INNOVATE shifts TV unit control, wipes $105M debt
Rhea-AI Filing Summary
INNOVATE Corp. (VATE) has closed the previously announced sale of a controlling interest in its Broadcasting segment to CONX Corp. via the merger of HC2 Broadcasting Holdings Inc. into a CONX subsidiary, leaving CONX with 75% and INNOVATE with 25% of the surviving entity, subject to post‑closing adjustments. As part of the transaction, a $105 million bridge loan facility and accrued interest were extinguished, and CONX committed to fund up to $75 million of equity into HC2, with about $3.7 million funded at closing.
The filing also reports a Tenth Amendment to INNOVATE’s MSD Credit Agreement, extending its maturity to December 31, 2026. INNOVATE’s subsidiary holds an option for 18 months to acquire up to an additional 15% ownership in the HC2 surviving entity, while a CONX affiliate holds a two‑year option from May 29, 2026 to acquire up to 80.1% of HC2’s equity; INNOVATE will receive cash proceeds from the Broadcasting transaction only if that CONX affiliate option is exercised.
Positive
- $105 million bridge loan and accrued interest tied to the Broadcasting segment were extinguished at closing, reducing that business’s debt burden.
- CONX committed up to $75 million of equity funding into HC2, supporting the Broadcasting business’s capital needs without direct funding from INNOVATE.
- INNOVATE retains a 25% ownership interest in HC2 plus an 18‑month option to acquire up to an additional 15%, preserving potential upside participation.
- The MSD Credit Agreement maturity was extended to December 31, 2026, improving near‑term refinancing flexibility.
Negative
- INNOVATE no longer controls its Broadcasting segment, holding only 25% of HC2 while CONX owns 75%.
- INNOVATE will receive no immediate cash proceeds from the Broadcasting transaction and will only receive cash if a CONX affiliate exercises its option to acquire additional HC2 equity.
Filing Explained
CONX now controls HC2’s three-member board, while INNOVATE’s debt maturity moves to December 31, 2026.
As a Form 8-K, this filing reports that the Broadcasting transaction completed on
The new LLC has a three-member board with two CONX appointees and one INNOVATE appointee, so CONX controls the business while INNOVATE retains specified minority protections.
Separately, the company amended its MSD Credit Agreement on
If the CONX affiliate exercises its option, it must first acquire CONX’s interest and then acquire enough of INNOVATE’s interest to reach 80.1%; INNOVATE may instead require the affiliate to buy all of its remaining HC2 interest.
The remaining portion of CONX’s up-to-
8-K Event Classification
5 items: 1.01, 1.02, 2.01, 7.01, 9.01
5 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 1.02
Termination of a Material Definitive Agreement
Business
A significant contract was terminated, which may affect business operations or revenue.
Item 2.01
Completion of Acquisition or Disposition of Assets
Financial
The company completed a significant acquisition or sale of business assets.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Bridge Loan Facility: $105 million
CONX Equity Commitment: $75 million
Equity Funded at Closing: $3.7 million
+5 more
8 metrics
Bridge Loan Facility
$105 million
Aggregate principal amount of the HC2 bridge loan facility extinguished at merger closing
CONX Equity Commitment
$75 million
Maximum equity CONX committed to fund into HC2, with about $3.7 million funded at closing
Equity Funded at Closing
$3.7 million
Approximate portion of the CONX equity commitment funded at the HC2 merger closing
HC2 Ownership – CONX
75%
Ownership interest in the HC2 surviving entity held by CONX after the merger
HC2 Ownership – INNOVATE
25%
Ownership interest in the HC2 surviving entity retained by INNOVATE after the merger
INNOVATE Option Size
15%
Maximum additional equity in the HC2 surviving entity INNOVATE may acquire within 18 months
CONX Affiliate Option Threshold
80.1%
Maximum fully diluted equity interest in HC2 a CONX affiliate may acquire within two years
MSD Credit Agreement Maturity
December 31, 2026
New maturity date after the Tenth Amendment to the MSD Credit Agreement
Key Terms
Bridge Loan Facility, Limited Liability Company Agreement, tag‑along rights, drag‑along rights, +2 more
6 terms
Bridge Loan Facility financial
"provided for a bridge loan facility in an aggregate principal amount of $105 million"
A bridge loan facility is short-term financing that helps a company cover an immediate cash need while it arranges longer-term funding, like a temporary bridge spanning a river until a permanent road is built. For investors, it matters because it signals short-term liquidity pressure or planned transactions, can carry higher interest or fees, and may affect future equity or debt terms if the company must refinance, dilute shares, or accept tighter covenants.
