Faraday Future Intelligent Electric Inc. has entered into a non-binding term sheet with its majority-owned subsidiary, AIxCrypto Holdings, Inc., to sell the company's robotics business. The proposed transaction, valued at $200 million, is expected to be structured as a two-step process involving the acquisition of the robotics entity and a subsequent merger.
Under the terms of the agreement, AIxC would acquire all outstanding equity interests of the robotics business, excluding options held by executives. The purchase price is to be paid in the form of AIxC common stock and non-voting convertible preferred stock. The per-share price for the stock consideration is expected to be the lower of $2.246 or the average Nasdaq closing price for the five trading days prior to the signing of definitive agreements.
The deal requires approval from a special committee of Faraday Future's board of directors. The committee unanimously approved the term sheet and recommended it to the full board, which also approved the execution of the document. The transaction remains subject to the completion of due diligence, the negotiation of a definitive agreement, the receipt of fairness opinions, and various regulatory approvals. Faraday Future expects the transaction to close in the fourth quarter of 2026.
Key terms of the proposed agreement include an 18-month lock-up period for Faraday Future regarding the AIxC securities received, an investor rights agreement, and two-year non-compete and non-solicitation covenants. The term sheet also outlines an internal restructuring of the robotics business prior to closing, which will involve the contribution of assets and intellectual property into a subsidiary.
