Press Release: Enviri Corporation Reports Fourth Quarter and Full Year 2025 Results

Dow Jones
Feb 24
   -- Fourth quarter revenues totaled $556 million 
 
   -- Fourth quarter GAAP consolidated loss from continuing operations of $86 
      million, including expenses related to the pending sale of Clean Earth 
      and spin-off of Harsco Environmental and Harsco Rail as well as certain 
      contract adjustments in Harsco Rail 
 
   -- Adjusted EBITDA in Q4 totaled $70 million 
 
   -- Full year 2025 revenue totaled $2.2 billion; GAAP consolidated loss from 
      continuing operations was $160 million; and Adjusted EBITDA totaled $275 
      million 
 
   -- 2026 outlook: Adjusted EBITDA for Harsco Environmental and Harsco Rail 
      ("New Enviri") expected to be modestly below 2025 at guidance mid-point, 
      as improvement in Harsco Environmental to be offset by Harsco Rail 

PHILADELPHIA, Feb. 24, 2026 (GLOBE NEWSWIRE) -- Enviri Corporation (NYSE: NVRI) (the "Company") today reported fourth quarter and full year 2025 results. Revenues in the fourth quarter of 2025 totaled $556 million, and on a U.S. GAAP ("GAAP") basis, the consolidated loss from continuing operations was $86 million. Adjusted EBITDA was $70 million in the fourth quarter of 2025.

On a GAAP basis, the fourth quarter of 2025 diluted loss per share from continuing operations was $1.07, including expenses related to the sale of Clean Earth and spin-off of Harsco Environmental and Harsco Rail as well as contract adjustments in Harsco Rail and other unusual items. The adjusted diluted loss per share from continuing operations in the fourth quarter of 2025 was $0.17. These figures compare with a fourth quarter of 2024 GAAP diluted loss per share from continuing operations of $1.03, which included an asset impairment for an underperforming site and anticipated costs to address an environmental matter in Harsco Environmental as well as contract adjustments and a goodwill impairment in Harsco Rail, and an adjusted diluted loss per share from continuing operations of $0.04.

"2025 was a transformative year for Enviri, culminating in solid financial performance in the fourth quarter," said Enviri Chairman and CEO Nick Grasberger. "Clean Earth finished another record year, with strong execution across the organization as it delivered on its growth and operational goals. Harsco Environmental realized its highest quarterly earnings of the year in Q4 while continuing to navigate challenges within the global steel industry. In Rail, we're continuing to take actions to address supply-chain and manufacturing pressures and right-size the organization, while remaining focused on efforts to further manage the segment's ETO exposure."

"We remain on track to close our $3 billion sale of Clean Earth in mid-2026, which will unlock significant sum-of-the-parts value in the Company when completed. Harsco Environmental and Harsco Rail, together known as New Enviri, are expected to be well-capitalized with an improving cash flow outlook and significant earnings potential following the close of the transaction. While both businesses continue to navigate near-term market pressures, their attractive fundamentals combined with our internal actions to reduce complexity and drive operational excellence are expected to further boost margins for New Enviri and enhance value for shareholders in the coming years."

Enviri Corporation--Selected Fourth Quarter Results

 
($ in millions, except per share amounts)        Q4 2025     Q4 2024 
                                                ----------  ---------- 
Revenues                                        $  556      $  559 
Operating income/(loss) from continuing 
 operations - GAAP                              $  (33)     $  (62) 
Income (loss) from continuing operations        $  (86)     $  (82) 
Diluted EPS from continuing operations - GAAP   $(1.07)     $(1.03) 
Adjusted EBITDA - non-GAAP                      $   70      $   70 
Adjusted EBITDA margin - non-GAAP                 12.6%       12.6% 
Adjusted diluted EPS from continuing 
 operations - non-GAAP                          $(0.17)     $(0.04) 
----------------------------------------------   -----       ----- 
 

Note: Adjusted diluted earnings (loss) per share from continuing operations, Adjusted EBITDA and Adjusted EBITDA margin presented throughout this release are adjusted for unusual items; in addition, adjusted diluted earnings per share from continuing operations is adjusted for acquisition-related amortization expense. See below for definition of these non-GAAP measures and reconciliations to the most directly comparable GAAP financial measures.

Consolidated Fourth Quarter Operating Results

Consolidated revenues from continuing operations were $556 million, or similar to the prior-year quarter. Clean Earth and Harsco Environmental realized an increase in revenues compared with the fourth quarter of 2024, while revenues for Harsco Rail were lower year-on-year, as anticipated. Foreign currency ("FX") translation positively impacted fourth quarter 2025 revenues by approximately $13 million, compared with the same quarter in 2024.

The Company's GAAP consolidated loss from continuing operations was $86 million for the fourth quarter of 2025, compared with a GAAP consolidated loss of $82 million in the same quarter of 2024. Meanwhile, Adjusted EBITDA totaled $70 million in the fourth quarter of 2025 versus $70 million in the fourth quarter of the prior year. Higher Adjusted EBITDA in Clean Earth and Harsco Environmental was offset by lower contributions from Harsco Rail and higher Corporate costs. The year-over-year change in Corporate costs is largely attributable to stock-based compensation and expenses, much of which was not considered within prior Q4 guidance.

Enviri Corporation--Selected 2025 Results

 
($ in millions, except per share amounts)        2025        2024 
                                                 -----       ----- 
Revenues                                        $2,240      $2,343 
Operating income (loss) from continuing 
 operations - GAAP                              $    4      $   31 
Income (loss) from continuing operations        $ (160)     $ (120) 
Diluted EPS from continuing operations - GAAP   $(2.03)     $(1.57) 
Adjusted EBITDA - excluding unusual items       $  275      $  318 
Adjusted EBITDA margin - excluding unusual 
 items                                            12.3%       13.6% 
Adjusted diluted EPS from continuing 
 operations - excluding unusual items           $(0.60)     $(0.09) 
----------------------------------------------   -----       ----- 
 

Note: Adjusted diluted earnings (loss) per share from continuing operations, Adjusted EBITDA and Adjusted EBITDA margin presented throughout this release are adjusted for unusual items; in addition, adjusted diluted earnings per share from continuing operations is adjusted for acquisition-related amortization expense. See below for definition of these non-GAAP measures and reconciliations to the most directly comparable GAAP financial measures.

Consolidated Full Year 2025 Operating Results

Consolidated revenues were $2.24 billion in 2025, compared to $2.34 billion in 2024. Clean Earth revenues increased for the year while revenues in Harsco Environmental and Harsco Rail were lower year-over-year. The 2025 change in revenues includes the impact of business divestitures during 2024 in Harsco Environmental, which negatively impacted 2025 revenues by approximately $60 million when compared with the prior year.

The Company's GAAP consolidated loss from continuing operations was $160 million in 2025, while the GAAP consolidated loss in 2024 was $120 million. Meanwhile, Adjusted EBITDA totaled $275 million in 2025, compared with $318 million in 2024. In 2025, higher adjusted earnings from Clean Earth were offset by lower contributions from Harsco Environmental and Harsco Rail as well as higher Corporate costs. The increase in Corporate costs for the year is again attributable to stock-based compensation and expenses.

On a GAAP basis, the diluted loss per share in 2025 was $2.03, compared with a diluted loss per share in 2024 of $1.57. These figures include various unusual items in each year. The adjusted diluted loss per share was $0.60 in 2025, compared with an adjusted diluted loss per share of $0.09 in 2024.

