LOS ANGELES, Aug. 2, 2022 /PRNewswire/ -- FF Top Holding LLC ("FF Top"), a major shareholder of Faraday Future Intelligent Electric Inc.("FF", FFIE") (NASDAQ: FFIE), and FFIE executed a non-binding term sheet (the "Term Sheet") for a proposed convertible term loan facility of FFIE on August 1, consisting of potential senior secured convertible notes ("Notes") in a potential principal amount of up to $600,000,000 (the "Proposed Financing").
The Term Sheet contemplates that several financial investors, to be identified by FF Top but that are not affiliates of FF Top (the "Potential Lead Investor") would participate in the Proposed Financing through a new or existing investment vehicle in a principal amount of at least $100 million, and that additional potential investors, to be identified by the Potential lead Investor, FF Top and FFIE (the "Potential Other Investors" and collectively with the Potential Lead Investor, the "Potential Investors" or the "Potential Lenders"), would further participate in the Proposed Financing for additional principal amounts to be determined. The facility will include two tranches -- each up to $300 million. First tranche note is planned to be funded at closing of the transaction, and investors will have the exclusive option to purchase the second tranche note for a certain period of time after closing.
FF Top has received non-binding indications of interest from two financial investors that may invest via the Potential Lead Investor and is in discussions with the Potential Other Investors; however, there can be no assurance that all or any of such persons will ultimately determine to participate in the Proposed Financing, and as of the date hereof, potential investors have not been identified for the entirety of the $600,000,000 principal amount.
FF Top does not currently expect to purchase any Notes for its own account, and does not anticipate having any control over or investment in the Potential Lead Investor. FF Top does, however, anticipate providing reasonable downside protection to the Potential Lead Investor by pledging a to-be-determined portion of its shares of Common Stock to the Potential Lead Investor in support of the Notes investment contemplated to be made through the Potential Lead Investor, and also sharing with the Potential Lead Investor in any appreciation in the Potential Lead Investor's investment pursuant to the Proposed Financing.
A copy of the non-binding term sheet has been filed with the SEC as an exhibit to FF Top's Schedule 13D with respect to its investment in FFIE.
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