Limited Liability Company Agreement regulatory
"entered into a limited liability company agreement (the “LLC Agreement”)"
A limited liability company agreement is the legal contract that lays out who owns a limited liability company, how it is run, how profits and losses are shared, and the rules for major decisions, transfers and exits. For investors it functions like an operating manual or roadmap: it determines control rights, payout priority, dispute resolution and protections against personal liability, so it directly affects risk, governance and how and when investors can realize returns.
tag‑along rights financial
"including, but not limited to, tag‑along rights, drag‑along rights and rights of first offer"
drag‑along rights financial
"including, but not limited to, tag‑along rights, drag‑along rights and rights of first offer"
preemptive rights financial
"contains customary provisions regarding capital contributions, preemptive rights and transfers"
A shareholder's preemptive rights are contractual or legal rights to buy new shares first when a company issues more stock, so existing owners can maintain their percentage ownership and voting power. Think of it like getting first dibs on extra slices when a pie is cut again: it limits dilution of ownership and influence by letting current holders purchase enough new shares to keep their stake from shrinking.
Option Agreement financial
"pursuant to the Option Agreement, dated as of May 29, 2026"
An option agreement is a contract that gives one party the right, but not the obligation, to buy or sell a specific asset (like company shares or property) at a pre-agreed price within a set time period. Think of it like a reservation or ticket that holds a purchase at today’s terms for later — it matters to investors because it can create potential future value or liability, change ownership stakes, and affect share dilution and company control.
FAQ
What transaction involving the Broadcasting segment did INNOVATE Corp. (VATE) complete?
INNOVATE completed a merger in which CONX acquired a controlling interest in HC2 Broadcasting Holdings Inc., its Broadcasting segment holding company. CONX now owns 75% of the surviving entity and INNOVATE retains 25%, both subject to post‑closing adjustments.
How does the CONX deal affect INNOVATE’s ownership in HC2?
After closing, CONX holds a 75% ownership interest in HC2 and INNOVATE holds 25%, subject to potential reduction from adjustments. INNOVATE also has an 18‑month option to acquire up to an additional 15% of the surviving entity’s equity on a fully diluted basis.
What new capital commitment did CONX make to HC2 in the INNOVATE transaction?
CONX committed to fund up to $75 million of equity into HC2, with approximately $3.7 million funded at closing and the remaining amount payable over time, subject to post‑closing purchase price, expense, and indemnification adjustments.
Will INNOVATE Corp. receive cash proceeds from selling control of its Broadcasting segment?
INNOVATE states it will not receive any cash proceeds from the transaction unless a CONX affiliate exercises its option to acquire up to 80.1% of HC2’s equity, which would include acquiring interests from both CONX and INNOVATE.
What changes were made to INNOVATE’s MSD Credit Agreement in this filing?
INNOVATE and MSD PCOF Partners IX, LLC entered into a Tenth Amendment to the MSD Credit Agreement on August 28, 2026, extending the credit agreement’s maturity to December 31, 2026.
What governance structure was set for HC2 Broadcasting Holdings LLC after the transaction?
