v3.26.1
Debt and Credit Agreements - New Enviri
 3 Months Ended
Mar. 31, 2026
Debt Instrument [Line Items]  
Debt and Credit Agreements Debt and Credit Agreements
Long-term debt consists of the following:
(In thousands)March 31
2026		December 31
2025
Senior Secured Credit Facilities:
Term Loan
$476,250 $477,500 
Revolving Credit Facility 557,000 526,000 
5.75% Senior Notes
475,000 475,000 
Other financing payable (including finance leases) in varying amounts84,175 88,501 
Total debt obligations1,592,425 1,567,001 
Less: deferred financing costs(9,839)(10,818)
Total debt obligations, net of deferred financing costs1,582,586 1,556,183 
Less: current maturities of long-term debt(25,835)(25,874)
Long-term debt$1,556,751 $1,530,309 

In February 2026, the Company amended its Senior Secured Credit Facilities to extend the maturity date of its $50.0 million non-extended revolving credit facility from March 10, 2026 to the earlier of (i) July 1, 2026 and (ii) the date on which the Company's Clean Earth segment is sold to Veolia in connection with the Company's Merger Agreement.

In November 2025, the Company entered into an amendment to the Credit Agreement to, among other things, modify certain levels of its total Net Debt to Consolidated Adjusted EBITDA ratio covenant and permit a distribution of the Company’s Clean Earth business, together with certain related transactions, including repayments of certain of the Company's existing indebtedness. The Company obtained the amendment because its forward-looking projections indicated that it may not meet the minimum level required by the net leverage coverage ratio and to allow for the strategic alternatives it is currently evaluating. As a result of this amendment, the total Net Debt to Consolidated Adjusted EBITDA ratio covenant was set to 5.50x for the quarters ended March 31, 2026, June 30, 2026 and September 30, 2026, 5.00x for the quarter ended December 31, 2026 and 4.50x for the quarter ended March 31, 2027. After giving effect to the distribution of the Company’s Clean Earth business, the total Net Debt to Consolidated Adjusted EBITDA ratio covenant will be set at 3.00x. The Company expects that it will maintain compliance with the amended covenants based on current forecasts. The Company capitalized $1.8 million of fees incurred related to the amendment.

In February 2025, the Company entered into an amendment to the Credit Agreement to reset the levels of its covenants, among other changes. As a result of this amendment, the total Net Debt to Consolidated Adjusted EBITDA ratio covenant was set to 5.00x for the quarter ended September 30, 2025 and then decreases every six months by 0.25x until reaching 4.00x for the quarter ended June 30, 2027 and thereafter. These covenants were amended as noted in the preceding paragraph. The interest coverage ratio was set to a minimum of 2.50x for each quarter ended after December 31, 2024.

At March 31, 2026, the Company was in compliance with all covenants for its Senior Secured Credit Facilities, as amended in February 2026, as the total Net Debt to Consolidated Adjusted EBITDA ratio was 4.98x and the total interest coverage ratio was 2.78x. Based on balances and covenants in effect at March 31, 2026, the Company could increase Net Debt by $156.9 million and still be in compliance with these debt covenants. Alternatively, Consolidated Adjusted EBITDA could decrease by $28.5 million or interest expense could increase by $11.9 million and the Company would remain in compliance with these covenants.

