GlobeNewswire Inc | Nov 2, 2021 07:00AM EDT

November 02, 2021

-- Third Quarter Revenues Totaled $544 Million, an Increase of 7 Percent from the Prior Year Quarter -- Q3 GAAP Operating Income of $30 Million and Adjusted Q3 EBITDA Totaled $72 Million, an Increase of 22 Percent from the Prior Year Quarter -- Intends to Explore Strategic Alternatives for Rail Business, Continuing the Company's Transformation to a Pure-Play Environmental Solutions Provider; Rail Business to be Reported as Discontinued Operations Beginning in the Fourth Quarter of 2021 -- Q4 2021 Adjusted EBITDA Guidance Range for Continuing Operations of $55 Million to $62 Million; Range Also Includes Additional Corporate Costs ($1 Million Per Quarter) Previously Allocated to Rail -- Full Year 2021 Adjusted EBITDA Guidance Updated to Range of $248 Million To $256 Million for Continuing Operations

CAMP HILL, Pa., Nov. 02, 2021 (GLOBE NEWSWIRE) -- Harsco Corporation (NYSE:HSC) today reported third quarter 2021 results. On a U.S. GAAP ("GAAP") basis, third quarter of 2021 diluted earnings per share from continuing operations were $0.11 including certain strategic costs and other unusual items. Adjusted diluted earnings per share from continuing operations in the third quarter of 2021 were $0.20. These figures compare with a third quarter of 2020 GAAP diluted loss per share from continuing operations of $0.10 and adjusted diluted earnings per share from continuing operations of $0.08.

Harsco also announced it will explore strategic alternatives for the Rail business beginning in the first half of 2022, with the intention to sell the business. As a result, the Company will report Rail as discontinued operations beginning in the fourth quarter of 2021.

GAAP operating income from continuing operations for the third quarter of 2021 was $30 million. Adjusted EBITDA totaled $72 million in the quarter, compared to the Company's previously provided guidance range of $75 million to $81 million.

In a challenging operating environment marked by increased inflationary pressure and supply chain constraints, our Environmental and Clean Earth businesses delivered a resilient performance supported by steady operational execution, said Chairman and CEO Nick Grasberger. The Environmental business benefited from strong demand in environmental services and applied products, while Clean Earth delivered growth despite project delays, end-disposal bottlenecks in the hazardous waste market and cost inflation. Results in our Rail business were impacted by weakening demand and customer deferrals, which are primarily timing related, as well as inflationary cost increases. As a result, our consolidated results for the quarter fell short of our expectations.

As part of our effort to accelerate our journey to becoming a single-thesis environmental solutions company and to strengthen our financial flexibility, we will soon begin a formal process to sell the Rail business. While it is no longer aligned with our strategic focus, Rail remains a strong business with meaningful growth opportunities ahead. We will be diligent and thoughtful through this process with a focus on maximizing value for Harsco shareholders.

Looking ahead, tightness in the end-disposal market for Clean Earth is beginning to ease, and we are taking action to address cost pressures across the business including through price initiatives. Underlying demand remains favorable in our Environmental and Clean Earth markets, and we are optimistic that each of our businesses will finish the year strong and that each is well positioned for growth in 2022.

Harsco CorporationSelected Third Quarter Results

($ in millions, except per share amounts) Q3 2021 Q3 2020Revenues $ 544 $ 509 Operating income from continuing operations - $ 30 $ 5 GAAPDiluted EPS from continuing operations - GAAP $ 0.11 $ (0.10 ) Adjusted EBITDA - excluding unusual items $ 72 $ 59 Adjusted EBITDA margin - excluding unusual items 13.2 % 11.6 %Adjusted diluted EPS from continuing operations - $ 0.20 $ 0.08 excluding unusual items

Note: Adjusted earnings per share and adjusted EBITDA details presented throughout this release are adjusted for unusual items; in addition, adjusted earnings per share details are adjusted for acquisition-related amortization expense.

Consolidated Third Quarter Operating Results

Consolidated total revenues from continuing operations were $544 million, an increase of 7 percent compared with the prior-year quarter. Environmental and Clean Earth each realized an increase in revenues, reflective of strengthening market conditions, while Rail revenues were below the prior-year quarter due to shipment timing and the comparison to a strong third quarter of 2020. Foreign currency translation positively impacted third quarter 2021 revenues by approximately $4 million compared with the prior-year period.

GAAP operating income from continuing operations was $30 million for the third quarter of 2021, compared with $5 million in the same quarter of last year. Meanwhile, adjusted EBITDA totaled $72 million in the third quarter of 2021 versus $59 million in the third quarter of 2020. This adjusted EBITDA increase is attributable to improved performance in the Company's Environmental segment.

