LegalApr 27, 2026, 05:11 PM
NVRI Faces Lawsuits Over Clean Earth Sale Proxy; Issues Supplements
AI Summary
ENVIRI Corp (NVRI) announced that three lawsuits have been filed by purported stockholders against the company and its Board regarding the sale of its Clean Earth business. The lawsuits allege material information omissions in the definitive proxy statement. Enviri denies the allegations but has voluntarily supplemented the proxy statement to mitigate risks of delay, emphasizing that these disclosures do not admit liability or wrongdoing. The supplemental disclosures do not alter the transaction consideration or the timing of the Special Meeting, and the Board continues to recommend a "FOR" vote.
Key Highlights
- Three lawsuits filed by stockholders against Enviri and its Board.
- Lawsuits allege material omissions in proxy for Clean Earth business sale.
- Enviri denies allegations, voluntarily supplements definitive proxy statement.
- Supplements do not change transaction consideration or Special Meeting timing.
- Enviri Board maintains "FOR" vote recommendation for proposals.
- BofA Securities' fee updated to $45 million (from $46 million) for services.
- Jefferies' fee estimated at $19.475 million for financial advisory.
- Clean Earth 2026E Adjusted EBITDA $201M; Unlevered Free Cash Flow $95M.