Interactive Strength Inc. Files 8-K: Material Agreement & Equity Sales

TL;DR

Interactive Strength Inc. signed a big deal and sold some stock on May 20th. Check the filings.

AI Summary

On May 20, 2024, Interactive Strength, Inc. entered into a material definitive agreement. The company also reported unregistered sales of equity securities and other events. The filing includes financial statements and exhibits.

Why It Matters

This 8-K filing indicates significant corporate activity, including a new material agreement and equity transactions, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing details a material definitive agreement and unregistered sales of equity, which can introduce financial and operational risks.

Key Players & Entities

• Interactive Strength, Inc. (company) — Registrant
• May 20, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common stock, $0.0001 par value per share TRNR The Nasdaq
• $0 — he "Shares") of common stock, par value $0.0001, of the Company (the "Common Stock
• $0.176 — Common Stock"), at an offering price of $0.176 per Share. Pursuant to the Purchase A
• $750,000 — from the offering will be approximately $750,000, after deducting the placement agent fe
• $30,000 — also agreed to pay the Placement Agent $30,000 for non-accountable expenses and $15,95
• $15,950 — 30,000 for non-accountable expenses and $15,950 for clearing fees. The Company has ag
• $0.22 — n the Offering and an exercise price of $0.22 per share. None of the issuance of th
• $2,098,000 — ng an aggregate offering price of up to $2,098,000 from time to time through H.C. Wainwrig

Filing Documents

• trnr-20240520.htm (8-K) — 58KB
• trnr-ex4_1.htm (EX-4.1) — 142KB
• trnr-ex4_2.htm (EX-4.2) — 142KB
• trnr-ex5_1.htm (EX-5.1) — 18KB
• trnr-ex10_1.htm (EX-10.1) — 359KB
• trnr-ex99_1.htm (EX-99.1) — 15KB
• img84559292_0.jpg (GRAPHIC) — 12KB
• 0000950170-24-063286.txt ( ) — 987KB
• trnr-20240520.xsd (EX-101.SCH) — 24KB
• trnr-20240520_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On May 20, 2024, Interactive Strength Inc. (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with certain institutional investors (the "Investors"), pursuant to which the Company agreed to issue and sell, in a registered direct offering priced at-the-market under the rules of The Nasdaq Stock Market (the "Registered Offering") an aggregate of 5,861,820 (the "Shares") of common stock, par value $0.0001, of the Company (the "Common Stock"), at an offering price of $0.176 per Share. Pursuant to the Purchase Agreement, in a concurrent private placement (together with the Registered Offering, the "Offering"), the Company has also agreed to issue to the Investors unregistered warrants (the "Warrants") to purchase up to an aggregate of 5,861,820 shares of Common Stock (the "Warrant Shares"), which represent 100% of the shares of Common Stock to be issued and sold in the Registered Offering. The Warrants will have an exercise price of $0.176 per share, are exercisable following the effective date of stockholder approval (the "Stockholder Approval Date") of the issuance of the Warrant Shares and will expire five and one-half years from the Stockholder Approval Date. The Company estimates the net proceeds from the offering will be approximately $750,000, after deducting the placement agent fees and the estimated offering expenses payable by us. This estimate excludes the proceeds, if any, from the exercise of the Warrants sold in the concurrent private placement. The Company currently intend to use the net proceeds from this offering for general corporate purposes and working capital requirements, which may include, among other things, debt repayments and capital expenditures. The Offering is expected to close on or about May 22, 2024, subject to satisfaction of customary closing conditions. On May 8, 2024, the Company entered into an engagement agreement (the "Engagement Lette

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information under Item 1.01 of this Current Report on Form 8-K related to the Warrants, the Placement Agent Warrants, the Warrant Shares and the Placement Agent Warrant Shares is incorporated herein by reference.

01 Other Events

Item 8.01 Other Events. On May 21, 2024, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Form of Warrant 4.2 Form of Placement Agent Warrant 5.1 Opinion of Lucosky Brookman LLP 10.1 Form of Securities Purchase Agreement 23.1 Consent of Lucosky Brookman LLP (included in Exhibit 5.1) 99.1 Press Release dated May 21, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Interactive Strength Inc. Date: May 22, 2024 By: /s/ Michael J. Madigan Michael J. Madigan Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

View Full Filing

View this 8-K filing on SEC EDGAR