Third Quarter Business ReviewEnvironmental

($ in millions) Q3 2021 Q3 2020Revenues $ 270 $ 223 Operating income - GAAP $ 28 $ 12 Adjusted EBITDA - excluding unusual items $ 56 $ 40 Adjusted EBITDA margin - excluding unusual items 20.7 % 17.9 %

Environmental revenues totaled $270 million in the third quarter of 2021, an increase of 21 percent compared with the prior-year quarter. The segment's GAAP operating income and adjusted EBITDA totaled $28 million and $56 million, respectively, in the third quarter of 2021. These figures compare with GAAP operating income of $12 million and adjusted EBITDA of $40 million in the prior-year period. The year-on-year improvement in revenues and adjusted earnings is attributable to increased demand for environmental services and applied products. Also, general and administrative expenditures were lower than the prior-year period. As a result, Environmental's adjusted EBITDA margin increased to 20.7 percent in the third quarter of 2021 versus 17.9 percent in the comparable-quarter of 2020.

Clean Earth

($ in millions) Q3 2021 Q3 2020Revenues $ 200 $ 194 Operating income - GAAP $ 10 $ 9 Adjusted EBITDA - excluding unusual items $ 21 $ 20 Adjusted EBITDA margin - excluding unusual items 10.2 % 10.4 %

Note: The 2020 financial information provided above and discussed below for Clean Earth does not include a corporate cost allocation for ESOL.

Clean Earth revenues totaled $200 million in the third quarter of 2021, an increase of 3 percent compared with the prior-year quarter. The revenue increase is attributable to increased environmental services demand related to hazardous waste from retail and healthcare customers, with these positive impacts partially offset by lower hazardous waste volumes from industrial customers as a result of supply-chain challenges and also by lower services demand within the soil-dredge materials line of business due to project timing.

Segment operating income was $10 million and adjusted EBITDA totaled $21 million in the third quarter of 2021. These figures compare with $9 million of operating income and adjusted EBITDA of $20 million, respectively, in the prior-year period. The change in adjusted earnings is attributable to higher hazardous waste volumes and integration improvement benefits, partially offset by container and transportation cost inflation and personnel investments to support the Clean Earth platform.Rail

($ in millions) Q3 2021 Q3 2020Revenues $ 74 $ 93 Operating income (loss) - GAAP $ 2 $ 4 Adjusted EBITDA - excluding unusual items $ 3 $ 5 Adjusted EBITDA margin - excluding unusual items 4.4 % 5.8 %

Rail revenues totaled $74 million compared with $93 million in the prior-year quarter. This change in revenues is due to lower equipment volumes and shipment timing, partially offset by an increase in aftermarket parts volumes. The segment's operating income and adjusted EBITDA totaled $2 million and $3 million, respectively, in the third quarter of 2021, and these figures compare with $4 million of operating income and adjusted EBITDA of $5 million, respectively, in the prior-year quarter. The EBITDA performance year-on-year reflects the above items along with the impact of materials cost inflation.

Cash Flow

Net cash provided by operating activities totaled $33 million in the third quarter of 2021, compared with net cash provided by operating activities of $21 million in the prior-year period. Free cash flow was nominal in the third quarter of 2021, compared with $18 million in the prior-year period. The change in free cash flow compared with the prior-year quarter is principally related to higher capital expenditures, some of which were deferred from 2020, as well as the timing of working capital items.

Exploring Strategic Alternatives for Harsco Rail

Harsco began its journey to becoming an environmental solutions company more than two years ago with the acquisition of Clean Earth. Since that time, Harsco acquired the Environmental Solutions business of Stericycle and has disposed of three industrial businesses. As a result, the Rail business is no longer aligned with Harsco's strategic direction, and the Company has concluded it is the appropriate time to begin a formal evaluation of strategic alternatives for the business. Effective with the Company's fourth quarter of 2021 financial results, Rail will be reclassified as held for sale and reported as discontinued operations.

The Company has engaged Goldman Sachs & Co. LLC to conduct this sale process. No assurance can be given that any transaction will result from the exploration of the Company's strategic alternatives for its Rail businesses or the timing thereof. Further, the Company does not intend to comment on or provide updates regarding these matters unless and until it determines that further disclosure is appropriate or required based on the then-current facts and circumstances.

2021 Outlook

The Company's 2021 guidance now excludes Rail, as it will be reported as a discontinued operations going forward. Environmental's 2021 outlook is largely unchanged, while guidance includes a modest revision to Clean Earth's outlook due to infrastructure project delays and disposal constraints as well materials and labor inflation, partially offset by lower administrative spending. This outlook also reflects lower anticipated Corporate spending. Full Year comments by segments are as follows:

Environmental. For the year, the primary drivers for an increase in adjusted EBITDA compared with 2020 are expected to be favorable demand for underlying services and products as well as higher commodity prices.

Clean Earth. For the year, adjusted EBITDA is projected to increase due to the full-year impact of ESOL ownership, underlying organic growth for hazardous material services and integration benefits, partially offset by materials-labor inflation, lower soil-dredge materials volumes, an additional allocation of Corporate costs and investments which include various non-recurring expenditures.

Lastly, adjusted Corporate spending is expected to be approximately $38 million for the year. This figure includes the $4 million of Corporate costs previously allocated to Rail, less the impact of lower overall spending.

