INNOVATE (VATE) Registration filing summary

Company overview and business model

• Diversified holding company with subsidiaries in Infrastructure, Life Sciences, and Spectrum, plus an Other segment for non-reportable businesses.

• Currently undergoing major asset sales: definitive agreements to sell Infrastructure (DBMG) and Spectrum segments.

• Post-sale, operations will focus on minority interests, Life Sciences, and limited Other segment activities.

• Board is evaluating strategic alternatives but has not committed to new acquisitions or investments.

Financial performance and metrics

• Infrastructure segment generated $1,210.3M revenue in 2025 and $771.9M for the first half of 2026.

• Spectrum segment generated $23.2M in 2025 and $10.7M for the first half of 2026.

• These segments represented nearly all consolidated revenue; post-sale, remaining operations generate only a small fraction of prior revenue.

Use of proceeds and capital allocation

• Net proceeds from securities sales will be used for general corporate purposes, including operations financing and possible debt repayment.

• Proceeds from DBMG Sale must be applied to repay DBMG Credit Agreement, revolving credit, and redeem 2027 Senior Secured Notes; any remaining proceeds may be used for 2027 Convertible Notes.

• Stockholders should not expect to receive distributions from asset sale proceeds.