Faraday Future sells robotics to FF EAI Robotics
The buyer's preferred-stock conversion requires stockholder approval, while its 2026 robotics shipment expectation is approximately 2,000 units on a standalone basis.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
Faraday Future Intelligent Electric Inc. (FFAI) completed the sale of its robotics business to FF EAI Robotics Ecosystem Inc. on October 23, 2026. The purchase-price formula is $200 million multiplied by one minus the ratio of shares issuable under outstanding options to fully diluted shares immediately before closing.
The buyer issued seller Smart Technology Holdings Ltd. 1,315,313 common shares and 65,475 non-voting convertible preferred shares, representing 66,790,313 common shares on an as-converted basis at $2.246 per share. Preferred conversion and related voting rights require buyer stockholder approval. The seller parties agreed to an 18-month lock-up, subject to exceptions and prior written consent from the buyer’s special committee.
The sale was a related-party transaction because FFAI controlled the buyer before closing. A revised investor agreement gives FF Global Partners LLC voting proxies for more than 50% of the buyer’s voting power. The buyer expects approximately 2,000 robotics units sold and shipped in full-year 2026 on a standalone basis; its consolidated 2026 results include the business only from the October 23 closing. The investor presentation cites substantial doubt about FFAI’s ability to continue as a going concern.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- None.
Negative
- Major pointGoing-concern doubt is cited for FFAI in the investor presentation.
Filing Explained
FFAI transferred robotics-exclusive intellectual property to FFR, while retaining ownership of shared technology licensed to FFR indefinitely and royalty-free.
The sale closed on
FFAI’s subsidiary assigned robotics-exclusive intellectual property to FFR’s subsidiary; for technology also used outside robotics, FFR’s subsidiary received a perpetual, worldwide, royalty-free license, while FFAI retains ownership and may continue using it.
The seller parties are responsible together and individually for specified breaches and pre-closing taxes, subject to caps and time limits; FFR may choose to satisfy those indemnity amounts by taking back FFR shares.
The required transaction pro forma financial information is not included here; the company says it will file that information by amendment by this report’s filing deadline.
8-K Event Classification
Key Figures
Key Terms
option-adjusted consideration financial
as-converted basis financial
controlled company regulatory
royalty-free technical
Transition Services Agreement financial
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did FFAI receive for selling its robotics business?
What voting rights did FF Global Partners receive in the FFAI robotics transaction?
What are the buyer's 2026 robotics shipment expectations?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.01 Completion of Acquisition or Disposition of Assets.
As previously disclosed in the Current Report on Form 8-K filed by Faraday Future Intelligent Electric Inc. (the “Company”) with the Securities and Exchange Commission (the “SEC”) on October 14, 2026, as amended by Amendment No. 1 thereto filed on October 15, 2026 (the “Signing Form 8-K”), on October 12, 2026, the Company entered into a Transaction Agreement (the “Transaction Agreement”) with Smart Technology Holdings Ltd., a Cayman Islands company and subsidiary of the Company (the “Cayman Seller” and, together with the Company, the “Seller Parties”), FF EAI Robotics Ecosystem Inc. (“FFR”), FF EAI Robotics Inc., a California corporation wholly owned by the Cayman Seller (“FF Robotics”), and FFR Acquisition Sub LLC, a Delaware limited liability company and wholly owned subsidiary of FFR (“Merger Sub”), pursuant to which the Company agreed to sell its robotics business (the “Robotics Business”) to FFR.
On October 23, 2026 (the “Closing Date”), the Seller Parties completed the sale of the Robotics Business to FFR pursuant to the Transaction Agreement (the “Closing”). Prior to the Closing, the Seller Parties and FF Robotics completed an internal restructuring pursuant to which the Robotics Business, and all assets, intellectual property, data, contracts, employees and liabilities related thereto, were contributed to FF Robotics and its subsidiaries from various other subsidiaries of the seller Parties. At the Closing, FFR acquired from the Cayman Seller all of the issued and outstanding shares of FF Robotics (the “Equity Exchange”) and, immediately thereafter, FF Robotics merged with and into Merger Sub, with Merger Sub surviving as a wholly owned subsidiary of FFR (the “Merger” and, together with the Equity Exchange and the other transactions contemplated by the Transaction Agreement, the “Transactions”). The parties intend that the Equity Exchange and the Merger, taken together, qualify as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended.
As, FFR was controlled by the Company prior to the Closing, the Transactions constituted related-party transactions. Yueting Jia, the Chief Executive Officer of the Company, and Jiawei Wang, the Global Executive Chairman of the Company, are parties to the Support Agreement (as defined below) and A&R Lead Investor Agreement (as defined below), and, as a condition to the Closing, entered into employment agreements with FF Robotics. The Transaction Agreement and the Transactions were approved by the Company’s board of directors upon the recommendation of a special committee of independent and disinterested directors of the Company’s board of directors, and by FFR’s board of directors upon the recommendation of the special committee of independent directors of the board of directors of FFR (the “FFR Special Committee”), following receipt by the FFR Special Committee of a fairness opinion from its financial advisor.
Consideration
The aggregate consideration paid by FFR (the “Purchase Price”) was $200,000,000, multiplied by one minus the quotient of (i) the number of shares of FF Robotics common stock issuable upon exercise of outstanding options to purchase shares of FF Robotics common stock (the “FF Robotics Options”) divided by (ii) the aggregate number of shares of FF Robotics common stock outstanding immediately prior to the Closing, calculated on a fully diluted basis. At the Closing, FFR issued to the Cayman Seller 1,315,313 shares of common stock of FFR, par value $0.001 per share (“FFR Common Stock”), and 65,475 shares of a newly designated series of non-voting convertible preferred stock of FFR, par value $0.001 per share (“FFR Preferred Stock” and, together with such FFR Common Stock, the “Purchaser Stock Consideration”). The aggregate number of shares of FFR Common Stock represented by the Purchaser Stock Consideration, which is 66,790,313 shares on an as-converted basis, equals the Purchase Price divided by $2.246. Each share of FFR Preferred Stock is convertible into 1,000 shares of FFR Common Stock and carries no discount, interest, preferential dividend, redemption right or other special economic rights.
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At the effective time of the Merger, each outstanding FF Robotics Option was assumed by FFR and converted into an option to purchase FFR Common Stock at an exchange ratio of 0.89, on the same vesting and other terms. FFR has agreed to file a registration statement on Form S-8 covering the shares of FFR Common Stock issuable upon exercise of such assumed options.
