- FF Global Partners LLC, the founding shareholder and a partnership of key Faraday Future management team members, helps Faraday Future secure $135 million in financing capital commitments, meeting the expected funding requirements of the Ultimate Intelligent TechLuxury FF 91 Futurist Start of Production ("SOP")
LOS ANGELES, Feb. 6, 2023 /PRNewswire/ -- FF Global Partners LLC ("FFGP"), the founding shareholder and a partnership of key Faraday Future ("FF", "FFIE", "the Company") executives, today announced that on February 3, 2023, with the support of FFGP, FFIE has raised $135 million in funding (including $10 Million previously funded by an investor as an advanced payment), as well as an important modification to a major provision in the terms of the warrants in the original FF secured financing agreements. This round of financing, which remains subject to certain conditions, including for a portion of such financing, the receipt of Company stockholder approval and an effective registration statement for the shares underlying the applicable notes, came from both FFIE's current investors and new investors facilitated by FFGP, providing the sufficient funds for the SOP of the Ultimate Intelligent TechLuxury FF 91 Futurist by March 2023.
Separately, the Company plans to hold a special stockholders meeting on February 28, 2023, to consider a proposal to increase the authorized shares of Faraday Future Class A common stock. If approved by Faraday Future stockholders, this proposal will clear the path for FF 91 Futurist SOP and other Company strategic goals.
To meet the capital needs of ramping up the production capacity of the FF 91 Futurist, FFGP has agreed to vote all shares it beneficially owns in support of the upcoming FFIE special shareholder meeting proposals.
More importantly, the successful completion of the financing was based on the modification of a major provision in the terms of the warrants in the original financing agreements. Those warrants had a full ratchet anti-dilution provision that allowed them to receive the right to purchase additional shares in connection with financing when the Company's stock price drops. With the help of FFGP, the relevant clause has been removed from the warrants, helping the Company and all shareholders to successfully avoid the issuance of hundreds of millions of shares which might cause additional dilution.
Over the past year, FFGP has worked to successfully attract and identify investors to help stabilize the Company's position, at significant expense to its own economic and other rights, and has focused on the best interests of shareholders and the future of the Company.
FFGP believes their continued contribution to the Company, as majority shareholder consisting of the founding and key management team members, will allow the Company to continue to build on its recent positive developments, such as the reorganization of the Board, the crucial financing obtained with the assistance of FFGP, and the progress made in developing the Company's business in both the US and China. These improvements have led to what FFGP believes is a positive development trajectory for FF's various businesses and resolved the governance issues that have plagued FFIE since its listing. FFGP and its partners, including current and former core executives of the Company, have the proven commitments and key knowledge necessary to provide the crucial support and guidance to the Company, helping them achieve their short, medium and long-term goals and ensure success.
FF Global Partners is a group of core members of FF from various professional fields such as AI, internet, IT, and the automotive industry who share the same vision and values and are also referred to as a "Futurist Alliance." Our governance structure is modeled after the Alibaba Partnership, where all partners share in entrepreneurship, ownership, risks, governance, and decision-making for FF. This approach has been a proven industry best practice and has given FF a unique competitive advantage, particularly in company culture, governance structure, and talent system. All partners represent the best interests of the company.
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. This communication is not a solicitation of proxies in connection with any matter to be voted upon by stockholders.
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", "potential" 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 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 control of FF Top, 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 the Company's ability to satisfy the conditions precedent and close on the various financings referred to in this press release, the failure of any which could result in the Company seeking protection under the Bankruptcy Code; the failure of the conditions to the full implementation of FF Top's governance agreement with the Company to be satisfied and other factors. The foregoing list of factors is not exhaustive. 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 FF Top 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.
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Source: FF Top Holding LLC
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