Following conversion to an LLC, HC2 Broadcasting Holdings LLC is managed by a three‑member board: two directors appointed by CONX Broadcast and one by HC2 Holdco. The INNOVATE-appointed director’s consent is required for certain fundamental actions under the LLC Agreement.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of Earliest Event Reported): | |||||
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
| Registrant’s telephone number, including area code: | ( | |||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||
| N/A | ||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | | |||||||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ | ||||
| Item 1.01 | Entry into a Material Definitive Agreement | ||||
Tenth Amendment to Credit Agreement
On August 28, 2026, INNOVATE Corp. (the “Company”) and MSD PCOF Partners IX, LLC (“MSD”) entered into a Tenth Amendment to Credit Agreement to extend the maturity of the Company’s existing credit agreement, dated as of March 13, 2020, by and among the Company, the guarantors named therein and MSD (the “MSD Credit Agreement”), to December 31, 2026.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Tenth Amendment to Credit Agreement, which has been filed as Exhibit 10.1 hereto and which is incorporated by reference herein.
Limited Liability Company Agreement
On September 1, 2026, the Company completed its previously announced disposition of a controlling interest in its Broadcasting segment through the merger (the “Merger”) of HC2 Broadcasting Holdings Inc. (“HC2”) that is described below under Item 2.01. Following the consummation of the Merger, on September 2, 2026, HC2 was converted into a Delaware limited liability company (the “Conversion”) in accordance with the Merger Agreement (as defined below), with the name HC2 Broadcasting Holdings LLC (the “Holdings LLC”). In connection with the Conversion, Holdings LLC, CONX Broadcast Group, LLC (“CONX Broadcast”) and HC2 Broadcasting Holdco, LLC (“HC2 Holdco”), an indirect subsidiary of the Company, entered into a limited liability company agreement (the “LLC Agreement”), which sets forth certain rights and obligations of Holdings LLC, CONX Broadcast and HC2 Holdco with respect to Holdings LLC.
The LLC Agreement provides for the management of Holdings LLC by a three‑member board of directors (the “HC2 Board”), consisting of two directors appointed by CONX Broadcast and one director appointed by HC2 Holdco (the “Innovate Director”). Pursuant to the LLC Agreement, CONX Broadcast is entitled to appoint a majority of the HC2 Board. The LLC Agreement contains certain minority protections for HC2 Holdco, including the requirement for the Innovate Director to provide consent for certain fundamental actions. The LLC Agreement also contains customary provisions regarding capital contributions, preemptive rights and transfers, including, but not limited to, tag‑along rights, drag‑along rights and rights of first offer, in each case subject to the terms and conditions set forth in the LLC Agreement.
The foregoing description of the LLC Agreement does not purport to be complete and is subject to, and is qualified in its entirety by, the full text of the LLC Agreement, a copy of which is filed as Exhibit 10.2 hereto and incorporated by reference herein.
| Item 1.02 | Termination of a Material Definitive Agreement | ||||
The information contained in Item 2.01 relating to the New Loan Agreement (as defined below) is hereby incorporated by reference into this Item 1.02.
| Item 2.01 | Completion of Acquisition or Disposition of Assets | |||||||
On September 1, 2026, the Company completed the previously announced Merger of HC2 Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), with and into HC2, pursuant to the Agreement and Plan of Merger, dated as of May 29, 2026 (the “Merger Agreement”), by and among HC2, HC2 Holdco, Merger Sub and CONX Corp., a Nevada corporation (“CONX”). HC2 survived the Merger as an indirect subsidiary of CONX (the “Surviving Entity”) and, as described above under Item 1.01, was subsequently converted into Holdings LLC pursuant to the Conversion.
At the closing of the Merger, the shares of common stock of HC2 (other than shares held by Merger Sub) were converted into the right to receive 25% of the shares of common stock of the Surviving Entity outstanding immediately following the closing, subject to certain post-closing adjustments as set forth in the Merger Agreement. The membership interests of Merger Sub outstanding immediately prior to the closing were converted into 75% of the shares of common stock of the Surviving Entity outstanding immediately following the closing, subject to certain post-closing adjustments as set forth in the Merger Agreement, representing the value attributable to (i) the extinguishment of the loans under the Bridge Loan Facility (as defined below) and (ii) the funding of up to an aggregate $75 million in equity commitments by CONX in favor of the Surviving Entity from time to time, approximately $3.7 million of which was funded at the closing and the balance of which is payable from time to time following the closing, which equity commitments are subject to certain adjustments as set forth in the Merger Agreement.
