$ 31.1

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REVENUES FROM CONTRACTS WITH CUSTOMERS - Allowance for Credit Loss (Details) $ in Millions	6 Months Ended
	Jun. 30, 2021 USD ($)
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 56.2
Bad debt expense, net of recoveries	1.8
Write-offs	(9.4)
Other charges	0.5
Ending balance	$ 49.1

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RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS - Narrative (Detail)	3 Months Ended				6 Months Ended		12 Months Ended
	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Jun. 30, 2021 USD ($)	Jun. 30, 2020 USD ($)	Dec. 31, 2020	Aug. 04, 2021 USD ($)	Apr. 06, 2020 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring charges		$ 0	$ 0		$ 0	$ 0
Loss on sale of business		$ 0	3,800,000		$ 0	$ 62,100,000
Disposed of by sale | Japan operations
Restructuring Cost and Reserve [Line Items]
Percentage of revenue in last fiscal period							0.01
Disposed of by sale | Japan operations | Forecast
Restructuring Cost and Reserve [Line Items]
Reclassification of accumulated currency translation adjustments to earnings	$ (4,000,000.0)
Disposed of by sale | Subsequent Event | Japan operations
Restructuring Cost and Reserve [Line Items]
Sale price for transaction								$ 10,000,000.0
Disposed of by sale | Subsequent Event | Japan operations | Forecast
Restructuring Cost and Reserve [Line Items]
Loss on sale of business	$ 15,000,000.0
Domestic Environmental Solutions
Restructuring Cost and Reserve [Line Items]
Sale price for transaction									$ 462,500,000
Loss on sale of business			$ 3,800,000
Recognized impairment charge				$ 58,300,000
Estimated deal costs				$ 10,800,000

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RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS - Schedule of Impairments (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	$ 0.0	$ 8.3	$ 0.0	$ 12.3
Cost of revenue (COR)
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	0.0	6.8	0.0	6.8
Selling, general and administrative expenses (SG&A)
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	0.0	1.5	0.0	5.5
North America
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	0.0	6.2	0.0	10.2
North America | Cost of revenue (COR)
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	0.0	6.1	0.0	6.1
North America | Selling, general and administrative expenses (SG&A)
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	0.0	0.1	0.0	4.1
International
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	0.0	2.1	0.0	2.1
International | Cost of revenue (COR)
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	0.0	0.7	0.0	0.7
International | Selling, general and administrative expenses (SG&A)
Restructuring Cost and Reserve [Line Items]
Asset impairment charges	$ 0.0	$ 1.4	$ 0.0	$ 1.4

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GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill (Detail) $ in Millions	6 Months Ended
	Jun. 30, 2021 USD ($)
Goodwill [Roll Forward]
Beginning Balance	$ 2,819.3
Changes due to foreign currency fluctuations	(5.1)
Ending Balance	2,814.2
North America
Goodwill [Roll Forward]
Beginning Balance	2,448.8
Changes due to foreign currency fluctuations	0.0
Ending Balance	2,448.8
International
Goodwill [Roll Forward]
Beginning Balance	370.5
Changes due to foreign currency fluctuations	(5.1)
Ending Balance	$ 365.4

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GOODWILL AND OTHER INTANGIBLE ASSETS - Intangible Assets (Detail) - USD ($) $ in Millions	Jun. 30, 2021	Dec. 31, 2020
Intangible Assets By Major Class [Line Items]
Accumulated Amortization	$ 701.1	$ 641.6
Gross Carrying Amount	1,728.3	1,729.0
Net Value	1,027.2	1,087.4
Operating permits
Intangible Assets By Major Class [Line Items]
Carrying amount, indefinite lived intangible assets	77.0	79.6
Tradenames
Intangible Assets By Major Class [Line Items]
Carrying amount, indefinite lived intangible assets	316.3	315.3
Customer relationships
Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	1,313.7	1,314.9
Accumulated Amortization	687.2	630.2
Net Value	626.5	684.7
Covenants not-to-compete
Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	3.5	3.5
Accumulated Amortization	3.2	3.0
Net Value	0.3	0.5
Tradenames
Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	3.6	3.6
Accumulated Amortization	1.3	1.3
Net Value	2.3	2.3
Operating permits
Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	13.6	11.5
Accumulated Amortization	8.8	6.5
Net Value	4.8	5.0
Other
Intangible Assets By Major Class [Line Items]
Gross Carrying Amount	0.6	0.6
Accumulated Amortization	0.6	0.6
Net Value	$ 0.0	$ 0.0

