TLDR
- Faraday Future signed a $45 million financing deal with a US institutional investor, with the full amount received on signing day.
- The deal splits into two notes: $15 million directly to the company and $30 million in a controlled account.
- Proceeds will fund its AI robotics business and phased delivery of the FX Super One vehicle.
- The company called it its most favorable financing deal in recent years from a dilution standpoint.
- FF is proposing a 45% increase in authorized shares and a potential reverse stock split at its upcoming annual meeting.
Faraday Future Intelligent Electric (FFAI) has closed a $45 million financing agreement with a US institutional investor. The full amount landed on the same day the deal was signed.
Faraday Future Intelligent Electric Inc., FFAI
The financing is split into two notes. The first is a $15 million note funded directly to the company, carrying a 9% annual interest rate and an original discount of $750,000. The second is a $30 million note deposited into a controlled account, secured by the cash held there.
The first note includes a default interest rate of up to 18% and a monitoring fee if the note remains outstanding past 180 days.
Redemptions can begin six months after closing and run through the 24-month mark. The investor can choose cash or common stock when redeeming, with the conversion price set at the lower of the prior day’s closing price or the five-day VWAP before conversion.
Under the first note, up to 5% of the daily trading volume can be redeemed — but only on days when FFAI’s Class A stock trades at least 15% above the Nasdaq minimum price.
Dilution Controls Built In
The notes carry an issuance cap that prevents FF from issuing stock exceeding 19.99% of its outstanding Class A shares without stockholder approval. Founder YT Jia noted the company would need to reserve roughly 120 million shares, but stressed those shares would not be issued or sold during the first six months.
Jia added that if the stock climbs back above $1.50, the investor would receive around 30 million shares upon conversion — well below the reserved amount — leaving the rest untouched.
FF described the deal as its lowest-cost financing in recent years from a dilution perspective. Univest Securities served as exclusive placement agent.
The company said this financing largely covers the capital needed to hit the first-phase goals of its AI robotics business. It also plans to use the funds for the phased delivery of the FX Super One vehicle.
Annual Meeting Proposals
FF also laid out three proposals ahead of its 2026 annual stockholders’ meeting.
The company is proposing a 45% increase in authorized shares — about 140 million additional shares. Roughly 120 million of those would be reserved for the financing deal, with the rest earmarked for future financing and equity incentives.
A reverse stock split is also on the table, though Jia was clear it’s a last resort for Nasdaq compliance, not a proactive move.
On governance, the board has been reconstituted. Jerry Wang and Lucky Jiang have both been appointed as executive directors. Management restructuring is also underway and will be publicly disclosed once the board approves it.
California State Treasurer Fiona Ma attended the unveiling of FF’s Embodied AI Robotics Education and Innovation Lab, which the company called a milestone in building the first large-scale AI education ecosystem in the US.
On April 25, FF is hosting an EAI Developer Ecosystem Forum and open-source platform launch in the San Francisco Bay Area.
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