No FFR Preferred Stock will be convertible into FFR Common Stock, and no voting rights arising from such conversion may be exercised, unless and until FFR’s stockholders approve the issuance of the Purchaser Stock Consideration and the FFR Common Stock issuable upon conversion of the FFR Preferred Stock, and any related amendment to FFR’s certificate of incorporation, as required by applicable Nasdaq Listing Rules, including Rules 5635(a), (b) and (d) (the “FFR Stockholder Approval”). FFR has agreed to file a proxy statement and to call and hold a special meeting of its stockholders to seek the FFR Stockholder Approval as promptly as practicable following the Closing. FFR has also agreed, upon request made after the first anniversary of the Closing, to file a resale registration statement covering the FFR Common Stock issued as, or issuable upon conversion of, the Purchaser Stock Consideration.
Support Agreement
As previously disclosed in the Signing Form 8-K, concurrently with the execution of the Transaction Agreement, the Company, Yueting Jia and Jiawei Wang entered into a Support Agreement with FFR (the “Support Agreement”), pursuant to which each such stockholder agreed to vote, or act by written consent with respect to, all shares of FFR capital stock beneficially owned by it or him in favor of the proposals constituting the FFR Stockholder Approval and against any competing or inconsistent proposal, and not to transfer such shares, subject to limited exceptions. The Support Agreement terminates upon the earlier of receipt of the FFR Stockholder Approval and the termination of the Transaction Agreement.
Lock-up Agreement
As previously disclosed in the Signing Form 8-K, each of the Seller Parties entered into a lock-up agreement with FFR, effective as of October 23, 2026 (the “Lock-up Agreement”). Under the Lock-up Agreement, each Seller Party has agreed that, without the prior written consent of the FFR Special Committee, it will not, for a period of 18 months following the Closing, offer, sell, pledge, hedge or otherwise dispose of any of the Purchaser Stock Consideration (as defined in Item 2.01 below), including any FFR Common Stock (as defined in Item 2.01 below) issuable upon conversion of the FFR Preferred Stock (as defined in Item 2.01 below), subject to customary exceptions, including bona fide pledges in financing transactions.
Amended and Restated Lead Investor Agreement
As previously disclosed in the Signing Form 8-K, concurrently with the execution of the Transaction Agreement, the Company entered into an Amended and Restated Lead Investor Agreement with FFR, FF Global Partners LLC (“FFGP”), Yueting Jia and Jiawei Wang, effective as of October 23, 2026 (the “A&R Lead Investor Agreement”), which amends and restates the Lead Investor Agreement, dated September 19, 2025, between the Company and FFR. Pursuant to the A&R Lead Investor Agreement, the Company has assigned to FFGP its rights as “Lead Investor,” and each of the Company, Mr. Jia and Mr. Wang has granted FFGP a proxy to vote all of its or his shares of FFR capital stock, such that FFGP holds more than 50% of the voting power for the election of FFR’s directors and FFR qualifies as a “controlled company” under Nasdaq rules.
The A&R Lead Investor Agreement fixes the size of FFR’s board of directors at seven directors and grants FFGP the right to designate four directors, constituting a majority of the board, and the chairperson of the board, until the group members have ceased to beneficially own at least 25% of the shares of FFR Common Stock beneficially owned by the Company as of the signing date for 365 consecutive days, and thereafter a proportional number of directors (but not less than one). The A&R Lead Investor Agreement also provides FFGP with, among other things, committee representation rights, approval rights over the appointment and removal of FFR’s chairperson and chief executive officer, consent rights over certain dilutive or Nasdaq Listing Rule 5635-triggering issuances and other specified actions, participation rights in future financings and a top-up right to maintain the group’s voting percentage.
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Intellectual Property Assignment Agreement
In connection with the Closing, the Company, Faraday&Future Inc., a California corporation and indirect wholly owned subsidiary of the Company (“FF Inc.”), and FF AI-Robotics Inc., a Delaware corporation and wholly-owned subsidiary of FF Robotics (“FF AI-Robotics”), entered into an Intellectual Property Assignment Agreement (the “IP Assignment Agreement”) pursuant to which FF Inc. irrevocably assigned to FF AI-Robotics all intellectual property rights used or held for use exclusively in the Robotics Business or the robotics products related thereto.
Common Technology License Agreement
Concurrently with the IP Assignment Agreement, the Company, FF Inc. and FF AI-Robotics entered into a Common Technology License Agreement (the “Common Technology License Agreement”) pursuant to which FF Inc. licensed, on a perpetual, irrevocable, worldwide and royalty-free basis, to FF AI-Robotics certain software, technology, and other works owned by FF Inc. or its affiliates that are used in or developed for use in the robotics products related to the Robotics Business but are not used exclusively in the Robotics Business (the “Common Technology”). FF Inc. will retain ownership of the Common Technology and may continue to use and exploit such Common Technology, subject to the non-competition provisions of the Transaction Agreement.
Post-Closing Obligations
For two years following the Closing, the Seller Parties have agreed not to engage in, or solicit employees or customers in connection with, any business competitive with the Robotics Business, subject to certain exceptions for the Company’s electric vehicle business and related activities that do not involve robotics. From and after the Closing, the Seller Parties have agreed to jointly and severally indemnify FFR and its affiliates for breaches of the Seller Parties’ representations, warranties and covenants and for pre-Closing taxes, subject to the survival periods and caps specified in the Transaction Agreement. At FFR’s election, such indemnification amounts may be satisfied by the surrender of shares of FFR Common Stock or FFR Preferred Stock. FFR has agreed to indemnify the Seller Parties for breaches of FFR’s representations, warranties and covenants, subject to the caps specified in the Transaction Agreement. As disclosed in the Signing Form 8-K, the Company shall continue to provide services to FF Robotics under the Transition Services Agreement, effective as of October 1, 2026, between the Company and FF Robotics (the “Transition Services Agreement”).
The foregoing descriptions of the Transaction Agreement, the form of Lock-up Agreement, the Support Agreement, the A&R Lead Investor Agreement, and the Transition Services Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the documents, copies of which were filed as Exhibits 2.1, 10.1, 10.2, 10.3, and 10.4, respectively, to the Signing Form 8-K, each of which is incorporated herein by reference. The foregoing descriptions of the Intellectual Property Assignment Agreement and Common Technology License Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the documents, copies of which were filed as Exhibits 10.5 and 10.6, respectively, to this Current Report on Form 8-K, each of which is incorporated herein by reference.
