Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 08, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-35210 | ||
Entity Registrant Name | INNOVATE CORP. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 54-1708481 | ||
Entity Address, Address Line One | 295 Madison Avenue | ||
Entity Address, Address Line Two | 12th Floor | ||
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 | 235-2690 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 84.9 | ||
Entity Common Stock, Shares Outstanding | 78,787,768 | ||
Documents Incorporated by Reference | The registrant's definitive Proxy Statement to be to be filed with the Securities and Exchange Commission pursuant to Regulation 14A for the 2023 Annual Meeting of Stockholders is incorporated by reference into Part III of this Form 10-K to the extent stated herein. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
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 $0.001 per share | ||
Trading Symbol | VATE | ||
Security Exchange Name | NYSE | ||
Preferred Stock Purchase Rights | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Preferred Stock Purchase Rights | ||
Security Exchange Name | NYSE | ||
No Trading Symbol | true |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Auditor Information [Abstract] | |
Auditor Name | BDO USA, LLP |
Auditor Location | New York, NY |
Auditor Firm ID | 243 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 1,637.3 | $ 1,205.2 |
Cost of revenue | 1,415.9 | 1,021.5 |
Gross profit | 221.4 | 183.7 |
Operating expenses: | ||
Selling, general and administrative | 180.1 | 168.3 |
Depreciation and amortization | 27.2 | 25.4 |
Other operating loss | 0.7 | 0.6 |
Income (loss) from operations | 13.4 | (10.6) |
Other (expense) income: | ||
Interest expense | (52) | (59.1) |
Loss on extinguishment of debt | 0 | (12.5) |
Loss from equity investees | (1.3) | (2.8) |
Other (expense) income, net | (1.2) | 4.3 |
Loss from continuing operations before income taxes | (41.1) | (80.7) |
Income tax expense | (0.9) | (5.6) |
Loss from continuing operations | (42) | (86.3) |
Loss from discontinued operations (including net loss on disposal of $159.9 million for the year ended December 31, 2021) | 0 | (149.9) |
Net loss | (42) | (236.2) |
Net loss attributable to noncontrolling interest and redeemable noncontrolling interest | 6.1 | 8.7 |
Net loss attributable to INNOVATE Corp. | (35.9) | (227.5) |
Less: Preferred dividends and deemed dividends from conversions | 4.9 | 2.2 |
Net loss attributable to common stockholders | $ (40.8) | $ (229.7) |
Loss per common share - continuing operations - basic and diluted | ||
Basic (in usd per share) | $ (0.53) | $ (1.05) |
Diluted (in usd per share) | (0.53) | (1.05) |
Loss per common share - discontinued operations - basic and diluted | ||
Basic (in usd per share) | 0 | (1.93) |
Diluted (in usd per share) | 0 | (1.93) |
Loss per share - basic and diluted | ||
Basic (in usd per share) | (0.53) | (2.98) |
Diluted (in usd per share) | $ (0.53) | $ (2.98) |
Weighted average common shares outstanding - basic and diluted | ||
Basic (in shares) | 77.5 | 77.1 |
Diluted (in shares) | 77.5 | 77.1 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Discontinued Operations | ||
Loss on sale of subsidiary | $ 0 | $ (159.9) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (42) | $ (236.2) |
Other comprehensive loss | ||
Foreign currency translation adjustment, net of tax | (0.2) | 2.1 |
Unrealized loss on available-for-sale securities, net of tax | 0 | (57.7) |
Dispositions, net of tax | 0 | (334) |
Other comprehensive loss | (0.2) | (389.6) |
Comprehensive loss | (42.2) | (625.8) |
Comprehensive loss attributable to noncontrolling interests and redeemable noncontrolling interests | 5.8 | 7.8 |
Comprehensive loss attributable to INNOVATE Corp. | $ (36.4) | $ (618) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 80.4 | $ 45.5 |
Accounts receivable, net | 254.9 | 247.1 |
Contract assets | 165.1 | 118.6 |
Inventory | 18.9 | 17 |
Restricted cash | 0.3 | 2 |
Assets held for sale | 0 | 1.5 |
Other current assets | 16.8 | 10.9 |
Total current assets | 536.4 | 442.6 |
Investments | 59.5 | 56 |
Deferred tax asset | 1.7 | 3 |
Property, plant and equipment, net | 165 | 169.9 |
Goodwill | 127.1 | 127.4 |
Intangibles, net | 190.1 | 208.4 |
Other assets | 71.9 | 73.3 |
Total assets | 1,151.7 | 1,080.6 |
Current liabilities | ||
Accounts payable | 202.5 | 179.2 |
Accrued liabilities | 65.4 | 93.4 |
Current portion of debt obligations | 30.6 | 69.5 |
Contract liabilities | 98.6 | 79.1 |
Other current liabilities | 20.1 | 18.3 |
Total current liabilities | 417.2 | 439.5 |
Deferred tax liability | 9.1 | 9.1 |
Debt obligations | 683.8 | 556.8 |
Other liabilities | 71.2 | 63.3 |
Total liabilities | 1,181.3 | 1,068.7 |
Commitments and contingencies | ||
Temporary equity | ||
Preferred stock | 17.6 | 18.8 |
Redeemable noncontrolling interest | 43.4 | 49.3 |
Total temporary equity | 61 | 68.1 |
Stockholders’ deficit | ||
Common stock, $0.001 par value Shares authorized: 160,000,000 as of both December 31, 2022 and December 31, 2021 Shares issued: 80,216,028 and 79,225,964 as of December 31, 2022 and 2021, Shares outstanding: 78,787,768 and 77,836,748 as of December 31, 2022 and 2021, respectively | 0.1 | 0.1 |
Additional paid-in capital | 330.1 | 330.6 |
Treasury stock, at cost: 1,428,260 and 1,389,216 shares as of December 31, 2022 and 2021, respectively | (5.3) | (5.2) |
Accumulated deficit | (452.1) | (416.2) |
Accumulated other comprehensive income | 5.9 | 6.4 |
Total INNOVATE Corp. stockholders’ deficit | (121.3) | (84.3) |
Noncontrolling interest | 30.7 | 28.1 |
Total stockholders’ deficit | (90.6) | (56.2) |
Total liabilities, temporary equity and stockholders’ deficit | $ 1,151.7 | $ 1,080.6 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 160,000,000 | 160,000,000 |
Common stock, shares issued (in shares) | 80,216,028 | 79,225,964 |
Common stock, shares outstanding (in shares) | 78,787,768 | 77,836,748 |
Treasury stock, common shares (in shares) | 1,428,260 | 1,389,216 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT - USD ($) shares in Millions, $ in Millions | Total | Preferred stock and fixed maturities | Total INNOVATE Stockholders' Equity (Deficit) | Total INNOVATE Stockholders' Equity (Deficit) Preferred stock and fixed maturities | Common Stock | Additional Paid-In Capital | Additional Paid-In Capital Preferred stock and fixed maturities | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | [1] | Non- controlling Interest | Temporary Equity | Temporary Equity Preferred stock and fixed maturities |
Beginning balance (in shares) at Dec. 31, 2020 | 76.7 | |||||||||||||
Beginning balance at Dec. 31, 2020 | $ 600.2 | $ 559.8 | $ 0.1 | $ 355.7 | $ (4.2) | $ (188.7) | $ 396.9 | $ 40.4 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Share-based compensation | 2.4 | 2.4 | 2.4 | |||||||||||
Fair value adjustment to redeemable noncontrolling interest | 0.2 | 0.2 | 0.2 | |||||||||||
Taxes paid in lieu of shares issued for share-based compensation | (1) | (1) | (1) | |||||||||||
Preferred stock dividend | (2.2) | (2.2) | (2.2) | |||||||||||
Issuance of common stock (in shares) | 1.1 | |||||||||||||
Issuance of common and preferred stock | 0.2 | 0.2 | 0.2 | |||||||||||
Purchase of preferred stock by subsidiary | (0.3) | (0.3) | (0.3) | |||||||||||
Transactions with noncontrolling interests | (34.9) | (22.2) | (22.2) | (12.7) | $ 9.4 | |||||||||
Other | (1.7) | (3.2) | (3.2) | 1.5 | ||||||||||
Net (loss) income | (229.5) | (227.5) | (227.5) | (2) | ||||||||||
Other comprehensive (loss) income | (389.6) | (390.5) | (390.5) | 0.9 | ||||||||||
Ending balance (in shares) at Dec. 31, 2021 | 77.8 | |||||||||||||
Ending balance at Dec. 31, 2021 | (56.2) | (84.3) | $ 0.1 | 330.6 | (5.2) | (416.2) | 6.4 | 28.1 | ||||||
Beginning balance at Dec. 31, 2020 | 15.7 | |||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||
Fair value adjustment to redeemable noncontrolling interest | 0.1 | |||||||||||||
Issuance of preferred stock | $ 19.1 | 40.9 | $ 19.1 | |||||||||||
Redemption of preferred shares | (10.4) | |||||||||||||
Transactions with noncontrolling interests | (34.9) | (22.2) | (22.2) | (12.7) | 9.4 | |||||||||
Net (loss) income | (6.7) | |||||||||||||
Ending balance at Dec. 31, 2021 | 68.1 | 68.1 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Share-based compensation | 2.4 | 2.4 | 2.4 | |||||||||||
Fair value adjustment to redeemable noncontrolling interest | 0.2 | 0.2 | 0.2 | |||||||||||
Taxes paid in lieu of shares issued for share-based compensation | (0.1) | (0.1) | (0.1) | |||||||||||
Stock dividends | (4) | (2.7) | (2.7) | (1.3) | (1.2) | |||||||||
Spectrum warrant modification | 3.1 | 3.1 | ||||||||||||
Issuance of common stock (in shares) | 1 | |||||||||||||
Issuance of common and preferred stock | (0.9) | $ (0.9) | $ (0.9) | |||||||||||
Transactions with noncontrolling interests | 0 | 0.2 | 0.2 | (0.2) | 0.2 | |||||||||
Other | 0.3 | 0.3 | 0.3 | |||||||||||
Net (loss) income | (35.1) | (35.9) | (35.9) | 0.8 | ||||||||||
Other comprehensive (loss) income | (0.3) | (0.5) | (0.5) | 0.2 | ||||||||||
Ending balance (in shares) at Dec. 31, 2022 | 78.8 | |||||||||||||
Ending balance at Dec. 31, 2022 | (90.6) | (121.3) | $ 0.1 | 330.1 | $ (5.3) | $ (452.1) | $ 5.9 | 30.7 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||
Fair value adjustment to redeemable noncontrolling interest | (0.2) | |||||||||||||
Stock dividends | (4) | (2.7) | (2.7) | (1.3) | (1.2) | |||||||||
Spectrum warrant modification | 3.1 | 3.1 | ||||||||||||
Issuance of preferred stock | $ 0.9 | $ 0.9 | ||||||||||||
Transactions with noncontrolling interests | 0 | $ 0.2 | $ 0.2 | $ (0.2) | 0.2 | |||||||||
Net (loss) income | (6.9) | |||||||||||||
Other comprehensive (loss) income | 0.1 | |||||||||||||
Ending balance at Dec. 31, 2022 | $ 61 | $ 61 | ||||||||||||
[1](a) Inclusive of other comprehensive (loss) income, foreign currency cumulative translation adjustments totaled $7.1 million and $7.3 million as of December 31, 2022 and 2021, respectively. |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Other comprehensive (loss) income | $ (0.3) | $ (389.6) |
Foreign Currency Cumulative Translation Adjustments | ||
Other comprehensive (loss) income | $ 7.1 | $ 7.3 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (42) | $ (236.2) |
Less: Loss from discontinued operations, net of tax | 0 | (149.9) |
Loss from continuing operations | (42) | (86.3) |
Adjustments to reconcile net loss to cash (used in) provided by continuing operating activities | ||
Share-based compensation expense | 2.4 | 2.4 |
Depreciation and amortization (including amounts in cost of revenue) | 42.2 | 37.6 |
Amortization of deferred financing costs and debt discount | 3.4 | 10.5 |
Loss on debt extinguishment | 0 | 12.5 |
Loss from equity investees | 1.3 | 2.8 |
Asset impairment expense | 2.1 | 2.8 |
Deferred income taxes | 1.1 | 2 |
Other operating activities, net | 0 | (4.2) |
Changes in assets and liabilities, net of acquisitions: | ||
Accounts receivable | (5.5) | (38.3) |
Contract assets | (46.5) | (19.1) |
Other current assets | (6) | (0.3) |
Inventory | (1.9) | (1.4) |
Other assets | 16.9 | 12 |
Accounts payable | 21.7 | 57.9 |
Accrued liabilities | (12.7) | 8.5 |
Contract liabilities | 19.5 | 7.2 |
Other current liabilities | (9.9) | (2.2) |
Other liabilities | 4.4 | (10.9) |
Cash used in continuing operating activities | (9.5) | (6.5) |
Cash provided by discontinued operating activities | 0 | 33.5 |
Cash (used in) provided by operating activities | (9.5) | 27 |
Cash flows from investing activities | ||
Purchase of property, plant and equipment | (20.7) | (24.1) |
Proceeds from disposal of property, plant and equipment | 2 | 13.2 |
Loan to equity method investee | (4.5) | 0 |
Cash received from dispositions, net of cash disposed | 0 | 74 |
Extraordinary dividend received in business disposition | 0 | 62.5 |
Cash paid for acquisitions, net of cash acquired | 0 | (128.5) |
Other investing activities | 0.7 | 1 |
Cash used in continuing investing activities | (22.5) | (1.9) |
Cash used in discontinued investing activities | 0 | (221.3) |
Cash used in investing activities | (22.5) | (223.2) |
Cash flows from financing activities | ||
Proceeds from debt obligations, net of deferred financing costs | 10.7 | 457.1 |
Principal payments on debt obligations | (28.3) | (458.1) |
Proceeds from line of credit, net of deferred financing costs | 176.7 | 206 |
Payments on line of credit | (85.1) | (175.5) |
Redemption of preferred stock | 0 | (10.4) |
Cash received by subsidiary to issue preferred stock | 0 | 10.5 |
Transactions with noncontrolling interests | 0 | (13.5) |
Dividend payments | (5.2) | (2.9) |
Other financing activities | (0.7) | (1.3) |
Cash provided by continuing financing activities | 68.1 | 11.9 |
Cash used in discontinued financing activities | 0 | (7.6) |
Cash provided by financing activities | 68.1 | 4.3 |
Effects of exchange rate changes on cash, cash equivalents and restricted cash | (1.4) | (1.3) |
Net increase (decrease) in cash and cash equivalents, including restricted cash and cash classified within assets held for sale | 34.7 | (193.2) |
Less: Net decrease in cash and cash equivalents from discontinued operations | 0 | (195.4) |
Net change in cash, cash equivalents and restricted cash | 34.7 | 2.2 |
Cash, cash equivalents and restricted cash, beginning of period | 47.5 | 45.3 |
Cash, cash equivalents and restricted cash, end of period | $ 82.2 | $ 47.5 |
Organization and Business
Organization and Business | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | 1. Organization and Business INNOVATE Corp. ("INNOVATE" and, together with its consolidated subsidiaries, the "Company", "we" and "our") is a diversified holding company that has a portfolio of subsidiaries in a variety of operating segments. We seek to grow these businesses so that they can generate long-term sustainable free cash flow and attractive returns in order to maximize value for all stakeholders. While the Company generally intends to acquire controlling equity interests in its operating subsidiaries, the Company may invest to a limited extent in a variety of noncontrolling equity interest positions or debt instruments. The Company’s shares of common stock trade on the NYSE under the symbol "VATE". The Company currently has three reportable segments, plus our Other segment, based on management’s organization of the enterprise: Infrastructure, Life Sciences, Spectrum, and Other which includes businesses that do not meet the separately reportable segment thresholds. 1. Our Infrastructure segment is comprised of DBM Global Inc. ("DBMG") and its wholly-owned subsidiaries. DBMG is a fully integrated industrial construction, structural steel and facility maintenance provider that provides fabrication and erection of structural steel and heavy steel plate services and also fabricates trusses and girders and specializes in the fabrication and erection of large-diameter water pipe and water storage tanks, as well as 3-D Building Information Modeling (“BIM”) and detailing. DBMG provides these services on commercial, industrial, and infrastructure construction projects such as high- and low-rise buildings and office complexes, hotels and casinos, convention centers, sports arenas and stadiums, shopping malls, hospitals, dams, bridges, mines, metal processing, refineries, pulp and paper mills and power plants. Through GrayWolf Industrial Inc. ("GrayWolf"), DBMG provides integrated solutions for digital engineering, modeling and detailing, construction, heavy equipment installation and facility services including maintenance, repair, and installation to a diverse range of end markets. Through Aitken Manufacturing, Inc., DBMG manufactures pollution control scrubbers, tunnel liners, pressure vessels, strainers, filters, separators and a variety of customized products. Through Banker Steel Holdco, LLC ("Banker Steel"), DBMG provides full-service fabricated structural steel and erection services primarily for the East Coast and Southeast commercial and industrial construction market, in addition to full design-assist services. The Company maintains an approximately 91% controlling interest in DBMG. 2. Our Life Sciences segment is comprised of Pansend Life Sciences, LLC ("Pansend"), its subsidiaries and equity method investments. Pansend maintains controlling interests of approximately 80% in Genovel Orthopedics, Inc. ("Genovel"), which seeks to develop products to treat early osteoarthritis of the knee and approximately 57% in R2 Technologies, Inc. ("R2"), which develops aesthetic and medical technologies for the skin. Pansend also invests in other early stage or developmental stage healthcare companies including an approximately 47% interest in MediBeacon Inc. ("MediBeacon"), a medical technology company specializing in the advances of fluorescent tracer agents and transdermal measurement, potentially enabling real-time, direct monitoring of kidney function, and an approximately 26% interest in Triple Ring Technologies, Inc. ("Triple Ring"), a science and technology co-development company. 3. Our Spectrum segment is comprised of HC2 Broadcasting Holdings Inc. ("Broadcasting") and its subsidiaries. Broadcasting strategically acquired and operates over-the-air broadcasting stations across the United States. In addition, Broadcasting, through its wholly-owned subsidiary, HC2 Network Inc. ("Network"), operates Azteca America, a Spanish-language broadcast network offering high quality Hispanic content to a diverse demographic across the United States. The Company maintains a 98% controlling interest in Broadcasting and maintains a controlling interest of approximately 77%, inclusive of approximately 10% proxy and voting rights from minority holders of DTV America Corporation ("DTV"). On a fully diluted basis, the Company would have an approximately 86% controlling interest in Broadcasting. 4. Our Other segment represents all other businesses or investments that do not meet the definition of a segment individually or in the aggregate. Included in the Other segment is the former Marine Services segment, which includes its holding company, Global Marine Holdings, LLC ("GMH"), in which the Company maintains approximately 73% controlling interest. GMH results include the current and prior year equity investment in HMN International Co., Ltd., formerly known as Huawei Marine Networks Co. (“HMN”), its 19% equity method investment, and the discontinued operations of Global Marine Systems Limited ("GMSL"). Also included in the Other segment is the discontinued operations of Beyond6, Inc. ("Beyond6"), and Continental Insurance Group ("CIG"). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of the Company, its wholly owned subsidiaries and all other subsidiaries over which the Company exerts control. All intercompany profits, transactions and balances have been eliminated in consolidation. The remaining interests not owned by the Company are presented as a noncontrolling interest component of total equity. Basis of Presentation The accompanying Consolidated Financial Statements of the Company included herein have been prepared in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain prior amounts have been reclassified or combined to conform to the current year presentation. Liquidity At this time, we believe that we will be able to continue to meet our liquidity requirements and fund our fixed obligations (such as debt service and operating leases) and other cash needs for our operations for at least the next twelve months from the issuance of the Consolidated Financial Statements through a combination of available cash and distributions from our subsidiaries. The ability of INNOVATE’s subsidiaries to make distributions to INNOVATE is subject to numerous factors, including restrictions contained in each subsidiary’s financing agreements, availability of sufficient funds at each subsidiary and the approval of such payment by each subsidiary’s board of directors, which must consider various factors, including general economic and business conditions, tax considerations, strategic plans, financial results and condition, expansion plans, any contractual, legal or regulatory restrictions on the payment of dividends, and such other factors each subsidiary’s board of directors considers relevant. Although the Company believes, to the extent needed, that it will be able to raise additional debt or equity capital, refinance indebtedness or preferred stock, enter into other financing arrangements or engage in asset sales and sales of certain investments sufficient to fund any cash needs that we are not able to satisfy with the funds on hand or expected to be provided by our subsidiaries, there can be no assurance that it will be able to do so on terms satisfactory to the Company, if at all. Such financing options, if pursued, may also ultimately have the effect of negatively impacting our liquidity profile and prospects over the long-term and dilute holders of common stock. Our ability to sell assets and certain of our investments to meet our existing financing needs may also be limited by our existing financing instruments. In addition, the sale of assets or the Company’s investments may also make the Company less attractive to potential investors or future financing partners. COVID-19 The COVID-19 pandemic has continued to adversely affect the Company’s business. Labor shortages and supply chain disruptions have created significant delays in the Company’s ability to complete projects and deliver products, including in its Infrastructure and Life Sciences segments. The Company’s receipt of materials from areas impacted by the pandemic was slowed or disrupted in 2022 and the Company expects its suppliers to continue to face similar challenges in fulfilling orders. Transportation costs continued to increase in 2022 as a result of COVID-19 and these costs may continue to rise. The Company has not been able to pass all of these cost increases on to its customers and, as a result, its margins have been adversely impacted. In addition, the Company’s Life Sciences segment was adversely affected in 2022 by continuing requirements to implement COVID-19 operational measures at clinical trial sites, which resulted in some clinical trials being delayed. Cash and Cash Equivalents Cash and cash equivalents are comprised principally of amounts in money market accounts with original maturities of three months or less. Restricted Cash The Company's restricted cash balances consist of funds that are contractually or legally restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on the Consolidated Balance Sheets, and are primarily comprised of security deposits for long-term leases, which are held in separate bank accounts. Acquisitions The Company’s acquisitions are accounted for using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. Estimates of fair value included in the Consolidated Financial Statements, in conformity with ASC 820, Fair Value Measurements and Disclosures , represent the Company’s best estimates and valuations developed, when needed, with the assistance of independent appraisers or, where such valuations have not yet been completed or are not available, industry data and trends and by reference to relevant market rates and transactions. Such estimates and assumptions are inherently subject to significant uncertainties and contingencies beyond the control of the Company. Accordingly, the Company cannot provide assurance that the estimates, assumptions, and values reflected in the valuations will be realized, and actual results could vary materially. Equity Method Investments The Company utilizes the equity method to account for investments when it possesses the ability to exercise significant influence, but not control, over the operating and financial policies of the investee. The ability to exercise significant influence is presumed when an investor possesses more than 20% of the voting interests of the investee, such as with our investments in MediBeacon and Triple Ring, of which we own an approximately 47% interest in MediBeacon and an approximately 26% interest in Triple Ring. This presumption may be overcome based on specific facts and circumstances that demonstrate that the ability to exercise significant influence is restricted, such as with our 19% equity method investment in HMN, as we continue to maintain a seat on the entity's board of directors and can exert significant influence. The Company applies the equity method to investments in common stock and to other investments when such other investments possess substantially identical subordinated interests to common stock. In applying the equity method, the Company records the investment at cost and subsequently increases or decreases the carrying amount of the investment by its proportionate share of the net earnings or losses in (Loss) income from equity investees and other comprehensive income (loss) of the investee. The Company records dividends or other equity distributions as reductions in the carrying value of the investment. In the event that net losses of the investee reduce the carrying amount to zero, additional net losses may be recorded if other investments in the investee are at-risk, even if the Company has not committed to provide financial support to the investee. Such additional equity method losses, if any, are based upon the change in the Company's claim on the investee’s book value. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. Assets and liabilities recorded at fair value are measured and classified in accordance with a three-tier fair value hierarchy based on the observability of the inputs available in the market used to measure fair value: • Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2 - Inputs that are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant inputs are observable in the market or can be derived from observable market data. Where applicable, these models project future cash flows and discount the future amounts to a present value using market-based observable inputs including interest rate curves, foreign exchange rates, and credit ratings. • Level 3 - Unobservable inputs that are supported by little or no market activities. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. The Company’s assets and liabilities that are measured at fair value on a recurring basis include cash equivalents, marketable securities and certain investments. Our financial assets measured at fair value on a nonrecurring basis include non-marketable equity securities. Other financial assets and liabilities are carried at cost (initial fair value) with current fair value disclosed, if required. Financial Instruments Our financial instruments include cash and cash equivalents, marketable and non-marketable securities, including equity investments and certain other investments, accounts and notes receivable, accounts payable and other current liabilities, mandatorily redeemable noncontrolling interests and debt obligations. Accounts Receivable Accounts receivable are stated at amounts due from customers net of an allowance for doubtful accounts. Our allowance for doubtful accounts considers historical experience, the age of certain receivable balances, credit history, current economic conditions and other factors that may affect the counterparty’s ability to pay. The policy for determining past due status is based on the contractual payment terms of each customer. Once collection efforts by the Company are exhausted, the determination for charging off uncollectible receivables is made. For the years ended December 31, 2022 and 2021, the Company recorded bad debt expense of $0.9 million and $0.1 million, respectively. Inventory Inventory is valued at the lower of cost or net realizable value under the first-in, first-out method. Provision for obsolescence is made where appropriate and is charged to cost of revenue in the consolidated statements of operations. Short-term work in progress on contracts is stated at cost less foreseeable losses. These costs include only direct labor and expenses incurred to date and exclude any allocation of overhead. The policy for long-term work in progress contracts is disclosed within the Revenue and Cost Recognition accounting policy. Accounting for Income Taxes We recognize deferred tax assets and liabilities for the expected future tax consequences of transactions and events. Under this method, deferred tax assets and liabilities are determined based on the difference between the book basis and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. If necessary, deferred tax assets are reduced by a valuation allowance to an amount that is determined to be more likely than not recoverable. We must make significant estimates and assumptions about future taxable income and future tax consequences when determining the amount of the valuation allowance. The additional guidance provided by ASC No. 740, “Income Taxes” (“ASC 740”), clarifies the accounting for uncertainty in income taxes recognized in the financial statements. Expected outcomes of current or anticipated tax examinations, refund claims and tax-related litigation and estimates regarding additional tax liability (including interest and penalties thereon) or refunds resulting therefrom will be recorded based on the guidance provided by ASC 740 to the extent applicable. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. These assessments of uncertain tax positions contain judgments related to the interpretation of tax regulations in the jurisdictions in which we transact business. The judgments and estimates made at a point in time may change based on the outcome of tax audits, expiration of statutes of limitations, as well as changes to, or further interpretations of, tax laws and regulations. At December 31, 2022, our U.S. and foreign companies have significant deferred tax assets resulting from tax loss carryforwards. Additionally, the deferred tax assets generated by certain businesses that do not qualify to be included in the INNOVATE Corp. U.S. consolidated income tax return have been reduced by a full valuation allowance. Based on consideration of both positive and negative evidence, we determined that it was more likely than not that the net deferred tax assets of the INNOVATE Corp. U.S. consolidated filing group will not be realized. Therefore, a full valuation allowance was maintained against the INNOVATE Corp. U.S. consolidated filing group’s net deferred tax assets as of December 31, 2022. The appropriateness and amount of the valuation allowance are based on cumulative history of losses and our assumptions about the future taxable income of each affiliate and the timing of the reversal of deferred tax assets and liabilities. In relation to tax effects for accumulated OCI, our policy is to release the tax effects of amounts reclassified from accumulated OCI to pre-tax income (loss) from continuing operations. Any remaining tax effect in accumulated OCI is released following a portfolio approach. Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated amortization and depreciation, which is provided on the straight-line method over the estimated useful lives of the assets. Cost includes major expenditures for improvements and replacements which extend useful lives or increase capacity of the assets as well as expenditures necessary to place assets into readiness for use. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use. Cost includes finance costs incurred prior to the asset being available for use. Expenditures for maintenance and repairs are expensed as incurred. Costs for internal use software that are incurred in the preliminary project stage and in the post-implementation stage are expensed as incurred. Costs incurred during the application development stage are capitalized and amortized over the estimated useful life of the software, beginning when the software project is ready for its intended use, over the estimated useful life of the software, typically 3 years. Depreciation is determined on a straight-line basis over the estimated useful lives of the assets, which range from 5 to 40 years for buildings and leasehold improvements, 3 to 15 years for equipment, furniture and fixtures, and 3 to 20 years for transportation equipment. Leasehold improvements are amortized over the lives of the leases or estimated useful lives of the assets, whichever is shorter. Assets under construction are not depreciated until they are complete and available for use. When assets are sold or otherwise retired, the costs and accumulated amortization and depreciation are removed from the books and the resulting gain or loss is included in operating results. Property, plant and equipment that have been included as part of the assets held for sale are no longer amortized or depreciated from the time that they are classified as such. The Company periodically evaluates the carrying value of its property, plant and equipment based upon the estimated cash flows to be generated by the related assets. If an impairment is indicated, a loss is recognized. Goodwill and Other Intangible Assets Under ASC 350, Intangibles - Goodwill and Other ("ASC 350"), goodwill and indefinite lived intangible assets are not amortized but are reviewed annually for impairment, or more frequently, if impairment indicators arise. Intangible assets that have finite lives are amortized over their estimated useful lives and are subject to the provisions of ASC 360, Property, plant, and equipment ("ASC 360"). Goodwill impairment is tested at least annually (October 1st) or when factors indicate potential impairment using a two-step process that begins with a qualitative evaluation of each reporting unit. If such test indicates potential for impairment, a one-step quantitative test is performed and, if there is excess of a reporting unit's carrying amount over its fair value, an impairment loss is recorded, not to exceed the total amount of goodwill allocated to the reporting unit. Estimating the fair value of a reporting unit requires various assumptions including projections of future cash flows, perpetual growth rates and discount rates. The assumptions about future cash flows and growth rates are based on the Company’s assessment of a number of factors, including the reporting unit’s recent performance against budget, performance in the market that the reporting unit serves, and industry and general economic data from third-party sources. Discount rate assumptions are based on an assessment of the risk inherent in those future cash flows. Changes to the underlying businesses could affect the future cash flows, which in turn could affect the fair value of the reporting unit. Intangible assets not subject to amortization consist of certain television broadcast licenses. Such indefinite lived intangible assets are tested for impairment annually, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test shall consist of a comparison of the fair value of an intangible asset with its carrying amount. If the carrying amount of the intangible asset exceeds its fair value, an impairment loss shall be recognized in an amount equal to the excess. Intangible assets subject to amortization consists of certain trade names, customer contracts and developed technology. These finite lived intangible assets are amortized based on their estimated useful lives. Such assets are subject to the impairment provisions of ASC 360, wherein impairment is recognized and measured only if there are events and circumstances that indicate that the carrying amount may not be recoverable. The carrying amount is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of the asset group. An impairment loss is recorded to the extent the carrying amount exceeds the fair value of the asset and such amount is not recoverable. In addition to the foregoing, the Company reviews its goodwill and intangible assets for possible impairment whenever events or circumstances indicate that the carrying amounts of assets may not be recoverable. The factors that the Company considers important, and which could trigger an impairment review, include, but are not limited to: a more likely than not expectation of selling or disposing all, or a portion, of a reporting unit; a significant decline in the market value of our common stock or debt securities for a sustained period; a material adverse change in economic, financial market, industry or sector trends; a material failure to achieve operating results relative to historical levels or projected future levels; and significant changes in operations or business strategy. Licensing: Television broadcast licenses generally are granted for eight-year periods. They are renewable after application and reviewed by the FCC and historically are renewed except in rare cases in which a petition to deny, a complaint or an adverse finding as to the licensee's qualifications results in loss of the license. Valuation of Long-lived Assets The Company reviews long-lived assets for impairment whenever events or changes indicate that the carrying amount of an asset may not be recoverable. In making such evaluations, the Company compares the expected undiscounted future cash flows to the carrying amount of the assets. If the total of the expected undiscounted future cash flows is less than the carrying amount of the assets, the Company is required to make estimates of the fair value of the long-lived assets in order to calculate the impairment loss equal to the difference between the fair value and carrying value of the assets. The Company makes significant assumptions and estimates in this process regarding matters that are inherently uncertain, such as determining asset groups and estimating future cash flows, remaining useful lives, discount rates and growth rates. The resulting undiscounted cash flows are projected over an extended period of time, which subjects those assumptions and estimates to an even larger degree of uncertainty. While the Company believes that its estimates are reasonable, different assumptions could materially affect the valuation of the long-lived assets. The Company derives future cash flow estimates from its historical experience and its internal business plans, which include consideration of industry trends, competitive actions, technology changes, regulatory actions, available financial resources for marketing and capital expenditures and changes in its underlying cost structure. The Company makes assumptions about the remaining useful life of its long-lived assets. The assumptions are based on the average life of its historical capital asset additions and its historical asset purchase trend. In some cases, due to the nature of a particular industry in which the company operates, such as the broadcast or infrastructure industry, the Company may assume that technology changes in such industry render all associated assets, including equipment, obsolete with no salvage value after their useful lives. In certain circumstances in which the underlying assets could be leased for an additional period of time or salvaged, the Company includes such estimated cash flows in its estimate. The estimate of the appropriate discount rate to be used to apply the present value model in determining fair value was the Company’s weighted average cost of capital which is based on the effective rate of its debt obligations at the current market values (for periods during which the Company had debt obligations) as well as the current volatility and trading value of the Company’s common stock. Leases The Company accounts for leases in accordance with ASC 842, Leases , which requires the balance sheet recognition of lease assets and lease liabilities by lessees for those leases classified as operating and finance leases. The Company determines if an arrangement is a lease at inception. Operating lease right-of-use assets are included in Other Assets and operating lease liabilities are included in both other Current Liabilities and Other Liabilities in the Consolidated Balance Sheets for their respective short-term and long-term portions and are recognized based on the present value of lease payments over the lease term at the commencement date. Finance leases are included in property, plant and equipment and debt obligations, in the Consolidated Balance Sheets and are recognized based on the present value of lease payments over the lease term at commencement date. The majority of the Company’s leases do not provide an implicit rate of return; therefore, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. For lease agreements that contain non-lease components, the Company elected to combine lease and non-lease components as a single lease component. The Company has operating leases for land, office space, and certain Company vehicles and equipment and finance leases for certain Company vehicles and equipment. The leases are expiring between 2023 and 2045. Leases with an initial term of 12 months or less are not recorded on the balance sheets. Lease expense is recognized on a straight-line basis over the lease term. For purposes of calculating operating lease liabilities, lease terms may be deemed to include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. As of December 31, 2022, the operating lease liability does not include any options to extend or terminate leases. Presentation of Taxes Collected The Company reports a value-added tax assessed by a governmental authority that is directly imposed on a revenue-producing transaction between the Company and a customer on a net basis (excluded from revenues). Foreign Currency Transactions Foreign currency transactions are transactions denominated in a currency other than a subsidiary’s functional currency. A change in the exchange rates between a subsidiary’s functional currency and the currency in which a transaction is denominated increases or decreases the expected amount of functional currency cash flows upon settlement of the transaction. That increase or decrease in functional currency cash flows, which occurs upon an actual transfer of one currency to another, is reported by the Company as a foreign currency transaction gain (loss). The primary component of the Company’s foreign currency transaction gain (loss) is due to agreements in place with certain subsidiaries in foreign countries regarding intercompany transactions. The Company anticipates repayment of these transactions in the foreseeable future and recognizes the realized and unrealized gains or losses on these transactions that result from foreign currency changes in the period in which they occur as foreign currency transaction gain (loss). Foreign Currency Translation The assets and liabilities of the Company’s foreign subsidiaries are translated at the exchange rates in effect on the reporting date. Income and expenses are translated at the average exchange rate during the period. The net effect of such translation gains and losses are reflected within AOCI in the stockholders’ equity section of the Consolidated Balance Sheets. If there is a planned or completed sale or liquidation of the Company's ownership in a foreign operation, the relevant foreign currency translation adjustment is recognized in the Consolidated Statement of Operations. Convertible Instruments The Company evaluates and accounts for conversion options embedded in convertible instruments in accordance with ASC 815, Derivatives and Hedging Activities. Applicable U.S. Generally Accepted Accounting Principles ("GAAP") requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not remeasured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. The Company accounts for convertible instruments, when it has been determined that the embedded conversion options should not be bifurcated from their host instruments, as follows: The Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their stated date of redemption. The Company accounts for the conversion of convertible debt when a conversion option has been bifurcated using the general extinguishment standards. The debt and equity linked derivatives are removed at their carrying amounts and the shares issued are measured at their then-current fair value, with any difference recorded as a gain or loss on extinguishment of the two separate accounting liabilities. Deferred Financing Costs The Company capitalizes certain expenses incurred in connection with its debt and line of credit obligations and amortizes them over the term of the respective debt agreement. The amortization expense of the deferred financing costs is included in interest expense on the Consolidated Statements of Operations. If the Company extinguishes portions of its debt prior to the maturity date, deferred financing costs are charged to expense on a pro-rata basis and are included in loss on early extinguishment or restructuring of debt on the Consolidated Statements of Operations. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net revenue and expenses during the reporting period. Actual results may differ from these estimates. Significant estimates include allowance for doubtful accounts receivable, the extent of progress towards completion on contracts, contract revenue and costs on long-term contracts, valuation of certain investments, market assumptions used in estimating the fair values of certain assets (including goodwill and intangibles) and liabilities, the calculation used in determining the fair value of INNOVATE’s stock options required by ASC 718, Compensation - Stock Compensation ("ASC 718"), income taxes and various other contingencies. Estimates of fair value represent the Company’s best estimates developed with the assistance of independent appraisals or various valuation techniques and, where the foregoing have not yet been completed or are not available, industry data and trends and by reference to relevant market rates and transactions. The estimates and assumptions are inherently subject to significant uncertainties and contingencies beyond the control of the Company. Accordingly, the Company cannot provide assurance that the estimates, assumptions, and values reflected in the valuations will be realized, and actual results could vary materially. Share-Based Compensation The Company accounts for share-based compensation issued to employees and non-employees in accordance with the provisions of ASC 718 . All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for using a fair-value based method. The Company records share-based compensation expense for all new and unvested stock options that are ultimately expected to vest as the requisite service is rendered. The Company issues new shares of common stock upon the exercise of stock options. The Company uses a Black-Scholes option valuation model to determine the grant date fair value of share-based compensation under ASC 718. The Black-Scholes model incorporates various assumptions including the expected term of awards, volatility of stock price, risk-free rates of return and dividend yield. The expected term of an award is no less than the option vesting period and is based on the Company’s historical experience. Expected volatility is based upon the historical volatility of the Company’s stock price. The risk-free interest rate is approximated using rates available on U.S. Treasury securities with a remaining term similar to |