Upon consummation of the Merger, the loans (including all accrued and capitalized interest) under the Loan Agreement, dated as of May 29, 2026 (the “New Loan Agreement”), by and between HC2, as borrower, and Merger Sub, as lender, which provided for a bridge loan facility in an aggregate principal amount of $105 million (the “Bridge Loan Facility”), were extinguished in full and the New Loan Agreement was terminated.
As previously announced, the Company’s indirect subsidiary, HC2 Holdco, holds the option, pursuant to the Option Agreement, dated as of May 29, 2026 (the “Option Agreement”), to purchase from CONX, from time to time, up to an aggregate of 15% of the equity interests in the Surviving Entity, on a fully diluted basis, at any time during the 18-month period following the closing date of the Merger, subject to the terms and conditions of the Option Agreement. Additionally, as previously announced, CONX and the Company have granted an affiliate of CONX the option, pursuant to a letter agreement dated as of May 29, 2026 (the “CONX Affiliate Letter Agreement”) to acquire up to 80.1% of the equity interests of HC2, on a fully diluted basis, at any time during the two-year period following the date of the CONX Affiliate Letter Agreement, subject to the terms and conditions of the CONX Affiliate Letter Agreement.
The foregoing descriptions of the Merger, the Merger Agreement, the Option Agreement and the CONX Affiliate Letter Agreement and the transactions contemplated thereby do not purport to be complete and are qualified in their entirety by reference to the full text of the Merger Agreement, the Option Agreement and the CONX Affiliate Letter Agreement, copies of which were filed as Exhibits 2.1, 10.5 and 10.6, respectively, to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on June 1, 2026, which are incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure | ||||
On September 1, 2026, the Company issued a press release announcing the closing of the Merger. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
Forward Looking Statements
Certain statements in this Current Report on Form 8-K may constitute “forward-looking statements” within the meaning of the federal securities laws, including statements regarding the anticipated benefits of the Merger to the Company and its stockholders; potential adjustments to ownership interests in the Surviving Entity; the Company’s potential exercise of the option under the Option Agreement to acquire additional ownership in the Surviving Entity or the potential exercise of the option granted to an affiliate of CONX under the CONX Affiliate
Letter Agreement to acquire additional ownership; future funding of equity commitments by CONX in favor of the Surviving Entity from time to time; the future business, operations and prospects of the Surviving Entity following the Merger; and the Company’s strategies with respect to its capital structure. Such statements are not guarantees of future performance, and the Company’s actual results may differ materially from those set forth in the forward-looking statements. All of these forward-looking statements are subject to risks and uncertainties that may change at any time, including, but not limited to (i) the risk that the anticipated benefits of the Merger are not realized; (ii) litigation; (iii) the Company's ability to exercise the option under the Option Agreement on favorable terms or at all; (iv) the effect of the completion of the Merger on the Company’s or the Surviving Entity’s business; (v) the performance of the Surviving Entity; (vi) macroeconomic conditions and changes in applicable law or regulation; and (vii) the other factors under the heading “Risk Factors” set forth in the Company’s Annual Report on Form 10-K and in the Company’s Prospectus Supplement dated August 10, 2026, which are available on the Company’s website or at www.sec.gov. The Company cautions readers not to place undue reliance on these statements, which speak only as of the date of this Current Report on Form 8-K. The Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect subsequent developments, events or circumstances, except as may be required under applicable securities laws.
| Item 9.01 | Financial Statements and Exhibits. | ||||
(b) Pro Forma Financial Information
Unaudited pro forma condensed consolidated financial information of the Company giving effect to the Merger was previously filed as Exhibit 99.2 to the Company's Current Report on Form 8-K filed with the SEC on August 10, 2026 and is incorporated herein by reference.