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GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amount of Intangible Assets (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Finite-lived and Indefinite-lived Intangible Assets [Roll Forward]
Beginning balance			$ 1,087.4
Amortization during the period	$ (30.1)	$ (31.2)	(59.9)	$ (63.1)
Changes due to foreign currency fluctuations			(0.3)
Ending balance	$ 1,027.2		$ 1,027.2

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GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense (Detail) $ in Millions	Jun. 30, 2021 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2021 (remainder)	$ 58.5
2022	115.8
2023	111.9
2024	110.6
2025	$ 90.1

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LONG-TERM DEBT - Schedule of Long-Term Debt (Detail) - USD ($) $ in Millions	Jun. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Obligations under finance leases	$ 23.5	$ 24.8
Total debt	1,712.9	1,795.2
Less: current portion of total debt	95.5	91.0
Less: unamortized debt issuance costs	12.9	15.1
Long-term portion of total debt	1,604.5	1,689.1
Line of credit | $1.2 billion Senior Credit Facility, due in November 2022
Debt Instrument [Line Items]
Long-term debt	210.4	173.3
Term Loan | $1.3 billion Term Loan, due in November 2022
Debt Instrument [Line Items]
Long-term debt	318.3	422.5
Senior Notes | $500 million Senior Notes, due in 2029
Debt Instrument [Line Items]
Long-term debt	500.0	500.0
Senior Notes | $600 million Senior Notes, due in 2024
Debt Instrument [Line Items]
Long-term debt	600.0	600.0
Promissory notes and deferred consideration | Promissory notes and deferred consideration (fixed rate)
Debt Instrument [Line Items]
Long-term debt	30.6	42.3
Foreign bank debt | Foreign bank debt (variable rate)
Debt Instrument [Line Items]
Long-term debt	$ 30.1	$ 32.3

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LONG-TERM DEBT - Schedule of Long-Term Debt (Parenthetical) (Detail) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020
Line of credit | $1.2 billion Senior Credit Facility, due in November 2022
Debt Instrument [Line Items]
Maximum borrowing capacity of line of credit facility	$ 1,200,000,000
Term Loan | $1.3 billion Term Loan, due in November 2022
Debt Instrument [Line Items]
Maximum borrowing capacity of line of credit facility	1,300,000,000
Senior Notes | $500 million Senior Notes, due in 2029
Debt Instrument [Line Items]
Debt instrument, face amount	500,000,000
Senior Notes | $600 million Senior Notes, due in 2024
Debt Instrument [Line Items]
Maximum borrowing capacity of line of credit facility	$ 600,000,000
Promissory notes and deferred consideration | Promissory notes and deferred consideration
Debt Instrument [Line Items]
Long-term debt, maturity	1 year 10 months 24 days	2 years 1 month 6 days
Foreign bank debt | Foreign bank debt
Debt Instrument [Line Items]
Long-term debt, maturity	10 months 24 days	1 year 1 month 6 days

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LONG-TERM DEBT - Narrative (Detail) - USD ($) $ in Millions		6 Months Ended
	Feb. 25, 2020	Jun. 30, 2021	Dec. 31, 2020
Foreign bank debt | Term Loan Facility
Debt Instrument [Line Items]
Maximum consolidated leverage ratio		306.00%
Foreign bank debt | Maximum | Term Loan Facility
Debt Instrument [Line Items]
Maximum consolidated leverage ratio		475.00%
Period until December 31, 2021 | Maximum | ESOL Disposal Group
Debt Instrument [Line Items]
Maximum consolidated leverage ratio	475.00%
Period until March 31, 2022 | Maximum | ESOL Disposal Group
Debt Instrument [Line Items]
Maximum consolidated leverage ratio	425.00%
Level 2
Debt Instrument [Line Items]
Estimated fair value of debt		$ 1,750	$ 1,860

