Release Details

• FFR has entered into a non-binding term sheet with Faraday Future Intelligent Electric Inc. (FFAI) for FFR’s proposed all-stock acquisition of FFAI’s robotics assets and businesses at an estimated $200 million valuation. FFR aims to become the first Nasdaq-listed pure-play robotics ecosystem company.
• Under the non-binding term sheet, the proposed per-share price would be the lower of $2.246 or the five-day average closing price prior to signing. At $2.246, FFR’s pre-closing equity value would be approximately $55 million on a fully diluted basis, shown for illustrative purposes only. If the per-share price is below $2.246, FFR would declare a one-time special stock dividend to holders of record prior to closing, payable only upon closing and subject to tax analysis.
• AIxCrypto Holdings, Inc. will be renamed FF EAI Robotics Ecosystem Inc. and change its NASDAQ symbol to FFR, effective September 30, 2026. Through this proposed acquisition, FFR will discontinue its crypto strategy entirely and transform into a pure-play Robotics Ecosystem Company, accelerate achievement of its five-year goal to maintain a Top 3 comprehensive ranking in the EAI robotics ecosystem market.
• In less than one year, FFAI has launched 24 products across three robot forms, all of which have received FCC certification. By the end of August, cumulative EAI Device sales and shipments reached 552 units. In the second quarter, the average gross margin of FFAI’s “Four-Core Full-Stack AI” robotics products exceeded 30%, while cumulative revenue reached approximately $1.52 million.
• Under preliminary projections, the business is projected to reach positive operating cash flow in the third quarter of 2028. Those projections contemplate unaudited revenue of approximately $7.1 million in 2026 and approximately $45.17 million in 2027, with gross margins expected to improve over time from 30.5% in 2027 to 54% in 2030, along with cumulative 2026–2030 revenue of approximately $1.98 billion and growing cumulative EAI Device sales exceeding 130,000 units. They also contemplate a shift in revenue mix from EAI Device sales toward the EAI Brain and Developer Platform, Industry Productivity Solutions, the EAI Data Factory and related services, with ecosystem revenue expected to become a materially larger share.

Los Angeles, CA (Sept. 29, 2026) -- FF EAI Robotics Ecosystem Inc. (“FFR” or “AIxC”) today announced that it has entered into a non-binding term sheet with Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI) (“FFAI”) for FFR’s proposed all-stock acquisition of FFAI’s robotics assets and businesses at an estimated $200 million valuation. Through the proposed transaction, FFR aims to become the first Nasdaq-listed pure-play robotics ecosystem company.

The proposed transaction remains subject to due diligence, definitive agreements, review and approval by FFR’s and FFAI’s Special Committee, applicable approvals and other customary closing conditions, and may not be completed.

If completed, the proposed transaction is expected to provide FFR with a standalone platform to advance the commercialization, deployment and long-term development of the robotics business.

The Rationale Behind the $200 Million Valuation

FFAI and FFR believe robotics represents one of the most compelling opportunities in the emerging Physical AI sector, driven by accelerating demand for automation, broader AI adoption and the potential for long-term stockholder value creation. Unlike traditional manufacturing businesses, robotics has the potential to operate under an asset-light model that combines software, AI services, data, industry solutions, and ecosystem revenues with capital-efficient production and deployment strategies.

FFAI and FFR also believe a focused, standalone robotics platform with dedicated capital, independent reporting and a single strategic mandate can unlock value in the business.

If the transaction closes, FFR intends to build a platform-based EAI robotics ecosystem covering the full lifecycle of robotics, including R&D, supply chain, manufacturing, sales, deployment, data and operations.

The ecosystem is expected to consist of the EAI Brain and Developer Platform, EAI Devices, Industry Productivity Solutions and the EAI Data Factory. The EAI Brain supports FFR’s “One-Brain Multi-Form, Multi-Capability” technology, product and ecosystem development, while the Developer Platform continues to expand.

In less than one year, the FF EAI Robotics business that FFR proposes to acquire has launched three robot forms, five product series, 11 models and 24 products, all of which have received FCC certification and are available for sale and delivery. The business has achieved commercial deliveries of humanoid and biomimetic robotic products.

As of the end of August, cumulative shipments of FF EAI robots reached 552 units, and the robotics business recorded an average gross margin of approximately 30.9% on its “Four-Core Full-Stack AI” robotics products in its unaudited second-quarter 2026 financial results, with cumulative revenue of approximately $1.52 million. The business has also launched four Industry Productivity Solutions for K-12 Education, Research, Security and Inspection.

