ENVIRI Corp Files Definitive Proxy Statement for Merger/Acquisition
Ticker: NVRI · Form: DEFM14A · Filed: Apr 3, 2026 · CIK: 0000045876
Sentiment: neutral
Topics: proxy-statement, merger-acquisition, sec-filing
TL;DR
ENVIRI proxy filing out for merger/acquisition. Big moves coming.
AI Summary
ENVIRI Corp filed a Definitive Proxy Statement (DEFM14A) on April 3, 2026, related to a merger or acquisition. The filing, with SEC Accession Number 0000045876-26-000069, contains 4 documents including the main proxy statement and several graphic files. The company's mailing and business address is located at Two Logan Square in Philadelphia, PA.
Why It Matters
This filing indicates a significant corporate event like a merger or acquisition is being proposed or is underway, which could impact shareholders and the company's future direction.
Risk Assessment
Risk Level: medium — Proxy statements related to mergers or acquisitions often signal significant corporate changes that carry inherent risks and uncertainties for investors.
Key Numbers
- 4 — Documents Filed (Includes the main DEFM14A and graphic files)
Key Players & Entities
- ENVIRI Corp (company) — Filer of the DEFM14A
- 0000045876-26-000069 (filing_id) — SEC Accession Number for the DEFM14A filing
- 2026-04-03 (date) — Filing date of the DEFM14A
- TWO LOGAN SQUARE 100-120 NORTH 18TH STREET, 17TH FLOOR PHILADELPHIA PA 19103 (address) — Mailing and Business Address for ENVIRI Corp
FAQ
What is the primary purpose of this DEFM14A filing?
The DEFM14A filing is a definitive proxy statement relating to a merger or acquisition.
When was this filing submitted to the SEC?
The filing was submitted on April 3, 2026.
What is the SEC Accession Number for this filing?
The SEC Accession Number is 0000045876-26-000069.
Where is ENVIRI Corp's business address listed?
ENVIRI Corp's business address is listed as TWO LOGAN SQUARE 100-120 NORTH 18TH STREET, 17TH FLOOR PHILADELPHIA PA 19103.
How many documents are included in this submission?
There are 4 documents included in the submission.
Filing Stats: 4,714 words · 19 min read · ~16 pages · Grade level 17.8 · Accepted 2026-04-03 12:26:42
Key Financial Figures
- $3.04 billion — for an aggregate cash consideration of $3.04 billion (subject to customary adjustments), inc
- $1.25 — or one share of common stock, par value $1.25 per share, of CE Holdings (the "Holding
- $3.04 b — pay an aggregate cash consideration of $3.04 billion, subject to customary adjustments
- $14.50 — per share, in cash, not to be less than $14.50 per share and not to exceed $16.50 per
- $16.50 — than $14.50 per share and not to exceed $16.50 per share without the consent of Veolia
- $0.00001 — stock" refer to common stock, par value $0.00001 per share of New Enviri all references
Filing Documents
- enviri-definitiveproxyxapr.htm (DEFM14A) — 3496KB
- a049fhg_envirixcommonx04001.jpg (GRAPHIC) — 175KB
- a049fhg_envirixcommonx04002.jpg (GRAPHIC) — 146KB
- enviri.jpg (GRAPHIC) — 32KB
- 0000045876-26-000069.txt ( ) — 3983KB
Legal Proceedings
Legal Proceedings 82 Delisting and Deregistration of Enviri Common Stock 83 Appraisal Rights 83 THE MERGER AGREEMENT 85 Closing and Effective Time of the Merger 86 Treatment of Enviri Common Stock, CE Holdings Common Stock, and Enviri LTI Awards 86 Surrender and Payment Procedures 87 Solicitation of Acquisition Proposals Board Recommendation Changes 95 THE SEPARATION AGREEMENT 105 ADVISORY VOTE ON NAMED EXECUTIVE OFFICER NON-BINDING MERGER-RELATED EXECUTIVE COMPENSATION PROPOSAL (PROPOSAL NO. 2) 116 VOTE ON ADJOURNMENT (PROPOSAL NO. 3) 117 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS 118
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 126 APPRAISAL RIGHTS 128 Making a Written Demand 129 Notice by the Surviving Company 131 Filing a Petition for Appraisal 131 Determination of "Fair Value" 132 OTHER MATTERS 135 Other Matters 135 Householding of Proxy Materials 135 Submission of Stockholder Proposals 135 WHERE YOU CAN FIND MORE INFORMATION 137 Index to Combined Financial Statements F-1 Annex A - Agreement and Plan of Merger A- 1 Annex B - Separation Agreement B- 1 Annex C - Opinion of BofA Securities, Inc. C- 1 9 SUMMARY The following summary highlights selected information in this proxy statement and may not contain all the information that may be important to you. Accordingly, we encourage you to carefully read this entire proxy statement, its annexes and the documents referred to in this proxy statement. Each item in this summary includes a page reference directing you to a more complete description of that topic. You may obtain the information incorporated by reference in this proxy statement without charge by following the instructions under " Where You Can Find More Information " beginning on page 137 . All references to "Enviri," "we," "us" or "our" in this proxy statement refer to Enviri Corporation, a Delaware corporation all references to "Veolia" refer to Veolia Environnement S.A., a French socit anonyme all references to "Merger Sub" refer to Liberty Merger Sub Inc., a Delaware corporation and wholly owned indirect subsidiary of Veolia all references to "New Enviri" refer to Enviri II Corporation, a newly formed Delaware corporation and a direct wholly owned subsidiary of Enviri all references to "CE Holdings" refer to CLEH, Inc., a newly formed Delaware corporation and a direct wholly owned subsidiary of Enviri all references to "Enviri LLC" refer to Enviri LLC, a Delaware limited liability company and a direct wholly owned subsidiary of CE Holdings all references to "New Envir