Fourth Quarter Business Review

Harsco Environmental

 
($ in millions)                       Q4 2025    Q4 2024 
                                     ---------  --------- 
Revenues                             $ 257      $ 240 
Operating income (loss) - GAAP       $  15      $ (41) 
Adjusted EBITDA - non-GAAP           $  48      $  41 
Adjusted EBITDA margin - non-GAAP     18.7%      17.1% 
-----------------------------------   ----       ---- 
 

Harsco Environmental revenues totaled $257 million in the fourth quarter of 2025, an increase of 7.0% percent compared with the prior-year quarter. This revenue increase is primarily attributable to higher services demand including from new contracts and FX translation impacts, partially offset by lower eco-products revenues. The segment's GAAP operating income was $15 million and Adjusted EBITDA totaled $48 million in the fourth quarter of 2025. These figures compare with a GAAP operating loss of $41 million and Adjusted EBITDA of $41 million in the prior-year period. The year-on-year change in adjusted earnings reflects the above-mentioned factors as well as improvement initiatives and the recovery of certain sales tax expenses in Brazil. As a result, Harsco Environmental's Adjusted EBITDA margin was 18.7% in the fourth quarter of 2025 versus 17.1% in the comparable quarter of 2024.

Clean Earth

 
($ in millions)                       Q4 2025    Q4 2024 
                                     ---------  --------- 
Revenues                             $ 244      $ 241 
Operating income (loss) - GAAP       $  19      $  21 
Adjusted EBITDA - non-GAAP           $  38      $  36 
Adjusted EBITDA margin - non-GAAP     15.6%      15.1% 
-----------------------------------   ----       ---- 
 

Clean Earth revenues totaled $244 million in the fourth quarter of 2025, a 1% increase over the prior-year quarter primarily as a result of higher services pricing and higher volumes within its hazardous materials business. The segment's GAAP operating income was $19 million and Adjusted EBITDA was $38 million in the fourth quarter of 2025. These figures compare with GAAP operating income of $21 million and Adjusted EBITDA of $36 million in the prior-year period. The year-on-year improvement in adjusted earnings is attributable to the above-mentioned factors, partially offset by lower soil-dredge business contributions and higher incentive compensation. As a result, Clean Earth's Adjusted EBITDA margin was 15.6% in the fourth quarter of 2025 versus 15.1% in the comparable quarter of 2024.

Harsco Rail

 
($ in millions)                        Q4 2025      Q4 2024 
                                     -----------  ----------- 
Revenues                              $   56       $   77 
Operating income (loss) - GAAP        $  (36)      $  (32) 
Adjusted EBITDA - non-GAAP            $   (4)      $    2 
Adjusted EBITDA margin - non-GAAP       (8.1)%        2.4% 
-----------------------------------  -------          --- 
 

Harsco Rail revenues totaled $56 million in the fourth quarter of 2025, a 28% decrease over the prior-year quarter. This change is primarily attributable to lower equipment and aftermarket parts volumes. The segment's GAAP operating loss was $36 million and Adjusted EBITDA loss was $4 million in the fourth quarter of 2025. These figures compare with a GAAP operating loss of $32 million and Adjusted EBITDA of $2 million in the prior-year period. The year-on-year change in adjusted earnings is attributable to the above-mentioned factors as well as a less favorable business mix.

Cash Flow

Net cash provided by operating activities was $38 million in the fourth quarter of 2025, compared with $36 million in the prior-year period. Adjusted free cash flow was $6 million in the fourth quarter of 2025, compared with $8 million in the prior-year period. The change in adjusted free cash flow compared with the prior-year quarter is attributable to higher capital spending, which was partially offset by favorable changes in working capital.

For the full-year 2025, net cash provided by operating activities totaled $101 million, compared with net cash provided by operating activities of $78 million in 2024. Adjusted free cash flow was $(15) million in 2024, compared with $(34) million in the prior year. The change in full-year adjusted free cash flow can be mainly attributed to lower pension contributions and working capital movements (including proceeds from the Company's accounts receivable facility), partially offset by higher capital spending.

Financial Statement Revision

The Company recently identified historic errors related to the measurement of certain aspects of the pension obligation associated with its U.K. pension plan. The errors were identified during a review of the pension plan in preparation for the potential buy-out of its liabilities by an insurance company. The relevant pension plan had been frozen decades ago and the measurement errors occurred prior to that time. The Company has estimated the cumulative net impact to the pension obligation to be approximately $18 million at the end of 2025. The plan remains fully funded and this additional obligation does not require funding requirements in the future. Additional information on the revision and the related financial impacts can be found in the Company's 2025 Form 10-K.

2026 Outlook

Given the pending sale of Clean Earth, the Company is providing guidance for only Harsco Environmental and Harsco Rail (the two businesses to exist within New Enviri following their spin-off into a new standalone publicly traded company in connection with the Clean Earth sale). Key business drivers for each segment are below, and in total, Proforma Adjusted EBITDA for New Enviri is anticipated to be approximately $140 million (at guidance range mid-point), or modestly below 2025 due to weaker demand in Rail. Cash generation for these businesses is projected to improve in 2026, although overall free cash flow will remain muted given the cash burden of Rail's existing ETO (engineered to order) contracts in the short term. Actions to reduce SG&A and operational expenses as well as manage the Company's ETO risk and exposure in Harsco Rail are ongoing.

Harsco Environmental Adjusted EBITDA of $170 million to $180 million, which is modestly above prior-year results at the range mid-point. Higher services and products demand, new sites and improvement initiatives are expected to be offset by site exits and the fact that certain 2025 items are not anticipated to repeat in 2026 (such as the recovery of certain sales tax expenses in Brazil).

Harsco Rail Adjusted EBITDA of $(26) million to $(19) million, which is below 2025 results as a result of lower standard equipment and contracted services demand and related manufacturing inefficiencies, partially offset by cost-out activities and benefits.

Beginning with the first quarter of 2026, the Company will revise its calculation of reported Adjusted EBITDA for external reporting to add stock-based compensation costs, a non-cash item, to other items that are added back to GAAP net income for purposes of calculating Adjusted EBITDA. This change better aligns the Company's definition of Adjusted EBITDA with its credit agreement and facilitates comparison with many peers. Guidance provided above for Harsco Environmental and Harsco Rail is on a like-for-like basis and does not consider the impact of this change.

Conference Call

The Company will hold a conference call today at 9:00 a.m. Eastern Time to discuss its results and respond to questions from the investment community. Those who wish to listen to the conference call webcast should visit investors.enviri.com, or by dialing (844) 539-1331 or (412) 652-1264 for international callers. Please ask to join the Enviri Corporation call. Listeners are advised to dial in approximately ten minutes prior to the call. If you are unable to listen to the live call, the webcast will be archived on the Company's website.

Forward-Looking Statements

The nature of the Company's business, together with the number of countries in which it operates, subject it to changing economic, competitive, regulatory and technological conditions, risks and uncertainties. In accordance with the "safe harbor" provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, the Company provides the following cautionary remarks regarding important factors that, among others, could cause future results to differ materially from the results contemplated by forward-looking statements, including the expectations and assumptions expressed or implied herein. Forward-looking statements contained herein could include, among other things, statements regarding the expected timing, completion and effects of the transactions contemplated by the Merger Agreement and the Separation Agreement, including the sale of Clean Earth and the spin-off of New Enviri; statements about management's confidence in and strategies for performance; expectations for new and existing products, technologies and opportunities; and expectations regarding growth, sales, cash flows, and earnings, including those under "2026 Outlook". Forward-looking statements can be identified by the use of such terms as "may," "could," "expect," "anticipate," "intend," "believe," "likely," "estimate," "outlook," "plan," "contemplate," "project," "target" or other comparable terms.

