INNOVATE Corp. (VATE) Form 424B5 — Aug 10, 2026

$VATEForm 424B5Filed Aug 10, 2026, 8:31 AM ET0001006837-26-000078Original filing

INNOVATE Corp. (NYSE: VATE) filed a prospectus supplement on August 10, 2026 establishing an at-the-market equity program to sell up to $31.0 million of common stock through Jefferies LLC, which earns a 3.0% commission on gross proceeds. At the assumed $12.11 reference price, full utilization would issue roughly 2.56 million new shares against 13.64 million outstanding, implying about 19% potential share count dilution.

Key figures

Total Debt: $732.2 million consolidated principal amount outstanding as of June 30, 2026
Gross Proceeds: $31.0 million maximum aggregate offering price
Offering Price: $12.11 assumed reference price (last reported sale on August 7, 2026); ATM sales at prevailing market prices
Shares Offered: Up to 2,559,867 shares if fully sold at $12.11 (program is dollar-based at $31.0 million)
Shares Outstanding: 13641866
Commission Rate: 3.0% of gross proceeds to Jefferies
Estimated Net Proceeds: $29.2 million if fully sold at $12.11 after commissions and expenses
Estimated Offering Expenses: $0.7 million
Spectrum Bridge Loan Facility: $105 million
Dbmg Ownership Stake Being Sold: 91.21%
Potential Share Count Increase: ~18.8% if fully subscribed (derived from stated share counts)
Dilution Per Share New Investors: $41.73 per share at assumed $12.11 price
Net Tangible Book Value Per Share: $(37.32) as of June 30, 2026
Spectrum Segment Revenue FY2025: $23.2 million
Historical Net Tangible Book Value: $(509.1) million
Spectrum Segment Revenue H1 FY2026: $10.7 million
Jefferies Counsel Reimbursement Cap: $125,000
Infrastructure Segment Revenue FY2025: $1,210.3 million
Adjusted Net Tangible Book Value Per Share: $(29.62) pro forma for full offering
Infrastructure Segment Revenue H1 FY2026: $771.9 million
Debt Milestone Asset Sale Net Proceeds Requirement: $150 million under 2027 Senior Secured Notes indenture

Price after filing

1 day: +5.0%7 days: +6.0%30 days: -1.4%

Close on the filing date to close N calendar days later (from $7.13). Historical, not a forecast.

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