UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
14A
Proxy
Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
| Filed by the Registrant |
|
☒ |
| Filed by a Party other than the Registrant |
|
☐ |
Check
the appropriate box:
| ☐ |
Preliminary Proxy Statement |
| ☐ |
Confidential, for Use
of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ |
Definitive Proxy Statement |
| ☐ |
Definitive Additional Materials |
| ☒ |
Soliciting Material under
§240.14a-12 |
FARADAY
FUTURE INTELLIGENT ELECTRIC INC.
(Name of Registrant as Specified In Its Charter)
N/A
(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment
of Filing Fee (Check all boxes that apply):
| ☒ |
No fee required. |
| ☐ |
Fee paid previously with
preliminary materials. |
| ☐ |
Fee computed on table in
exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
On
July 18, 2024, Faraday Future Intelligent Electric Inc., a Delaware corporation (“FF” or the “Company) sent the following
letters to its stockholders:
Subject: Invitation
to FFIE Investor Community Day on July 20th
Dear Stockholder,
Thank you for registering
for the FFIE Investor Community Day. We are pleased to inform you that you have been selected to participate in our event in person
on July 20th! Please reply to this email and confirm your attendance.
During the event, you
will have an exclusive opportunity to visit our Global Headquarters, experience our Ultimate AI TechLuxury FF 91 2.0, and engage with
our executive and management team. Please find the agenda below:
Agenda (Pacific
Time)
| ● | 9:00
- 10:00: Event Check-in |
| ● | 10:00
- 10:15: Welcome Remarks by FF Executives |
| ● | 10:30
- 12:00: FF Campus Tour and FF 91 Experiences |
| ● | 1:00
- 2:00: Meeting with FF Executive & Management Team |
Please bring a valid
ID for verification upon arrival. Kindly note that transportation and accommodation are not provided, and this invitation is valid for
one person only / yourself and (ONE TWO, or THREE) guests.
Additionally, please
be informed that the Annual Meeting of Stockholders will be held on July 31, 2024. We kindly ask all FF stockholders to vote FOR
all proposals, as your votes are critical for Faraday’s future. For voting instructions, please visit our websites:
| ● | English
Voting Instructions |
| ● | Chinese
Voting Instructions |
We look forward to
seeing you at the FFIE Investor Community Day! If you have any questions, feel free to email us at events@ff.com.
Best regards,
Team Faraday Future
Additional Information
and Where to Find It
This communication
may be deemed to be solicitation material in connection with the proposals to be submitted to FF stockholders at its annual meeting seeking,
among other proposals, approval to increase the number of authorized shares of common stock and to authorize a reverse split and proportionate
reduction of authorized shares if the reverse stock split is implemented. In connection with the authorized share increase and the reverse
stock split and proportionate reduction of authorized shares, the Company filed a proxy statement filed with the Securities and Exchange
Commission (the “SEC”) on July 5, 2024 in connection with the Company’s solicitation of proxies for the vote by the
Company’s stockholders with respect to the proposed authorized share increase, reverse stock split and proportionate authorized
share reduction proposals, and other matters described therein. The proxy statement was mailed to the Company’s stockholders on
or around July 5, 2024. The proxy statement includes information regarding the persons who may, under SEC rules, be deemed participants
in the solicitation of proxies in connection with the proposed authorized share increase, reverse stock split and proportionate authorized
share reduction. The Company has also filed other documents regarding the proposed authorized share increase, reverse stock split and
proportionate authorized share reduction with the SEC. Before making any voting decision, investors and security holders of the Company
are urged to read the proxy statement and all other relevant documents filed or that will be filed with the SEC in connection with the
proposed authorized share increase, reverse stock split and proportionate authorized share reduction as they become available because
they contain important information about these proposals.
Investors and security
holders can obtain free copies of the proxy statement and all other relevant documents the Company has filed or will file with the SEC
through the website maintained by the SEC at www.sec.gov. In addition, the documents filed by the Company may be obtained free of charge
from the Company’s website at https://www.ff.com/or by written request to Faraday Future Intelligent Electric at 18455 S. Figueroa
Street, Gardena, California 90248.
