EX-99.1 2 pressreleasefinancialstate.htm EX-99.1 Document

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                    Exhibit 99.1
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Investor ContactMedia Contact
David MartinJay Cooney
+1.267.946.1407+1.267.857.8017
dmartin@enviri.comjcooney@enviri.com

FOR IMMEDIATE RELEASE


ENVIRI CORPORATION REPORTS THIRD QUARTER 2023 RESULTS


Third Quarter Revenues from Continuing Operations Totaled $525 Million, an Increase of 8 Percent Over the Prior-Year Quarter

Q3 GAAP Operating Income from Continuing Operations of $30 Million

Adjusted EBITDA from Continuing Operations in Q3 Totaled $79 million, an Increase of 12 Percent Over the Prior-Year Quarter

Credit Agreement Net Leverage Ratio Declined Further, to 4.5x at Quarter-End

Full Year 2023 Adjusted EBITDA Guidance Range Increased to Between $282 Million and $289 Million; From Prior Range of $270 Million to $285 Million


PHILADELPHIA (November 2, 2023) - Enviri Corporation (NYSE: NVRI) today reported third quarter 2023 results. On a U.S. GAAP ("GAAP") basis, the third quarter of 2023 diluted loss per share from continuing operations was $0.11, after strategic expenses, an accounts receivable provision (linked to an idled steel mill) and other unusual items. Adjusted diluted earnings per share from continuing operations in the third quarter of 2023 was $0.05. These figures compare with third quarter of 2022 GAAP diluted earnings per share from continuing operations of $0.01 and adjusted diluted earnings per share from continuing operations of $0.10.




GAAP operating income from continuing operations for the third quarter of 2023 was $30 million. Adjusted EBITDA was $79 million in the quarter, compared to the Company's previously provided guidance range of $67 million to $74 million.

“Enviri again delivered strong results in the third quarter, with both Clean Earth and Harsco Environmental realizing meaningful year-on-year earnings growth thanks to solid execution across the Company,” said Enviri Chairman and CEO Nick Grasberger. “Our adjusted EBITDA margin in the third quarter was the highest since early 2020, reflecting strong operational and cost performance, successful improvement initiatives, and the continued recognition of our value-proposition by customers. We also made further progress on our ongoing objective to reduce leverage, supported by healthy cash flow generated by CE and HE.

"Looking ahead, our outlook for Q4 is positive and we’re optimistic about further business growth into 2024. Our competitive position is strong and internal initiatives will continue to further solidify our strong foundation. Lastly, the sale process for our Rail business is ongoing, and we are confident that an agreement will be signed in the coming months.”

Enviri Corporation—Selected Third Quarter Results
($ in millions, except per share amounts)Q3 2023Q3 2022
Revenues$525 $487 
Operating income/(loss) from continuing operations - GAAP$30 $30 
Diluted EPS from continuing operations - GAAP$(0.11)$0.01 
Adjusted EBITDA - Non GAAP$79 $70 
Adjusted EBITDA margin - Non GAAP15.1 %14.4 %
Adjusted diluted EPS from continuing operations - Non GAAP $0.05 $0.10 
Note: Adjusted diluted earnings (loss) per share from continuing operations and adjusted EBITDA details 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.

Consolidated Third Quarter Operating Results
Consolidated revenues from continuing operations were $525 million, an increase of 8 percent compared with the prior-year quarter. Both Harsco Environmental and Clean Earth realized an increase in revenues compared to the third quarter of 2022 due to higher services pricing and demand. Foreign currency translation positively impacted third quarter 2023 revenues by approximately $5 million (1 percent), compared with the prior-year period.
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The Company's GAAP operating income from continuing operations was $30 million for the third quarter of 2023, compared with a GAAP operating income of $30 million in the same quarter of 2022. Meanwhile, adjusted EBITDA totaled $79 million in the third quarter of 2023 versus $70 million in the third quarter of the prior year. Both Harsco Environmental and Clean Earth achieved higher adjusted EBITDA versus the comparable quarter of 2022.