Factors that could cause actual results to differ, perhaps materially, from those implied by forward-looking statements include, but are not limited to: (1) the Company's ability to complete the transactions contemplated by the Merger Agreement and the Separation Agreement on the terms expected, in a timely matter or at all; (2) the possibility that the Merger and the Separation of Clean Earth may not ultimately achieve the expected benefits; (3) the Company's ability to successfully enter into new contracts and complete new acquisitions, divestitures, or strategic ventures in the time-frame contemplated or at all; (4) the Company's inability to comply with applicable environmental laws and regulations; (5) the Company's inability to obtain, renew, or maintain compliance with its operating permits or license agreements; (6) various economic, business, and regulatory risks associated with the waste management industry; (7) the seasonal nature of the Company's business; (8) risks caused by customer concentration, the fixed price and long-term customer contracts, especially those related to complex engineered equipment, and the competitive nature of the industries in which the Company operates; (9) the outcome of any disputes with customers, contractors and subcontractors; (10) the financial condition of the Company's customers, including the ability of customers (especially those that may be highly leveraged or have inadequate liquidity) to maintain their credit availability; (11) higher than expected claims under the Company's insurance policies, or losses that are uninsurable or that exceed existing insurance coverage; (12) market and competitive changes, including pricing pressures, market demand and acceptance for new products, services and technologies; changes in currency exchange rates, interest rates, commodity and fuel costs and capital costs; (13) the Company's ability to negotiate, complete, and integrate strategic transactions and joint ventures with strategic partners; (14) the Company's ability to effectively retain key management and employees, including due to unanticipated changes to demand for the Company's services, disruptions associated with labor disputes, and increased operating costs associated with union organizations; (15) the Company's inability or failure to protect its intellectual property rights from

infringement in one or more of the many countries in which the Company operates; (16) failure to effectively prevent, detect or recover from breaches in the Company's cybersecurity infrastructure; (17) changes in the worldwide business environment in which the Company operates, including changes in general economic and industry conditions and cyclical slowdowns impacting the steel and aluminum industries; (18) fluctuations in exchange rates between the U.S. dollar and other currencies in which the Company conducts business; (19) unforeseen business disruptions in one or more of the many countries in which the Company operates due to changes in economic conditions, changes in governmental laws and regulations, including environmental, occupational health and safety, tax and import tariff standards and amounts; political instability, civil disobedience, armed hostilities, public health issues or other calamities; (20) liability for and implementation of environmental remediation matters; (21) product liability and warranty claims associated with the Company's operations; (22) the Company's ability to comply with financial covenants and obligations to financial counterparties; (23) the Company's outstanding indebtedness and exposure to derivative financial instruments that may be impacted by, among other factors, changes in interest rates; (24) tax liabilities and changes in tax laws; (25) changes in the performance of equity and bond markets that could affect, among other things, the valuation of the assets in the Company's pension plans and the accounting for pension assets, liabilities and expenses; (26) risk and uncertainty associated with intangible assets; and the other risk factors listed from time to time in the Company's SEC reports. A further discussion of these, along with other potential risk factors, can be found in Part I, Item 1A, "Risk Factors" of the Company's most recently filed Annual Report on Form 10-K, as updated by subsequent Quarterly Reports on Form 10-Q, which are filed with the Securities and Exchange Commission. The Company cautions that these factors may not be exhaustive and that many of these factors are beyond the Company's ability to control or predict. Accordingly, forward-looking statements should not be relied upon as a prediction of actual results. The Company undertakes no duty to update forward-looking statements except as may be required by law.

Non-GAAP Measures

Measurements of financial performance not calculated in accordance with GAAP should be considered as supplements to, and not substitutes for, performance measurements calculated or derived in accordance with GAAP. Any such measures are not necessarily comparable to other similarly-titled measurements employed by other companies. The most comparable GAAP measures are included within the definitions below and reconciliations of these non-GAAP measures to the most directly comparable GAAP financial measures are included at the end of this press release.

Adjusted diluted earnings (loss) per share from continuing operations: Adjusted diluted earnings (loss) per share from continuing operations is a non-GAAP financial measure and consists of diluted earnings (loss) per share from continuing operations adjusted for unusual items and acquisition-related intangible asset amortization expense. It is important to note that such intangible assets contribute to revenue generation and that intangible asset amortization related to past acquisitions will recur in future periods until such intangible assets have been fully amortized. The Company's management believes Adjusted diluted earnings (loss) per share from continuing operations is useful to investors because it provides an overall understanding of the Company's historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company's core business operations, and it is on this basis that management internally assesses the Company's performance. Exclusion of acquisition-related intangible asset amortization expense, the amount of which can vary by the timing, size and nature of the Company's acquisitions, facilitates more consistent internal comparisons of operating results over time between the Company's newly acquired and long-held businesses, and comparisons with both acquisitive and non-acquisitive peer companies.

Adjusted EBITDA: Adjusted EBITDA is a non-GAAP financial measure and consists of income (loss) from continuing operations adjusted to add back income tax expense; equity income of unconsolidated entities, net; net interest expense; defined benefit pension income (expense); facility fees and debt-related income (expense); and depreciation and amortization (excluding amortization of deferred financing costs); and excludes unusual items. Segment Adjusted EBITDA consists of operating income from continuing operations adjusted to exclude unusual items and add back depreciation and amortization (excluding amortization of deferred financing costs). The sum of the Segments' Adjusted EBITDA and Corporate Adjusted EBITDA equals consolidated Adjusted EBITDA. The Company's management believes Adjusted EBITDA is meaningful to investors because management reviews Adjusted EBITDA in assessing and evaluating performance.

Adjusted free cash flow: Adjusted free cash flow is a non-GAAP financial measure and consists of net cash provided (used) by operating activities less capital expenditures and expenditures for intangible assets; and plus capital expenditures for strategic ventures, total proceeds from sales of assets and certain transaction-related / debt-refinancing expenditures. The Company's management believes that Adjusted free cash flow is important to management and useful to investors as a supplemental measure as it indicates the cash flow available for working capital needs, repay debt obligations, invest in future growth through new business development activities, conduct strategic acquisitions or other uses of cash. It is important to note that Adjusted free cash flow does not represent the total residual cash flow available for discretionary expenditures since other non-discretionary expenditures, such as mandatory debt service requirements and settlements of foreign currency forward exchange contracts, are not deducted from this measure. This presentation provides a basis for comparison of ongoing operations and prospects.

About Enviri

Enviri is transforming the world to green, as a trusted global leader in providing a broad range of environmental services and related innovative solutions. The company serves a diverse customer base by offering critical recycle and reuse solutions for their waste streams, enabling customers to address their most complex environmental challenges and to achieve their sustainability goals. Enviri is based in Philadelphia, Pennsylvania and operates in more than 150 locations in over 30 countries. Additional information can be found at www.enviri.com.

Additional Information and Where to Find It

In connection with the proposed sale of Clean Earth and the contemplated spin-off of New Enviri, the Company and New Enviri will be filing documents with the SEC, including preliminary and definitive proxy statements of the Company relating to the proposed transaction and a registration statement relating to the shares of New Enviri. The definitive proxy statement will be mailed to the Company's shareholders in connection with the proposed acquisition. This communication is not a substitute for the proxy statement, the registration statement or any other document that may be filed by the Company or New Enviri with the SEC. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PRELIMINARY AND DEFINITIVE PROXY STATEMENTS AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED ACQUISITION. Any vote in respect of resolutions to be proposed at the Company's shareholder meeting to approve the proposed transaction should be made only on the basis of the information contained in the Company's proxy statement and documents incorporated by reference therein. Investors and security holders may obtain free copies of these documents (when they are available) and other related documents filed with the SEC at the SEC's website at www.sec.gov or on the Company's website at www.enviri.com.