Revenue and Contracts in Proces
Revenue and Contracts in Process | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue and Contracts in Process | 3. Revenue and Contracts in Process ASC 606 aligns revenue recognition with the timing of when promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. To achieve this core principle, the Company applies the following five steps in accordance with ASC 606: Identify the contract with a customer A contract with a customer exists when: (a) the parties have approved the contract and are committed to perform their respective obligations, (b) the rights of the parties can be identified, (c) payment terms can be identified, (d) the arrangement has commercial substance, and (e) collectability of consideration is probable. Judgment is required when determining if the contractual criteria are met, specifically in the earlier stages of a project when a formally executed contract may not yet exist. In these situations, the Company evaluates all relevant facts and circumstances, including the existence of other forms of documentation or historical experience with our customers that may indicate a contractual agreement is in place and revenue should be recognized. In determining if the collectability of consideration is probable, the Company considers the customer’s ability and intention to pay such consideration through an evaluation of several factors, including an assessment of the creditworthiness of the customer and our prior collection history with such customer. Identify the performance obligations in the contract At contract inception, the Company assesses the goods or services promised in a contract and identifies, as a separate performance obligation, each distinct promise to transfer goods or services to the customer. The identified performance obligations represent the "unit of account" for purposes of determining revenue recognition. In order to properly identify separate performance obligations, the Company applies judgment in determining whether each good or service provided is: (a) capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and (b) distinct within the context of the contract, whereby the transfer of the good or service to the customer is separately identifiable from other promises in the contract. In addition, when assessing performance obligations within a contract, the Company considers the warranty provisions included within such contract. To the extent the warranty terms provide the customer with an additional service, other than assurance that the promised good or service complies with agreed upon specifications, such warranty is accounted for as a separate performance obligation. In determining whether a warranty provides an additional service, the Company considers each warranty provision in comparison to warranty terms which are standard in the industry. Determine the transaction price The transaction price represents the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to our customers. The consideration promised within a contract may include fixed amounts, variable amounts, or both. To the extent the performance obligation includes variable consideration, including contract bonuses and penalties that can either increase or decrease the transaction price, the Company estimates the amount of variable consideration to be included in the transaction price utilizing one of two prescribed methods, depending on which method better predicts the amount of consideration to which the entity will be entitled. Such methods include: (a) the expected value method, whereby the amount of variable consideration to be recognized represents the sum of probability weighted amounts in a range of possible consideration amounts, and (b) the most likely amount method, whereby the amount of variable consideration to be recognized represents the single most likely amount in a range of possible consideration amounts. When applying these methods, the Company considers all information that is reasonably available, including historical, current and estimates of future performance. Variable consideration is included in the transaction price only to the extent it is probable, in the Company’s judgment, that a significant future reversal in the amount of cumulative revenue recognized under the contract will not occur when the uncertainty associated with the variable consideration is subsequently resolved. This threshold is referred to as the variable consideration constraint. In assessing whether to apply the variable consideration constraint, the Company considers if factors exist that could increase the likelihood or the magnitude of a potential reversal of revenue, including, but not limited to, whether: (a) the amount of consideration is highly susceptible to factors outside of the Company’s influence, such as the actions of third parties, (b) the uncertainty surrounding the amount of consideration is not expected to be resolved for a long period of time, (c) the Company’s experience with similar types of contracts is limited or that experience has limited predictive value, (d) the Company has a practice of either offering a broad range of price concessions or changing the payment terms and conditions of similar contracts in similar circumstances, and (e) the contract has a large number and broad range of possible consideration amounts. Pending change orders represent one of the most common forms of variable consideration included within contract value and typically represent contract modifications for which a change in scope has been authorized or acknowledged by our customer, but the final adjustment to contract price is yet to be negotiated. In estimating the transaction price for pending change orders, the Company considers all relevant facts, including documented correspondence with the customer regarding acknowledgment and/or agreement with the modification, as well as historical experience with the customer or similar contractual circumstances. Based upon this assessment, the Company estimates the transaction price, including whether the variable consideration constraint should be applied. Changes in the estimates of transaction prices are recognized on a cumulative catch-up basis in the period in which the revisions to the estimates are made. Such changes in estimates can result in the recognition of revenue in a current period for performance obligations which were satisfied or partially satisfied in prior periods. Such changes in estimates may also result in the reversal of previously recognized revenue if the ultimate outcome differs from the Company’s previous estimate. Allocate the transaction price to performance obligations in the contract For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The Company determines the standalone selling price based on the price at which the performance obligation would have been sold separately in similar circumstances to similar customers. If the standalone selling price is not observable, the Company estimates the standalone selling price taking into account all available information such as market conditions and internal pricing guidelines. In certain circumstances, the standalone selling price is determined using an expected profit margin on anticipated costs related to the performance obligation. Recognize revenue as performance obligations are satisfied The Company recognizes revenue at the time the related performance obligation is satisfied by transferring a promised good or service to its customers. A good or service is considered to be transferred when the customer obtains control. The Company can transfer control of a good or service and satisfy its performance obligations either over time or at a point in time. The Company transfers control of a good or service over time and, therefore, satisfies a performance obligation and recognizes revenue over time if one of the following three criteria are met: (a) the customer simultaneously receives and consumes the benefits provided by the Company’s performance as we perform, (b) the Company’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or (c) the Company’s performance does not create an asset with an alternative use to us, and we have an enforceable right to payment for performance completed to date. For our performance obligations satisfied over time, we recognize revenue by measuring the progress toward complete satisfaction of that performance obligation. The selection of the method to measure progress towards completion can be either an input method or an output method and requires judgment based on the nature of the goods or services to be provided. Revenue from contracts with customers consists of the following (in millions): Years Ended December 31, 2022 2021 Revenue Infrastructure $ 1,594.3 $ 1,159.7 Life Sciences 4.3 3.5 Spectrum 38.7 42.0 Total revenue $ 1,637.3 $ 1,205.2 Accounts receivables, net, from contracts with customers consist of the following (in millions): December 31, 2022 2021 Accounts receivables with customers Infrastructure $ 244.5 $ 226.8 Life Sciences 0.8 0.3 Spectrum 5.1 9.4 Total accounts receivables with customers $ 250.4 $ 236.5 Infrastructure Segment DBMG performs its services primarily under fixed-price contracts and recognizes revenue over time using the input method to measure progress for its projects. The nature of the projects does not provide measurable value to the customer over time and control does not transfer to the customer at discrete points in time. The customer receives value over the term of the project based on the amount of work that has been completed towards the delivery of the completed project. The most reliable measure of progress is the cost incurred towards delivery of the completed project. Therefore, the input method provides the most reliable method to measure progress. Revenue recognition begins when work has commenced. Costs include all direct material and labor costs related to contract performance, subcontractor costs, indirect labor, and fabrication plant overhead costs, which are charged to contract costs as incurred. Revenues relating to changes in the scope of a contract are recognized when DBMG and customer or general contractor have agreed on both the scope and price of changes, the work has commenced, it is probable that the costs of the changes will be recovered and that realization of revenue exceeding the costs is assured beyond a reasonable doubt. Revisions in estimates during the course of contract work are reflected in the accounting period in which the facts requiring the revision become known. Provisions for estimated losses on uncompleted contracts are made in the period a loss on a contract becomes determinable. Payment Terms The timing of customer billings is generally dependent upon advance billing terms, milestone billings based on completion of certain phases of work, or when services are provided. Under the typical payment terms of master and other service agreements and fixed price contracts, the customer makes progress payments based on quantifiable measures of performance by the Company as defined by each specific agreement. Progress payments, generally net of amounts retained, are paid by the customer over the duration of the contract. Amounts billed and due from customers, as well as the amount of contract assets, are generally classified within current assets in the consolidated balance sheets. Refer to Note 4. Accounts Receivable, Net and Contract Assets and Contract Liabilities for related discussion. Amounts expected to be collected beyond one year are classified as other long-term assets. Service Contracts For service contracts (including maintenance contracts) where we have the right to consideration from the customer in an amount that corresponds directly with the value received by the customer based on our performance to date, revenue is recognized when services are performed and contractually billable. For all other types of service contracts, revenue is recognized over time using the input method to measure progress because it best depicts the transfer of value to the customer. Costs include all direct material and labor costs, subcontractor costs, and allocated overhead costs related to contract performance. Construction contracts with customers generally provide that billings are to be made monthly in amounts which are commensurate with the extent of performance under the contracts. Contract receivables arise principally from the balance of amounts due on progress billings on jobs under construction. Retention on contract receivables are amounts due on progress billings, which are withheld until a future period. Disaggregation of Revenues DBMG's revenues are principally derived from contracts to provide fabrication and erection services to its customers. Contracts represent majority of the revenue of the Infrastructure segment and are generally recognized over time. A majority of contracts are domestic, fixed priced, and are in excess of one year. Disaggregation of the Infrastructure segment, by market or type of customer, is used to evaluate its financial performance. The following table disaggregates DBMG's revenue by market (in millions): Years Ended December 31, 2022 2021 Commercial $ 794.0 $ 539.8 Industrial 409.5 292.5 Healthcare 129.9 59.8 Convention 136.2 85.8 Transportation 50.2 52.7 Leisure 23.4 23.2 Government 34.8 68.0 Other 15.8 37.7 Total revenue from contracts with customers 1,593.8 1,159.5 Other revenue 0.5 0.2 Total Infrastructure segment revenue $ 1,594.3 $ 1,159.7 Contract Assets and Contract Liabilities The timing of revenue recognition may differ from the timing of invoicing to customers. Contract assets include unbilled amounts from our long-term construction projects when revenue recognized under the cost-to-cost measure of progress exceed the amounts invoiced to our customers, as the amounts cannot be billed under the terms of our contracts. Such amounts are recoverable from our customers based upon various measures of performance, including achievement of certain milestones, completion of specified units or completion of a contract. In addition, many of our time and materials arrangements, as well as our contracts to perform turnaround services within the United States industrial services segment, are billed in arrears pursuant to contract terms that are standard within the industry, resulting in contract assets and/or unbilled receivables being recorded, as revenue is recognized in advance of billings. Also included in contract assets are amounts we seek or will seek to collect from customers or others for errors or changes in contract specifications or design, contract change orders or modifications in dispute or unapproved as to both scope and/or price or other customer-related causes of unanticipated additional contract costs (claims and unapproved change orders). Our contract assets do not include capitalized costs to obtain and fulfill a contract. Contract liabilities from our long-term construction contracts occur when amounts invoiced to our customers exceed revenues recognized. Contract liabilities additionally include advanced payments from our customers on certain contracts. Contract liabilities decrease as we recognize revenue from the satisfaction of the related performance obligation. The Company classifies contract assets and liabilities that may be settled beyond one year from the balance sheet date as current, consistent with the length of time of the Company’s project operating cycle. Retainage receivable represents amounts invoiced to customers where payments have been partially withheld (usually less than 10%) pending the completion of certain milestones, satisfaction of other contractual conditions or the completion of the project. Retainage agreements vary from project to project and balances could be outstanding for several months or years depending on a number of circumstances, such as contract-specific terms, project performance and other variables that may arise as the Company makes progress toward completion. As of December 31, 2022 and 2021, the total retainage receivable was $127.8 million and $108.8 million, respectively, and the amount of retainage receivable estimated by management to be collected beyond one year is approximately 20.7% and 24.6% of the balance, respectively. When payment of the retainage is contingent upon the Company fulfilling its obligations under the contract it does not meet the criteria to be included in accounts receivable and remains in the contract’s respective contract assets or contract liability, determined on a contract-by-contract basis. The Company has reflected such amounts within the Consolidated Balance Sheet as of December 31, 2022 and 2021. Contract assets and contract liabilities and recognized earnings consisted of the following (in millions): Years Ended December 31, 2022 2021 Costs incurred on contracts in progress $ 2,503.3 $ 2,161.5 Estimated earnings 378.9 316.4 Contract revenue earned on uncompleted contracts 2,882.2 2,477.9 Less: progress billings 2,815.7 2,438.4 $ 66.5 $ 39.5 The above is included in the accompanying Consolidated Balance Sheets under the following line items: Contract assets $ 165.1 $ 118.6 Contract liabilities (98.6) (79.1) $ 66.5 $ 39.5 Years Ended December 31, 2022 2021 Cost in excess of billings $ 90.7 $ 68.3 Conditional retainage 74.4 50.3 Contract assets $ 165.1 $ 118.6 Billings in excess of costs $ (152.0) $ (137.6) Conditional retainage 53.4 58.5 Contract liabilities $ (98.6) $ (79.1) The change in contract assets is a result of the recording of $205.3 million of contract assets driven by new commercial projects, offset by $158.8 million of contract assets transferred to receivables from contract assets recognized at the beginning of the period. The change in contract liabilities is a result of periodic contract liabilities of $96.6 million driven largely by new commercial projects, offset by revenue recognized that was included in the contract liability balance at the beginning of the period in the amount of $77.1 million. Transaction Price Allocated to Remaining Unsatisfied Performance Obligations As of December 31, 2022, the transaction price allocated to remaining unsatisfied performance obligations consisted of the following (in millions): Within One Year Within Five Years Total Commercial $ 354.5 $ 32.5 $ 387.0 Industrial 369.8 19.8 389.6 Transportation 283.3 145.8 429.1 Government 8.0 — 8.0 Leisure 4.7 — 4.7 Healthcare 220.6 221.9 442.5 Convention 103.1 5.0 108.1 Other 2.9 — 2.9 Remaining unsatisfied performance obligations $ 1,346.9 $ 425.0 $ 1,771.9 DBMG's remaining unsatisfied performance obligations increase with awards of new contracts and decrease as it performs work and recognizes revenue on existing contracts. DBMG includes a project within its remaining unsatisfied performance obligations at such time the project is awarded and agreement on contract terms has been reached. DBMG's remaining unsatisfied performance obligations include amounts related to contracts for which a fixed price contract value is not assigned when a reasonable estimate of total transaction price can be made. DBMG expects to recognize this revenue approximately within the next 3.5 years. Remaining unsatisfied performance obligations include unrecognized revenues to be realized from uncompleted construction contracts. Although many of DBMG's contracts are subject to cancellation at the election of its customers, in accordance with industry practice, DBMG does not limit the amount of unrecognized revenue included within its remaining unsatisfied performance obligations due to the inherent substantial economic penalty that would be incurred by its customers upon cancellation. Life Sciences Segment Beginning in 2021, R2 Technologies commercially launched its first systems product, the Glacial Rx, and other topical consumables. The Glacial Rx system is sold to medical practices, or in certain cases leased for a small, initial upfront fee and recurring lease payments over a specified timeframe. In order to operate the system, kits containing a cycle card with a set number of cycles must be purchased. Once the cycles are exhausted, practices can purchase additional cards with additional cycles resulting in recurring revenues to R2 Technologies. Further, topical consumables are contained in the kits sold to medical practices, which patients can utilize post-treatment to increase the efficacy of the treatment. Beginning in 2022, R2 Technologies commercially launched its second systems product, the Glacial Spa. The Glacial Spa device is a cooling experience used to even skin tone, and brighten and lighten skin and is intended to be operated by a trained aesthetician. The Glacial Spa system is currently sold in China and distributed by Huadong’s existing sales force to spas. Quarterly, R2 receives purchase orders for the Glacial Spa and other topical consumables from Huadong and recognizes the revenue upon shipment of the device to Huadong. Payment Terms R2 requires customers to remit payment upfront prior to shipping the devices. Payment terms are expressly stated in our standard terms and conditions. The invoiced amount to be received is recorded in Accounts Receivable, net on our Consolidated Balance Sheet. The following table disaggregates the Life Sciences segment's revenue by type for the periods indicated (in millions): Years Ended December 31, 2022 2021 Systems and consumables revenue $ 4.3 $ 3.5 Total Life Sciences segment revenue $ 4.3 $ 3.5 Spectrum Segment Network advertising revenue is generated primarily from the sale of television airtime for programs or advertisements. Network advertising revenue is recognized when the program or advertisement is broadcast. Revenues are reported net of agency commissions, which are calculated as a stated percentage applied to gross billings. The Network advertising contracts are generally short-term in nature. Network distribution revenue consists of payments received from cable, satellite and other multiple video program distribution systems for their retransmission of our network content. Network distribution revenue is recognized as earned over the life of the retransmission consent contract and varies from month to month. Variable fees are usage/sales based, calculated on the average number of subscribers, and recognized as revenue when the usage occurs. Transaction prices are based on the contract terms, with no material judgments or estimates. Broadcast station revenue is generated primarily from the sale of television airtime in return for a fixed fee or a portion of the related ad sales recognized by the third party. In a typical broadcast station revenue agreement, the licensee of a station makes available, for a fee, airtime on its station to a party which supplies content to be broadcast during that airtime and collects revenue from advertising aired during such content. Broadcast station revenue is recognized over the life of the contract, when the program is broadcast. The fees that we charge can be fixed or variable and the contracts that the Company enters into are generally short-term in nature. Variable fees are usage/sales-based and recognized as revenue when the subsequent usage occurs. Transaction prices are based on the contract terms, with no material judgments or estimates. Payment Terms We have an unconditional right to receive payment of the amount billed generally within 30 days of the invoice date. Payment terms are expressly stated in our standard terms and conditions. The invoiced amount to be received is recorded in Accounts Receivable on our Consolidated Balance Sheet. Disaggregation of Revenues The following table disaggregates the Spectrum segment's revenue by type for the periods indicated (in millions): Years Ended December 31, 2022 2021 Broadcast station $ 19.6 $ 18.6 Network advertising 14.8 18.1 Network distribution 2.8 3.2 Other 1.5 2.1 Total Spectrum segment revenue $ 38.7 $ 42.0 Transaction Price Allocated to Remaining Unsatisfied Performance Obligations As of December 31, 2022, the transaction price allocated to remaining unsatisfied performance obligations consisted of $2.5 million of broadcast station revenues of which $2.2 million is expected to be recognized within one year and $0.3 million is expected to be recognized within the next 2 years. With the shut-down of HC2 Network as of December 31, 2022, the company no longer has any unsatisfied performance obligations related to network advertising or network distribution. |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Accounts Receivable, Net | 4. Accounts Receivable, Net Accounts receivable, net as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Contracts in progress $ 244.8 $ 226.8 Unbilled retentions 0.2 0.4 Trade receivables 5.9 9.9 Other receivables 4.5 10.6 Allowance for doubtful accounts (0.5) (0.6) Total $ 254.9 $ 247.1 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | 5. Inventory Inventory as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Raw materials and consumables $ 15.7 $ 14.3 Work in process 1.2 1.2 Finished goods 2.0 1.5 Total inventory $ 18.9 $ 17.0 |
Investments
Investments | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 6. Investments The carrying values of the Company's investments as of the periods indicated were as follows (in millions): December 31, 2022 Measurement Alternative (1) Equity Fair Value Total Common stock $ — $ 3.0 $ — $ 3.0 Preferred stock and fixed maturities — — 4.6 4.6 Put option 11.3 — — 11.3 Investment in securities — 40.6 — 40.6 Total $ 11.3 $ 43.6 $ 4.6 $ 59.5 December 31, 2021 Measurement Alternative (1) Equity Fair Value Total Common stock $ — $ 2.1 $ — $ 2.1 Preferred stock and fixed maturities 0.5 2.1 5.4 8.0 Put option 11.3 — — 11.3 Investment in securities — 34.6 — 34.6 Total $ 11.8 $ 38.8 $ 5.4 $ 56.0 (1) The Company accounts for its equity securities without readily determinable fair values under the measurement alternative election of ASC 321, whereby the Company can elect to measure an equity security without a readily determinable fair value, that does not qualify for the practical expedient to estimate fair value (net asset value), at its cost minus impairment, if any . Pansend accounts for MediBeacon's preferred stock as an equity method investment, inclusive of any fixed maturity securities (notes) issued by Pansend to MediBeacon. During the year ended December 31, 2022, Pansend issued MediBeacon a $4.5 million 8.0% convertible note due March 2025, increasing the total outstanding principal to $5.0 million. The increase in the net carrying value of the investment from the note was fully offset by additional equity method losses recognized on MediBeacon during the year ended December 31, 2022, and Pansend's net carrying amount of its investment in MediBeacon is zero as of December 31, 2022. Equity Method Investments The Company's equity method investments are comprised of investments in MediBeacon, Triple Ring and HMN. The Company's share of net losses from its equity method investments totaled $1.3 million and $2.8 million for the years ended December 31, 2022 and 2021, respectively. The Company accounts for its Triple Ring equity method investment results on a one-month lag basis. Subsequent to year end, on March 6, 2023, the Company closed on the sale of its remaining 19% interest in HMN. Refer to Note 15. Commitments and Contingencies and Note 24. Subsequent Events for additional information on the Company's investment in HMN. The following tables provide combined summarized unaudited financial information for the periods indicated for the Company's equity method investments (in millions): December 31, 2022 2021 Assets $ 786.4 $ 604.5 Liabilities 670.2 481.5 Equity $ 116.2 $ 123.0 Years Ended December 31, 2022 2021 Total revenues $ 672.3 $ 695.9 Gross profit $ 109.6 $ 107.0 Operating income $ 6.4 $ 15.5 Net income $ 5.0 $ 9.4 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | 7. Property, Plant and Equipment, Net Property, plant and equipment, net, ("PP&E") as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Equipment, furniture and fixtures, and software $ 196.0 $ 180.7 Building and leasehold improvements 44.8 43.0 Land 26.1 24.1 Construction in progress 8.4 8.9 Plant and transportation equipment 8.2 8.3 $ 283.5 $ 265.0 Less: Accumulated depreciation 118.5 95.1 Total $ 165.0 $ 169.9 Depreciation expense was $25.6 million and $25.0 million for the years ended December 31, 2022 and 2021, respectively. These amounts included $15.0 million and $12.2 million of depreciation expense recognized within cost of revenue for the years ended December 31, 2022 and 2021, respectively. |
Goodwill and Intangibles, Net
Goodwill and Intangibles, Net | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangibles, Net | 8. Goodwill and Intangibles, Net On an annual basis, in the fourth quarter, the Company performs its goodwill impairment review in accordance with ASC 350. Estimating the fair value of a reporting unit requires various assumptions including projections of future cash flows, perpetual growth rates and discount rates. The assumptions about future cash flows and growth rates are based on the Company’s assessment of a number of factors, including the reporting unit’s recent performance against budget, performance in the market that the reporting unit serves, and industry and general economic data from third-party sources. Discount rate assumptions are based on an assessment of the risk inherent in those future cash flows. Changes to the underlying businesses could affect the future cash flows, which in turn could affect the fair value of the reporting unit. After considering all quantitative and qualitative factors, the Company has determined that, other than noted below, it is more likely than not that the reporting units' fair values exceed their carrying values as of the assessment date. The Company also considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic and its impact on each of the reporting units. Further, the Company assessed the current market capitalization, forecasts and the amount by which the fair values exceeded the carrying values. Goodwill The carrying amounts of goodwill by segment were as follows (in millions): Infrastructure Spectrum Total Balance at December 31, 2020 $ 89.6 $ 21.4 $ 111.0 Acquisition 16.7 — 16.7 Translation (0.3) — (0.3) Balance at December 31, 2021 $ 106.0 $ 21.4 $ 127.4 Translation (0.3) — (0.3) Balance as of December 31, 2022 $ 105.7 $ 21.4 $ 127.1 Indefinite-lived Intangible Assets The carrying amounts of indefinite-lived intangible assets as of the periods indicated were as follows (in millions): December 31, 2022 2021 FCC licenses $ 106.3 $ 106.5 Total $ 106.3 $ 106.5 For the years ended December 31, 2022 and 2021, the Company recorded impairment charges of $0.2 million and $0.7 million, respectively, which are reflected in Other operating loss in the Consolidated Statements of Operations. The impairment charges related to non-core FCC licenses which were sold or expired, in order to bring their carrying value equal to the agreed upon sales price prior to the execution of the sale or expiration. The weighted-average period prior to the next renewal for FCC licenses was 6.6 years and 3.0 years as of December 31, 2022 and 2021, respectively, after taking into consideration licenses that were successfully renewed shortly after year-end. While broadcast television licenses are issued for a fixed period of time (generally eight years), renewals of these licenses have occurred routinely and at nominal cost. In addition, the Company does not believe that the expiration or non-renewal of any of our FCC licenses would have a material adverse effect on the expected future cash flows and profitability. Definite Lived Intangible Assets The gross carrying amounts and accumulated amortization of definite lived intangible assets by major intangible asset class as of the periods indicated were as follows (in millions): December 31, Weighted-Average Original Useful Life 2022 2021 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Trade names 14 years $ 25.4 $ (8.0) $ 17.4 $ 25.4 $ (6.3) $ 19.1 Customer relationships and contracts 11 years 87.6 (35.4) 52.2 87.7 (21.6) 66.1 Channel sharing arrangements 35 years 12.6 (1.4) 11.2 12.6 (1.1) 11.5 Other 12 years 4.1 (1.1) 3.0 8.5 (3.3) 5.2 Total $ 129.7 $ (45.9) $ 83.8 $ 134.2 $ (32.3) $ 101.9 For the year ended December 31, 2022, the Company recorded impairment charges to definite lived intangible assets of $1.5 million, which are reflected in Other operating loss in our Consolidated Statements of Operations. The impairment charges related to the HC2 Network Program License Agreement ("PLA") due to a decline in performance. Amortization expense for definite lived intangible assets was $16.6 million and $12.6 million for the years ended December 31, 2022 and 2021, respectively, and was included in Depreciation and amortization in our Consolidated Statements of Operations. Amortization Future estimated annual amortization expense for intangible assets as of December 31, 2022 is as follows (in millions): Estimated Amortization 2023 $ 11.1 2024 7.4 2025 7.3 2026 6.9 2027 4.7 Thereafter 46.4 Total $ 83.8 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | 9. Acquisitions Infrastructure Segment Banker Steel Acquisition On May 27, 2021, the Company, through its subsidiary DBMG, closed on a transaction to acquire 100% of Banker Steel Holdco LLC ("Banker Steel") for $145.0 million. The acquisition was financed with $64.1 million from a partial draw on a new $110.0 million revolving credit facility, $49.6 million of sellers' notes, $6.3 million of assumed debt of Banker Steel, and $25.0 million in cash received from INNOVATE in the settlement of certain intercompany balances. Banker Steel, which is included in the Company's Infrastructure segment, provides full-service fabricated structural steel and erection services primarily for the East Coast and Southeast commercial and industrial construction market, in addition to full design-assist services. Banker Steel consists of six operating companies: Banker Steel Co., LLC; NYC Constructors, LLC; Memco LLC; Derr & Isbell Construction LLC; Innovative Detailing and Engineering Solutions; and Lynchburg Freight and Specialty LLC. The transaction was accounted for as a business acquisition and the valuation was finalized in the fourth quarter of 2021. The allocation of the fair value of consideration transferred among the identified assets acquired, liabilities assumed, intangibles and residual goodwill is summarized as follows (in millions): Purchase Consideration at Fair Value Partial draw on new $110.0 million revolving credit facility $ 64.1 Sellers' notes 49.6 Bankers Steel debt - assumed 6.3 Cash 25.0 Gross consideration 145.0 Less: Seller transaction costs - assumed 0.4 Less: Bankers debt - assumed 6.3 Less: R&W premium paid by seller 0.5 Net consideration $ 137.8 Cash and cash equivalents $ 9.3 Accounts receivable, net 70.9 Contract assets 22.6 Assets held for sale 0.7 Inventory 5.7 Other current assets 1.7 Property, plant, and equipment, net 58.6 Other assets 40.1 Intangibles, net 60.8 Goodwill 16.7 Total assets to be acquired 287.1 Accounts payable 39.1 Contract liabilities 38.6 Other current liabilities 31.1 Other liabilities 34.2 Long-term debt, less current portion 6.3 Total liabilities to be assumed 149.3 Total net assets acquired $ 137.8 During the 2021 measurement period, adjustments to our acquisition accounting were made to certain amounts. These include updates to accounts receivable based on additional information obtained regarding collectability, values assigned to intangible assets, and additional accrued liabilities. As such, the valuation was finalized during the fourth quarter of 2021. Goodwill was determined based on the residual differences between fair value of consideration transferred and the value assigned to acquired assets and liabilities. Among the factors that contributed to goodwill was approximately $60.8 million assigned to intangibles, including customer relationships of $33.8 million with a useful life of 18 years, trade names of $7.4 million with a useful life of 15 years, existing customer contracts of $17.6 million with a useful life of 2 years and leasehold interests of $2.0 million with varying useful life. Goodwill is not amortized. The portion of goodwill that is deductible for tax purposes is $14.0 million. For the year ended December 31, 2021, acquisition costs incurred by DBMG in connection with the acquisition of Banker Steel were $2.0 million, which were included in selling, general and administrative expenses. The acquisition costs were primarily related to legal, accounting and valuation services. Results of Operations and Unaudited Supplemental Pro Forma Information The following table presents the results of operations data for the year ended December 31, 2021 for Banker Steel from the date of acquisition (in millions): Year Ended December 31, 2021 Revenue $ 265.9 Income from operations $ 15.5 Net income attributable to INNOVATE $ 8.8 The following table presents unaudited consolidated pro forma results of operations data as if the acquisition of Banker Steel had occurred at the beginning of 2021. This information does not purport to be indicative of the actual results that would have occurred if the acquisitions had actually been completed on the date indicated, nor is it necessarily indicative of the future operating results or the financial position of the combined company (in millions): Year Ended December 31, 2021 Revenue $ 1,402.7 Income from operations $ 0.9 Net loss attributable to INNOVATE $ (219.2) DBM Global During the year ended December 31, 2021, the Company purchased an additional 53,759 shares of DBM Global, Inc. on the open market, increasing its ownership to approximately 91% from 89%. Spectrum Segment |
Discontinued Operations and Exi
