● The letter Confirms Compliance as a Result of the Company’s Successful Execution of Its Compliance Plan
● Stockholders’ Equity Was Increased Through the Acquisition of CLMBR and the Conversion to Equity of Outstanding Debt
AUSTIN, TX - 
(NewMediaWire) - March 05, 2024 - Interactive Strength Inc. d/b/a FORME (Nasdaq: TRNR) (“TRNR” or “the Company”), maker of innovative specialty fitness equipment and provider of virtual personal training services, today announced that it has received written notification from the Nasdaq Stock Market (“Nasdaq”) that, based on the Company’s Form 8-K, dated February 16, 2024, Nasdaq has determined that the Company complies with Nasdaq Listing Rule 5550(b)(1) (the “Stockholders’ Equity Requirement”).
Trent Ward, Co-Founder and CEO of TRNR, said: “We are pleased to have successfully executed the acquisition of CLMBR and the debt conversion, which are two key elements in our strategy to achieve financial stability and profitability in the future. CLMBR is expected to generate material growth in revenue and gross profit for the Company in 2024, and the conversion of debt to equity strengthens our balance sheet. We are appreciative of the efforts of the Nasdaq Staff as we developed a compliance plan and received confirmation of compliance after the completed actions. We believe we have laid the foundation for growth and profitability, and we look forward to executing our strategic plan.”
As background, on August 22, 2023, the Company had received written notification from Nasdaq that the Company’s stockholders’ equity as reported in its Quarterly Report on Form 10-Q for the period ended June 30, 2023 did not satisfy the continued listing requirement under Nasdaq Listing Rule 5450(b)(1)(A) for the Nasdaq Global Market, which requires that a listed company’s stockholders’ equity be at least $10.0 million. As reported in the Form 10-Q, the Company’s stockholders’ equity as of June 30, 2023 was approximately $5.0 million.
In accordance with Nasdaq Listing Rules, the Company submitted, in a timely fashion, a plan to regain compliance with the Stockholders’ Equity Requirement. The Company’s compliance plan was accepted by Nasdaq, and the Company was granted until February 19, 2024 to evidence compliance.
As a first step, on January 24, 2024, Nasdaq approved the Company’s application to list its Common Stock on The Nasdaq Capital Market (the “Capital Market”) and the Company’s securities were transferred to the Capital Market at the opening of business on January 26. Secondly, on February 2, the Company completed the acquisition of substantially all of the assets of CLMBR and issued equity as consideration. Finally, on February 15, the Company converted a number of its promissory notes to equity and, on February 16, the Company issued the Form 8-K upon which Nasdaq relied to confirm the Company’s compliance with the Stockholders’ Equity Requirement. Nasdaq did note, however, that if the Company fails to evidence compliance with the Stockholders’ Equity Requirement in its Quarterly Report on Form 10-Q for the March 31, 2024 period, the Company’s securities may be subject to delisting.
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About Interactive Strength Inc.:
Interactive Strength Inc. produces innovative specialty fitness equipment and digital fitness services under two main brands: 1) CLMBR and 2) FORME. Interactive Strength Inc. is listed on NASDAQ (symbol: TRNR).
CLMBR is a vertical climbing machine that offers an efficient and effective full-body strength and cardio workout. CLMBR's design is compact and easy to move – making it perfect for commercial or in-home use. With its low impact and ergonomic movement, CLMBR is safe for most ages and levels of ability and can be found at gyms and fitness studios, hotels, and physical therapy facilities, as well as available for consumers at home. www.clmbr.com.
FORME is a digital fitness platform that combines premium smart gyms with live virtual personal training and coaching to deliver an immersive experience and better outcomes for both consumers and trainers. FORME delivers an immersive and dynamic fitness experience through two connected hardware products: 1) The FORME Studio Lift (fitness mirror and cable-based digital resistance) and 2) The FORME Studio (fitness mirror). In addition to the company’s connected fitness hardware products, FORME offers expert personal training and health coaching in different formats and price points through Video On-Demand, Custom Training, and Live 1:1 virtual personal training. www.formelife.com.
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 growth in revenue and gross profit and the Company’s ability to stay in compliance with the Stockholders’ Equity Requirement. The reader is cautioned not to rely on these forward-looking statements. 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: demand for our products; competition, including technological advances made by and new products released by our competitors; our ability to accurately forecast consumer demand for our products and adequately maintain our inventory; and our reliance on a limited number of suppliers and distributors for our products. 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.