Summary Outlook highlights are as follows:

2021 Full Year Outlook (Continuing Operations) GAAP Operating Income $85 - $92 millionAdjusted EBITDA $248 - $256 millionGAAP Diluted Earnings Per Share $0.12 - 0.14Adjusted Diluted Earnings Per Share $0.51 - 0.54Free Cash Flow Before Growth Capital $55 - $65 millionFree Cash Flow $5 - $15 millionNet Interest Expense $62 - $63 millionNet Capital Expenditures $130 - $135 millionEffective Tax Rate, Excluding Any Unusual Items 44 - 48% Q4 2021 Outlook (Continuing Operations) GAAP Operating Income $13 - $20 millionAdjusted EBITDA $55 - $62 millionGAAP Diluted Earnings Per Share $(0.02) - 0.01Adjusted Diluted Earnings Per Share $0.06 - 0.09

Conference Call

The Company will hold a conference call today at 9:00a.m. Eastern Time to discuss its results and respond to questions from the investment community. The conference call will be broadcast live through the Harsco Corporation website at www.harsco.com. The Company will refer to a slide presentation that accompanies its formal remarks. The slide presentation will be available on the Companys website.

The call can also be accessedby telephone by dialing (833) 651-7826 or (414)238-0989. Enter Conference ID number 7077356.

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 changes due to COVID-19 and governmental and market reactions to COVID-19; (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 conduct and complete a satisfactory process for the divestiture of the Rail division, as announced on November 2, 2021; (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, have inadequate liquidity or whose business is significantly impacted by COVID-19) to maintain their credit availability; (18) implementation of environmental remediation matters; (19) risk and uncertainty associated with intangible assets and (20) 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 PartI, Item1A, "Risk Factors," of the Company's Annual Report on Form10-K for the year ended December31, 2020. 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.

Adjusted diluted earnings per share: Adjusted diluted earnings per share 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 Companys management believes Adjusted diluted earnings per share from continuing operations is useful to investors because it provides an overall understanding of the Companys historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Companys core business operations, and it is on this basis that management internally assesses the Companys performance. Exclusion of acquisition-related intangible asset amortization expense, the amount of which can vary by the timing, size and nature of the Companys acquisitions, facilitates more consistent internal comparisons of operating results over time between the Companys newly acquired and long-held businesses, and comparisons with both acquisitive and non-acquisitive peer companies.

Consolidated Adjusted EBITDA: Consolidated Adjusted EBITDA is a non-GAAP financial measure and consists of income from continuing operations adjusted to add back income tax expense; equity income of unconsolidated entities, net; net interest expense; defined benefit pension income (expense); unused debt commitment fees, amendment fees and loss on extinguishment of debt; 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 Companys 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 transaction-related expenditures. Growth capital expenditures are added back to arrive at Free cash flow before growth capital expenditures. The Company's management believes that Free cash flow and Free cash flow before growth capital expenditures are meaningful to investors because management reviews Free cash flow and Free cash flow before growth capital expenditures for planning and performance evaluation purposes. It is important to note that Free cash flow and Free cash flow before growth capital expenditures do 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. The projected twelve months ending December 31, 2021 Free cash flow and Free cash flow before growth capital expenditures excludes the Harsco Rail Segment since the segment will be reported as discontinued operations in the fourth quarter of 2021. This presentation provides a basis for comparison of ongoing operations and prospects.

About Harsco

Harsco Corporation is a global market leader providing environmental solutions for industrial and specialty waste streams and innovative technologies for the rail sector. Based in Camp Hill, PA, the 12,000-employee company operates in more than 30 countries.Harscos common stock is a component of the S&P SmallCap 600 Index and the Russell 2000 Index. Additional information can be found at www.harsco.com.

