0001628280-23-017931 | 10-Q | XBRL Viewer | Faraday Future Intelligent Electric INC

Leases (Tables)

3 Months Ended

Mar. 31, 2023

Total lease costs for the three months ended March 31, 2023 and 2022 were (dollars in thousands):


	Three Months Ended March 31, 2023		Three Months Ended March 31, 2022
Finance lease cost
Amortization of right-of-use assets	$	91	$	500
Interest on lease liabilities	96		177
Total finance lease cost	187		677

Operating lease cost	1,481		882
Variable lease cost	112		134
Total lease cost	$	1,780	$	1,693

Supplemental information and non-cash activities related to operating and finance leases are as follows (dollars in thousands):


	Three Months Ended March 31, 2023		Three Months Ended March 31, 2022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	1,323	$	833
Operating cash flows from finance leases	96		177
Financing cash flows from finance leases	335		466
	$	1,754	$	1,476
Lease liabilities arising from new right-of-use assets
Operating leases	$	—	$	8,206
Finance leases	$	—	$	—


	As of March 31, 2023		As of December 31, 2022
Weighted average remaining lease term (in years)
Operating leases	6.2		6.4
Finance leases	4.8		5.0

Weighted average discount rate
Operating leases	15.6	%	15.6	%
Finance leases	5.0	%	5.0	%

Schedule of Maturities of Operating Lease Liabilities

The following table summarizes future lease payments as of March 31, 2023 (dollars in thousands):


Fiscal year	Operating Leases		Finance Leases
2023 (nine months)	$	4,151	$	1,292
2024	5,496		1,757
2025	5,257		1,792
2026	5,216		1,828
2027	2,896		1,864
Thereafter	9,284		—
Total	32,300		8,533
Less: Imputed Interest	12,293		934
Present value of net lease payments	20,007		7,599

Lease liability, current portion	$	2,609	$	1,390
Lease liability, net of current portion	17,398		6,209
Total lease liability	$	20,007	$	7,599

Schedule of Maturities of Finance Lease Liabilities

The following table summarizes future lease payments as of March 31, 2023 (dollars in thousands):


Fiscal year	Operating Leases		Finance Leases
2023 (nine months)	$	4,151	$	1,292
2024	5,496		1,757
2025	5,257		1,792
2026	5,216		1,828
2027	2,896		1,864
Thereafter	9,284		—
Total	32,300		8,533
Less: Imputed Interest	12,293		934
Present value of net lease payments	20,007		7,599

Lease liability, current portion	$	2,609	$	1,390
Lease liability, net of current portion	17,398		6,209
Total lease liability	$	20,007	$	7,599

Net Income/(Loss) per Share - Potentially Dilutive Shares Excluded From Computation Of Diluted Net Income/(Loss) (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	155,991,114	80,987,402
Shares issuable upon exercise of SPA Warrants, excluding amounts included above in Diluted EPS
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	45,571,419	0
Shares issuable upon conversion of notes and settlement of Make-Whole provisions, excluding amounts included above in Diluted EPS
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	0	9,009,210
Other warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	29,454,593	4,544,258
Stock-based compensation awards – Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	37,181,872	43,781,815
Stock-based compensation awards – RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	20,131,111	0
Public warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	23,540,988	22,977,568
Private warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	111,131	674,551

Condensed Consolidated Statements of Commitment to Issue Class A Common Stock and Stockholders’ Equity - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment	Notes payable	Class A Common Stock	Class A Common Stock Cumulative Effect, Period of Adoption, Adjustment	Common Stock Class A Common Stock	Common Stock Class A Common Stock Notes payable	Common Stock Class B Common Stock	Additional Paid-in Capital	Additional Paid-in Capital Notes payable	Accumulated Other Comprehensive Gain (Loss)	Accumulated Deficit	Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment
Beginning balance (in shares) at Dec. 31, 2021				0
Beginning balance at Dec. 31, 2021				$ 0
Beginning balance (Accounting Standards Update 2020-06) at Dec. 31, 2021					$ 32,900
Ending balance (in shares) at Mar. 31, 2022				0
Ending balance at Mar. 31, 2022				$ 32,900
Beginning balance (in shares) at Dec. 31, 2021						168,693,323		0
Beginning balance at Dec. 31, 2021	$ 567,654					$ 17		$ 0	$ 3,482,226		$ (6,945)	$ (2,907,644)
Beginning balance (Accounting Standards Update 2020-06) at Dec. 31, 2021		$ (20,265)											$ (20,265)
Beginning balance (Accounting Standards Update 2016-02) at Dec. 31, 2021		3,393											3,393
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of shares (in shares)						68,742,020		64,000,588
Issuance of shares	0					$ 7		$ 6	(13)
Stock-based compensation	3,347								3,347
Exercise of stock options (in shares)						761,675
Exercise of stock options	1,855								1,855
Foreign Currency translation adjustment	(564)										(564)
Net income (loss)	(153,098)											(153,098)
Ending balance (in shares) at Mar. 31, 2022						238,197,018		64,000,588
Ending balance at Mar. 31, 2022	402,322					$ 24		$ 6	3,487,415		(7,509)	(3,077,614)
Beginning balance (in shares) at Dec. 31, 2021				0
Beginning balance at Dec. 31, 2021				$ 0
Beginning balance (Accounting Standards Update 2020-06) at Dec. 31, 2021					$ 32,900
Beginning balance (in shares) at Dec. 31, 2021						168,693,323		0
Beginning balance at Dec. 31, 2021	567,654					$ 17		$ 0	3,482,226		(6,945)	(2,907,644)
Beginning balance (Accounting Standards Update 2020-06) at Dec. 31, 2021		(20,265)											(20,265)
Beginning balance (Accounting Standards Update 2016-02) at Dec. 31, 2021		$ 3,393											$ 3,393
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Reclassification of earnout shares liability to equity as part of authorized share increase									5,014
Reclassification of liability for insufficient authorized shares related to stock options and RSUs	$ (4,000)
Ending balance (in shares) at Dec. 31, 2022	627,346,804					563,346,216		64,000,588
Ending balance at Dec. 31, 2022	$ 182,753					$ 56		$ 6	3,655,771		3,505	(3,476,585)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of notes payable into class A common stock (in shares)							223,539,619
Conversion of notes payable and accrued interest into Class A Common Stock (Note 9)			$ 46,296				$ 20			$ 46,276
Change in classification of warrants from Additional paid-in capital to liability pursuant to the Warrant Exchange (Note 9)	(6,811)								(6,811)
Reclassification of earnout shares liability to equity as part of authorized share increase	5,014								5,000
Reclassification of liability for insufficient authorized shares related to stock options and RSUs	3,976								3,976
Stock-based compensation	15,102								15,102
Exercise of warrants (in shares)						51,128,708
Exercise of warrants	4,079					$ 5			4,074
Exercise of stock options (in shares)						49,456
Exercise of stock options	44								44
Issuance of shares for RSU vesting (in shares)						808,040
Issuance of shares for RSU vesting	1					$ 1
Foreign Currency translation adjustment	(555)										(555)
Net income (loss)	$ 6,487											6,487
Ending balance (in shares) at Mar. 31, 2023	902,872,627					838,872,039		64,000,588
Ending balance at Mar. 31, 2023	$ 256,386					$ 82		$ 6	$ 3,723,446		$ 2,950	$ (3,470,098)