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Item 7.01 Regulation FD Disclosure.
On October 26, 2026, the Company issued a press release announcing the completion of the Transactions. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On October 26, 2026, Jiawei Wang, the Global Executive Chairman of the Company, gave a presentation on behalf of both the Company and FFR to certain investors regarding the Transactions and the Robotics Business. The slide deck in connection with such presentation is furnished hereto as Exhibit 99.3 and is incorporated herein by reference.
The information in this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(b) Pro forma Financial Information.
The pro forma financial information required by Item 9.01(b) of Form 8-K will be filed by amendment on or prior to the date this Current Report on Form 8-K is required be filed with respect to Item 2.01.
(d) Exhibits.
Exhibit No. |
Description | |
| 2.1* | Transaction Agreement, dated as of October 12, 2026, by and among Faraday Future Intelligent Electric Inc., Smart Technology Holdings Ltd., FF EAI Robotics Ecosystem Inc., FFR Acquisition Sub LLC and FF EAI Robotics Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 14, 2026) | |
| 10.1 | Form of Lock-up Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 14, 2026) | |
| 10.2 | Support Agreement, dated as of October 12, 2026, by and among FF EAI Robotics Ecosystem Inc., Faraday Future Intelligent Electric Inc., Yueting Jia and Jiawei Wang (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on October 14, 2026) | |
| 10.3* | Amended and Restated Lead Investor Agreement, dated as of October 12, 2026, by and among FF EAI Robotics Ecosystem Inc., FF Global Partners LLC, Faraday Future Intelligent Electric Inc., Yueting Jia and Jiawei Wang (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on October 14, 2026) | |
| 10.4* | Transition Services Agreement, effective as of October 1, 2026, by and between Faraday Future Intelligent Electric Inc. and FF EAI Robotics Inc. (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on October 14, 2026) | |
| 10.5* | Intellectual Property Assignment Agreement, dated as of October 23, 2026, by and among Faraday Future Intelligent Electric Inc., Faraday&Future Inc. and FF AI-Robotics Inc. | |
| 10.6* | Common Technology License Agreement, dated as of October 23, 2026, by and among Faraday Future Intelligent Electric Inc., Faraday&Future Inc. and FF AI-Robotics Inc. | |
| 99.1 | Press Release, dated October 26, 2026 | |
| 99.2 | Investor Presentation Slide Deck | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FARADAY FUTURE INTELLIGENT ELECTRIC INC. | ||
| By: | /s/ Koti Meka | |
| Name: | Koti Meka | |
| Title: | Chief Financial Officer | |
Date: October 26, 2026
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Exhibit 99.1
Faraday Future Announces Completion of FF EAI Robotics Ecosystem’s (FFR) Acquisition of Faraday Future’s Robotics Business and Establishment of a Nasdaq-Listed Humanoid and Bionic Robotics Platform
| ● | FFR expects October 2026 robot sales and shipments to exceed 300 units, setting a new monthly record and bringing cumulative shipments to more than 1,100 units, while continuing to deliver robots at a positive unit gross margin. |
New York, NY (October 26, 2026) -- Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI) (“Faraday Future”, “FF” or the “Company”), a California-based global Embodied AI (EAI) ecosystem company, today announced the completion of FF EAI Robotics Ecosystem Inc. (“FFR”) (NASDAQ: FFR), acquisition of FF’s robotics business, finalized on October 23, 2026. Following the transaction, FFR will operate the robotics business and continue trading on Nasdaq under the ticker symbol “FFR.” Faraday Future will continue trading on Nasdaq under the ticker symbol “FFAI.”
In connection with the acquisition, FFR has appointed YT Jia as Chief Executive Officer, Jerry Wang as Executive Chairman, and Chen Shi as Lead Independent Director. Mr. Jia will continue to serve as the Chief Executive Officer of Faraday Future and Mr. Wang will continue to serve as the Global Executive Chairman of Faraday Future.
FFR expects October 2026 robot sales and shipments to exceed 300 units, setting a new monthly record and bringing cumulative shipments to more than 1,100 units, while continuing to deliver robots at a positive unit gross margin.
FFR is also providing full-year 2026 guidance for the first time. The robotics Business currently expects 2026 robot sales and shipments of approximately 2,000 robots, while continuing to deliver robots at a positive unit gross margin. Management believes that FFR’s commercialization strategy, planned production ramp, and growing market opportunity position it to pursue sustainable growth and create long-term value for stockholders.
“This transaction represents a transformative milestone for both companies and reinforces our long-term vision to become a leader in the Embodied AI era,” said YT Jia, Founder and Global Chief Executive Officer of Faraday Future. “Combining RoboShare’s capabilities with a dedicated public-company platform for robotics positions us to accelerate technology development, AI innovation, and commercial growth while expanding the adoption of intelligent robotic solutions across everyday commercial and industrial use cases. We believe FFR’s full-stack robotics ecosystem creates a powerful platform to drive industry advancement, unlock new opportunities, and help build the future of Physical AI.”
ABOUT FARADAY FUTURE
Founded in 2014, Faraday Future (FF) is a U.S.-based Physical AI ecosystem company dedicated to merging the future of robotics and mobility solutions through AI innovation and technologies. Following the completion of the transfer of its robotics business to FF EAI Robotics Ecosystem Inc. (FFR), Faraday Future is upgrading into a Robotaxi and EAI Cabin (Intelligent cabin) shared mobility operations company and a Physical AI investment holding company. Evolving its automotive business from an EV manufacturer to a Robotaxi Sharing Network and AI Visicabin technology operator. FF aims to advance its “Four Future Trends” concept, once again helping to drive automotive-industry transformation. For more information, please visit Faraday Future’s official website: https://www.ffai.com/
ABOUT FF EAI ROBOTICS ECOSYSTEM INC.
FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) is a U.S.-based Embodied AI robotics company focused on the research and development, manufacturing, commercialization and deployment of intelligent robotic technologies, products and industry solutions. FFR is building a “Four-Core Full-Stack” AI ecosystem covering the full lifecycle of robotics, consisting of EAI Brain & Developer Platform, EAI Devices, Industry Productivity Solutions, and EAI Data Factory. Guided by the technology and product philosophy of “One Brain, Multi-forms, Multi-capabilities,” FFR aims to empower humanoid, biomimetic, and other robotic form factors through a unified EAI Brain, while continuously expanding their multi-task and multi-scenario capabilities. The ecosystem is designed to support the full robotics lifecycle, including R&D, deployment, data collection and training, operations, and commercial applications. FFR also operates RoboShare, a robot-sharing and services platform.