Third Quarter Business Review

Harsco Environmental
($ in millions)Q3 2023Q3 2022
Revenues$286 $265 
Operating income - GAAP$18 $22 
Adjusted EBITDA - Non GAAP$54 $51 
Adjusted EBITDA margin - Non GAAP18.9 %19.1 %

Harsco Environmental revenues totaled $286 million in the third quarter of 2023, an increase of 8 percent compared with the prior-year quarter. This increase is attributable to higher services and products demand and price increases as well as the impact of FX translation. The segment's GAAP operating income and adjusted EBITDA totaled $18 million and $54 million, respectively, in the third quarter of 2023. These figures compare with GAAP operating income of $22 million and adjusted EBITDA of $51 million in the prior-year period. The year-on-year change in adjusted earnings reflects the impact of higher prices and demand as well as cost improvement initiatives.

Clean Earth
($ in millions)Q3 2023Q3 2022
Revenues$239 $222 
Operating income (loss) - GAAP$21 $17 
Adjusted EBITDA - Non GAAP$34 $28 
Adjusted EBITDA margin - Non GAAP14.2 %12.7 %

Clean Earth revenues totaled $239 million in the third quarter of 2023, a 7 percent increase over the prior-year quarter as a result of higher services pricing and increased volumes. The segment's GAAP operating income was $21 million and adjusted EBITDA was $34 million in the third quarter of 2023. These figures compare with GAAP operating income of $17 million and adjusted EBITDA of $28 million in the prior-year period. The year-on-year improvement in adjusted earnings reflects the above mentioned factors as well as efficiency initiatives, cost decreases and favorable business mix. As a
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result, Clean Earth's adjusted EBITDA margin increased to 14.2 percent in the third quarter of 2023 versus 12.7 percent in the comparable quarter of 2022.

Cash Flow
Net cash provided by operating activities was $18 million in the third quarter of 2023, compared with net cash provided by operating activities of $13 million in the prior-year period. Free cash flow (excluding Rail) was $10 million in the third quarter of 2023, compared with $(31) million in the prior-year period. The change in free cash flow compared with the prior-year quarter is attributable to higher cash earnings, working capital changes (net of the accounts receivable securitization benefit of $25 million in the prior-year quarter) and lower net capital spending.

2023 Outlook
The Company has again increased its 2023 guidance for Adjusted EBITDA, reflecting the Company's positive third quarter performance and business momentum. In total, this change relative to the Company's prior outlook can be attributed to improved volumes and margin performance in Clean Earth as well as modestly lower Corporate spending.

For the full year 2023, key business drivers for each segment as well as other guidance details are as follows:

Harsco Environmental adjusted EBITDA is projected to be modestly above prior-year results. For the year, higher services pricing, restructuring benefits, site improvement initiatives and new contracts are expected to be partially offset by FX translation impacts and lower commodity prices.

Clean Earth adjusted EBITDA is expected to significantly increase versus 2022, as a result of higher services pricing and volumes as well as cost reduction and operational improvement actions, offsetting the impacts of continued labor-market and supply-chain (disposal) tightness.

Corporate spending is anticipated to be higher relative to the prior year due to the normalization of certain expenditures, including travel and higher planned incentive compensation.





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2023 Full Year Outlook (Continuing Operations)
CurrentPrior
GAAP Operating Income/(Loss)$103 - $110 million$97 - $112 million
Adjusted EBITDA$282 - $289 million$270 - $285 million
GAAP Diluted Earnings/(Loss) Per Share from Continuing Operations$(0.50) - $(0.59)$(0.42) - $(0.58)
Adjusted Diluted Earnings/(Loss) Per Share from Continuing Operations$(0.08) - $(0.17)$(0.09) - $(0.25)
Free Cash Flow$25 - $35 million$30 - $50 million
Net Interest Expense$97 million$94 - $95 million
Account Receivable Securitization Fees$11 million$10 million
Pension Expense (Non-Operating)$22 million$21 - $22 million
Tax Expense, Excluding Any Unusual Items$16 - $17 million$13 - $17 million
Net Capital Expenditures$125 - $135 million$125 - $135 million
Q4 2023 Outlook (Continuing Operations)
GAAP Operating Income$20 - $27 million
Adjusted EBITDA$62 - $69 million
GAAP Diluted Earnings/(Loss) Per Share from Continuing Operations$(0.10) - $(0.19)
Adjusted Diluted Earnings/(Loss) Per Share from Continuing Operations$(0.03) - $(0.12)



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 the Investor Relations section of the Company’s website at www.enviri.com. The live call also can be accessed by dialing (833) 630-1956, or (412) 317-1837 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.

