Enviri Announces Filing of Form 10 Registration Statement and Anticipated Board of Directors in Connection with Planned Spin-off of Harsco Environmental and Rail Businesses (“New Enviri”)

Core Viewpoint - Enviri Corporation has filed an initial Form 10 registration statement with the SEC for the spin-off of Harsco Environmental and Rail into a standalone company named New Enviri, which is expected to occur before the sale of its Clean Earth division to Veolia Environnement S.A. [1][4] Group 1: Spin-off and Corporate Structure - The spin-off of New Enviri is anticipated to take place in mid-2026, just prior to the closing of the Clean Earth sale, pending shareholder approval and other customary conditions [4]. - New Enviri will focus on providing environmental services and material processing for the metals industry, as well as equipment and services for the rail sector [2][6]. Group 2: Financial Projections - Expected pro forma revenues for 2026 are approximately $1.2 billion, with an Adjusted EBITDA of around $140 million, following the adjustment of corporate costs [7]. - New Enviri will launch with a conservative capital structure, featuring a Net Debt to Adjusted EBITDA ratio of 2.0x and an undrawn revolving credit facility at closing [7]. Group 3: Leadership and Governance - Carolann I. Haznedar is expected to serve as Chair of the Board for New Enviri, bringing extensive experience from her 35-year career at DuPont [5][8]. - The establishment of a strong corporate governance foundation is emphasized, with confidence in the leadership team's ability to drive strategic priorities and enhance shareholder value [8]. Group 4: Market Position and Growth Potential - New Enviri aims to be a market leader in environmental solutions for industrial waste and innovative rail technology, with significant growth potential through internal improvements and market recovery [6][7]. - The company anticipates strong cash flow generation, with improvements expected as existing contracts conclude and earnings strengthen [7].