Fair Value of Financial Instruments - Schedule of Changes in Liability for Unobservable Inputs (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Change in fair value measurements
Bridge warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 95,130
Additions	33,266
Disposals pursuant to warrant exchange	(77,577)
Exercises	(4,079)
Settlement of transaction costs	0
Change in fair value measurements	(18,219)
Stock-based compensation expense	0
Conversions of liability to Common Stock	0
Conversions of notes to Common Stock	0
Ending balance	28,521
Note Payable, Bridge
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	26,008
Additions	190,000
Disposals pursuant to warrant exchange	0
Exercises	0
Settlement of transaction costs	(1,139)
Change in fair value measurements	(79,462)
Stock-based compensation expense	0
Conversions of liability to Common Stock	0
Conversions of notes to Common Stock	(42,742)
Ending balance	92,665
Private warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	52
Additions	0
Disposals pursuant to warrant exchange	0
Exercises	0
Settlement of transaction costs	0
Change in fair value measurements	0
Stock-based compensation expense	0
Conversions of liability to Common Stock	0
Conversions of notes to Common Stock	0
Ending balance	52
Earnout Shares Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	2,250
Additions	0
Disposals pursuant to warrant exchange	0
Exercises	0
Settlement of transaction costs	0
Change in fair value measurements	2,764
Stock-based compensation expense	0
Conversions of liability to Common Stock	(5,014)
Conversions of notes to Common Stock	0
Ending balance	0
Liability for Insufficient Authorized Shares Related to Stock Options and RSUs
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	3,977
Additions	0
Disposals pursuant to warrant exchange	0
Exercises	0
Settlement of transaction costs	0
Change in fair value measurements	0
Stock-based compensation expense	5,002
Conversions of liability to Common Stock	(8,979)
Conversions of notes to Common Stock	0
Ending balance	$ 0

Nature of Business and Organization and Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	The unaudited Condensed Consolidated Financial Statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company, its wholly-owned subsidiaries and all other entities in which the Company has a controlling financial interest, including the accounts of any Variable Interest Entity (“VIE”) in which the Company has a controlling financial interest and for which it is the primary beneficiary. These unaudited Condensed Consolidated Financial Statements do not include all disclosures that are normally included in annual audited financial statements prepared in accordance with GAAP and should be read in conjunction with the Company’s audited Consolidated Financial Statements for the year ended December 31, 2022, included in the Company’s Form 10-K filed with Securities and Exchange Commission (“SEC”) on March 9, 2023 (“Form 10-K”). Accordingly, the Condensed Consolidated Balance Sheet as of December 31, 2022, has been derived from the Company’s annual audited Consolidated Financial Statements but does not contain all of the footnote disclosures from the annual financial statements. In the opinion of the Company, the unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position, its results of operations, and cash flows for the periods presented. The accounting policies used in the preparation of these unaudited Condensed Consolidated Financial Statements are the same as those disclosed in the audited Consolidated Financial Statements for the year ended December 31, 2022, included in the Form 10-K, except as described below. Certain reclassifications have been made to prior periods in the Consolidated Financial Statements and accompanying notes to conform with the current presentation. Buildings and Leasehold improvements within Property and Equipment, Net were previously presented separately for the year ended December 31, 2022. Beginning 2023, the two lines were conformed to report these two balances together.
Principles of Consolidation	All intercompany transactions and balances have been eliminated upon consolidation.
Use of Estimates	Use of Estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions, which affect the reported amounts in the financial statements. Estimates are based on historical experience, where applicable, and other assumptions which management believes are reasonable under the circumstances. On an ongoing basis management evaluates its estimates, including those related to the: (i) realization of tax assets and estimates of tax liabilities; (ii) valuation of equity securities; (iii) recognition and disclosure of contingent liabilities, including litigation reserves; (iv) fair value of related party notes payable and notes payable; (v) fair value of options granted to employees and non-employees; (vi) fair value of warrants, and (vii) incremental borrowing rate used to measure operating lease liabilities. Such estimates often require the selection of appropriate valuation methodologies and financial models and may involve significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ from those estimates under different assumptions, financial inputs, or circumstances. Given the global economic climate, unpredictable nature and unknown duration of the COVID-19 pandemic, estimates are subject to additional volatility. As of the date the Company’s unaudited Condensed Consolidated Financial Statements were issued, the Company is not aware of any specific event or circumstance that would require it to update its estimates or judgments or to revise the carrying value of its assets or liabilities. However, these estimates and judgments may change as new events occur and additional information is obtained. Actual results could differ from these estimates and any such differences may have a material impact on the Company’s unaudited Condensed Consolidated Financial Statements.
Inventory and Inventory Valuation	Inventory and Inventory Valuation Inventory is stated at the lower of cost or net realizable value (“LCNRV”) and consists of raw materials, work-in-progress, and finished goods. The Company primarily computes cost using standard cost, which approximates cost on the first-in, first-out (“FIFO”) basis. Net realizable value (“NRV”) is the estimated selling price of inventory in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company assesses the valuation of inventory and periodically adjusts its value for estimated excess and obsolete inventory based upon expectations of future demand and market conditions, as well as damaged or otherwise impaired goods. As of March 31, 2023, substantially all of the Company’s inventory balance is classified as raw materials. Inventory is included in Other current assets on the unaudited Condensed Consolidated Balance Sheet.
Stock-Based Compensation	Stock-Based Compensation Forfeiture rate - Effective January 1, 2023, stock-based compensation expense is reduced for forfeitures only when they occur. This change of accounting policy resulted in the recognition of a cumulative increase of prior stock-based compensation expenses totaling $1.8 million, which was recorded in the unaudited Condensed Consolidated Statement of Operations and Comprehensive Income for the three months ended March 31, 2023.
Income Tax	Income Tax There was no income tax provision impact on the unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2023 and 2022. The difference in the Company’s effective tax rate from the federal statutory rate of 21% is due to the ratio of domestic and international loss before taxes. The Company records a full valuation allowance to reflect limited benefits for income taxes in jurisdictions that historically reported losses and a provision for income taxes in jurisdictions that are profitable. The income tax provision for each period was the combined calculated tax expenses/benefits for various jurisdictions. The Company is subject to taxation and files income tax returns with the U.S. federal government, the state of California and China. The Company’s income tax returns are open to examination by the relevant tax authorities until the expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return. As of March 31, 2023, the Company is not under any tax audits on its income tax returns. All of the Company’s prior year tax returns, from 2016 through 2021, are open under Chinese tax law.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In December 2022, the FASB issued ASU No. 2022-06, Deferral of the Sunset Date of Reference Rate Reform (Topic 848) (ASU 2022-06). ASU 2022-06 provides optional expedients and exceptions for applying GAAP to transactions affected by reference rate (e.g., LIBOR) reform if certain criteria are met, for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. ASU 2022-06 deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. ASU 2022-06 is effective as of December 21, 2022 through December 31, 2024. We continue to evaluate transactions or contract modifications occurring as a result of reference rate reform and determine whether to apply the optional guidance on an ongoing basis.
Fair Value Measurements	Fair Value Measurements The Company applies the provisions of ASC 820, Fair Value Measurement, which defines a single authoritative definition of fair value, sets out a framework for measuring fair value and expands on required disclosures about fair value measurements. The provisions of ASC 820 relate to financial assets and liabilities as well as other assets and liabilities carried at fair value on a recurring and nonrecurring basis. The standard clarifies that fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the standard establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1Valuations for assets and liabilities traded in active exchange markets, or interest in open-end mutual funds that allow a company to sell its ownership interest back at net asset value on a daily basis. Valuations are obtained from readily available pricing sources for market transactions involving identical assets, liabilities, or funds. Level 2Valuations for assets and liabilities traded in less active dealer, or broker markets, such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active. Level 2 instruments typically include U.S. Government and agency debt securities and corporate obligations. Valuations are usually obtained through market data of the investment itself as well as market transactions involving comparable assets, liabilities or funds. Level 3Valuations for assets and liabilities that are derived from other valuation methodologies, such as option pricing models, discounted cash flow models or similar techniques, and not based on market exchange, dealer, or broker-traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities. Fair value estimates are made at a specific point in time based on relevant market information and information about the financial or nonfinancial asset or liability.