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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 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. Forward-looking statements can be identified by the use of such terms as "may," "could," "expect," "anticipate," "intend," "believe," "likely," "estimate," "outlook," "plan" 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) changes in the worldwide business environment in which the Company operates, including changes in general economic conditions or health conditions; (2) changes in currency exchange rates, interest rates, commodity and fuel costs and capital costs; (3) 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; (4) changes in governmental laws and regulations, including environmental, occupational health and safety, tax and import tariff standards and amounts; (5) market and competitive changes, including pricing pressures, market demand and acceptance for new products, services and technologies; (6) 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; (7) failure to effectively prevent, detect or recover from breaches in the Company's cybersecurity infrastructure; (8) unforeseen business disruptions in one or more of the many countries in which the Company operates due to political instability, civil disobedience, armed hostilities, public health issues or other calamities; (9) disruptions associated with labor disputes and increased operating costs associated with union organization; (10) the seasonal nature of the Company's business; (11) the Company's ability to successfully enter into new contracts and complete new acquisitions or strategic ventures in the time-frame contemplated, or at all; (12) the Company's ability to negotiate, complete, and integrate strategic transactions; (13) failure to complete a process for the divestiture of the Rail segment on satisfactory terms, or at all; (14) potential severe volatility in the capital or commodity markets; (15) failure to retain key management and employees; (16) the outcome of any disputes with customers, contractors and subcontractors; (17) 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; (18)
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implementation of environmental remediation matters; (19) risk and uncertainty associated with intangible assets; (20) the risk that the Company may be unable to implement fully and successfully the expected incremental actions at the Clean Earth segment due to market conditions or otherwise and may fail to deliver the expected resulting benefits; and (21) 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 II, Item 1A, "Risk Factors," of the Company's Quarterly Report on Form 10-Q for the period ended June 30, 2023, and Part I, Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2022, 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.

Adjusted diluted earnings 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 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.

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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.

Free cash flow: 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 Free cash flow is meaningful to investors because management reviews Free cash flow for planning and performance evaluation purposes. It is important to note that 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. Free cash flow excludes the former Harsco Rail Segment since the segment is reported as discontinued operations. 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.


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ENVIRI CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months EndedNine Months Ended
September 30September 30
(In thousands, except per share amounts)2023202220232022
Revenues from continuing operations:
Revenues$524,588  $486,914 $1,540,409 $1,420,763 
Costs and expenses from continuing operations:   
Cost of sales408,743 392,803 1,216,058 1,173,021 
Selling, general and administrative expenses84,389  64,146 233,174 201,234 
Research and development expenses271  193 947 545 
Goodwill impairment charge —  104,580 
Property, plant and equipment impairment charge — 14,099 — 
Other expense (income), net1,410  (351)(6,964)515 
Total costs and expenses494,813  456,791 1,457,314 1,479,895 
Operating income (loss) from continuing operations29,775 30,123 83,095 (59,132)
Interest income1,679  952 4,701 2,289 
Interest expense(26,739)(19,751)(76,791)(51,535)
Facility fees and debt-related income (expense)(2,806)(2,511)(7,899)(894)
Defined benefit pension income (expense)(5,436)2,118 (16,178)6,775 
Income (loss) from continuing operations before income taxes and equity income(3,527)10,931 (13,072)(102,497)
Income tax benefit (expense) from continuing operations(4,109)(9,376)(21,351)(7,482)
Equity income (loss) of unconsolidated entities, net(151) (128)(593)(373)
Income (loss) from continuing operations(7,787)1,427 (35,016)(110,352)
Discontinued operations:
Income (loss) from discontinued businesses(3,317)1,993 4,858 (35,225)
Income tax benefit (expense) from discontinued businesses1,010  (539)(4,364)5,282 
Income (loss) from discontinued operations, net of tax(2,307)1,454 494 (29,943)
Net income (loss)(10,094)2,881 (34,522)(140,295)
Less: Net loss (income) attributable to noncontrolling interests(708) (802)2,756 (3,056)
Net income (loss) attributable to Enviri Corporation$(10,802)$2,079 $(31,766)$(143,351)
Amounts attributable to Enviri Corporation common stockholders:
Income (loss) from continuing operations, net of tax$(8,495)$625 $(32,260)$(113,408)
Income (loss) from discontinued operations, net of tax(2,307)1,454 494 (29,943)
Net income (loss) attributable to Enviri Corporation common stockholders$(10,802)$2,079 $(31,766)$(143,351)
Weighted-average shares of common stock outstanding79,850  79,531 79,767 79,469 
Basic earnings (loss) per common share attributable to Enviri Corporation common stockholders:
Continuing operations$(0.11)$0.01 $(0.40)$(1.43)
Discontinued operations$(0.03)$0.02 $0.01 $(0.38)
Basic earnings (loss) per share attributable to Enviri Corporation common stockholders$(0.14)$0.03 $(0.40)(a)$(1.80)(a)
Diluted weighted-average shares of common stock outstanding79,850 79,567 79,767 79,469 
Diluted earnings (loss) per common share attributable to Enviri Corporation common stockholders:
Continuing operations$(0.11)$0.01 $(0.40)$(1.43)
Discontinued operations$(0.03)$0.02 $0.01 $(0.38)
Diluted earnings (loss) per share attributable to Enviri Corporation common stockholders$(0.14)$0.03 $(0.40)(a)$(1.80)(a)
(a) Does not total due to rounding

