Earnings Call Transcript - VATE Q3 2025

Operator, Operator

Good afternoon, and welcome to the INNOVATE Corp Third Quarter 2025 Earnings Conference Call. Please note this event is being recorded. I would now like to turn the conference call over to Neel Sikka with Investor Relations. Please go ahead.

Neel Sikka, Investor Relations

Good afternoon. Thank you for being with us to review INNOVATE's third quarter 2025 earnings results. We are joined today by Paul Voigt, INNOVATE's Interim CEO; and Mike Sena, INNOVATE's CFO. We have posted our earnings release and our slide presentation on our website at innovatecorp.com. We will begin our call with prepared remarks to be followed by a Q&A session. This call is also being simulcast and will be archived on our website. During this call, management may make certain statements and assumptions, which are not historical facts, will be forward-looking and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements involve risks, assumptions and uncertainties and are subject to certain assumptions and risk factors that could cause INNOVATE's actual results to differ materially from these forward-looking statements. The risk factors that could cause these differences are more fully discussed in the cautionary statement that is included in our earnings release and the slide presentation and further detailed in our 10-K and other filings with the SEC. In addition, the forward-looking statements included in this conference call are only made as of this date of this call and are stated in our SEC reports. INNOVATE disclaims any intent or obligation to update or revise these forward-looking statements, except as expressly required by law. Management will also refer to certain non-GAAP financial measures such as adjusted EBITDA. We believe that these measures provide useful supplemental data that, while not a substitute for GAAP measures, allow for greater transparency in the review of our financial and operational performance. At this point, it is my pleasure to turn things over to Paul Voigt.

