{"success":true,"data":{"pressRelease":{"id":"168728","rtpr_id":"nPn2WRVt8a-20261014","ticker":"FFAI","exchange":"NASDAQ","all_tickers":["FFAI","FFR"],"title":"FF EAI Robotics Ecosystem Signs Definitive Agreements to Combine FFAI's Full Robotics Business at About $200 Million and $2.246 Per Share, an Approximate 50 Percent Premium; Becoming the First U.S.-Listed Humanoid and Bionic EAI Robotics Pure Play","author":"PR Newswire","published_at":"2026-10-14T11:30:01.226Z","article_body":"FF EAI Robotics Ecosystem Signs Definitive Agreements to Combine FFAI's Full Robotics Business at About $200 Million and $2.246 Per Share, an Approximate 50 Percent Premium; Becoming the First U.S.-Listed Humanoid and Bionic EAI Robotics Pure Play\nPR Newswire\n\nLOS ANGELES, Oct. 14, 2026\n\n * FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (formerly AIxCrypto Holdings,\nInc. and AIXC) and Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI)\n(\"FFAI\") signed definitive agreements on October 12, 2026, for FFR to acquire\nFFAI's robotics assets and business in an all-stock transaction. The parties\nagreed on a valuation of approximately $200 million for FFAI's robotics\nbusiness and approximately $60 million for FFR on a fully diluted basis. All\nclosings are expected to be completed by the end of October 2026.\n * FFR will issue shares to FFAI at $2.246 per share, representing a premium of\napproximately 50% to FFR's closing price of $1.50 on the signing date of\nOctober 12, 2026 and approximately 55% to closing price of $1.45 on October\n13, 2026.\n * The transaction was approved by the respective Board special committees\ncomprising disinterested independent directors of FFAI and FFR, and is\nsupported by a fairness opinion issued by the independent financial advisor\nengaged by the FFR special committees.\n * FFR has secured its first round of PIPE financing of up to $10 million. The\nfinancing is priced at market, with no discount or no warrants, and low\nassociated financing costs. To support investor interests, FFR limited this\nround's financing to no more than $10 million to meet its current funding\nneeds while reducing unnecessary equity dilution. Upon closing of the\nacquisition transaction and PIPE financing, on an as-converted, fully diluted\nbasis, FFAI will hold approximately 65.7% of FFR, with all newly issued shares\nreceived in this transaction subject to an 18-month lockup, management and\nemployees approximately 18.2%, PIPE investors approximately 5.5%, and other\nFFR stockholders approximately 10.7%. PIPE investors may not sell their shares\nwithin six months or before the resale registration statement becomes\neffective. FFAI, management and employees, and PIPE investors will\ncollectively hold approximately 89.3%. Excluding these holdings, the freely\ntradable public float will consist of approximately 13 million shares,\nrepresenting approximately 10.7% of the total.\n * FFR will become the first U.S.-listed pure-play \"Four-Core Full-Stack AI\"\nhumanoid and bionic EAI robotics ecosystem company, targeting a top-three\noverall ranking in the EAI robotics industry over the next five years. As the\nfirst U.S. company to deliver both humanoid and bionic robots, FF is turning\nits first-mover advantage into a competitive advantage, drawing on its\n\"Four-Core Full-Stack AI\" Ecosystem, EAI technology strengths, and \"One Brain,\nMultiple Forms; Multiple Forms, Multiple Capabilities\" approach to build a\nleading U.S. Physical AI and robotics ecosystem platform. The four cores, EAI\nBrain and Developer Platform, EAI Devices, Industry Productivity Solutions,\nand EAI Data Factory, will accelerate deployment across education and\nresearch, security and inspection, industrial and logistics, and commercial\napplications and services. The \"Built in USA\" Acceleration Program will\ntranslate these technology and ecosystem capabilities into U.S.-based R&D,\ncompliance, supply chain, manufacturing, delivery, and service capabilities,\ncreating a self-evolving flywheel of real-world deployment, data collection,\nEAI Brain model refinement, and updates to real-world deployments.\n * In less than a year, FFAI's EAI robotics business has made progress exceeding\nexpectations. The Company has completed Phase One of the \"Built in USA\"\nAcceleration Program and is advancing the \"One-Brain Multi-Form\nMulti-Capability\" FF EAI Robot World 2.0. FFAI has launched 24 products across\nthree robot forms and begun customer deliveries. Its \"Four-Core Full-Stack AI\"\nEcosystem is taking shape. By the end of September, cumulative EAI Device\nsales and shipments reached 817 units. In the second quarter, the average\ngross margin on FFAI's robotics products exceeded 30%, and cumulative revenue\nwas approximately $1.52 million.\n * Under FFAI's robotics business plan, unaudited revenue for 2026 is projected\nto reach approximately $7 million, with a gross margin of 10%; revenue for\n2027 is projected to reach approximately $45 million, with a gross margin of\n30.5%. Cumulative revenue from 2026 through 2030 is projected to reach\napproximately $1.98 billion, with gross margin increasing annually to 54% in\n2030 and cumulative EAI Device sales from 2026 to 2030 exceeding 130,000\nunits. Drawing on seven unique advantages, including its EAI technology\nstrengths across \"Four-Core Full-Stack AI\" and its asset-light operating\nmodel, FFR aims to achieve positive operating cash flow no later than the\nthird quarter of 2028, with cumulative financing requirements of no more than\n$150 million.\n * FFR's governance framework will draw on the governance arrangements between FF\nGlobal Partners LLC and FFAI to support leadership continuity, strategic\noversight, and long-term execution, with the aim of making the Company one of\nthe most valuable EAI companies in the Physical AI era.\n * Through the merger and independent listing, FFR will sharpen its focus on\nPhysical AI and EAI robotics, accelerate commercialization at scale, improve\ncapital efficiency and financial transparency, and unlock value, with the goal\nof maximizing stockholder value as soon as possible.\nLOS ANGELES, Oct. 14, 2026 /PRNewswire/ -- FF EAI Robotics Ecosystem Inc.\n(\"FFR\" or the \"Company\") (NASDAQ: FFR) today announced that it has signed\ndefinitive agreements with FFAI for FFR to acquire FFAI's full robotics\necosystem business at an agreed valuation of approximately $200 million.\n\n \n\nThe transaction advances the parties' previously announced transaction process\nto the definitive agreement stage. Its structure has been simplified to\nfacilitate execution and closing. Following closing, FFR will become the first\nU.S.-listed pure-play \"Four-Core Full-Stack AI\" humanoid and bionic EAI\nrobotics ecosystem company, with the goal of maintaining a top-three overall\nranking in the EAI robotics industry over the next five years.\n\nShare Issuance at $2.246 per Share, a Premium to Market Price, to Reduce\nAcquisition Dilution and Maximize Stockholder Value\n\nUnder the definitive agreements, the parties agreed on a valuation of\napproximately $200 million for FFAI's robotics business and approximately $60\nmillion for FFR on a fully diluted basis. The agreed transaction values\nreflect the parties' mutual recognition of the strategic value of their\nrespective businesses and are not based solely on prevailing market prices.\n\nThe definitive agreements advance the transaction from the previously\nannounced non-binding term sheet to a signed contractual framework. The\nspecial stock dividend mechanism contemplated in the earlier term sheet is not\npart of the definitive transaction. Its removal simplifies the transaction\nstructure and is intended to support efficient execution and closing.\n\nThe parties' agreed valuation of approximately $60 million for FFR(previously\nAIxCrypto Holdings, Inc.) reflects its Nasdaq-listed platform, existing\nshareholder base and trading infrastructure, relatively simple balance sheet\nand capitalization structure, existing RoboShare business, and financial\nassets, including cash, cash equivalents, note receivables and certain\ninvestments, including investments in FFAI. FFR's existing RoboShare platform\nalso offers potential synergies with the acquired robotics business across\nsales, leasing, deployment and recurring services. Following the transaction,\nFFR will emerge as a Nasdaq-listed company with an established shareholder\nbase, a relatively simple balance sheet, minimal debt, and no outstanding\nconvertible notes, providing the robotics business with a direct access to\nU.S. capital markets.\n\nLoeb & Loeb LLP serves as legal counsel to the FFR special committee.\nAdvanture Capital Solutions LLC is acting as independent financial advisor to\nFFR special committee and has rendered a fairness opinion in connection with\nthe acquisition transaction. Pryor Cashman serves as legal counsel to FFAI.