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ENVIRI CORPORATION
CONSOLIDATED BALANCE SHEETS

(In thousands)
September 30
2023
December 31
2022
ASSETS
Current assets:
Cash and cash equivalents$95,592 $81,332 
Restricted cash3,095 3,762 
Trade accounts receivable, net288,030 264,428 
Other receivables29,557 25,379 
Inventories84,569 81,375 
Prepaid expenses
33,941 30,583 
Current portion of assets held-for-sale268,993 266,335 
Other current assets27,620 14,541 
Total current assets831,397 767,735 
Property, plant and equipment, net641,434 656,875 
Right-of-use assets, net
98,624 101,253 
Goodwill759,027 759,253 
Intangible assets, net331,246 352,160 
Deferred income tax assets14,784 17,489 
Assets held-for-sale
89,986 70,105 
Other assets70,937 65,984 
Total assets$2,837,435 $2,790,854 
LIABILITIES
Current liabilities:
Short-term borrowings$14,006 $7,751 
Current maturities of long-term debt14,990 11,994 
Accounts payable202,067 205,577 
Accrued compensation59,224 43,595 
Income taxes payable7,654 3,640 
Current portion of operating lease liabilities
25,434 25,521 
Current portion of liabilities of assets held-for-sale
139,219 159,004 
Other current liabilities130,295 140,199 
Total current liabilities592,889 597,281 
Long-term debt1,400,428 1,336,995 
Retirement plan liabilities48,593 46,601 
Operating lease liabilities
74,305 75,246 
Liabilities of assets held-for-sale
4,400 9,463 
Environmental liabilities25,309 26,880 
Deferred tax liabilities31,349 30,069 
Other liabilities46,397 45,277 
Total liabilities2,223,670 2,167,812 
ENVIRI CORPORATION STOCKHOLDERS’ EQUITY
Common stock146,079 145,448 
Additional paid-in capital235,245 225,759 
Accumulated other comprehensive loss(550,334)(567,636)
Retained earnings1,582,675 1,614,441 
Treasury stock(849,944)(848,570)
Total Enviri Corporation stockholders’ equity563,721 569,442 
Noncontrolling interests50,044 53,600 
Total equity613,765 623,042 
Total liabilities and equity$2,837,435 $2,790,854 

