FF Top, A Major Stockholder of Faraday Future, Reached an Agreement Regarding Governance Restructuring with Faraday Future and Facilitated up to $100 Million New Financing

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Sep 26, 2022, 09:37 ET

FF Top and Faraday Future have reached an agreement regarding their governance dispute including the resignation of Ms. Sue Swenson and Mr. Brian Krolicki
Ms. Sue Swenson will step down from her role as Executive Chairperson upon the Company receiving $13.5 million in net financing proceeds, of which $7.5 million was funded as of September 23, 2022
Ms. Sue Swenson along with Mr. Brian Krolicki, will step down from the Board upon the Company obtaining $85 million in incremental financing commitments and $35 million in net proceeds. As of September 23, 2022, the Company had received $25 million in commitments towards satisfaction of the above conditions, none of which has been funded as of such date.
FFIE Board size increases from Nine to Ten. Mr. Adam He, a senior executive with extensive public company experience, has been appointed as a new independent board member and a member of the Audit Committee and the Nominating and Corporate Governance Committee of the Board.

LOS ANGELES, Sept. 26, 2022 /PRNewswire/ -- On September 23, 2022, FF Top Holding LLC ("FF Top"), a Major Stockholder of Faraday Future ("FF", "FFIE", "the Company") and the Company reached a governance restructuring agreement including the resignation of Executive Chairperson Sue Swenson and Director Brian Krolicki, upon the satisfaction of certain conditions.

Adam He, who has proven experience in public companies, has additionally been appointed to the FFIE board as a new independent board member and been appointed to the Audit Committee and the Nominating and Corporate Governance Committee of the Board in connection with the governance restructuring. Adam He is an experienced CFO with a diverse senior management background in IPO, mergers, audits, is a CPA in China and New York, and holds a bachelor's degree and Master of Science in Taxation from the Central University of Finance and Economics in Beijing and a Master of Science in accounting from Seton Hall University in New Jersey.

The governance restructuring agreement also provides for a collaborative process for the nomination of a new board of directors at FFIE's 2022 annual meeting, consisting of Global CEO Carsten Breitfeld, three nominees selected by FF Top, and three nominees to be chosen by a selection committee from a list curated by a nationally recognized recruiting firm.

Additionally, FF Top will withdraw its lawsuit against FFIE, Ms. Sue Swenson and Mr. Brian Krolicki without prejudice no later than September 27, 2022.

Since its listing one year ago, FFIE has encountered operational difficulties in connection with governance issues. FF Top believes this governance restructuring will help FFIE to get through its recent difficulties, obtain large-scale financing and complete product delivery.

As the largest stockholder of FFIE with more than 35% voting rights, FF Top welcomes the FFIE's board of directors' decision to support the governance restructuring. We hope that the governance restructuring will help to form a genuinely qualified FFIE board that is responsive to the interests of all shareholders, focused on the mass production and delivery of the FF 91 Futurist, and committed to its shareholders, investors, users, and global employees.

FF Top is also pleased that Senyun (a Hong Kong equity fund affiliated with Daguan International Ltd," Daguan"), an investor introduced to the Company by FF Top, has entered into an agreement with FFIE for the potential provision of up to an additional $60 million of funding to FFIE, subject among other things to the satisfactory completion of due diligence by the Company. This follows FFIE's recent receipt of new and accelerated commitments from ATW up to 40 million, which FF Top supported with a voting agreement. FF Top looks forward to continuing to assist the Company with its financing efforts.

FF Top is a company whose majority is indirectly held by FF Global Partners LLC ("FF Global Partners "). Led and founded by FF Founder and CPUO YT Jia, FF Global Partners are part of the FF Company Futurist Alliance, with a shared vision and values - comprised of 25 partners and pre-partners who are former and current key employees of FFIE, and the Partners Executive Committee makes the top-level decisions. With the ultimate goal of realizing the shared dream and shared mission, all partners and pre-partners share entrepreneurship, share ownership, share returns, share risks, and share governance. This partnership model brings unique and unprecedented competitive advantages to FF's company culture, governance structure and talent system and lays a solid foundation for the success of FF.

In the past few years, YT Jia and FF Global Partners have rescued the Company many times and have been committed to maximizing the interests of all shareholders and investors and delivering the Ultimate Intelligent Tech Luxury FF 91 Futurist to users.

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", "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