Clean Earth Sale and Spin-off Approved
Shareholders approved the Clean Earth sale and the Form 10 for the new Enviri spin-off was declared effective. Expect closing in approximately three weeks (around June 1). Company expects a cash conversion range of $14.50 to $16.50 per share and will announce the cash payout to shareholders shortly prior to closing.
Total Company Q1 Results (Stable Revenue, Positive EBITDA)
Total revenue was $550 million, essentially unchanged year-over-year (0% YoY). Adjusted EBITDA was $65 million and adjusted diluted earnings per share were $0.10 for the quarter. Management noted Q1 is a traditionally weak cash quarter.
Harsco Environmental Outperformed Expectations
Harsco Environmental revenue was $257 million, up 6% year-over-year, and adjusted EBITDA was $38 million, exceeding expectations. Drivers included volumes from new sites, higher services demand, operational improvements, and FX benefits. Trade measures supporting the EU steel industry reached alignment in mid-April with implementation anticipated in July.
Rail Base Business Positive; Strategic Actions Underway
Rail reported revenues of $67 million and its base business generated positive EBITDA in the quarter, with an overall adjusted EBITDA loss of $1 million (modest loss attributable to overhead supporting ETO contracts). Management is executing initial restructuring, prioritizing aftermarket (roughly 40% of revenue) which has ~2x the margins of OEM, improving supply chain, reducing inventory, and de-risking large ETO contracts (SBB deliveries largely accepted; remaining units expected accepted in coming months). Company expects to turn cash positive on the SBB project in 2027.
Guidance and Pro Forma Outlook Maintained
2026 guidance unchanged: Harsco Environmental adjusted EBITDA range $170M–$180M; Rail EBITDA loss range ($19M)–($26M). Using midpoints, pro forma EBITDA for new Enviri Corporation is approximately $140 million. Company expects modest free cash flow for the year.