- Definition

Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.

+ References + Details

- Definition

Disclosure of inventory accounting policy for inventory classes, including, but not limited to, basis for determining inventory amounts, methods by which amounts are added and removed from inventory classes, loss recognition on impairment of inventories, and situations in which inventories are stated above cost.

+ References + Details

- Definition

Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.

+ References + Details

Deposits and Other Current Assets (Tables)

3 Months Ended

Mar. 31, 2023

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Deposits and Other Current Assets

Deposits and other current assets consist of the following (dollars in thousands):


Deposits:	March 31, 2023		December 31, 2022
Deposits for research and development, prototype and production parts, and other	$	52,436	$	23,617
Deposits for goods and services yet to be received (“Future Work”)	2,969		3,187
Total deposits	$	55,405	$	26,804

Other current assets:
Prepaid expenses	$	9,121	$	14,437
Inventory	4,049		3,598
Other current assets	1,547		3,052
Total other current assets	$	14,717	$	21,087

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Stock Option Activity

A summary of the Company’s stock option activity is as follows (dollars in thousands except weighted average exercise price):


	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
Outstanding as of December 31, 2022	35,687,240	$	3.37	7.3	$	22
Granted	4,000,000	1.08
Exercised	(49,456)	0.89			$	10
Cancelled/forfeited	(2,455,912)	3.37
Outstanding as of March 31, 2023	37,181,872	$	3.15	7.5	$	31

Summary of Weighted-Average Assumptions

The weighted-average assumptions used in the Black-Scholes option pricing model are as follows:


	Three Months Ended March 31,
	2023		2022
Risk-free interest rate:	3.5	%	1.6	%
Expected term (in years):	8.6		7.0
Expected volatility:	90.2	%	43.5	%
Dividend yield:	0	%	0	%

Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity

A summary of the Company’s RSU activity is as follows:


	Shares	Weighted Average Fair Value
Outstanding as of December 31, 2022	17,869,663	$	1.09
Granted	5,932,766	1.08
Released	(1,145,334)	1.24
Forfeitures	(2,525,984)	1.11
Outstanding as of March 31, 2023	20,131,111	$	1.08

Schedule of Stock-Based Compensation Expense

The following table presents stock-based compensation expense included in each respective expense category in the unaudited Condensed Consolidated Statements of Operations and Other Comprehensive Loss (dollars in thousands):


	Three Months Ended March 31,
	2023		2022
Research and development	$	11,294	$	1,622
Sales and marketing	1,280		374
General and administrative	2,528		1,350
	$	15,102	$	3,346

Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 15,102	$ 3,346
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	11,294	1,622
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	1,280	374
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 2,528	$ 1,350

Variable Interest Entities and Joint Ventures (Details) - The9 Joint Venture - USD ($) $ in Millions	Feb. 23, 2021	Mar. 24, 2019
Class A Common Stock
Schedule of Equity Method Investments [Line Items]
Conversion of notes payable into class A common stock (in shares)	423,053
The9 Limited
Schedule of Equity Method Investments [Line Items]
Ownership percentage		50.00%
Conditional obligation		$ 5.0

Liquidity and Capital Resources (Details) $ in Thousands						1 Months Ended	3 Months Ended
Liquidity and Capital Resources (Details) $ in Thousands	May 10, 2023 USD ($)	May 08, 2023 USD ($) closing	Mar. 06, 2023 USD ($)	Nov. 23, 2022 shares	Nov. 11, 2022 USD ($)	Feb. 28, 2023 USD ($)	Mar. 31, 2023 USD ($)	Mar. 23, 2023 USD ($)	Feb. 03, 2023 USD ($)	Dec. 31, 2022 USD ($)	Aug. 14, 2022 USD ($)
Debt Instrument [Line Items]
Going concern period							1 year
Accumulated deficit							$ 3,470,098			$ 3,476,585
Standby Equity Purchase Agreement
Debt Instrument [Line Items]
Option to increase commitment amount					$ 350,000
Agreement term					3 years
Class A Common Stock \| Standby Equity Purchase Agreement
Debt Instrument [Line Items]
Commitment amount					$ 200,000
Number of shares purchased (in shares) \| shares				789,016
Chongqing Leshi Small Loan Co., Ltd. \| Related Party Notes, China, Due On Demand \| Affiliated Entity
Debt Instrument [Line Items]
Breach of agreement							$ 4,700
SPA Notes \| Notes payable
Debt Instrument [Line Items]
Amount committed			$ 267,000
Proceeds from issuance of debt			220,300
Proceeds, net of original issuance discount			$ 193,300
Aggregate principal								$ 25,000	$ 135,000		$ 25,000
SPA Notes \| Notes payable \| Senyun And Purchase Affiliated With ATW Partners LLC
Debt Instrument [Line Items]
Proceeds from issuance of debt						$ 38,000
Proceeds, net of original issuance discount						$ 32,900
Percent of option to purchase additional securities exercised						20.00%
Unsecured SPA Notes \| Metaverse Horizon Limited and V W Investment Holding Limited \| Subsequent Event
Debt Instrument [Line Items]
Aggregate principal		$ 100,000
Unsecured SPA Notes \| Notes payable \| Subsequent Event
Debt Instrument [Line Items]
Proceeds from issuance of debt	$ 3,300
Proceeds, net of original issuance discount	$ 3,000
Debt instrument, number of closings \| closing		8
Debt instrument, period between each closing		15 days
Unsecured SPA Notes \| Notes payable \| Metaverse Horizon Limited and V W Investment Holding Limited \| Subsequent Event
Debt Instrument [Line Items]
Aggregate principal		$ 100,000

