TruGolf Clarifies Nasdaq Compliance Plan and Provides Context to Equity Line of Credit

Salt Lake City, Utah, May 27, 2025 (GLOBE NEWSWIRE) -- TruGolf Holdings, Inc. (NASDAQ:TRUG), a leading golf technology company, has clarified its plan to regain compliance with Nasdaq listing rules in response to shareholder inquiries. On August 19, 2024, TruGolf Holdings, Inc. received a written notification from the Listing Qualifications Department (the "Staff") of the Nasdaq Stock Market ("Nasdaq") notifying the Company that, the Company's stockholders' equity was ($10,508,104), and therefore, the Company was not in compliance with Nasdaq's Listing Rule 5450(b)(1)(A), which requires a $10,000,000 minimum stockholders' equity standard (the "Equity Rule"). On May 15, 2025, the Company presented a plan to the Nasdaq Hearings panel on how it plans to regain compliance with Nasdaq's listing rules and requested an extension to execute on the plan. To date the Hearings panel has not rendered a determination. There can be no assurance that it will provide an extension or move to delist. The key provisions of the plan were:

• The Company converted approximately ⅔'s of the accrued dividends payable owed to the company's founders to common stock.
• The PIPE note holders agreed to exchange their outstanding notes and associated warrants for new preferred shares and warrants. All unissued notes would be canceled.
• The Company has entered into an Equity Line of Credit for $20 million that could provide liquidity without reducing shareholder equity if additional funds to operate the business are required.
• A reverse split would be approved by the Board, subject to shareholder authorization, if necessary to regain compliance with Nasdaq minimum pricing rules.

Chris Jones, CEO of TruGolf, had this to say about the plan. "The Company will be holding a special meeting of shareholders on May 30th to vote on actions relating to this plan. However, since disclosure of all details of the plan, the Company has received multiple inquiries requesting clarification of the purpose of the Equity Line of Credit that was entered into as part of the plan." As reported in the Company's first quarter Form 10-Q on May 15th. "TruGolf has a strong cash position of greater than $10 million which is more than adequate to satisfy its current operating needs. The line was put in place in the event that a special situation or opportunity may arise in the future so the Company could avoid debt when financing its actions." 



About TruGolf Holdings

TruGolf is a golf technology company, committed to making golf, easy. From innovative uses for AI to build content and enhance its image and spatial analysis, to gamified golf improvement plans, TruGolf is an industry leader in the growing technological revolution in the sport of golf. Since its founding, TruGolf has redefined what is possible in golf through technology. TruGolf's suite of Hardware, Software, and Web Products make it easier to Play, Improve, and Enjoy the game of golf.

Forward-Looking Statements

Some of the statements in this release are forward-looking statements, which involve risks and uncertainties. Forward-looking statements include, without limitation, whether the Company's compliance plan will be accepted by Nasdaq and the Company's expected future cash needs. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking statements. The Company has attempted to identify forward-looking statements by terminology including ''believes,'' ''estimates,'' ''anticipates,'' ''expects,'' ''plans,'' ''projects,'' ''intends,'' ''potential,'' ''may,'' ''could,'' ''might,'' ''will,'' ''should,'' ''approximately'' or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors. Any forward-looking statements contained in this release speak only as of its date. The Company undertakes no obligation to update any forward-looking statements contained in this release to reflect events or circumstances occurring after its date or to reflect the occurrence of unanticipated events. More detailed information about the risks and uncertainties affecting the Company is contained under the heading "Risk Factors" in the Company's Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, which are available on the SEC's website, www.sec.gov.

For more information about our products and upcoming innovations, please visit TruGolf.com.

Media Contacts:

TruGolf: Michael Bacal: Phone: 917-886-9071; [email protected] Web: TruGolf.com LinkedIn: @TruGolf