Under preliminary projections prepared by FFAI management for the FF EAI Robotics business on a standalone basis, the business is projected to reach positive operating cash flow in the third quarter of 2028. Total revenue from the Four-Core Full-Stack AI ecosystem is expected to reach approximately $7.1 million in 2026, with a positive gross margin. Total revenue is expected to reach approximately $45.17 million in 2027, with gross margin increasing to 30.5% as the business enters a higher-margin phase.

Over five years, projected cumulative revenue is approximately $1.98 billion, with gross margin gradually rising to approximately 54% in 2030. As the EAI Brain and Developer Platform, Industry Productivity Solutions, EAI Data Factory and related services develop, ecosystem revenue is expected to increase from 22% of total revenue in 2026 to 49% over the five-year period.

FFAI management projects that EAI Device unit sales are targeted at 2,001 units in 2026 and 7,400 units in 2027, exceeding 130,000 units cumulatively over five years. The data business is expected to grow rapidly, with cumulative five-year data supply exceeding 19 million hours, supporting the continued optimization of the EAI Brain and advancement of its computing capabilities.

These projections were prepared by FFAI management for the FF EAI Robotics business on a standalone basis. They have not been adopted as Company guidance by FFR, are subject to change and may differ materially from actual results.

Proposed $2.246 Per-Share Reference Price and Special Stock Dividend

Under the non-binding term sheet, the proposed per-share price would be the lower of $2.246 or the five-day average closing price prior to signing.

If the per-share price is below $2.246 at signing, FFR would declare a one-time special stock dividend to holders of record prior to closing, to make up the total equity value to $2.246 per share. The dividend would be payable only upon closing and remains subject to tax analysis. The specific terms of the proposed transaction, including the proposed special stock dividend mechanism, remain subject to diligence, definitive agreements and approval by FFR’s Special Committee.

FFR Targets a Top-Three EAI Robotics Ecosystem Ranking Over the Next Five Years

FFR believes the robotics business is a validated, asset-light operating business that generates revenue and continues to grow, with positive product gross margins, a clear growth path, relatively modest aggregate funding needs to reach profitability and growing operating cash inflows. FFR can leverage its publicly listed platform and independent financing capabilities to transform from a platform whose valuation is driven primarily by fluctuations in external asset prices into a publicly traded operating company centered on an emerging-industry real-economy business. The Company’s capital efficiency and business growth can be more clearly tracked, while the transparency and quality of its financial reporting can also improve. With resources fully concentrated on the robotics strategy, changes in the operating environment may reshape the financing rationale, deal terms and cost of capital. Improvements in financing may, in turn, accelerate business development, creating a positive cycle in which value creation and financing optimization reinforce one another.

FFR will continue to advance definitive agreements, financing arrangements and transaction closing in an orderly manner. Upon completion of the proposed transaction, FFR expects to announce its next-stage strategy and business plan.

Management Conference Call

FFR will host a conference call and webcast to discuss the proposed transaction, its strategic rationale, expected financial and operational benefits, and long-term growth plans. Executives from both organizations will provide additional details regarding the transaction, followed by a question-and-answer session.

Date: September 29, 2026

Time: 8:30 a.m. ET / 5:30 a.m. PT

Dial-In: 1-877-407-9716 or 1-201-493-6779

Participant Link: https://callme.viavid.com/viavid/?callme=true&passcode=13759533&h=true&info=company&r=true&B=6

Telephone Replay

Replay Dial-In: 1-844-512-2921 or 1-412-317-6671

Access ID: 13762866

About FF EAI Robotics Ecosystem Inc.

FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (to be renamed from AIxCrypto Holdings, Inc. and AIXC, effective September 30, 2026) is a U.S.-based Embodied AI (EAI) robotics company that is in the process of acquiring the FF EAI Robotics business. Upon completion of the acquisition, the Company will focus on the research and development, manufacturing, commercialization, and deployment of intelligent robotic technologies, products, and industry solutions.

The Company is committed to building a "Four-Core Full-Stack" AI ecosystem covering the full lifecycle of robotics, consisting of EAI Brain & Developer Platform, EAI Devices, Industry Productivity Solutions, and EAI Data Factory. Guided by the technology and product philosophy of "One Brain, Multi-forms, Multi-capabilities," the Company aims to empower humanoid, biomimetic, and other robotic form factors through a unified EAI Brain, while continuously expanding their multi-task and multi-scenario capabilities. The ecosystem is designed to support the full robotics lifecycle, including R&D, deployment, data collection and training, operations, and commercial applications.