\n\nFFR Has Secured Up to $10 Million in PIPE Financing with No Discount\n\nFFR has secured up to $10 million in its first-round of PIPE financing. The\nfinancing is priced at market, with no discount or no warrants, and low\nassociated financing costs, and is structured to minimize equity dilution. To\nbest support investor interests, FFR limited the offering to approximately $10\nmillion to meet its current funding needs while reducing unnecessary equity\ndilution.\n\nUpon closing, on an as-converted, fully diluted basis, FFAI will hold\napproximately 65.7% of FFR, with all newly issued shares received in this\ntransaction subject to an 18-month lockup. Management and employees will hold\napproximately 18.2%, PIPE investors approximately 5.5%, and other FFR\nstockholders approximately 10.7%. PIPE investors may not sell their shares\nwithin six months or before the resale registration statement becomes\neffective. FFAI, management and employees, and PIPE investors will\ncollectively hold approximately 89.3%. Excluding these holdings, the freely\ntradable public float will consist of approximately 13 million shares,\nrepresenting approximately 10.7% of the total.\n\nThese estimates are subject to confirmation and may change based on the final\ntransaction capitalization and PIPE terms.\n\nThe financing will further strengthen FFR's capital base and provide resources\nto advance its \"Four-Core Full-Stack AI\" strategy, supporting product R&D,\ncommercialization, and scaled deployment of the robotics ecosystem.\n\nUpon completion of the financing, the Company will have additional resources\nfor business development, R&D investment, and market expansion. For\nstockholders and investors, lower financing costs and limited equity dilution\nare expected to further improve the Company's capital structure and support\nthe realization of the robotics business's long-term value.\n\nThe consummations of the acquisition transaction and the PIPE are subject to\nsatisfaction or waiver of closing conditions set forth in the applicable\ntransaction documents.\n\nFFR Aims to Achieve and Maintain a Top-Three Comprehensive Ranking in the EAI\nRobotics Industry\n\nThe Company is building a full-lifecycle robotics business spanning research\nand development, supply chain, manufacturing, sales, deployment, data, and\noperations, centered on its \"Four-Core Full-Stack AI\" ecosystem.\n\nUnder preliminary projections prepared by FFAI management for the FF EAI\nRobotics business on a standalone basis, revenue is projected to reach\napproximately $7 million in 2026 and $45 million in 2027. The projections\ncontemplate positive gross margin in 2026, gross margin of approximately 30%\nin 2027 and approximately 54% in 2030, cumulative revenue of approximately\n$1.98 billion from 2026 through 2030, and positive operating cash flow in the\nthird quarter of 2028. Cumulative financing requirements before then are\nprojected to be no more than $150 million, implying low dilution for\nstockholders and financing needs well below those of industry peers.\n\nFFAI management projects EAI Device sales of 2,001 units in 2026 and 7,400\nunits in 2027, with cumulative sales exceeding 130,000 units over five years.\nThe projections also contemplate more than 19 million hours of cumulative data\nsupply over five years and approximately $300 million in cumulative research\nand development investment over the same time period.\n\nAs the EAI Brain and Developer Platform, Industry Productivity Solutions, EAI\nData Factory and related services develop, ecosystem revenue is projected to\ngrow from 22% of total revenue in 2026 to 49% by 2030. These projections were\nprepared by FFAI management and have not been adopted by FFR as Company\nguidance. Actual results may differ materially.\n\nBoard, Governance Framework and Employee Incentives Support Leadership\nContinuity and Long-Term Execution\n\nTo support the continuity and long-term execution of the robotics business\nafter closing, the transaction includes arrangements covering employee\nincentives, key employee retention, governance, and Board composition. As part\nof these arrangements, outstanding employee stock-option incentives associated\nwith the FF EAI Robotics business are expected to be assumed and converted, at\nthe agreed exchange ratio, into stock options of FFR (\"Assumed Options\"). The\nstructure is intended to align the long-term interests of the core team with\nFFR's development and long-term value creation.\n\nKey employees are expected to be retained and to enter into employment\nagreements, which are important conditions to closing. Key management will\ncontinue to support both FFR and FFAI, helping preserve the talent and\nbusiness capabilities needed to support the robotics business.\n\nFFR's governance framework is expected to be similar to the governance\narrangements between FF Global Partners LLC and FFAI, intended to support\nleadership continuity, strategic oversight and long-term execution under the\nfounding team's leadership, while providing additional protections at the\nBoard level. The final arrangements will be described in FFR's filings with\nthe SEC.\n\nIndependent Listing Anchors the Value of the Robotics Business and Unlocks Its\nTrue Value\n\nFFR will establish financial reporting and an operating framework focused on\nthe robotics business, providing a clearer view of business performance,\nfunding needs and uses of capital. Its balance sheet, income statement, and\nstatement of cash flows will potentially provide greater clarity.\n\nFor two years following closing, FFAI and its affiliates have agreed to\nobserve non-competition restrictions in territories where FFR and its\naffiliates conduct robotics business.\n\nFor FFR and its stockholders, the transaction provides a complete robotics\necosystem business acquired at an agreed valuation of approximately $200\nmillion, a dedicated listed platform focused on the robotics ecosystem, and a\npremium issuance designed to reduce dilution. The secured PIPE provides\nadditional capital for future business development.\n\nFor FFAI and its stockholders, the transaction anchors the agreed value of the\nrobotics business and releases it through a standalone public-company\nplatform, while FFAI continues to be the majority and controlling\nstockholder of FFR and continues to participate in the robotics business.\n\nNext, FFR will advance financing and transaction closing in an orderly manner.\nAll closings are expected to be completed by the end of October. Upon\ncompletion of the transaction, the Company will announce FFR's next-stage\nstrategy and business plan.\n\n\"The transaction will give the robotics business a dedicated public-company\nplatform alongside RoboShare's capabilities. We're confident in the\nopportunity to build on customer deliveries and expand real-world applications\ncreating a foundation to advance commercialization across products,\ndeployments, data and services,\" said Jerry Wang, Chief Executive Officer of\nFFR.\n\nManagement Conference Call\n\nFFR will host a conference call and webcast to discuss the transaction, its\nstrategic rationale, expected financial and operational benefits, and\nlong-term growth plans, followed by a question-and-answer session.\n\nDate: October 14, 2026\nTime: 8:30 a.m. ET / 5:30 a.m. PT\nDial-In: 1-877-407-9208 or 1-201-493-6784\nCall me™ Link:\nhttps://callme.viavid.com/viavid/?callme=true&passcode=13763373&h=true&info=company&r=true&B=6\n(https://callme.viavid.com/viavid/?callme=true&passcode=13763373&h=true&info=company&r=true&B=6)\n\nWebcast Participant Link:\nhttps://viavid.webcasts.com/starthere.jsp?ei=1779329&tp_key=f3da5b6106\n(https://viavid.webcasts.com/starthere.jsp?ei=1779329&tp_key=f3da5b6106)\n\nTelephone Replay\nReplay Dial-In: 1-844-512-2921 or 1-412-317-6671\nAccess ID: 13763373\n\nAbout FF EAI Robotics Ecosystem Inc.\n\nFF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (renamed from AIxCrypto Holdings,\nInc. and AIXC, effective September 30, 2026) is a U.S.-based Embodied AI (EAI)\nrobotics company that is in the process of acquiring the FF EAI Robotics\nbusiness. Upon completion of the acquisition, the Company will focus on the\nresearch and development, manufacturing, commercialization, and deployment of\nintelligent robotic technologies, products, and industry solutions.\n\nThe Company is committed to building a \"Four-Core Full-Stack\" AI ecosystem\ncovering the full lifecycle of robotics, consisting of EAI Brain &\nDeveloper Platform, EAI Devices, Industry Productivity Solutions, and EAI Data\nFactory. Guided by the technology and product philosophy of \"One Brain,\nMulti-forms, Multi-capabilities,\" the Company aims to empower humanoid,\nbiomimetic, and other robotic form factors through a unified EAI Brain, while\ncontinuously expanding their multi-task and multi-scenario capabilities. The\necosystem is designed to support the full robotics lifecycle, including\nR&D, deployment, data collection and training, operations, and commercial\napplications.