Latest news with #SecuritiesPurchaseAgreement
Yahoo
6 days ago
- Business
- Yahoo
PLBY Group Announces Voting Results of 2025 Annual Meeting of Stockholders
LOS ANGELES, June 16, 2025 (GLOBE NEWSWIRE) -- PLBY Group, Inc. (Nasdaq: PLBY) (the 'Company' or 'PLBY Group'), a leading pleasure and leisure lifestyle company and owner of Playboy, one of the most recognizable and iconic brands in the world, today announced the voting results from its 2025 Annual Meeting of Stockholders held on June 16, 2025. Stockholders elected both nominees to the Company's board of directors, ratified the appointment of the Company's independent auditor, approved the change of the Company's name to 'Playboy, Inc.', approved the increase of the authorized shares of common stock of the Company, and did not approve the second tranche of an investment by an affiliate of Byborg Enterprises S.A. ('Byborg'). 'On behalf of our board and management, we appreciate the support of our stockholders as we continue to transform the Company and work to increase the value of their investment,' commented Ben Kohn, Chief Executive Officer of the Company. 'Reclaiming the 'Playboy' name underscores our commitment to the brand and to scaling our high-margin, recurring revenue licensing business globally. While the second tranche of the Byborg investment was not approved, we remain focused on deleveraging and strengthening our balance sheet, driving growth and generating positive cash flow this year. We remain fully aligned with Byborg on maximizing the value of our licensing relationship, which is independent of their shareholdings, and deeply value their continued partnership and long-term support.' Byborg commented, 'As one of the Company's largest stockholders, and its largest licensing partner, we remain committed to the long-term success of Playboy through the development and success of our licensed services including, in particular, Playboy Club, Playboy Plus, and Playboy TV, and excited about the opportunities in front of us.' Voting Results Election of Directors: For Withheld Broker Non-Votes Juliana F. Hill 54,555,539 8,912,000 14,333,407 György Gattyán 60,597,054 2,870,485 14,333,407 Nasdaq Proposal: For Against Abstain Broker Non-Votes Approve, for purposes of Rule 5653(b) of The Nasdaq Stock Market LLC, the issuance by the Company of 16,956,842 shares of its common stock, at a sale price of $1.50 per share, to The Million S.a.r.l., pursuant to the terms of a Securities Purchase Agreement, dated December 14, 2024, by and between the Company and such purchaser 17,933,040 30,507,913 126,586 14,333,407 Share Increase Proposal: For Against Abstain Approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation (the 'Charter') to increase the number of authorized shares of Common Stock from 150 million to 400 million 63,674,008 13,992,569 134,369 Name Change Proposal: For Against Abstain Approve an amendment to the Charter to change the name of the Company to 'Playboy, Inc.' 70,613,626 7,039,973 147,347 Ratification of Auditors: For Against Abstain Ratify the appointment of BDO USA, P.C. as independent registered public accountants of the Company for 2025 71,810,773 5,723,661 266,512 Say on Pay: For Against Abstain Broker Non-Votes Non-binding advisory vote to approve the compensation of the Company's named executive officers 53,674,646 9,526,194 266,699 14,333,407 Adjournment Proposal: For Against Abstain Approve the adjournment or postponement of the Annual Meeting, from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to approve the Nasdaq Proposal, the Share Increase Proposal and/or the Name Change Proposal 68,147,502 9,505,868 147,576 About PLBY Group, Inc. PLBY Group is a global pleasure and leisure company connecting consumers with products, content, and experiences that help them lead more fulfilling lives. PLBY Group's flagship consumer brand, Playboy, is one of the most recognizable brands in the world, with products and content available in approximately 180 countries. PLBY Group's mission—to create a culture where all people can pursue pleasure — builds upon over 70 years of creating groundbreaking media and hospitality experiences and fighting for cultural progress rooted in the core values of equality, freedom of expression and the idea that pleasure is a fundamental human right. Learn more at Forward-Looking Statements This press release includes 'forward-looking statements' within the meaning of the 'safe harbor' provisions of the United States Private Securities Litigation Reform Act of 1995. The Company's actual results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as 'expect', 'estimate', 'project', 'budget', 'forecast', 'anticipate', 'intend', 'plan', 'may', 'will', 'could', 'should', 'believes', 'predicts', 'potential', 'continue', and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company's expectations with respect to future performance, growth plans and anticipated financial impacts of its strategic opportunities and corporate transactions. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from those discussed in the forward-looking statements. Factors that may cause such differences include, but are not limited to: (1) the inability to maintain the listing of the Company's shares of common stock on Nasdaq; (2) the risk that the Company's completed or proposed transactions disrupt the Company's current plans and/or operations, including the risk that the Company does not complete any such proposed transactions or achieve the expected benefits from any transactions; (3) the ability to recognize the anticipated benefits of corporate transactions, commercial collaborations, commercialization of digital assets, cost reduction initiatives and proposed transactions, which may be affected by, among other things, competition, the ability of the Company to grow and manage growth profitably, and the Company's ability to retain its key employees; (4) costs related to being a public company, corporate transactions, commercial collaborations and proposed transactions; (5) changes in applicable laws or regulations; (6) the possibility that the Company may be adversely affected by global hostilities, supply chain delays, inflation, interest rates, tariffs, foreign currency exchange rates or other economic, business, and/or competitive factors; (7) risks relating to the uncertainty of the projected financial information of the Company, including changes in the Company's estimates of cash flows and the fair value of certain of its intangible assets, including goodwill; (8) risks related to the organic and inorganic growth of the Company's businesses, and the timing of expected business milestones; (9) changing demand or shopping patterns for the Company's products and services; (10) failure of licensees, suppliers or other third-parties to fulfill their obligations to the Company; (11) the Company's ability to comply with the terms of its indebtedness and other obligations; (12) changes in financing markets or the inability of the Company to obtain financing on attractive terms; and (13) other risks and uncertainties indicated from time to time in the Company's annual report on Form 10-K, including those under 'Risk Factors' therein, and in the Company's other filings with the Securities and Exchange Commission. The Company cautions that the foregoing list of factors is not exclusive, and readers should not place undue reliance upon any forward-looking statements, which speak only as of the date which they were made. The Company does not undertake any obligation to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based. Contact: Investors: FNK IR – Rob Fink / Matt Chesler, CFA – investors@ Media: press@


Business Wire
6 days ago
- Business
- Business Wire
T-Mobile US, Inc. and T-Mobile USA, Inc. Announce Preliminary Results of Exchange Offers and Consent Solicitations for Certain of United States Cellular Corporation's Outstanding Debt Securities
BELLEVUE, Wash.--(BUSINESS WIRE)--T-Mobile US, Inc. (NASDAQ: TMUS) (the 'Company') today announced, together with T-Mobile USA, Inc., its wholly-owned subsidiary ('T-Mobile USA'), the preliminary results of its previously announced offers to exchange (the 'Exchange Offers') any and all of certain outstanding senior notes of United States Cellular Corporation ('USCC'). The Exchange Offers were launched pursuant to the Securities Purchase Agreement announced on May 28, 2024, under which the Company has agreed to purchase certain assets from USCC. Today's preliminary results concern the Company's offers to exchange: (i) USCC's 6.700% Senior Notes due 2033 (the 'Old USCC 2033 Notes') for new 6.700% Senior Notes due 2033 to be issued by T-Mobile USA (the 'New 2033 Notes'); (ii) USCC's 6.250% Senior Notes due 2069 (the 'Old USCC 2069 Notes') for new 6.250% Senior Notes due 2069 to be issued by T-Mobile USA (the 'New 2069 Notes'); (iii) USCC's 5.500% Senior Notes due 2070 (March) (the 'Old USCC March 2070 Notes') for new 5.500% Senior Notes due March 2070 to be issued by T-Mobile USA (the 'New March 2070 Notes'); and (iv) USCC's 5.500% Senior Notes due 2070 (June) (the 'Old USCC June 2070 Notes' and, together with the Old USCC 2033 Notes, the Old USCC 2069 Notes and the Old USCC March 2070 Notes, the 'Old USCC Notes') for new 5.500% Senior Notes due June 2070 to be issued by T-Mobile USA (the 'New June 2070 Notes' and, collectively with the New 2033 Notes, the New 2069 Notes and New March 2070 Notes, the 'New T-Mobile Notes'); in each case upon the terms and subject to the conditions set