Faraday Future Intelligent Electric Inc. (NASDAQ: FFIE)
("Faraday Future", “FF” or "Company"), a California-based global
shared intelligent electric mobility ecosystem company, today
announced a series of definitive agreements for financing, as well
as an important modification to a major provision in the terms of
the warrants in the original FF secured financing agreements. Once
consummated on the contemplated timeline, the Company is expected
to have raised all the necessary funds for the start of production
(“SOP”) of the FF 91 Futurist. In parallel, the Company has set the
date for a special stockholders meeting which is scheduled to take
place on February 28th, 2023.
The Company announced the execution of definitive agreements for
financing commitments of $135.0 million in convertible secured
notes, of which $80.0 million will be funded within 10 business
days (including $10.0 million previously funded by Senyun
International Ltd. as an advanced payment) subject to the
satisfaction or waiver of certain conditions. The remaining amount
will be funded within 5 business days after the satisfaction or
waiver of certain conditions, including for a portion of such
financing receipt of Company stockholder approval and an effective
registration statement for the shares underlying the applicable
notes. Affiliates of ATW Partners and Acuitas Capital, among
others, participated in the transaction. Detailed terms can be
found in our Current Report on Form 8-K to be filed with the
SEC.
This round of financing, together with the $33.4 million ($30.6
million net of original discount and transaction costs and
including $10.0 million previously funded by Senyun International
Ltd. as an advanced payment) that has been received by the Company
since the FF Global Investor Business Update on December 15th,
2022, means the Company has received sufficient financing
commitments for the funds required for SOP of the FF 91 Futurist
assuming timely receipt of funds. As previously stated, the Company
expects to start production of a saleable FF 91 Futurist at the end
of March 2023, coming off the assembly line in early April, with
deliveries before the end of April assuming receipt of investor
funds on the Company’s expected timeline.
Separately, the Company plans to hold a special stockholders
meeting on February 28th, 2023, to consider a proposal to increase
the authorized shares of Faraday Future Class A common stock. This
proposal, if approved by Faraday Future stockholders, will clear
the path for additional future financing to best support FF 91
Futurist deliveries and the Company’s other strategic goals. As a
major stockholder of the Company, FF Top Holdings LLC, a subsidiary
of FF Global Partners LLC (“FFGP”), agreed to vote all shares it
beneficially owns to support such proposal in the upcoming special
stockholders meeting. The Company also recommends that all Faraday
Future stockholders as of January 31st, 2023 vote in favor of, and
solicit proxies in favor of, such proposal. Faraday Future
stockholder approval is a condition to complete a portion of the
abovementioned funding amount, and a pivotal path for providing
support to the Company in achieving its long-term goals. Additional
information about the special stockholders meeting can be found in
our definitive proxy statement on Schedule 14A previously filed
with the SEC.
The financing agreements also include an important modification
to a major provision in the terms of the warrants in the original
FF secured financing agreements. In such warrants, there was a full
ratchet anti-dilution provision that allowed investors to receive
the right to purchase additional shares at a price equal to the
lowest price in which shares were issued after the issuance of such
warrants. The relevant clause has been removed from the warrants
under the financing agreements, helping FF stockholders
successfully avoid a potential future dilutive issuance of up to
hundreds of millions of shares. The Company has also agreed to
issue $41.0 million of convertible secured notes to its existing
secured notes investors in exchange for the cancellation of a
majority of their previously outstanding warrants on terms
described in more detail in our Current Report on Form 8-K to be
filed with the SEC.
The Company appreciates the trust shown by its investors. This
round of financing provides the Company with confidence to achieve
its key short-term strategic goal of SOP and deliver the FF 91
Futurist to the most avant-garde users at the top of the pyramid
with high-quality and high product power. At the same time, the
Company would like to express its deep gratitude to the loyal and
recurring investors for their continued support, especially FFGP
for its determined efforts in connection with the financing and
warrant settlement.
“Securing $135.0 million in funding commitments is critical and
imperative for Faraday Future’s sprint to FF 91 Futurist's SOP. The
availability of these additional funding commitments provides
confidence that FF can reach the SOP milestone in March 2023. We
will deliver the FF 91 Futurist with high quality and high product
power as soon as possible after receipt of the funds contemplated
by these financings," said Xuefeng (XF) Chen, Global CEO of Faraday
Future.
The Company is also grateful to FF’s global suppliers for their
deep insight and persistent belief in FF's disruptive product at
the top of the pyramid, the Ultimate Intelligent TechLuxury brand
positioning, revolutionary advanced technology, and the Company's
long-term value. The tolerance and determination of FF’s global
suppliers are at the cornerstone of its goal to subvert the
traditional auto industry and build a future mobility
ecosystem.