Paul Voigt, Interim CEO

Good afternoon. We are happy to share our third quarter 2025 financial results and provide an update on our three operating segments. INNOVATE posted consolidated revenues of $347.1 million and adjusted EBITDA of $19.8 million for the third quarter of 2025. We are continuing our efforts toward long-term value creation, as seen in our results this quarter. We have made strides in all operational areas, and our commitment to performance is strong. I am proud of the positive energy and momentum our teams have built. Before we begin our segment review, I want to update you on our strategic alternatives and recent refinancing activities. The company has engaged Jefferies & Company to initiate a sales process for DBM as required by our senior note obligations. HC2 Broadcasting Holdings is also working with a banker to explore strategic alternatives based on spectrum debt requirements. We believe the market is favorable for an asset like DBMG, particularly as it is well-positioned to benefit from the positive macro environment in the U.S., where companies continue to reinvest and growth around data centers is expected. Additionally, we notice considerable activity in the spectrum market, which could positively affect options for our Spectrum business. While we maintain a strong focus on exiting our Life Science businesses, we recognize that this process has taken longer than anticipated, but we are determined to unlock the value of these operations. Now, let’s move into our quarterly segment review. In our Subs and Infrastructure, DBM Global reported revenues of $338.4 million and an adjusted EBITDA of $23.5 million. This quarter, DBM experienced gross margin compression year-over-year of about 510 basis points to 13.6%, and adjusted EBITDA margin compression of approximately 200 basis points to 6.9%. Despite these margin decreases, we are impressed with DBMG's performance, reflected in an adjusted backlog increase of roughly $500 million to over $1.6 billion since the end of 2024. We've added $431 million to the adjusted backlog from two newly awarded projects since the third quarter's conclusion. DBM's global revenue performance for the first nine months of 2025 has been strong, with year-to-date revenue reaching $836.4 million. This shows DBM's capability to secure and execute complex projects across its diverse portfolio. We remain optimistic about additional project awards anticipated in the fourth quarter, which would significantly enhance our adjusted backlog and provide better visibility for upcoming quarters. These sales and anticipated awards present substantial opportunities in both the commercial and industrial sectors, reinforcing DBM's leadership and growth trajectory. Our skilled management team focuses on maintaining margin discipline and operational excellence as we prepare for these projects. We expect EBITDA to be slightly below 2024 levels but are encouraged by the momentum building for 2026, driven by the enhancing adjusted backlog and improving market conditions. The majority of our work is associated with infrastructure, data centers, and advanced manufacturing, a trend we anticipate will continue. In the Northeast region, there are positive signs in the commercial market, with several large projects beginning to move ahead. In the Life Sciences segment, MediBeacon is achieving key milestones. On October 21, 2025, it received full regulatory approval from China's National Medical Products Administration for its Lumitrace injection, a non-radioactive, non-iodinated fluorescent agent. This approval sets the stage for the commercial launch of the MediBeacon Transdermal GFR system in China, pairing the Lumitrace injection with the TGFR monitor and sensor. This enables access to a critical health care market, as chronic kidney disease affects about 11% of China's population, equating to around 154 million potential patients who could benefit from better diagnostic tools. MediBeacon's commercial and clinical partnership with Huadong Medicine, established in July 2019, will aid in rolling out the TGFR system in clinics across China, where it is expected to be vital for managing kidney health. Moreover, MediBeacon's transdermal GFR system was featured in the August edition of the Journal of the American Society of Nephrology, a reputable kidney journal. The article presented data showing the effectiveness of the transdermal GFR system in assessing kidney function across various skin types. R2 had another strong quarter with top line revenue of $3.1 million in the third quarter of 2025, an increase from $3 million in the same quarter of 2024. Year-to-date revenues reached $9.4 million, a rise of about 65% from the previous year. This growth was largely driven by heightened demand outside North America, which surged 206% in revenue for the first nine months of 2025 compared to 2024, corresponding with a 392% increase in system sales for the same period. R2 currently has a backlog of roughly 70 units globally. With this significant backlog, increasing consumable revenues from a growing installed base, and new market openings in Bolivia, the Netherlands, and Belgium, we expect R2 to finish the year on a high note. We are pleased with their progress despite market challenges. Our two providers love Glacial Skin due to its unique cooling control for inflammation, skin brightening, and pigment correction, all without downtime. Glacial Skin devices yield impressive results for clients and strong business outcomes for providers. In the third quarter of 2025, patient treatments rose by 102%, and average monthly utilization per provider increased by 24% compared to the same period the previous year. Rising brand awareness for Glacial Skin is proving to be a strong sales motivator, with social media engagement surpassing industry competitors by 3,687%. For the nine months of 2025, R2 experienced year-over-year increases of 88% in patient provider searches and 127% in website users. Our confidence in R2's significant market opportunity remains robust, and we are pleased with the company’s achievements. Over the past year, we have been particularly impressed with R2's advancements. Moving on to Spectrum, third quarter revenues were $5.6 million, with adjusted EBITDA of $1 million. Spectrum enhanced its content portfolio this quarter with several exciting new network launches. The successful debut of Lionsgate's MovieSphere Gold Channel on August 1 featured HC2 Broadcasting as a principal distributor. In October, we introduced Sports First, an engaging sports news channel now available in 45 U.S. markets. Looking ahead, Black Vision, a new entertainment network, will be distributed exclusively by HC2 Broadcasting through over-the-air and streaming platforms. These additions highlight our dedication to providing diverse, high-quality content while broadening our reach in key audience segments. Although Spectrum is facing a challenging advertising market with ongoing softness in ad sales, new network launches are in progress, and fourth quarter ad sales are beginning to show strength. We are making significant strides in next-generation broadcast technology through our collaboration with a major mobile carrier. The team has been optimizing software and service performance over the last three months. We will conduct extensive trials for large enterprise clients to showcase the technology's unique capabilities during live sports events. We are actively seeking broader applications with hospitals, government responders, utilities, and automotive manufacturers. Our FCC petition for the voluntary conversion of LPTV stations to 5G broadcast has received considerable support from industry stakeholders, though progress has momentarily stalled due to the government shutdown. Now, I will turn it over to Mike for a review of our financial and capital structure.

