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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 12, 1999
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STERIS CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
OHIO 0-20165 34-1482024
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
5960 HEISLEY ROAD, MENTOR, OHIO 44060-1834
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(Address of Principal Executive Offices) (Zip Code)
440-354-2600
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
See the press release, dated August 12, 1999, filed as an exhibit
hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibit 99.1 Press Release, dated August 12, 1999
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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 hereunto duly authorized.
STERIS CORPORATION
Date: August 31, 1999 By: /s/ Les C. Vinney
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Les C. Vinney, Senior Vice President
and Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number Exhibit Description
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99.1 Press Release, dated August 12, 1999
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Exhibit 99.1
STERIS CORPORATION
PRESS ANNOUNCEMENT
FOR IMMEDIATE RELEASE
Contacts: Gerard J. Reis, Vice President, Associate and Business Relations
440-354-2600
STERIS ALLOWS ISOTRON OFFER TO LAPSE
Mentor, Ohio (August 12, 1999) -- STERIS Corporation (NYSE:STE) today
announced that is has allowed its recommended cash offer to purchase Isotron plc
to lapse.
Conditions to the offer included, among other things, valid acceptances
being received by not later than 3:00 p.m. (UK time), August 11, 1999, in
respect of not less than 90 percent of Isotron's issued share capital. Because
only 60.4 percent of shareholder acceptances were received by the offer
deadline, the Board of Directors of STERIS has concluded that it is not in the
best interests of its shareholders to continue with an offer.
Although STERIS expressed disappointment with the response to its offer
for Isotron shares, the Company remains committed to its strategy of expanding
its presence in infection prevention, contamination prevention, and microbial
reduction, including contract sterilization services. STERIS has recently
completed the acquisitions of Quality Sterilization Services and FoodLabs, Inc.,
and intends to actively pursue other opportunities.
STERIS Corporation is a leading provider of infection prevention,
contamination prevention, microbial reduction, and therapy support systems,
products, services, and technologies to health care, scientific, research, food,
and industrial Customers throughout the world. The Company has over 4,500
Associates (employees) worldwide, including more than 1,700 direct sales,
service, and field support personnel. Customer Support facilities are located in
major global market centers with production operations in the United States,
Canada, Germany, Finland, and Sweden.
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STERIS Corporation
Press Announcement
August 12, 1999
Page 2
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This press release contains statements concerning certain trends and
other forward-looking information affecting or relating to the Company and its
industry that are intended to qualify for the protections afforded
"forward-looking statements" under the Private Securities Litigation Reform Act
of 1995. There are many important factors that could cause actual results to
differ materially from those in the forward-looking statements. Many of these
important factors are outside STERIS's control. Changes in market conditions,
including competitive factors and changes in government regulations, could cause
actual results to differ materially from the Company's expectations. No
assurance can be provided as to any future financial results. Other potentially
negative factors that could cause actual results to differ materially from those
in the forward-looking statements include (a) the possibility that the
continuing integration of acquired businesses will take longer than anticipated,
(b) the potential for increased pressure on pricing that leads to erosion in
profit margins, (c) the possibility that market demand will not develop for new
technologies, products, and applications, (d) the potential effects of
fluctuations in foreign currencies, and (e) the possibility of reduced demand,
or reductions in the rate of growth in demand, for the Company's products.
(End)