FORWARD LOOKING STATEMENTS
Forward-looking statements regarding Faraday Future Intelligent Electric Inc. are subject to risks and uncertainties, including its ability to continue as a going concern, improve its liquidity and financial position, obtain financing, execute its business strategy, commercialize products and maintain compliance with Nasdaq listing requirements.
This press release contains forward-looking statements regarding Faraday Future within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the anticipated benefits of the transaction to Faraday Future and the value of its interest in FFR. These statements are subject to risks and uncertainties, including those described under ‘Risk Factors’ in Faraday Future’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.
All statements, whether written or oral, other than statements of historical fact, including any financial projections and any statements regarding future events, Faraday Future’s strategy, the disposition of the robotics business, the projections referenced in this communication and the anticipated benefits and timing of the foregoing, Faraday Future’s objectives, expectations, or anticipated actions or results, are forward-looking statements. You can often identify forward-looking statements by words such as “may,” “might,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” “likely,” or “continue,” or the negative of these terms or other similar expressions; the absence of these words does not mean a statement is not forward-looking.
These statements are based on current expectations, estimates and assumptions and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Such risks include the Faraday Future’s ability to achieve its business objectives, obtain additional financing, maintain compliance with Nasdaq listing requirements, compete effectively, manage its liquidity position and execute its strategic transition.
Additional risks and uncertainties are described in Faraday Future’s filings with the SEC, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and subsequent filings available at www.sec.gov. Forward-looking statements are based on assumptions with respect to management’s future and current expectations are not guarantees and speak only as of the date of this release. Except as required by applicable laws, Faraday Future undertakes no obligation to update these statements except as required by law.
CONTACTS:
Investors (English): ir@ff.com
Investors (Chinese): cn-ir@faradayfuture.com
Media: john.schilling@ff.com
Exhibit 99.2
Forward-Looking Statements This presentation, dated October 26, 2026, including any investor materials or other document of which it forms a part (this "Communication"), contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, as amended, and other securities laws, regarding FF EAI Robotics Ecosystem Inc. ("FFR") and its industry, and Faraday Future Intelligent Electric Inc. ("FFAI") and its business. All statements, whether written or oral, other than statements of historical fact, including any financial projections and any statements regarding future events, strategy, FFR's transition to robotics operations, FFR's plans for RoboShare, FFR's digital asset disposition plans, the completed acquisition by FFR of the FF EAI Robotics business from FFAI and FFAI's disposition thereof, the projections referenced in this communication, any related financing, and the anticipated benefits and effects of the foregoing, FFR's and FFAI's objectives, expectations, or anticipated actions or results, are forward-looking statements. You can often identify forward-looking statements by words such as "may," "might," "will," "shall," "should," "expects," "plans," "anticipates," "could," "intends," "targets," "projects," "contemplates," "believes," "estimates," "predicts," "potential," "goal," "objective," "seeks," "likely," or "continue," or the negative of these terms or other similar expressions; the absence of these words does not mean a statement is not forward-looking. These statements reflect our current expectations and projections about future events as of the date of this Communication and are necessarily based on estimates and assumptions that, while considered reasonable by management, are inherently uncertain. Neither FFR nor FFAI can give assurance that such forward-looking statements or financial projections will prove to be correct. No Offer or Solicitation This presentation 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. Actual results may differ materially from those expressed or implied by these forward-looking statements as a result of numerous risks and uncertainties, both general and specific, including, but not limited to: The completed transaction. Risks relating to the completed acquisition of the FF EAI Robotics Business by FFR from FFAI include the issuance of a substantial number of shares as consideration and the resulting dilution; the issuance of non- voting preferred stock and the restrictions on its conversion; the fact that FFAI is FFR's controlling stockholder and the conflicts of interest inherent in the transaction; the effects of the amended and restated lead investor agreement, including the concentration of voting and governance rights in FF Global Partners LLC and the other group members, FFR's potential reliance on controlled-company exemptions and contractual limitations on certain corporate, governance and financing actions; FFR's dependence on FFAI for transition, supply and support following the closing; the scope and enforceability of the non-competition and governance arrangements entered into in connection with the transaction; the consequences of the transaction under Nasdaq listing rules, including the possibility that FFR must satisfy initial listing requirements in connection with a change of control or change in the nature of its business; FFR's ability to integrate and operate the acquired business; restrictions under Nasdaq Listing Rule 5635 on the number of shares of common stock FFR may issue before stockholder approval and completion of the Regulation 14C information statement process; reviews or requirements of the Committee on Foreign Investment in the United States and other regulatory authorities; export control, sanctions and supply-chain restrictions, including with respect to suppliers in, and persons with remote access located in, the People's Republic of China; the DOJ Data Security Program rule and other restrictions on sensitive personal data; FFR's and FFAI's dependence on key personnel, including Yueting Jia and Jiawei Wang; the extent of revenue derived from related parties; and the substantial funding required by the acquired business, which materially exceeds the anticipated proceeds of the PIPE financing; and the risk that the acquired business performs differently than anticipated. Projections. The projections referenced in this communication were not prepared with a view toward public disclosure or toward compliance with the published guidelines of the Securities and Exchange Commission or the American Institute of Certified Public Accountants regarding prospective financial information, and no independent registered public accounting firm has examined, compiled or performed any procedures with respect to them, and none expresses an opinion or any other form of assurance with respect to them. The projections reflect estimates and assumptions that are inherently uncertain and subject to change, including assumptions reflected in the business plan reviewed in connection with the transaction. Actual results are likely to differ and may differ materially. Liquidity, capital and going concern. FFR's limited cash and liquidity position and our history of operating losses and negative operating cash flow; substantial doubt regarding FFR's and FFAI's ability to continue as a going concern, as described in their respective periodic reports; FFR's and FFAI's need to obtain additional financing on acceptable terms or at all, and the substantial dilution to existing stockholders that additional financing may cause, including any financing contemplated in connection with the transaction, which may not be completed or may be on less favorable terms than anticipated; FFR's ability to fund operations pending and following the disposition of its digital asset positions; and FFR's and FFAI's ability to satisfy the continued listing requirements of The Nasdaq Stock Market, including stockholders' equity, minimum bid price and other applicable standards. FFR's strategic transition and the disposition of digital assets. Risks associated with a fundamental shift in FFR's business strategy and the redeployment of resources from a digital asset treasury strategy to robotics operations; FFR's ability to execute the disposition of FFR's digital asset positions in an orderly manner and on acceptable terms; the risk that amounts realized on disposition are materially less than carrying value as a result of price volatility, market depth, execution timing, custody or transfer constraints, or other limitations; tax, accounting and regulatory consequences of the dispositions; the continued volatility and regulatory uncertainty associated with digital assets and cryptocurrencies during the wind- down period; the concentration of a substantial portion of FFR's assets in a single equity investment, including an investment in a related party, and the illiquidity, valuation uncertainty, holding-period and transfer restrictions associated with that investment; and risks arising from FFR's relationships and agreements with related parties and significant stockholders, including FFAI.
