Form 8-K - Current report

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):			November 20, 2024

INNOVATE CORP.

(Exact name of registrant as specified in its charter)


Delaware	001-35210	54-1708481
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)


295 Madison Avenue, 12th Fl
New York,, NY						10017
(Address of principal executive offices)						(Zip Code)


Registrant’s telephone number, including area code:						(212) 235-2691

Former name or former address, if changed since last report

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
Common Stock, par value $0.001 per share	VATE	New York Stock Exchange
Preferred Stock Purchase Rights	N/A	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 8.01. Other Events.

On November 20, 2024, INNOVATE Corp. (“INNOVATE” or the “Company”) issued a press release titled “INNOVATE Corp. Portfolio Company R2 Technologies Announces Another Record-Breaking Quarter and Partnerships with Woodhouse Spas and Top Skincare Brands”. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.			Description
99.1			Press release dated November 20, 2024 , titled "INNOVATE Corp. Portfo lio Company R2 Technologies Announces Another Record-Breaking Quarter and Partnerships with Woodhouse Spas and Top Skincare Brands ”
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: November 20, 2024

INNOVATE Corp. (Registrant)

By:

/s/ Michael J. Sena

Name: Michael J. Sena

Title: Chief Financial Officer


			Exhibit 99.1

INNOVATE Corp. Portfolio Company R2 Technologies Announces Another Record-Breaking Quarter and Partnerships with Woodhouse Spas and Top Skincare Brands.

NEW YORK, November 20, 2024 -- R2 Technologies, Inc., the world leader in CryoAesthetics® with its cutting-edge Glacial Skin systems (“R2”), a portfolio company of INNOVATE Corp. (NYSE: VATE) (“INNOVATE” or the “Company”) announced today that it has achieved several impressive milestones during 2024. The growing momentum of the brand coupled with recent key partnerships has positioned the company for substantial growth across the aesthetics and wellness sectors.

Celebrating the one-year anniversary of the Glacial fx platform launch, R2 Technologies has seen unparalleled success, recording a 294% increase in worldwide Glacial Skin system unit sales over the same period last year. The Glacial Rx and Glacial fx systems have played a pivotal role in expanding the company's reach into wellness, skincare clinics, luxury spas and hotels, including a notable new partnership with Woodhouse Spas, one of the country's leading luxury spa brands of almost 100 locations nationwide.

With the versatility of Glacial Skin’s controlled cooling technology, the Glacial Gloss and Glacial Glide treatments can be paired with different skincare products. R2 has established partnerships and protocols with several leading skincare brands, such as Epicutis, iS CLINICAL, BABOR, and BioSkin Aesthetics. This improves the personalization and customization of the Glacial Skin offering, ultimately enhancing the client experience and allowing providers to effectively manage chronic and acute inflammation.

"Our Q2 and Q3 results are a testament to the growing demand for our innovative CryoAesthetics® solutions and the hard work of our dedicated team," said Tim Holt, CEO at R2 Technologies. "We're not just seeing growth; we're witnessing a revolution in how people approach skin health and aesthetics. We’re also incredibly excited to partner with Woodhouse Spas to bring Glacial Skin to their loyal client base, and we’re equally thrilled about our recent integration of many top skincare brands into our treatment protocols, which is a game-changing development for our existing and future Glacial Skin providers."

The Glacial Skin platforms continue to transform skin inflammation treatments into everyday clinical practice. Providers using Glacial Skin systems have seen a 168% increase in patients treated, with a 58% increase in average monthly utilization per Glacial Skin provider compared to the previous year. The Glacial Glide treatment has also become increasingly popular before injectables, providing comfort, less downtime, and as an anesthetic. Additionally, the company launched a colder version of the Glacial Glide Rx protocol, expanding the capabilities of the Glacial Rx system to treat a broader range of skin inflammation cases.

R2 Technologies has further solidified its leadership position in CryoAesthetics® by introducing the Glacialist Ambassador Program. This initiative brings together a community of expert professionals dedicated to advancing the technology and best practices in CryoAesthetics®. One of the ambassadors, Candace Marino, also known as The L.A. Facialist, praised the impact of the Glacial Skin devices on both her practice and her clients:

"I've seen devices come to market year after year, but I've never seen one that benefits every skin condition and does it safely. I firmly believe that inflammation is the root cause of skin aging, and all the

conditions people typically want to work on. This device has not only changed the lives of so many of my clients but has transformed my practice and the way I treat skin conditions and overall aging."

The company's efforts to expand its brand presence have also paid off. In Q3, R2 Technologies saw an astonishing 4,086% increase in social media mentions and achieved record-breaking highs in Instagram, TikTok, Facebook, and LinkedIn impressions. The surge in follower gains and social reach has amplified awareness of the Glacial Skin systems, driving continued momentum and growth.

As R2 Technologies heads into the final stretch of 2024, its innovative products, industry leadership, and strong partnerships position it for continued success. With groundbreaking treatments and a passionate community of professionals, R2 Technologies is setting new standards in skincare, wellness and CryoAesthetics®.

Visit glacialskin.com for more information about R2 Technologies and its innovative Glacial® Skin platforms and to find a provider near you.

About INNOVATE

INNOVATE Corp. 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 4,000 people across its subsidiaries. For more information, please visit: www.INNOVATECorp.com.

About R2 Technologies, Inc.

Headquartered in Silicon Valley, R2 Technologies is the world leader in CryoAesthetics® medical devices. Founded in 2014 by Pansend Life Sciences LLC, Blossom Innovations LLC, and Massachusetts General Hospital, R2 Technologies has pioneered the development of Glacial® Skin platforms for precision contact cooling of the skin, which has been shown to reduce inflammation and brighten the skin.

R2 Technologies' product lineup includes Glacial® Rx, Glacial® fx, and Glacial® Spa, with an exciting pipeline of future innovations in development. The company's strategic partnership with Huadong Medicine Co., Ltd. has further accelerated its growth and market presence.

To learn more about R2 Technologies, treatment offerings, and providers, visit glacialskin.com and follow the company on LinkedIn and Instagram.

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, such as the expected timing of the reverse stock split, the impact of the reverse stock split on the Company’s share price, and the Company’s ability to meet the minimum per share bid price requirement for continued listing on the NYSE. 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 INNOVATE’s ability to continue to comply with applicable listing standards of the NYSE and the other factors under the heading “Risk Factors” set forth in

INNOVATE’s Annual Report on Form 10-K, as supplemented by INNOVATE’s quarterly reports on Form 10-Q. Such filings are available on our 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.

Investor Contact:

Solebury Strategic Communications

Anthony Rozmus

ir@innovatecorp.com

(212) 235-2691

Cover	Nov. 20, 2024
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Nov. 20, 2024
Entity Registrant Name	INNOVATE CORP.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35210
Entity Tax Identification Number	54-1708481
Entity Address, Address Line One	295 Madison Avenue
Entity Address, Address Line Two	12th Fl
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10017
City Area Code	212
Local Phone Number	235-2691
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001006837
Common Stock, par value $0.001 per share
Document Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	VATE
Security Exchange Name	NYSE
Preferred Stock Purchase Rights
Document Information [Line Items]
Title of 12(b) Security	Preferred Stock Purchase Rights
Security Exchange Name	NYSE
No Trading Symbol Flag	true