\n\nThe FF EAI Robotics business has already achieved commercial deliveries of\nhumanoid and biomimetic robotic products. Through its multi-form-factor\nrobotic products, EAI technology platform, closed-loop data capabilities, and\nindustry solutions, the business continues to advance the scaled adoption of\nrobotics across real-world applications. The Company also operates RoboShare,\na robot-sharing and services platform designed to connect robotic assets,\nservice capabilities, customer demand, and ecosystem partners, further\nstrengthening its robotics commercialization and service ecosystem.\n\nFor more information, visit www.ff.com (https://www.ff.com/) .\n\nForward-Looking Statements\n\nThis communication, including any presentation, press release, investor\nmaterials or other document of which it forms a part (this \"Communication\"),\ncontains \"forward-looking statements\" within the meaning of the \"safe harbor\"\nprovisions of the Private Securities Litigation Reform Act of 1995, as\namended, and other securities laws, regarding FF EAI Robotics Ecosystem Inc.\n(\"FFR,\" the \"Company,\" \"us,\" \"our,\" or \"we\") and our industry. All statements,\nwhether written or oral, other than statements of historical fact, including\nany financial projections and any statements regarding future events, our\nstrategy, our transition to robotics operations, our plans for RoboShare, our\ndigital asset disposition plans, the proposed acquisition of the FF EAI\nRobotics business, the projections referenced in this communication, our name\nand ticker change, any related financing, and the anticipated benefits and\ntiming of the foregoing, our objectives, expectations, or anticipated actions\nor results, are forward-looking statements. You can often identify\nforward-looking statements by words such as \"may,\" \"might,\" \"will,\" \"shall,\"\n\"should,\" \"expects,\" \"plans,\" \"anticipates,\" \"could,\" \"intends,\" \"targets,\"\n\"projects,\" \"contemplates,\" \"believes,\" \"estimates,\" \"predicts,\" \"potential,\"\n\"goal,\" \"objective,\" \"seeks,\" \"likely,\" or \"continue,\" or the negative of\nthese terms or other similar expressions; the absence of these words does not\nmean a statement is not forward-looking. These statements reflect our current\nexpectations and projections about future events as of the date of this\nCommunication and are necessarily based on estimates and assumptions that,\nwhile considered reasonable by management, are inherently uncertain. FFR can\ngive no assurance that such forward-looking statements or financial\nprojections will prove to be correct.\n\nActual results may differ materially from those expressed or implied by these\nforward-looking statements as a result of numerous risks and uncertainties,\nboth general and specific, including, but not limited to:\n\nThe proposed acquisition transaction and PIPE. The definitive agreements may\nbe terminated in accordance with their terms, and the proposed transactions\nmay not be completed on the terms described or at all; the conditions to\nclosing, including the completion of FFAI's internal restructuring of the\nrobotics business, the execution of key employee agreements and other\ncustomary conditions, and the parties' ability to satisfy them; the risk that\nthe stockholder approval required under Nasdaq listing rules for the\nconversion of the preferred stock issued as consideration is not obtained or\nis delayed, and the effect of the conversion restrictions and the information\nstatement process on the timing of conversion; the timing of the transaction\nand the costs of pursuing it; the issuance of a substantial number of shares\nas consideration and the resulting dilution to existing stockholders; the fact\nthat the counterparty is our controlling stockholder, that it will hold a\nsubstantial majority of our outstanding shares following closing, that certain\nmembers of management serve both companies, and the conflicts of interest\ninherent in the transaction; the risk that the agreed valuations do not\nreflect the market value of our shares or of the acquired business; our\ndependence on the counterparty for transition, supply and support following\nany closing; the scope and enforceability of the non-competition and\ngovernance arrangements; the consequences of the transaction under Nasdaq\nlisting rules, including the possibility that Nasdaq determines that the\ntransaction requires us to satisfy initial listing requirements in connection\nwith a business combination, change of control or change in the nature of our\nbusiness; the risk that the PIPE financing, on which the transaction is not\nconditioned, is not completed on the anticipated terms or at all; the risk of\nlitigation relating to the transaction; our ability to integrate and operate\nthe acquired business; and the risk that the acquired business performs\ndifferently than anticipated.\n\nProjections. The projections referenced in this communication were prepared by\nFFAI management for the FF EAI Robotics business on a standalone basis and do\nnot reflect our existing business, transaction-related expenses or the\ncombined company. We have not independently verified them or adopted them as\nguidance. They were not prepared with a view toward public disclosure or\ntoward compliance with the published guidelines of the Securities and Exchange\nCommission or the American Institute of Certified Public Accountants regarding\nprospective financial information, and no independent registered public\naccounting firm has examined, compiled or performed any procedures with\nrespect to them, and none expresses an opinion or any other form of assurance\nwith respect to them. The projections reflect estimates and assumptions that\nare inherently uncertain and subject to change, including through due\ndiligence and the review of our special committee and its financial advisor.\nActual results are likely to differ, and may differ materially.\n\nLiquidity, capital and going concern. Our limited cash and liquidity position\nand our history of operating losses and negative operating cash flow;\nsubstantial doubt regarding our ability to continue as a going concern, as\ndescribed in our periodic reports; our need to obtain additional financing on\nacceptable terms or at all, and the substantial dilution to existing\nstockholders that additional financing may cause, including any financing\ncompleted in connection with the proposed transaction, which may not be\ncompleted or may be on less favorable terms than anticipated; our ability to\nfund operations pending and following the disposition of our digital asset\npositions; and our ability to satisfy the continued listing requirements of\nThe Nasdaq Stock Market, including stockholders' equity, minimum bid price and\nother applicable standards.\n\nOur strategic transition and the disposition of digital assets. Risks\nassociated with a fundamental shift in our business strategy and the\nredeployment of resources from a digital asset treasury strategy to robotics\noperations; our ability to execute the disposition of our digital asset\npositions in an orderly manner and on acceptable terms; the risk that amounts\nrealized on disposition are materially less than carrying value as a result of\nprice volatility, market depth, execution timing, custody or transfer\nconstraints, or other limitations; tax, accounting and regulatory consequences\nof the dispositions; the continued volatility and regulatory uncertainty\nassociated with digital assets and cryptocurrencies during the wind-down\nperiod; the concentration of a substantial portion of our assets in a single\nequity investment, including an investment in a related party, and the\nilliquidity, valuation uncertainty, holding-period and transfer restrictions\nassociated with that investment; and risks arising from our relationships and\nagreements with related parties and significant stockholders.\n\nOur robotics operations business. Our limited operating history in robotics\noperations and commercialization and the absence of a meaningful revenue\nhistory; the early stage of RoboShare and the risk that customer demand,\nrepeat demand, pricing, utilization or unit economics do not develop as\nanticipated; our dependence on a small number of customers, on a single\ninitial geographic market, and on individual events or engagements, and the\nrisk that the loss of, or a change in the terms of, any such relationship has\na disproportionate effect; our dependence on third-party robot owners,\noperators, suppliers, original equipment manufacturers and local partners, and\non their willingness to make robots available on our platform; risks relating\nto the availability, cost, quality, maintenance, transport, insurance and\ntechnological obsolescence of robots and related equipment, and to supply\nchains, tariffs and trade measures affecting them; and our ability to expand\ninto additional markets and to attract and retain participants on both sides\nof our marketplace.