The FF EAI Robotics business has already achieved commercial deliveries of humanoid and biomimetic robotic products. Through its multi-form-factor robotic products, EAI technology platform, closed-loop data capabilities, and industry solutions, the business continues to advance the scaled adoption of robotics across real-world applications. The Company also operates RoboShare, a robot-sharing and services platform designed to connect robotic assets, service capabilities, customer demand, and ecosystem partners, further strengthening its robotics commercialization and service ecosystem.

For more information, visit www.ff.com.

Forward-Looking Statements

This communication, including any presentation, press release, investor materials or other document of which it forms a part (this "Communication"), contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, as amended, and other securities laws, regarding AIxCrypto Holdings, Inc. ("AIxCrypto," the "Company," "us," "our," or "we") and our industry. All statements, whether written or oral, other than statements of historical fact, including any financial projections and any statements regarding future events, our strategy, our transition to robotics operations, our plans for RoboShare, our digital asset disposition plans, the proposed acquisition of the FF EAI Robotics business, the projections referenced in this communication, our name and ticker change, any related financing, and the anticipated benefits and timing of the foregoing, our objectives, expectations, or anticipated actions or results, are forward-looking statements. You can often identify forward-looking statements by words such as "may," "might," "will," "shall," "should," "expects," "plans," "anticipates," "could," "intends," "targets," "projects," "contemplates," "believes," "estimates," "predicts," "potential," "goal," "objective," "seeks," "likely," or "continue," or the negative of these terms or other similar expressions; the absence of these words does not mean a statement is not forward-looking. These statements reflect our current expectations and projections about future events as of the date of this Communication and are necessarily based on estimates and assumptions that, while considered reasonable by management, are inherently uncertain. AIxCrypto can give no assurance that such forward-looking statements or financial projections will prove to be correct.

Actual results may differ materially from those expressed or implied by these forward-looking statements as a result of numerous risks and uncertainties, both general and specific, including, but not limited to:

The proposed transaction. The term sheet is non-binding and may not result in definitive agreements; the proposed transaction may not be approved by our special committee of independent directors, our stockholders or applicable regulators, and may not be completed on the terms described or at all; the conditions to closing and the parties' ability to satisfy them; the timing of the transaction and the costs of pursuing it; the issuance of a substantial number of shares as consideration and the resulting dilution; the proposed special stock dividend and our ability to declare and pay it; the fact that the counterparty is our controlling stockholder and the conflicts of interest inherent in the transaction; our dependence on the counterparty for transition, supply and support following any closing; the scope and enforceability of the proposed non-competition and governance arrangements; the consequences of the transaction under Nasdaq listing rules, including the possibility that we must satisfy initial listing requirements in connection with a change of control or change in the nature of our business; our ability to integrate and operate the acquired business; and the risk that the acquired business performs differently than anticipated.

Projections. The projections referenced in this communication were prepared by FFAI management for the FF EAI Robotics business on a standalone basis and do not reflect our existing business, transaction-related expenses or the combined company. We have not independently verified them or adopted them as guidance. They were not prepared with a view toward public disclosure or toward compliance with the published guidelines of the Securities and Exchange Commission or the American Institute of Certified Public Accountants regarding prospective financial information, and no independent registered public accounting firm has examined, compiled or performed any procedures with respect to them, and none expresses an opinion or any other form of assurance with respect to them. The projections reflect estimates and assumptions that are inherently uncertain and subject to change, including through due diligence and the review of our special committee and its financial advisor. Actual results are likely to differ, and may differ materially.

Liquidity, capital and going concern. Our limited cash and liquidity position and our history of operating losses and negative operating cash flow; substantial doubt regarding our ability to continue as a going concern, as described in our periodic reports; our need to obtain additional financing on acceptable terms or at all, and the substantial dilution to existing stockholders that additional financing may cause, including any financing completed in connection with the proposed transaction, which may not be completed or may be on less favorable terms than anticipated; our ability to fund operations pending and following the disposition of our digital asset positions; and our ability to satisfy the continued listing requirements of The Nasdaq Stock Market, including stockholders' equity, minimum bid price and other applicable standards.