forth in the Prospectus, as defined below. In connection with the Exchange Offers, the Company and T-Mobile USA are also soliciting consents to amend the applicable indentures governing each series of the Old USCC Notes (the 'Consent Solicitations') to modify or eliminate certain notice requirements and restrictive covenants in the indentures governing the Old USCC Notes (the 'Proposed Amendments'). As of 5:00 p.m., New York City time, on June 13, 2025, which was the early participation date (the 'Early Participation Date') for the Exchange Offers and the Consent Solicitations, the principal amounts of the Old USCC Notes validly tendered and not validly withdrawn, as advised by D.F. King & Co., Inc., the exchange agent for the Exchange Offers, are set forth in the table below: As of the Early Participation Date, the Company and T-Mobile USA have received valid consents to the Proposed Amendments from the holders of at least a majority of the outstanding aggregate principal amount of each series of the Old USCC Notes. Accordingly, the Proposed Amendments will become operative on the date on which the Acquisition (as defined in the Prospectus) closes, provided that if the Settlement Date (as defined in the Prospectus) has not occurred within five business days following the date on which the Acquisition closes, the Proposed Amendments previously effected shall be deemed null and void as if they had not occurred. The closing of the Acquisition is expected to occur by mid-2025, subject to the receipt of regulatory approvals and the satisfaction of customary closing conditions. Holders of Old USCC 2033 Notes who validly tender such notes after the Early Participation Date but prior to the Expiration Date (as defined in the Prospectus), with such notes not validly withdrawn, will not be eligible to receive $30 principal amount of the New 2033 Notes (the 'Old USCC 2033 Notes Early Participation Premium') or a cash payment of $1.00 (the 'Old USCC 2033 Notes Early Consent Fee'), and will only be eligible to receive $970 principal amount of the New 2033 Notes (the 'Old USCC 2033 Notes Exchange Consideration'). Holders of Old USCC 2069 Notes, Old USCC March 2070 Notes or Old USCC June 2070 Notes who validly tender such notes after the Early Participation Date but prior to the Expiration Date, with such notes not validly withdrawn, will not be eligible to receive $0.75 principal amount of the New 2069 Notes, the New March 2070 Notes or the New June 2070 Notes, respectively (the 'Old USCC 2069 and Old USCC 2070 Notes Early Participation Premium') or a cash payment of $0.025 (the 'Old USCC 2069 and Old USCC 2070 Notes Early Consent Fee'), and will only be eligible to receive $24.25 principal amount of the New 2069 Notes, New March 2070 Notes and New June 2070 Notes, respectively (the 'Old USCC 2069 and Old USCC 2070 Notes Exchange Consideration'). As an update to the disclosure in the Prospectus, T-Mobile USA has applied to list the New 2069 Notes, New March 2070 Notes and New June 2070 Notes on Nasdaq's Global Select Market and such notes are expected to trade on Nasdaq's Global Select Market (and not Nasdaq's U.S. Bond Exchange) on or promptly following the original issue date of such notes. Withdrawal rights in connection with the Exchange Offers and Consent Solicitations expired at 5:00 p.m., New York City time, on June 13, 2025, which was the withdrawal deadline for the Exchange Offers and Consent Solicitations. Consents and tendered Old USCC 2033 Notes, Old USCC 2069 Notes, Old USCC March 2070 Notes and Old USCC June 2070 Notes, whether submitted prior or subsequent to such time, may not be validly revoked or withdrawn. A Registration Statement on Form S-4 (the 'Registration Statement') and related prospectus and consent solicitation statement (as amended or supplemented from time to time, the 'Prospectus') relating to the issuance of the New T-Mobile Notes have been filed with the Securities and Exchange Commission (the 'SEC'). If and when issued, the New T-Mobile Notes will be registered under the Securities Act of 1933, as amended. Copies of the Prospectus pursuant to which the Exchange Offers and Consent Solicitations are being made may be obtained from D.F. King & Co., Inc., the information agent and exchange agent for the Exchange Offers and Consent Solicitations. Requests for documentation and questions regarding procedures for tendering the Old USCC Notes can be directed to D.F. King & Co., Inc. at (888) 605-1958 (for information U.S. Toll-free) or (212) 269-5550 (information for banks and brokers). Questions regarding the terms and conditions of the Exchange Offers and Consent Solicitations should be directed to the dealer managers, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC, at Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, Attention: Global Debt Advisory Group, Collect: (212) 761-1057, Toll Free: (800) 624-1808, Email: lmny@ and Wells Fargo Securities, LLC, 550 South Tryon Street, 5th Floor, Charlotte, North Carolina 28202, Collect: (704) 410-4235, Toll Free: (866) 309-6316, Email: liabilitymanagement@ Attention: Liability Management Group, respectively. Important Information about the Exchange Offers The Exchange Offers and Consent Solicitations are being made only by and pursuant to the terms and subject to the conditions set forth in the Prospectus, which forms a part of the Registration Statement, and the information in this press release is qualified by reference to such Prospectus and the Registration Statement. This press release is for informational purposes only and is not an offer to buy or sell or the solicitation of an offer to sell with respect to any securities. The Company is not making an offer of New T-Mobile Notes in any jurisdiction where the Exchange Offers are not permitted, and this press release does not constitute an offer to participate in the Exchange Offers to any person in any jurisdiction where it is unlawful to make such an offer or solicitations. Holders of the Old USCC Notes are urged to carefully read the Prospectus before making any decision with respect to the Exchange Offers and Consent Solicitations. None of the Company, T-Mobile USA, the dealer managers, the trustee with respect to any series of Old USCC Notes, the trustee with respect to any series of New T-Mobile Notes, the information agent and exchange agent for the Exchange Offers or any affiliate of any of them makes any recommendation as to whether holders of the Old USCC Notes should exchange their Old USCC Notes for New T-Mobile Notes in the Exchange Offers, and no one has been authorized by any of them to make such a recommendation. Holders of the Old USCC Notes must make their own decision as to whether to tender Old USCC Notes and, if so, the principal amount of Old USCC Notes to tender. About the Company T-Mobile US, Inc. is America's supercharged Un-carrier, delivering an advanced 4G LTE and transformative nationwide 5G network that will offer reliable connectivity for all. T-Mobile's customers benefit from its unmatched combination of value and quality, unwavering obsession with offering them the best possible service experience and undisputable drive for disruption that creates competition and innovation in wireless and beyond. Based in Bellevue, Wash., T-Mobile provides services through its subsidiaries and operates its flagship brands, T-Mobile, Metro by T-Mobile and Mint Mobile. For more information please visit: Forward-Looking Statements This press release contains forward-looking statements that are based on the Company's management's current expectations. Such statements include, without limitation, statements about the Exchange Offers and Consent Solicitations and the planned issuance of the New T-Mobile Notes. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including, without limitation, prevailing market conditions and other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors that could affect the Company and its results is included in the Company's filings with the SEC, which are available at


Business Insider
12-06-2025
- Business
- Business Insider
Interactive Strength Inc. (Nasdaq: TRNR) Enters into $500 Million Facility to Acquire AI-focused $FET Tokens and Launch Crypto Treasury Asset Strategy
Austin, Texas, June 12th, 2025, Chainwire ATW Partners and DWF Labs invested $55 million in initial closing TRNR is expected to have the largest US publicly listed crypto treasury focused on an AI-token TRNR enters into technology collaboration with to power its fitness training with AI technology Interactive Strength Inc. (Nasdaq: TRNR), maker of innovative specialty fitness equipment under the CLMBR and FORME brands and pending acquirer of Sportstech and Wattbike, today announced that it has entered into a Securities Purchase Agreement to raise up to $500 million, the net proceeds of which are expected to be used exclusively to acquire $FET tokens, a leading AI digital asset developed by This transaction is expected to result in TRNR having the largest publicly listed crypto treasury focused on an AI-token. TRNR is already in the process of acquiring $FET tokens with the initial $55 million of new capital that has been invested by private equity firm ATW Partners and crypto market maker DWF Labs. 'Digital assets are rapidly becoming an essential part of global financial infrastructure and AI is the biggest technological leap in our lifetime,' said Trent Ward, CEO of TRNR. ' is the market leader at the intersection of the two most important technology trends today: artificial intelligence and crypto. We believe our strategy to acquire a significant number of $FET tokens could dramatically accelerate our mission to create significant long-term value for TRNR shareholders.' 