\n\nOperations, safety and liability. Risks of property damage, personal injury or\ndeath arising from the operation of humanoid robots, quadrupeds and other\nautonomous or semi-autonomous machines in proximity to performers, employees,\nguests and the public, including at live events and in uncontrolled\nenvironments; product liability, premises liability, negligence and related\nclaims and the adequacy, scope, availability and cost of our insurance\ncoverage and of contractual indemnities from customers, owners and suppliers;\nthe allocation of responsibility among us, robot owners, venues, event\nproducers and customers; permitting, licensing, occupational safety and\nevent-specific regulatory requirements; and the reputational consequences of\nany safety incident.\n\nTechnology, data and intellectual property. Systems, network,\ntelecommunications or service disruptions, failures, defects or cyber-attacks;\nthe performance, reliability and autonomy limitations of robotic systems and\nof the software, models and networks that support them; our collection, use,\nstorage, transmission and protection of personal information, including images\nand any biometric or biometric-adjacent data captured in the course of robot\ndeployments, and evolving privacy, biometric and artificial intelligence laws\nand regulations across the jurisdictions in which we operate or intend to\noperate; our ability to obtain, maintain, protect and enforce our intellectual\nproperty rights and to defend against third-party claims of infringement or\nmisappropriation; and our reliance on third-party technology, platforms and\nlicenses.\n\nLegal, regulatory and general. The regulated industries and jurisdictions in\nwhich we operate; current or future laws or regulations and new\ninterpretations of existing laws or regulations, including those applicable to\ndigital assets, robotics, autonomous systems, consumer protection, advertising\nand endorsements; the risk that our marketplace arrangements, or the manner in\nwhich they are described, are characterized differently than we intend by\nregulators or courts; the failure of counterparties to perform their\ncontractual obligations; litigation, regulatory inquiries, investigations and\nenforcement actions, and their costs and outcomes; business, economic, market\nand capital-market conditions; competition in our industry; changes in market\ndemand for, and the pricing of, our products and services; our ability to\ndefine, design and release new products and services in a timely manner that\nmeet customer needs; our ability to attract, retain and motivate qualified\npersonnel, including key management; our ability to manage our growth and our\ntransition; and our ability to maintain effective internal control over\nfinancial reporting and disclosure controls and procedures.\n\nThis list of factors is not exhaustive. Additional risks and uncertainties are\ndescribed more fully in our filings with the U.S. Securities and Exchange\nCommission (the \"SEC\"), including our Annual Report on Form 10-K for the year\nended December 31, 2025, our Quarterly Reports on Form 10-Q, and our\nsubsequent filings, which are available on the SEC's website at www.sec.gov\n(https://www.sec.gov/) . Investors are urged to review the liquidity, capital\nresources and going concern disclosures contained in those reports.\n\nThe forward-looking statements in this Communication speak only as of the date\nhereof. Except as required by law, neither FFR nor any other person undertakes\nany obligation to update or revise any forward-looking statement or financial\nprojection set out herein, whether as a result of new information, future\nevents or otherwise. This Communication is provided for informational purposes\nonly, does not constitute an offer to sell or the solicitation of an offer to\nbuy any security, and does not constitute investment, tax or legal advice or\nany investment recommendation, and does not take into account the investment\nobjectives or financial situation of any person. FFR reserves the right to\namend or replace the information contained herein, in whole or in part, at any\ntime, and undertakes no obligation to notify any recipient thereof. Readers\nare cautioned not to place undue reliance on these forward-looking statements.\nThis caution is made under, and these forward-looking statements are intended\nto be covered by, the safe-harbor provisions of the Private Securities\nLitigation Reform Act of 1995.\n\nView original content to download\nmultimedia:https://www.prnewswire.com/news-releases/ff-eai-robotics-ecosystem-signs-definitive-agreements-to-combine-ffais-full-robotics-business-at-about-200-million-and-2-246-per-share-an-approximate-50-percent-premium-becoming-the-first-us-listed-humanoid-and-bionic-eai-r-302908181.html\n(https://www.prnewswire.com/news-releases/ff-eai-robotics-ecosystem-signs-definitive-agreements-to-combine-ffais-full-robotics-business-at-about-200-million-and-2-246-per-share-an-approximate-50-percent-premium-becoming-the-first-us-listed-humanoid-and-bionic-eai-r-302908181.html)\n\nSOURCE FF EAI Robotics Ecosystem Inc.\n\n\n\nFF EAI Robotics Ecosystem Inc., IR@ff.com, +1 (760) 452-8111\n\nPhoto: \nhttps://mmx.prnewswire.com/media/MS2013021/20261014014502EDT_image_1.jpg?id=OA3018006\nhttps://mmx.prnewswire.com/media/MS2013020/20261014014502EDT_image_2.jpg?id=OA3018005\n\nCopyright (c) 2026 PR Newswire Association,LLC. All Rights Reserved.","article_body_html":"","raw_payload":{"data":{"id":"nPn2WRVt8a-20261014","title":"FF EAI Robotics Ecosystem Signs Definitive Agreements to Combine FFAI's Full Robotics Business at About $200 Million and $2.246 Per Share, an Approximate 50 Percent Premium; Becoming the First U.S.-Listed Humanoid and Bionic EAI Robotics Pure Play","author":"PR Newswire","ticker":"FFAI","created":"2026-10-14T11:30:01.226Z","tickers":["FFAI","FFR"],"exchange":"NASDAQ","article_body":"FF EAI Robotics Ecosystem Signs Definitive Agreements to Combine FFAI's Full Robotics Business at About $200 Million and $2.246 Per Share, an Approximate 50 Percent Premium; Becoming the First U.S.-Listed Humanoid and Bionic EAI Robotics Pure Play\nPR Newswire\n\nLOS ANGELES, Oct. 14, 2026\n\n * FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (formerly AIxCrypto Holdings,\nInc. and AIXC) and Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI)\n(\"FFAI\") signed definitive agreements on October 12, 2026, for FFR to acquire\nFFAI's robotics assets and business in an all-stock transaction. The parties\nagreed on a valuation of approximately $200 million for FFAI's robotics\nbusiness and approximately $60 million for FFR on a fully diluted basis. All\nclosings are expected to be completed by the end of October 2026.\n * FFR will issue shares to FFAI at $2.246 per share, representing a premium of\napproximately 50% to FFR's closing price of $1.50 on the signing date of\nOctober 12, 2026 and approximately 55% to closing price of $1.45 on October\n13, 2026.\n * The transaction was approved by the respective Board special committees\ncomprising disinterested independent directors of FFAI and FFR, and is\nsupported by a fairness opinion issued by the independent financial advisor\nengaged by the FFR special committees.\n * FFR has secured its first round of PIPE financing of up to $10 million. The\nfinancing is priced at market, with no discount or no warrants, and low\nassociated financing costs. To support investor interests, FFR limited this\nround's financing to no more than $10 million to meet its current funding\nneeds while reducing unnecessary equity dilution. Upon closing of the\nacquisition transaction and PIPE financing, on an as-converted, fully diluted\nbasis, FFAI will hold approximately 65.7% of FFR, with all newly issued shares\nreceived in this transaction subject to an 18-month lockup, management and\nemployees approximately 18.2%, PIPE investors approximately 5.5%, and other\nFFR stockholders approximately 10.7%. PIPE investors may not sell their shares\nwithin six months or before the resale registration statement becomes\neffective. FFAI, management and employees, and PIPE investors will\ncollectively hold approximately 89.3%. Excluding these holdings, the freely\ntradable public float will consist of approximately 13 million shares,\nrepresenting approximately 10.7% of the total.\n * FFR will become the first U.S.-listed pure-play \"Four-Core Full-Stack AI\"\nhumanoid and bionic EAI robotics ecosystem company, targeting a top-three\noverall ranking in the EAI robotics industry over the next five years. As the\nfirst U.S. company to deliver both humanoid and bionic robots, FF is turning\nits first-mover advantage into a competitive advantage, drawing on its\n\"Four-Core Full-Stack AI\" Ecosystem, EAI technology strengths, and \"One Brain,\nMultiple Forms; Multiple Forms, Multiple Capabilities\" approach to build a\nleading U.S. Physical AI and robotics ecosystem platform. The four cores, EAI\nBrain and Developer Platform, EAI Devices, Industry Productivity Solutions,\nand EAI Data Factory, will accelerate deployment across education and\nresearch, security and inspection, industrial and logistics, and commercial\napplications and services. The \"Built in USA\" Acceleration Program will\ntranslate these technology and ecosystem capabilities into U.S.