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ENVIRI CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Three Months Ended September 30
Nine Months Ended September 30
(In thousands)2023202220232022
Cash flows from operating activities:
Net income (loss)$(10,094)$2,881 $(34,522)$(140,295)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation35,397 31,892 102,893 97,959 
Amortization8,295 8,538 24,327 25,605 
Deferred income tax (benefit) expense(5,424)(1,660)2,198 (12,056)
Equity (income) loss of unconsolidated entities, net151 128 593 373 
Dividends from unconsolidated entities —  526 
(Gain) loss on early extinguishment of debt —  (2,254)
Goodwill impairment charge —  104,580 
Property, plant and equipment impairment charge — 14,099 — 
Other, net597 (639)4,743 381 
Changes in assets and liabilities, net of acquisitions and dispositions of businesses:
Accounts receivable8,217 (12,613)(48,166)74,994 
Income tax refunds receivable, reimbursable to seller —  7,687 
Inventories(2,596)(2,904)(10,548)(11,339)
Contract assets4,852 1,753 1,317 9,589 
Right-of-use assets8,256 7,446 24,467 21,829 
Accounts payable(13,778)(5,817)(818)13,030 
Accrued interest payable(6,636)(6,819)(6,828)(7,559)
Accrued compensation11,242 325 20,436 (5,559)
Advances on contracts(8,846)7,639 (21,824)(5,987)
Operating lease liabilities(8,190)(7,403)(22,980)(21,498)
Retirement plan liabilities, net606 (6,242)(4,862)(27,829)
Other assets and liabilities(4,067)(3,083)1,647 8,984 
Net cash provided (used) by operating activities17,982 13,422 46,172 131,161 
Cash flows from investing activities:
Purchases of property, plant and equipment(27,289)(39,854)(93,630)(101,645)
Proceeds from sales of assets641 1,698 2,080 8,289 
Expenditures for intangible assets(51)(47)(478)(147)
Proceeds from note receivable — 11,238 8,605 
Net proceeds (payments) from settlement of foreign currency forward exchange contracts4,442 8,572 2,034 13,571 
Payments for settlements of interest rate swaps (463) (2,586)
Other investing activities, net378 67 462 220 
Net cash used by investing activities(21,879)(30,027)(78,294)(73,693)
Cash flows from financing activities:
Short-term borrowings, net3,595 308 4,196 277 
Current maturities and long-term debt: 
Additions61,996 54,468 185,992 159,429 
Reductions(49,795)(45,970)(140,522)(198,831)
Contributions from noncontrolling interests — 1,654 — 
Dividends paid to noncontrolling interests (4,841) (4,841)
Sale of noncontrolling interests —  1,901 
Stock-based compensation - Employee taxes paid(136)(119)(1,374)(1,817)
Payment of contingent consideration —  (6,915)
Net cash (used) provided by financing activities15,660 3,846 49,946 (50,797)
Effect of exchange rate changes on cash and cash equivalents, including restricted cash(2,442)(3,011)(4,231)(8,762)
Net increase (decrease) in cash and cash equivalents, including restricted cash9,321 (15,770)13,593 (2,091)
Cash and cash equivalents, including restricted cash, at beginning of period89,366 100,807 85,094 87,128 
Cash and cash equivalents, including restricted cash, at end of period$98,687 $85,037 $98,687 $85,037 
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ENVIRI CORPORATION
REVIEW OF OPERATIONS BY SEGMENT (Unaudited)

Three Months EndedThree Months Ended
September 30, 2023September 30, 2022
(In thousands)RevenuesOperating
Income (Loss)
RevenuesOperating Income (Loss)
Harsco Environmental$285,877 $17,867 $264,717 $22,117 
Clean Earth238,711 21,497 222,197 17,315 
Corporate (9,589)— (9,309)
Consolidated Totals$524,588 $29,775 $486,914 $30,123 
Nine Months EndedNine Months Ended
September 30, 2023September 30, 2022
(In thousands)RevenuesOperating
Income (Loss)
RevenuesOperating Income (Loss)
Harsco Environmental$848,659 $52,885 $804,367 $63,931 
Clean Earth 691,750 61,002 616,396 (95,650)
Corporate (30,792)— (27,413)
Consolidated Totals$1,540,409 $83,095 $1,420,763 $(59,132)



