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RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS
 12 Months Ended
Dec. 31, 2021
Restructuring and Related Activities [Abstract]  
RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS
Restructuring – Operational Optimization
During the year ended December 31, 2020, the Company recognized $3.1 million of Operational Optimization costs (see impairment related portion in table below) within our International segment related to the discontinuation of a service line in the U.K.
During the year ended December 31, 2019, the Company recognized $14.5 million of Operational Optimization costs (see impairment related portion in table below). The North America segment recognized $3.8 million of costs in the Domestic RWCS operations primarily related to a site relocation and costs in the Domestic CRS operations related to a headcount reduction and a non-cash impairment of intangible assets as a result of the exit from a business line. The International segment recognized $10.7 million of costs related to site closures and facility exit charges across the EMEA and LATAM regions.
Divestitures
Stericycle recognized the following Divestiture (gains) losses, net in the Consolidated Statements of Loss:
In millions
Year Ended December 31,
202120202019
North America Segment
Canada Environmental Solutions operations$(12.6)$— $— 
Domestic Environmental Solutions operations— 53.8 — 
CRS businesses— (38.8)45.5 
Total North America charges, net(12.6)15.0 45.5 
International Segment
CRS businesses— (4.0)— 
Japan RWCS operations10.9 — — 
Argentina operations— 112.4 — 
Mexico RWCS operations— (4.9)43.2 
Chile RWCS operations— 5.1 19.0 
U.K. businesses— — (4.7)
Total International charges, net10.9 108.6 57.5 
Divestiture (gains) losses, net$(1.7)$123.6 $103.0 
North America Segment Divestitures:

On December 1, 2021, the Company completed the sale of its Environmental Solutions operations in Canada for cash proceeds of $24.4 million pursuant to an agreement entered into in November. The transaction resulted in a fourth quarter divestiture gain of $12.6 million. In connection with the closing, the Company entered into certain additional ancillary agreements, including a TSA, for up to 12 months.
On December 1, 2020, the Company entered into an agreement and completed the sale of the Company's global product recall business (Expert Solutions) for cash proceeds of $78.0 million. Expert Solutions business had revenues of approximately $75.4 million for the year ended December 31, 2019, primarily reported in North America, as part of the RWCS revenue category. The Company recognized a gain on divestment of $38.8 million in North America and $4.0 million in International. In connection with the closing, the Company entered into certain additional ancillary agreements, including a TSA for up to 12 months.
On April 6, 2020, the Company completed the sale of all of the outstanding equity interests of its U.S. Environmental Solutions business for cash proceeds of $462.5 million, pursuant to the Purchase Agreement, dated February 6, 2020. The Purchase Agreement provided for the divestiture of the Company’s U.S. Environmental Solutions business, exclusive of the Company’s healthcare hazardous waste services and unused consumer pharmaceutical take-back services. The U.S. Environmental Solutions business generated revenue in 2019 of $559.6 million, including approximately $100.0 million related to the Retained Business, which is included in the RWCS revenue category within our North America segment. In connection with the Purchase Agreement, the Company entered into an HSA and TSA with the Buyer for a period of 7 years and 6 months, respectively. The Company allocated and deferred a portion of the Transaction proceeds, $17.7 million related to the HSA and $1.5 million related to the TSA, which will be recognized over the applicable duration of the HSA and TSA periods, subject to specific agreement provisions, thereby offsetting the expenses incurred to deliver the respective services. The allocated proceeds are reflected as an operating cash flow on the Consolidated Statement of Cash Flows, as they are advances received for services to be provided prospectively. In aggregate, the Company recognized impairment charges and subsequent loss on disposal of $53.8 million. Further, the Company released a $1.7 million benefit associated with contingent consideration related to a prior acquisition agreement connected with the divested business (Fair value - Level 3) that is reported in SG&A in the Company’s Consolidated Statements of Loss.