Fair Value of Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities Measured on Recurring Basis

The following tables present financial assets and liabilities remeasured on a recurring basis by level within the fair value hierarchy (dollars in thousands):


	March 31, 2023
	Level 1		Level 2		Level 3
Liabilities:
Notes payable	$	—	$	—	$	92,665
Private warrants	—		—		52
Bridge warrants	—		—		28,521


	December 31, 2022
	Level 1		Level 2		Level 3
Liabilities:
Notes payable	$	—	$	—	$	26,008
Accrued expenses and other current liabilities	—		—		6,227
Private warrants	—		—		52
Bridge warrants	—		—		95,130

Summary of Activity for Level 3 Fair Value Measurements

The following table summarizes the activity of Level 3 fair value measurements (dollars in thousands):


	Bridge Warrants		Notes Payable, Bridge		Private Warrants		Earnout Shares Liability		Liability for Insufficient Authorized Shares Related to Stock Options and RSUs
Balance as of December 31, 2022	$	95,130	$	26,008	$	52	$	2,250	$	3,977
Additions	33,266		190,000		—		—		—
Disposals pursuant to warrant exchange	(77,577)		—		—		—		—
Exercises	(4,079)		—		—		—		—
Settlement of transaction costs	—		(1,139)		—		—		—
Change in fair value measurements	(18,219)		(79,462)		—		2,764		—
Stock-based compensation expense	—		—		—		—		5,002
Conversions of liability to Common Stock	—		—		—		(5,014)		(8,979)
Conversions of notes to Common Stock	—		(42,742)		—		—		—
Balance as of March 31, 2023	$	28,521	$	92,665	$	52	$	—	$	—

Related Party Notes Payable - Narrative (Details) $ in Thousands							3 Months Ended			51 Months Ended
	Apr. 08, 2023 USD ($)	Mar. 06, 2023 USD ($)	Feb. 09, 2023 USD ($)	Feb. 06, 2023 USD ($)	Feb. 01, 2023 USD ($)	Jan. 31, 2023 USD ($)	Apr. 08, 2023 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Mar. 31, 2022 USD ($) lease	Feb. 28, 2023 USD ($)	Dec. 31, 2022 USD ($)	Jul. 30, 2022 USD ($)
Related Party Transaction [Line Items]
Lease, Cost								$ 1,780	$ 1,693
Deposits								55,405				$ 26,804
FF Top Executive Reimbursements \| Affiliated Entity
Related Party Transaction [Line Items]
Due to related parties						$ 700							$ 300
Related party notes payable						400
Payments with related party				$ 200	$ 200
Threshold amount						5,000
Legal expense reimbursement requested											$ 6,500
FF Top Executive Reimbursements \| Affiliated Entity \| Subsequent Event
Related Party Transaction [Line Items]
Payments with related party	$ 100						$ 600
FF Top Executive Reimbursements \| Affiliated Entity \| Debt Instrument, Redemption, Period One
Related Party Transaction [Line Items]
Payments with related party						200
FF Top Executive Reimbursements \| Affiliated Entity \| Debt Instrument, Redemption, Period Two
Related Party Transaction [Line Items]
Payments with related party						$ 200
Consulting Service Agreement With FF Global Partners \| Affiliated Entity
Related Party Transaction [Line Items]
Threshold amount		$ 100
Monthly fee		$ 200
Prior written notice period		1 month
Leshi Information Technology Co., Ltd. (“LeTV”) \| Affiliated Entity
Related Party Transaction [Line Items]
Due to related parties								7,100				7,000
Rancho Palos Verdes Real Property Leases \| Affiliated Entity
Related Party Transaction [Line Items]
Number of leases \| lease										2
Warm Time Inc. \| Affiliated Entity
Related Party Transaction [Line Items]
Lease, Cost										$ 100
Expenses from transactions with related party								100	100
Accrued interest									$ 200	$ 200		200
Ocean View Drive Inc. \| Affiliated Entity
Related Party Transaction [Line Items]
Deposits								900				900
Payments for seizure of funds related to ongoing litigation			$ 200
Level 3
Related Party Transaction [Line Items]
Notes payable, related parties								$ 9,100				$ 8,700

Stockholders’ Equity (Tables)

3 Months Ended

Mar. 31, 2023

Equity [Abstract]

Schedule of Common Stock

The number of authorized, issued and outstanding stock, were as follows:


	March 31, 2023
	Authorized Shares	Issued and Outstanding Shares
Class A Common Stock	1,690,000,000	838,872,039
Class B Common Stock	75,000,000	64,000,588
Preferred Stock	10,000,000	—
	1,775,000,000	902,872,627


	December 31, 2022
	Authorized Shares	Issued and Outstanding Shares
Class A Common Stock	815,000,000	563,346,216
Class B Common Stock	75,000,000	64,000,588
Preferred Stock	10,000,000	—
	890,000,000	627,346,804

Schedule of Stockholders' Equity Note, Warrants or Rights

The number of outstanding warrants to purchase the Company’s Class A Common Stock as of March 31, 2023 are as follows:

Number of Warrants

Exercise Price

Expiration Date

SPA Warrants

93,571,419

$0.23 to $5.00

Various through September 23, 2029

Other warrants

29,454,593

$0.23

August 5, 2027

Public Warrants

23,540,988

$11.50

July 21, 2026

Private Warrants

111,131

$11.50

July 21, 2026

Total

146,678,131

The number of outstanding warrants to purchase the Company’s Class A Common Stock as of December 31, 2022 were as follows:


	Number of Warrants	Exercise Price	Expiration Date
SPA Warrants	346,453,115	$0.23	Various through September 23, 2029
ATW NPA Warrants(1)	76,804,450	$0.23	Various through August 10, 2028
Other warrants	29,454,593	$0.23	August 5, 2027
Public Warrants(2)	23,540,988	$11.50	July 21, 2026
Private Warrants(3)	111,131	$11.50	July 21, 2026
Total	476,364,277

(1) The ATW NPA Warrants were fully exercised during the three months ended March 31, 2023, through which the Company received aggregated proceeds of $0.3 million which was recorded as an increase to Additional paid-in capital.

(2) During 2022, PSAC Sponsor transferred 563,420 Private Warrants to unaffiliated third-party purchasers on the open market. Upon such transfer the transferred warrants became subject to identical terms to the Public Warrants underlying the units offered in the initial public offering of PSAC. Therefore, upon their transfer the Company classified the warrants to APIC at their fair value.