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LONG-TERM DEBT - Schedule of Outstanding Letters of Credit and the Unused Portion of Senior Credit Facility (Detail) - Senior credit facility - Line of credit - USD ($) $ in Millions	Jun. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Outstanding letters of credit under Senior Credit Facility	$ 97.5	$ 79.5
Unused portion of the Senior Credit Facility	$ 892.1	$ 947.2

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INCOME TAXES - Additional Information (Detail) - USD ($) $ in Millions	1 Months Ended		3 Months Ended			6 Months Ended		12 Months Ended
	Dec. 31, 2020	Jul. 31, 2020	Jun. 30, 2021	Dec. 31, 2020	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Income Tax Contingency [Line Items]
Income tax (benefit) expense			$ 9.1		$ 8.7	$ 22.9	$ (29.7)
Effective tax rate			23.70%		189.10%	29.20%	55.30%
Income tax benefit, CARES Act				$ (5.0)			$ (39.4)
Tax benefit from net operating losses carry back related to CARES Act								$ 44.4
Proceeds from income tax refunds, CARES Act	$ 62.0	$ 48.0
Income taxes receivable, net operating loss, CARES Act	64.2
Interest on income tax expense, CARES Act	$ 2.2
Tax adjustment provision (benefit)			$ (5.5)
Internal Revenue Service | Tax Year 2019
Income Tax Contingency [Line Items]
Income tax refund, CARES Act			$ (1.0)			$ (1.0)

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EARNINGS (LOSS) PER COMMON SHARE - Computation of Basic and Diluted Earnings (Loss) Per Share (Detail) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Earnings Per Share [Abstract]
Weighted average common shares outstanding - basic (in shares)	91.8	91.4	91.7	91.4
Incremental shares outstanding related to stock-based awards (in shares)	0.3	0.0	0.4	0.0
Weighted average common shares outstanding - diluted (in shares)	92.1	91.4	92.1	91.4

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EARNINGS (LOSS) PER COMMON SHARE - Schedule of Antidilutive Securities Excluded from EPS Calculation (Detail) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares excluded from computation of diluted earnings (loss) per share (in shares)	1,958	3,258	2,131	3,538
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares excluded from computation of diluted earnings (loss) per share (in shares)	8	354	5	239

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SEGMENT REPORTING - Narrative (Detail)	6 Months Ended
	Jun. 30, 2021 segment
Segment Reporting [Abstract]
Number of operating segments (in segments)	2
Number of reportable segments (in segments)	2

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SEGMENT REPORTING - Financial Information Concerning Company's Reportable Segments (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Segment Reporting Information [Line Items]
Revenues	$ 672.7	$ 598.2	$ 1,340.7	$ 1,383.2
Adjusted Income from Operations	105.7	85.3	215.7	179.1
North America
Segment Reporting Information [Line Items]
Revenues	542.6	491.3	1,076.3	1,145.9
Adjusted Income from Operations	159.6	140.5	317.2	290.0
International
Segment Reporting Information [Line Items]
Revenues	130.1	106.9	264.4	237.3
Adjusted Income from Operations	15.6	1.8	28.2	16.9
Other Costs
Segment Reporting Information [Line Items]
Adjusted Income from Operations	$ (69.5)	$ (57.0)	$ (129.7)	$ (127.8)

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SEGMENT REPORTING - Reconciliation of Company's Primary Measure of Segment Profitability Adjusted Income from Operations to Income (loss) from Operations (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Segment Reporting [Abstract]
Total Reportable Segment Adjusted Income from Operations	$ 105.7	$ 85.3	$ 215.7	$ 179.1
ERP Implementation	(17.3)	(9.2)	(35.2)	(27.2)
Intangible Amortization	(30.1)	(31.2)	(59.9)	(63.1)
Divestitures (including Divestiture (losses) gains, net)	(0.4)	(6.2)	(1.6)	(67.5)
Litigation, Settlements and Regulatory Compliance	(2.3)	(4.2)	(4.3)	(8.6)
Asset Impairments	0.0	(8.3)	0.0	(12.3)
Other	0.0	(1.3)	0.0	(5.9)
Income (loss) from operations	$ 55.6	$ 24.9	$ 114.7	$ (5.5)

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Label	Element	Value
Accounting Standards Update [Extensible List]	us-gaap_AccountingStandardsUpdateExtensibleList	us-gaap:AccountingStandardsUpdate201613Member