Participants in Solicitation

The Company, its directors, and certain of its respective executive officers may be deemed to be participants in the solicitation of proxies from shareholders of the Company in connection with the proposed transaction under the rules of the SEC. Information about the interests of the directors and executive officers of the Company and other persons who may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the proxy statement to be filed with the SEC by the Company related to the proposed transaction. Information about the directors and executive officers of the Company and their ownership of shares of Company common stock and other securities of the Company can be found in the sections entitled "Non-Employee Director Compensation", "Share Ownership of Directors, Management and Certain Beneficial Owners", "Compensation Discussion & Analysis", "Discussion and Analysis of 2024 Compensation", "Termination or Change of Control Arrangements", "Equity Compensation Plan Information as of December 31, 2024" included in the Company's proxy statement in connection with its 2025 Annual Meeting of Stockholders, filed with the SEC on March 12, 2025; in the Form 3 and Form 4 statements of beneficial ownership and statements of changes in beneficial ownership filed with the SEC by the Company's directors and executive officers; and in other documents subsequently filed

by the Company with the SEC. Investors and security holders may obtain free copies of these documents and other related documents filed with the SEC at the SEC's website at www.sec.gov or on the Company's website at www.enviri.com.

 
ENVIRI CORPORATION 
 CONSOLIDATED STATEMENTS OF OPERATIONS 
 (Unaudited) 
 
                       Three Months Ended      Twelve Months Ended 
                          December 31              December 31 
                      --------------------  -------------------------- 
(In thousands, 
except per share 
amounts)                2025       2024        2025         2024 
                                  -------                 --------- 
Revenues from 
continuing 
operations: 
   Service revenues   $501,565   $477,841   $1,988,144   $1,977,781 
   Product revenues     54,817     81,084      252,214      365,356 
                       -------    -------    ---------    --------- 
      Total revenues   556,382    558,925    2,240,358    2,343,137 
                       -------    -------    ---------    --------- 
Costs and expenses 
from continuing 
operations: 
   Cost of services 
    sold               390,148    400,931    1,547,681    1,563,391 
   Cost of products 
    sold                80,831     88,410      265,574      340,719 
   Selling, general 
    and 
    administrative 
    expenses           104,100     92,625      382,005      359,388 
   Research and 
    development 
    expenses               710      1,269        3,050        3,961 
   Property, plant 
    and equipment 
    impairment 
    charge                 411     23,444        7,797       23,444 
   Goodwill and 
    other intangible 
    asset impairment 
    charge                  --     13,026           --       15,866 
   Remeasurement of 
    long-lived 
    assets                  --         --           --       10,695 
   Gain on sale of 
    businesses, net         --         --           --      (10,478) 
   Other expense 
    (income), net       13,483      1,677       30,002        5,437 
                       -------    -------    ---------    --------- 
      Total costs 
       and expenses    589,683    621,382    2,236,109    2,312,423 
                       -------    -------    ---------    --------- 
      Operating 
       income (loss) 
       from 
       continuing 
       operations      (33,301)   (62,457)       4,249       30,714 
Interest income            715        682        2,191        6,795 
Interest expense       (28,435)   (27,348)    (110,962)    (112,217) 
Facility fees and 
 debt-related income 
 (expense)              (2,923)    (2,578)     (10,662)     (11,265) 
Defined benefit 
 pension income 
 (expense)              (5,389)    (4,349)     (21,635)     (17,607) 
                       -------    -------    ---------    --------- 
      Income (loss) 
       from 
       continuing 
       operations 
       before income 
       taxes and 
       equity in 
       income          (69,333)   (96,050)    (136,819)    (103,580) 
Income tax benefit 
 (expense) from 
 continuing 
 operations            (16,570)    13,828      (22,986)     (16,834) 
Equity in income 
 (loss) of 
 unconsolidated 
 entities, net              44         74          155          (10) 
                       -------    -------    ---------    --------- 
      Income (loss) 
       from 
       continuing 
       operations      (85,859)   (82,148)    (159,650)    (120,424) 
                       -------    -------    ---------    --------- 
Discontinued 
operations: 
   Income (loss) 
    from 
    discontinued 
    businesses          (1,429)    (1,010)      (5,494)      (5,297) 
   Income tax 
    benefit 
    (expense) from 
    discontinued 
    businesses             374        270        1,435        1,382 
                       -------    -------    ---------    --------- 
      Income (loss) 
       from 
       discontinued 
       operations, 
       net of tax       (1,055)      (740)      (4,059)      (3,915) 
                       -------    -------    ---------    --------- 
Net income (loss)      (86,914)   (82,888)    (163,709)    (124,339) 
   Less: Net loss 
    (income) 
    attributable to 
    noncontrolling 
    interests             (678)      (814)      (3,892)      (5,312) 
                       -------    -------    ---------    --------- 
Net income (loss) 
 attributable to 
 Enviri Corporation   $(87,592)  $(83,702)  $ (167,601)  $ (129,651) 
                       =======    =======    =========    ========= 
Amounts 
attributable to 
Enviri Corporation 
common 
stockholders: 
   Income (loss) 
    from continuing 
    operations, net 
    of tax            $(86,537)  $(82,962)  $ (163,542)  $ (125,736) 
   Income (loss) 
    from 
    discontinued 
    operations, net 
    of tax              (1,055)      (740)      (4,059)      (3,915) 
                       -------    -------    ---------    --------- 
      Net income 
       (loss) 
       attributable 
       to Enviri 
       Corporation 
       common 
       stockholders   $(87,592)  $(83,702)  $ (167,601)  $ (129,651) 
                       =======    =======    =========    ========= 
 
Weighted-average 
 shares of common 
 stock outstanding      81,216     80,216       80,712       80,118 
Basic earnings (loss) per common share attributable 
 to Enviri Corporation common stockholders: 
   Continuing 
    operations        $  (1.07)  $  (1.03)  $    (2.03)  $    (1.57) 
   Discontinued 
    operations        $  (0.01)  $  (0.01)       (0.05)       (0.05) 
                       -------    -------    ---------    --------- 
Basic earnings 
 (loss) per share 
 attributable to 
 Enviri Corporation 
 common 
 stockholders(a)      $  (1.08)  $  (1.04)  $    (2.08)  $    (1.62) 
                       =======    =======    =========    ========= 
 
Diluted 
 weighted-average 
 shares of common 
 stock outstanding      81,216     80,216       80,712       80,118 
Diluted earnings (loss) per common share attributable 
 to Enviri Corporation common stockholders: 
   Continuing 
    operations        $  (1.07)  $  (1.03)  $    (2.03)  $    (1.57) 
   Discontinued 
    operations        $  (0.01)  $  (0.01)       (0.05)       (0.05) 
                       -------    -------    ---------    --------- 
Diluted earnings 
 (loss) per share 
 attributable to 
 Enviri Corporation 
 common 
 stockholders(a)      $  (1.08)  $  (1.04)  $    (2.08)  $    (1.62) 
                       =======    =======    =========    ========= 
 
 
(a)  Earnings (loss) per share attributable to Enviri Corporation 
      common stockholders is calculated based on actual 
      amounts. As a result, these per share amounts may 
      not total due to rounding. 
 
