Interactive Strength Inc. (NASDAQ:TRNR), a manufacturer in the electronic equipment sector, announced the approval of several significant stockholder proposals during their Special Meeting held on Thursday, August 30, 2024. The meeting, which took place at the company's headquarters in Austin, Texas, saw the passage of measures critical for future financial structuring.
The first proposal passed was the approval of the issuance of over 20% of the company's common stock upon the exercise of warrants related to the May Securities Purchase Agreement (SPA), in compliance with Nasdaq Listing Rule 5635(d). The measure received 1,453,254 votes in favor, 36,083 against, and 298 abstentions, with 343,265 broker non-votes.
Similarly, the second proposal approved the issuance of more than 20% of common stock upon the exercise of warrants associated with the July SPA, also in accordance with Nasdaq Listing Rule 5635(d). This proposal mirrored the voting results of the first, with 1,453,270 votes for, 36,067 against, and the same number of abstentions and broker non-votes.
The third and final proposal granted the company's Board of Directors discretionary authority to effect one or more reverse stock splits, at a ratio ranging from 1-for-5 up to 1-for-100. The condition set forth is that the reverse stock splits would not exceed a 1-for-100 ratio in total and must be completed by the first anniversary of the Record Date. This proposal garnered a strong majority of 1,784,294 votes for, 48,305 against, and 301 abstentions.
The approval of these proposals is a significant step for Interactive Strength Inc., enabling the company to potentially enhance its capital structure and improve its financial flexibility.
The company's SEC filing on September 5, 2024, provided the details of the Special Meeting outcomes, indicating a clear path forward for the company's financial strategy. The results reflect shareholder confidence in the company's management and strategic direction.
Interactive Strength Inc. has not provided any further details on the timing or implementation of these approved actions. The information is based on a press release statement filed with the U.S. Securities and Exchange Commission.
In other recent news, Interactive Strength Inc. has been making significant strides in the global market. The company secured exclusive distribution agreements for its CLMBR vertical climbing machines in Germany, Switzerland, Austria, and the Gulf Cooperation Council countries. These agreements, expected to be fulfilled in the third quarter of 2024, mark a strategic expansion into the international market.
Interactive Strength also regained compliance with Nasdaq's minimum bid price requirement, maintaining a closing bid price at or above $1.00 per share for 14 consecutive business days. This achievement marks the end of the Nasdaq's review process for this matter.
The company has been proactive in its financial maneuvers, expanding its Series A Convertible Preferred Stock capacity from 7 million to 10 million shares, and adjusting the terms of a convertible note and warrant with an investor.
In addition, Interactive Strength executed a 1-for-40 reverse stock split, reducing the number of outstanding shares from about 26.6 million to approximately 664,526. The company also raised approximately $1 million through a registered direct offering and concurrent private placement, selling over 5 million shares of its common stock alongside unregistered warrants.
Interactive Strength converted $3 million of its $8 million senior loan into equity, reducing its debt liabilities, with the maturity date for the remaining balance extended to December 2024.
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