(3) The Private Warrants are recorded in Other liabilities, less current portion in the Consolidated Balance Sheets as of December 31, 2022.

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

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+ Details

Fair Value of Financial Instruments - Narrative (Details) - USD ($) $ in Thousands				3 Months Ended		12 Months Ended
	Nov. 23, 2022	Jul. 21, 2022	Jul. 21, 2021	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Issuance of shares					$ 0
Standby Equity Purchase Agreement
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset				$ 0		$ 0
Additional Paid-in Capital
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Issuance of shares					$ (13)
Commitment To Issue Registered Shares \| Additional Paid-in Capital
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Issuance of shares		$ 32,900
Private warrants
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Warrants to APIC, increase (decrease)				$ 0		$ 600
Class A Common Stock
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Registered shares to be issued (in shares)				2,387,500
Issuance of shares (in shares)			76,140,000
Class A Common Stock \| Standby Equity Purchase Agreement
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Number of shares purchased (in shares)	789,016
Class A Common Stock \| Common Stock
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Issuance of shares (in shares)					68,742,020
Issuance of shares					$ 7
Class A Common Stock \| Commitment To Issue Registered Shares \| Common Stock
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Issuance of shares (in shares)		2,387,500

Property and Equipment, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 29, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Less: Accumulated depreciation	$ (11,812)		$ (12,113)
Property and equipment, net	446,524		417,803
Buildings and leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	95,519		19,778
Computer hardware
Property, Plant and Equipment [Line Items]
Property and equipment, gross	2,094		3,112
Tooling, machinery, and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	235,290	$ 225,700	9,542
Vehicles
Property, Plant and Equipment [Line Items]
Property and equipment, gross	337		337
Computer software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,125		4,212
Construction in process
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 120,971		$ 392,935

Stock-Based Compensation

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

2021 SI Plan

In July 2021, the Company adopted the 2021 Stock Incentive Plan (“2021 SI Plan”). The 2021 SI Plan allowed the Board of Directors to grant up to 49,573,570 incentive and nonqualified stock options, restricted shares, unrestricted shares, restricted share units, and other stock-based awards for the Company’s Class A Common Stock to employees, directors, and non-employees. The number of shares of Class A Common Stock available under the 2021 SI Plan will increase annually on the first day of each calendar year, beginning with the calendar year ending December 31, 2022, and continuing until (and including) the calendar year ending December 31, 2031. Annual increases are equal to the lesser of (i) 5 percent of the number of shares of Class A Common Stock issued and outstanding on December 31 of the immediately preceding fiscal year and (ii) an amount determined by the Board of Directors. As of the date of issuance of the unaudited Condensed Consolidated Financial Statements, the Board of Directors is evaluating the timing and extent of such increases. As of the effective date of the 2021 SI Plan, no further stock awards have been or will be granted under the EI Plan or STI Plan (defined below).

As of March 31, 2023 and December 31, 2022, the Company had 2,759,373 and 25,057,455 shares of Class A Common Stock available for future issuance under its 2021 SI Plan.

EI Plan

On February 1, 2018, the Board of Directors adopted the Equity Incentive Plan (“EI Plan”), under which the Board of Directors authorized the grant of up to 42,390,000 incentive and nonqualified stock options, restricted stock, unrestricted stock, restricted stock units, and other stock-based awards for Legacy FF’s Class A Ordinary Stock to employees, directors and non-employees.

STI Plan

Pursuant to the Special Talent Incentive Plan (“STI Plan”), the Board of Directors may grant up to 14,130,000 incentive and nonqualified stock options, restricted shares, unrestricted shares, restricted share units, and other stock-based awards for Legacy FF’s Class A Ordinary Stock to employees, directors, and non-employees.

The STI Plan does not specify a limit on the number of stock options that can be issued under the plan. Per the terms of the STI Plan, the Company must reserve and keep available a sufficient number of shares to satisfy the requirements of the STI Plan.

A summary of the Company’s stock option activity is as follows (dollars in thousands except weighted average exercise price):


	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
Outstanding as of December 31, 2022	35,687,240	$	3.37	7.3	$	22
Granted	4,000,000	1.08
Exercised	(49,456)	0.89			$	10
Cancelled/forfeited	(2,455,912)	3.37
Outstanding as of March 31, 2023	37,181,872	$	3.15	7.5	$	31

The weighted-average assumptions used in the Black-Scholes option pricing model are as follows:


	Three Months Ended March 31,
	2023		2022
Risk-free interest rate:	3.5	%	1.6	%
Expected term (in years):	8.6		7.0
Expected volatility:	90.2	%	43.5	%
Dividend yield:	0	%	0	%

As of March 31, 2023, the total remaining stock-based compensation expense for unvested stock options was $22.8 million, which is expected to be recognized over a weighted-average period of 2.98 years.

A summary of the Company’s RSU activity is as follows:


	Shares	Weighted Average Fair Value
Outstanding as of December 31, 2022	17,869,663	$	1.09
Granted	5,932,766	1.08
Released	(1,145,334)	1.24
Forfeitures	(2,525,984)	1.11
Outstanding as of March 31, 2023	20,131,111	$	1.08

The Company’s subsidiaries in China have employees who are citizens of People’s Republic of China (PRC). Pursuant to regulation Circular 78 and Circular 7 issued by the Central State Administration of Foreign Exchange of PRC (“SAFE”), the Company cannot release vested RSUs to it’s PRC citizen employees before they have completed the required SAFE registration with a dedicated account set up for each of them to repatriate proceeds back to China under the SAFE. As a result, the outstanding RSU’s for the period ended March 31, 2023 and December 31, 2022, include 1,614,088 and 1,448,697 RSUs of the

Company’s PRC citizens employees. These are unreleased RSUs as these employees have not completed the SAFE registration process.

As of March 31, 2023, the total remaining stock-based compensation expense for unvested RSU’s was $11.4 million, which is expected to be recognized over a weighted-average period of 4.22 years.