On February 3rd, 2023, the trading price of FFIE stock closed
above $1.00 per share, which is an increase of more than 300% from
its lowest stock price in the past 40 trading days. The Company
thanks FF’s stockholders, both retail investors and institutional
investors, for their high level of trust and support of the
Company's new top-level governance structure, new board of
directors, and new management. This is the fundamental groundwork
for unlocking FF's value.
"I am glad to see that Faraday Future has obtained commitments
for this key round of financing with the cooperation and support of
FFGP. At the same time, FFGP also assisted Faraday Future in
solving the crucial warrant issue and helping ensure the
maximization of interests of all stakeholders with the timely SOP
of the FF 91 Futurist," said a spokesperson from FFGP.
Faraday Future has made further progress with testing and
validation of the FF 91 Futurist through the Product and Technology
Generation 2.0 program (PT Gen 2.0) in recent months. The
generational upgrade from PT Gen 1.0 to PT Gen 2.0 consists of
significant upgrades of systems and core components from both the
vehicle, and I.A.I area – the advanced core, which stands for
Internet, Autonomous Driving, and Intelligence. PT Gen 2.0 was
achieved through upgrades of 26 major system and components. With
13 key upgrades throughout powertrain, battery, charging, chassis,
interior from EV areas, as well 13 key upgrades from computing,
sensing, communication, user interaction, and significant
performance improvements to the FF 91 Futurist.
With this latest round of financing, Faraday Future is now
closing in on the 7th milestone, which is the SOP. The Company
recently announced the completion of the 6th milestone, the
completion of construction and equipment installation in vehicle
assembly areas. This marked the sixth of the seven milestones that
FF laid out late in 2021 to mark its manufacturing achievements
towards the start of production of the FF 91 Futurist.
Competing with Ferrari, Maybach, Rolls Royce, and Bentley, as
the only next-gen Ultimate Intelligent TechLuxury EV product, the
FF 91 Futurist puts forward a unique and intelligent EV experience
with extreme technology, an ultimate user experience. The FF 91
Futurist features an industry-leading 1,050 horsepower, an
EPA-certified range of 381 miles, 0-60 mph in 2.27 seconds, a
unique rear intelligent Internet system, and a revolutionary user
experience designed to create a mobile, connected, intelligent, and
luxurious third Internet living space and user mobility ecosystem
platform.
Users can preorder an FF 91 Futurist via the FF Intelligent App
or through our website (English): https://www.ff.com/us/preorder/
or (Chinese): https://www.ff.com/cn/preorder/
Download the new FF Intelligent App (English):
https://apps.apple.com/us/app/id1454187098 or
https://play.google.com/store/apps/details?id=com.faradayfuture.online,
(Chinese): http://appdownload.ff.com
ABOUT FARADAY FUTURE
Faraday Future is a class-defining luxury electric vehicle
company. The Company has pioneered numerous innovations relating to
its products, technology, business model, and user ecosystem since
inception in 2014. Faraday Future aims to perpetually improve the
way people move by creating a forward-thinking mobility ecosystem
that integrates clean energy, AI, the Internet, and new usership
models. Faraday Future’s first flagship product is the FF 91
Futurist.