'We are proud to support this landmark deal, advancing institutional crypto adoption.' said Andrei Grachev, Managing Partner of DWF Labs. 'As a global leader in crypto investments and market making, we see enormous potential in TRNR's treasury strategy and vision, signaling the next wave of corporate capital markets embracing AI-driven digital assets.' 'Unlike traditional models that generate isolated responses, ecosystem is built on autonomous agents that can interact, collaborate, and transact in real time,' said Humayun Sheikh, CEO of 'This enables users to build and monetize AI tools that operate independently—whether for booking doctor appointments, market forecasting, or personalized fitness plans.' platform features the world's first decentralized LLM designed for autonomous action, not just content generation, and powers AI agents that optimize critical industries—from medical research and energy to logistics and finance. is the original issuer of $FET and a member of the Artificial Superintelligence Alliance (ASI). As part of the deal, will collaborate with TRNR to expand its digital fitness services and accelerate an AI-driven personal training platform. This investment accelerates TRNR's momentum from its two pending acquisitions, which TRNR believes highlights the strong institutional investor support for the Company's strategy of combining crypto treasury assets and accretive acquisitions. The crypto treasury asset strategy is expected to strengthen TRNR's financial flexibility, as well as support its AI and digital fitness ambitions, and increase shareholder exposure to next-generation growth assets. $FET is a top-50 cryptocurrency and a top-5 AI-focused cryptocurrency by market capitalization according to TRNR will leverage BitGo for both the trading and custody of its $FET holdings through BitGo's best-in-class custody platform. Advisors: Legal advisors included Lucosky Brookman (Interactive Strength), K&L Gates/Ed Dartley ( Kelly Drye & Warren (ATW Partners), Blank Rome (ATW Partners) and Nixon Peabody (DWF Labs). Wachsman is the communications and strategy firm for the transaction and the agency of record for For more commentary, information and details on the rationale for and structure of the expected acquisition, please see TRNR's investor website as well as its required filings with the U.S. Securities and Exchange Commission (SEC). About Inc. is a Delaware-based AI company and founding member of the ASI Alliance, is redefining the possibilities of an intelligent and connected world through its AI agent-based technology. infrastructure technology enables developers and businesses to build, deploy and monetize through an agent-based modular platform for the new generation of AI applications. The company's core product, Agentverse, fuses Language Models (LLMs) and AI Agents to create an open and dynamic marketplace that connects users to services and reimagines the current search experience. For additional information, visit: 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. 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. TRNR Media Contact john@ TRNR Investor Contact ir@ Channels for Disclosure of Information In compliance with disclosure obligations under Regulation FD, we announce material information to the public through a variety of means, including filings with the Securities and Exchange Commission ('SEC'), press releases, company blog posts, public conference calls, and webcasts, as well as via our investor relations website. Any updates to the list of disclosure channels through which we may announce information will be posted on the investor relations page on our website. The inclusion of our website address or the address of any third-party sites in this press release are intended as inactive textual references only. 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 acquiring future businesses or completing the referenced pending transactions in a timely manner or at all, the ultimate gross proceeds of the financing, the Company having the largest US publicly listed crypto treasury focused on an AI-token, and the financing strengthening the Company's financial flexibility, supporting the Company's AI and digital fitness ambitions, and increasing shareholder exposure to next-generation growth assets. 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: whether ATW Partners and / or DWF Labs will invest further amounts, other US publicly listed companies' crypto strategies, and the price of $FET tokens. 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.