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ENVIRI CORPORATION
RECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS TO DILUTED EARNINGS (LOSS) PER SHARE FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)
Three Months EndedNine Months Ended
September 30September 30
2023202220232022
Diluted earnings (loss) per share from continuing operations, as reported$(0.11)$0.01 $(0.40)$(1.43)
Facility fees and debt-related expense (income) (a) 0.01  (0.01)
Corporate strategic costs (b)0.01 — 0.03 — 
Corporate contingent consideration adjustment (c)(0.01)— (0.01)— 
Harsco Environmental segment severance costs (d)0.01 — 0.01 — 
Harsco Environmental net gain on lease incentive (e) — (0.12)— 
Harsco Environmental property, plant and equipment impairment charge, net of noncontrolling interest (f) — 0.10 — 
Harsco Environmental accounts receivable provision (g)0.07 — 0.07 — 
Clean Earth segment goodwill impairment charge (h) —  1.32 
Clean Earth segment severance costs (i) 0.01  0.03 
Clean Earth segment contingent consideration adjustments (j) (0.01) (0.01)
Taxes on above unusual items (k) — 0.07 (0.04)
Adjusted diluted earnings (loss) per share from continuing operations, including acquisition amortization expense(0.02)(m)0.02 (0.26)(m)(0.14)
Acquisition amortization expense, net of tax (l)0.07 0.08 0.21 0.23 
Adjusted diluted earnings (loss) per share from continuing operations$0.05 $0.10 $(0.05)$0.09 
(a)Costs incurred at Corporate to amend the Company's Senior Secured Credit Facilities, partially offset by a gain on the repurchase of $25.0 million of Senior Notes (Q3 2022 $1.1 million pre-tax expense; nine months 2022 $0.5 million pre-tax income).
(b)Certain strategic costs incurred at Corporate associated with supporting and executing the Company's long-term strategies (Q3 2023 $1.0 million pre-tax expense; nine months ended 2023 $2.3 million pre-tax expense). 2022 included the relocation of the Company's headquarters, in addition to other certain strategic costs incurred at Corporate (Q3 2022 $0.3 million pre-tax expense; nine months 2022 $0.1 million pre-tax expense).
(c)Adjustment related to a previously recorded liability related to a contingent consideration from the Company's acquisition of Clean Earth (Q3 2023 and nine months ended 2023 $0.8 million pre-tax income).
(d)Severance and related costs incurred in the Harsco Environmental segment (Q3 2023 and nine months ended 2023 $1.1 million pre-tax expense).
(e)Net gain recognized for a lease modification that resulted in a lease incentive for the Company for a site relocation prior the end of the expected lease term (nine months ended 2023 $9.8 million pre-tax income).
(f)Non-cash property, plant and equipment impairment charge related to abandoned equipment at a Harsco Environmental site, net of noncontrolling interest impact (nine months ended 2023 net $7.9 million, which includes $14.1 million pre-tax expense, net of $6.2 million that represents the noncontrolling partner's share of the impairment charge).
(g)Accounts receivable provision related to a customer in the Middle East (Q3 2023 and nine months ended 2023 $5.3 million pre-tax expense).
(h)Non-cash goodwill impairment charge in the Clean Earth segment (nine months 2022 $104.6 million pre-tax expense).
(i)Severance and related costs incurred in the Clean Earth segment (Q3 2022 $1.1 million pre-tax expense; nine months 2022 $2.5 million pre-tax expense).
(j)Adjustment to a contingent consideration related to an acquisition in the Clean Earth segment (Q3 2022 and nine months 2022 $0.8 million pre-tax income).
(k)Unusual items are tax-effected at the global effective tax rate, before discrete items, in effect at the time the unusual item is recorded.
(l)Pre-tax acquisition amortization expense was $7.4 million and $7.7 million in Q3 2023 and 2022, respectively, and after-tax was $5.7 million and $6.0 million in Q3 2023 and 2022, respectively. Pre-tax acquisition amortization expense was $21.5 million and $23.4 million for the nine months ended 2023 and 2022, respectively, and after-tax was $16.6 million and $18.4 million for the nine months ended 2023 and 2022, respectively.
(m)Does not total due to rounding.




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ENVIRI CORPORATION
RECONCILIATION OF PROJECTED ADJUSTED DILUTED EARNINGS (LOSS) PER SHARE FROM CONTINUING OPERATIONS TO DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS (a)
(Unaudited)


ProjectedProjected
Three Months EndingTwelve Months Ending
December 31December 31
20232023
LowHighLowHigh
Diluted earnings (loss) per share from continuing operations$(0.19)$(0.10)$(0.59)$(0.50)
Corporate strategic costs— — 0.03 0.03 
Corporate contingent consideration adjustment— — (0.01)(0.01)
Harsco Environmental segment severance costs— — 0.01 0.01 
Harsco Environmental segment net gain on lease incentive— — (0.12)(0.12)
Harsco Environmental property, plant and equipment impairment charge, net of noncontrolling interest— — 0.10 0.10 
Harsco Environmental accounts receivable provision— — 0.07 0.07 
Taxes on above unusual items— — 0.07 0.07 
Adjusted diluted earnings (loss) per share from continuing operations, including acquisition amortization expense(0.19)(0.10)(0.45)(b)(0.36)(b)
Estimated acquisition amortization expense, net of tax0.07 0.07 0.28 0.28 
Adjusted diluted earnings (loss) per share from continuing operations$(0.12)$(0.03)$(0.17)(b)$(0.08)
(a) Excludes Harsco Rail Segment.
(b) Does not total due to rounding.





