Germany-based Sportstech Brands Holding GmbH is suspending its discussions with U.S.-based Interactive Strength, Inc. (TRNR) regarding a potential acquisition of Sportstech. Sportstech indicated that those discussions have been ongoing since the end of 2024.

“As part of these discussions, the parties have so far been unable to agree on key economic and strategic terms,” Sportstech said in a media release. The negotiations were suspended effective November 27, 2025, and the company said there is no mutually agreed basis to advance the process toward a binding agreement. “Currently, no further discussions are taking place,” Sportstech said.

The planned U.S. market entry of Sportstech was said to be an integral part of the strategic considerations in connection with the proposed acquisition.

“Due to the termination of the discussions, this objective cannot be achieved in the originally intended form and within the planned timeframe,” Sportstech noted. “Therefore, an immediate entry into the U.S. market is currently not planned.”

But not so fast, suggests Trent Ward, the CEO of Interactive Strength.

“We have a binding transaction agreement with Sportstech, as disclosed in February,” Ward countered on December 29. “Since then, we have spent significant time, money and effort undertaking diligence as well as finalizing the complete transaction documentation required to close. On top of this, we hired a CFO based in Europe and secured additional growth capital from a European debt sponsor who was ready to fund this month. We remain fully prepared to close on the acquisition of Sportstech on the terms negotiated and in our binding transaction agreement — as has been the case for months.”

Ward continued, “Given all that, we are disappointed by Sportstech’s sudden, public and misleading statement tonight, presumably as a tactic to further disrupt and delay what should be a straightforward closing process from here.”

Interactive Strength, Inc. owns the Wattbike, Clmbr and Forme fitness brands.

Ward said his company believes the timing of Sportstech’s “unwarranted action” is no coincidence, as TRNR provided Sportstech with critical working capital that materially improved its performance — a loan that came due on December 30, 2025.

“As a reminder, TRNR advanced Sportstech $5.0M between January and July and is now owed approximately $6.6M, which is more than twice our market cap right now, and is structured to compensate TRNR for all of the transaction expenses incurred as well as offering us an attractive return on the underlying principle,” Ward explained. “Because this borrowed capital is secured with all of Sportstech’s shares and personally guaranteed by Sportstech’s CEO, we plan to pursue all available remedies should Sportstech default on the loan. These include foreclosing on Sportstech’s shares, potentially forcing an auction of the business at a more attractive valuation than our pending transaction. We have retained litigation counsel and will act quickly and aggressively, given the current turn of events and our, as well as our shareholders’, strained patience.”

Ward said TRNR and Sportstech have exchanged six lengthy emails in the past two weeks alone about the acquisition, including explicit discussion around a mutual desire to successfully close the transaction.

“This tactic of issuing a surprise press release with misleading information seems to be a desperate attempt by an entrepreneur experiencing seller’s remorse to avoid serious obligations specified by a personally guaranteed loan which is due and a binding transaction agreement, just as his business begins to perform better — in this case due almost entirely to our and our shareholders’ capital,” Ward said.

Concluded Ward: “Further, we have contacted Nasdaq Market Intelligence and are in the process of filing a suspicious trading report, given the large and otherwise unexplained drop in TRNR’s stock price today, prior to Sportstech’s surprising and misleading statement at the end of the day. As a private German company, they have no need to update the U.S. stock market, and they were the only ones who had advance knowledge of the decision to issue this news.”

Factual Timeline on the Sportstech Transaction and Working Capital Loan

TRNR has entered into multiple binding agreements during the Sportstech acquisition process, all of which have been publicly filed with the U.S. Securities and Exchange Commission. As a summary, TRNR provided what it described as an “accurate and verifiable” transaction timeline:

  • A Letter of Intent was signed in December 2024 outlining the key transaction terms.
  • Beginning in January 2025, TRNR provided Sportstech with a loan for working-capital financing to support its operations.
  • As a result of this initial funding, the parties signed a Binding Transaction Agreement in February 2025.
  • The complete transaction documents that TRNR remains prepared to execute to close the acquisition contain the same economic terms as the binding agreement signed in February 2025.
  • As of November 2025, all required diligence items and customary closing conditions under the merger agreement were satisfied.
  • Interactive Strength remains prepared to close the transaction on the same terms agreed earlier in the year.
  • The loan for working capital financing reached $5.0 million by July, and the funding materially improved Sportstech’s operating performance during 2025, as previously disclosed.
  • Under the terms of the loan agreement, the repayment date is December 30, 2025, and the total amount due to TRNR is approximately $6.6 million, which is nearly twice TRNR’s market cap.
  • Through late December 2025, senior executives of TRNR and Sportstech remained in direct, ongoing communication, including over six substantive written exchanges, focused on finalizing the transaction and resolving payment of the outstanding loan in accordance with its terms.

For its part, Sportstech said it had “a very strong business year in 2025” and expects further significant operational and financial improvement in 2026. “This positive business development sustainably strengthens the company’s financial base and creates mid-term flexibility to realize a later market entry into the U.S. market,” the company concluded.

It now appears that business improvement may have been supported by the loan from Interactive Strength, Inc.

This should be a very interesting story in 2026.

Image courtesy Wattbike/Interactive Strength, Inc.