-based R&D,\ncompliance, supply chain, manufacturing, delivery, and service capabilities,\ncreating a self-evolving flywheel of real-world deployment, data collection,\nEAI Brain model refinement, and updates to real-world deployments.\n * In less than a year, FFAI's EAI robotics business has made progress exceeding\nexpectations. The Company has completed Phase One of the \"Built in USA\"\nAcceleration Program and is advancing the \"One-Brain Multi-Form\nMulti-Capability\" FF EAI Robot World 2.0. FFAI has launched 24 products across\nthree robot forms and begun customer deliveries. Its \"Four-Core Full-Stack AI\"\nEcosystem is taking shape. By the end of September, cumulative EAI Device\nsales and shipments reached 817 units. In the second quarter, the average\ngross margin on FFAI's robotics products exceeded 30%, and cumulative revenue\nwas approximately $1.52 million.\n * Under FFAI's robotics business plan, unaudited revenue for 2026 is projected\nto reach approximately $7 million, with a gross margin of 10%; revenue for\n2027 is projected to reach approximately $45 million, with a gross margin of\n30.5%. Cumulative revenue from 2026 through 2030 is projected to reach\napproximately $1.98 billion, with gross margin increasing annually to 54% in\n2030 and cumulative EAI Device sales from 2026 to 2030 exceeding 130,000\nunits. Drawing on seven unique advantages, including its EAI technology\nstrengths across \"Four-Core Full-Stack AI\" and its asset-light operating\nmodel, FFR aims to achieve positive operating cash flow no later than the\nthird quarter of 2028, with cumulative financing requirements of no more than\n$150 million.\n * FFR's governance framework will draw on the governance arrangements between FF\nGlobal Partners LLC and FFAI to support leadership continuity, strategic\noversight, and long-term execution, with the aim of making the Company one of\nthe most valuable EAI companies in the Physical AI era.\n * Through the merger and independent listing, FFR will sharpen its focus on\nPhysical AI and EAI robotics, accelerate commercialization at scale, improve\ncapital efficiency and financial transparency, and unlock value, with the goal\nof maximizing stockholder value as soon as possible.\nLOS ANGELES, Oct. 14, 2026 /PRNewswire/ -- FF EAI Robotics Ecosystem Inc.\n(\"FFR\" or the \"Company\") (NASDAQ: FFR) today announced that it has signed\ndefinitive agreements with FFAI for FFR to acquire FFAI's full robotics\necosystem business at an agreed valuation of approximately $200 million.\n\n \n\nThe transaction advances the parties' previously announced transaction process\nto the definitive agreement stage. Its structure has been simplified to\nfacilitate execution and closing. Following closing, FFR will become the first\nU.S.-listed pure-play \"Four-Core Full-Stack AI\" humanoid and bionic EAI\nrobotics ecosystem company, with the goal of maintaining a top-three overall\nranking in the EAI robotics industry over the next five years.\n\nShare Issuance at $2.246 per Share, a Premium to Market Price, to Reduce\nAcquisition Dilution and Maximize Stockholder Value\n\nUnder the definitive agreements, the parties agreed on a valuation of\napproximately $200 million for FFAI's robotics business and approximately $60\nmillion for FFR on a fully diluted basis. The agreed transaction values\nreflect the parties' mutual recognition of the strategic value of their\nrespective businesses and are not based solely on prevailing market prices.\n\nThe definitive agreements advance the transaction from the previously\nannounced non-binding term sheet to a signed contractual framework. The\nspecial stock dividend mechanism contemplated in the earlier term sheet is not\npart of the definitive transaction. Its removal simplifies the transaction\nstructure and is intended to support efficient execution and closing.\n\nThe parties' agreed valuation of approximately $60 million for FFR(previously\nAIxCrypto Holdings, Inc.) reflects its Nasdaq-listed platform, existing\nshareholder base and trading infrastructure, relatively simple balance sheet\nand capitalization structure, existing RoboShare business, and financial\nassets, including cash, cash equivalents, note receivables and certain\ninvestments, including investments in FFAI. FFR's existing RoboShare platform\nalso offers potential synergies with the acquired robotics business across\nsales, leasing, deployment and recurring services. Following the transaction,\nFFR will emerge as a Nasdaq-listed company with an established shareholder\nbase, a relatively simple balance sheet, minimal debt, and no outstanding\nconvertible notes, providing the robotics business with a direct access to\nU.S. capital markets.\n\nLoeb & Loeb LLP serves as legal counsel to the FFR special committee.\nAdvanture Capital Solutions LLC is acting as independent financial advisor to\nFFR special committee and has rendered a fairness opinion in connection with\nthe acquisition transaction. Pryor Cashman serves as legal counsel to FFAI.\n\nFFR Has Secured Up to $10 Million in PIPE Financing with No Discount\n\nFFR has secured up to $10 million in its first-round of PIPE financing. The\nfinancing is priced at market, with no discount or no warrants, and low\nassociated financing costs, and is structured to minimize equity dilution. To\nbest support investor interests, FFR limited the offering to approximately $10\nmillion to meet its current funding needs while reducing unnecessary equity\ndilution.\n\nUpon closing, on an as-converted, fully diluted basis, FFAI will hold\napproximately 65.7% of FFR, with all newly issued shares received in this\ntransaction subject to an 18-month lockup. Management and employees will hold\napproximately 18.2%, PIPE investors approximately 5.5%, and other FFR\nstockholders approximately 10.7%. PIPE investors may not sell their shares\nwithin six months or before the resale registration statement becomes\neffective. FFAI, management and employees, and PIPE investors will\ncollectively hold approximately 89.3%. Excluding these holdings, the freely\ntradable public float will consist of approximately 13 million shares,\nrepresenting approximately 10.7% of the total.\n\nThese estimates are subject to confirmation and may change based on the final\ntransaction capitalization and PIPE terms.\n\nThe financing will further strengthen FFR's capital base and provide resources\nto advance its \"Four-Core Full-Stack AI\" strategy, supporting product R&D,\ncommercialization, and scaled deployment of the robotics ecosystem.\n\nUpon completion of the financing, the Company will have additional resources\nfor business development, R&D investment, and market expansion. For\nstockholders and investors, lower financing costs and limited equity dilution\nare expected to further improve the Company's capital structure and support\nthe realization of the robotics business's long-term value.\n\nThe consummations of the acquisition transaction and the PIPE are subject to\nsatisfaction or waiver of closing conditions set forth in the applicable\ntransaction documents.\n\nFFR Aims to Achieve and Maintain a Top-Three Comprehensive Ranking in the EAI\nRobotics Industry\n\nThe Company is building a full-lifecycle robotics business spanning research\nand development, supply chain, manufacturing, sales, deployment, data, and\noperations, centered on its \"Four-Core Full-Stack AI\" ecosystem.\n\nUnder preliminary projections prepared by FFAI management for the FF EAI\nRobotics business on a standalone basis, revenue is projected to reach\napproximately $7 million in 2026 and $45 million in 2027. The projections\ncontemplate positive gross margin in 2026, gross margin of approximately 30%\nin 2027 and approximately 54% in 2030, cumulative revenue of approximately\n$1.98 billion from 2026 through 2030, and positive operating cash flow in the\nthird quarter of 2028. Cumulative financing requirements before then are\nprojected to be no more than $150 million, implying low dilution for\nstockholders and financing needs well below those of industry peers.\n\nFFAI management projects EAI Device sales of 2,001 units in 2026 and 7,400\nunits in 2027, with cumulative sales exceeding 130,000 units over five years.\nThe projections also contemplate more than 19 million hours of cumulative data\nsupply over five years and approximately $300 million in cumulative research\nand development investment over the same time period.\n\nAs the EAI Brain and Developer Platform, Industry Productivity Solutions, EAI\nData Factory and related services develop, ecosystem revenue is projected to\ngrow from 22% of total revenue in 2026 to 49% by 2030. These projections were\nprepared by FFAI management and have not been adopted by FFR as Company\nguidance. Actual results may differ materially.