	Three Months Ended March 31,
	2023		2022
Research and development	$	11,294	$	1,622
Sales and marketing	1,280		374
General and administrative	2,528		1,350
	$	15,102	$	3,346

Stockholders’ Equity - Schedule of Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Class of Stock [Line Items]
Proceeds from exercise of warrants	$ (4,079)	$ 0
Class A Common Stock
Class of Stock [Line Items]
Warrants (in shares)	146,678,131		476,364,277
Public warrants \| Class A Common Stock
Class of Stock [Line Items]
Warrants (in shares)	23,540,988		23,540,988
Exercise price (in dollars per share)	$ 11.50		$ 11.50
Private warrants
Class of Stock [Line Items]
Number of warrants transferred (in shares)			563,420
Private warrants \| Class A Common Stock
Class of Stock [Line Items]
Warrants (in shares)	111,131		111,131
Exercise price (in dollars per share)	$ 11.50		$ 11.50
SPA Warrants
Class of Stock [Line Items]
Exercise price (in dollars per share)	$ 1.05
SPA Warrants \| Class A Common Stock
Class of Stock [Line Items]
Warrants (in shares)	93,571,419		346,453,115
Exercise price (in dollars per share)			$ 0.23
SPA Warrants \| Class A Common Stock \| Minimum
Class of Stock [Line Items]
Exercise price (in dollars per share)	$ 0.23
SPA Warrants \| Class A Common Stock \| Maximum
Class of Stock [Line Items]
Exercise price (in dollars per share)	$ 5.00
ATW NPA Warrants \| Class A Common Stock
Class of Stock [Line Items]
Warrants (in shares)			76,804,450
Exercise price (in dollars per share)			$ 0.23
Proceeds from exercise of warrants	$ (300)
Other warrants \| Class A Common Stock
Class of Stock [Line Items]
Warrants (in shares)	29,454,593		29,454,593
Exercise price (in dollars per share)	$ 0.23		$ 0.23

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets
Cash	$ 31,769	$ 16,968
Restricted cash	1,505	1,546
Deposits	55,405	26,804
Other current assets	14,717	21,087
Total current assets	103,396	66,405
Property and equipment, net	446,524	417,803
Operating lease right-of-use assets	18,911	19,588
Other non-current assets	6,458	6,492
Total assets	575,289	510,288
Current liabilities
Accounts payable	76,926	87,376
Accrued expenses and other current liabilities	66,980	65,709
Bridge Warrants	28,521	95,130
Accrued interest	2,505	1,864
Related party accrued interest	140	0
Operating lease liabilities, current portion	2,609	2,538
Finance lease liabilities, current portion	1,390	1,364
Related party notes payable	8,643	8,406
Notes payable, current portion	5,159	5,097
Total current liabilities	192,873	267,484
Finance lease liabilities, less current portion	6,209	6,570
Operating lease liabilities, less current portion	17,398	18,044
Other liabilities	9,758	9,429
Notes payable, less current portion	92,665	26,008
Total liabilities	318,903	327,535
Commitments and contingencies (Note 11)
Stockholders’ equity
Additional paid-in capital	3,723,446	3,655,771
Accumulated other comprehensive gain	2,950	3,505
Accumulated deficit	(3,470,098)	(3,476,585)
Total stockholders’ equity	256,386	182,753
Total liabilities and stockholders’ equity	$ 575,289	$ 510,288
Class A Common Stock
Current liabilities
Common stock, shares authorized (in shares)	1,690,000,000	815,000,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Stockholders’ equity
Common stock	$ 82	$ 56
Class B Common Stock
Current liabilities
Common stock, shares authorized (in shares)	75,000,000	75,000,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Stockholders’ equity
Common stock	$ 6	$ 6

Notes Payable (Tables)

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Schedule of Notes Payable

The Company has entered into notes payable agreements with third parties, which consists of the following as of March 31, 2023 and December 31, 2022 (dollars in thousands):


	March 31, 2023
Note Name	Contractual Maturity Date	Contractual Interest Rates	Unpaid Principal Balance		Fair Value Measurement Adjustments		Original issue discount and proceeds allocated to warrants		Net Carrying Value		Interest Expense for the Three Months Ended March 31, 2023		Accrued Interest
Bridge Notes (1)	Various	11%-15%	$	165,034	$	(37,937)	$	(34,432)	$	92,665	$	4,360	$	2,482
Notes payable – China other	Due on Demand	—%	5,065		—		—		5,065		—		—
Auto loans	October 2026	7%	94		—		—		94		2		—
			$	170,193	$	(37,937)	$	(34,432)	$	97,824	$	4,362	$	2,482


	December 31, 2022
Note Name	Contractual Maturity Date	Contractual Interest Rates	Unpaid Principal Balance		Fair Value Measurement Adjustments		Original issue discount and proceeds allocated to warrants		Net Carrying Value		Interest Expense for the three months Ended March 31, 2022		Accrued Interest
Bridge Notes (1)	October 27, 2028	10%	$	36,622	$	264	$	(10,878)	$	26,008	$	1,272	$	1,676
Notes payable – China other	Due on Demand	—%	4,997		—		—		4,997		—		—
Auto loans	October 2026	7%	100		—		—		100		—		—
			$	41,719	$	264	$	(10,878)	$	31,105	$	1,272	$	1,676

(1) On August 14, 2022, the Company entered into a Securities Purchase Agreement (the “SPA”) with certain entities affiliated with ATW Partners LLC and RAAJJ Trading LLC (and together with Senyun, as defined below, the “Purchasers”) to issue and sell the Company’s senior secured convertible notes (the “Bridge Notes”) in three tranches aggregating to $52.0 million in principal (as increased on September 23, 2022 to $57.0 million, which increase was subsequently terminated upon the Initial Senyun Funding Date, as defined below) and maturing on August 14, 2026 (subsequently extended to October 27, 2028). The Bridge Notes are subject to an original issue discount of 10%, and are convertible, along with any interest accrued, into shares of Class A Common Stock at a conversion price equal to $2.69 (or $2.2865 for the initial tranche) (“Conversion Price”), subject to a full ratchet anti-dilution protection.

Schedule of Principal Maturities

The future scheduled principal maturities of related party notes payable as of March 31, 2023 were as follows (dollars in thousands):


Due on demand	$	3,928
2023	4,715
	$	8,643

The future scheduled principal maturities of related party notes payable as of December 31, 2022 were as follows (dollars in thousands):


Due on demand	$	3,755
2023	4,651
	$	8,406

The future scheduled principal maturities of notes payable as of March 31, 2023 are as follows (dollars in thousands):


Due on demand	$	5,065
2023	—
2024	—
2025	41,000
2026	94
2027	—
Thereafter	124,034
	$	170,193

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21521-112644

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-Name Accounting Standards Codification
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-SubTopic 10
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-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21538-112644

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-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823

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-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

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-Name Accounting Standards Codification
-Topic 505
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+ Details