HARSCO CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended September 30 September 30 (In thousands,except per share 2021 2020 2021 2020 amounts)Revenues fromcontinuing operations:Service revenues $ 438,624 $ 384,506 $ 1,299,805 $ 1,021,738 Product revenues 105,677 124,892 343,171 333,782 Total revenues 544,301 509,398 1,642,976 1,355,520 Costs andexpenses from continuingoperations:Cost of services 348,243 313,330 1,031,258 835,879 soldCost of products 86,119 98,849 278,557 256,910 soldSelling, generaland 82,090 87,954 247,798 241,224 administrativeexpensesResearch anddevelopment 764 568 2,210 2,620 expensesOther (income) (2,835 ) 3,633 (7,810 ) 9,074 expenses, netTotal costs and 514,381 504,334 1,552,013 1,345,707 expensesOperating incomefrom continuing 29,920 5,064 90,963 9,813 operationsInterest income 618 604 1,841 1,613 Interest expense (16,004 ) (15,794 ) (48,854 ) (43,396 ) Unused debtcommitment fees,amendment fees (198 ) ? (5,506 ) (1,920 ) and loss onextinguishmentof debtDefined benefit 3,906 1,859 11,833 5,171 pension incomeIncome (loss)from continuingoperations 18,242 (8,267 ) 50,277 (28,719 ) before incometaxes and equityincomeIncome taxbenefit(expense) from (6,989 ) 1,654 (19,782 ) 4,640 continuingoperationsEquity income(loss) of (293 ) 9 (488 ) 176 unconsolidatedentities, netIncome (loss)from continuing 10,960 (6,604 ) 30,007 (23,903 ) operationsDiscontinued operations:Gain on sale ofdiscontinued ? ? ? 18,371 businessLoss fromdiscontinued (1,528 ) (1,531 ) (4,770 ) (1,232 ) businessesIncome taxbenefit(expense) from 396 (204 ) 1,236 (9,803 ) discontinuedbusinessesIncome (loss)fromdiscontinued (1,132 ) (1,735 ) (3,534 ) 7,336 operations, netof taxNet income 9,828 (8,339 ) 26,473 (16,567 ) (loss)Less: Net incomeattributable to (2,264 ) (1,239 ) (5,386 ) (3,472 ) noncontrollinginterestsNet income(loss)attributable to $ 7,564 $ (9,578 ) $ 21,087 $ (20,039 ) HarscoCorporationAmounts attributable to Harsco Corporation common stockholders: Income (loss)from continuing $ 8,696 $ (7,843 ) $ 24,621 $ (27,375 ) operations, netof taxIncome (loss)fromdiscontinued (1,132 ) (1,735 ) (3,534 ) 7,336 operations, netof taxNet income(loss)attributable toHarsco $ 7,564 $ (9,578 ) $ 21,087 $ (20,039 ) CorporationcommonstockholdersWeighted-averageshares of common 79,287 79,000 79,214 78,916 stockoutstandingBasic earnings (loss) per common share attributable to Harsco Corporation common stockholders:Continuing $ 0.11 $ (0.10 ) $ 0.31 $ (0.35 ) operationsDiscontinued (0.01 ) (0.02 ) (0.04 ) 0.09 operationsBasic earnings(loss) per shareattributable toHarsco $ 0.10 $ (0.12 ) $ 0.27 $ (0.25 ) (a)CorporationcommonstockholdersDilutedweighted-averageshares of common 80,275 79,000 80,356 78,916 stockoutstandingDiluted earnings (loss) per common share attributable to Harsco Corporation common stockholders:Continuing $ 0.11 $ (0.10 ) $ 0.31 $ (0.35 ) operationsDiscontinued (0.01 ) (0.02 ) (0.04 ) 0.09 operationsDiluted earnings(loss) per shareattributable toHarsco $ 0.09 (a) $ (0.12 ) $ 0.26 $ (0.25 ) (a)Corporationcommonstockholders

(a) Does not total due to rounding.



HARSCO CORPORATION CONSOLIDATED BALANCE SHEETS (Unaudited) September 30 December 31 2021 2020(In thousands)ASSETS Current assets: Cash and cash equivalents $ 75,578 $ 76,454 Restricted cash 4,525 3,215 Trade accounts receivable, net 425,897 407,390 Other receivables 39,454 34,253 Inventories 163,072 173,013 Current portion of contract assets 100,731 54,754 Prepaid expenses 62,022 56,099 Other current assets 16,303 10,645 Total current assets 887,582 815,823 Property, plant and equipment, net 678,325 668,209 Right-of-use assets, net 98,841 96,849 Goodwill 896,728 902,074 Intangible assets, net 413,538 438,565 Deferred income tax assets 10,689 15,274 Other assets 52,470 56,493 Total assets $ 3,038,173 $ 2,993,287 LIABILITIES Current liabilities: Short-term borrowings $ 13,892 $ 7,450 Current maturities of long-term debt 9,181 13,576 Accounts payable 229,244 218,039 Accrued compensation 56,364 45,885 Income taxes payable 11,994 3,499 Current portion of advances on contracts 58,034 39,917 Current portion of operating lease 25,112 24,862 liabilitiesOther current liabilities 174,461 184,727 Total current liabilities 578,282 537,955 Long-term debt 1,333,574 1,271,189 Retirement plan liabilities 175,362 231,335 Advances on contracts 9,732 45,017 Operating lease liabilities 72,090 69,860 Environmental liabilities 28,589 29,424 Deferred tax liabilities 31,669 40,653 Other liabilities 55,648 54,455 Total liabilities 2,284,946 2,279,888 HARSCO CORPORATION STOCKHOLDERS? EQUITY Common stock 144,856 144,288 Additional paid-in capital 213,095 204,078 Accumulated other comprehensive loss (634,759 ) (645,741 ) Retained earnings 1,818,846 1,797,759 Treasury stock (846,502 ) (843,230 ) Total Harsco Corporation stockholders? 695,536 657,154 equityNoncontrolling interests 57,691 56,245 Total equity 753,227 713,399 Total liabilities and equity $ 3,038,173 $ 2,993,287

(a) Does not total due to rounding.

