北京时间2023年9月27日（美国加州9月27日）——总部位于美国加州的全球共享智能电动出行生态公司Faraday Future Intelligent Electric Inc.（纳斯达克代码：FFIE）（以下简称“Faraday Future”、“FF”或“公司”）今日宣布，公司已签订ATM股权发行销售协议（“协议”），根据该协议，公司可不时发行和通过承销代理销售总价值不超过9千万美元的A类普通股（“股份”）。
股份销售（如有）将按照或与届时市场价格相关，因此价格可能有所不同。ATM计划下的股份销售数量和时间将由公司自行决定，所得将用于补充一般运营资金和公司用途，如产品和技术开发投资、建立全球销售和服务网络、提高产量、偿还或回购未偿债务、资本支出、潜在的合资企业、收购和其他商业机会和目的等（如有）。
Stifel和B. Riley Securities担任主承销代理，A.G.P./Alliance Global Partners，Wedbush Securities和Maxim Group LLC担任额外承销代理（统称为“代理”）。
根据本协议，代理可以通过视为根据《经修订的1933年证券法》第415规则所定义的“ATM”(“at-the-market”)发行的方式销售股份，包括直接在纳斯达克股票市场（现股票交易市场）或通过纳斯达克股票市场进行的销售，向做市商或通过做市商（交易所除外）进行的销售，以销售时的市场价格或与之相关价格进行的协商交易，和/或法律允许的包括私下协商交易在内的任何其他方法。
股份将根据公司向美国证券交易委员会（“SEC”）提交的现有有效货架注册声明（包括招股说明书）发售。与本次发行相关的招股说明书补充文件已提交给SEC。任何要约、邀请或出售将仅通过招股说明书补充文件和随附的招股说明书进行。当前和潜在投资者应阅读注册声明中的招股说明书、与ATM计划相关的招股说明书补充文件以及公司已向SEC提交的其他文件，以获取有关公司和ATM计划的更完整信息。
与这些证券有关的招股说明书补充文件和随附招股说明书的副本可通过以下方式获得：
Stifel，Nicolaus & Company，Incorporated，收件人：Syndicate，One Montgomery Street， Suite 3700，San Francisco，California 94104，电话：（415）364-2720；或发送电子邮件至syndprospectus@stifel.com；
B. Riley Securities，收件人：招股说明书部，1300 North 17th Street，Suite 1300，Arlington，Virginia 22209，电话：（703）312-9580，或发送电子邮件至 prospectuses@brileyfin.com；
A.G.P./Alliance Global Partners，590 Madison Avenue， 28th Floor，New York，NY 10022，电话：（212）624-2060，或发送电子邮件至 prospectus@allianceg.com;
Wedbush Securities Inc.，收件人：股权资本市场，600 Montgomery Street 29th Floor，San Francisco，California 94111，或致电（213）688-8000；或
Maxim Group LLC， 300 Park Avenue，16th Floor，New York，NY 10022，电话：（212）895-3500，或发送电子邮件至syndicate@maximgrp.com。
本新闻稿不构成出售要约或购买要约邀请，也不得在任何州或司法管辖区出售公司A类普通股（当根据任何州或司法管辖区的证券法进行注册或获得资格之前，在该州或司法管辖区进行此类要约、邀请或出售是不合法的）
FARADAY FUTURE ANNOUNCES “AT-THE-MARKET” EQUITY OFFERING PROGRAM
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LOS ANGELES--(BUSINESS WIRE)--Sep. 27, 2023-- Faraday Future Intelligent Electric Inc. (NASDAQ: FFIE) (“Faraday Future”, “FF” or “Company”), a California-based global shared intelligent electric mobility ecosystem company, announced today that it has entered into an At-the-Market (“ATM”) equity offering sales agreement (the “Agreement”) under which the Company may, from time to time, offer and sell shares of its Class A common stock (the “Shares”) having an aggregate value of up to $90.0 million, through the sales agents.
Sales of Shares, if any, will be made at or related to then prevailing market prices and, as a result, prices may vary. The volume and timing of sales under the ATM program will be determined at the Company’s discretion. The Company expects to use any proceeds from the ATM program for general working capital and corporate purposes, which may include investment in product and technology development, establishment of global sales and service networks, ramp-up of production, repayment or repurchase of outstanding debt, capital expenditures, potential joint ventures, acquisitions and other business opportunities and purposes.
Stifel and B. Riley Securities are serving as lead sales agents, and A.G.P./Alliance Global Partners, Wedbush Securities and Maxim Group LLC are serving as additional sales agents (collectively, the “Agents”).
Under the Agreement, the Agents may sell the Shares by methods deemed to be an “at-the-market” offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including sales made directly on or through the Nasdaq Stock Market, the existing trading market for the Shares, sales made to or through a market maker other than on an exchange or otherwise, in negotiated transactions at market prices prevailing at the time of sale or at prices related to such prevailing market prices, and/or any other method permitted by law, including in privately negotiated transactions.
The Shares will be offered under the Company’s existing effective shelf registration statement (including a prospectus) filed with the Securities and Exchange Commission (“SEC”). A prospectus supplement related to the offering has been filed with the SEC. Any offer, solicitation or sale will be made only by means of the prospectus supplement and the accompanying prospectus. Current and potential investors should read the prospectus in the registration statement, and the prospectus supplement relating to the ATM program and other documents the Company has filed with the SEC for more complete information about the Company and the ATM program.
A copy of the prospectus supplement and accompanying prospectus relating to these securities may be obtained by contacting: Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, California 94104, by telephone at (415) 364-2720, or by email at syndprospectus@stifel.com; B. Riley Securities, Attention: Prospectus Department, 1300 North 17th Street, Suite 1300, Arlington, Virginia 22209, by telephone at (703) 312-9580, or by email at prospectuses@brileyfin.com; A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, by telephone at (212) 624-2060, or by email at prospectus@allianceg.com; Wedbush Securities Inc., Attention: Equity Capital Markets, 600 Montgomery Street 29th Floor, San Francisco, California 94111, or by telephone at (213) 688-8000; or Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, by telephone at (212) 895-3500, or by email at syndicate@maximgrp.com.
This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor may there be any sale of the Company’s Class A common stock in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any state or jurisdiction.
ABOUT FARADAY FUTURE
FF is the pioneer of the Ultimate Intelligent TechLuxury ultra spire market in the intelligent EV era, and a disruptor of the traditional ultra-luxury car industry. FF is not just an EV company, but also a software-driven company of intelligent internet AI product.
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 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, among others: the Company’s ability to continue as a going concern and improve its liquidity and financial position; the Company’s ability to successfully consummate offerings of its Class A common stock through the ATM program; 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 Company’s ability to satisfy the conditions precedent and close on the various financings described elsewhere by the Company; the result of future financing efforts, the failure of any of which could result in the Company seeking protection under the Bankruptcy Code; general economic and market conditions impacting demand for the Company’s products; potential 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 employees, any adverse developments in existing legal proceedings or the initiation of new legal proceedings, and volatility of the Company’s stock price. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on August 21, 2023, 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.
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