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities
Net income (loss)	$ 6,487	$ (153,098)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization expense	1,103	4,853
Stock-based compensation	15,102	3,347
Loss on disposal of property and equipment	3,698	0
Change in fair value measurement of related party notes payable and notes payable	(79,462)	(1,186)
Change in fair value measurement of warrant liability	(18,219)	0
Change in fair value measurement of earnout liability	2,764	0
Amortization of operating lease right-of-use assets and intangible assets	736	0
Loss on foreign exchange	653	894
Non-cash interest expense	4,533	2,319
Loss on settlement of notes payable	3,021	0
Other	338	108
Changes in operating assets and liabilities:
Deposits	(29,370)	6,840
Other current and non-current assets	6,368	2,095
Accounts payable	(10,367)	5,747
Accrued expenses and other current liabilities	(9,626)	14,527
Operating lease liabilities	(542)	(882)
Accrued interest expense	(197)	(7,928)
Net cash used in operating activities	(102,980)	(122,364)
Cash flows from investing activities
Payments for property and equipment	(16,873)	(44,398)
Net cash used in investing activities	(16,873)	(44,398)
Cash flows from financing activities
Proceeds from notes payable, net of original issuance discount	131,800	0
Proceeds from exercise of warrants	4,079	0
Payments of notes payable	(6)	(87,065)
Settlement of notes payable transaction costs	(1,139)	0
Payments of finance lease obligations	(335)	(466)
Proceeds from exercise of stock options	44	1,855
Net cash (used in) provided by financing activities	134,443	(85,676)
Effect of exchange rate changes on cash and restricted cash	170	(653)
Net (decrease) increase in cash and restricted cash	14,760	(253,091)
Cash and restricted cash, beginning of period	18,514	530,477
Cash and restricted cash, end of period	33,274	277,386
Cash	31,769	276,374
Restricted cash	1,505	1,012
Total cash and restricted cash, end of period	33,274	277,386
Supplemental disclosure of cash flow information
Cash paid for interest	324	10,040
Supplemental disclosure of noncash investing and financing activities
Additions of property and equipment included in accounts payable and accrued expenses	17,249	1,881
Reclassification of liability for insufficient authorized shares related to stock options and RSUs	8,979	0
Reclassification of earnout shares liability to equity as part of authorized share increase	5,014	0
Conversion of convertible note to equity	46,296	0
Issuance of SPA Notes pursuant to the Exchange Agreement (Note 9)	41,000	0
Issuance of SPA Warrants pursuant to the Exchange Agreement (Note 9)	26,455	0
Disposal of SPA Warrants and ATW NPA Warrants pursuant to the Exchange Agreement (Note 9)	77,577	0
Change in classification of warrants from Additional paid-in capital to liability pursuant to the Warrant Exchange (Note 9)	6,811	0
Recognition of operating right of use assets and lease liabilities upon adoption of ASC 842 and for new leases entered into in 2022	$ 0	$ 8,206

Stock-Based Compensation - Weighted-Average Assumptions (Details) - STI Plan - Stock Option	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	3.50%	1.60%
Expected term	8 years 7 months 6 days	7 years
Expected volatility	90.20%	43.50%
Dividend yield	0.00%	0.00%

Deposits and Other Current Assets

3 Months Ended

Mar. 31, 2023

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Deposits and Other Current Assets

Deposits and other current assets consist of the following (dollars in thousands):


Deposits:	March 31, 2023		December 31, 2022
Deposits for research and development, prototype and production parts, and other	$	52,436	$	23,617
Deposits for goods and services yet to be received (“Future Work”)	2,969		3,187
Total deposits	$	55,405	$	26,804

Other current assets:
Prepaid expenses	$	9,121	$	14,437
Inventory	4,049		3,598
Other current assets	1,547		3,052
Total other current assets	$	14,717	$	21,087

During the three months ended March 31, 2023, the Company made deposits for research and developments (“R&D”) services, prototype parts, and other with its vendors, which support the Company’s ongoing R&D efforts and operations. The Company expenses deposits as the services are provided and prototype parts are received. In addition, during the three months ended March 31, 2023, the Company made deposits for inventory and property and equipment items which are classified out of Deposits upon receipt of title.

In July 2022, the Company entered into an annual insurance policy for its directors and officers (“D&O Policy”), which required it to make a prepayment in the amount of $21,732, of which $5,433 was amortized to General and administrative expenses in the unaudited Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) for three months ended March 31, 2023.

Subsequent Events (Details) $ / shares in Units, $ in Millions							1 Months Ended		2 Months Ended	3 Months Ended
	May 10, 2023 USD ($)	May 08, 2023 USD ($) closing $ / shares	Apr. 27, 2023 $ / shares shares	Apr. 17, 2023 $ / shares shares	Mar. 06, 2023 USD ($)	Dec. 28, 2022 USD ($)	May 11, 2023 USD ($) $ / shares shares	Apr. 30, 2023 USD ($)	May 31, 2023 USD ($)	Mar. 31, 2023 USD ($) $ / shares shares	May 09, 2023 $ / shares	Mar. 23, 2023 USD ($)	Feb. 03, 2023 USD ($)	Sep. 23, 2022 USD ($)	Aug. 14, 2022 USD ($) $ / shares
SPA Warrants
Subsequent Event [Line Items]
Exercise price (in dollars per share) \| $ / shares										$ 1.05
Restricted Stock Units
Subsequent Event [Line Items]
Granted (in shares) \| shares										5,932,766
Restricted Stock Units \| Stock Incentive Plan
Subsequent Event [Line Items]
Awards granted (in dollars per share) \| $ / shares										$ 1.08
Subsequent Event \| SPA Warrants
Subsequent Event [Line Items]
Exercise price (in dollars per share) \| $ / shares											$ 0.89
Subsequent Event \| Restricted Stock Units \| Stock Incentive Plan
Subsequent Event [Line Items]
Granted (in shares) \| shares			386,574	54,011
Awards granted (in dollars per share) \| $ / shares			$ 0.27	$ 0.35
Tranche B Notes \| Notes payable
Subsequent Event [Line Items]
Aggregate principal												$ 5.0
Original issue discount percent												16.00%
Tranche C Notes \| Notes payable
Subsequent Event [Line Items]
Aggregate principal												$ 40.0
Original issue discount percent												14.00%
SPA Notes
Subsequent Event [Line Items]
Debt instrument, floor price (in dollars per share) \| $ / shares										0.21
Conversion price (in dollars per share) \| $ / shares										$ 1.05
Debt conversion, converted instrument, amount						$ 0.9
SPA Notes \| Subsequent Event
Subsequent Event [Line Items]
Debt instrument, floor price (in dollars per share) \| $ / shares											0.10
Conversion price (in dollars per share) \| $ / shares											$ 0.89
SPA Notes \| Notes payable
Subsequent Event [Line Items]
Proceeds from issuance of debt					$ 220.3
Proceeds, net of original issuance discount					$ 193.3
Aggregate principal												$ 25.0	$ 135.0		$ 25.0
Unsecured SPA Notes \| Notes payable \| Subsequent Event
Subsequent Event [Line Items]
Proceeds from issuance of debt	$ 3.3
Proceeds, net of original issuance discount	$ 3.0
Debt instrument, number of closings \| closing		8
Debt instrument, period between each closing		15 days
Debt conversion, converted instrument, amount							$ 3.3
Conversion of notes payable into class A common stock (in shares) \| shares							23,691,100
Unsecured SPA Notes \| Notes payable \| Subsequent Event \| Minimum
Subsequent Event [Line Items]
Conversion price (in dollars per share) \| $ / shares							$ 0.89
Unsecured SPA Notes \| Notes payable \| Subsequent Event \| Maximum
Subsequent Event [Line Items]
Conversion price (in dollars per share) \| $ / shares							$ 0.14
Bridge Notes \| Notes payable
Subsequent Event [Line Items]
Conversion price (in dollars per share) \| $ / shares															$ 2.69
Aggregate principal										$ 61.6
Original issue discount percent															10.00%
Bridge Notes \| Notes payable \| Maximum
Subsequent Event [Line Items]
Aggregate principal														$ 57.0	$ 52.0
Bridge Notes \| Notes payable \| Subsequent Event
Subsequent Event [Line Items]
Debt conversion, converted instrument, amount							$ 60.2
Conversion of notes payable into class A common stock (in shares) \| shares							299,648,761
Bridge Notes \| Notes payable \| Subsequent Event \| Minimum
Subsequent Event [Line Items]
Conversion price (in dollars per share) \| $ / shares							$ 1.05
Bridge Notes \| Notes payable \| Subsequent Event \| Maximum
Subsequent Event [Line Items]
Conversion price (in dollars per share) \| $ / shares							$ 0.14
ATW Partners LLC And RAAJJ Trading LLC \| Tranche B Notes \| Notes payable \| Subsequent Event
Subsequent Event [Line Items]
Proceeds from issuance of debt								$ 4.0
Proceeds, net of original issuance discount								$ 3.6
ATW Partners LLC \| Tranche C Notes \| Notes payable \| Subsequent Event
Subsequent Event [Line Items]
Proceeds from issuance of debt									$ 15.0
Proceeds, net of original issuance discount									$ 13.5
Metaverse Horizon Limited and V W Investment Holding Limited \| Unsecured SPA Notes \| Subsequent Event
Subsequent Event [Line Items]
Aggregate principal		$ 100.0
Metaverse Horizon Limited and V W Investment Holding Limited \| Unsecured SPA Notes \| Notes payable \| Subsequent Event
Subsequent Event [Line Items]
Conversion price (in dollars per share) \| $ / shares		$ 0.89
Exercise price (in dollars per share) \| $ / shares		$ 0.89
Aggregate principal		$ 100.0
Original issue discount percent		10.00%
Contractual Interest Rates		10.00%
Debt instrument, term		6 years
Percent of purchaser's conversion shares		33.00%
Term of warrants		7 years
Percentage of initial principal amount		50.00%