Forward-Looking Statements (continued) FFR's robotics operations business. FFR's limited operating history in robotics operations and commercialization and the absence of a meaningful revenue history; the early stage of RoboShare and the risk that customer demand, repeat demand, pricing, utilization or unit economics do not develop as anticipated; FFR's dependence on a small number of customers, on a single initial geographic market, and on individual events or engagements, and the risk that the loss of, or a change in the terms of, any such relationship has a disproportionate effect; FFR's dependence on third-party robot owners, operators, suppliers, original equipment manufacturers and local partners, and on their willingness to make robots available on its platform; risks relating to the availability, cost, quality, maintenance, transport, insurance and technological obsolescence of robots and related equipment, and to supply chains, tariffs and trade measures affecting them; and FFR's ability to expand into additional markets and to attract and retain participants on both sides of its marketplace. FFAI's electric vehicle business. Tariff uncertainty for imported products, particularly from China; demand from automobile dealers for robotics products; FFAI's ability to homologate FX vehicles for sale; FFAI's ability to secure the necessary funding to execute on the FX strategy, which is substantial; FFAI's limited operating history and the significant barriers to growth it faces; FFAI's ability to execute on its plans to develop and market its vehicles and the timing of these development programs; FFAI'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 FFAI's vehicles; FFAI's ability to cover future warranty claims; the success of other competing manufacturers; and the performance and security of FFAI's vehicles. Operations, safety and liability. Risks of property damage, personal injury or death arising from the operation of humanoid robots, quadrupeds and other autonomous or semi-autonomous machines in proximity to performers, employees, guests and the public, including at live events and in uncontrolled environments; product liability, premises liability, negligence and related claims and the adequacy, scope, availability and cost of FFR's insurance coverage and of contractual indemnities from customers, owners and suppliers; the allocation of responsibility among us, robot owners, venues, event producers and customers; permitting, licensing, occupational safety and event-specific regulatory requirements; and the reputational consequences of any safety incident. Technology, data and intellectual property. Systems, network, telecommunications or service disruptions, failures, defects or cyber-attacks; the performance, reliability and autonomy limitations of robotic systems and of the software, models and networks that support them; FFR's and FFAI's collection, use, storage, transmission and protection of personal information, including images and any biometric or biometric-adjacent data, including that captured in the course of FFR's robot deployments, and evolving privacy, biometric and artificial intelligence laws and regulations across the jurisdictions in which FFR and FFAI operate or intend to operate; FFR's and FFAI's ability to obtain, maintain, protect and enforce their respective intellectual property rights and to defend against third-party claims of infringement or misappropriation; and FFR's and FFAI's reliance on third-party technology, platforms and licenses. Legal, regulatory and general. The regulated industries and jurisdictions in which FFR and FFAI operate; current or future laws or regulations and new interpretations of existing laws or regulations, including those applicable to digital assets, robotics, autonomous systems, electric vehicles, consumer protection, advertising and endorsements; the risk that FFR's or FFAI's marketplace arrangements, or the manner in which they are described, are characterized differently than the parties intend by regulators or courts; the failure of counterparties to perform their contractual obligations; litigation, regulatory inquiries, investigations and enforcement actions, and their costs and outcomes; business, economic, market and capital-market conditions; competition in FFR's and FFAI's industry; changes in market demand for, and the pricing of, FFR's products and services; FFR's and FFAI's ability to define, design and release new products and services in a timely manner that meet customer needs; FFR's and FFAI's ability to attract, retain and motivate qualified personnel, including key management; FFR's and FFAI's ability to manage their respective growth and transitions; and FFR's and FFAI's ability to maintain effective internal control over financial reporting and disclosure controls and procedures. This list of factors is not exhaustive. Additional risks and uncertainties are described more fully in FFR's and FFAI's respective filings with the U.S. Securities and Exchange Commission (the "SEC"), including their Annual Reports on Form 10-K for the year ended December 31, 2025, Quarterly Reports on Form 10-Q, and subsequent filings, which are available on the SEC's website at www.sec.gov. Investors are urged to review the liquidity, capital resources and going concern disclosures contained in those reports. The forward-looking statements in this Communication speak only as of the date hereof. Except as required by law, neither FFR nor FFAI nor any other person undertakes any obligation to update or revise any forward-looking statement or financial projection set out herein, whether as a result of new information, future events or otherwise. This Communication is provided for informational purposes only, does not constitute an offer to sell or the solicitation of an offer to buy any security, and does not constitute investment, tax or legal advice or any investment recommendation, and does not take into account the investment objectives or financial situation of any person. FFR and FFAI reserve the right to amend or replace the information contained herein, in whole or in part, at any time, and undertakes no obligation to notify any recipient thereof. Readers are cautioned not to place undue reliance on these forward-looking statements. This caution is made under, and these forward-looking statements are intended to be covered by, the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Non-GAAP Financial Measures This Communication includes EBITDA, contribution margin, unit gross margin and cumulative funding need, which are not measures prepared in accordance with U.S. GAAP. A reconciliation of projected non-GAAP measures is not provided because the reconciling items cannot be predicted without unreasonable efforts; such items could be significant. Industry and Third-Party Data Statements regarding market position and peer companies are based on the sources identified on the relevant slides, internal estimates and information published by third parties, which FFR and FFAI have not independently verified. Peer- company information, including that of private companies, is self-reported and may not be prepared on a basis comparable to FFR's or FFAI's. Oral Statements Oral forward-looking statements made in connection with this Communication are qualified by the cautionary statements herein and in FFR's and FFAI's SEC filings.
