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SEC Company Response from INNOVATE Corp. (VATE) (CIK 0001006837) (VATE) — Mar 20, 2020

INNOVATE Corp. (VATE) (CIK 0001006837)
Date: March 20, 2020 · CIK: 0001006837 · Accession: 0001104659-20-036920

AI Filing Summary & Sentiment

Date
March 20, 2020
Author
/s/ Richard J. Grossman
Form
CORRESP
Company
INNOVATE Corp. (VATE) (CIK 0001006837)

Letter

Skadden, Arps, Slate, Meagher & Flom llp

one MANHATTAN west

New York 10001

______

Direct dial

(212) 735-2116

Direct fax

(917) 777-2116

Email address

Richard.Grossman@skadden.com

TEL: (212) 735-3000 FAX: (212) 735-2000 www.skadden.com FIRM/AFFILIATE

OFFICES ----------- BOSTON CHICAGO HOUSTON LOS ANGELES PALO ALTO WASHINGTON, D.C. WILMINGTON ----------- BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SEOUL SHANGHAI SINGAPORE TOKYO TORONTO

March 20, 2020

VIA EDGAR

U.S. Securities and Exchange Commission

100 F. Street, N.E.

Washington, D.C. 20549

RE: HC2 Holdings, Inc.

Commission File Number: 1-35210

Preliminary Consent Revocation Materials

Ladies and Gentlemen:

On behalf of HC2 Holdings, Inc., a Delaware corporation (the “Company”), we are transmitting for filing under Rule 14a-6(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company’s preliminary consent revocation statement and form of consent revocation card (the “Preliminary Consent Revocation Materials”).

On March 13, 2020, Percy Rockdale LLC (together with certain of its affiliates, “Percy Rockdale”) filed a preliminary consent solicitation statement with the U.S. Securities and Exchange Commission, soliciting written consents from the stockholders of the Company to (i) remove, without cause, all of the current directors of the Company, (ii) elect six (6) nominees selected by Percy Rockdale to the Company’s board of directors to fill the resulting vacancies and (iii) repeal certain changes to the Fourth Amended and Restated By-Laws of the Company related to Percy Rockdale’s campaign. The Company is filing the Preliminary Consent Revocation Materials because the Preliminary Consent Revocation Materials comment upon and reference Percy Rockdale’s “solicitation in opposition” (as defined in Rule 14a-6(a) of the Exchange Act) to the Company’s current directors.

March 20, 2020

Page 2

Please be advised that, in accordance with Rule 14a-6(b) of the Exchange Act, the Company intends to release definitive consent revocation materials on or prior to April 3, 2020, by sending to its stockholders a definitive consent revocation statement and form of consent revocation card. To accommodate the Company’s proposed timing for the release of definitive consent revocation materials, we would appreciate your prompt attention to the Preliminary Consent Revocation Materials. Please direct any communications concerning the Preliminary Consent Revocation Materials to the undersigned at (212) 735-2116 or Richard.Grossman@skadden.com or to my partner, Todd E. Freed, at (212) 735-3714 or Todd.Freed@skadden.com.

Very truly yours,
/s/ Richard J. Grossman

Show Raw Text
CORRESP
1
filename1.htm

    Skadden, Arps, Slate, Meagher & Flom llp

    one MANHATTAN west

    New York 10001

______

                                                                                                            Direct
dial

                                                                                                            (212) 735-2116

                                                                                                            Direct fax

                                                                                                            (917)
777-2116

                                                                                                            Email address

                                                                                Richard.Grossman@skadden.com

    TEL:
    (212) 735-3000
FAX: (212) 735-2000
www.skadden.com
    FIRM/AFFILIATE

                                                                OFFICES
-----------
BOSTON
CHICAGO
HOUSTON
LOS ANGELES
PALO ALTO
WASHINGTON, D.C.
WILMINGTON
-----------
BEIJING
BRUSSELS
FRANKFURT
HONG KONG
LONDON
MOSCOW
MUNICH
PARIS
SÃO PAULO
SEOUL
SHANGHAI
SINGAPORE
TOKYO
TORONTO

March 20, 2020

        VIA EDGAR

        U.S. Securities and Exchange Commission

        100 F. Street, N.E.

        Washington, D.C. 20549

 RE: HC2 Holdings, Inc.

Commission File Number: 1-35210

Preliminary Consent Revocation Materials

Ladies and Gentlemen:

On behalf of HC2 Holdings, Inc., a Delaware
corporation (the “Company”), we are transmitting for filing under Rule 14a-6(a) of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), the Company’s preliminary consent revocation statement and form of consent revocation
card (the “Preliminary Consent Revocation Materials”).

On March 13, 2020, Percy Rockdale LLC
(together with certain of its affiliates, “Percy Rockdale”) filed a preliminary consent solicitation statement
with the U.S. Securities and Exchange Commission, soliciting written consents from the stockholders of the Company to (i) remove, without cause, all of the current directors of the Company, (ii) elect six (6) nominees selected by Percy Rockdale to
the Company’s board of directors to fill the resulting vacancies and (iii) repeal certain changes to the Fourth
Amended and Restated By-Laws of the Company related to Percy Rockdale’s campaign. The Company is filing the Preliminary
Consent Revocation Materials because the Preliminary Consent Revocation Materials comment upon and reference Percy
Rockdale’s “solicitation in opposition” (as defined in Rule 14a-6(a) of the Exchange Act) to the
Company’s current directors.

March 20, 2020

Page 2

Please be advised that, in accordance with
Rule 14a-6(b) of the Exchange Act, the Company intends to release definitive consent revocation materials on or prior to April
3, 2020, by sending to its stockholders a definitive consent revocation statement and form of consent revocation card. To accommodate
the Company’s proposed timing for the release of definitive consent revocation materials, we would appreciate your prompt
attention to the Preliminary Consent Revocation Materials. Please direct any communications concerning the Preliminary Consent
Revocation Materials to the undersigned at (212) 735-2116 or Richard.Grossman@skadden.com or to my partner, Todd E. Freed, at (212)
735-3714 or Todd.Freed@skadden.com.

    Very truly yours,

    /s/ Richard J. Grossman

    Richard J. Grossman

cc:	   HC2 Holdings, Inc.