HARSCO CORPORATIONCONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended Nine Months Ended September September 30 30(In thousands) 2021 2020 2021 2020Cash flows fromoperating activities:Net income (loss) $ 9,828 $ (8,339 ) $ 26,473 $ (16,567 ) Adjustments to reconcile net income (loss) to net cash provided by operatingactivities:Depreciation 33,479 32,352 98,383 93,864 Amortization 8,771 9,049 26,554 24,721 Deferred incometax (benefit) (2,504 ) 3,001 (8,911 ) 2,346 expenseEquity in (income)loss of 293 (9 ) 488 (176 ) unconsolidatedentities, netGain on sale fromdiscontinued ? ? ? (18,371 ) businessLoss on earlyextinguishment of ? ? 2,668 ? debtOther, net 1,002 1,908 (1,147 ) (336 ) Changes in assetsand liabilities,net of acquisitions anddispositions ofbusinesses:Accounts (9,079 ) 9,774 (32,563 ) 26,308 receivableIncome tax refunds 735 (11,168 ) 735 (11,168 ) receivableInventories (11,899 ) 4,865 3,557 (11,801 ) Contract assets (14,339 ) 2,159 (52,205 ) (26,775 ) Right-of-use 7,153 6,361 21,050 18,195 assetsAccounts payable 25,602 6,631 12,111 (1,488 ) Accrued interest (7,703 ) (7,044 ) (7,840 ) (9,984 ) payableAccrued 7,397 6,562 12,098 1,795 compensationAdvances on (646 ) (16,691 ) (13,997 ) 19,145 contractsOperating lease (7,048 ) (6,268 ) (20,554 ) (17,864 ) liabilitiesRetirement plan (8,842 ) (4,876 ) (36,700 ) (23,902 ) liabilities, netIncome taxespayable - Gain onsale of ? (13,809 ) ? (10,342 ) discontinuedbusinessesOther assets and 1,020 6,297 16,550 4,676 liabilitiesNet cash providedby operating 33,220 20,755 46,750 42,276 activitiesCash flows frominvesting activities:Purchases ofproperty, plant (40,861 ) (27,883 ) (109,507 ) (79,096 ) and equipmentPurchase ofbusinesses, net of ? 9,749 ? (432,855 ) cash acquiredProceeds from saleof discontinued ? ? ? 37,219 business, netProceeds from 5,470 521 15,512 4,473 sales of assetsExpenditures for (155 ) (127 ) (287 ) (169 ) intangible assetsProceeds from note ? ? 6,400 ? receivableNet proceeds(payments) fromsettlement of (86 ) (229 ) (1,064 ) 536 foreign currencyforward exchangecontractsOther investing 48 (256 ) 181 (197 ) activities, netNet cash used byinvesting (35,584 ) (18,225 ) (88,765 ) (470,089 ) activitiesCash flows fromfinancing activities:Short-term 206 (965 ) 4,650 1,712 borrowings, netCurrent maturitiesand long-term debt:Additions 41,950 52,302 507,468 580,903 Reductions (38,870 ) (49,593 ) (452,351 ) (111,999 ) Dividends paid tononcontrolling (9 ) ? (3,103 ) ? interestsStock-basedcompensation - (101 ) (95 ) (3,273 ) (4,188 ) Employee taxespaidPayment ofcontingent (734 ) (2,342 ) (734 ) (2,342 ) considerationDeferred financing ? ? (7,828 ) (1,928 ) costsOther financing ? 3 (601 ) (1,368 ) activities, netNet cash provided(used) by 2,442 (690 ) 44,228 460,790 financingactivitiesEffect of exchangerate changes oncash and cash (2,262 ) 251 (1,779 ) (6,567 ) equivalents,includingrestricted cashNet increase(decrease) in cashand cash (2,184 ) 2,091 434 26,410 equivalents,includingrestricted cashCash and cashequivalents,including 82,287 84,051 79,669 59,732 restricted cash,at beginning ofperiodCash and cashequivalents,including $ 80,103 $ 86,142 $ 80,103 $ 86,142 restricted cash,at end of period

HARSCO CORPORATIONREVIEW OF OPERATIONS BY SEGMENT (Unaudited)

Three Months Ended Three Months Ended September 30, 2021 September 30, 2020 Operating Operating Income(In thousands) Revenues Income Revenues (Loss) (Loss)Harsco $ 269,901 $ 27,630 $ 222,507 $ 12,317 EnvironmentalHarsco Clean 200,484 9,893 194,098 8,902 EarthHarsco Rail 73,916 1,957 92,793 4,059 Corporate ? (9,560 ) ? (20,214 ) Consolidated $ 544,301 $ 29,920 $ 509,398 $ 5,064 Totals Nine Months Ended Nine Months Ended September 30, 2021 September 30, 2020 Operating Operating Income(In thousands) Revenues Income Revenues (Loss) (Loss)Harsco $ 800,433 $ 83,788 $ 668,057 $ 36,400 EnvironmentalHarsco Clean 585,891 20,457 434,489 12,945 Earth (a)Harsco Rail 256,652 15,533 252,974 19,162 Corporate ? (28,815 ) ? (58,694 ) Consolidated $ 1,642,976 $ 90,963 $ 1,355,520 $ 9,813 Totals

(a) The Company's acquisition of ESOL closed on April 6, 2020.