Michael Sena, CFO

Thanks, Paul. Consolidated total revenue for the third quarter of 2025 was $347.1 million, an increase of 43.3% compared to $242.2 million in the prior year period. The increase was primarily driven by our Infrastructure segment, which was partially offset by a decrease in our Spectrum segment. Net loss attributable to common stockholders and participating preferred stockholders for the third quarter of 2025 decreased to $9.4 million or $0.71 per fully diluted share compared to $15.3 million or $1.18 per fully diluted share in the prior year period. Total adjusted EBITDA was $19.8 million in the third quarter of 2025, an increase from $16.8 million in the prior year period. The increase was primarily driven by our Infrastructure, nonoperating corporate, and Life Sciences segments, which was partially offset by our Spectrum segment. At Infrastructure, revenue increased 45.4% to $338.4 million from $232.8 million in the prior year quarter. This increase was primarily driven by the timing and size of projects at DBMG's commercial structural steel fabrication and erection business and a slight increase at Banker Steel, which had increased activity subsequent to the comparable period on certain large commercial construction projects as several projects progressed into more advanced phases of fabrication and erection during the current year period. These increases were partially offset by the industrial maintenance and repair business due to increased activity in the comparable period on certain large commercial construction and industrial maintenance projects that have since been completed. Infrastructure adjusted EBITDA for the third quarter of 2025 increased to $23.5 million from $20.9 million in the prior year period. The increase was primarily driven by the increase in revenue and gross profit at DBMG's commercial structural steel fabrication and erection business, which had increased activity subsequent to the comparable period on certain large commercial construction projects and an improvement in gross profit at Banker Steel and a decrease in recurring SG&A expenses, primarily due to a decrease in compensation-related expenses and consulting fees. These increases were partially offset by the decrease in revenue and gross profit at the industrial maintenance and repair business due to increased activity in the comparable period on certain large commercial construction and industrial maintenance projects that have since been completed. As of September 30, 2025, reported backlog was $1.5 billion and adjusted backlog, which takes into consideration awarded but not yet signed contracts, was $1.6 billion compared to reported backlog of $1 billion and adjusted backlog of $1.1 billion at the end of 2024. DBMG ended the quarter with $104.1 million in principal amount of debt, which is a decrease of $40.6 million from the end of 2024, primarily driven by its refinancing and a decrease in their credit line. As a reminder, the credit line balance tends to fluctuate based on the timing of DBMG collections. At the end of the third quarter, the balance dipped due to collection timing. However, we anticipate it to increase by the end of the year to support net working capital needs as the backlog expands. At Life Sciences, revenue increased 3.3% to $3.1 million from $3 million in the prior year quarter. The increase in revenue was attributable to R2, primarily driven by increases in Glacial Spa unit sales and Glacial FX unit sales outside of North America as well as an increase in consumable sales in North America. The increase was mostly offset by a decrease in Glacial FX unit sales in North America and a decrease in consumable sales outside of North America. Life Sciences adjusted EBITDA losses decreased for the quarter, which was primarily driven by a reduction in compensation-related expenses at Pansend. At Spectrum, year-over-year revenue decreased $800,000 to $5.6 million and adjusted EBITDA decreased $700,000 to $1 million. The decreases were primarily driven by the termination of certain customers in the current period and the downturn in the direct response advertising market. Nonoperating corporate adjusted EBITDA losses were $2.1 million for the third quarter of 2025, a $700,000 improvement from the third quarter of 2024. The decrease in losses was primarily driven by a decrease in nonrefinancing-related legal fees due to legal matters settled subsequent to the comparable period as well as slight decreases in other professional expenses, insurance expense, and employee-related expenses. At the end of the third quarter, the company had $35.5 million of cash and cash equivalents, excluding restricted cash compared to $48.8 million as of December 31, 2024. On a stand-alone basis, as of September 30, 2025, our nonoperating corporate segment had cash and cash equivalents of $1.9 million compared to cash and cash equivalents of $13.8 million at the end of 2024. As of September 30, 2025, INNOVATE had total principal outstanding indebtedness of $700.4 million, up $32.1 million from $668.3 million at the end of 2024, driven by the indebtedness refinancing transactions at our nonoperating and Life Sciences segments, which was partially offset by the decrease in Infrastructure's outstanding debt. With that, operator, we'd now like to open up the call for questions.

Operator, Operator

There are currently no questions. I would like to turn the floor back over to Mike Sena for closing comments.

Michael Sena, CFO

Yes, sorry. We appreciate everyone's time this afternoon and look forward to providing you updates on our initiatives in the future. Thank you.