Business Insider
11-06-2025
- Business
- Business Insider
draftInteractive Strength Inc. (Nasdaq: TRNR) Enters into $500 Million Facility to Acquire AI-focused $FET Tokens and Launch Crypto Treasury Asset Strategy
Austin, Texas, June 11th, 2025, Chainwire ATW Partners and DWF Labs invested $55 million in initial closing TRNR is expected to have the largest US publicly listed crypto treasury focused on an AI-token TRNR enters into technology collaboration with to power its fitness training with AI technology Interactive Strength Inc. (Nasdaq: TRNR), maker of innovative specialty fitness equipment under the CLMBR and FORME brands and pending acquirer of Sportstech and Wattbike, today announced that it has entered into a Securities Purchase Agreement to raise up to $500 million, the net proceeds of which are expected to be used exclusively to acquire $FET tokens, a leading AI digital asset developed by This transaction is expected to result in TRNR having the largest publicly listed crypto treasury focused on an AI-token. TRNR is already in the process of acquiring $FET tokens with the initial $55 million of new capital that has been invested by private equity firm ATW Partners and crypto market maker DWF Labs. 'Digital assets are rapidly becoming an essential part of global financial infrastructure and AI is the biggest technological leap in our lifetime,' said Trent Ward, CEO of TRNR. ' is the market leader at the intersection of the two most important technology trends today: artificial intelligence and crypto. We believe our strategy to acquire a significant number of $FET tokens could dramatically accelerate our mission to create significant long-term value for TRNR shareholders.' 'We are proud to support this landmark deal, advancing institutional crypto adoption.' said Andrei Grachev, Managing Partner of DWF Labs. 'As a global leader in crypto investments and market making, we see enormous potential in TRNR's treasury strategy and vision, signaling the next wave of corporate capital markets embracing AI-driven digital assets.' 'Unlike traditional models that generate isolated responses, ecosystem is built on autonomous agents that can interact, collaborate, and transact in real time,' said Humayun Sheikh, CEO of 'This enables users to build and monetize AI tools that operate independently—whether for booking doctor appointments, market forecasting, or personalized fitness plans.' platform features the world's first decentralized LLM designed for autonomous action, not just content generation, and powers AI agents that optimize critical industries—from medical research and energy to logistics and finance. is the original issuer of $FET and a member of the Artificial Superintelligence Alliance (ASI). As part of the deal, will collaborate with TRNR to expand its digital fitness services and accelerate an AI-driven personal training platform. This investment accelerates TRNR's momentum from its two pending acquisitions, which TRNR believes highlights the strong institutional investor support for the Company's strategy of combining crypto treasury assets and accretive acquisitions. The crypto treasury asset strategy is expected to strengthen TRNR's financial flexibility, as well as support its AI and digital fitness ambitions, and increase shareholder exposure to next-generation growth assets. $FET is a top-50 cryptocurrency and a top-5 AI-focused cryptocurrency by market capitalization according to TRNR will leverage BitGo for both the trading and custody of its $FET holdings through BitGo's best-in-class custody platform. Legal advisors included Lucosky Brookman (Interactive Strength), K&L Gates/Ed Dartley ( Kelly Drye & Warren (ATW Partners), Blank Rome (ATW Partners) and Nixon Peabody (DWF Labs). Wachsman is the communications and strategy firm for the transaction and the agency of record for For more commentary, information and details on the rationale for and structure of the expected acquisition, please see TRNR's investor website as well as its required filings with the U.S. Securities and Exchange Commission (SEC). About Inc. is a Delaware-based AI company and founding member of the ASI Alliance, is redefining the possibilities of an intelligent and connected world through its AI agent-based technology. infrastructure technology enables developers and businesses to build, deploy and monetize through an agent-based modular platform for the new generation of AI applications. The company's core product, Agentverse, fuses Language Models (LLMs) and AI Agents to create an open and dynamic marketplace that connects users to services and reimagines the current search experience. For additional information, visit: 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. 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. TRNR Media Contact john@ TRNR Investor Contact ir@ Channels for Disclosure of Information In compliance with disclosure obligations under Regulation FD, we announce material information to the public through a variety of means, including filings with the Securities and Exchange Commission ('SEC'), press releases, company blog posts, public conference calls, and webcasts, as well as via our investor relations website. Any updates to the list of disclosure channels through which we may announce information will be posted on the investor relations page on our website. The inclusion of our website address or the address of any third-party sites in this press release are intended as inactive textual references only. 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 acquiring future businesses or completing the referenced pending transactions in a timely manner or at all, the ultimate gross proceeds of the financing, the Company having the largest US publicly listed crypto treasury focused on an AI-token, and the financing strengthening the Company's financial flexibility, supporting the Company's AI and digital fitness ambitions, and increasing shareholder exposure to next-generation growth assets. 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: whether ATW Partners and / or DWF Labs will invest further amounts, other US publicly listed companies' crypto strategies, and the price of $FET tokens. 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. Lynn Chia