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ENVIRI CORPORATION
RECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)

(In thousands)Harsco
Environmental
 Clean EarthCorporateConsolidated Totals
Three Months Ended September 30, 2023:
Operating income (loss), as reported$17,867 $21,497 $(9,589)$29,775 
Corporate strategic costs  987 987 
Corporate contingent consideration adjustment  (828)(828)
Harsco Environmental segment severance costs1,146   1,146 
Harsco Environmental accounts receivable provision5,284   5,284 
Operating income (loss) excluding unusual items 24,297 21,497 (9,430)36,364 
Depreciation28,793 6,054 550 35,397 
Amortization1,013 6,330  7,343 
Adjusted EBITDA$54,103 $33,881 $(8,880)$79,104 
Revenues as reported$285,877 $238,711 $524,588 
Adjusted EBITDA margin (%) 18.9 %14.2 %15.1 %
Three Months Ended September 30, 2022:
Operating income (loss), as reported$22,117 $17,315 $(9,309)$30,123 
Corporate strategic costs— — 346 346 
Clean Earth segment severance costs— 1,092 — 1,092 
Clean Earth contingent consideration adjustment— (827)— (827)
Operating income (loss) excluding unusual items22,117 17,580 (8,963)30,734 
Depreciation26,772 4,576 544 31,892 
Amortization1,619 6,071 — 7,690 
Adjusted EBITDA$50,508 $28,227 $(8,419)$70,316 
Revenues as reported$264,717 $222,197 $486,914 
Adjusted EBITDA margin (%) 19.1 %12.7 %14.4 %





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ENVIRI CORPORATION
RECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)

(In thousands)Harsco
Environmental
Clean EarthCorporateConsolidated Totals
Nine Months Ended September 30, 2023:
Operating income (loss), as reported$52,885 $61,002 $(30,792)$83,095 
Corporate strategic costs  2,253 2,253 
Corporate contingent consideration adjustment  (828)(828)
Harsco Environmental segment severance costs1,146   1,146 
Harsco Environmental segment net gain on lease incentive(9,782)  (9,782)
Harsco Environmental property, plant and equipment impairment charge14,099   14,099 
Harsco Environmental accounts receivable provision5,284   5,284 
Operating income (loss) excluding unusual items63,632 61,002 (29,367)95,267 
Depreciation84,707 16,528 1,658 102,893 
Amortization3,020 18,472  21,492 
Adjusted EBITDA151,359 96,002 (27,709)219,652 
Revenues as reported$848,659 $691,750 $1,540,409 
Adjusted EBITDA margin (%)17.8 %13.9 %14.3 %
Nine Months Ended September 30, 2022:
Operating income (loss), as reported$63,931 $(95,650)$(27,413)$(59,132)
Corporate strategic costs— — 128 128 
Clean Earth segment goodwill impairment charge— 104,580 — 104,580 
Clean Earth segment severance costs— 2,540 — 2,540 
Clean Earth segment contingent consideration adjustment— (827)— (827)
Operating income (loss) excluding unusual items63,931 10,643 (27,285)47,289 
Depreciation82,311 14,213 1,435 97,959 
Amortization5,161 18,277 — 23,438 
Adjusted EBITDA151,403 43,133 (25,850)168,686 
Revenues as reported$804,367 $616,396 $1,420,763 
Adjusted EBITDA margin (%) 18.8 %7.0 %11.9 %
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ENVIRI CORPORATION
RECONCILIATION OF CONSOLIDATED ADJUSTED EBITDA TO CONSOLIDATED INCOME (LOSS) FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

Three Months Ended September 30
(In thousands)20232022
Consolidated income (loss) from continuing operations$(7,787)$1,427 
Add back (deduct):
Equity in (income) loss of unconsolidated entities, net151 128 
Income tax (benefit) expense4,109 9,376 
Defined benefit pension expense (income)5,436 (2,118)
Facility fees and debt-related expense (income)2,806 2,511 
Interest expense26,739 19,751 
Interest income(1,679)(952)
Depreciation35,397 31,892 
Amortization7,343 7,690 
Unusual items:
Corporate strategic costs987 346 
Corporate contingent consideration adjustment(828)— 
Harsco Environmental segment severance costs1,146 — 
Harsco Environmental accounts receivable provision5,284 — 
Clean Earth segment severance costs 1,092 
Clean Earth segment contingent consideration adjustment (827)
Consolidated Adjusted EBITDA$79,104 $70,316 