In 2019, the Company completed the sale of the telephone answering business, TAS, and its retail pharmaceutical returns business in the U.S. and Puerto Rico for cash proceeds of $36.4 million resulting in total losses of $45.5 million. In connection with the sale agreement for the TAS business, the Company entered into a TSA with the buyer for a period of up to 15 months. The Company allocated and deferred $5.1 million of the proceeds, which was recognized over the duration of the TSA period offsetting the expenses incurred to deliver the TSA services that were not reimbursed by the buyer.
International Segment Divestitures:
On September 1, 2021, the Company completed the sale of its RWCS operations in Japan for cash proceeds of approximately $11.3 million. The transaction resulted in a third quarter divestiture loss of $10.9 million, of which $3.8 million related to the reclassification of accumulated currency translation adjustments to earnings.
In August 2020, the Company entered into an agreement and completed the sale of its operations in Argentina for cash proceeds of approximately $3.9 million. The transaction resulted in a loss on disposal of $112.4 million, of which $87.2 million related to the balance of cumulative currency translation adjustment.
Additionally, in December 2020, the Company recognized a $4.9 million gain related to a divestiture of a subsidiary in Mexico, and a $5.1 million charge associated with the divested business in Chile (see Note 12 – Commitments and Contingencies in the Consolidated Financial Statements).
During 2019, the Company had the following divestiture activity:
•U.K. based texting business, for cash proceeds of $14.8 million, resulting in a gain of approximately $5.1 million.
•A reduction in the provision against a loan receivable originally arising from the sale of our U.K. patient transport business, resulting in a $0.3 million gain.
•Substantially all of the Company’s operations in Mexico for nominal consideration, resulting in impairment charges and subsequent loss on disposal totaling $43.2 million, including the realization of a loss of approximately $18.9 million related to the balance of cumulative currency translation adjustment.
•The Company’s operations in Chile for cash proceeds of $30.7 million, resulting in a loss of $19.0 million, including the realization of a loss of approximately $16.8 million related to the balance of cumulative currency translation adjustment.
Impairments:
In millions
Year Ended December 31,
202120202019
Impairments
Operational Optimization - COR$—$— $5.6 
Operational Optimization - SG&A—2.8 1.7 
Asset Impairment - COR—6.8 5.2 
Asset Impairment - SG&A6.78.7 16.9 
Total Impairments$6.7$18.3 $29.4 
North America
Operational Optimization - COR$—$— $2.0 
Operational Optimization - SG&A—— 0.4 
Asset Impairment - COR—6.1 1.6 
Asset Impairment - SG&A2.14.2 0.5 
Total North America Segment$2.1$10.3 $4.5 
International
Operational Optimization - COR$—$— $3.6 
Operational Optimization - SG&A—2.8 1.3 
Asset Impairment - COR—0.7 3.6 
Asset Impairment - SG&A4.64.5 16.4 
Total International Segment$4.6$8.0 $24.9 
Asset impairments in the year ended December 31, 2021, includes charges of $4.6 million in the Company’s International reportable segment related to an impairment associated with certain customer relationship intangibles in Romania and $2.1 million in North America related to an impairment associated with a Canada site exit. Asset impairments in the year ended December 31, 2020, for the Company's North America reportable segment includes charges associated with rationalization of software application assets and intangible assets as a result of a discontinuation of a certain service line, and the Company's International reportable segment includes charges associated with certain property, plant and equipment assets and permits primarily in the U.K. In the year ended December 31, 2019, the Company's International reportable segment included impairment charges related to customer lists and other long-lived assets in Brazil associated with an impairment review of its operations.
Operational optimization related impairments are associated with the Company's actions to reduce operating costs and optimize operations. In the year ended December 31, 2020, the Company's International reportable segment includes charges primarily related to the discontinuation of a service line in the U.K. In the year ended December
31, 2019, the Company's International reportable segment includes charges related to impairments of permits and other long-lived assets in Europe and Latin America and in our North America reportable segment for charges associated with a U.S. site movement.