\n\nBoard, Governance Framework and Employee Incentives Support Leadership\nContinuity and Long-Term Execution\n\nTo support the continuity and long-term execution of the robotics business\nafter closing, the transaction includes arrangements covering employee\nincentives, key employee retention, governance, and Board composition. As part\nof these arrangements, outstanding employee stock-option incentives associated\nwith the FF EAI Robotics business are expected to be assumed and converted, at\nthe agreed exchange ratio, into stock options of FFR (\"Assumed Options\"). The\nstructure is intended to align the long-term interests of the core team with\nFFR's development and long-term value creation.\n\nKey employees are expected to be retained and to enter into employment\nagreements, which are important conditions to closing. Key management will\ncontinue to support both FFR and FFAI, helping preserve the talent and\nbusiness capabilities needed to support the robotics business.\n\nFFR's governance framework is expected to be similar to the governance\narrangements between FF Global Partners LLC and FFAI, intended to support\nleadership continuity, strategic oversight and long-term execution under the\nfounding team's leadership, while providing additional protections at the\nBoard level. The final arrangements will be described in FFR's filings with\nthe SEC.\n\nIndependent Listing Anchors the Value of the Robotics Business and Unlocks Its\nTrue Value\n\nFFR will establish financial reporting and an operating framework focused on\nthe robotics business, providing a clearer view of business performance,\nfunding needs and uses of capital. Its balance sheet, income statement, and\nstatement of cash flows will potentially provide greater clarity.\n\nFor two years following closing, FFAI and its affiliates have agreed to\nobserve non-competition restrictions in territories where FFR and its\naffiliates conduct robotics business.\n\nFor FFR and its stockholders, the transaction provides a complete robotics\necosystem business acquired at an agreed valuation of approximately $200\nmillion, a dedicated listed platform focused on the robotics ecosystem, and a\npremium issuance designed to reduce dilution. The secured PIPE provides\nadditional capital for future business development.\n\nFor FFAI and its stockholders, the transaction anchors the agreed value of the\nrobotics business and releases it through a standalone public-company\nplatform, while FFAI continues to be the majority and controlling\nstockholder of FFR and continues to participate in the robotics business.\n\nNext, FFR will advance financing and transaction closing in an orderly manner.\nAll closings are expected to be completed by the end of October. Upon\ncompletion of the transaction, the Company will announce FFR's next-stage\nstrategy and business plan.\n\n\"The transaction will give the robotics business a dedicated public-company\nplatform alongside RoboShare's capabilities. We're confident in the\nopportunity to build on customer deliveries and expand real-world applications\ncreating a foundation to advance commercialization across products,\ndeployments, data and services,\" said Jerry Wang, Chief Executive Officer of\nFFR.\n\nManagement Conference Call\n\nFFR will host a conference call and webcast to discuss the transaction, its\nstrategic rationale, expected financial and operational benefits, and\nlong-term growth plans, followed by a question-and-answer session.\n\nDate: October 14, 2026\nTime: 8:30 a.m. ET / 5:30 a.m. PT\nDial-In: 1-877-407-9208 or 1-201-493-6784\nCall me™ Link:\nhttps://callme.viavid.com/viavid/?callme=true&passcode=13763373&h=true&info=company&r=true&B=6\n(https://callme.viavid.com/viavid/?callme=true&passcode=13763373&h=true&info=company&r=true&B=6)\n\nWebcast Participant Link:\nhttps://viavid.webcasts.com/starthere.jsp?ei=1779329&tp_key=f3da5b6106\n(https://viavid.webcasts.com/starthere.jsp?ei=1779329&tp_key=f3da5b6106)\n\nTelephone Replay\nReplay Dial-In: 1-844-512-2921 or 1-412-317-6671\nAccess ID: 13763373\n\nAbout FF EAI Robotics Ecosystem Inc.\n\nFF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (renamed from AIxCrypto Holdings,\nInc. and AIXC, effective September 30, 2026) is a U.S.-based Embodied AI (EAI)\nrobotics company that is in the process of acquiring the FF EAI Robotics\nbusiness. Upon completion of the acquisition, the Company will focus on the\nresearch and development, manufacturing, commercialization, and deployment of\nintelligent robotic technologies, products, and industry solutions.\n\nThe Company is committed to building a \"Four-Core Full-Stack\" AI ecosystem\ncovering the full lifecycle of robotics, consisting of EAI Brain &\nDeveloper Platform, EAI Devices, Industry Productivity Solutions, and EAI Data\nFactory. Guided by the technology and product philosophy of \"One Brain,\nMulti-forms, Multi-capabilities,\" the Company aims to empower humanoid,\nbiomimetic, and other robotic form factors through a unified EAI Brain, while\ncontinuously expanding their multi-task and multi-scenario capabilities. The\necosystem is designed to support the full robotics lifecycle, including\nR&D, deployment, data collection and training, operations, and commercial\napplications.\n\nThe FF EAI Robotics business has already achieved commercial deliveries of\nhumanoid and biomimetic robotic products. Through its multi-form-factor\nrobotic products, EAI technology platform, closed-loop data capabilities, and\nindustry solutions, the business continues to advance the scaled adoption of\nrobotics across real-world applications. The Company also operates RoboShare,\na robot-sharing and services platform designed to connect robotic assets,\nservice capabilities, customer demand, and ecosystem partners, further\nstrengthening its robotics commercialization and service ecosystem.\n\nFor more information, visit www.ff.com (https://www.ff.com/) .\n\nForward-Looking Statements\n\nThis communication, including any presentation, press release, investor\nmaterials or other document of which it forms a part (this \"Communication\"),\ncontains \"forward-looking statements\" within the meaning of the \"safe harbor\"\nprovisions of the Private Securities Litigation Reform Act of 1995, as\namended, and other securities laws, regarding FF EAI Robotics Ecosystem Inc.\n(\"FFR,\" the \"Company,\" \"us,\" \"our,\" or \"we\") and our industry. All statements,\nwhether written or oral, other than statements of historical fact, including\nany financial projections and any statements regarding future events, our\nstrategy, our transition to robotics operations, our plans for RoboShare, our\ndigital asset disposition plans, the proposed acquisition of the FF EAI\nRobotics business, the projections referenced in this communication, our name\nand ticker change, any related financing, and the anticipated benefits and\ntiming of the foregoing, our objectives, expectations, or anticipated actions\nor results, are forward-looking statements. You can often identify\nforward-looking statements by words such as \"may,\" \"might,\" \"will,\" \"shall,\"\n\"should,\" \"expects,\" \"plans,\" \"anticipates,\" \"could,\" \"intends,\" \"targets,\"\n\"projects,\" \"contemplates,\" \"believes,\" \"estimates,\" \"predicts,\" \"potential,\"\n\"goal,\" \"objective,\" \"seeks,\" \"likely,\" or \"continue,\" or the negative of\nthese terms or other similar expressions; the absence of these words does not\nmean a statement is not forward-looking. These statements reflect our current\nexpectations and projections about future events as of the date of this\nCommunication and are necessarily based on estimates and assumptions that,\nwhile considered reasonable by management, are inherently uncertain. FFR can\ngive no assurance that such forward-looking statements or financial\nprojections will prove to be correct.