Miami Herald
11-06-2025
- Business
- Miami Herald
Interactive Strength Inc. (Nasdaq:TRNR) Enters into $500 Million Facility to Acquire AI-focused $FET Tokens and Launch Crypto Treasury Asset Strategy
ATW Partners and DWF Labs invested $55 million in initial closing TRNR is expected to have the largest US publicly listed crypto treasury focused on an AI-token TRNR enters into technology collaboration with to power its fitness training with AI technology AUSTIN, TX / ACCESS Newswire / June 11, 2025 / Interactive Strength Inc. (Nasdaq:TRNR), maker of innovative specialty fitness equipment under the CLMBR and FORME brands and pending acquirer of Sportstech and Wattbike, today announced that it has entered into a Securities Purchase Agreement to raise up to $500 million, the net proceeds of which are expected to be used exclusively to acquire $FET tokens, a leading AI digital asset developed by This transaction is expected to result in TRNR having the largest publicly-listed crypto treasury focused on an AI-token. TRNR is already in the process of acquiring $FET tokens with the initial $55 million of new capital that has been invested by private equity firm ATW Partners and crypto market-maker DWF Labs. "Digital assets are rapidly becoming an essential part of global financial infrastructure and AI is the biggest technological leap in our lifetimes," said Trent Ward, CEO of TRNR. " is the market leader at the intersection of the two most important technology trends today: artificial intelligence and crypto. We believe our strategy to acquire a significant number of $FET tokens could dramatically accelerate our mission to create significant long-term value for TRNR shareholders." "We are proud to support this landmark deal, advancing institutional crypto adoption," said Andrei Grachev, Managing Partner of DWF Labs. "As a global leader in crypto investments and market making, we see enormous potential in TRNR's treasury strategy and vision, signaling the next wave of corporate capital markets embracing AI-driven digital assets." "Unlike traditional models that generate isolated responses, ecosystem is built on autonomous agents that can interact, collaborate, and transact in real time," said Humayun Sheikh, CEO of "This enables users to build and monetize AI tools that operate independently -whether for booking doctor appointments, market forecasting, or personalized fitness plans." platform features the world's first decentralized LLM designed for autonomous action, not just content generation, and powers AI agents that optimize critical industries - from medical research and energy to logistics and finance. is the original issuer of $FET and a member of the Artificial Superintelligence Alliance (ASI). As part of the deal, will collaborate with TRNR to expand its digital fitness services into, e.g., an AI-driven personal training platform. This investment accelerates TRNR's momentum from its two pending acquisitions, which TRNR believes highlights the strong institutional investor support for the Company's strategy of combining crypto treasury assets and accretive acquisitions. The crypto treasury asset strategy is expected to strengthen TRNR's financial flexibility, as well as support its AI and digital fitness ambitions, and increase shareholder exposure to next-generation growth assets. $FET is a top-50 cryptocurrency and a top-5 AI-focused cryptocurrency by market capitalization according to TRNR will leverage BitGo for both the trading and custody of its $FET holdings through BitGo's best-in-class custody platform. Advisors:Legal advisors included Lucosky Brookman (Interactive Strength), K&L Gates/Ed Dartley ( Kelly Drye & Warren (ATW Partners), Blank Rome (ATW Partners) and Nixon Peabody (DWF Labs). Wachsman is the communications and strategy firm for the transaction and the agency of record for For more commentary, information and details on the rationale for and structure of the expected acquisition, please see TRNR's investor website as well as its required filings with the U.S. Securities and Exchange Commission (SEC). Media TRNR Media Contactjohn@ TRNR Investor Contactir@ About Inc. is a Delaware-based AI company and founding member of the ASI Alliance, is redefining the possibilities of an intelligent and connected world through its AI agent-based technology. infrastructure technology enables developers and businesses to build, deploy and monetize through an agent-based modular platform for the new generation of AI applications. The company's core product, Agentverse, fuses Language Models (LLMs) and AI Agents to create an open and dynamic marketplace that connects users to services and reimagines the current search experience. For additional information, visit: 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. 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. 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 acquiring future businesses or completing the referenced pending transactions in a timely manner or at all, the ultimate gross proceeds of the financing, the Company having the largest US publicly listed crypto treasury focused on an AI-token, and the financing strengthening the Company's financial flexibility, supporting the Company's AI and digital fitness ambitions, and increasing shareholder exposure to next-generation growth assets. 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: whether ATW Partners and / or DWF Labs will invest further amounts, other US publicly listed companies' crypto strategies, and the price of $FET tokens. 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.