HARSCO CORPORATIONRECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUINGOPERATIONS TO DILUTED EARNINGS (LOSS) PER SHARE FROM CONTINUING OPERATIONS ASREPORTED (Unaudited) Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020Diluted earnings(loss) per share from $ 0.11 $ (0.10 ) $ 0.31 $ (0.35 ) continuing operationsas reportedCorporate unused debtcommitment fees,amendment fees and ? ? 0.07 0.02 loss onextinguishment ofdebt (a)Corporate strategic 0.02 ? 0.04 ? costs (b)Harsco EnvironmentalSegment severance (0.01 ) ? (0.01 ) 0.07 costs (c)Corporate acquisitionand integration costs ? 0.13 ? 0.53 (d)Corporate contingentconsideration ? 0.03 ? 0.03 adjustments (e)Corporate acquisitionrelated tax benefit ? (0.04 ) ? (0.04 ) (f)Taxes on above ? (0.03 ) (0.02 ) (0.11 ) unusual items (g)Adjusted dilutedearnings per sharefrom continuing 0.12 ? (i) 0.38 (i) 0.15 operations, includingacquisitionamortization expenseAcquisitionamortization expense, 0.08 0.08 0.24 0.22 net of tax (h)Adjusted dilutedearnings per share $ 0.20 $ 0.08 $ 0.62 $ 0.37 from continuingoperations

(a) Costs at Corporate associated with amending the Company's existing Senior Secured Credit Facilities to establish a New Term Loan the proceeds of which were used to repay in full the outstanding Term Loan A and Term Loan B, to extend the maturity date of the Revolving Credit Facility and to increase certain levels set forth in the total net leverage ratio covenant (Q3 2021 $0.2 million pre-tax; nine months 2021 $5.5 million pre-tax) and costs associated with amending the Company's existing Senior secured Credit Facilities, to increase the net debt to consolidated adjusted EBITDA covenant ratio (nine months 2020 $1.9 million pre-tax).(b) Certain strategic costs incurred at Corporate associated with supporting and executing the Company's long-term strategies including the divestiture of the Harsco Rail Segment (Q3 2021 $1.5 million pre-tax; nine months 2021 $3.2 million pre-tax).(c) Adjustment to Harsco Environmental Segment severance costs (Q3 and nine months 2021 $0.9 million pre-tax) and Harsco Environmental Segment severance costs (nine months 2020 $5.2 million pre-tax).(d) Acquisition and integration costs at Corporate (Q3 2020 $10.6 million pre-tax; nine months 2020 $41.6 million pre-tax). (e) Adjustment to contingent consideration related to the acquisition of Clean Earth recorded on Corporation (Q3 and nine months 2020 $2.4 million pre-tax). The Company adjusts operating income and Diluted earnings per share from continuing operations to exclude the impact of the change in fair value to the acquisition-related contingent consideration liability for acquisitions because it believes that the adjustment for this item more closely correlates the reported financial measures with the ordinary and ongoing course of the Company's operations.(f) Acquisition related tax benefit recorded on Corporate assumed as part of the Clean Earth Acquisition (Q3 and nine months 2020 $2.8 million).(g) Unusual items are tax-effected at the global effective tax rate, before discrete items, in effect at the time the unusual item is recorded, except for unusual items from countries where no tax benefit can be realized, in which case a zero percent tax rate is used. (h) Acquisition amortization expense was $8.1 million pre-tax and $24.5 million pre-tax for Q3 and nine months 2021, respectively; and $8.3 million pre-tax and $22.5 million pre-tax for Q3 and nine months 2020, respectively.(i) Does not total due to rounding.

HARSCO CORPORATIONRECONCILIATION OF PROJECTED ADJUSTED DILUTED EARNINGS (LOSS) PER SHARE FROMCONTINUING OPERATIONS TO DILUTED EARNINGS PER SHARE FROM CONTINUINGOPERATIONS (a) (Unaudited)

Projected Projected Twelve Months Three Months Ending Ending December 31 December 31 2021 2021 Low High Low High Diluted earnings pershare from continuing $ (0.02 ) $ 0.01 $ 0.12 $ 0.14 operationsCorporate unused debtcommitment fees,amendment fees and loss ? ? 0.07 0.07 on extinguishment ofdebtCorporate strategic ? ? 0.04 0.04 costsHarsco Environmental ? ? (0.01 ) (0.01 ) Segment severance costsTaxes on above unusual ? ? (0.02 ) (0.02 ) itemsAdjusted dilutedearnings per share fromcontinuing operations, (0.02 ) 0.01 0.20 0.22 including acquisitionamortization expenseEstimated acquisitionamortization expense, 0.08 0.08 0.32 0.32 net of taxAdjusted dilutedearnings per share from $ 0.06 $ 0.09 $ 0.51 (b) $ 0.54 continuing operations

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

HARSCO CORPORATIONRECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO OPERATING INCOME (LOSS) ASREPORTED BY SEGMENT(Unaudited)

(In Harsco Harsco Harsco Corporate Consolidatedthousands) Environmental Clean Earth Rail Totals Three Months Ended September 30, 2021:Operatingincome (loss) $ 27,630 $ 9,893 $ 1,957 $ (9,560 ) $ 29,920 as reportedCorporatestrategic ? ? ? 1,489 1,489 costsHarscoEnvironmentalSegment (900 ) ? ? ? (900 ) severancecostsOperatingincome (loss) 26,730 9,893 1,957 (8,071 ) 30,509 excludingunusual itemsDepreciation 27,179 4,576 1,233 491 33,479 Amortization 1,997 6,033 84 ? 8,114 Adjusted $ 55,906 $ 20,502 $ 3,274 $ (7,580 ) $ 72,102 EBITDARevenues as $ 269,901 $ 200,484 $ 73,916 $ 544,301 reportedAdjustedEBITDA margin 20.7 % 10.2 % 4.4 % 13.2 %(%) Three Months Ended September 30, 2020:Operatingincome (loss) $ 12,317 $ 8,902 $ 4,059 $ (20,214 ) $ 5,064 as reportedCorporateacquisitionand ? ? ? 10,645 10,645 integrationcostsCorporatecontingent ? ? ? 2,437 2,437 considerationadjustmentsHarsco CleanEarth Segment ? 114 ? ? 114 integrationcostsOperatingincome (loss) 12,317 9,016 4,059 (7,132 ) 18,260 excludingunusual itemsDepreciation 25,588 5,010 1,258 497 32,353 Amortization 1,970 6,218 85 ? 8,273 Adjusted $ 39,875 $ 20,244 $ 5,402 $ (6,635 ) $ 58,886 EBITDARevenues as $ 222,507 $ 194,098 $ 92,793 $ 509,398 reportedAdjustedEBITDA margin 17.9 % 10.4 % 5.8 % 11.6 %(%)