Discontinued Operations and Exit Activities | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations and Exit Activities | 10. Discontinued Operations and Exit Activities Sale of CIG The sale of CIG closed on July 1, 2021 to Continental General Holdings LLC ("Continental"), an entity controlled by Michael Gorzynski, a former director of the Company who also serves as executive chairman of Continental since October 2020. Our previous segment incorporating CIG (the "Insurance segment"), which primarily consisted of a closed block of long-term care insurance, had a book value, inclusive of intercompany eliminations, at the time of the sale of $544.0 million, inclusive of $344.0 million of Accumulated other comprehensive income ("AOCI"). The carrying value of the Insurance segment at the time of sale excluded cash of $62.5 million and investments of $26.7 million which were distributed to the Company through an extraordinary dividend immediately prior to the sale. The extraordinary dividend was approved by our domestic regulator in connection with the approval of the sale. The amount included in AOCI was reversed from equity at the time of the sale and offset the loss recognized. While several factors impacted the fair value of the Insurance segment at the end of 2019, following discussions with our domestic regulator, changes in the asset management fee arrangement and expectations of future dividends primarily and ultimately resulted in the full impairment of the goodwill associated with the Insurance segment in 2019. While these factors did not have a major impact on the operations of the stand-alone business, they did have a significant impact on the economic benefit that could be realized by the Company. As a result of the factors described above, combined with the risks associated with the long-term care insurance industry, the Company exited the Insurance segment and sold the business resulting in a $200.8 million loss on the sale of CIG in the third quarter of 2021. On September 3, 2022, INNOVATE and Continental entered into a tax cooperation agreement permitting Continental General Insurance Company ("CGIC") to consolidate into INNOVATE's 2021 U.S. tax return for the six-month period INNOVATE owned CGIC, allowing CGIC to shield some of its income tax liability by utilizing a portion of INNOVATE's Net Operating Losses ("NOLs") while also converting a portion of INNOVATE's IRC Sec. 163(j) carryforward assets into NOLs. Refer to Note 14. Income Taxes for additional information regarding income tax attributes. The net tax savings of $3.1 million on CGIC's income tax liability was split between CGIC and INNOVATE in accordance with the tax sharing agreement, which was executed on October 11, 2022. INNOVATE recognized a current income tax benefit of $3.1 million in the current year and received $0.9 million as a result of the tax sharing agreement during the fourth quarter of 2022 and expects to receive the remaining $0.4 million in 2023. As CGIC is no longer a subsidiary of INNOVATE, the $1.8 million tax benefit received by CGIC from the tax sharing agreement was treated as a deemed contribution, and therefore INNOVATE recognized an additional $1.8 million loss related to the previous sale of the subsidiary, through continuing operations. Sale of Beyond6 On January 15, 2021, the Company closed on the sale of Beyond6 to an affiliate of Mercuria Investments US, Inc., pursuant to an Agreement and Plan of Merger (the "Merger Agreement") among Beyond6, Greenfill, Inc., a Delaware corporation ("Parent"), Greenfill Merger Inc., a newly-formed Delaware corporation and wholly-owned subsidiary of the Parent, and an affiliate of INNOVATE as the Stockholder Representative for the Beyond6 stockholders, for a total purchase price, net of Beyond6's debt and transaction expenses, customary purchase price adjustments and escrow arrangements, of approximately $106.5 million. Net proceeds received by INNOVATE at closing was cash consideration of approximately $70.0 million. During the first quarter of 2021, the Company recognized a $39.2 million gain on the sale. During the third quarter of 2021, as a result of releases of related escrows and hold backs, the Company recognized an additional $0.5 million gain on the sale. A portion of the proceeds from the sale of Beyond6 were used to repay $15.0 million of the then outstanding balance under the 6.75% line of credit with MSD PCOF Partners IX, LLC ("Revolving Credit Agreement") and repay $27.9 million of the Company's 2021 Senior Secured Notes. Sale of GMSL On February 28, 2020, the Company, through its indirect subsidiary, GMH, in which the Company holds an approximately 73% controlling interest, sold 100% of the shares of GMSL to Trafalgar AcquisitionCo, Ltd. and an affiliate of J.F. Lehman & Company, LLC. During the year ended December 31, 2021, the Company recognized a gain of $1.2 million as a result of an indemnity release related to the sale of GMSL. Discontinued Operations Reporting The results of Beyond6 and CIG, as well as the gain from GMSL, and the related expenses directly attributable to the entities were reported as discontinued operations. Formerly part of the Marine Services, Telecommunications, and Clean Energy segments, these entities were previously reclassified to the Other segment. Summarized operating results of the discontinued operations as of the periods indicated were as follows (in millions): Years Ended December 31, 2022 2021 Revenue $ — $ 1.7 Life, accident and health earned premiums, net — 55.7 Net investment income — 92.4 Realized/unrealized gains on investments — 5.1 Total revenue — 154.9 Cost of revenue — 0.8 Policy benefits, changes in reserves, and commissions — 126.0 Selling, general and administrative — 21.1 Depreciation and amortization — (11.0) Income from operations — 18.0 Interest expense — (0.5) Loss on sale and liquidation of subsidiaries — (159.9) Other loss — (3.1) Pre-tax loss from discontinued operations — (145.5) Income tax expense — (4.4) Loss from discontinued operations $ — $ (149.9) Assets Held for Sale As of December 31, 2022 the Company had no assets held for sale, and as of December 31, 2021, the Company had approximately $1.5 million of other current assets related to discontinued operations which were classified in Assets held for sale in the Consolidated Balance Sheet. Exit Activities - HC2 Network Shut-Down On December 31, 2022, Broadcasting shut-down the operations and broadcasting of the Azteca America network and, during the year ended December 31, 2022, terminated both the PLA and BSA with TV Azteca. HC2 Network did not quality for held-for-sale or discontinued operations as of December 31, 2022 as HC2 Network was not significant to the Company, does not represent a strategic shift and will not have a major effect on the Company's operations and financial results. As a result of the cessation of the Azteca operations, for the year ended December 31, 2022, the Company recognized employee-related termination costs of $0.7 million, which are included in Selling, general & administrative, and a net loss of $30 thousand which is included in Other (expense) income, net. Restructuring Costs - DBM Global DBMG incurred approximately $6.5 million of restructuring costs for the year ended December 31, 2022, which are reflected in Selling, general and administrative in the Consolidated Statements of Operations. These costs relate to a one-time internal project to evaluate and revamp DBMG's internal operations and back-office functions across all departments, including finance & accounting, risk management, human resources, IT and purchasing to improve future state delivery models and reduce redundancy throughout the organization. There are no remaining amounts accrued as of December 31, 2022. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | 11. Leases Operating lease right-of-use-assets and assets held under finance leases are recognized in the Consolidated Balance Sheets within Other assets and Property, plant and equipment, net, respectively. Operating lease liabilities and finance lease liabilities are recognized in the Consolidated Balance Sheets within Other liabilities and Debt obligations, respectively. As of the dates indicated, lease right-of-use assets and lease liabilities consisted of the following (in millions): December 31, 2022 2021 Right-of-use assets: Operating lease (Other assets) $ 65.8 $ 69.6 Finance lease (Property, plant and equipment, net) 2.1 0.2 Total right-of-use assets $ 67.9 $ 69.8 Lease liabilities: Current portion of operating lease (Other current liabilities) $ 17.1 $ 15.5 Non-current portion of operating lease (Other liabilities) 53.8 58.5 Finance lease (Debt obligations) 2.1 0.1 Total lease liabilities $ 73.0 $ 74.1 The tables below present financial information associated with the Company's leases. The information is presented as of, and for the years ended December 31, 2022 and 2021. The Company has entered into operating and finance lease agreements primarily for land, office space, equipment and vehicles, expiring between 2023 and 2045. For the year ended December 31, 2022, the Company recorded impairment charges to right-of-use assets of $0.5 million, which are reflected in Other operating loss, related to FCC licenses impaired. In addition, for the year ended December 31, 2021, the Company recorded an impairment of the right-of-use-assets totaling $2.1 million, which is reflected in Other operating loss. For the years ended December 31, 2022 and 2021, the Company recorded short-term lease costs totaling $34.8 million and $19.2 million, respectively. The Company is expected to incur $10.8 million future short-term lease costs for the year ended December 31, 2023. The following table summarizes the components of lease expense for the periods indicated (in millions): Years Ended December 31, 2022 2021 Finance lease cost: Amortization of right-of-use assets $ 0.2 $ 0.8 Interest on lease liabilities 0.1 — Net finance lease cost 0.3 0.8 Operating lease cost 23.5 21.7 Variable lease cost 0.6 0.5 Sublease income (0.7) (0.5) Total lease cost $ 23.7 $ 22.5 Cash flow information related to leases for the periods indicated is as follows (in millions): Years Ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 0.1 $ — Financing cash flows from finance leases $ 0.2 $ 0.7 Operating cash flows from operating leases $ 23.3 $ 21.9 Right-of-use assets obtained in exchange for new lease liabilities: Finance leases $ 2.2 $ 0.1 Operating leases $ 15.0 $ 48.3 The weighted-average remaining lease term and the weighted-average discount rate for finance leases and operating leases for the periods presented are as follows: Years Ended December 31, 2022 2021 Weighted-average remaining lease term (years) - operating leases 7.5 7.5 Weighted-average remaining lease term (years) - finance leases 1.4 2.3 Weighted-average discount rate - operating leases 5.3 % 5.4 % Weighted-average discount rate - finance leases 5.7 % 4.2 % As of December 31, 2022, undiscounted cash flows for finance and operating leases are as follows (in millions): Operating Finance 2023 $ 20.0 $ 1.8 2024 14.3 0.3 2025 10.8 0.1 2026 7.4 — 2027 5.2 — Thereafter 28.6 — Total future lease payments 86.3 2.2 Less: Present values (15.4) (0.1) Total lease liability balance $ 70.9 $ 2.1 In November 2021, INNOVATE Corp. entered into a ten-year lease agreement for a special purpose space in Palm Beach, Florida. The new lease has not yet commenced, but will require future monthly lease payments of approximately $0.2 million over the entire lease term and yearly common area maintenance charges of $0.6 million, both of which are subject to 3% annual upward adjustments, with total square footage of 20,950. The lease also provides for the Company to receive an allowance from the landlord of $2.1 million to be used toward costs to design, engineer, install, supply and construct improvements (the "Construction Allowance"), payable at the end of the construction period, of which $0.8 million is included in prepaid rent in Other Assets as of December 31, 2022. The future lease payments and remaining unexpended amounts under the allowance are not yet recorded on our Consolidated Balance Sheet. We expect the accounting lease commencement date for this initial portion of the lease for financial reporting purposes to begin in 2024. Subsequent to December 31, 2022, the lease agreement was amended to extend the term of the lease to 15 years and to increase the Construction Allowance to a total of $4.4 million. In December 2021, the Company entered into a five-year lease agreement with an option to extend the lease for another five years for office space in West Palm Beach, Florida. The new lease has not commenced yet, but will require future monthly lease payments of approximately $0.1 million over the entire lease term, subject to 3% annual upward adjustment, with total square footage of 15,786. Other than a $0.2 million deposit included in Other Assets, the future lease payments are not yet recorded on our Consolidated Balance Sheets, as the building is still under construction. We expect the accounting lease commencement date for this initial portion of the lease for financial reporting purposes to begin in 2024. |
Leases | 11. Leases Operating lease right-of-use-assets and assets held under finance leases are recognized in the Consolidated Balance Sheets within Other assets and Property, plant and equipment, net, respectively. Operating lease liabilities and finance lease liabilities are recognized in the Consolidated Balance Sheets within Other liabilities and Debt obligations, respectively. As of the dates indicated, lease right-of-use assets and lease liabilities consisted of the following (in millions): December 31, 2022 2021 Right-of-use assets: Operating lease (Other assets) $ 65.8 $ 69.6 Finance lease (Property, plant and equipment, net) 2.1 0.2 Total right-of-use assets $ 67.9 $ 69.8 Lease liabilities: Current portion of operating lease (Other current liabilities) $ 17.1 $ 15.5 Non-current portion of operating lease (Other liabilities) 53.8 58.5 Finance lease (Debt obligations) 2.1 0.1 Total lease liabilities $ 73.0 $ 74.1 The tables below present financial information associated with the Company's leases. The information is presented as of, and for the years ended December 31, 2022 and 2021. The Company has entered into operating and finance lease agreements primarily for land, office space, equipment and vehicles, expiring between 2023 and 2045. For the year ended December 31, 2022, the Company recorded impairment charges to right-of-use assets of $0.5 million, which are reflected in Other operating loss, related to FCC licenses impaired. In addition, for the year ended December 31, 2021, the Company recorded an impairment of the right-of-use-assets totaling $2.1 million, which is reflected in Other operating loss. For the years ended December 31, 2022 and 2021, the Company recorded short-term lease costs totaling $34.8 million and $19.2 million, respectively. The Company is expected to incur $10.8 million future short-term lease costs for the year ended December 31, 2023. The following table summarizes the components of lease expense for the periods indicated (in millions): Years Ended December 31, 2022 2021 Finance lease cost: Amortization of right-of-use assets $ 0.2 $ 0.8 Interest on lease liabilities 0.1 — Net finance lease cost 0.3 0.8 Operating lease cost 23.5 21.7 Variable lease cost 0.6 0.5 Sublease income (0.7) (0.5) Total lease cost $ 23.7 $ 22.5 Cash flow information related to leases for the periods indicated is as follows (in millions): Years Ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 0.1 $ — Financing cash flows from finance leases $ 0.2 $ 0.7 Operating cash flows from operating leases $ 23.3 $ 21.9 Right-of-use assets obtained in exchange for new lease liabilities: Finance leases $ 2.2 $ 0.1 Operating leases $ 15.0 $ 48.3 The weighted-average remaining lease term and the weighted-average discount rate for finance leases and operating leases for the periods presented are as follows: Years Ended December 31, 2022 2021 Weighted-average remaining lease term (years) - operating leases 7.5 7.5 Weighted-average remaining lease term (years) - finance leases 1.4 2.3 Weighted-average discount rate - operating leases 5.3 % 5.4 % Weighted-average discount rate - finance leases 5.7 % 4.2 % As of December 31, 2022, undiscounted cash flows for finance and operating leases are as follows (in millions): Operating Finance 2023 $ 20.0 $ 1.8 2024 14.3 0.3 2025 10.8 0.1 2026 7.4 — 2027 5.2 — Thereafter 28.6 — Total future lease payments 86.3 2.2 Less: Present values (15.4) (0.1) Total lease liability balance $ 70.9 $ 2.1 In November 2021, INNOVATE Corp. entered into a ten-year lease agreement for a special purpose space in Palm Beach, Florida. The new lease has not yet commenced, but will require future monthly lease payments of approximately $0.2 million over the entire lease term and yearly common area maintenance charges of $0.6 million, both of which are subject to 3% annual upward adjustments, with total square footage of 20,950. The lease also provides for the Company to receive an allowance from the landlord of $2.1 million to be used toward costs to design, engineer, install, supply and construct improvements (the "Construction Allowance"), payable at the end of the construction period, of which $0.8 million is included in prepaid rent in Other Assets as of December 31, 2022. The future lease payments and remaining unexpended amounts under the allowance are not yet recorded on our Consolidated Balance Sheet. We expect the accounting lease commencement date for this initial portion of the lease for financial reporting purposes to begin in 2024. Subsequent to December 31, 2022, the lease agreement was amended to extend the term of the lease to 15 years and to increase the Construction Allowance to a total of $4.4 million. In December 2021, the Company entered into a five-year lease agreement with an option to extend the lease for another five years for office space in West Palm Beach, Florida. The new lease has not commenced yet, but will require future monthly lease payments of approximately $0.1 million over the entire lease term, subject to 3% annual upward adjustment, with total square footage of 15,786. Other than a $0.2 million deposit included in Other Assets, the future lease payments are not yet recorded on our Consolidated Balance Sheets, as the building is still under construction. We expect the accounting lease commencement date for this initial portion of the lease for financial reporting purposes to begin in 2024. |
Other Assets, Accrued Liabiliti
Other Assets, Accrued Liabilities and Other Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets, Accrued Liabilities and Other Liabilities | 12. Other Assets, Accrued Liabilities and Other Liabilities Other assets, which are reflected in non-current assets in the Consolidated Balance Sheets, as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Right-of-use assets $ 65.8 $ 69.6 Restricted cash - non-current 1.5 — Other 4.6 3.7 Total other assets $ 71.9 $ 73.3 For the year ended December 31, 2022, the Company recorded impairment charges to right-of-use assets of $0.5 million, which are reflected in Other operating loss, related to FCC licenses impaired. For the year ended December 31, 2021, the Company recorded impairment charges to right-of-use-assets totaling $2.1 million, which is reflected in Other operating loss. Refer to Note 8. Goodwill and Intangibles, Net for additional information. Accrued liabilities as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Accrued expenses and other current liabilities $ 18.9 $ 24.5 Accrued payroll and employee benefits 30.8 38.9 Accrued interest 15.3 29.6 Accrued income taxes 0.4 0.4 Total accrued liabilities $ 65.4 $ 93.4 Other liabilities, which are reflected in non-current liabilities in the Consolidated Balance Sheets, as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Lease liability, net of current portion $ 53.8 $ 58.5 Other 17.4 4.8 Total other liabilities $ 71.2 $ 63.3 As of December 31, 2022 and 2021, there were $1.7 million and $1.6 million, respectively, of asset retirement obligations ("AROs") included in Other liabilities. Accretion expense relating to these AROs was $0.1 million and zero for the years ended December 31, 2022 and 2021, respectively. |
Debt Obligations
Debt Obligations | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt Obligations | 13. Debt Obligations Debt obligations, including finance lease obligations, as of the periods indicated consisted of the following (in millions): Years Ended December 31, Infrastructure 2022 2021 3.25% Note due 2026 $ 99.5 $ 107.2 Line of Credit due 2024 (PRIME minus 0.85% and PRIME minus 1.10% as of December 31, 2022, and 2021, respectively) 107.7 30.4 4.00% Note due 2024 15.0 25.0 8.00% Note due 2024 18.7 19.6 11.00% Note due 2024 — 6.3 Obligations under finance leases 2.1 0.1 Total Infrastructure $ 243.0 $ 188.6 Spectrum 8.50% Note due 2024 19.3 — 11.45% Note due 2024 50.4 — 8.50% Note due 2022 — 19.3 10.50% Note due 2022 — 32.9 Total Spectrum $ 69.7 $ 52.2 Life Sciences 18.00% Note due 2023 10.8 — Total Life Sciences $ 10.8 $ — Non-Operating Corporate 8.50% Senior Secured Notes, due 2026 330.0 330.0 7.50% Convertible Senior Notes, due 2026 51.8 51.8 7.50% Convertible Senior Notes, due 2022 — 3.2 LIBOR plus 5.75% Line of Credit, due 2024 20.0 5.0 Total Non-Operating Corporate $ 401.8 $ 390.0 Total outstanding principal $ 725.3 $ 630.8 Unamortized issuance discount, issuance premium, and deferred financing costs (10.9) (4.5) Less: current portion of debt obligations (30.6) (69.5) Debt obligations $ 683.8 $ 556.8 Aggregate finance lease and debt payments, including interest, as of December 31, 2022, were as follows (in millions): Finance Leases Debt Total 2023 $ 1.8 $ 74.9 $ 76.7 2024 0.3 274.5 274.8 2025 0.1 41.8 41.9 2026 — 469.8 469.8 2027 — — — Thereafter — — — Total minimum principal and interest payments 2.2 861.0 863.2 Less: Amount representing interest (0.1) (137.8) (137.9) Total aggregate finance lease and debt payments $ 2.1 $ 723.2 $ 725.3 As of December 31, 2022, the interest rates on finance leases ranged from approximately 2.0% to 6.0%. Infrastructure In May 2021, DBMG repaid its LIBOR plus 1.50% revolving line of credit (the "Revolving Line") under the Credit and Security Agreement with Wells Fargo Bank and its term loan due 2023 (the "TCW Loan") under a financing agreement with TCW Asset Management Company LLC. In addition, DBMG entered into a new credit facility with UMB Bank ("UMB"). Under the terms of the agreement, UMB agreed to a $110.0 million term loan ("UMB Term Loan") and $110.0 million revolving credit agreement ("UMB Revolving Line"). The proceeds received in 2021 were used to fully repay DBMG's existing debt obligations, fund a portion of the Banker Steel acquisition, and provide additional working capital capacity to DBMG. The 2021 extinguishment of the Revolving Line and the TCW Loan yielded a loss on extinguishment of $1.6 million included in Loss on early extinguishment or restructuring of debt in the Consolidated Statements of Operations. The UMB Term Loan expires May 31, 2026 and bears interest at a rate of 3.25% with an effective interest rate of 3.3%. Interest is paid monthly. The UMB Revolving Line expires May 31, 2024 and, as of December 31, 2022 and 2021, bore interest at a rate of Prime Rate minus 0.85% and Prime Rate minus 1.10%, respectively. Interest is paid monthly. The UMB Revolving Line associated with our Infrastructure segment contains customary restrictive and financial covenants related to debt levels and performance, including a Fixed Coverage Ratio covenant, as defined in the agreement. On August 2, 2022, DBMG negotiated and finalized an amendment to its UMB Revolving Line which included a retrospective change to the terms of the Fixed Coverage Ratio, and an increase in the UMB Revolving Line commitment from $110.0 million to $135.0 million, among other things. The $15.0 million note expires March 31, 2024 and bears interest at a rate of 4.00%. Interest is paid quarterly. The $18.7 million note expires May 27, 2024 and bears interest at a rate of 8.00%. Interest is paid quarterly. Spectrum On August 30, 2021, Broadcasting repurchased $1.0 million of DTV's outstanding notes payable, inclusive of accrued interest, to certain institutional investors. Also on August 30, 2021, DTV extended its remaining outstanding notes by 60 days. On October 21, 2021, Broadcasting entered into the Fifth Omnibus Amendment to Secured Notes, Consent and Second Amendment to Asset Sale Under Secured Notes and Intercreditor Agreement with its lenders, MSD Partners, L.P. and Great American Life Insurance Company, which, among other things, extended the $52.2 million of its Senior Secured Notes, due October 21, 2021, through November 30, 2022. Concurrently, Broadcasting completed the last of a series of repurchases of all the outstanding secured notes, inclusive of accrued interest, of DTV America Corporation (“DTV”) for a total consideration of $6.2 million using a combination of cash on hand and proceeds from the sales on non-core assets. On October 26, 2021, Broadcasting repurchased the outstanding convertible promissory notes of DTV for a total consideration of $0.7 million using proceeds from the sales of non-core assets. Subsequent to these acquisitions, DTV’s debt is held by Broadcasting and eliminated in consolidation. On November 28, 2022, Broadcasting entered into a Sixth Omnibus Amendment to Secured Notes, extending the maturity date of $52.2 million of its Senior Secured Notes from November 30, 2022, to December 30, 2022. The terms of the notes were otherwise substantially unchanged. On December 30, 2022, Broadcasting entered into a Seventh Omnibus Amendment to Secured Notes which, among other things, extended the maturity date of $52.2 million of its Senior Secured Notes, due December 30, 2022 to May 31, 2024. The $52.2 million of Senior Secured Notes consisted of $19.3 million of 8.5% Senior Secured Notes and $32.9 million of 10.5% Senior Secured Notes. The other terms of the $19.3 million 8.5% Senior Notes remained the same. At the time of the extension, HC2 Broadcasting had accrued interest and other fees of $6.9 million. The interest rate on the $32.9 million 10.5% Senior Notes was increased to 11.45% and cumulative accrued interest and exit fees of $17.5 million were capitalized into the principal balance with both note extensions accounted for as debt modification events. The new effective interest rates on the notes range from 12.8% to 19.6%. All other terms were essentially the same. Total outstanding principal after the refinancing was $69.7 million and $6.9 million of accrued interest and fees remain accrued, with total exit fees of $7.6 million which were recorded as original issue discount with a corresponding liability reflected in Other Liabilities. Interest is capitalized and payable upon maturity of the principal. Concurrently therewith and as part of the consideration for extending the 10.5% Senior Notes, HC2 Broadcasting amended warrants to purchase 145,825 shares of common stock of HC2 Broadcasting Holdings, Inc. common stock held by the lenders of the 10.5% Senior Notes by extending the time to exercise such to the second half of 2026 and reducing the exercise price per share (i) from $140.00 to $0.01 in the case of the certain of the warrants and (ii) from $130.00 to $0.01 in the case of the remaining warrants. The warrants have a five-year term and are exercisable at any time. The change in the fair value of the warrants was recorded as original issue discount with a corresponding impact reflected in Noncontrolling interest of $3.1 million. Life Sciences On June 27, 2022, R2 Technologies issued a $0.5 million short-term 90-day 12.0% bridge financing loan with Lancer Capital, LLC ("Lancer"), a related party, an entity controlled by Avram A. Glazer, the Chairman of INNOVATE's Board of Directors. On July 13, 2022, R2 Technologies entered into a note purchase agreement with Lancer. The note payable bears interest at 12.0% per annum and was funded in two tranches. The first tranche of $5.0 million closed on July 13, 2022, and included the settlement of a $0.5 million short-term 90-day 12.0% bridge financing loan made on June 27, 2022 by Lancer, and an additional $4.5 million in cash. The second tranche of $5.0 million closed on August 8, 2022. On December 13, 2022, R2 Technologies closed on an additional $0.8 million 18.0% note with Lancer and also increased the borrowing rate on the existing $10.0 million note to 18.0%. In addition, the maturity date on the $10.0 million note, was amended to the earlier of March 31, 2023 or within five business days after the date on which R2 Technologies receives an aggregate $20.0 million from the consummation of a debt or equity financing. All other terms were substantially unchanged. Interest is capitalized and payable upon maturity of the principal. Subsequent to year end, on February 15, 2023 and February 28, 2023, R2 Technologies closed on an additional 18% $0.5 million note and an additional 18% $0.4 million with Lancer, respectively. For the year ended December 31, 2022, R2 Technologies recognized interest expense related to the contractual interest coupon with Lancer of $0.8 million. Non-Operating Corporate 2026 Senior Secured Notes On February 1, 2021, INNOVATE repaid its 2021 Senior Secured Notes and issued $330.0 million aggregate principal amount of 8.50% senior secured notes due February 1, 2026 (the "2026 Senior Secured Notes"). The 2026 Senior Secured Notes were issued under an indenture dated February 1, 2021, by and among the Company, the guarantors party thereto and U.S. Bank National Association, a national banking association ("U.S. Bank"), as trustee (the "Secured Indenture"). In addition, the Company entered into exchange agreements with certain holders of approximately $51.8 million aggregate principal amount of its existing $55.0 million 7.50% convertible senior notes due 2022 (the "2022 Convertible Notes"), pursuant to which the Company exchanged such holders' 2022 Convertible Notes for newly issued 7.50% convertible notes due 2026 (the "2026 Convertible Notes"). The 2026 Senior Secured Notes were issued in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The Company accounted for the transactions under the debt extinguishment model as the present value of cash flows under the terms of the 2026 Senior Secured Notes and 2026 Convertible Notes was at least 10% different from the present value of the remaining cash flows under the 2021 Senior Secured Notes and the 2022 Convertible Notes. The extinguishment of the 2021 Senior Secured Notes yielded a loss on extinguishment of $4.5 million. The extinguishment of the $51.8 million of 2022 Convertible Notes yielded a loss on extinguishment of $5.5 million, an acceleration of the amortization of discount of $5.3 million, and extinguishment of the bifurcated conversion option classified as equity of $7.7 million. The 2026 Senior Secured Notes were issued at 100% of par, with a stated interest rate of 8.50% and an effective interest rate of 9.26%, which reflects $2.7 million of deferred financing fees. For the years ended December 31, 2022 and 2021, interest expense recognize relating to both the contractual interest coupon and amortization of the deferred financing fees was $30.1 million and $27.2 million, respectively. 2022 Convertible Notes On June 1, 2022, the 2022 Convertible Notes of $3.2 million matured, and the Company repaid the principal and accrued interest upon maturity. For the years ended December 31, 2022 and 2021, interest expense recognized relating to both the contractual interest coupon and amortization of the discount on the 2022 Convertible Notes was $0.2 million and $0.6 million, respectively. 2026 Convertible Notes The 2026 Convertible Notes were issued under a separate indenture dated February 1, 2021, between the Company and U.S. Bank, as trustee (the "Convertible Indenture"). The 2026 Convertible Notes were issued at 100% of par with a stated interest rate of 7.50%. The fair value of the embedded conversion feature contained in the 2026 Convertible Notes had a fair value of $12.3 million, which was recorded as a premium on the 2026 Convertible Notes. The 2026 Convertible Notes mature on August 1, 2026 unless earlier converted, redeemed or purchased. The 2026 Convertible Notes have an effective interest rate of 3.21%, which reflects the initial $12.3 million premium and $1.1 million of deferred financing fees. Each $1,000 of principal of the 2026 Convertible Notes will initially be convertible into 234.2971 shares of our common stock, which is equivalent to an initial conversion price of approximately $4.27 per share, subject to adjustment upon the occurrence of specified events. As of December 31, 2022, the 2026 Convertible Notes had a net carrying value of $59.3 million inclusive of an unamortized premium of $8.3 million. Based on the closing price of our common stock of $1.87 on December 31, 2022, the if-converted value of the 2026 Convertible Notes did not exceed its principal value. For the years ended December 31, 2022 and 2021, interest expense recognized relating to both the contractual interest coupon and amortization of discount net of premium was $1.9 million and $1.8 million, respectively. Line of Credit - Revolving Credit Agreement On February 23, 2021, the Company entered into a third amendment (the "Amendment") of the line of credit with MSD PCOF Partners IX, LLC ("Revolving Credit Agreement"). Among other things, the Amendment (i) increased the aggregate principal amount of the Revolving Credit Agreement to $20.0 million; (ii) extended the maturity date of the Revolving Credit Amendment to February 23, 2024; (iii) updated the affirmative and negative covenants contained in the Amended Credit Agreement so that they are substantially consistent with the affirmative and negative covenants contained in the indenture that governs the 2026 Senior Secured Notes; and (iv) reduced the interest rate margin applicable to loans borrowed under the Amended Credit Agreement to 5.75% from 6.75%. Except as modified by the Amendment, the terms of the Revolving Credit Agreement remain in effect. In May 2021, INNOVATE drew $5.0 million under the Revolving Credit Agreement. In July 2022, the Company drew an additional $15.0 million under the Revolving Credit Agreement. 2026 Senior Secured Notes Terms and Conditions Maturity . The 2026 Senior Secured Notes mature on February 1, 2026. Interest . The 2026 Senior Secured Notes accrue interest at a rate of 8.50% per year. Interest on the 2026 Senior Secured Notes is paid semi-annually on February 1 and August 1 of each year. Issue Price . The issue price of the 2026 Senior Secured Notes was 100% of par. Ranking . The notes and the note guarantees are the Company’s and certain of its direct and indirect domestic subsidiaries’ (the "Subsidiary Guarantors") general senior secured obligations. The notes and the note guarantees will rank: (i) senior in right of payment to all of the Company’s and the Subsidiary Guarantors’ future subordinated debt; (ii) equal in right of payment, subject to the priority of any First-Out Obligations (as defined in the Secured Indenture), with all of the Company’s and the Subsidiary Guarantors’ existing and future senior debt and effectively senior to all of its and the Subsidiary Guarantor’s unsecured debt to the extent of the value of the collateral; and (iii) effectively subordinated to all liabilities of its non-guarantor subsidiaries. The notes and the note guarantees are secured on a first-priority basis by substantially all of the Company’s assets and the assets of the Subsidiary Guarantors, subject to certain exceptions and permitted liens. Collateral . The 2026 Senior Secured Notes are secured by a first priority lien on substantially all of the Company’s assets (except for certain "Excluded Assets," and subject to certain "Permitted Liens," each as defined in the Secured Indenture), including, without limitation: • all equity interests owned by the Company or a Subsidiary Guarantor (which, in the case of any equity interest in a foreign subsidiary, will be limited to 100% of the non-voting stock (if any) and 65% of the voting stock of such foreign subsidiary) and the related rights and privileges associated therewith (but excluding Equity Interests of Insurance Subsidiaries (as defined in the Secured Indenture), to the extent the pledge thereof is deemed a "change of control" under applicable insurance regulations); • all equipment, goods and inventory owned by the Company or a Subsidiary Guarantor; • all cash and investment securities owned by the Company or a Subsidiary Guarantor; • all documents, books and records, instruments and chattel paper owned by the Company or a Subsidiary Guarantor; • all general intangibles owned by the Company or a Subsidiary Guarantor; and • any proceeds and supporting obligations thereof. The Secured Indenture permits the Company, under specified circumstances, to incur additional debt in the future that could equally and ratably share in the collateral. The amount of such debt is limited by the covenants contained in the Secured Indenture. Events of Default . The Secured Indenture contains customary events of default which could, subject to certain conditions, cause the 2026 Senior Secured Notes to become immediately due and payable. Restricted Payments. The Secured Indenture contains specific covenants which restrict the Company's ability and the ability of its restricted subsidiaries (as defined in the Secured Indenture) to incur certain additional indebtedness; make certain dividends, distributions, investments and other restricted payments; repay certain debt; sell certain assets; or enter into certain transactions with affiliates. These covenants are subject to a number of exceptions and qualifications. At December 31, 2022, the Company was in compliance with all covenants contained in the 2026 Senior Secured Notes. 2026 Convertible Notes Terms and Conditions Maturity . The 2026 Convertible Notes mature on August 1, 2026 unless earlier converted, redeemed or purchased. Interest . The 2026 Convertible Notes accrue interest at a rate of 7.5% per year. Interest on the 2026 Convertible Notes is paid semi-annually on February 1 and August 1 of each year. Issue Price . The issue price of the 2026 Convertible Notes was 100% of par. Ranking . The notes are the Company’s general unsecured and unsubordinated obligations and will rank equally in right of payment with all of the Company’s existing and future unsecured and unsubordinated indebtedness, and senior in right of payment to any of the Company’s future indebtedness that is expressly subordinated to the notes. The notes will be effectively subordinated to all of the Company’s existing and future secured indebtedness, including the Company’s 2026 Senior Secured Notes, to the extent of the value of the collateral securing that indebtedness, and structurally subordinated to all indebtedness and other liabilities of the Company’s subsidiaries, including trade credit. Optional Redemption . The Company may not redeem the notes prior to August 1, 2023. On or after August 1, 2023, the Company may redeem for cash all of the notes if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (which need not be consecutive trading days) during any 30 consecutive trading-day period ending within 5 trading days prior to the date on which the Company provides notice of redemption. The redemption price will equal 100% of the principal amount of the notes being redeemed, plus accrued and unpaid interest, including additional interest, if any, to, but excluding, the redemption date. Conversion Rights . The 2026 Convertible Notes are convertible into shares of the Company’s common stock based on an initial conversion rate of 234.2971 shares of common stock per $1,000 principal amount of Convertible Notes (equivalent to a conversion price of approximately $4.27 per share of the Company’s common stock), at any time prior to the close of business on the business day immediately preceding the maturity date, in principal amounts of $1,000 or an integral multiple of $1,000 in excess thereof. In addition, following a Make-Whole Fundamental Change (as defined in the Convertible Indenture) or the Company’s delivery of a notice of redemption for the 2026 Convertible Notes, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2026 Convertible Notes in connection with (i) such Make-Whole Fundamental Change or (ii) such notice of redemption. However, to comply with certain listing standards of The New York Stock Exchange, the Company will settle in cash its obligation to increase the conversion rate in connection with a Make-Whole Fundamental Change or redemption until it has obtained the requisite stockholder approval. Events of Default . The Convertible Indenture contains customary events of default which could, subject to certain conditions, cause the 2026 Convertible Notes to become immediately due and payable. As of December 31, 2022, the Company was in compliance with all covenants contained in the 2026 Convertible Notes. Revolving Credit Agreement Lender. MSD PCOF Partners IX, LLC (“MSD”) Maturity. The Revolving Credit Agreement matures on February 23, 2024. Ranking. Obligations under the Revolving Credit Agreement constitute a First-Out Debt, as defined in the Secured Indenture, and are secured on a pari passu basis with the 2026 Senior Secured Notes. Collateral: As provided under a Collateral Trust Joinder, the lender was added as a secured party to the Collateral Trust Agreement, and accordingly the pari passu obligations and commitments under the Revolving Credit Agreement are secured equally and ratably by the collateral of the Secured Notes. Any failure to comply with the restrictions in the agreements governing our indentures, or any agreement governing other indebtedness we could incur, may result in an event of default under those agreements. Such default may allow the creditors to accelerate the related debt, which acceleration may trigger cross-acceleration or cross-default provisions in other debt. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes The provisions expense for income taxes for the years indicated were as follows (in millions): Years Ended December 31, 2022 2021 Current tax expense (benefit) Federal $ (2.7) $ 0.1 State 2.9 1.8 Foreign (0.4) 1.8 Net current tax expense (benefit) (0.2) 3.7 Deferred tax expense (benefit) Federal (0.6) 0.8 State 0.1 0.2 Foreign 1.6 0.9 Net deferred tax expense 1.1 1.9 Income tax expense $ 0.9 $ 5.6 The US and foreign components of income (loss) from continuing operations before income taxes for the years indicated were as follows (in millions): Years Ended December 31, 2022 2021 US $ (45.1) $ (89.7) Foreign 4.0 9.0 Loss from continuing operations before income taxes $ (41.1) $ (80.7) For the years indicated, the provisions expense for income taxes differed from the amount computed by applying the federal statutory income tax rate to income (loss) before income taxes due to the following items (in millions): Years Ended December 31, 2022 2021 Tax (benefit) at federal statutory rate $ (8.6) $ (17.0) Permanent differences 0.3 0.4 State tax, net of federal benefit 1.0 (1.6) Foreign rate differential — 0.4 Executive and stock compensation 0.1 0.4 Increase (decrease) in valuation allowance (0.7) (0.6) Transaction costs — 0.5 Return to provision 3.2 3.3 Rate change 1.7 20.2 Outside basis difference 4.2 0.9 Other 0.7 1.6 Equity income (1.0) (1.1) Derivative — (1.8) Income tax expense $ 0.9 $ 5.6 Income tax expense of $0.9 million for the year ended December 31, 2022 primarily relates to tax expense as calculated under ASC 740 for taxpaying entities, which was partially offset by the net tax savings of $3.1 million from the CGIC consolidation in the 2021 tax return, resulting in a partial release of the valuation allowance. Refer to 10. Discontinued Operations and Exit Activities in the Consolidated Financial Statements for additional information. Additionally, the tax benefits associated with losses generated by the INNOVATE Corp. U.S. tax consolidated group and certain other businesses have been reduced by a full valuation allowance as we do not believe it is more-likely-than-not that the losses will be utilized. Income tax expense of $5.6 million for the year ended December 31, 2021 primarily relates to tax expense as calculated under ASC 740 for taxpaying entities. Additionally, the tax benefits associated with losses generated by the INNOVATE Corp. U.S. tax consolidated group and certain other businesses have been reduced by a full valuation allowance as we do not believe it is more-likely-than-not that the losses will be utilized. Deferred income taxes reflect the net income tax effect of temporary differences between the basis of assets and liabilities for financial reporting purposes and for income tax purposes. Net deferred tax balances as of the years indicated were comprised of the following (in millions): December 31, 2022 2021 Net operating loss carryforwards $ 82.5 $ 63.8 Basis difference in fixed assets 0.3 0.7 Deferred compensation 7.2 6.7 Sec. 163(j) carryforward 46.3 58.1 Lease liability 20.5 20.9 Other deferred tax assets 13.3 13.4 Total deferred tax assets 170.1 163.6 Valuation allowance (101.6) (102.8) Total net deferred tax assets 68.5 60.8 Basis difference in fixed assets (17.5) (14.1) Right of use assets (19.1) (19.8) Basis difference in intangibles (27.8) (26.1) Other deferred tax liabilities (11.5) (6.9) Total deferred tax liabilities (75.9) (66.9) Net deferred tax liabilities $ (7.4) $ (6.1) Deferred tax assets refer to assets that are attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets in essence represent future savings of taxes that would otherwise be paid in cash. The realization of the deferred tax assets is dependent upon the generation of sufficient future taxable income, including capital gains. If it is determined that the deferred tax assets cannot be realized, a valuation allowance must be established, with a corresponding charge to net income (loss). In accordance with ASC 740, the Company establishes valuation allowances for deferred tax assets that, in its judgment are not more likely-than-not realizable. These judgments are based on projections of future income or loss and other positive and negative evidence by individual tax jurisdiction. Changes in industry and economic conditions and the competitive environment may impact these projections. In accordance with ASC Topic 740, during each reporting period the Company assesses the likelihood that its deferred tax assets will be realized and determines if adjustments to its valuation allowances are appropriate. Management evaluated the need to maintain the valuation allowance against the deferred taxes of the INNOVATE Corp. U.S. consolidated tax group (“the group”) for each of the reporting periods based on the positive and negative evidence available. The objective negative evidence evaluated was the group’s historical operating results over the prior three-year period. The group is in a cumulative three-year loss as of December 31, 2022 which provides negative evidence that is difficult to overcome and would require a substantial amount of objectively verifiable positive evidence of future income to support the realizability of the group’s deferred tax assets. While positive evidence exists by way of unrealized gains in the Company’s investments, management concluded that the negative evidence now outweighs the positive evidence. Thus, it is more likely than not that the group’s US deferred tax assets will not be realized. Valuation allowances have been maintained against deferred tax assets based on losses generated by certain businesses that do not qualify to be included in the INNOVATE Corp. U.S. consolidated income tax return. Generally, consolidation rules under the Internal Revenue Code require consolidation of like-kind entities with an 80% or greater equity ownership, and each individual state or foreign jurisdiction has their own distinct consolidation rules which vary. At December 31, 2022, the Company has gross U.S. net operating loss carryforwards available to reduce future taxable income of the U.S. consolidated group in the amount of $226.3 million. The Company expects that approximately $162.9 million of the gross U.S. net operating loss carryforwards would be available to offset taxable income in 2023. This estimate may change based on changes to actual results reported on the 2022 U.S. tax return. The amount of U.S. net operating loss carryforwards reflected in the financial statements differ from the amounts reported on the U.S. tax return due to uncertain tax positions related to tax laws and regulations that are subject to varied interpretation by the IRS. Additionally, the Company has $124.5 million of gross U.S. net operating loss carryforwards from its subsidiaries that do not qualify to be included in the INNOVATE Corp. U.S. consolidated income tax return, including $83.8 million from R2, $38.3 million from DTV America, and other entities of $2.4 million. Due to U.S. enacted Public Law 115-97, known informally as the Tax Cuts and Jobs Act (the "TCJA") in 2017, U.S. net operating loss carryforwards in the amount of $121.9 million, generated after 2017 have an indefinite carryforward period. U.S. net operating loss carryforwards, in the amount of $104.4 million, generated prior to 2018 will expire, if unused, by 2037. Pursuant to the rules under Section 382, the Company concluded that it underwent an ownership change on May 29, 2014 and $46.1 million gross U.S. net operating losses recorded in the consolidated financial statements are subject to an annual limitation under IRC Sec. 382 of approximately $2.3 million. On November 4, 2015, INNOVATE issued 8.5 million shares of its stock in a primary offering. The Company believes the issuance resulted in a Section 382 ownership change and $31.7 million gross U.S. net operating losses recorded in the consolidated financial statements are subject to IRC Sec. 382. The purchase of GrayWolf Industrial on November 30, 2018 triggered a Section 382 ownership change. $57.1 million of federal net operating losses acquired are subject to an annual limitation between $3.0 million and $4.0 million for the first five years beginning in 2019 and $1.1 million afterwards. $25.4 million of the GrayWolf U.S. net operating losses subject to Section 382 were generated in 2018, and, therefore, they do not expire. Additionally, the Company has $11.4 million of acquired U.S. net operating losses from DTV America, which is subject to an annual limitation under Section 382 of the Internal Revenue Code. As of December 31, 2022, the Company had foreign operating loss carryforwards of approximately $2.0 million. The Company follows the provision of ASC 740 which prescribes a comprehensive model for how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the Company has taken or expects to take on a tax return. The Company is subject to challenge from various taxing authorities relative to certain tax planning strategies, including certain intercompany transactions as well as regulatory taxes . The Company did not have any unrecognized tax benefits as of December 31, 2022 and 2021 related to uncertain tax positions that would impact the effective income tax rate if recognized. The company has reduced the net operating loss carryforward by $58.7 million for uncertain tax positions based on our interpretation of tax laws and regulations that are subject to varied interpretation by the IRS. Below is a tabular reconciliation of the total amount of unrecognized tax benefits as of the years indicated (in millions): Year Ended December 31, 2022 2021 Uncertain tax benefits - January 1 $ 17.6 $ 22.9 Gross decreases - Tax positions in prior period — (5.3) Uncertain tax benefits - December 31 $ 17.6 $ 17.6 The Company conducts business globally, and as a result, INNOVATE or one or more of its subsidiaries files income tax returns in the United States federal jurisdiction and various state and foreign jurisdictions. In the normal course of business the Company is subject to examination by taxing authorities throughout the world. Tax years 2002-2021 remain open for examination. The Company is currently under examination in various domestic and foreign tax jurisdictions. The open tax years contain matters that could be subject to differing interpretations of applicable tax laws and regulations as they relate to the amount, character, timing or inclusion of revenue and expenses or the applicability of income tax credits for the relevant tax period. Given the nature of tax audits, there is a risk that disputes may arise. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. Commitments and Contingencies Unrecorded future minimum purchase commitments as of December 31, 2022 were as follows (in millions): 2023 $ 288.2 2024 3.6 Thereafter — Total commitments $ 291.8 The Company’s future minimum purchase commitments are primarily for materials and subcontractor costs to be used in its construction projects. The amounts are fixed and determinable and do not include variable components. Litigation The Company is subject to claims and legal proceedings that arise in the ordinary course of business. Such matters are inherently uncertain, and there can be no guarantee that the outcome of any such matter will be decided favorably to the Company or that the resolution of any such matter will not have a material adverse effect upon the Company’s Consolidated Financial Statements. The Company does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its Consolidated Financial Statements. The Company records a liability in its Consolidated Financial Statements for these matters when a loss is known or considered probable and the amount can be reasonably estimated. The Company reviews these estimates each accounting period as additional information is known and adjusts the loss provision when appropriate. If a matter is both probable to result in a liability and the amount of loss can be reasonably estimated, the Company estimates and discloses the possible loss or range of loss to the extent necessary for its Consolidated Financial Statements not to be misleading. If the loss is not probable or cannot be reasonably estimated, a liability is not recorded in the Company's Consolidated Financial Statements. Any legal or other expenses associated with the litigation are accrued for as the expenses are incurred. Based on a review of the current facts and circumstances with counsel in each of the matters disclosed, management has provided for what is believed to be a reasonable estimate of loss exposure. While acknowledging the uncertainties of litigation, management believes that the ultimate outcome of litigation will not have a material effect on its financial position and will defend itself vigorously. VAT assessment On February 20, 2017, and on August 15, 2017, the Company's subsidiary, PTGi International Carrier Services Ltd. (“PTGi-ICS Ltd”), received notices from Her Majesty’s Revenue and Customs office in the U.K. ("HMRC") indicating that it was required to pay certain Value-Added Taxes ("VAT") for the 2015 and 2016 tax years. On February 15, 2022, the Upper Tribunal (Tax and Chancery) Chamber (the "Tax Tribunal") found in favor of PTGi-ICS Ltd. HMRC has acknowledged that it will not appeal the Tax Tribunal’s decision and it must pay reasonable legal fees incurred by PTGi-ICS Ltd. On August 1, 2022 ICS received £1.1 million (~$1.3 million) from HMRC for the VAT refunds previously withheld. ICS is waiting on the repayment of the outstanding interest and costs. The Company is working with HMRC agents to obtain full resolution. Fair Value Investments Litigation On October 1, 2020, Fair Value Investments Incorporated (“FVI”) filed a putative stockholder class action and derivative complaint in the Delaware Court of Chancery (the "Court") against INNOVATE Corp. and certain of DBMG’s current and former officers and directors, including current and former INNOVATE officers and directors AJ Stahl, Kenneth S. Courtis, Robert V. Leffler, Jr., Philip A. Falcone, Michael J. Sena, and Paul Voigt (together with INNOVATE, the “INNOVATE Defendants”) styled Fair Value Investments Incorporated v. Roach, et al., C.A. No. 2020-0847-JTL (Del. Ch.) (the “FVI Action”). In the FVI Action, FVI alleges that the Company, in its capacity as DBMG’s controlling stockholder, and DBMG’s current and former officers and directors breached their fiduciary duties to DBMG and DBMG’s minority stockholders by approving certain transactions that allegedly provide disproportionate benefits to the Company. FVI challenges the following transactions: (i) DBMG’s payments to the Company from 2016–present pursuant to a Tax Sharing Agreement between DBMG and the Company; (ii) DBMG acting as a guarantor or providing collateral for loans taken on by the Company; (iii) DBMG’s issuance of dividends to its common and preferred stockholders in 2017–2020; (iv) DBMG’s issuance of preferred stock to the Company to finance DBMG’s 2018 acquisition of GrayWolf Industrial; and (v) the Company’s appointment of directors to DBMG’s board of directors by written consent in lieu of holding an annual stockholder meeting. On February 23, 2021, FVI filed an Amended Verified Stockholder Class Action Complaint (the "Amended Complaint"). In the Amended Complaint, FVI named two additional defendants: the Company’s Chief Executive Officer, Wayne Barr, and DBMG’s General Counsel, Scott D. Sherman. The Amended Complaint includes additional fact allegations in support of the largely similar claims raised in the original complaint. Defendants moved to dismiss the Amended Complaint on April 23, 2021. The Court heard argument on the motions to dismiss on January 21, 2022. Ruling from the bench, the Court granted Defendants’ motions to dismiss, in part. The Court dismissed all claims against all individual defendants other than Ronald Yagoda, including all claims against Messrs. Barr, Stahl, Courtis, Leffler, Falcone, Sena, and Voigt. As to the two remaining defendants - INNOVATE Corp. and Yagoda - the Court dismissed all claims regarding: (i) DBMG acting as a guarantor or providing collateral for loans by the Company; (ii) DBMG’s issuance of dividends to its common and preferred stockholders in 2017–2020; (iii) the Company’s appointment of directors to DBMG’s board of directors by written consent in lieu of holding an annual stockholder meeting; and (iv) DBMG’s payments to the Company in 2016 and May 2017 pursuant to a Tax Sharing Agreement between DBMG and the Company. The Company believes the surviving claims in the FVI Amended Complaint relating to (i) DBMG’s payments to the Company after May 2017 pursuant to a Tax Sharing Agreement between DBMG and the Company and (ii) DBMG’s issuance of preferred stock to the Company to finance DBMG’s 2018 acquisition of GrayWolf Industrial are without merit. Discovery on the two remaining claims is underway. On December 23, 2022, the parties entered into a Joint Stipulation and Proposed Scheduling Order which, among other things, scheduled the trial date for March 12-14, 2024. On March 1, 2023, FVI's counsel filed a Motion to Withdraw and Temporarily Stay Proceedings, which motion was granted on March 9, 2023. The Court ordered a 30-day stay of the proceedings to allow FVI to engage new counsel. The Company intends to vigorously defend this litigation. DTV Derivative Litigation On March 15, 2021, twenty-two DTV stockholders and eight holders of DTV stock options filed a stockholder class action and derivative complaint in the Delaware Court of Chancery in an action styled Bocock, et al., v. HC2 Holdings, Inc. et al., C.A. No. 2021-0224 (Del. Ch.). Plaintiffs named as defendants INNOVATE Corp. (f/k/a HC2 Holdings, Inc.), HC2 Broadcasting Holdings, Inc., HC2 Broadcasting Inc., and Continental General Insurance Corporation (the “INNOVATE Entities”) and certain current and former officers and directors of the INNOVATE Entities and DTV, including Philip Falcone, Michael Sena, Wayne Barr, Jr., Les Levi, Paul Voigt, Ivan Minkov, and Paul Robinson (the “Individual Defendants”). Plaintiffs principally allege that the defendants breached their fiduciary duties and/or aided and abetted breaches of fiduciary duty by participating in a “scheme” in which the INNOVATE Entities (i) acquired majority voting and operating control over DTV; (ii) exploited that control to misappropriate DTV’s assets and business opportunities for the benefit of the INNOVATE Entities; and (iii) purchased DTV stock at a discount to fair value and diminished the value of DTV stock options. Plaintiffs allege that the Individual Defendants (i) “prompted” the INNOVATE Entities to purchase more than 100 low-power television (“LPTV”) broadcast stations originally identified for potential acquisition by DTV, (ii) allowed the INNOVATE Entities to misappropriate DTV technology, known as “DTV Cast,” (iii) caused DTV to transfer unspecified LPTV broadcasting station licenses to INNOVATE affiliates “without paying any value,” and (iv) transferred to the INNOVATE Entities unspecified DTV broadcasting stations that had been “repacked” by the FCC. Defendants moved to dismiss the Complaint on May 19, 2021. On June 23, 2021, plaintiffs amended their complaint. In the amended complaint, plaintiffs assert the same claims they asserted in their initial complaint, added a claim for waste associated with DTV’s purported transfer of licenses and construction permits for less than fair value, and dropped Paul Robinson as a defendant. Defendants moved to dismiss the amended complaint in its entirety on August 25, 2021, and the parties completed briefing on the motions to dismiss on November 10, 2021. The Court heard argument on the motions to dismiss on March 29, 2022. On June 28, 2022, the Court requested that the parties submit supplemental briefing on the motions to dismiss by July 20, 2022. The parties completed the supplemental briefing on July 20, 2022. On October 28, 2022, the Court issued a Memorandum Opinion on Defendants’ motion to dismiss the Complaint. First, the Court dismissed all claims against Continental General Insurance Corporation for lack of personal jurisdiction. Second, the Court dismissed all claims the stockholder plaintiffs purported to assert directly. Third, the Court dismissed as time-barred all claims challenging conduct that occurred before March 15, 2018, including claims challenging (i) the November 2017 acquisition of Azteca America by INNOVATE; (ii) INNOVATE’s purported usurpation of the so-called “DTV Cast” technology; and (iii) the WFWC-CD Station acquisition. Fourth, the Court dismissed claims associated with the INNOVATE Entities’ purported purchases of unidentified broadcasting stations. Fifth, the Court dismissed all claims challenging the Expense Sharing Agreement, and the Right to Use Agreement between INNOVATE and DTV, and certain Stock-Based Compensation Agreements. Sixth, the Court dismissed the aiding and abetting claim against the INNOVATE Entities. Seventh, the Court dismissed the civil conspiracy claim as to all defendants. Lastly, the Court dismissed the option-holders’ claim for tortious interference with prospective business opportunities. Thus, after the Court issued its October 28, 2022 Memorandum Opinion, the only claims to survive Defendants’ motion to dismiss are (i) a derivative claim against the INNOVATE Entities (other than Continental General), Levi, and Falcone for breach of fiduciary duty in connection with the $0.1 million Frank Digital acquisition; (ii) a derivative claim for breach of fiduciary duty against the INNOVATE Entities (other than Continental General), in their capacities as DTV’s controlling stockholders, relating to the sale of six licenses (for less than $0.5 million) in connection with the Gray Media sale; (iii) a derivative claim for breach of fiduciary duty against the INNOVATE Entities (other than Continental General) and Levi in connection with the transfer of licenses ultimately sold to TV-49 for $0.1 million; and (iv) a derivative claim for waste against Levi and Falcone in connection with the sale of two stations to Lowcountry, which Lowcountry later sold for $0.2 million and $0.4 million, respectively. The Company believes these remaining claims are without merit, and the Company intends to vigorously defend this litigation. Marin Hospital Replacement Litigation On October 20, 2022, McCarthy Building Companies, Inc. (“McCarthy”) filed suit against Schuff Steel Company (“Schuff”), a subsidiary of DBMG, and Quality Assurance Engineering, Inc. dba Consolidated Engineering Laboratories (“CEL”) in the Superior Court of the State of California for the County of Marin, styled McCarthy Building Companies, Inc. v. Schuff Steel Company; Quality Engineering, Inc. dba Consolidated Engineering Laboratories, et al., Case No. CIV2203963 (the “Action”). In the Action, McCarthy alleges damages and delays caused by alleged failures in fabrication, erection, welding, and quality control by Schuff and improper quality assurance responsibilities by CEL on the Marin General Hospital Replacement Building (the “Project”). McCarthy asserts claims against Schuff for breach of contract, express indemnity, breach of express warranties, negligence, equitable implied indemnity, breach of implied warranties, and declaratory relief. On February 13, 2023. Schuff filed its response denying liability to McCarthy and asserting a Cross-Complaint against McCarthy, and other companies involved in the design, construction, and quality assurance, who potentially are liable for damages and delays alleged by McCarthy on the Project. In the Cross-Complaint, Schuff asserts claims for breach of contract, violation of statute, equitable indemnity apportionment, and contribution and express indemnity (the “Cross-Complaint”). Schuff intends to vigorously defend this Action and aggressively pursue the Cross-Complaint and cannot reasonably estimate any range of potential loss at this time. Other Commitments and Contingencies Letters of Credit and Performance Bonds As of December 31, 2022, DBMG had outstanding letters of credit of $2.6 million under credit and security agreements and performance bonds of $956.6 million. As of December 31, 2021, DBM had outstanding letters of credit of $13.5 million under credit and security agreements and performance bonds of $900.8 million. DBMG’s contract arrangements with customers sometimes require DBMG to provide performance bonds to partially secure its obligations under its contracts. Bonding requirements typically arise in connection with private contracts and sometimes with respect to certain public work projects. DBMG’s performance bonds are obtained through surety companies and typically cover the entire project price. HMN Equity Interest On October 30, 2019, the Company announced the sale of its New Saxon 2019 Limited (“New Saxon”) stake in HMN, its 49% joint venture with Huawei Technologies Co., Ltd., to Hengtong Optic-Electric Co Ltd ("Hengtong"). Under the terms of the agreement, the sale of New Saxon’s 49% interest in HMN will be affected in two tranches. The first tranche, the sale of the portion of New Saxon’s 30% interest of HMN, closed on May 12, 2020 (the "First HMN Close"). The remaining 19% interest of HMN is retained by New Saxon and subject to a put option agreement by New Saxon, exercisable starting on the second year anniversary of the closing date of the First HMN Close at a price equal to the greater of the share price paid for the 30% interest or fair market value as of the exercisable date. On June 24, 2022, New Saxon entered into a supplemental agreement for the outright sale of its remaining 19% interest in HMN, which also changed the buyers from a Hong Kong entity to three Chinese entities. The new agreement preserved the rights under the original put option agreement, giving the Company the ability to exercise the put option if the transaction did not close by October 31, 2022. The significant terms and structure of the transaction did not otherwise change, and the transaction still required cash settlement. Subsequent to December 31, 2022, the transaction received final regulatory approvals in China, and the transaction closed on March 6, 2023. Refer to Note 24. Subsequent Events for additional information. Concentrations of Credit Risk and of Significant Suppliers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, and accounts receivable. The Company maintains all cash and cash equivalents at accredited financial institutions, in amounts that exceed federally insured limits. The Company has not experienced any losses in such accounts. The Company holds $3.2 million and $4.7 million cash in foreign accounts as of December 31, 2022 and 2021, respectively. The Company attempts to minimize the risks related to cash and cash equivalents by investing in a range of financial instruments as defined by the Company. Concentrations of credit risk with respect to accounts receivable are limited by the large number of customers comprising the Company's customer base and their geographic and business dispersion. The Company performs ongoing credit evaluations of the customers' financial condition and generally does not require collateral to support customer receivables. For the years ended December 31, 2022, one customer exceeded 10% of the Company's revenue and accounted for approximately 23.8% and one customer accounted for more than 10% of accounts receivable for approximately 11.5%. For the fiscal year ended December 31, 2021, one customer exceeded 10% of the Company's revenue and accounted for approximately 13.9% and no customers accounted for more than 10% of accounts receivable. |
Employee Retirement Plans
Employee Retirement Plans | 12 Months Ended |
Dec. 31, 2022 | |
Postemployment Benefits [Abstract] | |
Employee Retirement Plans | 16. Employee Retirement Plans 401(k) Plans The Company and various subsidiaries maintain 401(k) retirement savings plans which cover eligible employees, including for certain, union steelworkers, and permits participants to contribute to the plans, subject to Internal Revenue Code restrictions and which features matching contributions of various percentages of the first 1% to 5% of employee annual salary contributions, depending on the subsidiary. The Company made aggregate matching contributions of $2.9 million and $2.2 million for the years ended December 31, 2022 and 2021, respectively. Multi-Employer Plans Certain of the Company's Infrastructure segment workforce are subject to collective bargaining agreements. The Company contributes to union-sponsored, multi-employer pension plans. Contributions are made in accordance with negotiated labor contracts. The passage of the Multi-Employer Pension Plan Amendments Act of 1980 (the Act) may, under certain circumstances, cause the Company to become subject to liabilities in excess of contributions made under collective bargaining agreements. Generally, liabilities are contingent upon termination, withdrawal, or partial withdrawal from the plans. Under the Act, liabilities would be based upon the Company's proportionate share of each plan's unfunded vested benefits. The Company made contributions to various multi-employer pension plans totaling $35.0 million and $17.7 million during the years ended December 31, 2022 and 2021, respectively. As of December 31, 2022, most of the Infrastructure segment's collective bargaining agreements are subject to automatic annual or other renewal unless either party elects to terminate the agreement on the scheduled expiration date. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Compensation | 17. Share-based Compensation On April 11, 2014, INNOVATE’s Board of Directors adopted the INNOVATE Corp. Omnibus Equity Award Plan (the "2014 Plan"), which was originally approved at the annual meeting of stockholders held on June 12, 2014. On April 21, 2017, the Board of Directors, subject to stockholder approval, adopted the Amended and Restated 2014 Omnibus Equity Award Plan (the "Restated 2014 Plan"). The Restated 2014 Plan was approved by INNOVATE's stockholders at the annual meeting of stockholders held on June 14, 2017. Subject to adjustment as provided in the Restated 2014 Plan, the Restated 2014 Plan authorized the issuance of 3,500,000 shares of common stock of INNOVATE, plus any shares that again become available for awards under the 2014 Plan, plus any shares that again become available for awards under the Restated 2014 Plan. On April 20, 2018, the Board of Directors, subject to stockholder approval, adopted the Second Amended and Restated 2014 Omnibus Equity Award Plan (the "Second A&R 2014 Plan"). The Second A&R 2014 Plan was approved by INNOVATE's stockholders at the annual meeting of stockholders held on June 13, 2018. Subject to adjustment as provided in the Second A&R 2014 Plan, the Second A&R 2014 Plan authorized the issuance of up to 3,500,000 shares of common stock of INNOVATE, plus any shares that again become available for awards under the 2014 Plan or the Restated 2014 Plan. As of December 31, 2022, 1.0 million shares for awards remain available for issuance under Second A&R 2014 Plan. The Second A&R 2014 Plan provides that no further awards will be granted pursuant to the 2014 Plan or the Restated 2014 Plan. However, awards previously granted under either the 2014 Plan or the Amended 2014 Plan will continue to be subject to and governed by the terms of the 2014 Plan and Amended 2014 Plan, respectively. The Compensation Committee of INNOVATE's Board of Directors administers the 2014 Plan, the Amended 2014 Plan and the Second A&R 2014 Plan and has broad authority to administer, construe and interpret the plans. The Second A&R 2014 Plan provides for the grant of awards of non-qualified stock options, incentive (qualified) stock options, stock appreciation rights, restricted stock awards, restricted stock units, other stock based awards, performance compensation awards (including cash bonus awards) or any combination of the foregoing. The Company typically issues new shares of common stock upon the exercise of stock options, as opposed to using treasury shares. The Company follows guidance which addresses the accounting for share-based payment transactions whereby an entity receives employee services in exchange for either equity instruments of the enterprise or liabilities that are based on the fair value of the enterprise’s equity instruments or that may be settled by the issuance of such equity instruments. The guidance generally requires that such transactions be accounted for using a fair-value based method and share-based compensation expense be recorded, based on the grant date fair value, estimated in accordance with the guidance, for all new and unvested stock awards that are ultimately expected to vest as the requisite service is rendered. Total share-based compensation expense recognized by the Company and its subsidiaries under all equity compensation arrangements was $2.4 million for both the years ended December 31, 2022 and 2021. All grants are time based and vest either immediately or over a period established at grant, typically with a requisite service period of two Restricted Stock A summary of INNOVATE’s restricted stock activity is as follows: Shares Weighted Average Grant Date Fair Value Unvested - December 31, 2020 628,433 $ 3.93 Granted 593,458 $ 3.81 Vested (514,543) $ 3.89 Forfeited (151,469) $ 4.13 Unvested - December 31, 2021 555,879 $ 3.79 Granted 1,031,611 $ 2.41 Vested (400,395) $ 3.77 Forfeited (45,289) $ 3.68 Unvested - December 31, 2022 1,141,806 $ 2.56 The aggregate vesting date fair value of the restricted stock awards which vested during the years ended December 31, 2022 and 2021 was $0.9 million and $2.0 million, respectively. As of December 31, 2022, the total unrecognized stock-based compensation expense related to unvested restricted stock awards was $2.0 million and is expected to be recognized over the remaining weighted average period of 1.8 years. Stock Options A summary of INNOVATE’s stock option activity is as follows: Shares Weighted Average Exercise Price Outstanding - December 31, 2020 4,739,858 $ 5.13 Expired (23,999) $ 5.31 Outstanding - December 31, 2021 4,715,859 $ 5.13 Granted 280,791 $ 3.25 Expired (1,500) $ 4.06 Outstanding and exercisable - December 31, 2022 4,995,150 $ 5.02 |
Temporary Equity and Equity
Temporary Equity and Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Temporary Equity and Equity | 18. Temporary Equity and Equity Preferred Shares The Company’s preferred shares authorized, issued and outstanding consisted of the following: December 31, 2022 2021 Preferred shares authorized, $0.001 par value 20,000,000 20,000,000 Series A-3 shares issued and outstanding 6,125 6,125 Series A-4 shares issued and outstanding 10,000 10,000 Preferred Share Activity Series A Shares CGI Purchase In December 2018, CGI, a wholly owned subsidiary of the Company closed on the purchase of 6,125 shares of Series A Preferred Stock, and on January 11, 2019, CGI purchased 10,000 shares of Series A-2 Preferred Stock. The shares and dividends accrued related to the Series A-2 Preferred Stock owned by CGI were eliminated in consolidation prior to its sale on July 1, 2021. Refer to Note 10. Discontinued Operations and Exit Activities for further information. Luxor and Corrib Conversions On August 2, 2016, the Company entered into separate agreements with each of Corrib Master Fund, Ltd. ("Corrib"), then a holder of 1,000 shares of Series A Preferred Stock, and certain investment entities managed by Luxor Capital Group, LP ("Luxor"), that together then held 9,000 shares of Series A-1 Preferred Stock. In conjunction with the conversions, the Company agreed to provide the following two forms of additional consideration for as long as the Preferred Stock remained entitled to receive dividend payments (the "Additional Share Consideration"): • The Company agreed that in the event that Corrib and Luxor would have been entitled to any Participating Dividends payable, had they not converted the Preferred Stock (as defined in the respective Series A and Series A-1 Certificate of Designation), after the date of their Preferred Share conversion, then the Company will issue to Corrib and Luxor, on the date such Participating Dividends become payable by the Company, in a transaction exempt from the registration requirements of the Securities Act the number of shares of common stock equal to (a) the value of the Participating Dividends Corrib or Luxor would have received pursuant to Sections (2)(c) and (2)(d) of the respective Series A and Series A-1 Certificates of Designation, divided by (b) the Thirty two • The Company agreed that it will issue to Corrib and Luxor, on each quarterly anniversary commencing May 29, 2017 (or, if later, the date on which the corresponding dividend payment is made to the holders of the outstanding Preferred Stock), through and until the Maturity Date (as defined in the respective Series A and Series A-1 Certificates of Designation), in a transaction exempt from the registration requirements of the Securities Act the number of shares of common stock equal to (a) 1.875% the Accrued Value (as defined in the respective Series A and Series A-1 Certificates of Designation) of Corrib’s or Luxor’s Preferred Stock as of the Closing Date (as defined in applicable Voluntary Conversion Agreements) divided by (b) the Thirty two For the year ended December 31, 2021, 119,784 and 13,477 shares of the Company's common stock were issued to Luxor and Corrib, respectively, in conjunction with the conversion agreements. The fair value of the Additional Share Consideration for the year ended December 31, 2021 was valued by the Company at $0.3 million and was recorded within Preferred stock and deemed dividends from conversion line item of the Consolidated Statements of Operations as a deemed dividend. On May 29, 2021, pursuant to the terms of the Additional Share Consideration, the final Participating Dividend payments were made to Luxor and Corrib. Redemption and Conversion of Series A and A-2 Shares On May 29, 2021, pursuant to the Certificate of Designation, holders of the Series A and A-2 Preferred Stock caused the Company to redeem the Series A and A-2 Preferred Stock at the accrued value per share plus accrued but unpaid dividends (to the extent not included in the accrued value of Series A and A-2 Preferred Stock), of which $10.4 million was paid in cash to holders of the Series A and A-2 Preferred Stock. Each share of Series A and A-2 Preferred Stock that was not so redeemed was automatically converted into shares of common stock at the conversion price then in effect, of which 50,410 shares of the Company's common stock were issued in lieu of cash to holders of the Series A Preferred Stock. In connection with the Stock Purchase Agreement, CGI, formerly a wholly owned subsidiary of the Company, entered into a letter agreement with the Company to not redeem at maturity or seek redemption of 6,125 shares of the Company's Series A and 10,000 shares of the Company's Series A-2 Preferred Stock. Series A-3 and A-4 Share Issuance and Conversion On July 1, 2021 (the "Exchange Date") as a part of the sale of CIG, INNOVATE entered into an exchange agreement (the "Exchange Agreement") with the now deconsolidated CGIC, who held the remaining shares of the Series A and Series A-2 Preferred Stock and was eliminated in consolidation prior to the sale of the Insurance segment on July 1, 2021. Per the Exchange Agreement, INNOVATE exchanged 6,125 shares of the Series A and 10,000 shares of the Series A-2 shares that CGIC held for an equivalent number of Series A-3 Convertible Participating Preferred Stock ("Series A-3") and Series A-4 Convertible Participating Preferred Stock ("Series A-4"), respectively. The terms remained substantially the same, except that the Series A-3 and Series A-4 will mature on July 1, 2026. A cash payment of $0.3 million was made as a part of the exchange for accrued and unpaid dividends on the Series A and Series A-2 being exchanged. Upon issuance of the Series A-3 and Series A-4 Preferred Stock on July 1, 2021, the Series A-3 and Series A-4 have been classified as temporary equity in the Company's Consolidated Balance Sheet with a combined redemption value of $16.1 million with a current fair value as of December 31, 2022 of $17.6 million. Dividends. The Series A-3 and Series A-4 Preferred Stock accrue a cumulative quarterly cash dividend at an annualized rate of 7.50%. The accrued values of the Series A-3 and Series A-4 Preferred Stock accrete quarterly at an annualized rate of 4.00% that is reduced to 2.00% or 0.0% if the Company achieves specified rates of growth measured by increases in its net asset value; provided, that the accreting dividend rate will be 7.25% in the event that (A) the daily volume weighted average price ("VWAP") of the Company's common stock is less than a certain threshold amount, (B) the Company's common stock is not registered under Section 12(b) of the Securities Exchange Act of 1934, as amended, (C) the Company's common stock is not listed on certain national securities exchanges or the Company is delinquent in the payment of any cash dividends. The Series A-3 and Series A-4 Preferred Stock is also entitled to participate in cash and in-kind distributions to holders of shares of Company's common stock on an as-converted basis. Subsequent Measurement. The Company has elected to account for the Series A-3 and Series A-4 Preferred Stock by immediately recognizing changes in the redemption value as they occur. The carrying value of the Series A-3 and Series A-4 Preferred Stock will be adjusted to equal what the redemption amount would be as if the redemption were to occur at the end of the reporting period as if it were also the redemption date for the Series A-3 and Series A-4 Preferred Stock. Any cash dividends paid will directly reduce the carrying value of the Series A-3 and Series A-4 Preferred Stock until the carrying value equals the redemption value. The Company has a history of paying dividends on its preferred stock and expects to continue to pay such dividends each quarter. Optional Conversion. Each share of Series A-3 and Series A-4 may be converted by the holder into shares of the Company's common stock at any time based on the then-applicable Conversion Price. Each share of Series A-3 is initially convertible at a conversion price of $4.25 (as it may be adjusted from time to time, the "Series A-3 Conversion Price"), and each share of Series A-4 is initially convertible at a conversion price of $8.25 (as it may be adjusted from time to time, the "Series A-4 Conversion Price") (“collectively the “Conversion Prices”). The Conversion Prices are subject to adjustment for dividends, certain distributions, stock splits, combinations, reclassifications, reorganizations, mergers, recapitalizations and similar events, as well as in connection with issuances of equity or equity-linked or other comparable securities by the Company at a price per share (or with a conversion or exercise price or effective issue price) that is below the Conversion Prices’ (which adjustment shall be made on a weighted average basis). Actual conversion prices at the time of the exchange were $3.52 for the Series A and $5.33 for the Series A-2. Redemption by the Holder / Automatic Conversion. On July 1, 2026, holders of the Series A-3 and Series A-4 shall be entitled to cause the Company to redeem the Series A-3 and Series A-4 at the accrued value per share plus accrued but unpaid dividends (to the extent not included in the accrued value of Series A-3 and Series A-4). Each share of Series A-3 and Series A-4 that is not so redeemed will be automatically converted into shares of the Company's common stock at the Conversion Price then in effect. Upon a change of control (as defined in each Certificate of Designation) holders of the Series A-3 and Series A-4 shall be entitled to cause the Company to redeem their shares of Series A-3 and Series A-4 at a price per share of Series A-3 and Series A-4 equal to the greater of (i) the accrued value of the Series A-3 and Series A-4, plus any accrued and unpaid dividends (to the extent not included in the accrued value of Series A-3 and Series A-4 Preferred Stock), and (ii) the value that would be received if the share of Series A-3 and Series A-4 were converted into shares of the Company's common stock immediately prior to the change of control. Redemption by the Company / "Company Call Option". At any time after the third anniversary of the Original Issue Date, May 29, 2014, the Company may redeem the Series A-3/Series A-4, in whole but not in part, at a price per share generally equal to 150% of the accrued value per share, plus accrued but unpaid dividends (to the extent not included in the accrued value of the Series A-3/Series A-4), subject to the holder's right to convert prior to such redemption. Forced Conversion . The Company may force conversion of the Series A-3 and Series A-4 into shares of the Company's common stock if the common stock's thirty-day VWAP exceeds 150% of the then-applicable Conversion Price and the Common Stock’s daily VWAP exceeds 150% of the then-applicable Conversion Price for at least twenty Liquidation Preference . In the event of any liquidation, dissolution or winding up of the Company (any such event, a “Liquidation Event”), the holders of Series A-3 and Series A-4 will be entitled to receive per share the greater of (i) the accrued value of the Series A-3 and Series A-4, plus any accrued and unpaid dividends (to the extent not included in the accrued value of Series A-3 and Series A-4), and (ii) the value that would be received if the share of Series A-4 and Series A-4 were converted into shares of the Company's common stock immediately prior to such occurrence. The Series A-3 and Series A-4 will rank junior to any existing or future indebtedness but senior to the Company's common stock and any future equity securities other than any future senior or pari passu preferred stock issued in compliance with each Certificate of Designation. The Series A-3 Preferred Stock and the Series A-4 Preferred Stock rank at parity. Voting Rights. Except as required by applicable law, the holders of the shares of the Series A-3 and Series A-4 will be entitled to vote on an as-converted basis with the holders of the Series A-3 Preferred Stock and the Series A-4 Preferred Stock (on an as-converted basis), as applicable, and the holders of the Company’s common stock on all matters submitted to a vote of the holders of the Company's common stock with the holders of Series A-3 Preferred Stock and Series A-4 Preferred Stock on certain matters, and separately as a class on certain limited matters. Consent Rights. For so long as any of the Series A-3 and Series A-4 is outstanding, consent of the holders of shares representing at least 75% of certain of the Series A-3 and Series A-4 then outstanding is required for certain material actions. Participation Rights. Pursuant to the securities purchase agreements entered into with the initial purchasers of the Series A-3 Preferred Stock and the Series A-4 Preferred Stock, subject to meeting certain ownership thresholds, certain purchasers of the Series A-3 Preferred Stock and the Series A-4 Preferred Stock are entitled to participate, on a pro-rata basis in accordance with their ownership percentage, determined on an as-converted basis, in issuances of equity and equity linked securities by the Company. In addition, subject to meeting certain ownership thresholds, certain initial purchasers of the Series A-3 Preferred Stock and the Series A-4 Preferred Stock will be entitled to participate in issuances of preferred securities and in debt transactions of the Company. As of December 31, 2022, Series A-3 Preferred Stock and Series A-4 Preferred Stock were convertible into 1,740,700 and 1,875,533 shares, respectively, of INNOVATE's common stock. Preferred Share Dividends During the years ended December 31, 2022 and 2021, INNOVATE's Board of Directors (the "Board") declared cash dividends with respect to INNOVATE’s issued and outstanding Preferred Stock, excluding the Series A and Series A-2 Preferred Stock which was owned by CGIC and was eliminated in consolidation prior to the sale of the Insurance segment on July 1, 2021, as presented in the following table (in millions): 2022 Declaration Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Holders of Record Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Payment Date April 15, 2022 July 15, 2022 October 15, 2022 January 15, 2023 Total Dividend $ 0.3 $ 0.3 $ 0.3 $ 0.3 2021 Declaration Date March 31, 2021 May 29, 2021 September 30, 2021 December 31, 2021 Holders of Record Date March 31, 2021 May 29, 2021 September 30, 2021 December 31, 2021 Payment Date April 15, 2021 June 4, 2021 October 15, 2021 January 15, 2022 Total Dividend $ 0.2 $ 0.1 $ 0.3 $ 0.3 DBMGi Series A Preferred Stock Issuance On November 30, 2018, CGIC purchased 40,000 shares of DBMGi's Series A Preferred Stock, which was eliminated in consolidation. On July 1, 2021, as a part of the sale of CIG which resulted in the deconsolidation of the entity, INNOVATE was deemed to have issued $40.9 million of DBMGi Series A Preferred Stock to the now deconsolidated CGIC. Upon issuance of the DBMGi Series A Preferred Stock on July 1, 2021, the DBMGi Series A Preferred Stock has been classified as temporary equity in the Company's Consolidated Balance Sheet. As of December 31, 2022, there are 41,820.25 shares of DBMGi's Series A Preferred Stock outstanding and 500,000 shares with a par value of $0.001 each are authorized for issuance. Redemption Option . The DBMGi Preferred Stock is redeemable at any time, in whole or in part, at the option of the Company, or at any time or by the holder prior to July 2026. Dividends. The DBMGi Series A Preferred Stock will accrue a cumulative quarterly cash or payment in kind dividend at a rate of (a) for the first five years following the date of issuance, (i) 9.00% per annum if dividends are paid in kind or (ii) 8.25% per annum if dividends are paid in cash and (b) starting on the fifth anniversary of the date of issuance, a rate per annum equal to (i) LIBOR (as defined in the Certificate of Designation) plus a spread of 5.85% (together, the “LIBOR Rate”) per annum, plus 0.75% if dividends are paid in kind or (ii) the LIBOR Rate per annum in the case of dividends paid in cash. Subsequent to the transition away from LIBOR beginning in 2023, the Certificate of Designation allows for a LIBOR Successor Rate, which allows the Company to reasonably determine an alternate benchmark rate (including any mathematical or other adjustments to the benchmarks (if any) incorporated therein) giving due consideration to any evolving or then existing convention for similar U.S. dollar denominated syndicated credit facilities for such alternative benchmarks. Subsequent Measurement. The DBMGi Series A Preferred Stock is measured each reporting period at its maximum redemption value, which is equal to the stated value plus all accrued, accumulated and unpaid dividends as of the end of each reporting period as they are currently redeemable. The Company pays accrued dividends quarterly in cash (with an option to PIK), and the Company does not expect to make any subsequent measurement adjustments recorded to the initial carrying amount. As such no accretion will be recognized until future dividend payments would otherwise reduce the carrying value below its redemption value. In such a case, the Company will adjust the carrying value to its maximum redemption amount. During the years ending December 31, 2022 and 2021, DBMGi's Board of Directors declared dividends with respect to DBMGi’s issued and outstanding Preferred Stock, as presented in the following tables (in millions): 2022 Declaration Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Holders of Record Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Payment Date April 15, 2022 July 15, 2022 October 15, 2022 January 15, 2023 Total Dividend* $ 0.9 $ 0.9 $ 0.9 $ 0.9 *The dividends paid on April 15, 2022, October 15, 2022 and January 15, 2023 were paid in cash. The DBMGi Board of Directors elected to pay the second quarter dividend payable July 15, 2022 in shares. 