The Company believes it will continue to maintain compliance with these amended covenants based on its current outlook. However, the Company's estimates of compliance with these covenants could change in the future with a deterioration in economic conditions including softness in certain markets, changes to tariffs, higher than forecasted interest rate increases, the timing of working capital including the collection of receivables, an inability to realize increased pricing and implement cost reduction initiatives that mitigate the impacts of inflation and other factors that may adversely impact its compliance with covenants.
Facility Fees and Debt-Related Income (Expense)
The components of the Condensed Consolidated Statements of Operations caption Facility fees and debt-related income (expense) were as follows:
Three Months Ended
March 31
(In thousands)20262025
Unused debt commitment and amendment fees$(75)$(188)
Securitization and factoring fees(2,219)(2,424)
Facility fees and debt-related income (expense)$(2,294)$(2,612)
New Enviri  
Debt Instrument [Line Items]  
Debt and Credit Agreements Debt and Credit Agreements
Long-term debt consists of the following:
(In thousands)March 31
2026		December 31 2025
Senior Secured Credit Facilities:
Term Loan$476,250 $477,500 
Revolving Credit Facility 557,000 526,000 
5.75% Senior Notes
475,000 475,000 
Other financing payable (including finance leases) in varying amounts24,607 26,763 
Total debt obligations1,532,857 1,505,263 
Less: deferred financing costs(9,839)(10,818)
Total debt obligations, net of deferred financing costs1,523,018 1,494,445 
Less: current maturities of long-term debt(14,011)(14,373)
Long-term debt$1,509,007 $1,480,072 
In February 2026, the Company amended its Senior Secured Credit Facilities to extend the maturity date of its $50.0 million non-extended revolving credit facility from March 10, 2026 to the earlier of (i) July 1, 2026 and (ii) the date on which the Company's Clean Earth segment is sold to Veolia in connection with the Company's Agreement and Plan of Merger, dated November 20, 2025, by and among the Company, CLEH, Inc., Enviri LLC, Veolia and Liberty Merger Sub Inc.
In November 2025, the Company entered into an amendment to the Credit Agreement to, among other things, modify certain levels of its total Net Debt to Consolidated Adjusted EBITDA ratio covenant and permit a distribution of the Company’s Clean Earth business, together with certain related transactions, including repayments of certain of the Company's existing indebtedness. The Company obtained the amendment because its forward-looking projections indicated that it may not meet the minimum level required by the net leverage coverage ratio and to allow for the strategic alternatives it is currently evaluating. As a result of this amendment, the total Net Debt to Consolidated Adjusted EBITDA ratio covenant was set to 5.50x for the quarters ended March 31, 2026, June 30, 2026 and September 30, 2026, 5.00x for the quarter ended December 31, 2026 and 4.50x for the quarter ended March 31, 2027. After giving effect to the distribution of the Company’s Clean Earth business, the total Net Debt to Consolidated Adjusted EBITDA ratio covenant will be set at 3.00x. New Enviri expects that it will maintain compliance with the amended covenants based on current forecasts. New Enviri capitalized $1.8 million of fees incurred related to the amendment.
In February 2025, the Company entered into an amendment to the Credit Agreement to reset the levels of its covenants, among other changes. As a result of this amendment, the total Net Debt to Consolidated Adjusted EBITDA ratio covenant was set to 5.00x for the quarter ended September 30, 2025, and then decreases every six months by 0.25x until reaching 4.00x for the quarter ended June 30, 2027 and thereafter. These covenants were amended as noted in the preceding paragraph. The interest coverage ratio was set to a minimum of 2.50x for each quarter ended after December 31, 2024.
The Credit Agreement imposes certain restrictions including, but not limited to, restrictions as to types and amounts of debt of liens that may be incurred by New Enviri; limitations on increases in dividend payments; limitations on repurchases of New Enviri's stock and limitations on certain acquisitions by New Enviri.
With respect to the Senior Secured Credit Facilities, the obligations of New Enviri are guaranteed by substantially all of New Enviri’s current and future wholly-owned domestic subsidiaries (“Guarantors”). All obligations under the Senior Credit Facility, and the guarantees of those obligations, are secured, subject to certain exceptions, by substantially all of New Enviri’s assets and the assets of the Guarantors.
The Credit Agreement requires certain mandatory prepayments of the Term Loan, subject to certain exceptions, based on net cash proceeds of certain sales or distributions of assets, as well as certain casualty and condemnation events, in some cases subject to reinvestment rights and certain other exceptions; net cash proceeds of any issuance of debt, excluding permitted debt issuances; and a percentage of excess cash flow, as defined by the Credit Agreement, during a fiscal year.
Facility Fees and Debt-Related Income (Expense)
The components of the Condensed Combined Statements of Operations caption Facility fees and debt-related income (expense) were as follows:
Three Months Ended
March 31
(In thousands)20262025
Unused debt commitment and amendment fees$(75)$(188)
Securitization and factoring fees(2,219)(2,424)
Facility fees and debt-related income (expense)$(2,294)$(2,612)