\n\nActual results may differ materially from those expressed or implied by these\nforward-looking statements as a result of numerous risks and uncertainties,\nboth general and specific, including, but not limited to:\n\nThe proposed acquisition transaction and PIPE. The definitive agreements may\nbe terminated in accordance with their terms, and the proposed transactions\nmay not be completed on the terms described or at all; the conditions to\nclosing, including the completion of FFAI's internal restructuring of the\nrobotics business, the execution of key employee agreements and other\ncustomary conditions, and the parties' ability to satisfy them; the risk that\nthe stockholder approval required under Nasdaq listing rules for the\nconversion of the preferred stock issued as consideration is not obtained or\nis delayed, and the effect of the conversion restrictions and the information\nstatement process on the timing of conversion; the timing of the transaction\nand the costs of pursuing it; the issuance of a substantial number of shares\nas consideration and the resulting dilution to existing stockholders; the fact\nthat the counterparty is our controlling stockholder, that it will hold a\nsubstantial majority of our outstanding shares following closing, that certain\nmembers of management serve both companies, and the conflicts of interest\ninherent in the transaction; the risk that the agreed valuations do not\nreflect the market value of our shares or of the acquired business; our\ndependence on the counterparty for transition, supply and support following\nany closing; the scope and enforceability of the non-competition and\ngovernance arrangements; the consequences of the transaction under Nasdaq\nlisting rules, including the possibility that Nasdaq determines that the\ntransaction requires us to satisfy initial listing requirements in connection\nwith a business combination, change of control or change in the nature of our\nbusiness; the risk that the PIPE financing, on which the transaction is not\nconditioned, is not completed on the anticipated terms or at all; the risk of\nlitigation relating to the transaction; our ability to integrate and operate\nthe acquired business; and the risk that the acquired business performs\ndifferently than anticipated.\n\nProjections. The projections referenced in this communication were prepared by\nFFAI management for the FF EAI Robotics business on a standalone basis and do\nnot reflect our existing business, transaction-related expenses or the\ncombined company. We have not independently verified them or adopted them as\nguidance. They were not prepared with a view toward public disclosure or\ntoward compliance with the published guidelines of the Securities and Exchange\nCommission or the American Institute of Certified Public Accountants regarding\nprospective financial information, and no independent registered public\naccounting firm has examined, compiled or performed any procedures with\nrespect to them, and none expresses an opinion or any other form of assurance\nwith respect to them. The projections reflect estimates and assumptions that\nare inherently uncertain and subject to change, including through due\ndiligence and the review of our special committee and its financial advisor.\nActual results are likely to differ, and may differ materially.\n\nLiquidity, capital and going concern. Our limited cash and liquidity position\nand our history of operating losses and negative operating cash flow;\nsubstantial doubt regarding our ability to continue as a going concern, as\ndescribed in our periodic reports; our need to obtain additional financing on\nacceptable terms or at all, and the substantial dilution to existing\nstockholders that additional financing may cause, including any financing\ncompleted in connection with the proposed transaction, which may not be\ncompleted or may be on less favorable terms than anticipated; our ability to\nfund operations pending and following the disposition of our digital asset\npositions; and our ability to satisfy the continued listing requirements of\nThe Nasdaq Stock Market, including stockholders' equity, minimum bid price and\nother applicable standards.\n\nOur strategic transition and the disposition of digital assets. Risks\nassociated with a fundamental shift in our business strategy and the\nredeployment of resources from a digital asset treasury strategy to robotics\noperations; our ability to execute the disposition of our digital asset\npositions in an orderly manner and on acceptable terms; the risk that amounts\nrealized on disposition are materially less than carrying value as a result of\nprice volatility, market depth, execution timing, custody or transfer\nconstraints, or other limitations; tax, accounting and regulatory consequences\nof the dispositions; the continued volatility and regulatory uncertainty\nassociated with digital assets and cryptocurrencies during the wind-down\nperiod; the concentration of a substantial portion of our assets in a single\nequity investment, including an investment in a related party, and the\nilliquidity, valuation uncertainty, holding-period and transfer restrictions\nassociated with that investment; and risks arising from our relationships and\nagreements with related parties and significant stockholders.\n\nOur robotics operations business. Our limited operating history in robotics\noperations and commercialization and the absence of a meaningful revenue\nhistory; the early stage of RoboShare and the risk that customer demand,\nrepeat demand, pricing, utilization or unit economics do not develop as\nanticipated; our dependence on a small number of customers, on a single\ninitial geographic market, and on individual events or engagements, and the\nrisk that the loss of, or a change in the terms of, any such relationship has\na disproportionate effect; our dependence on third-party robot owners,\noperators, suppliers, original equipment manufacturers and local partners, and\non their willingness to make robots available on our platform; risks relating\nto the availability, cost, quality, maintenance, transport, insurance and\ntechnological obsolescence of robots and related equipment, and to supply\nchains, tariffs and trade measures affecting them; and our ability to expand\ninto additional markets and to attract and retain participants on both sides\nof our marketplace.\n\nOperations, safety and liability. Risks of property damage, personal injury or\ndeath arising from the operation of humanoid robots, quadrupeds and other\nautonomous or semi-autonomous machines in proximity to performers, employees,\nguests and the public, including at live events and in uncontrolled\nenvironments; product liability, premises liability, negligence and related\nclaims and the adequacy, scope, availability and cost of our insurance\ncoverage and of contractual indemnities from customers, owners and suppliers;\nthe allocation of responsibility among us, robot owners, venues, event\nproducers and customers; permitting, licensing, occupational safety and\nevent-specific regulatory requirements; and the reputational consequences of\nany safety incident.\n\nTechnology, data and intellectual property. Systems, network,\ntelecommunications or service disruptions, failures, defects or cyber-attacks;\nthe performance, reliability and autonomy limitations of robotic systems and\nof the software, models and networks that support them; our collection, use,\nstorage, transmission and protection of personal information, including images\nand any biometric or biometric-adjacent data captured in the course of robot\ndeployments, and evolving privacy, biometric and artificial intelligence laws\nand regulations across the jurisdictions in which we operate or intend to\noperate; our ability to obtain, maintain, protect and enforce our intellectual\nproperty rights and to defend against third-party claims of infringement or\nmisappropriation; and our reliance on third-party technology, platforms and\nlicenses.\n\nLegal, regulatory and general. The regulated industries and jurisdictions in\nwhich we operate; current or future laws or regulations and new\ninterpretations of existing laws or regulations, including those applicable to\ndigital assets, robotics, autonomous systems, consumer protection, advertising\nand endorsements; the risk that our marketplace arrangements, or the manner in\nwhich they are described, are characterized differently than we intend by\nregulators or courts; the failure of counterparties to perform their\ncontractual obligations; litigation, regulatory inquiries, investigations and\nenforcement actions, and their costs and outcomes; business, economic, market\nand capital-market conditions; competition in our industry; changes in market\ndemand for, and the pricing of, our products and services; our ability to\ndefine, design and release new products and services in a timely manner that\nmeet customer needs; our ability to attract, retain and motivate qualified\npersonnel, including key management; our ability to manage our growth and our\ntransition; and our ability to maintain effective internal control over\nfinancial reporting and disclosure controls and procedures.\n\nThis list of factors is not exhaustive. Additional risks and uncertainties are\ndescribed more fully in our filings with the U.S. Securities and Exchange\nCommission (the \"SEC\"), including our Annual Report on Form 10-K for the year\nended December 31, 2025, our Quarterly Reports on Form 10-Q, and our\nsubsequent filings, which are available on the SEC's website at www.sec.gov\n(https://www.sec.gov/) . Investors are urged to review the liquidity, capital\nresources and going concern disclosures contained in those reports.