(d) Exhibits
Exhibit No. | Description | ||||
| 2.1* | Agreement and Plan of Merger, dated as of May 29, 2026, among CONX Corp., HC2 Merger Sub, LLC, HC2 Broadcasting Holdco, LLC and HC2 Broadcasting Holdings Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by INNOVATE on June 1, 2026) (File No. 001-35210) | ||||
| 10.1 | Tenth Amendment to Credit Agreement, dated as of August 28, 2026, by and among INNOVATE Corp., the Guarantors named therein and MSD PCOF Partners IX, LLC, relating to the Company’s MSD Credit Agreement | ||||
| 10.2 | Limited Liability Company Agreement of HC2 Broadcasting Holdings LLC, dated as of September 2, 2026 by and among HC2 Broadcasting Holdings LLC, CONX Broadcast Group, LLC and HC2 Broadcasting Holdco LLC. | ||||
| 10.3 | Option Agreement, dated as of May 29, 2026, by and among CONX Corp., HC2 Merger Sub, LLC, HC2 Broadcasting Holdings Inc., HC2 Broadcasting Holdco, LLC and INNOVATE Corp. (incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K filed by INNOVATE on June 1, 2026) (File No. 001-35210) | ||||
| 10.4 | Letter Agreement, dated as of May 29, 2026, by and among CONX Corp., the CONX Affiliate and INNOVATE Corp. (incorporated by reference to Exhibit 10.6 to the Current Report on Form 8-K filed by INNOVATE on June 1, 2026) (File No. 001-35210) | ||||
| 99.1 | Press release issued by INNOVATE Corp., dated September 2, 2026, titled “INNOVATE Announces Closing of the Sale of a Controlling Interest in its Broadcasting Segment to CONX” | ||||
| 99.2 | Unaudited Pro Forma Condensed Consolidated Financial Information of INNOVATE Corp. (incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K filed by INNOVATE on August 10, 2026) (File No. 001-35210) | ||||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document). | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 2, 2026
INNOVATE Corp. (Registrant) | |||||||||||||||||
| By: | /s/ Michael J. Sena | ||||||||||||||||
| Name: Michael J. Sena | |||||||||||||||||
| Title: Chief Financial Officer | |||||||||||||||||
 | Exhibit 99.1 | ||||
INNOVATE Announces Closing of the Sale of a Controlling Interest in its Broadcasting Segment to CONX
NEW YORK, September 2, 2026 (Globe Newswire) – INNOVATE CORP.® (NYSE: VATE) (“INNOVATE” or the “Company”) announced today the successful closing of the previously announced transaction between INNOVATE and CONX Corp. (“CONX”), pursuant to which CONX acquired a controlling interest in HC2 Broadcasting Holdings Inc. (“HC2”), a holding company for INNOVATE’s Broadcasting segment. The transaction follows the completion of the Broadcasting segment’s refinancing announced on June 1, 2026.
CONX has acquired a controlling interest in HC2 and now holds a 75% ownership interest in HC2, while INNOVATE retains a 25% ownership interest, subject to potential reduction in connection with post-closing purchase price adjustments and certain expense and indemnification obligations.
“We are pleased to successfully complete this transaction and further strengthen INNOVATE’s balance sheet and capital structure,” said Paul Voigt, Interim CEO of INNOVATE. “HC2 has built a leading portfolio of television broadcast assets across the United States, and this transaction positions the HC2 business for its next phase of growth while allowing INNOVATE to retain meaningful participation in its future success through our continuing ownership stake.”
HC2 and its subsidiaries have assembled one of the nation’s largest portfolios of Class A and low-power television stations, operating more than 260 broadcast television stations and distributing over 50 broadcast networks across more than 40 states.