HARSCO CORPORATIONRECONCILIATION OF ADJUSTED EBITDA AND PROFORMA ADJUSTED EBITDA BY SEGMENT TOOPERATING INCOME (LOSS) AS REPORTED BY SEGMENT(Unaudited)

(In Harsco Harsco Harsco Consolidatedthousands) Environmental Clean Earth Rail Corporate Totals (a)Nine MonthsEnded September 30,2021:Operatingincome (loss) $ 83,788 $ 20,457 $ 15,533 $ (28,815 ) $ 90,963 as reportedCorporatestrategic ? ? ? 3,170 3,170 costsHarscoEnvironmentalSegment (900 ) ? ? ? (900 ) severancecostsOperatingincome (loss) 82,888 20,457 15,533 (25,645 ) 93,233 excludingunusual itemsDepreciation 78,446 14,818 3,651 1,468 98,383 Amortization 6,080 18,179 254 ? 24,513 Adjusted 167,414 53,454 19,438 (24,177 ) 216,129 EBITDAAdjustedEBITDA - ? ? (19,438 ) ? (19,438 ) Harsco RailSegmentCorporateallocation - ? ? ? (3,126 ) (3,126 ) Harsco RailSegmentProformaAdjustedEBITDA, $ 167,414 $ 53,454 $ ? $ (27,303 ) $ 193,565 excludingHarsco RailSegmentProformaRevenue,excluding $ 800,433 $ 585,891 $ 1,386,324 Harsco RailSegmentProformaAdjusted 20.9 % 9.1 % 14.0 %EBITDA margin(%) Nine Months Ended September 30, 2020:Operatingincome (loss) $ 36,400 $ 12,945 $ 19,162 $ (58,694 ) $ 9,813 as reportedCorporateacquisitionand ? ? ? 41,584 41,584 integrationcostsHarscoEnvironmentalSegment 5,160 ? ? ? 5,160 severancecostsCorporatecontingent ? ? ? 2,437 2,437 considerationadjustmentsHarsco CleanEarth Segment ? 114 ? ? 114 integrationcostsOperatingincome (loss) 41,560 13,059 19,162 (14,673 ) 59,108 excludingunusual itemsDepreciation 75,626 12,769 3,730 1,531 93,656 Amortization 5,827 16,463 252 ? 22,542 Adjusted 123,013 42,291 23,144 (13,142 ) 175,306 EBITDAAdjustedEBITDA - ? ? (23,144 ) ? (23,144 ) Harsco RailSegmentCorporateallocation - ? ? ? (3,126 ) (3,126 ) Harsco RailSegmentProformaAdjustedEBITDA, $ 123,013 $ 42,291 $ ? $ (16,268 ) $ 149,036 excludingHarsco RailSegmentProformaRevenue,excluding $ 668,057 $ 434,489 $ 1,102,546 Harsco RailSegmentProformaAdjusted 18.4 % 9.7 % 13.5 %EBITDA margin(%) Twelve Months Ended December 31, 2020:Operatingincome (loss) $ 59,006 $ 16,096 $ 20,219 $ (74,240 ) $ 21,081 as reportedCorporateacquisitionand ? ? ? 48,493 48,493 integrationcostsHarscoEnvironmentalSegment 7,399 ? ? ? 7,399 severancecostsCorporatecontingent ? ? ? 2,301 2,301 considerationadjustmentsHarsco CleanEarth Segment ? 1,859 ? ? 1,859 integrationcostsOperatingincome (loss) 66,405 17,955 20,219 (23,446 ) 81,133 excludingunusual itemsDepreciation 100,971 17,450 5,113 2,022 125,556 Amortization 7,825 22,814 337 ? 30,976 Adjusted 175,201 58,219 25,669 (21,424 ) 237,665 EBITDAAdjustedEBITDA - ? ? (25,669 ) ? (25,669 ) Harsco RailSegmentCorporateallocation - ? ? ? (4,168 ) (4,168 ) Harsco RailSegmentProformaAdjustedEBITDA, $ 175,201 $ 58,219 $ ? $ (25,592 ) $ 207,828 excludingHarsco RailSegmentProformaRevenue,excluding $ 914,445 $ 619,588 $ 1,534,033 Harsco RailSegmentProformaAdjusted 19.2 % 9.4 % 13.5 %EBITDA margin(%)

(a) The Company's acquisition of ESOL closed on April 6, 2020.

