The Fort Worth Press - Interactive Strength Inc. (NASDAQ:TRNR) Provides Update on Sportstech Transaction

CEO Comments on the Sportstech Transaction and Working Capital Loan

"We have a binding transaction agreement with Sportstech, as disclosed in February. Since then, we have spent significant time, money and effort undertaking diligence as well as finalizing the complete transaction documentation required to close. On top of this, we hired a CFO based in Europe and secured additional growth capital from a European debt sponsor who was ready to fund this month. We remain fully prepared to close on the acquisition of Sportstech on the terms negotiated and in our binding transaction agreement - as has been the case for months," said Trent Ward, Chief Executive Officer of Interactive Strength.

"Given all that, we are disappointed by Sportstech's sudden, public and misleading statement tonight, presumably as a tactic to further disrupt and delay what should be a straightforward closing process from here."

"We believe the timing of their unwarranted action is no coincidence, as TRNR provided Sportstech with critical working capital that materially improved its performance - a loan that comes due tomorrow, December 30th. As a reminder, TRNR advanced Sportstech $5.0M between January and July and is now owed approximately $6.6M, which is more than twice our market cap right now, and is structured to compensate TRNR for all of the transaction expenses incurred as well as offering us an attractive return on the underlying principal."

Mr. Ward continued: "Because this borrowed capital is secured with all of Sportstech's shares and personally guaranteed by Sportstech's CEO, we plan to pursue all available remedies, should Sportstech default on the loan. These include foreclosing on Sportstech's shares, potentially forcing an auction of the business at a more attractive valuation than our pending transaction. We have retained litigation counsel and will act quickly and aggressively, given the current turn of events and our as well as our shareholders' strained patience."

Mr. Ward added, "TRNR and Sportstech have exchanged six lengthy emails in just the past two weeks alone about the acquisition, including explicit discussion around a mutual desire to successfully close the transaction. This tactic of issuing a surprise press release with misleading information seems to be a desperate attempt by an entrepreneur experiencing seller's remorse to avoid serious obligations specified by a personally guaranteed loan which is due and a binding transaction agreement, just as his business begins to perform better - in this case due almost entirely to our and our shareholders' capital. Sadly, second thoughts do not negate legal documents."

Concluded Mr. Ward: "Further, we have contacted Nasdaq Market Intelligence and are in the process of filing a suspicious trading report, given the large and otherwise unexplained drop in TRNR's stock price today, prior to Sportstech's surprising and misleading statement at the end of the day. As a private German company, they have no need to update the US stock market - and they were the only ones who had advance knowledge of the decision to issue this news."

Factual Timeline on the Sportstech Transaction and Working Capital Loan

TRNR has entered into many binding agreements during the Sportstech acquisition process, all of which have been publicly filed with the U.S. Securities and Exchange Commission. As a summary, please find an accurate and verifiable transaction timeline below, in contrast to Sportstech's misleading suggestions.

• A Letter of Intent was signed in December 2024 outlining the key transaction terms.

• Beginning in January 2025, TRNR provided Sportstech with a loan for working-capital financing to support its operations.

• As a result of this initial funding, the parties signed the Binding Transaction Agreement in February 2025.

• The complete transaction documents that TRNR remains prepared to execute in order to close the acquisition contain the same economic terms as the binding agreement signed in February 2025.

• As of November 2025, all required diligence items and customary closing conditions under the merger agreement had been satisfied.

• Interactive Strength remains prepared to close the transaction on the same terms agreed earlier in the year.

• The loan for working capital financing reached $5.0 million by July and the funding materially improved Sportstech's operating performance during 2025, as previously disclosed.

• Under the terms of the loan agreement, the repayment date is December 30, 2025, and the total amount due to TRNR is approximately $6.6 million, which is nearly twice TRNR's market cap.

• Through late December 2025, senior executives of TRNR and Sportstech remained in direct, ongoing communication, including more than six substantive written exchanges, focused on finalizing the transaction and resolving payment of the outstanding loan in accordance with its terms.

For more commentary, information and details of TRNR's strategy, as well as to sign up for direct updates, see the Company's investor website, latest FAQs and required filings with the US Securities & Exchange Commission (SEC).

TRNR Investor Contact
[email protected]

About Interactive Strength Inc.:

Interactive Strength Inc. (NASDAQ:TRNR) has established a leading portfolio of premium fitness brands-Wattbike, CLMBR, and FORME-that combine advanced hardware, smart technology, and immersive content to deliver exceptional training experiences for both commercial and home use.

Wattbike offers a range of high-performance indoor bikes that set the global standard in cycling. Known for unmatched accuracy, realistic ride feel, and advanced performance tracking, Wattbike is trusted by elite athletes, national teams, and fitness enthusiasts around the world.

CLMBR redefines the next-generation vertical climbing experience through its patented open-frame design and immersive touchscreen, delivering a high-intensity, low-impact workout that is both efficient and effective.

FORME delivers strength, mobility, and recovery training through immersive content, performance-grade hardware, and expert coaching. Its wall-mounted systems include the Studio, a smart fitness mirror for guided programming and live 1:1 personal training, and the Lift, which adds smart resistance cable training-ideal for high-performance environments and sport-specific development.

From elite performance to everyday wellness, TRNR's ecosystem of performance-focused solutions delivers data-driven outcomes for athletes, fitness enthusiasts, and commercial operators.

Forward Looking Statements:
This press release includes certain statements that are "forward-looking statements" for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements do not relate strictly to historical or current facts and reflect management's assumptions, views, plans, objectives and projections about the future. Forward-looking statements generally are accompanied by words such as "believe", "project", "expect", "anticipate", "estimate", "intend", "strategy", "future", "opportunity", "plan", "may", "should", "will", "would", "will be", "will continue", "will likely result" or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding the possibility of closing the Sportstech acquisition on the same terms or at all, the collectability of the working capital loan, the enforcement of credit remedies such as the personal guarantee of the Sportstech CEO or the security on his shares, the possibility of acquiring Sportstech in a foreclosure auction at an attractive valuation or at all. The reader is cautioned not to rely on these forward-looking statements, and these statements are based on current expectations of future events. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the expectations and projections of the Company. Risks and uncertainties include but are not limited to acquisitions, sales, financing, litigation or other corporate actions and behaviors. A further list and descriptions of these risks, uncertainties and other factors can be found in filings with the Securities and Exchange Commission. To the extent permitted under applicable law, the Company assumes no obligation to update any forward-looking statements.

SOURCE: Interactive Strength Inc.

View the original press release on ACCESS Newswire

P.Navarro--TFWP