Participants in
the Solicitation
FF and its Board of
Directors and executive officers may be deemed to be participants in the solicitation of proxies from FF’s stockholders in connection
with the proposed authorized share increase, reverse stock split and proportionate authorized share reduction and other matters described
in the proxy statement. Information about the directors and executive officers of FF is set forth in the proxy statement for its 2024
annual meeting of stockholders, which was filed with the SEC on July 5, 2024. Investors may obtain additional information regarding the
interest of FF and its directors and executive officers in the reverse stock split proposal by reading the proxy statement relating to
the annual meeting. You may obtain free copies of these documents as described in the preceding paragraph.
Certain representatives
of FF Global Partners Investment LLC, formerly FF Top Holding LLC (“FF Top”), and its indirect parent entity FF Global Partners,
LLC (“FF Global”), including, without limitation, Jerry Wang and Weiwei Zhao (collectively, the “FF Top Representatives”),
are additional participants in the solicitation of proxies in connection with the authorized share increase and the reverse stock split
and proportionate reduction of authorized shares and other matters as described in the proxy statement. Information regarding the direct
and indirect interests in the Company, by security holdings or otherwise, of FF Global, FF Top and the FF Top Representatives is included
in the proxy statement and the Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on May 28, 2024, as
amended by the Form 10-K/A filed with the SEC on May 30, 2024 and June 24, 2024. Changes to the direct or indirect ownership of FF Top
and FF Global are set forth in SEC filings on Schedule 13D/A.
No Offer or Solicitation
This communication
shall not constitute a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect
of the proposed reverse stock split or authorized share cap. This communication shall also not constitute an offer to sell or a solicitation
of an offer to buy any securities of FF, nor shall there be any sale of securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act
of 1933, as amended.
==
Subject: FFIE Investor
Community Day - Application Status
Dear Stockholder,
Thank you for registering
for the FFIE Investor Community Day. Unfortunately, due to extremely high interest and limited spots available, we are unable to extend
an invitation to you this time.
However, you have been
added to our future investor events mailing list and will be among the first to receive information about our next investor community
day event.
While you may not be
able to join us in person for this event, we invite you to stay updated on the latest developments and announcements from Faraday Future
through our website and social media channels. We look forward to your participation in our future events and initiatives.
Additionally, we would
like to remind you that the Annual Meeting of Stockholders will be held on July 31, 2024. Your vote is crucial for Faraday’s future,
and we kindly ask all FF stockholders to vote FOR all proposals. For voting instructions, please visit:
| ● | English
Voting Instructions |
| ● | Chinese
Voting Instructions |
Thank you again for
your understanding and support. If you have any questions, please feel free to reach out to us at events@ff.com.
Best regards,
Team Faraday Future
Additional Information
and Where to Find It
This communication
may be deemed to be solicitation material in connection with the proposals to be submitted to FF stockholders at its annual meeting seeking,
among other proposals, approval to increase the number of authorized shares of common stock and to authorize a reverse split and proportionate
reduction of authorized shares if the reverse stock split is implemented. In connection with the authorized share increase and the reverse
stock split and proportionate reduction of authorized shares, the Company filed a proxy statement filed with the Securities and Exchange
Commission (the “SEC”) on July 5, 2024 in connection with the Company’s solicitation of proxies for the vote by the
Company’s stockholders with respect to the proposed authorized share increase, reverse stock split and proportionate authorized
share reduction proposals, and other matters described therein. The proxy statement was mailed to the Company’s stockholders on
or around July 5, 2024. The proxy statement includes information regarding the persons who may, under SEC rules, be deemed participants
in the solicitation of proxies in connection with the proposed authorized share increase, reverse stock split and proportionate authorized
share reduction. The Company has also filed other documents regarding the proposed authorized share increase, reverse stock split and
proportionate authorized share reduction with the SEC. Before making any voting decision, investors and security holders of the Company
are urged to read the proxy statement and all other relevant documents filed or that will be filed with the SEC in connection with the
proposed authorized share increase, reverse stock split and proportionate authorized share reduction as they become available because
they contain important information about these proposals.