2021 Declaration Date September 30, 2021 December 31, 2021 Holders of Record Date September 30, 2021 December 31, 2021 Payment Date October 15, 2021 January 15, 2022 Total Dividend $ 0.8 $ 0.9 The 2021 dividends were paid in cash. Stockholders’ Rights Agreement - Tax Benefits Preservation Plan On August 30, 2021, the Company entered into a Tax Benefits Preservation Plan (the “Preservation Plan”) between the Company and Computershare Trust Company, N.A., as Rights Agent. The Preservation Plan is designed to protect the Company’s ability to use its tax net operating losses and certain other tax assets (“Tax Benefits”) by deterring an “ownership change” as defined under Section 382 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder (the “Code”). If any person or group acquires 4.9% or more of the outstanding shares of the Company's Common Stock (subject to certain exceptions), there would be a triggering event under the Preservation Plan which could result in significant dilution in the ownership interest of such person or group. As such, the Preservation Plan has anti-takeover effects. In connection with the adoption of the Preservation Plan, the Company disclosed that given the change-over in the Company’s stock over the past several years, the Company was approaching the risk of losing its Tax Benefits. Pursuant to Preservation Plan, the Board of the Company declared a dividend distribution of one right (a “Right”) for each outstanding share of our common stock to stockholders of record at the close of business on September 9, 2021 (the “Record Date”). Each Right is governed by the terms of the Plan and entitles the registered holder to purchase from the Company a unit consisting of one one-thousandth of a share (a “Unit”) of Series B Preferred Stock, par value $0.001 per share (the “Series B Preferred Stock”), at a purchase price of $20.00 per Unit, subject to adjustment (the “Purchase Price”). The Plan is intended to help protect the Company’s ability to use its tax net operating losses and certain other tax assets (“Tax Benefits”) by deterring an “ownership change” as defined under Section 382 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder (the “Code”) . Initially, the Rights will be attached to all common stock certificates representing shares of our common stock then outstanding, and no separate rights certificates (“Rights Certificates”) will be distributed. Subject to certain exceptions specified in the Plan, the Rights will separate from our shares of common stock then outstanding and a distribution date (the “Distribution Date”) will occur upon the earlier of (i) 10 business days following a public announcement that a person or group of affiliated or associated persons (an “Acquiring Person”) has become the beneficial owner of 4.9% or more of our common stock and (ii) 10 business days (or such later date as the Board shall determine) following the commencement of a tender offer or exchange offer that would result in a person or group becoming an Acquiring Person. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Parties | 19. Related Parties Non-Operating Corporate In September 2018, the Company entered into a 75-month lease for office space. As part of the agreement, INNOVATE was able to pay a lower security deposit and lease payments, and received favorable lease terms as consideration for landlord required cross default language in the event of default of the shared space leased by Harbinger Capital Partners, a company controlled by INNOVATE's former CEO and formerly a related party, in the same building. With the adoption of ASC 842, as of January 1, 2019, this lease was recognized as a right-of-use asset and lease liability on the Consolidated Balance Sheets. During the year ended December 31, 2021, and subsequent to the sale of CGIC on July 1, 2021, to Continental General Holdings LLC, an entity controlled by Michael Gorzynski, a former director of the Company until June 17, 2022 and who has also served as executive chairman of Continental since October 2020, INNOVATE's Board of Directors declared cash dividends of $0.6 million to CGIC with respect to INNOVATE’s issued and outstanding Preferred Stock, and DBMGi's Board of Directors declared cash dividends of $1.7 million to CGIC with respect to DBMGi’s issued and outstanding Preferred Stock. Infrastructure Banker Steel, a subsidiary of DBMG, has leased two office spaces from 2940 Fulks St LLC, a related party that is owned by Donald Banker, CEO of Banker Steel and a related party, with monthly lease payments of $10 thousand and a total lease liability of $0.1 million. For the years ended December 31, 2022 and 2021, DBMG incurred lease expense of $97 thousand and $55 thousand, respectively. Banker Steel has leased one plane from Banker Aviation LLC, a related party that is owned by Donald Banker, with monthly lease payments of $0.1 million and a total lease liability of $1.2 million. During the first quarter 2022, one of the two plane leases was terminated. For the years ended December 31, 2022 and 2021, DBMG incurred lease expense related to these leases of $1.3 million and $1.0 million, respectively. Banker Steel also had a subordinated 11.0% note payable of $6.3 million to Donald Banker, a related party, which was redeemed in full by DBMG on April 4, 2022. For the years ended December 31, 2022 and 2021, DBMG incurred interest expense related to this note, of $0.2 million and $0.4 million, respectively. Refer to Note 13. Debt Obligations for additional information. Life Sciences On June 27, 2022, R2 Technologies issued a $0.5 million short-term 90-day 12.0% bridge financing loan with Lancer Capital, LLC ("Lancer"), a related party, an entity controlled by Avram A. Glazer, Chairman of the Board of Directors of INNOVATE. On July 13, 2022, R2 Technologies entered into a $10.0 million note purchase agreement with Lancer. The note payable bears interest at 12.0% per annum, and was funded in two tranches. The first tranche of $5.0 million closed on July 13, 2022, and included the settlement of the $0.5 million short-term 90-day 12.0% bridge financing loan made on June 27, 2022 by Lancer, and an additional $4.5 million in cash. The second tranche of $5.0 million closed on August 8, 2022. On December 13, 2022, R2 Technologies closed on an additional $0.8 million 18.0% note with Lancer and also increased the borrowing rate on the existing $10.0 million note to 18.0%. In addition, the maturity date on the existing $10.0 million note, was amended to the earlier of March 31, 2023 or within five For the years ended December 31, 2022 and 2021, R2 Technologies recognized revenues of $3.0 million and $0.1 million, respectively, from sales to a subsidiary of Huadong, a related party of R2 Technologies. The related accounts receivable totaled $0.6 million and zero, as of December 31, 2022 and 2021, respectively. For both the years ended December 31, 2022 and 2021, R2 Technologies incurred approximately $0.4 million of stock compensation and royalty expenses that were paid to Blossom Innovations, LLC, an investor and a related party of R2 Technologies. During the year ended December 31, 2021, R2 Technologies paid $0.4 million of a milestone payment to Blossom Innovations, LLC. |
Operating Segments and Related
Operating Segments and Related Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Operating Segments and Related Information | 20. Operating Segments and Related Information The Company currently has one primary reportable geographic segment - United States and primarily all revenue is derived in the United States. The Company has three reportable operating segments, plus our Other segment, based on management’s organization of the enterprise - Infrastructure, Life Sciences, Spectrum, and Other. We also have included a Non-operating Corporate segment. All inter-segment revenues are eliminated on consolidation. The Company's revenue concentrations of 10% and greater for the periods indicated were as follows: Years Ended December 31, Segment 2022 2021 Customer A Infrastructure 23.8% 13.9% Summarized financial information with respect to the Company’s operating segments for the periods indicated is as follows (in millions): Years Ended December 31, 2022 2021 Revenue Infrastructure $ 1,594.3 $ 1,159.7 Life Sciences 4.3 3.5 Spectrum 38.7 42.0 Total revenue $ 1,637.3 $ 1,205.2 Years Ended December 31, 2022 2021 Income (loss) from operations Infrastructure $ 57.5 $ 35.2 Life Sciences (20.1) (19.9) Spectrum (3.8) (0.8) Other (0.6) (2.0) Non-operating Corporate (19.6) (23.1) Total income (loss) from operations $ 13.4 $ (10.6) Years Ended December 31, Reconciliation of the consolidated segment income (loss) from operating consolidated loss from continuing operations before income taxes 2022 2021 Income (loss) from operations $ 13.4 $ (10.6) Interest expense (52.0) (59.1) Loss on extinguishment of debt — (12.5) Loss from equity investees (1.3) (2.8) Other (expense) income, net (1.2) 4.3 Loss from continuing operations before income taxes $ (41.1) $ (80.7) Years Ended December 31, 2022 2021 Depreciation and Amortization Infrastructure $ 21.0 $ 19.1 Infrastructure recognized within cost of revenue 15.0 12.2 Total Infrastructure 36.0 31.3 Life Sciences 0.3 0.2 Spectrum 5.8 6.0 Non-operating Corporate 0.1 0.1 Total depreciation and amortization $ 42.2 $ 37.6 Years Ended December 31, 2022 2021 Capital Expenditures (*) Infrastructure $ 16.5 $ 18.3 Life Sciences 0.8 0.5 Spectrum 3.3 5.3 Non-operating Corporate 0.1 — Total $ 20.7 $ 24.1 (*) The above capital expenditures exclude assets acquired under capital lease and other financing obligations. December 31, 2022 2021 Investments Infrastructure $ — $ 0.7 Life Sciences 7.6 10.2 Other 51.9 45.1 Total $ 59.5 $ 56.0 December 31, 2022 2021 Equity Method Investments (included in Investments above) Infrastructure $ — $ 0.7 Life Sciences 3.0 4.2 Other 40.6 33.9 Total $ 43.6 $ 38.8 December 31, 2022 2021 Total Assets Infrastructure $ 879.3 $ 786.4 Life Sciences 15.4 22.0 Spectrum 188.2 198.9 Other 53.6 48.0 Non-operating Corporate 15.2 25.3 Total $ 1,151.7 $ 1,080.6 |
Basic and Diluted Loss Per Comm
Basic and Diluted Loss Per Common Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Loss Per Common Share | 21. Basic and Diluted Loss Per Common Share Earnings per share ("EPS") is calculated using the two-class method, which allocates earnings among common stock and participating securities to calculate EPS when an entity's capital structure includes either two or more classes of common stock or common stock and participating securities. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities. As such, shares of any unvested restricted stock of the Company are considered participating securities; however, they do not participate in losses and as such are excluded from the computation of basic earnings (loss) per share during periods of net losses. The dilutive effect, if applicable, of stock options and their equivalents (including non-vested stock issued under stock-based compensation plans), is computed using the "if-converted method" if this measurement is determined to be more dilutive between the two available methods in a period. The Company had no dilutive common share equivalents during the years ended December 31, 2022 and 2021 due to results from continuing operations being a loss, net of tax. As of December 31, 2022, 868,104 common stock equivalents from unvested restricted stocks were excluded from the weighted average number of shares used to calculate diluted loss per share as their inclusion would have been anti-dilutive. Other instruments that may, in the future, if the average market price of the Company's stock exceeds the conversion prices, have a dilutive effect on earnings per share, but were excluded from the computation of diluted net loss per share for the years ended December 31, 2022 and 2021 are: preferred stock, convertible debt and stock options. The following table presents a reconciliation of net loss used in the basic and diluted EPS calculations (in millions, except per share amounts): Years Ended December 31, 2022 2021 Loss from continuing operations $ (42.0) $ (86.3) Loss from continuing operations attributable to noncontrolling interest and redeemable noncontrolling interest 6.1 7.8 Loss from continuing operations attributable to INNOVATE Corp. (35.9) (78.5) Less: Preferred dividends and deemed dividends from conversions 4.9 2.2 Loss from continuing operations attributable to INNOVATE common stockholders (40.8) (80.7) Loss from discontinued operations — (149.9) Loss from discontinued operations attributable to noncontrolling interest and redeemable noncontrolling interest — 0.9 Loss from discontinued operations, net of tax and noncontrolling interest — (149.0) Net loss attributable to common stockholders $ (40.8) $ (229.7) Numerator for loss per share - basic and diluted Net loss from continuing operations attributable to common stock $ (40.8) $ (80.7) Net loss from discontinued operations attributable to common stock — (149.0) Net loss attributable to common stock - basic and diluted $ (40.8) $ (229.7) Denominator for basic and dilutive loss per share Weighted average common shares outstanding 77.5 77.1 Loss per share - continuing operations - basic and diluted $ (0.53) $ (1.05) Loss per share - discontinued operations - basic and diluted $ — $ (1.93) Loss per share - basic and diluted $ (0.53) $ (2.98) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 22. Fair Value of Financial Instruments Fair Value of Financial Instruments Not Measured at Fair Value The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments, which were not measured at fair value on a recurring basis. The table excludes carrying amounts for cash and cash equivalents and restricted cash, accounts receivable and contract assets, accounts payable, contract liabilities and other current liabilities, and other assets and liabilities that approximate fair value due to relatively short periods to maturity (in millions): December 31, 2022 Fair Value Measurement Using: Carrying Value Estimated Fair Value Level 1 Level 2 Level 3 Assets Other invested assets $ 11.3 $ 11.3 $ — $ — $ 11.3 Total assets not accounted for at fair value $ 11.3 $ 11.3 $ — $ — $ 11.3 Liabilities Debt obligations (1) $ 712.3 $ 643.0 $ — $ 643.0 $ — Total liabilities not accounted for at fair value $ 712.3 $ 643.0 $ — $ 643.0 $ — December 31, 2021 Fair Value Measurement Using: Carrying Value Estimated Fair Value Level 1 Level 2 Level 3 Assets Other invested assets $ 11.3 $ 11.3 $ — $ — $ 11.3 Total assets not accounted for at fair value $ 11.3 $ 11.3 $ — $ — $ 11.3 Liabilities Debt obligations (1) $ 626.3 $ 648.2 $ — $ 648.2 $ — Total liabilities not accounted for at fair value $ 626.3 $ 648.2 $ — $ 648.2 $ — (1) Excludes operating lease obligations accounted for under ASC 842, Leases . |
Supplementary Financial Informa
Supplementary Financial Information | 12 Months Ended |
Dec. 31, 2022 | |
Offsetting [Abstract] | |
Supplementary Financial Information | 23. Supplementary Financial Information Other (Expense) Income, net The following table provides information relating to Other (expense) income, net for the periods indicated (in millions): Years Ended December 31, 2022 2021 (Loss) on embedded derivatives $ — $ (0.7) Other (expense) income, net (1.2) 5.0 Total $ (1.2) $ 4.3 Supplemental Cash Flow Information The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the Consolidated Balance Sheets and Consolidated Statements of Cash Flows for the periods indicated (in millions): Years Ended December 31, 2022 2021 Cash and cash equivalents, beginning of period $ 45.5 $ 43.8 Restricted cash 2.0 1.5 Restricted cash included in other assets (non-current) — — Total cash, cash equivalents and restricted cash $ 47.5 $ 45.3 Cash and cash equivalents, end of period $ 80.4 $ 45.5 Restricted cash 0.3 2.0 Restricted cash included in other assets (non-current) 1.5 — Total cash and cash equivalents and restricted cash $ 82.2 $ 47.5 Cash and cash equivalents classified in Assets held for sale, beginning of period $ — $ 195.2 Restricted cash classified in Assets held for sale — 0.2 Total cash and cash equivalents and restricted cash classified in Assets held for sale $ — $ 195.4 Supplemental cash flow information: Cash paid for interest $ 42.5 $ 32.6 Cash paid for taxes, net of refunds $ 5.9 $ 5.4 Non-cash investing and financing activities: Property, plant and equipment included in accounts payable $ 0.4 $ 1.4 Issuance of preferred stock $ 0.9 $ 19.1 Accrued interest and fees capitalized into principal debt $ 17.5 $ — Issuance of redeemable noncontrolling interest $ — $ 40.9 Extinguishment of convertible note in exchange $ — $ 51.8 Issuance of convertible note in exchange $ — $ (51.8) Debt assumed in acquisitions $ — $ 6.3 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 24. Subsequent Events On March 6, 2023, the Company closed on the sale of its remaining 19% interest in HMN to subsidiaries and an affiliate of Hengtong Optic-Electric Co Ltd. The sale was consummated pursuant to the terms of a supplemental agreement entered into by the parties in June 2022. After taxes and transaction fees, INNOVATE received approximately $32 million in cash. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of the Company, its wholly owned subsidiaries and all other subsidiaries over which the Company exerts control. All intercompany profits, transactions and balances have been eliminated in consolidation. The remaining interests not owned by the Company are presented as a noncontrolling interest component of total equity. |
Basis of Presentation | Basis of Presentation The accompanying Consolidated Financial Statements of the Company included herein have been prepared in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain prior amounts have been reclassified or combined to conform to the current year presentation. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents are comprised principally of amounts in money market accounts with original maturities of three months or less. |
Restricted Cash | Restricted Cash The Company's restricted cash balances consist of funds that are contractually or legally restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on the Consolidated Balance Sheets, and are primarily comprised of security deposits for long-term leases, which are held in separate bank accounts. |
Acquisitions | Acquisitions The Company’s acquisitions are accounted for using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. Estimates of fair value included in the Consolidated Financial Statements, in conformity with ASC 820, Fair Value Measurements and Disclosures |
Equity Method Investments | Equity Method InvestmentsThe Company utilizes the equity method to account for investments when it possesses the ability to exercise significant influence, but not control, over the operating and financial policies of the investee. The ability to exercise significant influence is presumed when an investor possesses more than 20% of the voting interests of the investee, such as with our investments in MediBeacon and Triple Ring, of which we own an approximately 47% interest in MediBeacon and an approximately 26% interest in Triple Ring. This presumption may be overcome based on specific facts and circumstances that demonstrate that the ability to exercise significant influence is restricted, such as with our 19% equity method investment in HMN, as we continue to maintain a seat on the entity's board of directors and can exert significant influence. The Company applies the equity method to investments in common stock and to other investments when such other investments possess substantially identical subordinated interests to common stock. In applying the equity method, the Company records the investment at cost and subsequently increases or decreases the carrying amount of the investment by its proportionate share of the net earnings or losses in (Loss) income from equity investees and other comprehensive income (loss) of the investee. The Company records dividends or other equity distributions as reductions in the carrying value of the investment. In the event that net losses of the investee reduce the carrying amount to zero, additional net losses may be recorded if other investments in the investee are at-risk, even if the Company has not committed to provide financial support to the investee. Such additional equity method losses, if any, are based upon the change in the Company's claim on the investee’s book value. |
Fair Value Measurements | Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. Assets and liabilities recorded at fair value are measured and classified in accordance with a three-tier fair value hierarchy based on the observability of the inputs available in the market used to measure fair value: • Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2 - Inputs that are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant inputs are observable in the market or can be derived from observable market data. Where applicable, these models project future cash flows and discount the future amounts to a present value using market-based observable inputs including interest rate curves, foreign exchange rates, and credit ratings. • Level 3 - Unobservable inputs that are supported by little or no market activities. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. The Company’s assets and liabilities that are measured at fair value on a recurring basis include cash equivalents, marketable securities and certain investments. Our financial assets measured at fair value on a nonrecurring basis include non-marketable equity securities. Other financial assets and liabilities are carried at cost (initial fair value) with current fair value disclosed, if required. Financial Instruments Our financial instruments include cash and cash equivalents, marketable and non-marketable securities, including equity investments and certain other investments, accounts and notes receivable, accounts payable and other current liabilities, mandatorily redeemable noncontrolling interests and debt obligations. |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at amounts due from customers net of an allowance for doubtful accounts. Our allowance for doubtful accounts considers historical experience, the age of certain receivable balances, credit history, current economic conditions and other factors that may affect the counterparty’s ability to pay. |
Inventory | InventoryInventory is valued at the lower of cost or net realizable value under the first-in, first-out method. Provision for obsolescence is made where appropriate and is charged to cost of revenue in the consolidated statements of operations. Short-term work in progress on contracts is stated at cost less foreseeable losses. These costs include only direct labor and expenses incurred to date and exclude any allocation of overhead. The policy for long-term work in progress contracts is disclosed within the Revenue and Cost Recognition accounting policy. |
Accounting for Income Taxes | Accounting for Income Taxes We recognize deferred tax assets and liabilities for the expected future tax consequences of transactions and events. Under this method, deferred tax assets and liabilities are determined based on the difference between the book basis and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. If necessary, deferred tax assets are reduced by a valuation allowance to an amount that is determined to be more likely than not recoverable. We must make significant estimates and assumptions about future taxable income and future tax consequences when determining the amount of the valuation allowance. The additional guidance provided by ASC No. 740, “Income Taxes” (“ASC 740”), clarifies the accounting for uncertainty in income taxes recognized in the financial statements. Expected outcomes of current or anticipated tax examinations, refund claims and tax-related litigation and estimates regarding additional tax liability (including interest and penalties thereon) or refunds resulting therefrom will be recorded based on the guidance provided by ASC 740 to the extent applicable. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. These assessments of uncertain tax positions contain judgments related to the interpretation of tax regulations in the jurisdictions in which we transact business. The judgments and estimates made at a point in time may change based on the outcome of tax audits, expiration of statutes of limitations, as well as changes to, or further interpretations of, tax laws and regulations. At December 31, 2022, our U.S. and foreign companies have significant deferred tax assets resulting from tax loss carryforwards. Additionally, the deferred tax assets generated by certain businesses that do not qualify to be included in the INNOVATE Corp. U.S. consolidated income tax return have been reduced by a full valuation allowance. Based on consideration of both positive and negative evidence, we determined that it was more likely than not that the net deferred tax assets of the INNOVATE Corp. U.S. consolidated filing group will not be realized. Therefore, a full valuation allowance was maintained against the INNOVATE Corp. U.S. consolidated filing group’s net deferred tax assets as of December 31, 2022. The appropriateness and amount of the valuation allowance are based on cumulative history of losses and our assumptions about the future taxable income of each affiliate and the timing of the reversal of deferred tax assets and liabilities. In relation to tax effects for accumulated OCI, our policy is to release the tax effects of amounts reclassified from accumulated OCI to pre-tax income (loss) from continuing operations. Any remaining tax effect in accumulated OCI is released following a portfolio approach. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated amortization and depreciation, which is provided on the straight-line method over the estimated useful lives of the assets. Cost includes major expenditures for improvements and replacements which extend useful lives or increase capacity of the assets as well as expenditures necessary to place assets into readiness for use. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use. Cost includes finance costs incurred prior to the asset being available for use. Expenditures for maintenance and repairs are expensed as incurred. Costs for internal use software that are incurred in the preliminary project stage and in the post-implementation stage are expensed as incurred. Costs incurred during the application development stage are capitalized and amortized over the estimated useful life of the software, beginning when the software project is ready for its intended use, over the estimated useful life of the software, typically 3 years. Depreciation is determined on a straight-line basis over the estimated useful lives of the assets, which range from 5 to 40 years for buildings and leasehold improvements, 3 to 15 years for equipment, furniture and fixtures, and 3 to 20 years for transportation equipment. Leasehold improvements are amortized over the lives of the leases or estimated useful lives of the assets, whichever is shorter. Assets under construction are not depreciated until they are complete and available for use. When assets are sold or otherwise retired, the costs and accumulated amortization and depreciation are removed from the books and the resulting gain or loss is included in operating results. Property, plant and equipment that have been included as part of the assets held for sale are no longer amortized or depreciated from the time that they are classified as such. The Company periodically evaluates the carrying value of its property, plant and equipment based upon the estimated cash flows to be generated by the related assets. If an impairment is indicated, a loss is recognized. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Under ASC 350, Intangibles - Goodwill and Other ("ASC 350"), goodwill and indefinite lived intangible assets are not amortized but are reviewed annually for impairment, or more frequently, if impairment indicators arise. Intangible assets that have finite lives are amortized over their estimated useful lives and are subject to the provisions of ASC 360, Property, plant, and equipment ("ASC 360"). Goodwill impairment is tested at least annually (October 1st) or when factors indicate potential impairment using a two-step process that begins with a qualitative evaluation of each reporting unit. If such test indicates potential for impairment, a one-step quantitative test is performed and, if there is excess of a reporting unit's carrying amount over its fair value, an impairment loss is recorded, not to exceed the total amount of goodwill allocated to the reporting unit. Estimating the fair value of a reporting unit requires various assumptions including projections of future cash flows, perpetual growth rates and discount rates. The assumptions about future cash flows and growth rates are based on the Company’s assessment of a number of factors, including the reporting unit’s recent performance against budget, performance in the market that the reporting unit serves, and industry and general economic data from third-party sources. Discount rate assumptions are based on an assessment of the risk inherent in those future cash flows. Changes to the underlying businesses could affect the future cash flows, which in turn could affect the fair value of the reporting unit. Intangible assets not subject to amortization consist of certain television broadcast licenses. Such indefinite lived intangible assets are tested for impairment annually, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test shall consist of a comparison of the fair value of an intangible asset with its carrying amount. If the carrying amount of the intangible asset exceeds its fair value, an impairment loss shall be recognized in an amount equal to the excess. Intangible assets subject to amortization consists of certain trade names, customer contracts and developed technology. These finite lived intangible assets are amortized based on their estimated useful lives. Such assets are subject to the impairment provisions of ASC 360, wherein impairment is recognized and measured only if there are events and circumstances that indicate that the carrying amount may not be recoverable. The carrying amount is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of the asset group. An impairment loss is recorded to the extent the carrying amount exceeds the fair value of the asset and such amount is not recoverable. In addition to the foregoing, the Company reviews its goodwill and intangible assets for possible impairment whenever events or circumstances indicate that the carrying amounts of assets may not be recoverable. The factors that the Company considers important, and which could trigger an impairment review, include, but are not limited to: a more likely than not expectation of selling or disposing all, or a portion, of a reporting unit; a significant decline in the market value of our common stock or debt securities for a sustained period; a material adverse change in economic, financial market, industry or sector trends; a material failure to achieve operating results relative to historical levels or projected future levels; and significant changes in operations or business strategy. |
Valuation of Long-lived Assets | Valuation of Long-lived Assets The Company reviews long-lived assets for impairment whenever events or changes indicate that the carrying amount of an asset may not be recoverable. In making such evaluations, the Company compares the expected undiscounted future cash flows to the carrying amount of the assets. If the total of the expected undiscounted future cash flows is less than the carrying amount of the assets, the Company is required to make estimates of the fair value of the long-lived assets in order to calculate the impairment loss equal to the difference between the fair value and carrying value of the assets. The Company makes significant assumptions and estimates in this process regarding matters that are inherently uncertain, such as determining asset groups and estimating future cash flows, remaining useful lives, discount rates and growth rates. The resulting undiscounted cash flows are projected over an extended period of time, which subjects those assumptions and estimates to an even larger degree of uncertainty. While the Company believes that its estimates are reasonable, different assumptions could materially affect the valuation of the long-lived assets. The Company derives future cash flow estimates from its historical experience and its internal business plans, which include consideration of industry trends, competitive actions, technology changes, regulatory actions, available financial resources for marketing and capital expenditures and changes in its underlying cost structure. The Company makes assumptions about the remaining useful life of its long-lived assets. The assumptions are based on the average life of its historical capital asset additions and its historical asset purchase trend. In some cases, due to the nature of a particular industry in which the company operates, such as the broadcast or infrastructure industry, the Company may assume that technology changes in such industry render all associated assets, including equipment, obsolete with no salvage value after their useful lives. In certain circumstances in which the underlying assets could be leased for an additional period of time or salvaged, the Company includes such estimated cash flows in its estimate. |
Leases | Leases The Company accounts for leases in accordance with ASC 842, Leases , which requires the balance sheet recognition of lease assets and lease liabilities by lessees for those leases classified as operating and finance leases. The Company determines if an arrangement is a lease at inception. Operating lease right-of-use assets are included in Other Assets and operating lease liabilities are included in both other Current Liabilities and Other Liabilities in the Consolidated Balance Sheets for their respective short-term and long-term portions and are recognized based on the present value of lease payments over the lease term at the commencement date. Finance leases are included in property, plant and equipment and debt obligations, in the Consolidated Balance Sheets and are recognized based on the present value of lease payments over the lease term at commencement date. The majority of the Company’s leases do not provide an implicit rate of return; therefore, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. For lease agreements that contain non-lease components, the Company elected to combine lease and non-lease components as a single lease component. The Company has operating leases for land, office space, and certain Company vehicles and equipment and finance leases for certain Company vehicles and equipment. The leases are expiring between 2023 and 2045. Leases with an initial term of 12 months or less are not recorded on the balance sheets. Lease expense is recognized on a straight-line basis over the lease term. For purposes of calculating operating lease liabilities, lease terms may be deemed to include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. As of December 31, 2022, the operating lease liability does not include any options to extend or terminate leases. |
Presentation of Taxes Collected | Presentation of Taxes Collected The Company reports a value-added tax assessed by a governmental authority that is directly imposed on a revenue-producing transaction between the Company and a customer on a net basis (excluded from revenues). |
Foreign Currency Transactions and Translation | Foreign Currency Transactions Foreign currency transactions are transactions denominated in a currency other than a subsidiary’s functional currency. A change in the exchange rates between a subsidiary’s functional currency and the currency in which a transaction is denominated increases or decreases the expected amount of functional currency cash flows upon settlement of the transaction. That increase or decrease in functional currency cash flows, which occurs upon an actual transfer of one currency to another, is reported by the Company as a foreign currency transaction gain (loss). The primary component of the Company’s foreign currency transaction gain (loss) is due to agreements in place with certain subsidiaries in foreign countries regarding intercompany transactions. The Company anticipates repayment of these transactions in the foreseeable future and recognizes the realized and unrealized gains or losses on these transactions that result from foreign currency changes in the period in which they occur as foreign currency transaction gain (loss). Foreign Currency Translation The assets and liabilities of the Company’s foreign subsidiaries are translated at the exchange rates in effect on the reporting date. Income and expenses are translated at the average exchange rate during the period. The net effect of such translation gains and losses are reflected within AOCI in the stockholders’ equity section of the Consolidated Balance Sheets. If there is a planned or completed sale or liquidation of the Company's ownership in a foreign operation, the relevant foreign currency translation adjustment is recognized in the Consolidated Statement of Operations. |
Convertible Instruments | Convertible Instruments The Company evaluates and accounts for conversion options embedded in convertible instruments in accordance with ASC 815, Derivatives and Hedging Activities. Applicable U.S. Generally Accepted Accounting Principles ("GAAP") requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not remeasured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. The Company accounts for convertible instruments, when it has been determined that the embedded conversion options should not be bifurcated from their host instruments, as follows: The Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their stated date of redemption. The Company accounts for the conversion of convertible debt when a conversion option has been bifurcated using the general extinguishment standards. The debt and equity linked derivatives are removed at their carrying amounts and the shares issued are measured at their then-current fair value, with any difference recorded as a gain or loss on extinguishment of the two separate accounting liabilities. |
Deferred Financing Costs | Deferred Financing Costs The Company capitalizes certain expenses incurred in connection with its debt and line of credit obligations and amortizes them over the term of the respective debt agreement. The amortization expense of the deferred financing costs is included in interest expense on the Consolidated Statements of Operations. If the Company extinguishes portions of its debt prior to the maturity date, deferred financing costs are charged to expense on a pro-rata basis and are included in loss on early extinguishment or restructuring of debt on the Consolidated Statements of Operations. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net revenue and expenses during the reporting period. Actual results may differ from these estimates. Significant estimates include allowance for doubtful accounts receivable, the extent of progress towards completion on contracts, contract revenue and costs on long-term contracts, valuation of certain investments, market assumptions used in estimating the fair values of certain assets (including goodwill and intangibles) and liabilities, the calculation used in determining the fair value of INNOVATE’s stock options required by ASC 718, Compensation - Stock Compensation ("ASC 718"), income taxes and various other contingencies. Estimates of fair value represent the Company’s best estimates developed with the assistance of independent appraisals or various valuation techniques and, where the foregoing have not yet been completed or are not available, industry data and trends and by reference to relevant market rates and transactions. The estimates and assumptions are inherently subject to significant uncertainties and contingencies beyond the control of the Company. Accordingly, the Company cannot provide assurance that the estimates, assumptions, and values reflected in the valuations will be realized, and actual results could vary materially. |
Share-Based Compensation | Share-Based Compensation The Company accounts for share-based compensation issued to employees and non-employees in accordance with the provisions of ASC 718 . All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for using a fair-value based method. The Company records share-based compensation expense for all new and unvested stock options that are ultimately expected to vest as the requisite service is rendered. The Company issues new shares of common stock upon the exercise of stock options. The Company uses a Black-Scholes option valuation model to determine the grant date fair value of share-based compensation under ASC 718. The Black-Scholes model incorporates various assumptions including the expected term of awards, volatility of stock price, risk-free rates of return and dividend yield. The expected term of an award is no less than the option vesting period and is based on the Company’s historical experience. Expected volatility is based upon the historical volatility of the Company’s stock price. The risk-free interest rate is approximated using rates available on U.S. Treasury securities with a remaining term similar to the option’s expected life. The Company uses a dividend yield of zero in the Black-Scholes option valuation model as it does not anticipate paying cash dividends in the foreseeable future. Share-based compensation is recorded net of actual forfeitures. |
Income (Loss) Per Common Share | Income (Loss) Per Common Share Basic income (loss) per common share is computed using the weighted average number of shares of common stock outstanding during the period. Diluted income (loss) per common share is computed using the weighted average number of shares of common stock, adjusted for the dilutive effect of potential common stock equivalents and related income from continuing operations, net of tax. Potential common stock equivalents, computed using the treasury stock method or the if-converted method, include options, restricted stock, restricted stock units and convertible preferred stock. In periods when the Company generates income, the Company calculates basic Earnings Per Share ("EPS") using the two-class method, pursuant to ASC No. 260, Earnings Per Share . The two-class method is required as the shares of the Company’s preferred stock qualify as participating securities, having the right to receive dividends should dividends be declared on common stock. Under this method, earnings for the period are allocated to the common stock and preferred stock to the extent that each security may share in earnings as if all of the earnings for the period had been distributed. The Company does not use the two-class method in periods when it generates a loss as the holders of the preferred stock do not participate in losses. |