Our strategic transition and the disposition of digital assets. Risks associated with a fundamental shift in our business strategy and the redeployment of resources from a digital asset treasury strategy to robotics operations; our ability to execute the disposition of our digital asset positions in an orderly manner and on acceptable terms; the risk that amounts realized on disposition are materially less than carrying value as a result of price volatility, market depth, execution timing, custody or transfer constraints, or other limitations; tax, accounting and regulatory consequences of the dispositions; the continued volatility and regulatory uncertainty associated with digital assets and cryptocurrencies during the wind-down period; the concentration of a substantial portion of our assets in a single equity investment, including an investment in a related party, and the illiquidity, valuation uncertainty, holding-period and transfer restrictions associated with that investment; and risks arising from our relationships and agreements with related parties and significant stockholders.

Our robotics operations business. Our limited operating history in robotics operations and commercialization and the absence of a meaningful revenue history; the early stage of RoboShare and the risk that customer demand, repeat demand, pricing, utilization or unit economics do not develop as anticipated; our dependence on a small number of customers, on a single initial geographic market, and on individual events or engagements, and the risk that the loss of, or a change in the terms of, any such relationship has a disproportionate effect; our dependence on third-party robot owners, operators, suppliers, original equipment manufacturers and local partners, and on their willingness to make robots available on our platform; risks relating to the availability, cost, quality, maintenance, transport, insurance and technological obsolescence of robots and related equipment, and to supply chains, tariffs and trade measures affecting them; and our ability to expand into additional markets and to attract and retain participants on both sides of our marketplace.

Operations, safety and liability. Risks of property damage, personal injury or death arising from the operation of humanoid robots, quadrupeds and other autonomous or semi-autonomous machines in proximity to performers, employees, guests and the public, including at live events and in uncontrolled environments; product liability, premises liability, negligence and related claims and the adequacy, scope, availability and cost of our insurance coverage and of contractual indemnities from customers, owners and suppliers; the allocation of responsibility among us, robot owners, venues, event producers and customers; permitting, licensing, occupational safety and event-specific regulatory requirements; and the reputational consequences of any safety incident.

Technology, data and intellectual property. Systems, network, telecommunications or service disruptions, failures, defects or cyber-attacks; the performance, reliability and autonomy limitations of robotic systems and of the software, models and networks that support them; our collection, use, storage, transmission and protection of personal information, including images and any biometric or biometric-adjacent data captured in the course of robot deployments, and evolving privacy, biometric and artificial intelligence laws and regulations across the jurisdictions in which we operate or intend to operate; our ability to obtain, maintain, protect and enforce our intellectual property rights and to defend against third-party claims of infringement or misappropriation; and our reliance on third-party technology, platforms and licenses.

Legal, regulatory and general. The regulated industries and jurisdictions in which we operate; current or future laws or regulations and new interpretations of existing laws or regulations, including those applicable to digital assets, robotics, autonomous systems, consumer protection, advertising and endorsements; the risk that our marketplace arrangements, or the manner in which they are described, are characterized differently than we intend by regulators or courts; the failure of counterparties to perform their contractual obligations; litigation, regulatory inquiries, investigations and enforcement actions, and their costs and outcomes; business, economic, market and capital-market conditions; competition in our industry; changes in market demand for, and the pricing of, our products and services; our ability to define, design and release new products and services in a timely manner that meet customer needs; our ability to attract, retain and motivate qualified personnel, including key management; our ability to manage our growth and our transition; and our ability to maintain effective internal control over financial reporting and disclosure controls and procedures.

This list of factors is not exhaustive. Additional risks and uncertainties are described more fully in our filings with the U.S. Securities and Exchange Commission (the "SEC"), including our Annual Report on Form 10-K for the year ended December 31, 2025, our Quarterly Reports on Form 10-Q, and our subsequent filings, which are available on the SEC's website at www.sec.gov. Investors are urged to review the liquidity, capital resources and going concern disclosures contained in those reports.

The forward-looking statements in this Communication speak only as of the date hereof. Except as required by law, neither AIxCrypto nor any other person undertakes any obligation to update or revise any forward-looking statement or financial projection set out herein, whether as a result of new information, future events or otherwise. This Communication is provided for informational purposes only, does not constitute an offer to sell or the solicitation of an offer to buy any security, and does not constitute investment, tax or legal advice or any investment recommendation, and does not take into account the investment objectives or financial situation of any person. AIxCrypto reserves the right to amend or replace the information contained herein, in whole or in part, at any time, and undertakes no obligation to notify any recipient thereof. Readers are cautioned not to place undue reliance on these forward-looking statements. This caution is made under, and these forward-looking statements are intended to be covered by, the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

SOURCE AIxCrypto Holdings Inc.