Key Highlights
- Faraday Future completed a $45 million financing agreement with a US institutional investor, receiving full payment on the signing date.
- The financing structure includes two separate notes: $15 million transferred directly to company coffers and $30 million held in a controlled account.
- Capital will support the company’s AI robotics initiatives and enable staged deployment of the FX Super One vehicle.
- Management characterized the agreement as the most advantageous financing arrangement from a share dilution perspective in recent company history.
- Faraday Future plans to seek stockholder approval for a 45% expansion of authorized shares and consider a reverse stock split at the upcoming annual meeting.
Faraday Future Intelligent Electric (FFAI) has finalized a $45 million capital agreement with a United States-based institutional investor. The company received the complete funding amount immediately upon executing the agreement.
Faraday Future Intelligent Electric Inc., FFAI
The financing package consists of two distinct promissory notes. A $15 million note provides immediate capital to the company, featuring a 9% annual interest rate with an original issue discount of $750,000. A separate $30 million note has been placed in a controlled account, with the deposited cash serving as collateral.
The primary note incorporates provisions for default interest reaching up to 18% annually, along with monitoring fees that activate if the note remains unpaid beyond the 180-day threshold.
Redemption windows open six months following the closing date and extend through month 24. The investor holds the option to receive either cash or common stock during redemption, with conversion pricing determined by the lower value between the previous day’s closing price or the five-day volume-weighted average price preceding conversion.
The initial note permits redemptions of up to 5% of daily trading volume, though only on trading days when FFAI’s Class A shares trade at minimum 15% above the Nasdaq price floor.
Share Dilution Safeguards Implemented
Both notes feature an issuance limitation preventing FF from distributing stock exceeding 19.99% of outstanding Class A shares without obtaining stockholder consent. Company founder YT Jia indicated that approximately 120 million shares would require reservation, while emphasizing that these shares would remain unissued and unsold throughout the initial six-month period.
Jia further explained that should the stock price recover above $1.50, the investor would receive approximately 30 million shares through conversion — substantially fewer than the reserved allocation — preserving the remainder.
FF characterized the arrangement as delivering the lowest dilution cost among financing transactions completed in recent years. Univest Securities acted as the exclusive placement agent for the transaction.
According to company statements, this capital injection substantially addresses funding requirements to achieve initial-phase objectives within its AI robotics division. The company intends to allocate funds toward the progressive delivery schedule of the FX Super One vehicle.
Stockholder Meeting Agenda Items
FF has outlined three proposals for consideration at its 2026 annual stockholders’ meeting.
The company seeks authorization to expand its share count by 45% — approximately 140 million additional shares. Around 120 million of this allocation would support the current financing agreement, while remaining shares would serve future capital raises and employee equity compensation programs.
A reverse stock split proposal has been included in the agenda, though Jia clarified this measure serves as a contingency option for maintaining Nasdaq listing requirements rather than a preferred strategic action.
Regarding corporate governance, the board composition has undergone restructuring. Jerry Wang and Lucky Jiang have received appointments as executive directors. Management reorganization continues in progress and will receive public announcement following board ratification.
California State Treasurer Fiona Ma participated in the ceremonial opening of FF’s Embodied AI Robotics Education and Innovation Lab, which the company positioned as a foundational step toward establishing the nation’s first comprehensive large-scale AI education infrastructure.
Faraday Future will convene an EAI Developer Ecosystem Forum and launch its open-source platform on April 25 in the San Francisco Bay Area.