\n\nThe forward-looking statements in this Communication speak only as of the date\nhereof. Except as required by law, neither FFR nor any other person undertakes\nany obligation to update or revise any forward-looking statement or financial\nprojection set out herein, whether as a result of new information, future\nevents or otherwise. This Communication is provided for informational purposes\nonly, does not constitute an offer to sell or the solicitation of an offer to\nbuy any security, and does not constitute investment, tax or legal advice or\nany investment recommendation, and does not take into account the investment\nobjectives or financial situation of any person. FFR reserves the right to\namend or replace the information contained herein, in whole or in part, at any\ntime, and undertakes no obligation to notify any recipient thereof. Readers\nare cautioned not to place undue reliance on these forward-looking statements.\nThis caution is made under, and these forward-looking statements are intended\nto be covered by, the safe-harbor provisions of the Private Securities\nLitigation Reform Act of 1995.\n\nView original content to download\nmultimedia:https://www.prnewswire.com/news-releases/ff-eai-robotics-ecosystem-signs-definitive-agreements-to-combine-ffais-full-robotics-business-at-about-200-million-and-2-246-per-share-an-approximate-50-percent-premium-becoming-the-first-us-listed-humanoid-and-bionic-eai-r-302908181.html\n(https://www.prnewswire.com/news-releases/ff-eai-robotics-ecosystem-signs-definitive-agreements-to-combine-ffais-full-robotics-business-at-about-200-million-and-2-246-per-share-an-approximate-50-percent-premium-becoming-the-first-us-listed-humanoid-and-bionic-eai-r-302908181.html)\n\nSOURCE FF EAI Robotics Ecosystem Inc.\n\n\n\nFF EAI Robotics Ecosystem Inc., IR@ff.com, +1 (760) 452-8111\n\nPhoto: \nhttps://mmx.prnewswire.com/media/MS2013021/20261014014502EDT_image_1.jpg?id=OA3018006\nhttps://mmx.prnewswire.com/media/MS2013020/20261014014502EDT_image_2.jpg?id=OA3018005\n\nCopyright (c) 2026 PR Newswire Association,LLC. All Rights Reserved."},"type":"article","timestamp":"2026-10-14T11:30:01.283640563Z","server_sent_at_ms":1791977401283},"received_at":"2026-10-14T11:30:01.336Z","source_url":"https://www.prnewswire.com/news-releases/ff-eai-robotics-ecosystem-signs-definitive-agreements-to-combine-ffais-full-robotics-business-at-about-200-million-and-2-246-per-share-an-approximate-50-percent-premium-becoming-the-first-us-listed-humanoid-and-bionic-eai-r-302908181.html"},"analysis":{"id":"156988","press_release_id":"168728","analysis_json":{"industry":{"label":"Automobile Manufacturers","sector":"Consumer Discretionary"},"redFlags":["related-party transaction: counterparty is FFAI, FFR's controlling stockholder, with management overlap and inherent conflicts of interest","agreed valuations 'not based solely on prevailing market prices' — risk they do not reflect market value","robotics business has minimal revenue (~$1.52M cumulative) vs. aggressive management projections ($1.98B cumulative 2026-2030) that are unaudited and unadopted as guidance","FFAI holds only ~89.3% combined locked-up stake leaves a thin ~10.7% public float of ~13 million shares","going concern doubt, operating losses, and need for up to $150 million additional financing disclosed","stockholder approval under Nasdaq rules required for preferred stock conversion; Nasdaq could require initial listing standards","PIPE completion is not a condition to closing the acquisition"],"eventType":"m_and_a","narrative":"Faraday Future (FFAI) signed definitive agreements for FF EAI Robotics Ecosystem (FFR, formerly AIXC) to acquire FFAI's full robotics business in an all-stock deal valuing it at roughly $200 million, with shares issued to FFAI at $2.246 each — about a 50% premium to FFR's $1.50 close on the October 12 signing date.\n\nFFAI will emerge holding approximately 65.7% of FFR on an as-converted, fully diluted basis, with an 18-month lockup on newly issued shares; FFR also secured up to $10 million in at-market PIPE financing with no discount or warrants, and closings are expected by end of October 2026.\n\nThe robotics business has generated only about $1.52 million of cumulative revenue on 817 units shipped, with Q2 gross margins above 30%; management projects $7 million revenue in 2026, $45 million in 2027, and roughly $1.98 billion cumulative through 2030 — projections FFR has not adopted as guidance.\n\nBecause FFAI is FFR's controlling stockholder and shares management across both companies, the deal carries inherent conflicts of interest, disclosed going-concern doubt, and risks around Nasdaq treatment, stockholder approval, and whether the agreed valuations reflect market values.","sentiment":"mixed","agentHooks":{"shouldPost":true,"suggestedAngle":"FFAI spins its robotics arm into FFR at a $200M valuation with a 50% premium issuance — watch related-party conflicts and the 10.7% public float."},"keyFigures":{"dealValueUsd":200000000,"customDimensions":{"ffr_valuation":"$60 million fully diluted","pipe_financing":"$10 million, priced at market, no discount or warrants","share_issuance_price":"$2.246 per share","premium_vs_oct12_close":"~50% (vs FFR $1.50 close)","public_float_post_close":"~13 million shares (10.7%)","q2_robotics_gross_margin":">30%","ffai_post_close_ownership":"65.7% of FFR","cumulative_financing_needs":"no more than $150 million","cumulative_revenue_2026_2030":"$1.98 billion","robotics_units_shipped_to_date":"817 units","robotics_2026_revenue_projection":"$7 million, 10% gross margin","robotics_2027_revenue_projection":"$45 million, 30.5% gross margin","positive_operating_cash_flow_target":"Q3 2028","robotics_cumulative_revenue_to_date":"$1.52 million","cumulative_eai_device_sales_2026_2030":"130,000+ units"}},"quotedText":"The transaction will give the robotics business a dedicated public-company platform alongside RoboShare's capabilities. We're confident in the opportunity to build on customer deliveries and expand real-world applications creating a foundation to advance commercialization across products, deployments, data and services","namedEntities":{"people":[{"name":"Jerry Wang","role":"CEO of FF EAI Robotics Ecosystem Inc. 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The transaction is related-party (FFAI's controlling stockholder relationship with FFR) and will leave FFAI holding ~65.7% of FFR post-close."},"tickerRelevance":{"others":[{"ticker":"FFR","relevance":"acquirer / newly listed robotics pure-play; FFAI will hold ~65.7% post-close"}],"primary":"FFAI"},"globalImportance":45,"audienceRelevance":35,"eventTypeSecondary":[],"importanceComponents":{"dealSize":"$200M robotics business valuation","tickerTier":"small-cap","eventGravity":"definitive related-party M&A agreement / business divestiture","retailFavoriteBoost":"FFAI is a retail-followed EV/meme-adjacent name","conflictOfInterestRisk":"controlling-stockholder counterparty"}},"event_type":"m_and_a","event_type_secondary":null,"sentiment":"mixed","material_impact_score":5,"narrative":"Faraday Future (FFAI) signed definitive agreements for FF EAI Robotics Ecosystem (FFR, formerly AIXC) to acquire FFAI's full robotics business in an all-stock deal valuing it at roughly $200 million, with shares issued to FFAI at $2.246 each — about a 50% premium to FFR's $1.50 close on the October 12 signing date.\n\nFFAI will emerge holding approximately 65.7% of FFR on an as-converted, fully diluted basis, with an 18-month lockup on newly issued shares; FFR also secured up to $10 million in at-market PIPE financing with no discount or warrants, and closings are expected by end of October 2026.\n\nThe robotics business has generated only about $1.52 million of cumulative revenue on 817 units shipped, with Q2 gross margins above 30%; management projects $7 million revenue in 2026, $45 million in 2027, and roughly $1.98 billion cumulative through 2030 — projections FFR has not adopted as guidance.\n\nBecause FFAI is FFR's controlling stockholder and shares management across both companies, the deal carries inherent conflicts of interest, disclosed going-concern doubt, and risks around Nasdaq treatment, stockholder approval, and whether the agreed valuations reflect market values.","key_figures":{"dealValueUsd":200000000,"customDimensions":{"ffr_valuation":"$60 million fully diluted","pipe_financing":"$10 million, priced at market, no discount or warrants","share_issuance_price":"$2.246 per share","premium_vs_oct12_close":"~50% (vs FFR $1.50 close)","public_float_post_close":"~13 million shares (10.7%)","q2_robotics_gross_margin":">30%","ffai_post_close_ownership":"65.7% of FFR","cumulative_financing_needs":"no more than $150 million","cumulative_revenue_2026_2030":"$1.98 billion","robotics_units_shipped_to_date":"817 units","robotics_2026_revenue_projection":"$7 million, 10% gross margin","robotics_2027_revenue_projection":"$45 million, 30.5% gross margin","positive_operating_cash_flow_target":"Q3 2028","robotics_cumulative_revenue_to_date":"$1.52 million","cumulative_eai_device_sales_2026_2030":"130,000+ units"}},"named_entities":{"people":[{"name":"Jerry Wang","role":"CEO of FF EAI Robotics Ecosystem Inc. 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