As part of the transaction, CONX has committed to fund up to $75 million of equity into HC2, a portion of which was funded at closing and the balance of which is payable following closing subject to potential reduction for post-closing purchase price adjustments and certain expense and indemnification obligations. Additionally, the previously announced $105 million loan agreement entered in connection with the refinancing transaction, together with accrued interest, was extinguished in accordance with the terms of the transaction agreements.
For an 18-month period following the closing, INNOVATE retains the option to acquire up to an additional 15% ownership interest in HC2, on a fully diluted basis, from CONX pursuant to the terms of the transaction agreements.
For a two-year period from May 29, 2026, an affiliate of CONX (the “CONX Affiliate”) retains the option to acquire up to 80.1% of the equity interests of HC2 on a fully-diluted basis. If the CONX Affiliate exercises such option, the CONX Affiliate would first acquire all of the equity interests of HC2 held by CONX, together with an additional amount of equity interests from INNOVATE necessary to reach the 80.1% threshold, subject to INNOVATE’s right to require the CONX Affiliate to instead acquire all of INNOVATE’s remaining equity interests in HC2. INNOVATE will not receive any cash proceeds from the transaction unless the CONX Affiliate exercises this option.
“We appreciate the efforts of everyone involved in bringing this transaction to completion,” added Voigt. “We believe HC2 is well-positioned to capitalize on future opportunities in the evolving broadcast and communications landscape.”
About INNOVATE
INNOVATE is a portfolio of best-in-class assets in three key areas of the new economy – Infrastructure, Life Sciences and Spectrum. Dedicated to stakeholder capitalism, INNOVATE employs approximately 3,700 people across its subsidiaries. For more information, please visit: http://www.innovatecorp.com.
About HC2
HC2 and its subsidiaries strategically acquire and operate over-the-air broadcasting stations across the United States.
About CONX CORP.
CONX is a diversified operating entity seeking opportunities to power the next generation of innovators in communications and connectivity. CONX’s mission is to partner with emerging companies with quality management and strong and differentiated business models with the ability to scale quickly.
Advisors
Cleary Gottlieb Steen & Hamilton LLP is serving as legal advisor to the Company. Dundon Advisers LLC is serving as financial advisor to the Company.
Forward-Looking Statements
Certain statements in this press release may constitute “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements generally relate to future events, including statements regarding the anticipated benefits of the merger to INNOVATE and its stockholders; potential adjustments to ownership interests in HC2; INNOVATE’s potential exercise of the option to acquire additional ownership in HC2, or the option granted to an affiliate of CONX to acquire additional ownership; future funding of equity commitments by CONX in favor of HC2; the future business, operations, and prospects of HC2 following the merger; and INNOVATE’s strategies with respect to its capital structure. You are cautioned that such statements are not guarantees of future performance and that INNOVATE’s actual results may differ materially from those set forth in the forward-looking statements. All of these forward-looking statements are subject to risks and uncertainties that may change at any time. Factors that could cause INNOVATE’s actual expectations to differ materially from these forward-looking statements include, but are not limited to (i) the risk that the anticipated benefits of the merger are not realized; (ii) litigation; (iii) the Company's ability to exercise the option on favorable terms or at all; (iv) the effect of the completion of the merger on INNOVATE’s or HC2’s business; (v) macroeconomic conditions; and (vi) the other factors under the heading “Risk Factors” set forth in INNOVATE’s Annual Report on Form 10-K and in INNOVATE’s Prospectus Supplement dated August 10, 2026, which is available on INNOVATE’s website or at www.sec.gov. You should not place undue reliance on these forward-looking statements, which are made only as of the date of this press release. INNOVATE undertakes no obligation to publicly update or revise forward-looking statements to reflect subsequent developments, events, or circumstances, except as may be required under applicable securities laws.
INNOVATE Investor Contact:
Solebury Strategic Communications
Anthony Rozmus
(212) 235-2691
Email: ir@innovatecorp.com