01 FFAI: A Physical AI Investment & Holding Platform Benchmarking Berkshire Hathaway — expanding across Physical AI through controlling stakes and M&A Analogy: Berkshire Hathaway vs. FFAI Berkshire Hathaway FFAI Core model Diversified: financial services & insurance, tech giants, manufacturing Focused solely on investment and M&A within Physical AI Management Controlling stakes with board- level governance Controlling stakes with board- level governance and operations Value creation Long-term holding Long-term holding Holding structure FFAI (Nasdaq: FFAI) Nasdaq: FFR (EAI Robotics) Controlled FF & FX (EAI Cabin, Robotaxi) Controlled Potential M&A EAI Brain & Developer Platform Industry Productivity Solutions EAI Data Other Physical AI (e.g., drones) All in on the Tesla ecosystem - Proposal • FX Super One & FF 92 join Robotaxi as a premium tier • Capital-light fleet expansion: a premium tier with no new vehicle, Hanford capacity, and public proof of fleet economics The transaction: FFR became an independent, Nasdaq-listed robotics business $200M Valuation basis; option-adjusted consideration at $2.246 options assumed separately $10M Following the transaction, the robotics business is held in a separately listed company, and its results will be reported in FFR's periodic SEC filings. Solid: controlled holdings · Dashed: potential future M&A / controlling stakes. Transaction information is a summary only and is qualified in its entirety by the definitive agreements filed by FFR with the SEC. PIPE amount shown is a maximum; the acquisition is not conditioned on PIPE funding. Robotics-related opportunities would be pursued by FFR, subject to the transaction's non-competition provisions. Tesla initiatives: These initiatives relate to FFAI and not FFR. Tesla initiatives are proposed and forward-looking and depend on Tesla allocation, network terms, regulatory approvals and financing; Tesla, Cybercab, FSD, Robotaxi and Supercharger are trademarks of Tesla, Inc. • FF "3rd AI Space" in Cybercab cockpits: sports, markets, mobile office • FF brings fleet capital, depot ops and premium models; Tesla brings Cybercabs, network access, FSD and charging PIPE at $1.50/share
02 FFR Overview: An Embodied AI Company, 12 Years of Automotive Capabilities Powering Robotics The first U.S. EAI robotics OEM to deliver humanoid and bionic robots, and No. 1 in U.S. cumulative shipments as of September 30, 2026 ■Company profile FFR is a U.S. Embodied AI (EAI) robotics OEM building a Four-Core Full-Stack AI Ecosystem across the EAI Brain and Developer Platform, EAI Devices, Industry Productivity Solutions and EAI Data Factory. It is the first U.S. company to deliver both humanoid and bionic robots, advancing the robotics industry's growth. Four-Core Full-Stack AI Ecosystem The only company in North America with an initial Four-Core Full-Stack AI Ecosystem, serving education, industry, security and commercial services. The delivery, data collection, brain evolution, capability improvement and deployment cycle supports commercialization at scale. One Brain, Multi-forms, Multi-capabilities • One intelligent brain powers multiple robot form factors. • Multiple robot form factors serve diverse use cases. 12 years of automotive expertise FFR applies FF's 12 years of U.S. R&D, AI software, supply chain, manufacturing, quality, compliance, delivery and user operations to robotics. FFAI Group has invested approximately $4B, with 50% allocated to R&D. Built in USA program: building U.S. robotics manufacturing capabilities • U.S. assembly, with FF's own factory opening in 2026 • Hanford manufacturing facility • First EAI robot expected to be off the U.S. line in February 2027 Five-year targets • Top 3 among U.S. companies in global EAI device sales • Top 3 in industry ecosystem revenue Note: All 'E' figures and targets on this slide, including the five-year targets, are FFAI management projections for the RobotCo business on a standalone basis, are forward-looking statements and are not commitments. See 'Forward-Looking Statements.' 12 Years · Invested ~$4.0B Automotive-grade R&D / manufacturing / supply-chain system (50% R&D) Today · Achieved 817 units #1 in U.S. cumulative shipments · positive unit gross margin 2026E · Target $7.1M · 2,001 units Full-year revenue and shipment targets 2027E · Target $45.2M · 7,400 units Full-year revenue and shipment targets; first in-house line EAI robot in Feb 2027 2028E · Target Q3 Operating Cash Flow Positive Operating cash flow positive for the quarter Source: Company, as of 09/30/2026
03 Four-Core Full-Stack AI Ecosystem: FFR's Ecosystem Evolution Flywheel ■Four-Core Full-Stack AI Ecosystem FFR's robotics business model combines EAI Brain and Developer Platform, EAI Devices, Industry Productivity Solutions, and EAI Data Factory. Each core operates independently while reinforcing the others through a flywheel that maximizes business value. ■Internal flywheel Data and capabilities circulate across the four cores: more devices → more data → a stronger brain → more deployments → more sales. ■External flywheel Opening all four cores builds a developer ecosystem around a reciprocal customer– supplier model. Partners buy FFR devices to develop skills, solutions and components. FFR purchases and integrates their capabilities, expanding the ecosystem and increasing device sales. Four-Core Full- Stack AI Robotics Ecosystem EAI Devices EAI Data Factory EAI Brain Developer Platform Industry Productivity Solutions Open device ecosystem FFR and partner brands serve the broader market Brain licensing and an open-source developer platform License EAI Brain capabilities to partners and attract developers Open Data Factory Data sales and training services for data collection and large language model companies Open Industry Productivity Solutions Open to solution providers and system integrators
03 Four-Core Full-Stack AI Ecosystem: Business Progress 02 EAI Devices 817 units • Cumulative shipments with gross margin per unit • 2026 target: 2,001 units; ~130,000 units over five years • Focus on education, industry, security and inspection 01 EAI Brain & Developer Platform 100% deployment 100 skills / 200 developers • Simulation motion-tracking success rate validates cross-form-factor compatibility • Core stack: AI interaction, VLA, manipulation and WBC • VLA fine-tuning on NVIDIA GR00T; SONIC advances WBC • Commercialization framework established: Soul Framework / Brain Blocks / SDK 03 Industry Productivity Solutions Year-end 2026 Across education, industry, security and commercial services, translate EAI capabilities into repeatable, deployable and scalable industry productivity solutions. 04 EAI Data Factory 2,100 hrs/month (Aug. 2026) → 20,000 hrs/month (year-end 2026) • Integrated collection → training → evaluation → deployment → continual learning cycle • 50,000 hours of real-world data targeted for the year, building a lasting competitive advantage • Data business revenue exceeds $400,000 Source: Company, as of 09/30/2026 All projected figures are FFAI management projections for the FF EAI Robotics business on a standalone basis; not FFR guidance.
