INTERACTIVE STRENGTH Inc. Warrant To Purchase Common StockAssignment Form • February 7th, 2024 • Interactive Strength, Inc. • Electronic & other electrical equipment (no computer equip) • New York
Interactive Strength Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Treadway Holdings LLC, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after the Issuance Date, but not after 11:59 p.m., New York time, on the Expiration Date, (as defined below), One Million Five Hundred Thousand (1,500,000) fully paid nonassessable shares of Common Stock, subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”) shall have the meanings set forth in Section 18. This Warrant is being
AMENDED AND RESTATED ASSET PURCHASE AGREEMENT BY AND AMONG CLMBR, INC, CLMBR1, LLC INTERACTIVE STRENGTH INC. AND CLMBR HOLDINGS LLC dated as of January 22, 2024Asset Purchase Agreement • February 7th, 2024 • Interactive Strength, Inc. • Electronic & other electrical equipment (no computer equip) • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of January 22, 2024, is entered into by and among (a) CLMBR, INC., a Delaware corporation (“Seller 1”), (b) CLMBR1, LLC, a Colorado limited liability company (“Seller 2”) (each of Seller 1 and Seller 2, a “Seller”, and Seller 1 and Seller 2 together, “Sellers”), (c) INTERACTIVE STRENGTH INC., a Delaware corporation (“Buyer”), and CLMBR HOLDINGS LLC, a Delaware limited liability company (“Acquisition Sub”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 7th, 2024 • Interactive Strength, Inc. • Electronic & other electrical equipment (no computer equip) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 1, 2024, between Interactive Strength Inc., a Delaware corporation (the “Company”), and Treadway Holdings LLC, a Delaware limited liability company (including its successors and permitted assigns, the “Purchaser”).
NOTE PURCHASE AGREEMENT by and among INTERACTIVE STRENGTH INC.; and CLMBR HOLDINGS LLC as Borrower and TREADWAY HOLDINGS LLC as Purchaser Dated as of February 1, 2024Note Purchase Agreement • February 7th, 2024 • Interactive Strength, Inc. • Electronic & other electrical equipment (no computer equip) • New York
NOTE PURCHASE AGREEMENT, dated as of February 1, 2024, by and among INTERACTIVE STRENGTH INC., a Delaware corporation (“TRNR”), CLMBR HOLDINGS LLC, a Delaware limited liability company (“CLMBR” and together with TRNR, collectively, the “Borrower”), and TREADWAY HOLDINGS LLC, a Delaware limited liability company (the “Purchaser”).
CREDIT AGREEMENTCredit Agreement • February 7th, 2024 • Interactive Strength, Inc. • Electronic & other electrical equipment (no computer equip) • Mississippi
THIS CREDIT AGREEMENT (the “Agreement”) dated as of February 1, 2024, by and between INTERACTIVE STRENGTH, INC., a Delaware corporation (the “Borrower”), and VERTICAL INVESTORS, LLC, a Mississippi limited liability company (together with its successors or assigns, the “Lender”).