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ENVIRI CORPORATION
RECONCILIATION OF ADJUSTED EBITDA TO CONSOLIDATED INCOME (LOSS) FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

Nine Months Ended
September 30
(In thousands)20232022
Consolidated income (loss) from continuing operations$(35,016)$(110,352)
Add back (deduct):
Equity in (income) loss of unconsolidated entities, net593 373 
Income tax (benefit) expense21,351 7,482 
Defined benefit pension expense (income)16,178 (6,775)
Facility fee and debt-related expense7,899 894 
Interest expense76,791 51,535 
Interest income(4,701)(2,289)
Depreciation102,893 97,959 
Amortization21,492 23,438 
Unusual items:
Corporate strategic costs2,253 128 
Corporate contingent consideration adjustment(828)— 
Harsco Environmental segment severance costs1,146 — 
Harsco Environmental segment net gain on lease incentive(9,782)— 
Harsco Environmental property, plant and equipment impairment charge14,099 — 
Harsco Environmental accounts receivable provision5,284 — 
Clean Earth segment goodwill impairment charge 104,580 
Clean Earth segment severance costs 2,540 
Clean Earth segment contingent consideration adjustments (827)
Adjusted EBITDA$219,652 $168,686 




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ENVIRI CORPORATION
RECONCILIATION OF PROJECTED CONSOLIDATED ADJUSTED EBITDA TO PROJECTED CONSOLIDATED INCOME FROM CONTINUING OPERATIONS (a)
(Unaudited)
ProjectedProjected
Three Months EndingTwelve Months Ending
December 31December 31
20232023
(In millions)LowHighLowHigh
Consolidated loss from continuing operations$(15)$(7)$(49)$(41)
Add back (deduct):
Income tax (income) expense2223
Facility fees and debt-related (income) expense11 10 
Net interest25 24 97 97 
Defined benefit pension (income) expense22 21 
Depreciation and amortization43 43 167 167 
Unusual items:
Corporate strategic costs— — 
Corporate contingent consideration adjustment— — (1)(1)
Harsco Environmental segment severance costs— — 
Harsco Environmental net gain on lease incentive— — (10)(10)
Harsco Environmental property, plant and equipment impairment charge— — 14 14 
Harsco Environmental accounts receivable provision— — 
Consolidated Adjusted EBITDA$62 (b)$69 (b)$282 (b)$289 (b)

(a) Excludes former Harsco Rail Segment
(b) Does not total due to rounding.



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ENVIRI CORPORATION
RECONCILIATION OF FREE CASH FLOW TO NET CASH PROVIDED BY OPERATING ACTIVITIES (Unaudited)
Three Months EndedNine Months Ended
September 30September 30
(In thousands)2023202220232022
Net cash provided (used) by operating activities$17,982 $13,422 $46,172 $131,161 
Less capital expenditures(27,289)(39,854)(93,630)(101,645)
Less expenditures for intangible assets(51)(47)(478)(147)
Plus capital expenditures for strategic ventures (a)507 920 2,458 1,428 
Plus total proceeds from sales of assets (b)641 1,698 2,080 8,289 
Plus transaction-related expenditures (c)917 758 1,045 1,854 
Harsco Rail free cash flow deficit/(benefit)17,452 (8,161)41,137 30,827 
Free cash flow$10,159 $(31,264)$(1,216)$71,767 

(a)Capital expenditures for strategic ventures represent the partner’s share of capital expenditures in certain ventures consolidated in the Company’s condensed consolidated financial statements.
(b)Asset sales are a normal part of the business model, primarily for the Harsco Environmental segment.
(c)Expenditures directly related to the Company's divestiture transactions and other strategic costs incurred at Corporate.








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ENVIRI CORPORATION
RECONCILIATION OF PROJECTED FREE CASH FLOW TO PROJECTED NET CASH PROVIDED BY OPERATING ACTIVITIES (a)
(Unaudited)
Projected
Twelve Months Ending
December 31
2023
(In millions)LowHigh
Net cash provided by operating activities$145 $165 
Less net capital / intangible asset expenditures(125)(135)
Plus capital expenditures for strategic ventures
Plus transaction-related expenditures
Free cash flow$25 $35 

(a) Excludes former Harsco Rail Segment


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