Investors and security
holders can obtain free copies of the proxy statement and all other relevant documents the Company has filed or will file with the SEC
through the website maintained by the SEC at www.sec.gov. In addition, the documents filed by the Company may be obtained free of charge
from the Company’s website at https://www.ff.com/or by written request to Faraday Future Intelligent Electric at 18455 S. Figueroa
Street, Gardena, California 90248.
Participants in
the Solicitation
FF and its Board of
Directors and executive officers may be deemed to be participants in the solicitation of proxies from FF’s stockholders in connection
with the proposed authorized share increase, reverse stock split and proportionate authorized share reduction and other matters described
in the proxy statement. Information about the directors and executive officers of FF is set forth in the proxy statement for its 2024
annual meeting of stockholders, which was filed with the SEC on July 5, 2024. Investors may obtain additional information regarding the
interest of FF and its directors and executive officers in the reverse stock split proposal by reading the proxy statement relating to
the annual meeting. You may obtain free copies of these documents as described in the preceding paragraph.
Certain representatives
of FF Global Partners Investment LLC, formerly FF Top Holding LLC (“FF Top”), and its indirect parent entity FF Global Partners,
LLC (“FF Global”), including, without limitation, Jerry Wang and Weiwei Zhao (collectively, the “FF Top Representatives”),
are additional participants in the solicitation of proxies in connection with the authorized share increase and the reverse stock split
and proportionate reduction of authorized shares and other matters as described in the proxy statement. Information regarding the direct
and indirect interests in the Company, by security holdings or otherwise, of FF Global, FF Top and the FF Top Representatives is included
in the proxy statement and the Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on May 28, 2024, as
amended by the Form 10-K/A filed with the SEC on May 30, 2024 and June 24, 2024. Changes to the direct or indirect ownership of FF Top
and FF Global are set forth in SEC filings on Schedule 13D/A.
No Offer or Solicitation
This communication
shall not constitute a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect
of the proposed reverse stock split or authorized share cap. This communication shall also not constitute an offer to sell or a solicitation
of an offer to buy any securities of FF, nor shall there be any sale of securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act
of 1933, as amended.
==
FORWARD
LOOKING STATEMENTS
This
communication 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 statements regarding the Company’s plan to regain compliance with Nasdaq
listing standards, the Company’s intended reverse stock split and increase in authorized shares, the Company’s intention
to hold its annual meeting, the Company’s planned financings, and the Company’s growth strategy in the U.S., China and the
Middle East, 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, among others: the Company’s ability to continue as a
going concern and improve its liquidity and financial position; the Company’s ability to satisfy the conditions for continued listing
set forth by the Nasdaq Hearings Panel; the possibility that stockholder approval for the reverse stock split and/or the increase in
authorized shares will not be obtained; the possibility that factors unrelated to the reverse stock split may impact the per share trading
price of the Common Stock; the Company’s ability to regain compliance with, and thereafter continue to comply with, the Nasdaq
listing requirements; the ultimate decision of the Nasdaq Hearings Panel; the Company’s ability to pay its outstanding obligations;
the Company’s ability to remediate its material weaknesses in internal control over financial reporting and the risks related to
the restatement of previously issued consolidated financial statements; the Company’s limited operating history and the significant
barriers to growth it faces; the Company’s history of losses and expectation of continued losses; the success of the Company’s
payroll expense reduction plan; 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 Company’s ability to cover future warrant
claims; the success of other competing manufacturers; the performance and security of the Company’s vehicles; current and potential
litigation involving the Company; the Company’s ability to receive funds from, satisfy the conditions precedent of 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; the Company’s indebtedness; the Company’s ability to
cover future warranty claims; insurance coverage; general economic and market conditions impacting demand for the Company’s products;
potential negative impacts of a reverse stock split; potential cost, headcount and salary reduction actions may not be sufficient or
may not achieve their expected results; circumstances outside of the Company’s control, such as natural disasters, climate change,
health epidemics and pandemics, terrorist attacks, and civil unrest; risks related to the Company’s operations in China; the success
of the Company’s remedial measures taken in response to the Special Committee findings; the Company’s dependence on its suppliers
and contract manufacturer; the Company’s ability to develop and protect its technologies; the Company’s ability to protect
against cybersecurity risks; 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 filed
with the Securities and Exchange Commission (“SEC”) on May 28, 2024, as amended on May 30, 2024 and June 24, 2024, and other
documents filed by the Company from time to time with the SEC.