03 Four-Core Full-Stack AI Ecosystem: EAI Devices Three form factors, five series, 12 models: humanoids, quadrupeds and mobile manipulators Humanoid Futurist Flagship full-size humanoid 51 DOF · 172 cm/55 kg · Thor platform · 3D LiDAR · Education/ research/ indust rial training From $89,900 Master Mid-size athletic humanoid 131 cm/39 kg · 31 DOF · Orin platform · 50+ languages/ 30+ expressions · Guided tours and shows From $29,990 Master Mini Compact humanoid 100 cm/20 kg · Pro/Ultra From $9,990 Nova Entry-level miniature humanoid Under 50 cm · Home companionship $2,490 Nova Mini Physical AI education humanoid Foundational Physical AI education · Humanoid robotics + structured, progressive curriculum $299 Quadruped Navi Foundational learning quadruped 8 kg weight · 3D-printed/DIY · Visual programming · STEM education/home companionship $1,990 Aegis Professional quadruped 10 kg payload · Quadruped or four- wheel · 30° slope/35 cm obstacle · 5.5 m/s · Education/security & inspection From $3,990 Aegis Ultra-W Lightweight professional wheel-legged quadruped ~22 kg · 5.5 m/s · 65 cm obstacle · Security/companionship From $12,990 Aegis Mega A Mid-size industrial wheel-legged quadruped 50 kg payload · 25 cm steps/80 cm obstacle · Security/inspection $74,990 Aegis Mega D Mid-size industrial wheel-legged quadruped Dual hot-swap batteries, 5 h · Multi-payload modules $74,990 Aegis Hyper Large industrial quadruped All-weather · Thermal imaging/gas detection/3D scanning $137,900 Mobile manipulator Faber Mobile manipulator 5 kg payload per arm · 7 DOF · Height-adjustable body · 2 m/s · Dual LiDAR · Thor computing · Autonomous charging — production, sorting and data capture Contact sales for pricing One Brain, Multi-forms, Multi-capabilities — the broadest EAI device portfolio by form factor in the U.S. market, spanning education, industrial application, security & inspection, and entertainment.
04 RoboShare: Rental Demand Drives Sales, Sales Expand Supply A robot-sharing marketplace connecting customers, robot owners and local operators; one rental order turned a 5-robot plan into a 23-robot signed order ①Marketplace: three participants, one platform Customers Rent before buying Access robots for short-term projects or longer-term use without purchasing them Robot owners Put assets to work List eligible robots for rental and receive equipment-use fees Local operators Deploy and fulfil Support on-site deployment, operation and fulfilment of rental orders ②Business model: asset-light, platform fees + direct services Revenue model: platform fees + direct services • RoboShare coordinates booking, pricing, scheduling, payment and fulfilment • Revenue = platform commissions on rentals + direct services (project coordination, content design, customer operating support) • Marketplace transaction volume is separate from recognized platform fee and service revenue Supply model: asset-light, multi-brand • Starts with FF robots; open to additional brands • Expands through equipment owned by customers, dealers and third parties, supported by local fulfilment partners; the platform does not hold every robot • RoboShare & Co.: North American partner program connecting dealers, owners, customers, referral partners and rental operators ③Early commercial evidence: rentals convert into purchases US$33,000 One-year rental order, education customer 5 → 23 robots Purchase plan → signed order after the rental +18 units Additional FFAI robot units ordered 1 → 3 models Purchase mix widened The RoboShare flywheel Rental demand Robot purchases Rentable supply More rental capacity Rental demand drives sales, sales expand supply: a one-year rental order turned a 5-robot plan into a 23-robot signed order Note: early commercial example. Rental order value differs from recognized platform revenue, and purchased robots do not automatically become rentable supply. RoboShare is operated by AIxCrypto EAI, Inc., a subsidiary of FF EAI Robotics Ecosystem, Inc. Source: Company, as of 09/30/2026
04 Financials & Valuation: Monthly Sales at Record Highs in 2026; Quarterly Operating Cash Flow Turns Positive in Q3 2028 Actual shipments (monthly) → 2026E Shipment guidance + 2027E–2030E plan (annual): Units (bars) × Gross margin (line) + Revenue ACTUAL 2026 monthly shipments (units) 22 46 69 105 152 158 265 Mar Apr May Jun Jul Aug Sep 817 units Mar–Sep cumulative · Sep 265 units, new monthly high Actual financials Revenue GM 4Q25A $0 n/a* 1H26A $1.14M 31% Business Plan Units, gross margin & revenue PLAN Revenue CAGR ~250% 2026E–2030E Gross margin (line) Units (bars) guidance · plan 10% 31% 44% 49% 54% -0.45 -0.25 -0.05 0.15 0.35 0.55 0 10000 20000 30000 40000 50000 60000 70000 2026E 2027E 2028E 2029E 2030E 2026E 2027E 2028E 2029E 2030E Revenue ($M) 7.1 45.2 258.9 604.7 1,064.2 Units 2,001 7,400 24,125 40,250 60,000 Gross margin 10% 31% 44% 49% 54% 134K units 5-yr cumulative units (2026E–2030E) 150× Revenue growth 2026E → 2030E $1.06B 2030E revenue (plan) +$361M 2030E EBITDA (plan) Q3 2028 Quarterly operating cash flow turns positive GM 10% → 54%: entry-level education models first (positive unit margin) → richer product mix, ecosystem & software reaching 49% of revenue → growing recurring revenue per installed robot + scale cost-down and capacity ramp * No revenue in 4Q25 (opex $0.90M), so no GM. 4Q25 actuals from audited and 1H26 actuals from unaudited carve-out combined financial statements of the Robotics Business. PCAOB-audited financial statements have not been completed and may differ. No quarterly split, hence 4Q25 and 1H26 shown. Monthly shipments per internal data. Source: Company, as of 09/30/2026
Revenue grows 150x in five years, with ecosystem and software reaching 49% Revenue mix · device sales × ecosystem and software ($M) EBITDA turns positive in 2028, reaching +$361M in 2030E; gross margin rises from 10% to 54% EBITDA and Net Income ($M) Peak cumulative funding need of ~$150M (Q3 2028); five-year CapEx of $98M Cumulative funding need · operating basis, before financing ($M) Quarterly operating cash flow turns positive in Q3 2028; FY2028 reaches +$1.8M Quarterly operating cash flow · Q1 2027 – Q4 2028 ($M) 04 Financial Projections: Five-Year Financial Overview