FOLLOW FARADAY FUTURE:
https://www.ff.com/ http://appdownload.ff.com
https://twitter.com/FaradayFuture
https://www.facebook.com/faradayfuture/
https://www.instagram.com/faradayfuture/
www.linkedin.com/company/faradayfuture
NO OFFER OR SOLICITATION
This communication shall neither constitute an offer to sell or
the solicitation of an offer to buy any securities, nor shall there
be any sale of securities in any jurisdiction in which the offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
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. When used in this
press release, the words “estimates,” “projected,” “expects,”
“anticipates,” “forecasts,” “plans,” “intends,” “believes,”
“seeks,” “may,” “will,” “should,” “future,” “propose” and
variations of these words or similar expressions (or the negative
versions of such words or expressions) are intended to identify
forward-looking statements. These forward-looking statements, which
include, among other things, statements regarding potential timing
for holding a special stockholders meeting and the announcement
thereof, the anticipated SOP and delivery timing for our FF 91
Futurist vehicle, additional funding and timing for receipt thereof
and FF stockholder approval of an authorized share increase and the
timing thereof, are not guarantees of future performance,
conditions or results, and involve a number of known and unknown
risks, uncertainties, assumptions and other important factors, many
of which are outside the Company’s control, that could cause actual
results or outcomes to differ materially from those discussed in
the forward-looking statements. Important factors, among others,
that may affect actual results or outcomes include whether the
Amended Shareholder Agreement between the Company and FF Top, dated
as of January 13, 2023, complies with the listing requirements of
The Nasdaq Stock Market LLC, the market performance of the shares
of the Company’s common stock; the Company’s ability to regain
compliance with, and thereafter continue to comply with, the Nasdaq
listing requirements; the Company’s ability to satisfy the
conditions precedent and close on the various financings disclosed
by the Company and any future financings, the failure of any of
which could result in the Company seeking protection under the
Bankruptcy Code; the Company’s ability to amend its certificate of
incorporation to permit sufficient authorized shares to be issued
in connection with the Company’s existing and contemplated
financings and/or obtain stockholder approval for the issuance of
shares under the Company’s previously announced equity line of
credit with an affiliate of Yorkville Advisors and/or the Tranche C
and D convertible secured notes for purposes of NASDAQ Listing Rule
5635; whether the Company and the City of Huanggang could agree on
definitive documents to effectuate the non-binding Cooperation
Framework Agreement; the Company’s ability to remain in compliance
with its public filing requirements under the Securities Exchange
Act of 1934, as amended; the outcome of the SEC investigation
relating to the matters that were the subject of the Special
Committee investigation and other litigation involving the Company;
the Company’s ability to execute on its plans to develop and market
its vehicles and the timing of these development programs; the
Company’s estimates of the size of the markets for its vehicles and
cost to bring those vehicles to market; the rate and degree of
market acceptance of the Company’s vehicles; the success of other
competing manufacturers; the performance and security of the
Company’s vehicles; potential litigation involving the Company; the
result of future financing efforts and general economic and market
conditions impacting demand for the Company’s products; recent
cost, headcount and salary reduction actions may not be sufficient
or may not achieve their expected results; and the ability of the
Company to attract and retain directors and employees. The
foregoing list of factors is not exhaustive. You should carefully
consider the foregoing factors and the other risks and
uncertainties described in the “Risk Factors” section of the
Company’s registration statement on Form S-1 filed on December 23,
2022, and other documents filed by the Company from time to time
with the SEC. These filings identify and address other important
risks and uncertainties that could cause actual events and results
to differ materially from those contained in the forward-looking
statements. Forward-looking statements speak only as of the date
they are made. Readers are cautioned not to put undue reliance on
forward-looking statements, and the Company does not undertake any
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law.
ADDITIONAL INFORMATION
In connection with the special stockholders meeting, Faraday
Future has filed with the SEC a definitive proxy statement on
Schedule 14A with respect to the proposals therein to increase the
number of the Company’s authorized Class A common shares to 1.69
billion and approve the issuance of shares under the Company’s
previously announced equity line of credit with an affiliate of
Yorkville Advisors for purposes of NASDAQ Listing Rule 5635 (as
amended and supplemented, the “Proxy Statement”). Faraday Future
commenced mailing of the Proxy Statement to its stockholders on
February 3, 2023. This press release is not a substitute for the
Proxy Statement or any other document which the Company may file
with the SEC. INVESTORS AND FARADAY FUTURE’S STOCKHOLDERS ARE URGED
TO READ THE PROXY STATEMENT IN ITS ENTIRETY AND ANY OTHER DOCUMENTS
FILED BY THE COMPANY WITH THE SEC IN CONNECTION WITH THE PROXY
STATEMENT OR INCORPORATED BY REFERENCE THEREIN BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSALS IN THE PROXY
STATEMENT. Investors and stockholders may obtain free copies of the
Proxy Statement and other documents containing important
information about Faraday Future that are filed or will be filed
with the SEC by Faraday Future from the SEC’s website at
www.sec.gov. Faraday Future makes available free of charge at
www.ff.com (in the “Financials and Filings” section), copies of
materials it files with, or furnish to, the SEC.
PARTICIPANTS IN SOLICITATION
Faraday Future and its respective directors and executive
officers and certain Company investors and their representatives
may be deemed participants in the solicitation of proxies of the
Company’s stockholders in respect of the proposals in the Proxy
Statement. Information about the directors and executive officers
of Faraday Future, such investors and their representatives and
their ownership is set forth in the Company’s filings with the SEC,
including the Proxy Statement. These documents can be obtained free
of charge from the sources specified above.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230205005047/en/
Investors (English): ir@faradayfuture.com Investors
(Chinese): cn-ir@faradayfuture.com Media:
john.schilling@ff.com
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