Discontinued Operations | Discontinued Operations In accordance with ASC 205-20, Presentation of Financial Statements - Discontinued Operations , the Company reports the results of operations of a business as discontinued operations if a disposal represents a strategic shift that has or will have a major effect on the Company's operations and financial results when the business is disposed of or classified as held-for-sale. Under ASC 360, Property, Plant and Equipment |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Pronouncements Adopted in the Current Year There were no new accounting pronouncements adopted during the year ended December 31, 2022. Accounting Pronouncements to be Adopted in 2023 Credit Loss Standard In June 2016, the FASB issued Accounting Standards Update ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326) , Measurement of Credit Losses on Financial Instruments . This new standard and its related amendments change the impairment model for most financial assets that are measured at amortized cost and certain other instruments, including trade receivables and contract assets, from an incurred loss model to an expected loss model and adds certain new required disclosures. Under the new expected loss model, which is based on historical experience, current conditions and reasonable and supportable forecasts, entities will recognize estimated credit losses over the entire contractual term of the instrument rather than delaying recognition of credit losses until it is probable the loss has been incurred. The Company is finalizing its implementation of the new credit losses standard and is updating certain of its business processes and internal controls to meet the reporting and disclosure requirement of the new ASU. Based on historical trends, the financial condition of the Company’s customers and management’s expectations of economic and industry factors affecting the Company’s customers, the new guidance, which the Company will adopt on January 1, 2023, is not expected to materially affect the amount of expense recognized under the Company’s current practices and is not expected to have a material effect on the Company’s consolidated financial statements. Other Recent Accounting Pronouncements |
Subsequent Events | Subsequent Events ASC 855, Subsequent Events |
Revenue and Contracts in Process | Identify the contract with a customer A contract with a customer exists when: (a) the parties have approved the contract and are committed to perform their respective obligations, (b) the rights of the parties can be identified, (c) payment terms can be identified, (d) the arrangement has commercial substance, and (e) collectability of consideration is probable. Judgment is required when determining if the contractual criteria are met, specifically in the earlier stages of a project when a formally executed contract may not yet exist. In these situations, the Company evaluates all relevant facts and circumstances, including the existence of other forms of documentation or historical experience with our customers that may indicate a contractual agreement is in place and revenue should be recognized. In determining if the collectability of consideration is probable, the Company considers the customer’s ability and intention to pay such consideration through an evaluation of several factors, including an assessment of the creditworthiness of the customer and our prior collection history with such customer. Identify the performance obligations in the contract At contract inception, the Company assesses the goods or services promised in a contract and identifies, as a separate performance obligation, each distinct promise to transfer goods or services to the customer. The identified performance obligations represent the "unit of account" for purposes of determining revenue recognition. In order to properly identify separate performance obligations, the Company applies judgment in determining whether each good or service provided is: (a) capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and (b) distinct within the context of the contract, whereby the transfer of the good or service to the customer is separately identifiable from other promises in the contract. In addition, when assessing performance obligations within a contract, the Company considers the warranty provisions included within such contract. To the extent the warranty terms provide the customer with an additional service, other than assurance that the promised good or service complies with agreed upon specifications, such warranty is accounted for as a separate performance obligation. In determining whether a warranty provides an additional service, the Company considers each warranty provision in comparison to warranty terms which are standard in the industry. Determine the transaction price The transaction price represents the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to our customers. The consideration promised within a contract may include fixed amounts, variable amounts, or both. To the extent the performance obligation includes variable consideration, including contract bonuses and penalties that can either increase or decrease the transaction price, the Company estimates the amount of variable consideration to be included in the transaction price utilizing one of two prescribed methods, depending on which method better predicts the amount of consideration to which the entity will be entitled. Such methods include: (a) the expected value method, whereby the amount of variable consideration to be recognized represents the sum of probability weighted amounts in a range of possible consideration amounts, and (b) the most likely amount method, whereby the amount of variable consideration to be recognized represents the single most likely amount in a range of possible consideration amounts. When applying these methods, the Company considers all information that is reasonably available, including historical, current and estimates of future performance. Variable consideration is included in the transaction price only to the extent it is probable, in the Company’s judgment, that a significant future reversal in the amount of cumulative revenue recognized under the contract will not occur when the uncertainty associated with the variable consideration is subsequently resolved. This threshold is referred to as the variable consideration constraint. In assessing whether to apply the variable consideration constraint, the Company considers if factors exist that could increase the likelihood or the magnitude of a potential reversal of revenue, including, but not limited to, whether: (a) the amount of consideration is highly susceptible to factors outside of the Company’s influence, such as the actions of third parties, (b) the uncertainty surrounding the amount of consideration is not expected to be resolved for a long period of time, (c) the Company’s experience with similar types of contracts is limited or that experience has limited predictive value, (d) the Company has a practice of either offering a broad range of price concessions or changing the payment terms and conditions of similar contracts in similar circumstances, and (e) the contract has a large number and broad range of possible consideration amounts. Pending change orders represent one of the most common forms of variable consideration included within contract value and typically represent contract modifications for which a change in scope has been authorized or acknowledged by our customer, but the final adjustment to contract price is yet to be negotiated. In estimating the transaction price for pending change orders, the Company considers all relevant facts, including documented correspondence with the customer regarding acknowledgment and/or agreement with the modification, as well as historical experience with the customer or similar contractual circumstances. Based upon this assessment, the Company estimates the transaction price, including whether the variable consideration constraint should be applied. Changes in the estimates of transaction prices are recognized on a cumulative catch-up basis in the period in which the revisions to the estimates are made. Such changes in estimates can result in the recognition of revenue in a current period for performance obligations which were satisfied or partially satisfied in prior periods. Such changes in estimates may also result in the reversal of previously recognized revenue if the ultimate outcome differs from the Company’s previous estimate. Allocate the transaction price to performance obligations in the contract For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The Company determines the standalone selling price based on the price at which the performance obligation would have been sold separately in similar circumstances to similar customers. If the standalone selling price is not observable, the Company estimates the standalone selling price taking into account all available information such as market conditions and internal pricing guidelines. In certain circumstances, the standalone selling price is determined using an expected profit margin on anticipated costs related to the performance obligation. Recognize revenue as performance obligations are satisfied The Company recognizes revenue at the time the related performance obligation is satisfied by transferring a promised good or service to its customers. A good or service is considered to be transferred when the customer obtains control. The Company can transfer control of a good or service and satisfy its performance obligations either over time or at a point in time. The Company transfers control of a good or service over time and, therefore, satisfies a performance obligation and recognizes revenue over time if one of the following three criteria are met: (a) the customer simultaneously receives and consumes the benefits provided by the Company’s performance as we perform, (b) the Company’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or (c) the Company’s performance does not create an asset with an alternative use to us, and we have an enforceable right to payment for performance completed to date. For our performance obligations satisfied over time, we recognize revenue by measuring the progress toward complete satisfaction of that performance obligation. The selection of the method to measure progress towards completion can be either an input method or an output method and requires judgment based on the nature of the goods or services to be provided. |
Revenue and Contracts in Proc_2
Revenue and Contracts in Process (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | Revenue from contracts with customers consists of the following (in millions): Years Ended December 31, 2022 2021 Revenue Infrastructure $ 1,594.3 $ 1,159.7 Life Sciences 4.3 3.5 Spectrum 38.7 42.0 Total revenue $ 1,637.3 $ 1,205.2 |
Schedule of Accounts Receivable, net | Accounts receivables, net, from contracts with customers consist of the following (in millions): December 31, 2022 2021 Accounts receivables with customers Infrastructure $ 244.5 $ 226.8 Life Sciences 0.8 0.3 Spectrum 5.1 9.4 Total accounts receivables with customers $ 250.4 $ 236.5 Accounts receivable, net as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Contracts in progress $ 244.8 $ 226.8 Unbilled retentions 0.2 0.4 Trade receivables 5.9 9.9 Other receivables 4.5 10.6 Allowance for doubtful accounts (0.5) (0.6) Total $ 254.9 $ 247.1 |
Disaggregation of Revenue | The following table disaggregates DBMG's revenue by market (in millions): Years Ended December 31, 2022 2021 Commercial $ 794.0 $ 539.8 Industrial 409.5 292.5 Healthcare 129.9 59.8 Convention 136.2 85.8 Transportation 50.2 52.7 Leisure 23.4 23.2 Government 34.8 68.0 Other 15.8 37.7 Total revenue from contracts with customers 1,593.8 1,159.5 Other revenue 0.5 0.2 Total Infrastructure segment revenue $ 1,594.3 $ 1,159.7 The following table disaggregates the Life Sciences segment's revenue by type for the periods indicated (in millions): Years Ended December 31, 2022 2021 Systems and consumables revenue $ 4.3 $ 3.5 Total Life Sciences segment revenue $ 4.3 $ 3.5 The following table disaggregates the Spectrum segment's revenue by type for the periods indicated (in millions): Years Ended December 31, 2022 2021 Broadcast station $ 19.6 $ 18.6 Network advertising 14.8 18.1 Network distribution 2.8 3.2 Other 1.5 2.1 Total Spectrum segment revenue $ 38.7 $ 42.0 |
Schedule of Costs and Recognized Earnings in Excess of Billings and Billings in Excess of Costs and Recognized Earnings on Uncompleted Contracts | Contract assets and contract liabilities and recognized earnings consisted of the following (in millions): Years Ended December 31, 2022 2021 Costs incurred on contracts in progress $ 2,503.3 $ 2,161.5 Estimated earnings 378.9 316.4 Contract revenue earned on uncompleted contracts 2,882.2 2,477.9 Less: progress billings 2,815.7 2,438.4 $ 66.5 $ 39.5 The above is included in the accompanying Consolidated Balance Sheets under the following line items: Contract assets $ 165.1 $ 118.6 Contract liabilities (98.6) (79.1) $ 66.5 $ 39.5 |
Schedule of Contract with Customer, Asset and Liability | Years Ended December 31, 2022 2021 Cost in excess of billings $ 90.7 $ 68.3 Conditional retainage 74.4 50.3 Contract assets $ 165.1 $ 118.6 Billings in excess of costs $ (152.0) $ (137.6) Conditional retainage 53.4 58.5 Contract liabilities $ (98.6) $ (79.1) |
Schedule of Remaining Performance Obligations | As of December 31, 2022, the transaction price allocated to remaining unsatisfied performance obligations consisted of the following (in millions): Within One Year Within Five Years Total Commercial $ 354.5 $ 32.5 $ 387.0 Industrial 369.8 19.8 389.6 Transportation 283.3 145.8 429.1 Government 8.0 — 8.0 Leisure 4.7 — 4.7 Healthcare 220.6 221.9 442.5 Convention 103.1 5.0 108.1 Other 2.9 — 2.9 Remaining unsatisfied performance obligations $ 1,346.9 $ 425.0 $ 1,771.9 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable, net | Accounts receivables, net, from contracts with customers consist of the following (in millions): December 31, 2022 2021 Accounts receivables with customers Infrastructure $ 244.5 $ 226.8 Life Sciences 0.8 0.3 Spectrum 5.1 9.4 Total accounts receivables with customers $ 250.4 $ 236.5 Accounts receivable, net as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Contracts in progress $ 244.8 $ 226.8 Unbilled retentions 0.2 0.4 Trade receivables 5.9 9.9 Other receivables 4.5 10.6 Allowance for doubtful accounts (0.5) (0.6) Total $ 254.9 $ 247.1 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventory as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Raw materials and consumables $ 15.7 $ 14.3 Work in process 1.2 1.2 Finished goods 2.0 1.5 Total inventory $ 18.9 $ 17.0 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Investments | The carrying values of the Company's investments as of the periods indicated were as follows (in millions): December 31, 2022 Measurement Alternative (1) Equity Fair Value Total Common stock $ — $ 3.0 $ — $ 3.0 Preferred stock and fixed maturities — — 4.6 4.6 Put option 11.3 — — 11.3 Investment in securities — 40.6 — 40.6 Total $ 11.3 $ 43.6 $ 4.6 $ 59.5 December 31, 2021 Measurement Alternative (1) Equity Fair Value Total Common stock $ — $ 2.1 $ — $ 2.1 Preferred stock and fixed maturities 0.5 2.1 5.4 8.0 Put option 11.3 — — 11.3 Investment in securities — 34.6 — 34.6 Total $ 11.8 $ 38.8 $ 5.4 $ 56.0 (1) The Company accounts for its equity securities without readily determinable fair values under the measurement alternative election of ASC 321, whereby the Company can elect to measure an equity security without a readily determinable fair value, that does not qualify for the practical expedient to estimate fair value (net asset value), at its cost minus impairment, if any . |
Summarized Information for Equity Method Investments | The following tables provide combined summarized unaudited financial information for the periods indicated for the Company's equity method investments (in millions): December 31, 2022 2021 Assets $ 786.4 $ 604.5 Liabilities 670.2 481.5 Equity $ 116.2 $ 123.0 Years Ended December 31, 2022 2021 Total revenues $ 672.3 $ 695.9 Gross profit $ 109.6 $ 107.0 Operating income $ 6.4 $ 15.5 Net income $ 5.0 $ 9.4 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant, and Equipment, net | Property, plant and equipment, net, ("PP&E") as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Equipment, furniture and fixtures, and software $ 196.0 $ 180.7 Building and leasehold improvements 44.8 43.0 Land 26.1 24.1 Construction in progress 8.4 8.9 Plant and transportation equipment 8.2 8.3 $ 283.5 $ 265.0 Less: Accumulated depreciation 118.5 95.1 Total $ 165.0 $ 169.9 |
Goodwill and Intangibles, Net (
Goodwill and Intangibles, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of the Changes in the Carrying Amount of Goodwill by Reporting Unit | The carrying amounts of goodwill by segment were as follows (in millions): Infrastructure Spectrum Total Balance at December 31, 2020 $ 89.6 $ 21.4 $ 111.0 Acquisition 16.7 — 16.7 Translation (0.3) — (0.3) Balance at December 31, 2021 $ 106.0 $ 21.4 $ 127.4 Translation (0.3) — (0.3) Balance as of December 31, 2022 $ 105.7 $ 21.4 $ 127.1 |
Schedule of Indefinite-Lived Intangible Assets | The carrying amounts of indefinite-lived intangible assets as of the periods indicated were as follows (in millions): December 31, 2022 2021 FCC licenses $ 106.3 $ 106.5 Total $ 106.3 $ 106.5 |
Schedule of Intangible Assets Subject to Amortization | The gross carrying amounts and accumulated amortization of definite lived intangible assets by major intangible asset class as of the periods indicated were as follows (in millions): December 31, Weighted-Average Original Useful Life 2022 2021 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Trade names 14 years $ 25.4 $ (8.0) $ 17.4 $ 25.4 $ (6.3) $ 19.1 Customer relationships and contracts 11 years 87.6 (35.4) 52.2 87.7 (21.6) 66.1 Channel sharing arrangements 35 years 12.6 (1.4) 11.2 12.6 (1.1) 11.5 Other 12 years 4.1 (1.1) 3.0 8.5 (3.3) 5.2 Total $ 129.7 $ (45.9) $ 83.8 $ 134.2 $ (32.3) $ 101.9 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future estimated annual amortization expense for intangible assets as of December 31, 2022 is as follows (in millions): Estimated Amortization 2023 $ 11.1 2024 7.4 2025 7.3 2026 6.9 2027 4.7 Thereafter 46.4 Total $ 83.8 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Purchase Price Allocation | The allocation of the fair value of consideration transferred among the identified assets acquired, liabilities assumed, intangibles and residual goodwill is summarized as follows (in millions): Purchase Consideration at Fair Value Partial draw on new $110.0 million revolving credit facility $ 64.1 Sellers' notes 49.6 Bankers Steel debt - assumed 6.3 Cash 25.0 Gross consideration 145.0 Less: Seller transaction costs - assumed 0.4 Less: Bankers debt - assumed 6.3 Less: R&W premium paid by seller 0.5 Net consideration $ 137.8 Cash and cash equivalents $ 9.3 Accounts receivable, net 70.9 Contract assets 22.6 Assets held for sale 0.7 Inventory 5.7 Other current assets 1.7 Property, plant, and equipment, net 58.6 Other assets 40.1 Intangibles, net 60.8 Goodwill 16.7 Total assets to be acquired 287.1 Accounts payable 39.1 Contract liabilities 38.6 Other current liabilities 31.1 Other liabilities 34.2 Long-term debt, less current portion 6.3 Total liabilities to be assumed 149.3 Total net assets acquired $ 137.8 |
Schedule of Business Acquisitions, by Acquisition | The following table presents the results of operations data for the year ended December 31, 2021 for Banker Steel from the date of acquisition (in millions): Year Ended December 31, 2021 Revenue $ 265.9 Income from operations $ 15.5 Net income attributable to INNOVATE $ 8.8 |
Schedule of Business Acquisition Pro Forma Information | The following table presents unaudited consolidated pro forma results of operations data as if the acquisition of Banker Steel had occurred at the beginning of 2021. This information does not purport to be indicative of the actual results that would have occurred if the acquisitions had actually been completed on the date indicated, nor is it necessarily indicative of the future operating results or the financial position of the combined company (in millions): Year Ended December 31, 2021 Revenue $ 1,402.7 Income from operations $ 0.9 Net loss attributable to INNOVATE $ (219.2) |
Discontinued Operations and E_2
Discontinued Operations and Exit Activities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summarized Operating Results of Discontinued Operations | The results of Beyond6 and CIG, as well as the gain from GMSL, and the related expenses directly attributable to the entities were reported as discontinued operations. Formerly part of the Marine Services, Telecommunications, and Clean Energy segments, these entities were previously reclassified to the Other segment. Summarized operating results of the discontinued operations as of the periods indicated were as follows (in millions): Years Ended December 31, 2022 2021 Revenue $ — $ 1.7 Life, accident and health earned premiums, net — 55.7 Net investment income — 92.4 Realized/unrealized gains on investments — 5.1 Total revenue — 154.9 Cost of revenue — 0.8 Policy benefits, changes in reserves, and commissions — 126.0 Selling, general and administrative — 21.1 Depreciation and amortization — (11.0) Income from operations — 18.0 Interest expense — (0.5) Loss on sale and liquidation of subsidiaries — (159.9) Other loss — (3.1) Pre-tax loss from discontinued operations — (145.5) Income tax expense — (4.4) Loss from discontinued operations $ — $ (149.9) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of Lease ROUs and Lease Liabilities | As of the dates indicated, lease right-of-use assets and lease liabilities consisted of the following (in millions): December 31, 2022 2021 Right-of-use assets: Operating lease (Other assets) $ 65.8 $ 69.6 Finance lease (Property, plant and equipment, net) 2.1 0.2 Total right-of-use assets $ 67.9 $ 69.8 Lease liabilities: Current portion of operating lease (Other current liabilities) $ 17.1 $ 15.5 Non-current portion of operating lease (Other liabilities) 53.8 58.5 Finance lease (Debt obligations) 2.1 0.1 Total lease liabilities $ 73.0 $ 74.1 |
Schedule of Leases, Cost | The following table summarizes the components of lease expense for the periods indicated (in millions): Years Ended December 31, 2022 2021 Finance lease cost: Amortization of right-of-use assets $ 0.2 $ 0.8 Interest on lease liabilities 0.1 — Net finance lease cost 0.3 0.8 Operating lease cost 23.5 21.7 Variable lease cost 0.6 0.5 Sublease income (0.7) (0.5) Total lease cost $ 23.7 $ 22.5 Cash flow information related to leases for the periods indicated is as follows (in millions): Years Ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 0.1 $ — Financing cash flows from finance leases $ 0.2 $ 0.7 Operating cash flows from operating leases $ 23.3 $ 21.9 Right-of-use assets obtained in exchange for new lease liabilities: Finance leases $ 2.2 $ 0.1 Operating leases $ 15.0 $ 48.3 The weighted-average remaining lease term and the weighted-average discount rate for finance leases and operating leases for the periods presented are as follows: Years Ended December 31, 2022 2021 Weighted-average remaining lease term (years) - operating leases 7.5 7.5 Weighted-average remaining lease term (years) - finance leases 1.4 2.3 Weighted-average discount rate - operating leases 5.3 % 5.4 % Weighted-average discount rate - finance leases 5.7 % 4.2 % |
Schedule of Finance Lease, Liability, Maturity | As of December 31, 2022, undiscounted cash flows for finance and operating leases are as follows (in millions): Operating Finance 2023 $ 20.0 $ 1.8 2024 14.3 0.3 2025 10.8 0.1 2026 7.4 — 2027 5.2 — Thereafter 28.6 — Total future lease payments 86.3 2.2 Less: Present values (15.4) (0.1) Total lease liability balance $ 70.9 $ 2.1 |
Schedule of Operating Lease, Liability, Maturity | As of December 31, 2022, undiscounted cash flows for finance and operating leases are as follows (in millions): Operating Finance 2023 $ 20.0 $ 1.8 2024 14.3 0.3 2025 10.8 0.1 2026 7.4 — 2027 5.2 — Thereafter 28.6 — Total future lease payments 86.3 2.2 Less: Present values (15.4) (0.1) Total lease liability balance $ 70.9 $ 2.1 |
Other Assets, Accrued Liabili_2
Other Assets, Accrued Liabilities and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets, which are reflected in non-current assets in the Consolidated Balance Sheets, as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Right-of-use assets $ 65.8 $ 69.6 Restricted cash - non-current 1.5 — Other 4.6 3.7 Total other assets $ 71.9 $ 73.3 |
Schedule of Accrued Liabilities | Accrued liabilities as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Accrued expenses and other current liabilities $ 18.9 $ 24.5 Accrued payroll and employee benefits 30.8 38.9 Accrued interest 15.3 29.6 Accrued income taxes 0.4 0.4 Total accrued liabilities $ 65.4 $ 93.4 |
Schedule of Other Liabilities | Other liabilities, which are reflected in non-current liabilities in the Consolidated Balance Sheets, as of the periods indicated consisted of the following (in millions): December 31, 2022 2021 Lease liability, net of current portion $ 53.8 $ 58.5 Other 17.4 4.8 Total other liabilities $ 71.2 $ 63.3 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt and Finance Lease Obligations | Debt obligations, including finance lease obligations, as of the periods indicated consisted of the following (in millions): Years Ended December 31, Infrastructure 2022 2021 3.25% Note due 2026 $ 99.5 $ 107.2 Line of Credit due 2024 (PRIME minus 0.85% and PRIME minus 1.10% as of December 31, 2022, and 2021, respectively) 107.7 30.4 4.00% Note due 2024 15.0 25.0 8.00% Note due 2024 18.7 19.6 11.00% Note due 2024 — 6.3 Obligations under finance leases 2.1 0.1 Total Infrastructure $ 243.0 $ 188.6 Spectrum 8.50% Note due 2024 19.3 — 11.45% Note due 2024 50.4 — 8.50% Note due 2022 — 19.3 10.50% Note due 2022 — 32.9 Total Spectrum $ 69.7 $ 52.2 Life Sciences 18.00% Note due 2023 10.8 — Total Life Sciences $ 10.8 $ — Non-Operating Corporate 8.50% Senior Secured Notes, due 2026 330.0 330.0 7.50% Convertible Senior Notes, due 2026 51.8 51.8 7.50% Convertible Senior Notes, due 2022 — 3.2 LIBOR plus 5.75% Line of Credit, due 2024 20.0 5.0 Total Non-Operating Corporate $ 401.8 $ 390.0 Total outstanding principal $ 725.3 $ 630.8 Unamortized issuance discount, issuance premium, and deferred financing costs (10.9) (4.5) Less: current portion of debt obligations (30.6) (69.5) Debt obligations $ 683.8 $ 556.8 |
Schedule of Maturities of Debt and Finance Lease Obligations | Aggregate finance lease and debt payments, including interest, as of December 31, 2022, were as follows (in millions): Finance Leases Debt Total 2023 $ 1.8 $ 74.9 $ 76.7 2024 0.3 274.5 274.8 2025 0.1 41.8 41.9 2026 — 469.8 469.8 2027 — — — Thereafter — — — Total minimum principal and interest payments 2.2 861.0 863.2 Less: Amount representing interest (0.1) (137.8) (137.9) Total aggregate finance lease and debt payments $ 2.1 $ 723.2 $ 725.3 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Provision for Income Taxes | The provisions expense for income taxes for the years indicated were as follows (in millions): Years Ended December 31, 2022 2021 Current tax expense (benefit) Federal $ (2.7) $ 0.1 State 2.9 1.8 Foreign (0.4) 1.8 Net current tax expense (benefit) (0.2) 3.7 Deferred tax expense (benefit) Federal (0.6) 0.8 State 0.1 0.2 Foreign 1.6 0.9 Net deferred tax expense 1.1 1.9 Income tax expense $ 0.9 $ 5.6 |
Components of Income (Loss) from Continuing Operations Before Income Taxes | The US and foreign components of income (loss) from continuing operations before income taxes for the years indicated were as follows (in millions): Years Ended December 31, 2022 2021 US $ (45.1) $ (89.7) Foreign 4.0 9.0 Loss from continuing operations before income taxes $ (41.1) $ (80.7) |
Federal Statutory Income Tax Rate to Income (Loss) Before Income Taxes | For the years indicated, the provisions expense for income taxes differed from the amount computed by applying the federal statutory income tax rate to income (loss) before income taxes due to the following items (in millions): Years Ended December 31, 2022 2021 Tax (benefit) at federal statutory rate $ (8.6) $ (17.0) Permanent differences 0.3 0.4 State tax, net of federal benefit 1.0 (1.6) Foreign rate differential — 0.4 Executive and stock compensation 0.1 0.4 Increase (decrease) in valuation allowance (0.7) (0.6) Transaction costs — 0.5 Return to provision 3.2 3.3 Rate change 1.7 20.2 Outside basis difference 4.2 0.9 Other 0.7 1.6 Equity income (1.0) (1.1) Derivative — (1.8) Income tax expense $ 0.9 $ 5.6 |
Significant Components of Company's Deferred Tax Assets and Liabilities | Net deferred tax balances as of the years indicated were comprised of the following (in millions): December 31, 2022 2021 Net operating loss carryforwards $ 82.5 $ 63.8 Basis difference in fixed assets 0.3 0.7 Deferred compensation 7.2 6.7 Sec. 163(j) carryforward 46.3 58.1 Lease liability 20.5 20.9 Other deferred tax assets 13.3 13.4 Total deferred tax assets 170.1 163.6 Valuation allowance (101.6) (102.8) Total net deferred tax assets 68.5 60.8 Basis difference in fixed assets (17.5) (14.1) Right of use assets (19.1) (19.8) Basis difference in intangibles (27.8) (26.1) Other deferred tax liabilities (11.5) (6.9) Total deferred tax liabilities (75.9) (66.9) Net deferred tax liabilities $ (7.4) $ (6.1) |
Summary of Reconciliation of Unrecognized Tax Benefits | Below is a tabular reconciliation of the total amount of unrecognized tax benefits as of the years indicated (in millions): Year Ended December 31, 2022 2021 Uncertain tax benefits - January 1 $ 17.6 $ 22.9 Gross decreases - Tax positions in prior period — (5.3) Uncertain tax benefits - December 31 $ 17.6 $ 17.6 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase Obligations and Non-Cancellable Operating Leases | Unrecorded future minimum purchase commitments as of December 31, 2022 were as follows (in millions): 2023 $ 288.2 2024 3.6 Thereafter — Total commitments $ 291.8 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Company's Restricted Stock Activity | A summary of INNOVATE’s restricted stock activity is as follows: Shares Weighted Average Grant Date Fair Value Unvested - December 31, 2020 628,433 $ 3.93 Granted 593,458 $ 3.81 Vested (514,543) $ 3.89 Forfeited (151,469) $ 4.13 Unvested - December 31, 2021 555,879 $ 3.79 Granted 1,031,611 $ 2.41 Vested (400,395) $ 3.77 Forfeited (45,289) $ 3.68 Unvested - December 31, 2022 1,141,806 $ 2.56 |
Summary of Company's Stock Option Activity | A summary of INNOVATE’s stock option activity is as follows: Shares Weighted Average Exercise Price Outstanding - December 31, 2020 4,739,858 $ 5.13 Expired (23,999) $ 5.31 Outstanding - December 31, 2021 4,715,859 $ 5.13 Granted 280,791 $ 3.25 Expired (1,500) $ 4.06 Outstanding and exercisable - December 31, 2022 4,995,150 $ 5.02 |
Temporary Equity and Equity (Ta
Temporary Equity and Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Stock by Class | The Company’s preferred shares authorized, issued and outstanding consisted of the following: December 31, 2022 2021 Preferred shares authorized, $0.001 par value 20,000,000 20,000,000 Series A-3 shares issued and outstanding 6,125 6,125 Series A-4 shares issued and outstanding 10,000 10,000 |
Summary of Cash, PIK and Special Cash Dividends | During the years ended December 31, 2022 and 2021, INNOVATE's Board of Directors (the "Board") declared cash dividends with respect to INNOVATE’s issued and outstanding Preferred Stock, excluding the Series A and Series A-2 Preferred Stock which was owned by CGIC and was eliminated in consolidation prior to the sale of the Insurance segment on July 1, 2021, as presented in the following table (in millions): 2022 Declaration Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Holders of Record Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Payment Date April 15, 2022 July 15, 2022 October 15, 2022 January 15, 2023 Total Dividend $ 0.3 $ 0.3 $ 0.3 $ 0.3 2021 Declaration Date March 31, 2021 May 29, 2021 September 30, 2021 December 31, 2021 Holders of Record Date March 31, 2021 May 29, 2021 September 30, 2021 December 31, 2021 Payment Date April 15, 2021 June 4, 2021 October 15, 2021 January 15, 2022 Total Dividend $ 0.2 $ 0.1 $ 0.3 $ 0.3 During the years ending December 31, 2022 and 2021, DBMGi's Board of Directors declared dividends with respect to DBMGi’s issued and outstanding Preferred Stock, as presented in the following tables (in millions): 2022 Declaration Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Holders of Record Date March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 Payment Date April 15, 2022 July 15, 2022 October 15, 2022 January 15, 2023 Total Dividend* $ 0.9 $ 0.9 $ 0.9 $ 0.9 *The dividends paid on April 15, 2022, October 15, 2022 and January 15, 2023 were paid in cash. The DBMGi Board of Directors elected to pay the second quarter dividend payable July 15, 2022 in shares. 2021 Declaration Date September 30, 2021 December 31, 2021 Holders of Record Date September 30, 2021 December 31, 2021 Payment Date October 15, 2021 January 15, 2022 Total Dividend $ 0.8 $ 0.9 The 2021 dividends were paid in cash. |
Operating Segments and Relate_2
Operating Segments and Related Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor | The Company's revenue concentrations of 10% and greater for the periods indicated were as follows: Years Ended December 31, Segment 2022 2021 Customer A Infrastructure 23.8% 13.9% |
Summary of Company's Operating Segments | Summarized financial information with respect to the Company’s operating segments for the periods indicated is as follows (in millions): Years Ended December 31, 2022 2021 Revenue Infrastructure $ 1,594.3 $ 1,159.7 Life Sciences 4.3 3.5 Spectrum 38.7 42.0 Total revenue $ 1,637.3 $ 1,205.2 Years Ended December 31, 2022 2021 Income (loss) from operations Infrastructure $ 57.5 $ 35.2 Life Sciences (20.1) (19.9) Spectrum (3.8) (0.8) Other (0.6) (2.0) Non-operating Corporate (19.6) (23.1) Total income (loss) from operations $ 13.4 $ (10.6) Years Ended December 31, Reconciliation of the consolidated segment income (loss) from operating consolidated loss from continuing operations before income taxes 2022 2021 Income (loss) from operations $ 13.4 $ (10.6) Interest expense (52.0) (59.1) Loss on extinguishment of debt — (12.5) Loss from equity investees (1.3) (2.8) Other (expense) income, net (1.2) 4.3 Loss from continuing operations before income taxes $ (41.1) $ (80.7) Years Ended December 31, 2022 2021 Depreciation and Amortization Infrastructure $ 21.0 $ 19.1 Infrastructure recognized within cost of revenue 15.0 12.2 Total Infrastructure 36.0 31.3 Life Sciences 0.3 0.2 Spectrum 5.8 6.0 Non-operating Corporate 0.1 0.1 Total depreciation and amortization $ 42.2 $ 37.6 Years Ended December 31, 2022 2021 Capital Expenditures (*) Infrastructure $ 16.5 $ 18.3 Life Sciences 0.8 0.5 Spectrum 3.3 5.3 Non-operating Corporate 0.1 — Total $ 20.7 $ 24.1 (*) The above capital expenditures exclude assets acquired under capital lease and other financing obligations. |
Segment Reporting for Long-term investments, Property and Equipment - Net and Assets | December 31, 2022 2021 Investments Infrastructure $ — $ 0.7 Life Sciences 7.6 10.2 Other 51.9 45.1 Total $ 59.5 $ 56.0 December 31, 2022 2021 Equity Method Investments (included in Investments above) Infrastructure $ — $ 0.7 Life Sciences 3.0 4.2 Other 40.6 33.9 Total $ 43.6 $ 38.8 December 31, 2022 2021 Total Assets Infrastructure $ 879.3 $ 786.4 Life Sciences 15.4 22.0 Spectrum 188.2 198.9 Other 53.6 48.0 Non-operating Corporate 15.2 25.3 Total $ 1,151.7 $ 1,080.6 |
Basic and Diluted Loss Per Co_2
Basic and Diluted Loss Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Calculation of Basic Loss Per Common Share to Diluted Loss Per Common Share | The following table presents a reconciliation of net loss used in the basic and diluted EPS calculations (in millions, except per share amounts): Years Ended December 31, 2022 2021 Loss from continuing operations $ (42.0) $ (86.3) Loss from continuing operations attributable to noncontrolling interest and redeemable noncontrolling interest 6.1 7.8 Loss from continuing operations attributable to INNOVATE Corp. (35.9) (78.5) Less: Preferred dividends and deemed dividends from conversions 4.9 2.2 Loss from continuing operations attributable to INNOVATE common stockholders (40.8) (80.7) Loss from discontinued operations — (149.9) Loss from discontinued operations attributable to noncontrolling interest and redeemable noncontrolling interest — 0.9 Loss from discontinued operations, net of tax and noncontrolling interest — (149.0) Net loss attributable to common stockholders $ (40.8) $ (229.7) Numerator for loss per share - basic and diluted Net loss from continuing operations attributable to common stock $ (40.8) $ (80.7) Net loss from discontinued operations attributable to common stock — (149.0) Net loss attributable to common stock - basic and diluted $ (40.8) $ (229.7) Denominator for basic and dilutive loss per share Weighted average common shares outstanding 77.5 77.1 Loss per share - continuing operations - basic and diluted $ (0.53) $ (1.05) Loss per share - discontinued operations - basic and diluted $ — $ (1.93) Loss per share - basic and diluted $ (0.53) $ (2.98) |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value on Nonrecurring Basis | The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments, which were not measured at fair value on a recurring basis. The table excludes carrying amounts for cash and cash equivalents and restricted cash, accounts receivable and contract assets, accounts payable, contract liabilities and other current liabilities, and other assets and liabilities that approximate fair value due to relatively short periods to maturity (in millions): December 31, 2022 Fair Value Measurement Using: Carrying Value Estimated Fair Value Level 1 Level 2 Level 3 Assets Other invested assets $ 11.3 $ 11.3 $ — $ — $ 11.3 Total assets not accounted for at fair value $ 11.3 $ 11.3 $ — $ — $ 11.3 Liabilities Debt obligations (1) $ 712.3 $ 643.0 $ — $ 643.0 $ — Total liabilities not accounted for at fair value $ 712.3 $ 643.0 $ — $ 643.0 $ — December 31, 2021 Fair Value Measurement Using: Carrying Value Estimated Fair Value Level 1 Level 2 Level 3 Assets Other invested assets $ 11.3 $ 11.3 $ — $ — $ 11.3 Total assets not accounted for at fair value $ 11.3 $ 11.3 $ — $ — $ 11.3 Liabilities Debt obligations (1) $ 626.3 $ 648.2 $ — $ 648.2 $ — Total liabilities not accounted for at fair value $ 626.3 $ 648.2 $ — $ 648.2 $ — (1) Excludes operating lease obligations accounted for under ASC 842, Leases . |
Supplementary Financial Infor_2
Supplementary Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Offsetting [Abstract] | |
Schedule of Other (Expense) Income, net | The following table provides information relating to Other (expense) income, net for the periods indicated (in millions): Years Ended December 31, 2022 2021 (Loss) on embedded derivatives $ — $ (0.7) Other (expense) income, net (1.2) 5.0 Total $ (1.2) $ 4.3 |
Schedule of Restricted Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the Consolidated Balance Sheets and Consolidated Statements of Cash Flows for the periods indicated (in millions): Years Ended December 31, 2022 2021 Cash and cash equivalents, beginning of period $ 45.5 $ 43.8 Restricted cash 2.0 1.5 Restricted cash included in other assets (non-current) — — Total cash, cash equivalents and restricted cash $ 47.5 $ 45.3 Cash and cash equivalents, end of period $ 80.4 $ 45.5 Restricted cash 0.3 2.0 Restricted cash included in other assets (non-current) 1.5 — Total cash and cash equivalents and restricted cash $ 82.2 $ 47.5 Cash and cash equivalents classified in Assets held for sale, beginning of period $ — $ 195.2 Restricted cash classified in Assets held for sale — 0.2 Total cash and cash equivalents and restricted cash classified in Assets held for sale $ — $ 195.4 Supplemental cash flow information: Cash paid for interest $ 42.5 $ 32.6 Cash paid for taxes, net of refunds $ 5.9 $ 5.4 Non-cash investing and financing activities: Property, plant and equipment included in accounts payable $ 0.4 $ 1.4 Issuance of preferred stock $ 0.9 $ 19.1 Accrued interest and fees capitalized into principal debt $ 17.5 $ — Issuance of redeemable noncontrolling interest $ — $ 40.9 Extinguishment of convertible note in exchange $ — $ 51.8 Issuance of convertible note in exchange $ — $ (51.8) Debt assumed in acquisitions $ — $ 6.3 |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the Consolidated Balance Sheets and Consolidated Statements of Cash Flows for the periods indicated (in millions): Years Ended December 31, 2022 2021 Cash and cash equivalents, beginning of period $ 45.5 $ 43.8 Restricted cash 2.0 1.5 Restricted cash included in other assets (non-current) — — Total cash, cash equivalents and restricted cash $ 47.5 $ 45.3 Cash and cash equivalents, end of period $ 80.4 $ 45.5 Restricted cash 0.3 2.0 Restricted cash included in other assets (non-current) 1.5 — Total cash and cash equivalents and restricted cash $ 82.2 $ 47.5 Cash and cash equivalents classified in Assets held for sale, beginning of period $ — $ 195.2 Restricted cash classified in Assets held for sale — 0.2 Total cash and cash equivalents and restricted cash classified in Assets held for sale $ — $ 195.4 Supplemental cash flow information: Cash paid for interest $ 42.5 $ 32.6 Cash paid for taxes, net of refunds $ 5.9 $ 5.4 Non-cash investing and financing activities: Property, plant and equipment included in accounts payable $ 0.4 $ 1.4 Issuance of preferred stock $ 0.9 $ 19.1 Accrued interest and fees capitalized into principal debt $ 17.5 $ — Issuance of redeemable noncontrolling interest $ — $ 40.9 Extinguishment of convertible note in exchange $ — $ 51.8 Issuance of convertible note in exchange $ — $ (51.8) Debt assumed in acquisitions $ — $ 6.3 |
Organization and Business (Deta
Organization and Business (Details) - segment | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business And Organization [Line Items] | |||
Number of reportable segments | 3 | ||
DBMG | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 91% | 91% | 89% |
Genoval Orthopedics inc. | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 80% | ||
R2 Technologies, Inc. | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 57% | ||
MediBeacon Inc. | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 47% | ||
Triple Ring | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 26% | ||
HC2 Broadcasting Holdings, Inc | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 98% | ||
Noncontrolling interest, ownership percentage by parent, fully diluted basis | 86% | ||
DTV America | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 77% | 77% | 60% |
Minority Holders | |||
Business And Organization [Line Items] | |||
Percentage of proxy and voting rights from minority holders | 10% | 10% | 10% |
GMSL | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 73% | ||
HMN | |||
Business And Organization [Line Items] | |||
Parents interest, controlling (approximately) | 19% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Equity Method Investments (Details) | Dec. 31, 2022 |
MediBeacon Inc. | |
Schedule of Equity Method Investments [Line Items] | |
Parents interest, controlling (approximately) | 47% |
Triple Ring | |
Schedule of Equity Method Investments [Line Items] | |
Parents interest, controlling (approximately) | 26% |
HMN | |
Schedule of Equity Method Investments [Line Items] | |