04 U.S. Peer Benchmarking: Significant Growth Potential for FFR FFR One Brain, Multi-forms Robot World Agility Robotics Single industrial humanoid: Digit Figure AI Single general-purpose humanoid: Helix FFR combines deliveries, positive gross margin and public-market liquidity Product form factors One Brain, Multi-forms: 3 forms / 5 series / 12 models Single form factor: Digit (currently v4) Single general-purpose humanoid Use cases Education, industry, security / inspection and commercial services Warehouse logistics Logistics / manufacturing pilots Cumulative deliveries 817 units; No. 1 in U.S. shipments Single-digit shipments; 9 pilot production lines - Product status Volume deliveries underway; first unit expected to be off FFR's U.S. line in Feb. 2027 v5 not yet in volume production (2026 launch planned) Figure 03 in small batches Ecosystem revenue First Data Factory order: $400K, delivered and recognized $300M+ lease contracts with a related party; 453,000 warrants, released against milestones - Latest revenue $1.52M cumulative (independent third-party customers) FY2025: $1.78M (64% related-party) - Margin / profit (actual) +30% positive gross margin −151% gross margin ($2.7M gross loss) - Cash burn ~$150M cumulative funding to breakeven in 2028 2025 cash uses: $102M; going-concern uncertainty - Breakeven timing Q3 2028 (positive operating cash flow) Not disclosed - Listing / transaction Acquisition completed: October 2026 SPAC (Churchill XI): expected Q4 2026–Q1 2027 Private; no S-1 filed Valuation ~$200M $2.5B pre-money (≈12.5× FFR) $39B (≈195× FFR) 2027E P/S 4.4× (contribution valuation) No revenue guidance; ≥~25× at implied full order capacity - Proposed PIPE financing $10M ~$620M ($420M trust + $200M PIPE) ~$1.9B raised privately to date ① Strategy ② Business ③ Financials ④ Capital Sources: Public filings and company investor materials: Agility Robotics Investor Presentation (June 24, 2026) and Form S-4 (FY2025 audited financials, Note 14); Figure AI's self-reported Financial Profile; FFR company data. Forward-looking figures are identified as in the sources. Illustrative only; not an offer of securities. 2027E P/S: FFR contribution valuation / BP FY2027E revenue of $45M; Figure self-reported 2027E revenue of $110M. Agility has no revenue forecast: ≥~25× is an implied lower bound using its order economics (1,000 units × ~$100K/unit/year), assuming all units are delivered and recognized for a full year. The actual multiple may be higher.
05 FFR Pro Forma Capitalization at Closing Public float: ~13M shares, ~32% of common stock at closing (~11% fully diluted after approval) Holder At closing (before stockholder approval) After approval, as-converted (fully diluted) Can it be sold in the near term? Common stock Restricted preferred (as-converted) Shares % of total Status Lock-up / registration FFAI (existing shares + consideration shares) ~15M ~65M ~80M ~66% Locked up New shares: 18-month lock-up, reg. rights after 12 months RobotCo employees (ESOP) ~13M – ~22M ~18% Restricted 180-day market standoff; shares and options vest 25% at 6 months, then monthly over 36 months PIPE investors – ~7M ~7M ~5% Restricted All preferred at closing; converts into common after 14C effectiveness, subject to each investor's 4.99% blocker; resale registration within 30 days of closing Existing AIXC public (excl. FFAI) ~13M – ~13M ~11% Public float Freely tradable Total ~40M ~72M ~122M 100% At closing (before stockholder approval), approximately 13M shares held by existing public stockholders are freely tradable. The pro forma capitalization shows approximately 40M common shares outstanding, including approximately 1M consideration shares issued to FFAI and approximately 13M shares attributed to RobotCo employees. The transaction documents limit issuances and conversions of common stock before stockholder approval and completion of the Regulation 14C process; excess consideration and PIPE securities are represented by non-voting convertible preferred stock (shown as-converted). FFAI's voting power is approximately 37% at closing of PIPE. After stockholder approval, FFAI's as-converted, fully diluted ownership is approximately 66%. Ownership after stockholder approval, on an as-converted and fully diluted basis (~122M shares) FFAI ~66% · New shares: 18-month lock-up Employees ~18% standoff + vesting PIPE ~5% Public float ~11% ~89% locked up, vesting or awaiting registration ~11% tradable Illustrative: $200M RobotCo valuation basis at ~$2.25/share; up to $10M PIPE at $1.50/share, assume fully closed under PIPE investment agreement. Restricted preferred shown as the number of common shares issuable on conversion, subject to the required stockholder approval and applicable conversion restrictions, including the 4.99%/9.99% beneficial ownership blocker. Figures rounded to the nearest 1M and whole %; totals may not sum. % FD = fully diluted; % common = common stock only. Source: FFR pro forma cap table v14 (Exercised case, 10/23/2026).
06 2026 Full-Year Guidance Revenue, units shipped and average sales price for the full robotics offering (hardware devices + ecosystem) Units Shipped FY2026E 2,000 Full-year EAI robot shipments across all form factors Guidance reflects management's expectations for full-year 2026 as of October 26, 2026, for the acquired FF EAI Robotics business on a standalone full-year basis. Because the acquisition closed on October 23, 2026, this guidance is not expected to correspond to FFR's consolidated 2026 results, which will include the acquired business only from the closing date. It is forward-looking, is not a guarantee of future performance, and actual results may differ materially; see 'Forward-Looking Statements.' Figures are rounded. Source: Company. Positive Gross Margin
Thank you Investor Contact for FFR FF EAI Robotics Ecosystem Inc Inc. (Nasdaq: FFR) 1990 E. Grand Ave. El Segundo, California 90245 Investor Relations Department IR@ff.com +1 (760) 452-8111 https://investors.ff.com/ Investor Contact for FFAI Faraday Future Intelligent Electric Inc. (Nasdaq: FFAI) 1990 E. Grand Ave. El Segundo, California 90245 Investor Relations Department IR@ff.com +1 (760) 452-8111 https://investors.ff.com/ Additional Information and Where to Find It FFR plans to file with the SEC an information statement on Schedule 14C relating to the stockholder approval obtained by written consent in connection with the transaction. No vote or proxy is being solicited in connection with this Communication. Investors are urged to read the information statement and FFR's other SEC filings when available, because they will contain important information about FFR, the FF EAI Robotics business and the transaction. More information about FFAI is available in FFAI's SEC filings. These documents will be available free of charge at www.sec.gov and at https://investors.ff.com/.