Notice of Annual Meeting of FF Stockholders to be held on April 14, 2023
Ms. Li Han, an experienced business advisor and legal counsel, was appointed to the Board on March 13th, 2023. Ms. Han currently serves as General Counsel of Mirana Corp. and was previously General Counsel of Shanda Group
Matthias Aydt has stepped down from the Board to focus on the upcoming launch of the FF 91 Futurist in his current role as Global SVP of Product Execution
LOS ANGELESFaraday Future Intelligent Electric Inc. (Nasdaq: FFIE) ("Faraday Future", “FF” or "Company"), a California-based global shared intelligent electric mobility ecosystem company, today announced that its 2023 Annual Meeting of Stockholders will be held online (virtually) on April 14, 2023 at 9:00 a.m. PT. The Company also announced changes to the composition of its Board of Directors. Matthias Aydt stepped down as a member of the Board and the Board appointed Li Han to replace Mr. Aydt effective March 13, 2023. Mr. Aydt remains at FF in his current role as Global SVP of Product Execution, focusing his full time and attention on the upcoming launch of the FF 91 Futurist. The Company thanks Mr. Aydt for his valuable service as a member of the Board and his continued dedication to the Company.
Since January 2022, Ms. Li Han has served as General Counsel of Mirana Corp., a global investment firm that focuses on Web3 technologies. Li Han is a seasoned business advisor and hands-on lawyer with experience leading billion-dollar M&A and capital-raising transactions, venture, private equity and fund investments, as well as supervising public company disclosure, governance, and corporate compliance programs across multiple jurisdictions. She was a former Partner in the Hong Kong office of O'Melveny & Myers and former General Counsel of Shanda Group. She also worked as an attorney with Sullivan & Cromwell LLP and Davis Polk & Wardwell LLP among other roles. She received her Juris Doctor degree from Columbia University, M.A. from Peking University and B.A. from Fudan University. Please see the Company’s 8-K filed today for additional information about Ms. Han’s background.
“We are excited to have the extensive commercial and legal background in transactions and corporate governance for a public company that Ms. Han brings to our Board,” said Xuefeng Chen, Global CEO of Faraday Future. “We will look to her expertise, along with the rest of the FF Board, to fully support our upcoming SOP and SOD dates, as well as the future development of the company and maximize the interests of stakeholders as the Company continues to grow its business. We thank Mr. Aydt’s contribution to the Board and look forward to having his leadership for FF91 milestones.”
The Annual Meeting of Stockholders for FF will be held for the following purposes:
To elect seven directors named in the accompanying Proxy Statement to hold office until the 2024 annual meeting of stockholders.
To ratify the selection of Mazars US LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023.
To consider such other business as may properly come before the Annual Meeting.
These items of business are more fully described in the Proxy Statement that the Company filed with the Securities and Exchange Commission on March 17, 2023.
The live audio webcast will begin promptly at 9:00 a.m. Pacific Time on April 14, 2023, with online access beginning at 8:45 a.m. Pacific Time. If you plan to attend the Annual Meeting, please refer to the attendance and registration information in the Proxy Statement.
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 civilization. FF is not just an EV company, but also a software-driven company of intelligent internet AI product.
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” 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, which include, among other things, statements regarding the anticipated start of production (SOP) and delivery timing for our FF 91 Futurist vehicle, additional funding and timing for receipt thereof, 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 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 whether the Amended Shareholder Agreement between the Company and FF Top, dated as of January 13, 2023, complies with the listing requirements of The Nasdaq Stock Market LLC, the market performance of the shares of the Company’s common stock; the Company’s ability to regain compliance with, and thereafter continue to comply with, the Nasdaq listing requirements; the Company’s ability to satisfy the conditions precedent and close on the various financings previously disclosed by the Company and any future financings, the failure of any of which could result in the Company seeking protection under the Bankruptcy Code; the Company’s ability to amend its certificate of incorporation to permit sufficient authorized shares to be issued in connection with the Company’s existing and contemplated financings; whether the Company and the City of Huanggang could agree on definitive documents to effectuate the non-binding Cooperation Framework Agreement; the Company’s ability to remain in compliance with its public filing requirements under the Securities Exchange Act of 1934, as amended; the outcome of the SEC investigation relating to the matters that were the subject of the Special Committee investigation and other litigation involving the Company; 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 result of future financing efforts and general economic and market conditions impacting demand for the Company’s products; recent 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 directors and employees. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s registration statement on Form S-1 filed on February 13, 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.
In connection with the special and annual stockholder’s meetings, the Company has filed with the SEC definitive proxy statements on Schedule 14A with respect to the proposals therein (as amended and supplemented, the “Proxy Statements”). Faraday Future commenced mailing of the Proxy Statements to its stockholders on March 3, 2023 and March 17, 2023, respectively. This press release is not a substitute for the Proxy Statements or any other document which the Company may file with the SEC. INVESTORS AND FARADAY FUTURE’S STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENTS IN THEIR ENTIRETY AND ANY OTHER DOCUMENTS FILED BY THE COMPANY WITH THE SEC IN CONNECTION WITH THE PROXY STATEMENTS OR INCORPORATED BY REFERENCE THEREIN BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSALS IN THE PROXY STATEMENTS. Investors and stockholders may obtain free copies of the Proxy Statements and other documents containing important information about Faraday Future that are filed or will be filed with the SEC by Faraday Future from the SEC’s website at www.sec.gov. Faraday Future makes available free of charge at www.ff.com (in the “Financials and Filings” section), copies of materials it files with, or furnish to, the SEC.
PARTICIPANTS IN SOLICITATION
Faraday Future and its respective directors and executive officers and certain Company investors and their representatives may be deemed participants in the solicitation of proxies of the Company’s stockholders in respect of the proposals in the Proxy Statements. Information about the directors and executive officers of Faraday Future, such investors and their representatives and their ownership is set forth in the Company’s filings with the SEC, including the Proxy Statements. These documents can be obtained free of charge from the sources specified above.