Parents interest, controlling (approximately) | 19% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Accounts receivable, bad debt expense | $ 0.9 | $ 0.1 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Internal Use Software | Weighted Average | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 3 years |
Buildings and Leasehold Improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 5 years |
Buildings and Leasehold Improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 40 years |
Equipment, Furniture and Fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 3 years |
Equipment, Furniture and Fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 15 years |
Plant and Motor Vehicles | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 3 years |
Plant and Motor Vehicles | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 20 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Share-Based Compensation (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Dividend yield | 0% |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Other Recent Accounting Pronouncements (Details) - USD ($) $ in Millions | Jul. 01, 2021 | Dec. 31, 2022 |
CIG | DBMGi | Series A shares issued and outstanding | Discontinued Operations | ||
Debt Instrument [Line Items] | ||
Proceeds from divestiture of businesses | $ 40.9 | |
LIBOR plus 5.75% Line of Credit, due 2024 | ||
Debt Instrument [Line Items] | ||
Outstanding debt | $ 20 |
Revenue and Contracts in Proc_3
Revenue and Contracts in Process - Reconciliation of Revenue from Segments to Consolidated (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 1,637.3 | $ 1,205.2 |
Infrastructure | ||
Segment Reporting Information [Line Items] | ||
Revenue | 1,593.8 | 1,159.5 |
Life Sciences | ||
Segment Reporting Information [Line Items] | ||
Revenue | 4.3 | 3.5 |
Spectrum | ||
Segment Reporting Information [Line Items] | ||
Revenue | 38.7 | 42 |
Operating Segments | Infrastructure | ||
Segment Reporting Information [Line Items] | ||
Revenue | 1,594.3 | 1,159.7 |
Operating Segments | Life Sciences | ||
Segment Reporting Information [Line Items] | ||
Revenue | 4.3 | 3.5 |
Operating Segments | Spectrum | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 38.7 | $ 42 |
Revenue and Contracts in Proc_4
Revenue and Contracts in Process - Schedule of Accounts Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Segment Reporting Information [Line Items] | ||
Total accounts receivables with customers | $ 250.4 | $ 236.5 |
Infrastructure | ||
Segment Reporting Information [Line Items] | ||
Total accounts receivables with customers | 244.5 | 226.8 |
Life Sciences | ||
Segment Reporting Information [Line Items] | ||
Total accounts receivables with customers | 0.8 | 0.3 |
Spectrum | ||
Segment Reporting Information [Line Items] | ||
Total accounts receivables with customers | $ 5.1 | $ 9.4 |
Revenue and Contracts in Proc_5
Revenue and Contracts in Process - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | ||
Term for majority of contracts, in excess of | 1 year | |
Usual maximum percentage of payment withheld | 10% | |
Retainage receivable | $ 127.8 | $ 108.8 |
Retainage receivable, percent to be collected beyond one year | 20.70% | 24.60% |
Infrastructure | ||
Revenue from External Customer [Line Items] | ||
Contract assets, increase due to new projects | $ 205.3 | |
Contract assets, reclassified to receivables | 158.8 | |
Contract liabilities, increase due to new projects | 96.6 | |
Contract liabilities, revenue recognized | $ 77.1 | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Commercial | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Leisure | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Convention | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Other | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Transportation | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Industrial | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Government | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | Healthcare | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 1 year | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Commercial | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Leisure | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Convention | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Other | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Transportation | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Industrial | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Government | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | Healthcare | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 5 years | |
Infrastructure | DBMG | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation period | 3 years 6 months |
Revenue and Contracts in Proc_6
Revenue and Contracts in Process - Infrastructure Segment Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 1,637.3 | $ 1,205.2 |
Total Infrastructure segment revenue | 1,637.3 | 1,205.2 |
Infrastructure | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,593.8 | 1,159.5 |
Other revenue | 0.5 | 0.2 |
Total Infrastructure segment revenue | 1,594.3 | 1,159.7 |
Infrastructure | Commercial | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 794 | 539.8 |
Infrastructure | Industrial | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 409.5 | 292.5 |
Infrastructure | Healthcare | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 129.9 | 59.8 |
Infrastructure | Convention | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 136.2 | 85.8 |
Infrastructure | Transportation | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 50.2 | 52.7 |
Infrastructure | Leisure | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 23.4 | 23.2 |
Infrastructure | Government | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 34.8 | 68 |
Infrastructure | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 15.8 | $ 37.7 |
Revenue and Contracts in Proc_7
Revenue and Contracts in Process - Contract Assets and Contract Liabilities and Recognized Earnings (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Costs incurred on contracts in progress | $ 2,503.3 | $ 2,161.5 |
Estimated earnings | 378.9 | 316.4 |
Contract revenue earned on uncompleted contracts | 2,882.2 | 2,477.9 |
Less: progress billings | 2,815.7 | 2,438.4 |
Net of cost earned on uncompleted contracts | 66.5 | 39.5 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | ||
Contract assets | 165.1 | 118.6 |
Contract liabilities | (98.6) | (79.1) |
Net contract assets (liabilities) | $ 66.5 | $ 39.5 |
Revenue and Contracts in Proc_8
Revenue and Contracts in Process - Infrastructure Segment Contract with Customer, Asset and Liability (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Segment Reporting Information [Line Items] | ||
Contract assets | $ 165.1 | $ 118.6 |
Contract liabilities | (98.6) | (79.1) |
Infrastructure | ||
Segment Reporting Information [Line Items] | ||
Cost in excess of billings | 90.7 | 68.3 |
Conditional retainage | 74.4 | 50.3 |
Contract assets | 165.1 | 118.6 |
Billings in excess of costs | (152) | (137.6) |
Conditional retainage | 53.4 | 58.5 |
Contract liabilities | $ (98.6) | $ (79.1) |
Revenue and Contracts in Proc_9
Revenue and Contracts in Process - Schedule of Infrastructure Segment Revenue (Details) - Infrastructure $ in Millions | Dec. 31, 2022 USD ($) |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | $ 1,771.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 1,346.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 425 |
Commercial | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 387 |
Commercial | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 354.5 |
Commercial | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 32.5 |
Industrial | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 389.6 |
Industrial | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 369.8 |
Industrial | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 19.8 |
Transportation | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 429.1 |
Transportation | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 283.3 |
Transportation | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 145.8 |
Government | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 8 |
Government | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 8 |
Government | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 0 |
Leisure | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 4.7 |
Leisure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 4.7 |
Leisure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 0 |
Healthcare | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 442.5 |
Healthcare | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 220.6 |
Healthcare | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 221.9 |
Convention | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 108.1 |
Convention | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 103.1 |
Convention | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 5 |
Other | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 2.9 |
Other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within One Year | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | 2.9 |
Other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Within Five Years | |
Segment Reporting Information [Line Items] | |
Remaining performance obligations | $ 0 |
Revenue and Contracts in Pro_10
Revenue and Contracts in Process - Life Sciences Segment Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Total Life Sciences segment revenue | $ 1,637.3 | $ 1,205.2 |
Life Sciences | ||
Segment Reporting Information [Line Items] | ||
Total Life Sciences segment revenue | 4.3 | 3.5 |
Systems and consumables revenue | Life Sciences | ||
Segment Reporting Information [Line Items] | ||
Total Life Sciences segment revenue | $ 4.3 | $ 3.5 |
Revenue and Contracts in Pro_11
Revenue and Contracts in Process - Spectrum Segment Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 1,637.3 | $ 1,205.2 |
Spectrum | ||
Segment Reporting Information [Line Items] | ||
Revenue | 38.7 | 42 |
Broadcast station | Spectrum | ||
Segment Reporting Information [Line Items] | ||
Revenue | 19.6 | 18.6 |
Network advertising | Spectrum | ||
Segment Reporting Information [Line Items] | ||
Revenue | 14.8 | 18.1 |
Network distribution | Spectrum | ||
Segment Reporting Information [Line Items] | ||
Revenue | 2.8 | 3.2 |
Other | Spectrum | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 1.5 | $ 2.1 |
Revenue and Contracts in Pro_12
Revenue and Contracts in Process - Remaining Unsatisfied Performance Obligations (Details) - Spectrum - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 $ in Millions | Dec. 31, 2022 USD ($) |
Within One Year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 2.2 |
Remaining performance obligation period | 1 year |
Within Five Years | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 0.3 |
Remaining performance obligation period | 2 years |
Broadcast station | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 2.5 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Receivables [Abstract] | ||
Contracts in progress | $ 244.8 | $ 226.8 |
Unbilled retentions | 0.2 | 0.4 |
Trade receivables | 5.9 | 9.9 |
Other receivables | 4.5 | 10.6 |
Allowance for doubtful accounts | (0.5) | (0.6) |
Total | $ 254.9 | $ 247.1 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials and consumables | $ 15.7 | $ 14.3 |
Work in process | 1.2 | 1.2 |
Finished goods | 2 | 1.5 |
Total inventory | $ 18.9 | $ 17 |
Investments - Schedule of Compa
Investments - Schedule of Company Investments (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Equity Method Investments [Line Items] | ||
Measurement Alternative | $ 11.3 | $ 11.8 |
Equity Method | 43.6 | 38.8 |
Fair Value | 4.6 | 5.4 |
Investments | 59.5 | 56 |
Common stock | ||
Schedule of Equity Method Investments [Line Items] | ||
Measurement Alternative | 0 | 0 |
Equity Method | 3 | 2.1 |
Fair Value | 0 | 0 |
Investments | 3 | 2.1 |
Preferred stock and fixed maturities | ||
Schedule of Equity Method Investments [Line Items] | ||
Measurement Alternative | 0 | 0.5 |
Equity Method | 0 | 2.1 |
Fair Value | 4.6 | 5.4 |
Investments | 4.6 | 8 |
Put option | ||
Schedule of Equity Method Investments [Line Items] | ||
Measurement Alternative | 11.3 | 11.3 |
Equity Method | 0 | 0 |
Fair Value | 0 | 0 |
Investments | 11.3 | 11.3 |
Investment in securities | ||
Schedule of Equity Method Investments [Line Items] | ||
Measurement Alternative | 0 | 0 |
Equity Method | 40.6 | 34.6 |
Fair Value | 0 | 0 |
Investments | $ 40.6 | $ 34.6 |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Mar. 06, 2023 | |
Schedule of Equity Method Investments [Line Items] | |||
Equity Method | $ 43,600,000 | $ 38,800,000 | |
Loss from equity investees | $ (1,300,000) | $ (2,800,000) | |
Triple Ring | |||
Schedule of Equity Method Investments [Line Items] | |||
Reporting lag basis | 1 month | ||
HMN | Subsequent Event | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage sold | 19% | ||
MediBeacon Inc. | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method | $ 0 | ||
MediBeacon Inc. | Convertible Debt | Life Sciences | |||
Schedule of Equity Method Investments [Line Items] | |||
Face amount | $ 4,500,000 | ||
Interest rate | 8% | ||
Outstanding debt | $ 5,000,000 |
Investments - Summarized Inform
Investments - Summarized Information for Equity Method Investments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Equity Method Investments [Line Items] | |||
Assets | $ 1,151.7 | $ 1,080.6 | |
Liabilities | 1,181.3 | 1,068.7 | |
Equity | (90.6) | (56.2) | $ 600.2 |
Total revenues | 1,637.3 | 1,205.2 | |
Gross profit | 221.4 | 183.7 | |
Operating income | 13.4 | (10.6) | |
Net income | (35.9) | (227.5) | |
Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||
Schedule of Equity Method Investments [Line Items] | |||
Assets | 786.4 | 604.5 | |
Liabilities | 670.2 | 481.5 | |
Equity | 116.2 | 123 | |
Total revenues | 672.3 | 695.9 | |
Gross profit | 109.6 | 107 | |
Operating income | 6.4 | 15.5 | |
Net income | $ 5 | $ 9.4 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net - Summary of Property, Plant, and Equipment, net (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment and finance lease right-of-use asset, gross | $ 283.5 | $ 265 |
Less: Accumulated depreciation | 118.5 | 95.1 |
Total | 165 | 169.9 |
Equipment, furniture and fixtures, and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment and finance lease right-of-use asset, gross | 196 | 180.7 |
Building and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment and finance lease right-of-use asset, gross | 44.8 | 43 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment and finance lease right-of-use asset, gross | 26.1 | 24.1 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment and finance lease right-of-use asset, gross | 8.4 | 8.9 |
Plant and transportation equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment and finance lease right-of-use asset, gross | $ 8.2 | $ 8.3 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 25.6 | $ 25 |
Net book value of equipment under capital leases | 2.1 | 0.2 |
Property, plant and equipment, net | 165 | 169.9 |
Internal-Use Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 35.6 | 32.8 |
Operating Segments | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation expense within cost of revenue | $ 15 | $ 12.2 |
Goodwill and Intangibles, Net -
Goodwill and Intangibles, Net - Changes in the Carrying Amount of Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 127.4 | $ 111 |
Acquisitions | 16.7 | |
Translation | (0.3) | (0.3) |
Ending balance | 127.1 | 127.4 |
Infrastructure | ||
Goodwill [Roll Forward] | ||
Beginning balance | 106 | 89.6 |
Acquisitions | 16.7 | |
Translation | (0.3) | (0.3) |
Ending balance | 105.7 | 106 |
Spectrum | ||
Goodwill [Roll Forward] | ||
Beginning balance | 21.4 | 21.4 |
Acquisitions | 0 | |
Translation | 0 | 0 |
Ending balance | $ 21.4 | $ 21.4 |
Goodwill and Intangibles, Net_2
Goodwill and Intangibles, Net - Indefinite-lived Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 106.3 | $ 106.5 |
FCC licenses | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 106.3 | $ 106.5 |
Goodwill and Intangibles, Net_3
Goodwill and Intangibles, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average period until next FCC licenses renewal | 6 years 7 months 6 days | 3 years |
Impairment definite lived intangible assets | $ 1.5 | |
Amortization expense | 16.6 | $ 12.6 |
Non-core FCC Licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, impairment charges | $ 0.2 | $ 0.7 |
Goodwill and Intangibles, Net_4
Goodwill and Intangibles, Net - Definite Lived Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 129.7 | $ 134.2 |
Accumulated Amortization | (45.9) | (32.3) |
Net | $ 83.8 | 101.9 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Original Useful Life | 14 years | |
Gross Carrying Amount | $ 25.4 | 25.4 |
Accumulated Amortization | (8) | (6.3) |
Net | $ 17.4 | 19.1 |
Customer relationships and contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Original Useful Life | 11 years | |
Gross Carrying Amount | $ 87.6 | 87.7 |
Accumulated Amortization | (35.4) | (21.6) |
Net | $ 52.2 | 66.1 |
Channel sharing arrangements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Original Useful Life | 35 years | |
Gross Carrying Amount | $ 12.6 | 12.6 |
Accumulated Amortization | (1.4) | (1.1) |
Net | $ 11.2 | 11.5 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Original Useful Life | 12 years | |
Gross Carrying Amount | $ 4.1 | 8.5 |
Accumulated Amortization | (1.1) | (3.3) |
Net | $ 3 | $ 5.2 |
Goodwill and Intangibles, Net_5
Goodwill and Intangibles, Net - Estimated Amortization Expense (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Estimated Amortization | ||
2023 | $ 11.1 | |
2024 | 7.4 | |
2025 | 7.3 | |
2026 | 6.9 | |
2027 | 4.7 | |
Thereafter | 46.4 | |
Net | $ 83.8 | $ 101.9 |
Acquisitions - Infrastructure S
Acquisitions - Infrastructure Segment Narrative (Details) | 12 Months Ended | |||
May 27, 2021 USD ($) company | Dec. 31, 2022 segment | Dec. 31, 2021 USD ($) shares | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||||
Number of reportable operating segments | segment | 3 | |||
DBMG | ||||
Business Acquisition [Line Items] | ||||
Issuance of common stock (in shares) | shares | 53,759 | |||
Parents interest, controlling (approximately) | 91% | 91% | 89% | |
DTV America | ||||
Business Acquisition [Line Items] | ||||
Parents interest, controlling (approximately) | 77% | 77% | 60% | |
Minority Holders | ||||
Business Acquisition [Line Items] | ||||
Percentage of proxy and voting rights from minority holders | 10% | 10% | 10% | |
Customer relationships and contracts | ||||
Business Acquisition [Line Items] | ||||
Weighted-Average Original Useful Life | 11 years | |||
Banker Steel Acquisition | ||||
Business Acquisition [Line Items] | ||||
Percentage of business acquired | 100% | |||
Consideration transferred | $ 145,000,000 | |||
Bankers Steel debt - assumed | 6,300,000 | |||
Cash acquired from acquisition | $ 25,000,000 | |||
Number of reportable operating segments | company | 6 | |||
Intangibles, net | $ 60,800,000 | |||
Goodwill, tax deductible amount | 14,000,000 | |||
Banker Steel Acquisition | Trade names | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangibles | $ 7,400,000 | |||
Weighted-Average Original Useful Life | 15 years | |||
Banker Steel Acquisition | Customer relationships and contracts | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangibles | $ 33,800,000 | |||
Weighted-Average Original Useful Life | 18 years | |||
Banker Steel Acquisition | Customer Contracts | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangibles | $ 17,600,000 | |||
Weighted-Average Original Useful Life | 2 years | |||
Banker Steel Acquisition | Leasehold Interests | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangibles | $ 2,000,000 | |||
Banker Steel Acquisition | Sellers' Notes | ||||
Business Acquisition [Line Items] | ||||
Face amount | 49,600,000 | |||
Banker Steel Acquisition | Revolving Credit Facility | ||||
Business Acquisition [Line Items] | ||||
Face amount | 64,100,000 | |||
Banker Steel Acquisition | Term Loan | ||||
Business Acquisition [Line Items] | ||||
Face amount | $ 110,000,000 | |||
DBMG | ||||
Business Acquisition [Line Items] | ||||
Acquisition related costs | $ 2,000,000 |
Acquisitions - Schedule of Purc
Acquisitions - Schedule of Purchase Price Allocations, Bank Steel Acquisition (Details) - USD ($) | May 27, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 127,100,000 | $ 127,400,000 | $ 111,000,000 | |
Banker Steel Acquisition | ||||
Business Acquisition [Line Items] | ||||
Bankers Steel debt - assumed | $ 6,300,000 | |||
Cash | 25,000,000 | |||
Gross consideration | 145,000,000 | |||
Less: Seller transaction costs - assumed | 400,000 | |||
Less: Bankers debt - assumed | 6,300,000 | |||
Less: R&W premium paid by seller | 500,000 | |||
Net consideration | 137,800,000 | |||
Cash and cash equivalents | 9,300,000 | |||
Accounts receivable, net | 70,900,000 | |||
Contract assets | 22,600,000 | |||
Assets held for sale | 700,000 | |||
Inventory | 5,700,000 | |||
Other current assets | 1,700,000 | |||
Property, plant, and equipment, net | 58,600,000 | |||
Other assets | 40,100,000 | |||
Intangibles, net | 60,800,000 | |||
Goodwill | 16,700,000 | |||
Total assets to be acquired | 287,100,000 | |||
Accounts payable | 39,100,000 | |||
Contract liabilities | 38,600,000 | |||
Other current liabilities | 31,100,000 | |||
Other liabilities | 34,200,000 | |||
Long-term debt, less current portion | 6,300,000 | |||
Total liabilities to be assumed | 149,300,000 | |||
Banker Steel Acquisition | Revolving Credit Facility | ||||
Business Acquisition [Line Items] | ||||
Face amount | 64,100,000 | |||
Partial draw on new $110.0 million revolving credit facility | 64,100,000 | |||
Sellers' Notes | Banker Steel Acquisition | ||||
Business Acquisition [Line Items] | ||||
Face amount | $ 49,600,000 |
Acquisitions - Results of Opera
Acquisitions - Results of Operations and Pro Forma Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||
Revenue | $ 1,637.3 | $ 1,205.2 |
Income from operations | (42) | (86.3) |
Net income attributable to INNOVATE | $ (35.9) | (227.5) |
Banker Steel Acquisition | ||
Business Acquisition [Line Items] | ||
Revenue | 265.9 | |
Income from operations | 15.5 | |
Net income attributable to INNOVATE | 8.8 | |
Banker Steel Acquisition | ||
Business Acquisition [Line Items] | ||
Revenue | 1,402.7 | |
Income from operations | 0.9 | |
Net loss attributable to INNOVATE | $ (219.2) |
Discontinued Operations and E_3
Discontinued Operations and Exit Activities - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Oct. 11, 2022 | Jan. 15, 2021 | Feb. 28, 2020 | Dec. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 01, 2021 | Dec. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Accumulated other comprehensive income | $ 5,900,000 | $ 5,900,000 | $ 6,400,000 | ||||||||
Cash and cash equivalents | 80,400,000 | 80,400,000 | 45,500,000 | $ 43,800,000 | |||||||
Investments | 59,500,000 | 59,500,000 | 56,000,000 | ||||||||
Income tax expense | 900,000 | 5,600,000 | |||||||||
Current income tax benefit | (200,000) | 3,700,000 | |||||||||
Repayments of long-term debt | 28,300,000 | 458,100,000 | |||||||||
Forecast | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Proceeds from tax sharing agreement | $ 400,000 | ||||||||||
New Saxon 2019 Limited | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Parents interest, controlling (approximately) | 73% | ||||||||||
DBMG | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Restructuring costs | 6,500,000 | ||||||||||
Restructuring reserve | 0 | 0 | |||||||||
Non-Operating Corporate | LIBOR plus 5.75% Line of Credit, due 2024 | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Basis spread on variable rate | 6.75% | ||||||||||
Beyond6 | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration to be received | $ 106,500,000 | ||||||||||
Proceeds from divestiture of businesses | 70,000,000 | ||||||||||
Beyond6 | 2020 Revolving Credit Agreement | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Repayments of long-term debt | 15,000,000 | ||||||||||
Beyond6 | 2021 Senior Secured Notes | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Repayments of long-term debt | $ 27,900,000 | ||||||||||
GMSL | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gain (loss) on sale of subsidiary | 1,200,000 | ||||||||||
Ownership percentage before sale of stock | 100% | ||||||||||
Discontinued Operations | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gain (loss) on sale of subsidiary | 0 | (159,900,000) | |||||||||
Asset held for sale | 0 | 0 | $ 1,500,000 | ||||||||
Discontinued Operations | CIG | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gain (loss) on sale of subsidiary | $ (1,800,000) | $ (200,800,000) | |||||||||
Current income tax benefit | (3,100,000) | ||||||||||
Proceeds from tax sharing agreement | $ 900,000 | ||||||||||
Discontinued Operations | CIG | CGIC | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Income tax expense | 3,100,000 | ||||||||||
Deemed contribution tax received | $ 1,800,000 | ||||||||||
Discontinued Operations | CIG | Insurance Services | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Segment book value | $ 544,000,000 | ||||||||||
Accumulated other comprehensive income | 344,000,000 | ||||||||||
Cash and cash equivalents | 62,500,000 | ||||||||||
Investments | $ 26,700,000 | ||||||||||
Discontinued Operations | Beyond6 | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gain (loss) on sale of subsidiary | $ 500,000 | $ 39,200,000 | |||||||||
Disposal Group, Not Discontinued Operations | HC2 Network | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Employee-related termination costs | 700,000 | ||||||||||
Net loss | $ 30,000 |
Discontinued Operations and E_4
Discontinued Operations and Exit Activities - Summarized Operating Results of the Discontinued Operations (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss from discontinued operations, net of tax and noncontrolling interest | $ 0 | $ (149) |
Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenue | 0 | 1.7 |
Life, accident and health earned premiums, net | 0 | 55.7 |
Net investment income | 0 | 92.4 |
Realized/unrealized gains on investments | 0 | 5.1 |
Total revenue | 0 | 154.9 |
Cost of revenue | 0 | 0.8 |
Policy benefits, changes in reserves, and commissions | 0 | 126 |
Selling, general and administrative | 0 | 21.1 |
Depreciation and amortization | 0 | (11) |
Income from operations | 0 | 18 |
Interest expense | 0 | (0.5) |
Loss on sale and liquidation of subsidiaries | 0 | (159.9) |
Other loss | 0 | (3.1) |
Pre-tax loss from discontinued operations | 0 | (145.5) |
Income tax expense | 0 | (4.4) |
Loss from discontinued operations, net of tax and noncontrolling interest | $ 0 | $ (149.9) |
Leases - Right-of-use Assets an
Leases - Right-of-use Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Right-of-use assets: | ||
Operating lease (Other assets) | $ 65.8 | $ 69.6 |
Finance lease (Property, plant and equipment, net) | 2.1 | 0.2 |
Total right-of-use assets | 67.9 | 69.8 |
Lease liabilities: | ||
Current portion of operating lease (Other current liabilities) | 17.1 | 15.5 |
Non-current portion of operating lease (Other liabilities) | 53.8 | 58.5 |
Finance lease (Debt obligations) | 2.1 | 0.1 |
Total lease liabilities | $ 73 | $ 74.1 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | Other assets |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, plant and equipment, net | Property, plant and equipment, net |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | Other current liabilities |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other liabilities | Other liabilities |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Debt obligations | Debt obligations |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 1 Months Ended | 2 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 USD ($) ft² | Nov. 30, 2021 USD ($) ft² | Mar. 08, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) ft² | |
Lessee, Lease, Description [Line Items] | |||||
Impairment of the right-of-use asset | $ 0.5 | $ 2.1 | |||
Short-term lease cost | 34.8 | $ 19.2 | |||
Future short-term lease cost | 10.8 | ||||
West Palm Beach, Florida, Lease Commencing November 2023 | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease not yet commenced, term of contract | 10 years | ||||
Monthly lease payments | $ 0.2 | ||||
Maintenance charges | $ 0.6 | ||||
Percentage of annual adjustment in lease payment and charges | 3% | ||||
Area of land leased, not yet commenced | ft² | 20,950 | ||||
Lease not yet commenced allowance receivable | $ 2.1 | ||||
Prepaid rent | $ 0.8 | ||||
West Palm Beach, Florida, Lease Commencing November 2023 | Subsequent Event | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease not yet commenced allowance receivable | $ 4.4 | ||||
Lease, term of contract | 15 years | ||||
West Palm Beach, Florida, Lease Commencing Fourth Quarter 2023 | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease not yet commenced, term of contract | 5 years | 5 years | |||
Monthly lease payments | $ 0.1 | ||||
Percentage of annual adjustment in lease payment and charges | 3% | ||||
Area of land leased, not yet commenced | ft² | 15,786 | 15,786 | |||
Lease not yet commenced, renewal term | 5 years | 5 years | |||
Deposits assets | $ 0.2 | $ 0.2 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finance lease cost: | ||
Amortization of right-of-use assets | $ 0.2 | $ 0.8 |
Interest on lease liabilities | 0.1 | 0 |
Net finance lease cost | 0.3 | 0.8 |
Operating lease cost | 23.5 | 21.7 |
Variable lease cost | 0.6 | 0.5 |
Sublease income | (0.7) | (0.5) |
Total lease cost | $ 23.7 | $ 22.5 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from finance leases | $ 0.1 | $ 0 |
Financing cash flows from finance leases | 0.2 | 0.7 |
Operating cash flows from operating leases | 23.3 | 21.9 |
Right-of-use assets obtained in exchange for new lease liabilities: | ||
Finance leases | 2.2 | 0.1 |
Operating leases | $ 15 | $ 48.3 |
Leases - Weighted Average Remai
Leases - Weighted Average Remaining Lease Term and Discount Rate (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Weighted-average remaining lease term (years) - operating leases | 7 years 6 months | 7 years 6 months |
Weighted-average remaining lease term (years) - finance leases | 1 year 4 months 24 days | 2 years 3 months 18 days |
Weighted-average discount rate - operating lease (as percent) | 5.30% | 5.40% |
Weighted-average discount rate - finance lease (as percent) | 5.70% | 4.20% |
Leases - Future Payments of Lea
Leases - Future Payments of Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2023 | $ 20 | |
2024 | 14.3 | |
2025 | 10.8 | |
2026 | 7.4 | |
2027 | 5.2 | |
Thereafter | 28.6 | |
Total future lease payments | 86.3 | |
Less: Present values | (15.4) | |
Total lease liability balance | 70.9 | |
Finance Leases | ||
2023 | 1.8 | |
2024 | 0.3 | |
2025 | 0.1 | |
2026 | 0 | |
2027 | 0 | |
Thereafter | 0 | |
Total minimum principal and interest payments | 2.2 | |
Less: Present values | (0.1) | |
Total lease liability balance | $ 2.1 | $ 0.1 |
Other Assets, Accrued Liabili_3
Other Assets, Accrued Liabilities and Other Liabilities - Schedule of Other Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Right-of-use assets | $ 65.8 | $ 69.6 | |
Restricted cash - non-current | 1.5 | 0 | $ 0 |
Other | 4.6 | 3.7 | |
Total other assets | $ 71.9 | $ 73.3 |
Other Assets, Accrued Liabili_4
Other Assets, Accrued Liabilities and Other Liabilities - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Impairment of the right-of-use asset | $ 500,000 | $ 2,100,000 |
Asset retirement obligation | 1,700,000 | 1,600,000 |
Accretion expense | $ 100,000 | $ 0 |
Other Assets, Accrued Liabili_5
Other Assets, Accrued Liabilities and Other Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Accrued expenses and other current liabilities | $ 18.9 | $ 24.5 |
Accrued payroll and employee benefits | 30.8 | 38.9 |
Accrued interest | 15.3 | 29.6 |
Accrued income taxes | 0.4 | 0.4 |
Total accrued liabilities | $ 65.4 | $ 93.4 |
Other Assets, Accrued Liabili_6
Other Assets, Accrued Liabilities and Other Liabilities - Schedule of Other Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Lease liability, net of current portion | $ 53.8 | $ 58.5 |
Other | 17.4 | 4.8 |
Total other liabilities | $ 71.2 | $ 63.3 |
Debt Obligations - Schedule of
Debt Obligations - Schedule of Debt (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Jan. 15, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 01, 2021 | |
Debt Instrument [Line Items] | ||||
Obligations under finance leases | $ 2.1 | $ 0.1 | ||
Total aggregate finance lease and debt payments | 725.3 | 630.8 | ||
Unamortized issuance discount, issuance premium, and deferred financing costs | (10.9) | (4.5) | ||
Less: current portion of debt obligations | (30.6) | (69.5) | ||
Debt obligations | 683.8 | 556.8 | ||
8.50% Senior Secured Notes, due 2026 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 100% | |||
7.50% Convertible Senior Notes, due 2026 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 100% | |||
7.50% Convertible Senior Notes, due 2022 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 100% | |||
LIBOR plus 5.75% Line of Credit, due 2024 | ||||
Debt Instrument [Line Items] | ||||
Outstanding debt | 20 | |||
Infrastructure | ||||
Debt Instrument [Line Items] | ||||
Obligations under finance leases | 2.1 | 0.1 | ||
Total aggregate finance lease and debt payments | 243 | 188.6 | ||
Infrastructure | 3.25% Note due 2026 | Real Estate Term Advance | ||||
Debt Instrument [Line Items] | ||||
Outstanding debt | $ 99.5 | 107.2 | ||
Infrastructure | 3.25% Note due 2026 | Real Estate Term Advance | DBM Global Credit Facilities | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 3.25% | |||
Infrastructure | Line of Credit due 2024 (PRIME minus 0.85% and PRIME minus 1.10% as of December 31, 2022, and 2021, respectively) | Real Estate Term Advance | ||||
Debt Instrument [Line Items] | ||||
Outstanding debt | $ 107.7 | 30.4 | ||
Infrastructure | 4.00% Note due 2024 | Real Estate Term Advance | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4% | |||
Outstanding debt | $ 15 | 25 | ||
Infrastructure | 8.00% Note due 2024 | Real Estate Term Advance | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 8% | |||
Outstanding debt | $ 18.7 | 19.6 | ||
Infrastructure | 11.00% Note due 2024 | Real Estate Term Advance | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 11% | |||
Outstanding debt | $ 0 | $ 6.3 | ||
Infrastructure | Prime Rate | Line of Credit due 2024 (PRIME minus 0.85% and PRIME minus 1.10% as of December 31, 2022, and 2021, respectively) | Real Estate Term Advance | DBM Global Credit Facilities | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.85% | 1.10% | ||
Spectrum | ||||
Debt Instrument [Line Items] | ||||
Total aggregate finance lease and debt payments | $ 69.7 | $ 52.2 | ||
Spectrum | 8.50% Note due 2024 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 8.50% | |||
Outstanding debt | $ 19.3 | 0 | ||
Spectrum | 11.45% Note due 2024 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 11.45% | |||
Outstanding debt | $ 50.4 | $ 0 | ||
Spectrum | 8.50% Note due 2022 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 8.50% | |||
Outstanding debt | 0 | $ 19.3 | ||
Spectrum | 10.50% Note due 2022 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 10.50% | |||
Outstanding debt | 0 | $ 32.9 | ||
Life Sciences | ||||
Debt Instrument [Line Items] | ||||
Total aggregate finance lease and debt payments | $ 10.8 | 0 | ||
Life Sciences | 18.00% Note due 2023 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 18% | |||
18.00% Note due 2023 | $ 10.8 | 0 | ||
Non-Operating Corporate | ||||
Debt Instrument [Line Items] | ||||
Total aggregate finance lease and debt payments | $ 401.8 | 390 | ||
Non-Operating Corporate | 8.50% Senior Secured Notes, due 2026 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 8.50% | 8.50% | ||
Outstanding debt | $ 330 | 330 | ||
Non-Operating Corporate | 7.50% Convertible Senior Notes, due 2026 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 7.50% | 7.50% | ||
Outstanding debt | $ 51.8 | $ 51.8 | ||
Non-Operating Corporate | 7.50% Convertible Senior Notes, due 2022 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 7.50% | 7.50% | ||
Outstanding debt | 0 | $ 3.2 | ||
Non-Operating Corporate | LIBOR plus 5.75% Line of Credit, due 2024 | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 6.75% | |||
Outstanding debt | $ 20 | $ 5 | ||
Non-Operating Corporate | LIBOR | LIBOR plus 5.75% Line of Credit, due 2024 | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 5.75% |
Debt Obligations - Schedule o_2
Debt Obligations - Schedule of Aggregate Debt Maturities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Finance Leases | ||
2023 | $ 1.8 | |
2024 | 0.3 | |
2025 | 0.1 | |
2026 | 0 | |
2027 | 0 | |
Thereafter | 0 | |
Total minimum principal and interest payments | 2.2 | |
Less: Amount representing interest | (0.1) | |
Total lease liability balance | 2.1 | $ 0.1 |
Debt | ||
2023 | 74.9 | |
2024 | 274.5 | |
2025 | 41.8 | |
2026 | 469.8 | |
2027 | 0 | |
Thereafter | 0 | |
Total minimum principal and interest payments | 861 | |
Less: Amount representing interest | (137.8) | |
Total aggregate finance lease and debt payments | 723.2 | |
Total | ||
2023 | 76.7 | |
2024 | 274.8 | |
2025 | 41.9 | |
2026 | 469.8 | |
2026 | 0 | |
Thereafter | 0 | |
Total minimum principal and interest payments | 863.2 | |
Less: Amount representing interest | (137.9) | |
Total aggregate finance lease and debt payments | $ 725.3 | $ 630.8 |
Debt Obligations - Infrastructu
Debt Obligations - Infrastructure and Spectrum Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||||||
Dec. 30, 2022 | Aug. 08, 2022 | Jul. 13, 2022 | Jun. 27, 2022 | Oct. 26, 2021 | Oct. 21, 2021 | Aug. 30, 2021 | May 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 15, 2023 | Dec. 13, 2022 | Nov. 28, 2022 | Aug. 02, 2022 | Aug. 01, 2022 | |
Debt Instrument [Line Items] | |||||||||||||||
Loss on debt extinguishment | $ 0 | $ (12,500,000) | |||||||||||||
Maximum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Finance leases rate | 6% | ||||||||||||||
Minimum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Finance leases rate | 2% | ||||||||||||||
Spectrum | HC2 Broadcasting Holdings, Inc | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Number of warrants outstanding (in shares) | 145,825 | ||||||||||||||
Class of warrant or right, percentage of warrants during time of exercise | 10.50% | ||||||||||||||
Term of warrants outstanding | 5 years | ||||||||||||||
Fair value adjustment of warrants | $ 3,100,000 | ||||||||||||||
Spectrum | HC2 Broadcasting Holdings, Inc | Maximum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Exercise price of warrants (in usd per share) | $ 140 | ||||||||||||||
Exercise price of remaining warrants (in usd per share) | 130 | ||||||||||||||
Spectrum | HC2 Broadcasting Holdings, Inc | Minimum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Exercise price of warrants (in usd per share) | 0.01 | ||||||||||||||
Exercise price of remaining warrants (in usd per share) | $ 0.01 | ||||||||||||||
Life Sciences | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from issuance of debt | 10,000,000 | ||||||||||||||
Life Sciences | Affiliated Entity | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repurchased outstanding notes payable | $ 4,500,000 | ||||||||||||||
Interest cost relating to contractual interest coupon | 800,000 | ||||||||||||||
Life Sciences | Affiliated Entity | Bridge Loan | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | 10,000,000 | ||||||||||||||
Lancer Capital, LLC | Affiliated Entity | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Return from equity or debt financing, minimum | 20,000,000 | ||||||||||||||
Lancer Capital, LLC | Affiliated Entity | R2 Technologies | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 800,000 | ||||||||||||||
Senior Notes | Spectrum | HC2 Broadcasting Holdings, Inc | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 10.50% | ||||||||||||||
Outstanding debt | $ 69,700,000 | ||||||||||||||
Accrued interest and fees capitalized into principal debt | 6,900,000 | ||||||||||||||
Interest cost relating to contractual interest coupon | 32,900,000 | ||||||||||||||
Exit fees | $ 7,600,000 | ||||||||||||||
Senior Notes | Spectrum | HC2 Broadcasting Holdings, Inc | Maximum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, effective percentage | 19.60% | ||||||||||||||
Senior Notes | Spectrum | HC2 Broadcasting Holdings, Inc | Minimum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, effective percentage | 12.80% | ||||||||||||||
Line of Credit due 2024 (PRIME minus 0.85% and PRIME minus 1.10% as of December 31, 2022, and 2021, respectively) | Real Estate Term Advance | Infrastructure | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Outstanding debt | $ 107,700,000 | 30,400,000 | |||||||||||||
4.00% Note due 2024 | Real Estate Term Advance | Infrastructure | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 4% | ||||||||||||||
Outstanding debt | $ 15,000,000 | 25,000,000 | |||||||||||||
8.00% Note due 2024 | Real Estate Term Advance | Infrastructure | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 8% | ||||||||||||||
Outstanding debt | $ 18,700,000 | $ 19,600,000 | |||||||||||||
DTV America’s Secured Notes | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repurchased outstanding notes payable | $ 6,200,000 | ||||||||||||||
DTV America’s Secured Notes | Sellers' Notes | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repurchased outstanding notes payable | $ 1,000,000 | ||||||||||||||
Term extension period | 60 days | ||||||||||||||
Senior Secured Notes Due November 30, 2022 | Senior Notes | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 52,200,000 | ||||||||||||||
DTV America’s Convertible Promissory Notes | Convertible Notes Payable | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repurchased outstanding notes payable | $ 700,000 | ||||||||||||||
Senior Secured Notes Due December 30, 2022 | Senior Notes | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 52,200,000 | ||||||||||||||
Senior Secured Notes Due May 31, 2024 | Senior Notes | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 52,200,000 | ||||||||||||||
8.50% Note due 2022 | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 8.50% | ||||||||||||||
Outstanding debt | 0 | $ 19,300,000 | |||||||||||||
8.50% Note due 2022 | Senior Notes | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 8.50% | ||||||||||||||
Outstanding debt | $ 19,300,000 | ||||||||||||||
8.50% Note due 2022 | Senior Notes | Spectrum | HC2 Broadcasting Holdings, Inc | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Accrued interest and fees capitalized into principal debt | $ 6,900,000 | ||||||||||||||
10.50% Note due 2022 | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 10.50% | ||||||||||||||
Outstanding debt | $ 0 | $ 32,900,000 | |||||||||||||
10.50% Note due 2022 | Senior Notes | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 10.50% | ||||||||||||||
Outstanding debt | $ 32,900,000 | ||||||||||||||
10.50% Note due 2022 | Senior Notes | Spectrum | HC2 Broadcasting Holdings, Inc | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 10.50% | ||||||||||||||
11.45% Note due 2024 | Spectrum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 11.45% | ||||||||||||||
Outstanding debt | $ 50,400,000 | $ 0 | |||||||||||||
11.45% Note due 2024 | Senior Notes | Spectrum | HC2 Broadcasting Holdings, Inc | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Accrued interest and fees capitalized into principal debt | $ 17,500,000 | ||||||||||||||
Interest rate | 11.45% | ||||||||||||||
18.00% Note due 2023 | Life Sciences | Affiliated Entity | Bridge Loan | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 500,000 | ||||||||||||||
Interest rate | 12% | ||||||||||||||
Debt instrument, term | 90 days | ||||||||||||||
Repayments of related party debt | 500,000 | ||||||||||||||
18.00% Note due 2023 | Lancer Capital, LLC | Affiliated Entity | R2 Technologies | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 500,000 | ||||||||||||||