Additional
Information and Where to Find It
This
communication may be deemed to be solicitation material in connection with the proposals to be submitted to FF stockholders at its annual
meeting seeking, among other proposals, approval to increase the number of authorized shares of common stock and to authorize a reverse
split and proportionate reduction of authorized shares if the reverse stock split is implemented. In connection with the authorized share
increase and the reverse stock split and proportionate reduction of authorized shares, the Company filed a proxy statement filed with
the Securities and Exchange Commission on July 5, 2024 in connection with the Company’s solicitation of proxies for the vote by
the Company’s stockholders with respect to the proposed authorized share increase, reverse stock split and proportionate authorized
share reduction proposals, and other matters described therein. The proxy statement was mailed to the Company’s stockholders on
or around July 5, 2024. The proxy statement includes information regarding the persons who may, under SEC rules, be deemed participants
in the solicitation of proxies in connection with the proposed authorized share increase, reverse stock split and proportionate authorized
share reduction. The Company has also filed other documents regarding the proposed authorized share increase, reverse stock split and
proportionate authorized share reduction with the SEC. Before making any voting decision, investors and security holders of the Company
are urged to read the proxy statement and all other relevant documents filed or that will be filed with the SEC in connection with the
proposed authorized share increase, reverse stock split and proportionate authorized share reduction as they become available because
they contain important information about these proposals.
Investors
and security holders can obtain free copies of the proxy statement and all other relevant documents the Company has filed or will file
with the SEC through the website maintained by the SEC at www.sec.gov. In addition, the documents filed by the Company may be obtained
free of charge from the Company’s website at https://www.ff.com/or by written request to Faraday Future Intelligent Electric at
18455 S. Figueroa Street, Gardena, California 90248.
Participants
in the Solicitation
FF
and its Board of Directors and executive officers may be deemed to be participants in the solicitation of proxies from FF’s stockholders
in connection with the proposed authorized share increase, reverse stock split and proportionate authorized share reduction and other
matters described in the proxy statement. Information about the directors and executive officers of FF is set forth in the proxy statement
for its 2024 annual meeting of stockholder, which was filed with the SEC on July 5, 2024. Investors may obtain additional information
regarding the interest of FF and its directors and executive officers in the reverse stock split proposal by reading the proxy statement
relating to the annual meeting. You may obtain free copies of these documents as described in the preceding paragraph.
Certain
representatives of FF Global Partners Investment LLC, formerly FF Top Holding LLC (“FF Top”), and its indirect parent entity
FF Global Partners, LLC (“FF Global”), including, without limitation, Jerry Wang and Weiwei Zhao (collectively, the “FF
Top Representatives”), are additional participants in the solicitation of proxies in connection with the in connection with the
authorized share increase and the reverse stock split and proportionate reduction of authorized shares and other matters as described
in the Proxy Statement. Information regarding the direct and indirect interests in the Company, by security holdings or otherwise, of
FF Global, FF Top and the FF Top Representatives is included in the proxy statement and the Annual Report on Form 10-K for the year ended
December 31, 2023, filed with the SEC on May 28, 2024, as amended by the Form 10-K/A filed with the SEC on May 30, 2024 and June 24,
2024. Changes to the direct or indirect ownership of FF Top and FF Global are set forth in SEC filings on Schedule 13D/A.
No
Offer or Solicitation
This
communication shall not constitute a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities
or in respect of the proposed reverse stock split or authorized share cap. This communication shall also not constitute an offer to sell
or a solicitation of an offer to buy any securities of FF, nor shall there be any sale of securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such
state or jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10
of the Securities Act of 1933, as amended.
6
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