 
ENVIRI CORPORATION 
 CONSOLIDATED BALANCE SHEETS 
 (Unaudited) 
 
                                          December 31   December 31 
 (In thousands)                               2025          2024 
---------------------------------------   -----------  ------------- 
ASSETS 
Current assets: 
   Cash and cash equivalents              $  103,671   $   88,359 
   Restricted cash                            21,677        1,799 
   Trade accounts receivable, net            267,439      262,067 
   Other receivables                          46,930       40,439 
   Inventories                               180,548      183,059 
   Current portion of contract assets         26,968       59,881 
   Prepaid expenses                           61,996       62,435 
   Other current assets                       11,452       14,880 
                                           ---------    --------- 
      Total current assets                   720,681      712,919 
                                           ---------    --------- 
Property, plant and equipment, net           699,664      664,292 
Right-of-use assets, net                     132,323       88,912 
Goodwill                                     758,680      739,758 
Intangible assets, net                       273,088      298,438 
Retirement plan assets                        55,743       57,622 
Deferred income tax assets                    11,419       17,453 
Other assets                                  57,073       55,117 
                                           ---------    --------- 
      Total assets                        $2,708,671   $2,634,511 
                                           =========    ========= 
LIABILITIES 
Current liabilities: 
   Short-term borrowings                  $   11,490   $    8,144 
   Current maturities of long-term debt       25,874       21,004 
   Accounts payable                          239,650      214,689 
   Accrued compensation                       67,331       63,686 
   Income taxes payable                        4,083        6,093 
   Reserve for forward losses on 
    contracts                                 61,037       54,320 
   Current portion of advances on 
    contracts                                  7,982       13,265 
   Current portion of operating lease 
    liabilities                               30,077       26,001 
   Derivative liabilities                     20,839        1,284 
   Other current liabilities                 165,661      158,194 
                                           ---------    --------- 
      Total current liabilities              634,024      566,680 
                                           ---------    --------- 
Long-term debt                             1,530,309    1,410,718 
Retirement plan liabilities                   26,208       27,019 
Operating lease liabilities                  104,654       64,805 
Environmental liabilities                     38,256       46,585 
Deferred tax liabilities                      21,689       32,529 
Other liabilities                             57,944       56,509 
                                           ---------    --------- 
      Total liabilities                    2,413,084    2,204,845 
                                           ---------    --------- 
ENVIRI CORPORATION STOCKHOLDERS' EQUITY 
Common stock                                 149,519      146,844 
Additional paid-in capital                   273,436      255,102 
Accumulated other comprehensive loss        (514,481)    (537,385) 
Retained earnings                          1,211,234    1,378,835 
Treasury stock                              (864,646)    (851,881) 
                                           ---------    --------- 
      Total Enviri Corporation 
       stockholders' equity                  255,062      391,515 
Noncontrolling interests                      40,525       38,151 
                                           ---------    --------- 
      Total equity                           295,587      429,666 
                                           ---------    --------- 
      Total liabilities and equity        $2,708,671   $2,634,511 
                                           =========    ========= 
 
 
ENVIRI CORPORATION 
 CONSOLIDATED STATEMENTS OF CASH FLOWS 
 (Unaudited) 
                       Three Months Ended     Twelve Months Ended 
                           December 31             December 31 
                      --------------------  ------------------------ 
(In thousands)          2025       2024        2025        2024 
                                  -------                -------- 
Cash flows from 
operating 
activities: 
  Net income (loss)   $(86,914)  $(82,888)  $(163,709)  $(124,339) 
  Adjustments to reconcile net income (loss) to net 
   cash provided by operating activities: 
    Depreciation        39,681     36,804     153,382     148,329 
    Amortization         7,854      7,382      30,575      31,471 
    Deferred income 
     tax (benefit) 
     expense            10,374    (17,995)     (3,892)    (13,153) 
    Equity in 
     (income) loss 
     of 
     unconsolidated 
     entities, net         (44)       (74)       (155)         10 
    Dividends from 
     unconsolidated 
     entities              153        117         230         321 
    Right-of-use 
     assets              8,022      7,859      31,350      31,546 
    Property, plant 
     and equipment 
     impairment 
     charge                411     23,444       7,797      23,444 
    Intangible asset 
     impairment 
     charge                 --     13,026          --      15,866 
    Remeasurement of 
     long-lived 
     assets                 --         --          --      10,695 
    Gain on sale of 
     businesses, 
     net                    --         --          --     (10,478) 
    Stock-based 
     compensation        5,502      3,610      21,009      16,650 
    Other, net          (2,912)        28      (9,016)    (13,924) 
    Changes in assets and 
    liabilities, net of 
    acquisitions and 
    dispositions of 
    businesses: 
      Accounts 
       receivable       12,876     42,416      10,195      45,372 
      Inventories       15,731      9,529       8,129      (7,642) 
      Contract 
       assets           26,183      3,511      31,551     (11,412) 
      Accounts 
       payable          (6,408)   (22,459)      7,158     (15,038) 
      Accrued 
       interest 
       payable           6,834      4,679        (297)       (413) 
      Accrued 
       compensation      5,832        935         312     (12,477) 
      Advances on 
       contracts and 
       other 
       customer 
       advances            747     (2,764)    (16,714)    (13,210) 
      Operating 
       lease 
       liabilities      (7,894)    (7,604)    (31,121)    (30,945) 
      Retirement 
       plan 
       liabilities, 
       net               4,066      1,060      18,704      (5,262) 
      Other assets 
       and 
       liabilities      (1,695)    15,676       5,919      12,652 
                       -------    -------    --------    -------- 
    Net cash (used) 
     provided by 
     operating 
     activities         38,399     36,292     101,407      78,063 
                       -------    -------    --------    -------- 
Cash flows from 
investing 
activities: 
  Purchases of 
   property, plant 
   and equipment       (48,863)   (34,497)   (141,279)   (136,591) 
  Proceeds from sale 
   of businesses, 
   net                      --        (34)         --      57,633 
  Proceeds from 
   sales of assets       3,957      4,578       9,772      17,057 
  Expenditures for 
   intangible 
   assets                  (67)      (128)       (181)     (1,309) 
  Proceeds from note 
   receivable               --         --          --      17,023 
  Net proceeds 
   (payments) from 
   settlement of 
   foreign currency 
   forward exchange 
   contracts           (13,870)    18,247     (18,189)     12,114 
     Net cash (used) 
      provided by 
      investing 
      activities       (58,843)   (11,834)   (149,877)    (34,073) 
                       -------    -------    --------    -------- 
Cash flows from 
financing 
activities: 
  Short-term 
   borrowings, net        (267)    (3,216)      3,189      (6,198) 
  Borrowings and 
   repayments under 
   Revolving Credit 
   Facility, net        37,000    (30,000)    119,000     (15,000) 
  Borrowings related 
   to refinancing of 
   Revolving Credit 
   Facility                 --         --          --     107,557 
  Repayments related 
   to refinancing of 
   Revolving Credit 
   Facility                 --         --          --    (107,557) 
  Repayments of Term 
   Loan                 (1,250)    (1,250)     (5,000)     (5,000) 
  Cash paid for 
   finance leases 
   and other 
   long-term debt       (5,290)    (3,337)    (19,476)    (13,609) 
  Proceeds from 
  other long-term 
  debt                      --         --         566          -- 
  Purchase of 
   noncontrolling 
   interests                --     (1,197)         --      (1,197) 
  Contributions from 
   noncontrolling 
   interests                --         --          --         874 
  Dividends paid to 
   noncontrolling 
   interests            (3,377)    (1,131)     (3,377)    (17,095) 
  Stock-based 
   compensation - 
   Employee taxes 
   paid                (11,208)      (339)    (12,764)     (1,885) 
  Deferred financing 
   costs                (1,818)      (525)     (1,818)     (4,290) 
     Net cash (used) 
      provided by 
      financing 
      activities        13,790    (40,995)     80,320     (63,400) 
                       -------    -------    --------    -------- 
Effect of exchange 
 rate changes on 
 cash and cash 
 equivalents, 
 including 
 restricted cash           983     (6,437)      3,340     (15,046) 
                       -------    -------    --------    -------- 
Net increase 
 (decrease) in cash 
 and cash 
 equivalents, 
 including 
 restricted cash        (5,671)   (22,974)     35,190     (34,456) 
Cash and cash 
 equivalents, 
 including 
 restricted cash, at 
 beginning of 
 period                131,019    113,132      90,158     124,614 
                       -------    -------    --------    -------- 
Cash and cash 
 equivalents, 
 including 
 restricted cash, at 
 end of period        $125,348   $ 90,158   $ 125,348   $  90,158 
                       =======    =======    ========    ======== 
 