18.00% Note due 2023 | Lancer Capital, LLC | Affiliated Entity | Bridge Loan | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 10,000,000 | ||||||||||||||
Interest rate | 18% | ||||||||||||||
Interest rate, effective percentage | 18% | ||||||||||||||
18.00% Note due 2023 | Lancer Capital, LLC | Lancer Capital, LLC | Affiliated Entity | R2 Technologies | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 400,000 | ||||||||||||||
Notes Payable Tranche One | Life Sciences | Affiliated Entity | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repurchased outstanding notes payable | $ 5,000,000 | ||||||||||||||
Notes Payable Second Tranche | Life Sciences | Affiliated Entity | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repurchased outstanding notes payable | $ 5,000,000 | ||||||||||||||
18.00% Note due 2023 | Life Sciences | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 18% | ||||||||||||||
18.00% Note due 2023 | Lancer Capital, LLC | Affiliated Entity | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 18% | ||||||||||||||
18.00% Note due 2023 | Lancer Capital, LLC | Affiliated Entity | R2 Technologies | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 18% | ||||||||||||||
18.00% Note due 2023 | Lancer Capital, LLC | Lancer Capital, LLC | Affiliated Entity | R2 Technologies | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate | 18% | ||||||||||||||
Revolving Credit Facility | Infrastructure | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Loss on debt extinguishment | $ 1,600,000 | ||||||||||||||
Revolving Credit Facility | Infrastructure | UMB Bank | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum amount | $ 110,000,000 | ||||||||||||||
Interest rate | 3.25% | ||||||||||||||
Interest rate, effective percentage | 3.30% | ||||||||||||||
Revolving Credit Facility | LIBOR plus 1.50% Line of Credit | Real Estate Term Advance | Infrastructure | LIBOR | DBM Global Credit Facilities | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 1.50% | ||||||||||||||
Revolving Credit Facility | Line of Credit due 2024 (PRIME minus 0.85% and PRIME minus 1.10% as of December 31, 2022, and 2021, respectively) | Real Estate Term Advance | Infrastructure | Prime Rate | DBM Global Credit Facilities | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 0.85% | 1.10% | |||||||||||||
Term Loan | Infrastructure | UMB Bank | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Face amount | $ 110,000,000 | ||||||||||||||
Line of credit, maximum amount | $ 135,000,000 | $ 110,000,000 |
Debt Obligations - Life Science
Debt Obligations - Life Sciences Narrative (Details) | 12 Months Ended | |||||
Aug. 08, 2022 USD ($) | Jul. 13, 2022 USD ($) security | Jun. 27, 2022 USD ($) | Dec. 31, 2022 USD ($) | Feb. 15, 2023 USD ($) | Dec. 13, 2022 USD ($) | |
Life Sciences | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from issuance of debt | $ 10,000,000 | |||||
Life Sciences | Affiliated Entity | ||||||
Debt Instrument [Line Items] | ||||||
Repurchased outstanding notes payable | $ 4,500,000 | |||||
Interest cost relating to contractual interest coupon | 800,000 | |||||
Life Sciences | Affiliated Entity | Bridge Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | 10,000,000 | |||||
Lancer Capital, LLC | Affiliated Entity | ||||||
Debt Instrument [Line Items] | ||||||
Return from equity or debt financing, minimum | $ 20,000,000 | |||||
Lancer Capital, LLC | Affiliated Entity | R2 Technologies | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | $ 800,000 | |||||
18.00% Note due 2023 | Life Sciences | Affiliated Entity | Bridge Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | $ 500,000 | |||||
Debt instrument, term | 90 days | |||||
Interest rate | 12% | |||||
Repayments of related party debt | $ 500,000 | |||||
18.00% Note due 2023 | Lancer Capital, LLC | Affiliated Entity | R2 Technologies | Subsequent Event | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | $ 500,000 | |||||
18.00% Note due 2023 | Lancer Capital, LLC | Affiliated Entity | Bridge Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | $ 10,000,000 | |||||
Interest rate | 18% | |||||
Borrowing rate | 18% | |||||
Sellers' Notes | Life Sciences | Affiliated Entity | R2 Technologies | ||||||
Debt Instrument [Line Items] | ||||||
Related party transaction, rate | 12% | |||||
Number of tranches | security | 2 | |||||
Notes Payable Tranche One | Life Sciences | Affiliated Entity | ||||||
Debt Instrument [Line Items] | ||||||
Repurchased outstanding notes payable | $ 5,000,000 | |||||
Notes Payable Second Tranche | Life Sciences | Affiliated Entity | ||||||
Debt Instrument [Line Items] | ||||||
Repurchased outstanding notes payable | $ 5,000,000 |
Debt Obligations - Non-Operatin
Debt Obligations - Non-Operating Corporate Narrative (Details) | 1 Months Ended | 12 Months Ended | ||||||
Jun. 01, 2022 USD ($) | Feb. 23, 2021 USD ($) | Feb. 01, 2021 USD ($) $ / shares | Jan. 15, 2021 | Aug. 03, 2022 USD ($) | May 31, 2021 USD ($) | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) | |
Debt Instrument [Line Items] | ||||||||
Repayments of long-term debt | $ 28,300,000 | $ 458,100,000 | ||||||
Loss on debt extinguishment | 0 | 12,500,000 | ||||||
Proceeds from line of credit, net of deferred financing costs | 176,700,000 | 206,000,000 | ||||||
Non Voting Stock | ||||||||
Debt Instrument [Line Items] | ||||||||
Ownership Percentage | 100% | |||||||
voting Stock | ||||||||
Debt Instrument [Line Items] | ||||||||
Ownership Percentage | 65% | |||||||
8.50% Senior Secured Notes, due 2026 | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate | 100% | |||||||
Debt issued, percentage of par value | 100% | |||||||
Interest rate, effective percentage | 9.26% | |||||||
Debt issuance costs | $ 2,700,000 | |||||||
8.50% Senior Secured Notes, due 2026 | Convertible Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Amortization of discount on investments, net | 30,100,000 | |||||||
Interest cost relating to contractual interest coupon | $ 30,100,000 | 27,200,000 | ||||||
8.50% Senior Secured Notes, due 2026 | Non-Operating Corporate | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate | 8.50% | 8.50% | ||||||
Senior Notes Due 2021, 11.5% | Non-Operating Corporate | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayments of long-term debt | $ 330,000,000 | |||||||
Interest rate | 8.50% | |||||||
Loss on debt extinguishment | $ 4,500,000 | |||||||
7.50% Convertible Senior Notes, due 2026 | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate | 100% | |||||||
Face amount | $ 12,300,000 | |||||||
Amortization of discount on investments, net | $ 1,900,000 | (1,800,000) | ||||||
Interest cost relating to contractual interest coupon | 1,900,000 | 1,800,000 | ||||||
Convertible notes, conversion ratio | 0.2342971 | |||||||
Conversion price (in usd per share) | $ / shares | $ 4.27 | |||||||
Long-term debt, gross | 59,300,000 | |||||||
Unamortized premium | $ 8,300,000 | |||||||
Share price (in usd per share) | $ / shares | $ 1.87 | |||||||
7.50% Convertible Senior Notes, due 2026 | HC2 Broadcasting Holdings, Inc | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate, effective percentage | 3.21% | |||||||
Debt issuance costs | $ 1,100,000 | |||||||
7.50% Convertible Senior Notes, due 2026 | Non-Operating Corporate | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate | 7.50% | 7.50% | ||||||
Amortization of discount on investments, net | $ 12,300,000 | |||||||
LIBOR plus 5.75% Line of Credit, due 2024 | Non-Operating Corporate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 6.75% | |||||||
LIBOR plus 5.75% Line of Credit, due 2024 | Non-Operating Corporate | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 5.75% | |||||||
LIBOR plus 5.75% Line of Credit, due 2024 | Non-Operating Corporate | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 6.75% | |||||||
Revolving Credit Agreement | Line of Credit | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 20,000,000 | |||||||
Proceeds from line of credit, net of deferred financing costs | $ 15,000,000 | $ 5,000,000 | ||||||
Secured Indenture | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 100% | |||||||
7.50% Convertible Senior Notes, due 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate | 100% | |||||||
Redemption threshold percentage | 130% | |||||||
Trading days effective for redemption | 20 | |||||||
Consecutive trading days effective for redemption | 30 days | |||||||
Days prior to redemption notice | 5 days | |||||||
7.50% Convertible Senior Notes, due 2022 | Convertible Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayments of long-term debt | $ 3,200,000 | |||||||
Amortization of discount on investments, net | $ 600,000 | 600,000 | ||||||
Interest cost relating to contractual interest coupon | $ 200,000 | $ 200,000 | ||||||
7.50% Convertible Senior Notes, due 2022 | Non-Operating Corporate | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayments of long-term debt | $ 55,000,000 | |||||||
Interest rate | 7.50% | 7.50% | ||||||
Face amount | $ 51,800,000 | |||||||
Loss on debt extinguishment | 5,500,000 | |||||||
Amortization of discount on investments, net | 5,300,000 | |||||||
Extinguishment of the bifurcated conversion option equity | $ 7,700,000 |
Income Taxes - Provisions (Bene
Income Taxes - Provisions (Benefits) for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Current tax expense (benefit) | ||
Federal | $ (2.7) | $ 0.1 |
State | 2.9 | 1.8 |
Foreign | (0.4) | 1.8 |
Net current tax expense (benefit) | (0.2) | 3.7 |
Deferred tax expense (benefit) | ||
Federal | (0.6) | 0.8 |
State | 0.1 | 0.2 |
Foreign | 1.6 | 0.9 |
Net deferred tax expense | 1.1 | 1.9 |
Income tax expense | $ 0.9 | $ 5.6 |
Income Taxes - Components of In
Income Taxes - Components of Income from Continuing Operations Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
US | $ (45.1) | $ (89.7) |
Foreign | 4 | 9 |
Loss from continuing operations before income taxes | $ (41.1) | $ (80.7) |
Income Taxes - Federal Statutor
Income Taxes - Federal Statutory Income Tax Rate to Income (Loss) Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Tax (benefit) at federal statutory rate | $ (8.6) | $ (17) |
Permanent differences | 0.3 | 0.4 |
State tax, net of federal benefit | 1 | (1.6) |
Foreign rate differential | 0 | 0.4 |
Executive and stock compensation | 0.1 | 0.4 |
Increase (decrease) in valuation allowance | (0.7) | (0.6) |
Transaction costs | 0 | 0.5 |
Return to provision | 3.2 | 3.3 |
Rate change | 1.7 | 20.2 |
Outside basis difference | 4.2 | 0.9 |
Other | 0.7 | 1.6 |
Equity income | (1) | (1.1) |
Derivative | 0 | (1.8) |
Income tax expense | $ 0.9 | $ 5.6 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||||||
Nov. 04, 2015 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2018 | Nov. 30, 2018 | Dec. 31, 2014 | May 29, 2014 | |
Operating Loss Carryforwards [Line Items] | |||||||
Income tax expense | $ 0.9 | $ 5.6 | |||||
Operating loss carryforwards | $ 31.7 | $ 46.1 | |||||
Operating loss carryforwards, US | 162.9 | ||||||
Net operating loss, not subject to expiration | 121.9 | ||||||
Net operating losses subject to expiration | 104.4 | ||||||
Operating loss carryforward limitation | $ 2.3 | ||||||
Issuance of common stock (in shares) | 8.5 | ||||||
Reduced deferred tax asset carryforward | 58.7 | ||||||
GrayWolf Industrial | Insurance Services | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Amount subject to annual limitation | $ 57.1 | ||||||
Domestic Tax Authority | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Operating loss carryforwards | 226.3 | ||||||
Domestic Tax Authority | GrayWolf Industrial | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Amount subject to annual limitation | $ 25.4 | ||||||
Domestic Tax Authority | GrayWolf Industrial | Tax Year 2024 | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Amount subject to annual limitation | 1.1 | ||||||
Domestic Tax Authority | GrayWolf Industrial | Minimum | Tax Year 2019 | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Amount subject to annual limitation | 3 | ||||||
Domestic Tax Authority | GrayWolf Industrial | Maximum | Tax Year 2019 | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Amount subject to annual limitation | $ 4 | ||||||
Foreign Tax Authority | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Operating loss carryforwards | 2 | ||||||
Foreign operating loss carryforward | 124.5 | ||||||
Foreign Tax Authority | DTV America | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Foreign operating loss carryforward | 11.4 | ||||||
R2 Technologies | Foreign Tax Authority | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Foreign operating loss carryforward | 83.8 | ||||||
DTV America | Foreign Tax Authority | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Foreign operating loss carryforward | 38.3 | ||||||
Other Entities | Foreign Tax Authority | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Foreign operating loss carryforward | 2.4 | ||||||
CGIC | Discontinued Operations | CIG | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Income tax expense | $ 3.1 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 82.5 | $ 63.8 |
Basis difference in fixed assets | 0.3 | 0.7 |
Deferred compensation | 7.2 | 6.7 |
Sec. 163(j) carryforward | 46.3 | 58.1 |
Lease liability | 20.5 | 20.9 |
Other deferred tax assets | 13.3 | 13.4 |
Total deferred tax assets | 170.1 | 163.6 |
Valuation allowance | (101.6) | (102.8) |
Total net deferred tax assets | 68.5 | 60.8 |
Basis difference in fixed assets | (17.5) | (14.1) |
Right of use assets | (19.1) | (19.8) |
Basis difference in intangibles | (27.8) | (26.1) |
Other deferred tax liabilities | (11.5) | (6.9) |
Total deferred tax liabilities | (75.9) | (66.9) |
Net deferred tax liabilities | $ (7.4) | $ (6.1) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Uncertain tax benefits - January 1 | $ 17.6 | $ 22.9 |
Gross decreases - Tax positions in prior period | 0 | (5.3) |
Uncertain tax benefits - December 31 | $ 17.6 | $ 17.6 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Purchase Obligation (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2023 | $ 288.2 |
2024 | 3.6 |
Thereafter | 0 |
Total commitments | $ 291.8 |
Commitments and Contingencies_2
Commitments and Contingencies - Narrative (Details) £ in Millions, $ in Millions | 12 Months Ended | ||||||||||||
Mar. 09, 2023 | Jun. 24, 2022 buyer | Mar. 15, 2021 plaintiff lPTVBroadcastStation | Oct. 30, 2019 tranche | Dec. 31, 2022 USD ($) claim | Dec. 31, 2021 USD ($) | Oct. 28, 2022 USD ($) license station | Aug. 01, 2022 GBP (£) | Aug. 01, 2022 USD ($) | Jan. 31, 2022 defendant | Feb. 23, 2021 defendant | May 13, 2020 | May 12, 2020 | |
Loss Contingencies [Line Items] | |||||||||||||
Sale of equity interest, number of tranches | tranche | 2 | ||||||||||||
Cash and cash equivalents in foreign accounts | $ 3.2 | $ 4.7 | |||||||||||
Customer Concentration Risk | Customer One | Sales Revenue, Net | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Concentration risk percentage | 23.80% | 13.90% | |||||||||||
Customer Concentration Risk | Customer One | Accounts Receivable | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Concentration risk percentage | 11.50% | ||||||||||||
Supplier Concentration Risk | Accounts Payable | Supplier One | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Concentration risk percentage | 17.50% | 15.10% | |||||||||||
Frank Digital Acquisition | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Estimate of possible loss | $ 0.1 | ||||||||||||
Gray Media Sale | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Estimate of possible loss | $ 0.5 | ||||||||||||
Number of licenses sold | license | 6 | ||||||||||||
Sale Of Stations | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of stations sold | station | 2 | ||||||||||||
Sale Of Station One | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Estimate of possible loss | $ 0.2 | ||||||||||||
Sale Of Station Two | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Estimate of possible loss | 0.4 | ||||||||||||
TV-49, Licences, Breach Of Fiduciary Duty | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Estimate of possible loss | $ 0.1 | ||||||||||||
HMRC | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
VAT refunds | £ 1.1 | $ 1.3 | |||||||||||
DBMG | Credit And Security Agreements | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Letters of credit outstanding | $ 2.6 | $ 13.5 | |||||||||||
DBMG | Performance Bonds | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Letters of credit outstanding | $ 956.6 | $ 900.8 | |||||||||||
Huawei Marine Networks | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Ownership percentage before sale of stock | 19% | 49% | |||||||||||
Onwerhsip interest | 49% | 19% | 30% | ||||||||||
Huawei Marine Networks | CHINA | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of new buyers | buyer | 3 | ||||||||||||
Fair Value Investments Incorporated | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of additional defendants | defendant | 2 | ||||||||||||
Number of defendants, claims dismissed | defendant | 2 | ||||||||||||
Number of remaining claims in discovery | claim | 2 | ||||||||||||
Fair Value Investments Incorporated | Subsequent Event | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of days for court ordered stay of proceedings | 30 days | ||||||||||||
DTV America Corporation Stockholders | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of plaintiffs | plaintiff | 22 | ||||||||||||
DTV America Corporation Stock Option Holders | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of plaintiffs | plaintiff | 8 | ||||||||||||
Number of LPTV broadcast stations included in litigation | lPTVBroadcastStation | 100 |
Employee Retirement Plans (Deta
Employee Retirement Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Minimum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee annual salary contributions | 1% | |
Maximum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee annual salary contributions | 5% | |
Defined Contribution Plan the 401k Plan Member | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions for employees | $ 2.9 | $ 2.2 |
Multi-Employer Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions for employees | $ 35 | $ 17.7 |
Share-based Compensation - Narr
Share-based Compensation - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Aug. 20, 2018 | Apr. 11, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 2,400,000 | $ 2,400,000 | ||
Weighted average fair value at date of grant for options granted (in usd per share) | $ 1.47 | |||
Intrinsic value of options outstanding | $ 0 | |||
Average remaining life of option outstanding | 1 year 9 months 18 days | |||
Maximum contractual term of company's exercisable options | 10 years | |||
Unvested stock options (in shares) | 0 | |||
Unrecognized stock-based compensation expenses related to unvested stock options | $ 0 | |||
Omnibus Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock shares authorized to issue (in shares) | 3,500,000 | |||
Shares available for issuance (in share) | 0 | |||
Second A&R Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock shares authorized to issue (in shares) | 3,500,000 | |||
Shares available for issuance (in share) | 1,000,000 | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Requisite service period (in years) | 2 years | |||
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Requisite service period (in years) | 3 years | |||
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate fair value of restricted common stock vested | $ 900,000 | $ 2,000,000 | ||
Unrecognized compensation expense | $ 2,000,000 | |||
Unrecognized compensation expense, period for recognition | 1 year 9 months 18 days |
Share-based Compensation - Summ
Share-based Compensation - Summary of Company's Restricted Stock Activity (Details) - Restricted Stock - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Shares | ||
Unvested at beginning of period (in shares) | 555,879 | 628,433 |
Granted (in shares) | 1,031,611 | 593,458 |
Vested (in shares) | (400,395) | (514,543) |
Forfeited (in shares) | (45,289) | (151,469) |
Unvested at end of period (in shares) | 1,141,806 | 555,879 |
Weighted Average Grant Date Fair Value | ||
Unvested at beginning of period (in usd per share) | $ 3.79 | $ 3.93 |
Granted (in usd per share) | 2.41 | 3.81 |
Vested (in usd per share) | 3.77 | 3.89 |
Forfeited (in usd per share) | 3.68 | 4.13 |
Unvested at end of period (in usd per share) | $ 2.56 | $ 3.79 |
Share-based Compensation - Su_2
Share-based Compensation - Summary of Company's Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Shares | ||
Outstanding at beginning of period (in shares) | 4,715,859 | 4,739,858 |
Granted (in shares) | 280,791 | |
Expired (in shares) | (1,500) | (23,999) |
Outstanding at end of period (in shares) | 4,995,150 | 4,715,859 |
Weighted Average Exercise Price | ||
Outstanding at beginning of period (in usd per share) | $ 5.13 | $ 5.13 |
Granted (in usd per share) | 3.25 | |
Expired (in usd per share) | 4.06 | 5.31 |
Outstanding at end of period (in usd per share) | $ 5.02 | $ 5.13 |
Temporary Equity and Equity - P
Temporary Equity and Equity - Preferred Stock (Details) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | ||
Par value (in usd per share) | $ 0.001 | $ 0.001 |
Preferred shares authorized (in shares) | 20,000,000 | 20,000,000 |
Series A- 3 Preferred Stock | ||
Class of Stock [Line Items] | ||
Shares issued (in shares) | 6,125 | 6,125 |
Shares outstanding (in shares) | 6,125 | 6,125 |
Series A- 4 Preferred Stock | ||
Class of Stock [Line Items] | ||
Shares issued (in shares) | 10,000 | 10,000 |
Shares outstanding (in shares) | 10,000 | 10,000 |
Temporary Equity and Equity - N
Temporary Equity and Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||||||
Sep. 09, 2021 | Jul. 01, 2021 | May 29, 2021 | Jan. 11, 2019 | Nov. 30, 2018 | Aug. 02, 2016 | Nov. 04, 2015 | Dec. 31, 2022 | Dec. 31, 2021 | Aug. 30, 2021 | Dec. 20, 2018 | |
Class of Warrant or Right [Line Items] | |||||||||||
Issuance of common stock (in shares) | 8,500,000 | ||||||||||
Preferred stock trading days to calculate volume weighted average price (at least) | 20 days | ||||||||||
Additional share consideration | $ 0.3 | ||||||||||
Preferred stock | $ 17.6 | $ 18.8 | |||||||||
Proceed from exchange for accrued and unpaid dividend | $ 0.3 | ||||||||||
Preferred stock cumulative cash dividend rate | 7.50% | ||||||||||
Preferred stock dividend rate | 4% | ||||||||||
Accreting dividend threshold rate | 7.25% | ||||||||||
Volume weighted average price threshold percentage | 150% | ||||||||||
Preferred stock force conversion, trading days to calculate volume weighted average price | 30 days | ||||||||||
Consent rights percentage (at least) | 75% | ||||||||||
Par value (in usd per share) | $ 0.001 | $ 0.001 | |||||||||
Tax Benefits Preservation Plan, outstanding shares ownership threshold (percent) | 4.90% | ||||||||||
Rights to common stockholders threshold period | 10 days | ||||||||||
Innovate Corp | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Beneficial ownership percentage | 4.90% | ||||||||||
Maximum | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock dividend rate | 2% | ||||||||||
Minimum | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock dividend rate | 0% | ||||||||||
Series A shares issued and outstanding | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Shares issued (in shares) | 41,820.25 | ||||||||||
Preferred stock conversion price (in usd per share) | $ 3.52 | ||||||||||
Shares reserved for issuance (in shares) | 500,000 | ||||||||||
Par value (in usd per share) | $ 0.001 | ||||||||||
Series A-2 shares issued and outstanding | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock conversion price (in usd per share) | 5.33 | ||||||||||
Series A-3 Preferred Stock | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock conversion price (in usd per share) | $ 4.25 | ||||||||||
Number of shares to be issued upon conversion of preferred stock (in shares) | 1,740,700 | ||||||||||
Series A-4 Preferred Stock | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock conversion price (in usd per share) | $ 8.25 | ||||||||||
Number of shares to be issued upon conversion of preferred stock (in shares) | 1,875,533 | ||||||||||
Series A-4 shares issued and outstanding | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock conversion price (in usd per share) | $ 10 | ||||||||||
Par value (in usd per share) | $ 0.001 | ||||||||||
Preferred stock purchase price (in usd per share) | 20 | ||||||||||
Common stock | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Redemption of preferred stock | $ 10.4 | ||||||||||
Number of shares of common stock from conversion (in shares) | 50,410 | ||||||||||
CGIC | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Redemption value | $ 16.1 | ||||||||||
CGIC | Series A shares issued and outstanding | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Shares issued (in shares) | 6,125 | 6,125 | |||||||||
Stock repurchase program, number of shares expected to be redeemed (in shares) | 6,125 | ||||||||||
CGIC | Series A-2 shares issued and outstanding | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Issuance of common stock (in shares) | 10,000 | 10,000 | |||||||||
Stock repurchase program, number of shares expected to be redeemed (in shares) | 10,000 | ||||||||||
DBMGi | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock, initial dividend rate period | 5 years | ||||||||||
Preferred stock, dividend, paid in kind percentage | 9% | ||||||||||
Preferred stock, dividend paid in cash, percentage | 8.25% | ||||||||||
DBMGi | LIBOR | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock, dividend, basis spread on variable rate | 5.85% | ||||||||||
DBMGi | Paid In Kind | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock, dividend, basis spread on variable rate | 0.75% | ||||||||||
DBMGi | Series A shares issued and outstanding | Discontinued Operations | CIG | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Proceeds from divestiture of businesses | $ 40.9 | ||||||||||
DBMGi | Series A shares issued and outstanding | Consolidation, Eliminations | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Issuance of common stock (in shares) | 40,000 | ||||||||||
Luxor Capital Partners L P Member | Series A shares issued and outstanding | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Conversion of stock, number of shares (in shares) | 119,784 | ||||||||||
Luxor Capital Partners L P Member | Series A1 Preferred Stock | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Issuance of common stock (in shares) | 9,000 | ||||||||||
Corrib Master Fund Ltd. Member | Series A shares issued and outstanding | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Issuance of common stock (in shares) | 1,000 | ||||||||||
Conversion of stock, number of shares (in shares) | 13,477 | ||||||||||
Corrib Master Fund Ltd. and Luxor Capital Partners L P Member | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Preferred stock trading days to calculate volume weighted average price (at least) | 30 days | ||||||||||
Volume weighted average price threshold period | 2 days | ||||||||||
Common stock, accrued value percent | 0.01875 |
Temporary Equity and Equity - S
Temporary Equity and Equity - Summary of Cash Dividends (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||||||||
Jan. 15, 2023 | Oct. 15, 2022 | Jul. 15, 2022 | Apr. 15, 2022 | Jan. 15, 2022 | Oct. 15, 2021 | Jun. 04, 2021 | Apr. 15, 2021 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | ||||||||||||||||||
Total Dividend | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.1 | $ 0.2 | $ 0.6 | |||||||||
Dividend payments | $ 5.2 | 2.9 | ||||||||||||||||
Preferred stock | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Dividend payments | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.1 | $ 0.2 | |||||||||||
Preferred stock | Subsequent Event | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Dividend payments | $ 0.3 | |||||||||||||||||
DBMGi | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Total Dividend | $ 0.9 | $ 0.9 | $ 0.9 | $ 0.9 | $ 0.9 | $ 0.8 | $ 1.7 | |||||||||||
DBMGi | Preferred stock | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Dividend payments | $ 0.9 | $ 0.9 | $ 0.9 | $ 0.9 | $ 0.8 | |||||||||||||
DBMGi | Preferred stock | Subsequent Event | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Dividend payments | $ 0.9 |
Related Parties (Details)
Related Parties (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||
Dec. 13, 2022 USD ($) | Aug. 08, 2022 USD ($) | Jul. 13, 2022 USD ($) security | Jun. 27, 2022 USD ($) | Apr. 04, 2022 USD ($) | Sep. 30, 2018 | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) plane | Dec. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) | Jun. 30, 2021 USD ($) | Mar. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) plane office_space | Dec. 31, 2021 USD ($) | Feb. 15, 2023 USD ($) | May 27, 2021 USD ($) | |
Related Party Transaction [Line Items] | ||||||||||||||||||
Lease term | 75 months | |||||||||||||||||
Total Dividend | $ 300,000 | $ 300,000 | $ 300,000 | $ 300,000 | $ 300,000 | $ 300,000 | $ 100,000 | $ 200,000 | $ 600,000 | |||||||||
Operating cash flows from operating leases | $ 23,300,000 | 21,900,000 | ||||||||||||||||
Total lease liability balance | $ 70,900,000 | 70,900,000 | ||||||||||||||||
Maturity date, number of days after consummation of financing | 5 days | |||||||||||||||||
Share-based compensation expense | 2,400,000 | 2,400,000 | ||||||||||||||||
Life Sciences | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Proceeds from issuance of debt | $ 10,000,000 | |||||||||||||||||
18.00% Note due 2023 | Life Sciences | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Interest rate | 18% | 18% | ||||||||||||||||
Banker Steel Acquisition | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Bankers Steel debt - assumed | $ 6,300,000 | |||||||||||||||||
Affiliated Entity | Life Sciences | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Repurchased outstanding notes payable | $ 4,500,000 | |||||||||||||||||
Interest cost relating to contractual interest coupon | $ 800,000 | |||||||||||||||||
Affiliated Entity | Life Sciences | Bridge Loan | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Face amount | 10,000,000 | |||||||||||||||||
Affiliated Entity | Lancer Capital, LLC | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Return from equity or debt financing, minimum | $ 20,000,000 | $ 20,000,000 | ||||||||||||||||
Affiliated Entity | 18.00% Note due 2023 | Life Sciences | Bridge Loan | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Face amount | $ 500,000 | |||||||||||||||||
Debt instrument, term | 90 days | |||||||||||||||||
Interest rate | 12% | |||||||||||||||||
Repayments of related party debt | 500,000 | |||||||||||||||||
Affiliated Entity | 18.00% Note due 2023 | Lancer Capital, LLC | Bridge Loan | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Face amount | $ 10,000,000 | |||||||||||||||||
Interest rate | 18% | |||||||||||||||||
Interest rate, effective percentage | 18% | |||||||||||||||||
Affiliated Entity | Notes Payable Tranche One | Life Sciences | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Repurchased outstanding notes payable | $ 5,000,000 | |||||||||||||||||
Affiliated Entity | Notes Payable Second Tranche | Life Sciences | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Repurchased outstanding notes payable | $ 5,000,000 | |||||||||||||||||
Affiliated Entity | 18.00% Note due 2023 | Lancer Capital, LLC | Subsequent Event | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Interest rate | 18% | |||||||||||||||||
Affiliated Entity | Banker Steel Acquisition | Subordinated Debt | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Subordinated borrowing, interest rate | 11% | |||||||||||||||||
Banker Steel | Office Space | Affiliated Entity | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Number of office spaces | office_space | 2 | |||||||||||||||||
Operating cash flows from operating leases | $ 10,000 | |||||||||||||||||
Total lease liability balance | 100,000 | 100,000 | ||||||||||||||||
Lease expense | 97,000 | 55,000 | ||||||||||||||||
Banker Steel | Planes | Affiliated Entity | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Operating cash flows from operating leases | 100,000 | |||||||||||||||||
Total lease liability balance | 1,200,000 | 1,200,000 | ||||||||||||||||
Lease expense | $ 1,300,000 | 1,000,000 | ||||||||||||||||
Number of planes leased | plane | 2 | 1 | ||||||||||||||||
Number of planes terminated | plane | 1 | |||||||||||||||||
Donald Banker | Affiliated Entity | Subordinated Debt | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Interest expense | $ 200,000 | 400,000 | ||||||||||||||||
Donald Banker | Affiliated Entity | Banker Steel Acquisition | Subordinated Debt | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Bankers Steel debt - assumed | $ 6,300,000 | |||||||||||||||||
R2 Technologies | Affiliated Entity | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Recognized revenues | 3,000,000 | 100,000 | ||||||||||||||||
Accounts receivable | 600,000 | 0 | 600,000 | 0 | ||||||||||||||
Share-based compensation expense | 400,000 | |||||||||||||||||
R2 Technologies | Affiliated Entity | Lancer Capital, LLC | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Face amount | $ 800,000 | |||||||||||||||||
R2 Technologies | Affiliated Entity | 18.00% Note due 2023 | Lancer Capital, LLC | Subsequent Event | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Face amount | $ 500,000 | |||||||||||||||||
R2 Technologies | Affiliated Entity | 18.00% Note due 2023 | Lancer Capital, LLC | Subsequent Event | Lancer Capital, LLC | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Face amount | $ 400,000 | |||||||||||||||||
R2 Technologies | Affiliated Entity | Sellers' Notes | Life Sciences | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Related party transaction, rate | 12% | |||||||||||||||||
Number of tranches | security | 2 | |||||||||||||||||
R2 Technologies | Affiliated Entity | 18.00% Note due 2023 | Lancer Capital, LLC | Subsequent Event | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Interest rate | 18% | |||||||||||||||||
R2 Technologies | Affiliated Entity | 18.00% Note due 2023 | Lancer Capital, LLC | Subsequent Event | Lancer Capital, LLC | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Interest rate | 18% | |||||||||||||||||
DBMGi | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Total Dividend | $ 900,000 | $ 900,000 | $ 900,000 | $ 900,000 | $ 900,000 | $ 800,000 | $ 1,700,000 | |||||||||||
Blossom Innovations | Affiliated Entity | ||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||
Related party transaction milestone payment | $ 400,000 |
Operating Segments and Relate_3
Operating Segments and Related Information - Narrative (Details) | 12 Months Ended |
Dec. 31, 2022 segment | |
Segment Reporting [Abstract] | |
Number of reportable geographic segments | 1 |
Number of reportable operating segments | 3 |
Operating Segments and Relate_4
Operating Segments and Related Information - Concentration of Risk, by Risk Factor (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Customer A | Sales Revenue, Net | Customer Concentration Risk | Infrastructure | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 23.80% | 13.90% |
Operating Segments and Relate_5
Operating Segments and Related Information - Operating Segments (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | $ 1,637.3 | $ 1,205.2 |
Total Infrastructure segment revenue | 1,637.3 | 1,205.2 |
Income (loss) from operations | 13.4 | (10.6) |
Interest expense | (52) | (59.1) |
Loss on extinguishment of debt | 0 | (12.5) |
Loss from equity investees | (1.3) | (2.8) |
Other (expense) income, net | (1.2) | 4.3 |
Loss from continuing operations before income taxes | (41.1) | (80.7) |
Depreciation and Amortization | 27.2 | 25.4 |
Total depreciation and amortization | 42.2 | 37.6 |
Capital Expenditures | 20.7 | 24.1 |
Infrastructure | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 1,593.8 | 1,159.5 |
Total Infrastructure segment revenue | 1,594.3 | 1,159.7 |
Life Sciences | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 4.3 | 3.5 |
Spectrum | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 38.7 | 42 |
Operating Segments | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Depreciation and Amortization | 36 | 31.3 |
Infrastructure recognized within cost of revenue | 15 | 12.2 |
Operating Segments | Infrastructure | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 1,594.3 | 1,159.7 |
Income (loss) from operations | 57.5 | 35.2 |
Depreciation and Amortization | 21 | 19.1 |
Capital Expenditures | 16.5 | 18.3 |
Operating Segments | Life Sciences | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 4.3 | 3.5 |
Income (loss) from operations | (20.1) | (19.9) |
Depreciation and Amortization | 0.3 | 0.2 |
Capital Expenditures | 0.8 | 0.5 |
Operating Segments | Spectrum | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 38.7 | 42 |
Income (loss) from operations | (3.8) | (0.8) |
Depreciation and Amortization | 5.8 | 6 |
Capital Expenditures | 3.3 | 5.3 |
Operating Segments | Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Income (loss) from operations | (0.6) | (2) |
Non-operating Corporate | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Income (loss) from operations | (19.6) | (23.1) |
Depreciation and Amortization | 0.1 | 0.1 |
Capital Expenditures | $ 0.1 | $ 0 |
Operating Segments and Relate_6
Operating Segments and Related Information - Long-term investments, Property and Equipment and Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Investments | $ 59.5 | $ 56 |
Equity Method Investments (included in Investments above) | 43.6 | 38.8 |
Assets | 1,151.7 | 1,080.6 |
Operating Segments | Infrastructure | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Investments | 0 | 0.7 |
Equity Method Investments (included in Investments above) | 0 | 0.7 |
Assets | 879.3 | 786.4 |
Operating Segments | Life Sciences | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Investments | 7.6 | 10.2 |
Equity Method Investments (included in Investments above) | 3 | 4.2 |
Assets | 15.4 | 22 |
Operating Segments | Spectrum | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Assets | 188.2 | 198.9 |
Operating Segments | Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Investments | 51.9 | 45.1 |
Equity Method Investments (included in Investments above) | 40.6 | 33.9 |
Assets | 53.6 | 48 |
Non-operating Corporate | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Assets | $ 15.2 | $ 25.3 |
Basic and Diluted Loss Per Co_3
Basic and Diluted Loss Per Common Share - Narrative (Details) - shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 0 | 0 |
Restricted Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 868,104 |
Basic and Diluted Loss Per Co_4
Basic and Diluted Loss Per Common Share - Basic Income (Loss) Per Common Share to Diluted Income (Loss) Per Common Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Loss from continuing operations | $ (42) | $ (86.3) |
Loss from continuing operations attributable to noncontrolling interest and redeemable noncontrolling interest | 6.1 | 7.8 |
Loss from continuing operations attributable to INNOVATE Corp. | (35.9) | (78.5) |
Less: Preferred dividends and deemed dividends from conversions | 4.9 | 2.2 |
Loss from continuing operations attributable to INNOVATE common stockholders | (40.8) | (80.7) |
Less: Loss from discontinued operations, net of tax | 0 | (149.9) |
Loss from discontinued operations attributable to noncontrolling interest and redeemable noncontrolling interest | 0 | 0.9 |
Loss from discontinued operations, net of tax and noncontrolling interest | 0 | (149) |
Net loss attributable to common stockholders | (40.8) | (229.7) |
Earnings allocable to common shares: | ||
Net loss from continuing operations attributable to common stock - Basic | (40.8) | (80.7) |
Net loss from continuing operations attributable to common stock - Diluted | (40.8) | (80.7) |
Net loss from discontinued operations attributable to common stock - Basic | 0 | (149) |
Net loss from discontinued operations attributable to common stock - Diluted | 0 | (149) |
Net loss attributable to common stock - basic | (40.8) | (229.7) |
Net loss attributable to common stock - diluted | $ (40.8) | $ (229.7) |
Denominator for basic and dilutive loss per share | ||
Weighted average common shares outstanding - basic (in shares) | 77.5 | 77.1 |
Weighted average common shares outstanding - diluted (in shares) | 77.5 | 77.1 |
Loss per share - continuing operations - basic and diluted | ||
Basic (in usd per share) | $ (0.53) | $ (1.05) |
Diluted (in usd per share) | (0.53) | (1.05) |
Loss per share - discontinued operations - basic and diluted | ||
Basic (in usd per share) | 0 | (1.93) |
Diluted (in usd per share) | 0 | (1.93) |
Loss per share - basic and diluted | ||
Basic (in usd per share) | (0.53) | (2.98) |
Diluted (in usd per share) | $ (0.53) | $ (2.98) |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Financial Instruments Measured on Not Measured at Fair Value (Details) - Nonrecurring - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Carrying Value | ||
Assets | ||
Other invested assets | $ 11.3 | $ 11.3 |
Total assets not accounted for at fair value | 11.3 | 11.3 |
Liabilities | ||
Debt obligations | 712.3 | 626.3 |
Total liabilities not accounted for at fair value | 712.3 | 626.3 |
Estimated Fair Value | ||
Assets | ||
Other invested assets | 11.3 | 11.3 |
Total assets not accounted for at fair value | 11.3 | 11.3 |
Liabilities | ||
Debt obligations | 643 | 648.2 |
Total liabilities not accounted for at fair value | 643 | 648.2 |
Estimated Fair Value | Level 1 | ||
Assets | ||
Other invested assets | 0 | 0 |
Total assets not accounted for at fair value | 0 | 0 |
Liabilities | ||
Debt obligations | 0 | 0 |
Total liabilities not accounted for at fair value | 0 | 0 |
Estimated Fair Value | Level 2 | ||
Assets | ||
Other invested assets | 0 | 0 |
Total assets not accounted for at fair value | 0 | 0 |
Liabilities | ||
Debt obligations | 643 | 648.2 |
Total liabilities not accounted for at fair value | 643 | 648.2 |
Estimated Fair Value | Level 3 | ||
Assets | ||
Other invested assets | 11.3 | 11.3 |
Total assets not accounted for at fair value | 11.3 | 11.3 |
Liabilities | ||
Debt obligations | 0 | 0 |
Total liabilities not accounted for at fair value | $ 0 | $ 0 |
Supplementary Financial Infor_3
Supplementary Financial Information- Schedule of Other (Expense) Income, net (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Offsetting [Abstract] | ||
(Loss) on embedded derivatives | $ 0 | $ (0.7) |
Other (expense) income, net | (1.2) | 5 |
Total | $ (1.2) | $ 4.3 |
Supplementary Financial Infor_4
Supplementary Financial Information - Schedule of Cash and Cash Equivalents (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Offsetting Assets [Line Items] | |||
Cash and cash equivalents | $ 80.4 | $ 45.5 | $ 43.8 |
Restricted cash | 0.3 | 2 | 1.5 |
Restricted cash - non-current | 1.5 | 0 | 0 |
Total cash, cash equivalents and restricted cash | 82.2 | 47.5 | 45.3 |
Cash paid for interest | 42.5 | 32.6 | |
Cash paid for taxes, net of refunds | 5.9 | 5.4 | |
Property, plant and equipment included in accounts payable | 0.4 | 1.4 | |
Accrued interest and fees capitalized into principal debt | 17.5 | 0 | |
Issuance of redeemable noncontrolling interest | 0 | 40.9 | |
Extinguishment of convertible note in exchange | 0 | 51.8 | |
Issuance of convertible note in exchange | 0 | (51.8) | |
Debt assumed in acquisitions | 0 | 6.3 | |
Preferred stock and fixed maturities | |||
Offsetting Assets [Line Items] | |||
Issuance of preferred stock | 0.9 | 19.1 | |
Discontinued Operations | |||
Offsetting Assets [Line Items] | |||
Cash and cash equivalents classified in Assets held for sale, beginning of period | $ 0 | 195.2 | |
Restricted cash classified in Assets held for sale | 0 | 0.2 | |
Total cash and cash equivalents and restricted cash classified in Assets held for sale | $ 0 | $ 195.4 |
Subsequent Events (Details)
Subsequent Events (Details) - HMN $ in Millions | Mar. 06, 2023 USD ($) |
Forecast | |
Subsequent Event [Line Items] | |
Sale of equity method investments | $ 32 |
Subsequent Event | |
Subsequent Event [Line Items] | |
Ownership percentage sold | 19% |