HARSCO CORPORATIONRECONCILIATION OF CONSOLIDATED ADJUSTED EBITDA TO CONSOLIDATEDINCOME (LOSS) FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

Three Months Ended September 30(In thousands) 2021 2020Consolidated income (loss) from continuing $ 10,960 $ (6,604 ) operations Add back (deduct): Equity in (income) loss of unconsolidated 293 (9 ) entities, netIncome tax (benefit) expense 6,989 (1,654 ) Defined benefit pension income (3,906 ) (1,859 ) Unused debt commitment fees, amendment fees and 198 ? loss on extinguishment of debtInterest expense 16,004 15,794 Interest income (618 ) (604 ) Depreciation 33,479 32,353 Amortization 8,114 8,273 Unusual items: Corporate strategic costs 1,489 ? Harsco Environmental Segment severance costs (900 ) ? Corporate acquisition and integration costs ? 10,645 Corporate contingent consideration adjustments ? 2,437 Clean Earth Segment integration costs ? 114 Consolidated Adjusted EBITDA $ 72,102 $ 58,886

HARSCO CORPORATIONRECONCILIATION OF CONSOLIDATED ADJUSTED EBITDA TO CONSOLIDATEDINCOME (LOSS) FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

Nine Months Ended September 30(In thousands) 2021 2020Consolidated income (loss) from continuing $ 30,007 $ (23,903 ) operations Add back (deduct): Equity in (income) loss of unconsolidated 488 (176 ) entities, netIncome tax (benefit) expense 19,782 (4,640 ) Defined benefit pension income (11,833 ) (5,171 ) Unused debt commitment and amendment fees 5,506 1,920 Interest expense 48,854 43,396 Interest income (1,841 ) (1,613 ) Depreciation 98,383 93,656 Amortization 24,513 22,542 Unusual items: Corporate strategic costs 3,170 ? Harsco Environmental Segment severance costs (900 ) ? Corporate acquisition and integration costs ? 41,584 Harsco Environmental Segment severance costs ? 5,160 Corporate contingent consideration adjustments ? 2,437 Harsco Clean Earth Segment integration costs ? 114 Consolidated Adjusted EBITDA $ 216,129 $ 175,306

HARSCO CORPORATIONRECONCILIATION OF PROJECTED CONSOLIDATED ADJUSTED EBITDA TO PROJECTED CONSOLIDATED INCOME FROM CONTINUING OPERATIONS (a)(Unaudited) Projected Projected Three Months Twelve Months Ending Ending December 31 December 31 2021 2021 (In millions) Low High Low High Consolidated income from continuing $ ? $ 2 $ 20 $ 22 operations Add back (deduct): Income tax expense ? 6 17 23 Equity loss of unconsolidated ? ? 1 1 entities, netNet interest 16 16 63 63 Defined benefit pension income (4 ) (4 ) (16 ) (16 ) Depreciation and amortization 42 42 161 161 Unusual items: Corporate strategic costs ? ? 3 3 Harsco Environmental Segment ? ? (1 ) (1 ) severance costsConsolidated Adjusted EBITDA $ 55 (b) $ 62 $ 248 $ 256 (b)

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

HARSCO CORPORATIONRECONCILIATION OF FREE CASH FLOW TO NET CASH PROVIDED BY OPERATING ACTIVITIES (Unaudited) Three Months Ended Nine Months Ended September 30 September 30(In thousands) 2021 2020 2021 2020Net cash providedby operating $ 33,220 $ 20,755 $ 46,750 $ 42,276 activitiesLess capital (40,861 ) (27,883 ) (109,507 ) (79,096 ) expendituresLess expendituresfor intangible (155 ) (127 ) (287 ) (169 ) assetsPlus capitalexpenditures for 1,185 603 2,983 1,967 strategic ventures(a)Plus total proceedsfrom sales of 5,470 521 15,512 4,473 assets (b)Plustransaction-related 784 10,732 18,788 26,672 expenditures (c)Plus taxes paid on ? 13,809 ? 14,185 sale of businessFree cash flow $ (357 ) $ 18,410 $ (25,761 ) $ 10,308

(a) Capital expenditures for strategic ventures represent the partners share of capital expenditures in certain ventures consolidated in the Companys 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 acquisition and divestiture transactions and costs at Corporate associated with amending the Company's existing Senior Secured Credit Facilities.

HARSCO CORPORATIONRECONCILIATION OF PROJECTED FREE CASH FLOW TO PROJECTED NET CASH PROVIDED BYOPERATING ACTIVITIES (Unaudited) Projected Twelve Months Ending December 31 2021(In millions) Low HighNet cash provided by operating activities $ 91 $ 111 Less capital expenditures (161 ) (171 )Plus total proceeds from asset sales and capital 21 21 expenditures for strategic venturesPlus transaction related expenditures 19 19 Free cash flow (30 ) (20 )Less: Harsco Rail Segment free cash flow (35 ) (35 )Free cash flow from continuing operations 5 15 Add growth capital expenditures 50 50 Free cash flow before growth capital expenditures from 55 65 continuing operations