 
ENVIRI CORPORATION 
 REVIEW OF OPERATIONS BY SEGMENT 
 (Unaudited) 
                                     Three Months Ended 
                         December 31, 2025       December 31, 2024 
                       ---------------------  ----------------------- 
                                   Operating               Operating 
                                    Income                  Income 
(In thousands)          Revenues    (Loss)     Revenues     (Loss) 
--------------------   ----------  ---------  ----------  ----------- 
      Harsco 
       Environmental   $  257,165  $ 14,619   $  240,316  $(41,042) 
      Clean Earth         243,666    18,982      241,136    21,065 
      Harsco Rail          55,551   (35,556)      77,473   (31,760) 
      Corporate                --   (31,346)          --   (10,720) 
                        ---------   -------    ---------   ------- 
    Consolidated 
     Totals            $  556,382  $(33,301)  $  558,925  $(62,457) 
                        =========   =======    =========   ======= 
 
                                    Twelve Months Ended 
                         December 31, 2025       December 31, 2024 
                       ---------------------  ----------------------- 
                                   Operating               Operating 
                                    Income                  Income 
(In thousands)          Revenues    (Loss)     Revenues     (Loss) 
--------------------   ----------  ---------  ----------  ----------- 
      Harsco 
       Environmental   $1,019,411  $ 42,177   $1,111,512  $ 32,013 
      Clean Earth         973,853    91,662      940,337    92,648 
      Harsco Rail         247,094   (57,377)     291,288   (59,555) 
      Corporate                --   (72,213)          --   (34,392) 
                        ---------   -------    ---------   ------- 
    Consolidated 
     Totals            $2,240,358  $  4,249   $2,343,137  $ 30,714 
                        =========   =======    =========   ======= 
 
 
ENVIRI CORPORATION 
 RECONCILIATION OF ADJUSTED INCOME (LOSS) FROM CONTINUING 
 OPERATIONS TO INCOME (LOSS) FROM CONTINUING OPERATIONS, 
 NET OF TAX, AS REPORTED 
 (Unaudited) 
 
                        Three Months Ended     Twelve Months Ended 
                           December 31             December 31 
                       --------------------  ------------------------ 
(in thousands, 
except per share 
amounts)                 2025       2024        2025        2024 
                                   -------                -------- 
Income (loss) from 
 continuing 
 operations, net of 
 tax, as reported      $(86,537)  $(82,962)  $(163,542)  $(125,736) 
 
Adjustments: 
   Change in 
    provision for 
    forward losses 
    and other 
    contract-related 
    costs on certain 
    contracts (a)(b)     25,434     12,814      32,463      32,733 
   Change in 
    inventory 
    provision (b)         4,162      4,716       4,162       4,716 
   Charge for 
    environmental 
    matter (b)            5,000     27,200       5,000      27,200 
   Strategic costs 
    (c)(h)               15,064      1,484      25,322       4,137 
   Goodwill and other 
    intangible asset 
    impairment charge 
    (d)                      --     13,026          --      15,866 
   Plant, property 
    and equipment 
    impairment charge 
    (e)(h)                   --     25,365          --      25,365 
   Remeasurement of 
    long-lived assets 
    (f)                      --         --          --      10,695 
   Gain on sale of 
    businesses, net 
    (g)                      --         --          --     (10,478) 
   Employee 
   termination 
   benefit and 
   related costs 
   (h)                       --         --       9,330          -- 
   Net gain on sale 
    of assets (h)            --         --          --      (3,281) 
   Net gain on lease 
    incentive (h)            --         --          --        (451) 
   Contract 
    termination 
    charge (c)               --      5,049      (3,352)      5,049 
   Site exit costs 
    (e)(h)                  411         --      10,692          -- 
   Accelerated 
    stock-based 
    compensation 
    expense (c)           6,922         --       6,922          -- 
   Gain on note 
    receivable (i)           --         --          --      (2,686) 
   Income tax impact 
    from adjustments 
    above (j)            10,712    (14,952)      4,339     (10,851) 
                        -------    -------    --------    -------- 
Adjusted income 
 (loss) from 
 continuing 
 operations, 
 including 
 acquisition 
 amortization 
 expense                (18,832)    (8,260)    (68,664)    (27,722) 
   Acquisition 
    amortization 
    expense, net of 
    tax (k)               5,148      4,845      20,234      20,822 
                        -------    -------    --------    -------- 
Adjusted income 
 (loss) from 
 continuing 
 operations, net of 
 tax                   $(13,684)  $ (3,415)  $ (48,430)  $  (6,900) 
                        =======    =======    ========    ======== 
 
Diluted weighted 
 average shares of 
 common stock 
 outstanding             81,216     80,216      80,712      80,118 
   Diluted earnings 
    (loss) per share 
    from continuing 
    operations, as 
    reported (l)       $  (1.07)  $  (1.03)  $   (2.03)  $   (1.57) 
                        =======    =======    ========    ======== 
   Adjusted diluted 
    earnings (loss) 
    per share from 
    continuing 
    operations (l)     $  (0.17)  $  (0.04)  $   (0.60)  $   (0.09) 
                        =======    =======    ========    ======== 
 
 
(a)  Classified in Total revenues and includes a $0.4 million 
      decrease and an $11.8 million increase for the three 
      and twelve months ended December 31, 2025, respectively, 
      and a $7.9 million decrease for the twelve months 
      ended December 31, 2024 related to adjustments for 
      certain Harsco Rail contracts. 
(b)  Classified in Cost of services and products sold and 
      includes $25.0 million and $44.3 million for the three 
      and twelve months ended December 31, 2025, respectively, 
      and $12.8 million and $24.8 million for the three 
      and twelve months ended December 31, 2024, respectively, 
      related to adjustments for certain Harsco Rail contracts. 
(c)  Classified in Selling, general and administrative 
      expenses. 
(d)  Classified in Goodwill and other intangible asset 
      impairment charge. 
(e)  Classified in Property, plant and equipment impairment 
      charge. 
(f)  Classified in Remeasurement of long-lived assets. 
(g)  Classified in Gain on sale of businesses, net. 
(h)  Classified in Other expense (income), net. 
(i)  Classified in Interest income within non-operating 
      activities. 
(j)  Unusual items are tax-effected at the global effective 
      tax rate before discrete items in effect during the 
      year the unusual item is recorded. 
(k)  Pre-tax acquisition amortization expense was $6.8 
      million and $26.6 million for the three and twelve 
      months ended December 31, 2025, respectively, and 
      $6.4 million and $27.3 million for the three and twelve 
      months ended December 31, 2024. 
(l)  Amounts above are rounded and recalculation may not 
      yield precise results. 
 
 
ENVIRI CORPORATION 
 RECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO OPERATING 
 INCOME (LOSS), AS REPORTED, BY SEGMENT 
 (Unaudited) 
                            Harsco           Clean         Harsco                  Consolidated 
(In thousands)           Environmental        Earth         Rail      Corporate       Totals 
--------------------   -----------------  ------------  ------------  ---------  ---------------- 
 
Three Months Ended December 31, 2025: 
---------------------------------------- 
Operating income 
 (loss), as reported    $    14,619       $ 18,982      $(35,556)     $(31,346)   $  (33,301) 
   Change in 
    provision for 
    forward losses 
    and other 
    contract-related 
    costs on certain 
    contracts                    --             --        25,434            --        25,434 
   Strategic costs               --             --            --        15,064        15,064 
   Charge for 
    environmental 
    matter                    5,000             --            --            --         5,000 
   Accelerated 
    stock-based 
    compensation                 --          2,473            --         4,449         6,922 
   Change in 
    inventory 
    provision                    --             --         4,162            --         4,162 
   Site exit costs              411             --            --            --           411 
Operating income 
 (loss), excluding 
 unusual items               20,030         21,455        (5,960)      (11,833)       23,692 
   Depreciation              27,566         10,674         1,230           211        39,681 
   Amortization                 564          5,949           241            --         6,754 
                           --------  ---   -------       -------       -------       -------  --- 
Adjusted EBITDA         $    48,160       $ 38,078      $ (4,489)     $(11,622)   $   70,127 
                           ========  ===   =======       =======       =======       =======  === 
Revenues, as reported   $   257,165       $243,666      $ 55,551                  $  556,382 
                           ========  ===   =======       =======                     =======  === 
Adjusted EBITDA 
 margin (%)                    18.7%          15.6%           (8.1)%                    12.6% 
                           ========        =======      ============                 ======= 
 
