INNOVATE Corp. — Director's Dealing 2014

Jun 9, 2014

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: HC2 Holdings, Inc. (HCHC)
CIK: 0001006837
Period of Report: 2014-05-29

Reporting Person: Benefit Street Partners LLC (10% Owner)
Reporting Person: Providence Equity Capital Markets L.L.C. (10% Owner)
Reporting Person: NELSON JONATHAN M (10% Owner)
Reporting Person: SALEM PAUL J (10% Owner)
Reporting Person: CREAMER GLENN M (10% Owner)
Reporting Person: Gahan Thomas (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	336690	Indirect
Common Stock	179310	Indirect
Common Stock	176250	Indirect
Common Stock	57750	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Convertible Participating Preferred Stock	$		Common Stock (1320353)		Indirect
Series A Convertible Participating Preferred Stock	$		Common Stock (703176)		Indirect
Series A Convertible Participating Preferred Stock	$		Common Stock (691176)		Indirect
Series A Convertible Participating Preferred Stock	$		Common Stock (226471)		Indirect

Footnotes

F1: The shares are held by Providence Debt Fund III L.P., Providence Debt Fund III Master (Non-US) L.P., PECM Strategic Funding L.P. and Benefit Street Partners SMA LM L.P. (collectively, the "Providence Funds"). Benefit Street Partners L.L.C. ("BSP") is the investment manager of each of Providence Debt Fund III L.P., Providence Debt Fund III Master (Non-US) L.P. and Benefit Street Partners SMA LM L.P. Providence Equity Capital Markets L.L.C. ("PECM") is the investment manager of PECM Strategic Funding L.P. Messrs. Creamer, Gahan, Nelson and Salem collectively control each of BSP and PECM through their indirect ownership of membership interests of BSP and PECM (continued in footnote 2).

F2: (continued from footnote 1) As a result, each of Messrs. Creamer, Gahan, Nelson and Salem and BSP may be deemed to share beneficial ownership of the shares held by each of Providence Debt Fund III L.P., Providence Debt Fund III Master (Non-US) L.P. and Benefit Street Partners SMA LM L.P., and each of Messrs. Creamer, Gahan, Nelson and Salem and PECM may be deemed to share beneficial ownership of of the shares held by the Providence Funds, except to the extent of its or his pecuniary interest therein.

F3: Represents shares of Series A Convertible Participating Preferred Stock (the "Preferred Stock") at the current conversion rate of approximately 235.294. Providence Debt Fund III L.P. holds 5,611.5 shares of Preferred Stock, Providence Debt Fund III Master (Non-US) L.P. holds 2,988.5 shares of Preferred Stock, PECM Strategic Funding L.P. holds 2,937.5 shares of Preferred Stock and Benefit Street Partners SMA LM L.P. holds 962.5 shares of Preferred Stock. The Preferred Stock is convertible at the option of the holder of the security and will be convertible at the option of the Company, beginning on the third anniversary of the date of issuance, in each case at the then applicable conversion rate.