Three Months Ended December 31, 2024: 
---------------------------------------- 
Operating income 
 (loss), as reported    $   (41,042)      $ 21,065      $(31,760)     $(10,720)   $  (62,457) 
   Strategic costs               --             --            --         1,484         1,484 
   Charge for 
    environmental 
    matter                   27,200             --            --            --        27,200 
   Property, plant 
    and equipment 
    impairment 
    charge                   23,444             --         1,921            --        25,365 
   Contract 
    termination 
    charge                    5,049             --            --            --         5,049 
   Change in 
    provision for 
    forward losses 
    and other 
    contract-related 
    costs on certain 
    contracts                    --             --        12,814            --        12,814 
   Goodwill and other 
    intangible asset 
    impairment 
    charge                       --             --        13,026            --        13,026 
   Change in 
    inventory 
    provision                    --             --         4,716            --         4,716 
Operating income 
 (loss), excluding 
 unusual items               14,651         21,065           717        (9,236)       27,197 
   Depreciation              25,963          9,493         1,054           294        36,804 
   Amortization                 543          5,829            67            --         6,439 
                           --------  ---   -------       -------       -------       -------  --- 
Adjusted EBITDA         $    41,157       $ 36,387      $  1,838      $ (8,942)   $   70,440 
                           ========  ===   =======       =======       =======       =======  === 
Revenues, as reported   $   240,316       $241,136      $ 77,473                  $  558,925 
                           ========  ===   =======       =======                     =======  === 
Adjusted EBITDA 
 margin (%)                    17.1%          15.1%          2.4%                       12.6% 
                           ========        =======       =======                     ======= 
 
 
ENVIRI CORPORATION 
 RECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO OPERATING 
 INCOME (LOSS), AS REPORTED, BY SEGMENT 
 (Unaudited) 
 
                            Harsco           Clean         Harsco                 Consolidated 
(In thousands)           Environmental        Earth         Rail      Corporate      Totals 
--------------------   -----------------  ------------  ------------  ---------  --------------- 
 
Twelve Months Ended 
December 31, 2025: 
-------------------- 
Operating income 
 (loss), as reported    $     42,177      $ 91,662      $(57,377)     $(72,213)  $    4,249 
   Change in 
    provision for 
    forward losses 
    and other 
    contract-related 
    costs on certain 
    contracts                     --            --        32,463            --       32,463 
   Strategic costs                --            --            --        25,322       25,322 
   Employee 
    termination and 
    related costs              6,852           562         1,916            --        9,330 
   Contract 
    termination 
    charge                    (3,352)           --            --            --       (3,352) 
   Site exit costs            10,692            --            --            --       10,692 
   Charge for 
    environmental 
    matter                     5,000            --            --            --        5,000 
   Accelerated 
    stock-based 
    compensation                  --         2,473            --         4,449        6,922 
   Change in 
    inventory 
    provision                     --            --         4,162            --        4,162 
Operating income 
 (loss), excluding 
 unusual items                61,369        94,697       (18,836)      (42,442)      94,788 
   Depreciation              108,168        39,778         4,464           972      153,382 
   Amortization                2,242        23,644           713            --       26,599 
                           ---------       -------       -------       -------    ---------  --- 
Adjusted EBITDA         $    171,779      $158,119      $(13,659)     $(41,470)  $  274,769 
                           =========       =======       =======       =======    =========  === 
Revenues, as reported   $  1,019,411      $973,853      $247,094                 $2,240,358 
                           =========       =======       =======                  =========  === 
Adjusted EBITDA 
 margin (%)                     16.9%         16.2%           (5.5)%                   12.3% 
                           =========       =======      ============              ========= 
 
Twelve Months Ended December 31, 2024: 
---------------------------------------- 
Operating income 
 (loss), as reported    $     32,013      $ 92,648      $(59,555)     $(34,392)  $   30,714 
   Remeasurement of 
    long-lived 
    assets                        --            --        10,695            --       10,695 
   Change in 
    provision for 
    forward losses 
    and other 
    contract-related 
    costs on certain 
    contracts                     --            --        32,733            --       32,733 
   Strategic costs                --            --            --         4,137        4,137 
   Property, plant 
    and equipment 
    impairment 
    charge                    23,444            --         1,921            --       25,365 
   Contract 
    termination 
    charge                     5,049            --            --            --        5,049 
   Charge for 
    environmental 
    matter                    27,200            --            --            --       27,200 
   Net gain on sale 
    of assets                     --            --            --        (3,281)      (3,281) 
   Goodwill and other 
    intangible asset 
    impairment 
    charge                     2,840            --        13,026            --       15,866 
   Adjustment to net 
    gain on lease 
    incentive                   (451)           --            --            --         (451) 
   Gain on sale of 
    businesses, net          (10,029)           --            --          (449)     (10,478) 
   Change in 
    inventory 
    provision                     --            --         4,716            --        4,716 
Operating income 
 (loss), excluding 
 unusual items                80,066        92,648         3,536       (33,985)     142,265 
   Depreciation              109,756        33,840         3,478         1,255      148,329 
   Amortization                3,068        23,976           224            --       27,268 
                           ---------       -------       -------       -------    ---------  --- 
Adjusted EBITDA         $    192,890      $150,464      $  7,238      $(32,730)  $  317,862 
                           =========       =======       =======       =======    =========  === 
Revenues, as reported   $  1,111,512      $940,337      $291,288                 $2,343,137 
                           =========       =======       =======                  =========  === 
Adjusted EBITDA 
 margin (%)                     17.4%         16.0%          2.5%                      13.6% 
                           =========       =======       =======                  ========= 
 
 
NEW ENVIRI 
 RECONCILIATION OF PROFORMA PROJECTED ADJUSTED EBITDA 
 BY SEGMENT USING MID-RANGE POINTS FOR EACH TO PROFORMA 
 PROJECTED OPERATING INCOME (LOSS) BY SEGMENT (a) 
 (Unaudited) 
 
                              Harsco         Harsco                   Consolidated 
(Amounts in millions)      Environmental       Rail     Corporate        Totals 
----------------------   -----------------  ---------  -----------  ---------------- 
 
Projected Twelve 
Months Ending December 
31, 2026 
---------------------- 
   Proforma operating 
    income (loss)                52              (29)         (17)           6 
   Depreciation                 121                6            1          128 
   Amortization                   2                1           --            2 
   Stock-based 
    compensation                 --               --            4            4 
                             ------  -----  ---  ---   ---  -----       ------  ---- 
Proforma adjusted 
 EBITDA                   $     175           $  (23)    $    (12)   $     141 
                             ======  =====  ===  ===   ===  =====       ======  ==== 
Proforma revenues         $   1,010           $  224                 $   1,234 
                             ======  =====  ===  ===                    ======  ==== 
Adjusted EBITDA margin 
 (%)                           17.3%          (10.0)%                     11.4% 
                             ======   ====  =========                   ====== === 
 
 
(a)  Proforma projections include current expectations 
      for Harsco Environmental and Harsco Rail in 2026 and 
      estimated full year Corporate costs, adjusted for 
      stock-based compensation, assuming the sale of Clean 
      Earth occurred at the beginning of the year. 
 
 
ENVIRI CORPORATION 
 RECONCILIATION OF CONSOLIDATED ADJUSTED EBITDA TO 
 CONSOLIDATED INCOME (LOSS) FROM CONTINUING OPERATIONS 
 AS REPORTED 
 (Unaudited) 
                                       Three Months Ended December 31 
                                  ---------------------------------------- 
(In thousands)                            2025                 2024 
                                                            ----------- 
Consolidated income (loss) from 
 continuing operations             $       (85,859)      $      (82,148) 
 
Add back (deduct): 
    Equity in (income) loss of 
     unconsolidated entities, 
     net                                       (44)                 (74) 
    Income tax expense (benefit) 
     from continuing operations             16,570              (13,828) 
    Defined benefit pension 
     expense (income)                        5,389                4,349 
    Facility fees and 
     debt-related expense 
     (income)                                2,923                2,578 
    Interest expense                        28,435               27,348 
    Interest income                           (715)                (682) 
    Depreciation                            39,681               36,804 
    Amortization                             6,754                6,439 
 
Unusual items: 
    Change in provision for 
     forward losses and other 
     contract-related costs on 
     certain contracts                      25,434               12,814 
    Strategic costs                         15,064                1,484 
    Charge for environmental 
     matter                                  5,000               27,200 
    Goodwill and other 
     intangible asset impairment 
     charge                                     --               13,026 
    Contract termination charge                 --                5,049 
    Site exit costs                            411                   -- 
    Change in inventory 
     provision                               4,162                4,716 
    Plant, property and 
     equipment impairment 
     charge                                     --               25,365 
    Accelerated stock-based 
    compensation                             6,922                   -- 
Consolidated Adjusted EBITDA       $        70,127       $       70,440 
                                      ============          =========== 
 
 
ENVIRI CORPORATION 
 RECONCILIATION OF ADJUSTED EBITDA TO CONSOLIDATED 
 INCOME (LOSS) FROM CONTINUING OPERATIONS AS REPORTED 
 (Unaudited) 
 
                                              Twelve Months Ended 
                                                   December 31 
(In thousands)                                 2025        2024 
                                             --------    -------- 
Consolidated income (loss) from continuing 
 operations                                 $(159,650)  $(120,424) 
 
Add back (deduct): 
    Equity in (income) loss of 
     unconsolidated entities, net                (155)         10 
    Income tax expense (benefit) from 
     continuing operations                     22,986      16,834 
    Defined benefit pension expense            21,635      17,607 
    Facility fee and debt-related expense      10,662      11,265 
    Interest expense                          110,962     112,217 
    Interest income                            (2,191)     (6,795) 
    Depreciation                              153,382     148,329 
    Amortization                               26,599      27,268 
 
Unusual items: 
    Change in provision for forward losses 
     and other contract-related costs          32,463      32,733 
    Remeasurement of long-lived assets             --      10,695 
    Strategic costs                            25,322       4,137 
    Net gain on sale of assets                     --      (3,281) 
    Adjustment to net gain on lease 
     incentive                                     --        (451) 
      Property, plant and equipment 
       impairment charge                           --      25,365 
    Change in inventory provision               4,162       4,716 
    Charge for environmental matter             5,000      27,200 
    Goodwill and other intangible asset 
     impairment charge                             --      15,866 
    Gain on sale of businesses, net                --     (10,478) 
    Employee termination and related 
    costs                                       9,330          -- 
    Contract termination charge                (3,352)      5,049 
    Site exit costs                            10,692          -- 
    Accelerated stock-based compensation        6,922          -- 
Adjusted EBITDA                             $ 274,769   $ 317,862 
                                             ========    ======== 
 
 
ENVIRI CORPORATION 
 RECONCILIATION OF ADJUSTED FREE CASH FLOW TO NET CASH 
 PROVIDED (USED) BY OPERATING ACTIVITIES 
 (Unaudited) 
 
                            Three Months Ended     Twelve Months Ended 
                               December 31             December 31 
                           --------------------  ------------------------ 
(In thousands)               2025       2024        2025        2024 
                                       -------                -------- 
Net cash provided (used) 
 by operating activities   $ 38,399   $ 36,292   $ 101,407   $  78,063 
                            -------    -------    --------    -------- 
    Less capital 
     expenditures           (48,863)   (34,497)   (141,279)   (136,591) 
    Less expenditures for 
     intangible assets          (67)      (128)       (181)     (1,309) 
    Plus capital 
     expenditures for 
     strategic ventures 
     (a)                        134        918       1,463       3,095 
    Plus total proceeds 
     from sales of assets 
     (b)                      3,957      4,578       9,772      17,057 
    Plus 
     transaction-related 
     expenditures and 
     incremental payments 
     for long-term 
     incentive plan (c)      12,855        364      13,596       5,842 
Adjusted free cash flow    $  6,415   $  7,527   $ (15,222)  $ (33,843) 
                            =======    =======    ========    ======== 
 
 
(a)  Capital expenditures for strategic ventures represent 
      the partner's share of capital expenditures in certain 
      ventures consolidated in the Company's consolidated 
      financial statements. 
(b)  Asset sales are a normal part of the business model, 
      primarily for the Harsco Environmental segment. The 
      twelve months ended December 31, 2024 also included 
      asset sales by Corporate. 
(c)  Includes expenditures directly related to the Company's 
      divestiture transactions and other strategic costs 
      incurred at Corporate, in addition to incremental 
      payments made to certain employees as part of the 
      Company's long-term incentive plan. 
 
 
ENVIRI CORPORATION 
 RECONCILIATION OF ADJUSTED FREE CASH FLOW TO NET CASH 
 PROVIDED (USED) BY OPERATING ACTIVITIES, BY SEGMENT 
 (Unaudited) 
 
 
                               Harsco         Clean     Harsco                  Consolidated 
(In thousands)              Environmental     Earth       Rail    Corporate        Totals 
------------------------   ---------------  ---------  ---------  ----------  ---------------- 
Twelve Months Ended 
December 31, 2025: 
Net cash provided (used) 
 by operating activities     $    124,729   $159,167   $(47,203)  $(135,286)   $    101,407 
    Less capital 
     expenditures                 (84,494)   (49,459)    (7,117)       (209)       (141,279) 
    Less expenditures for 
     intangible assets                 --       (181)        --          --            (181) 
    Plus capital 
     expenditures for 
     strategic ventures 
     (a)                            1,463         --         --          --           1,463 
    Plus total proceeds 
     from sales of assets 
     (b)                            8,547        849        374           2           9,772 
    Plus 
     transaction-related 
     expenditures and 
     incremental payments 
     for long-term 
     incentive plan (c)                --      1,524         --      12,072          13,596 
Adjusted free cash flow      $     50,245   $111,900   $(53,946)  $(123,421)   $    (15,222) 
                           ===  =========    =======    =======    ========       ========= 
 
 
(a)  Capital expenditures for strategic ventures represent 
      the partner's share of capital expenditures in certain 
      ventures consolidated in the Company's consolidated 
      financial statements. 
(b)  Asset sales are a normal part of the business model, 
      primarily for the Harsco Environmental segment. The 
      twelve months ended December 31, 2024 also included 
      asset sales by Corporate. 
(c)  Expenditures directly related to the Company's divestiture 
      transactions and other strategic costs incurred at 
      Corporate. The twelve months ended December 31, 2025 
      includes payments made to certain employees as part 
      of the Company's long-term incentive plan. 
 
 
 
Investor Contact           Media Contact 
 David Martin               Karen Tognarelli 
 +1.267.946.1407            +1.717.480.6145 
 dmartin@enviri.com         ktognarelli@enviri.com 
 

(END) Dow Jones Newswires

February 24, 2026 07:00 ET (12:00 GMT)

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