Stockholders’ Equity - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Feb. 28, 2023	Nov. 03, 2022	Dec. 31, 2021	Jul. 21, 2021
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000				10,000,000
Common stock, shares authorized (in shares)			1,775,000,000	900,000,000	825,000,000
Amount reclassified for earnout liability	$ (5,014)
Number of shares reclassified from equity to liability classification (in shares)		53,820,670
Amount reclassified for liability of insufficient authorized shares	(3,976)	$ 4,000
Additional Paid-in Capital
Class of Stock [Line Items]
Amount reclassified for earnout liability	(5,000)	(5,014)
Amount reclassified for liability of insufficient authorized shares	(3,976)
Adjustments reclassified for fair value of share-based payment liability	$ 6,700
Additional Paid-in Capital \| Earnout Shares Liability
Class of Stock [Line Items]
Amount reclassified for earnout liability		$ (2,200)
Class A Common Stock
Class of Stock [Line Items]
Common stock, shares authorized (in shares)	1,690,000,000	815,000,000	1,690,000,000

Commitment and Contingencies (Details) reservation in Thousands, $ in Thousands					1 Months Ended				12 Months Ended
	Feb. 09, 2023 USD ($)	Jan. 19, 2023 USD ($)	Apr. 14, 2022	Mar. 21, 2022 claim	Oct. 31, 2022 USD ($)	Apr. 25, 2022 claim	Jan. 31, 2022 USD ($)	Jul. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Mar. 31, 2023 USD ($)	Jan. 06, 2023 director	Jul. 05, 2022 reservation	Dec. 23, 2021 director	Nov. 15, 2021 reservation
Loss Contingencies [Line Items]
Number of reservations received for vehicles \| reservation													14		14
Loss contingency, number of directors \| director												3		3
Loss contingency, new claims filed \| claim				2		2
Accrued legal contingencies									$ 18,940		$ 16,000
Number of unpaid indications of interest \| reservation															14
Fair value of conditional obligation											422,200
Year ended December 31, 2023											279,800
Two years ended December 31, 2025											74,800
Two years ended December 31, 2027											21,700
Thereafter											45,900
Palantir
Loss Contingencies [Line Items]
Proceeds from Issuance of Private Placement								$ 25,000
Amount committed								$ 47,000
Hosting arrangement term								6 years
Hosting arrangement, amount paid									0	$ 5,300
Open Purchase Orders
Loss Contingencies [Line Items]
Year ended December 31, 2023											$ 245,700
Chief Executive Officer
Loss Contingencies [Line Items]
Annual base salary reduction			25.00%
Chief Product And User Ecosystem Officer
Loss Contingencies [Line Items]
Annual base salary reduction			25.00%
Outstanding Legal Dispute for Breach of Lease
Loss Contingencies [Line Items]
Litigation settlement, amount awarded to other party		$ 3,500							6,400
Legal claims were settled in cash					$ 3,400		$ 1,800
Interest rate on settlement of legal matter					5.00%
Accrued contingent liabilities					$ 3,400		$ 1,200		$ 3,400
Loss contingency accrual, payments	$ 3,600
Additional payment	$ 200

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 29, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Depreciation	$ 1,100	$ 800
Tooling, machinery, and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 235,290		$ 225,700	$ 9,542
Buildings
Property, Plant and Equipment [Line Items]
Property and equipment, gross			$ 75,700

Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Jul. 31, 2021	May 02, 2019	Feb. 01, 2018
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average period for expense to be recognized (in years)	4 years 2 months 19 days
Awards vested (in shares)	20,131,111	17,869,663
Total remaining stock-based compensation expense	$ 11,400
Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amount available for future issuance (in shares)	2,759,373	25,057,455	49,573,570
Percent threshold of common stock issued and outstanding for annual increase of shares available for issue			5.00%
Stock Incentive Plan \| Restricted Stock Units \| PRC Citizen Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards vested (in shares)	1,614,088	1,448,697
EI And STI Plans
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amount available for future issuance (in shares)			0
Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for grant (in shares)					42,390,000
STI Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for grant (in shares)				14,130,000
Total remaining stock-based compensation expense, options	$ 22,800,000
STI Plan \| Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average period for expense to be recognized (in years)	2 years 11 months 23 days

Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2023	May 05, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-39395
Entity Registrant Name	Faraday Future Intelligent Electric Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-4720320
Entity Address, Address Line One	18455 S. Figueroa Street
Entity Address, City or Town	Gardena
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90248
City Area Code	424
Local Phone Number	276-7616
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Central Index Key	0001805521
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Class A Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	FFIE
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		1,076,721,342
Redeemable Warrants
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants, exercisable for shares of Class A common stock at an exercise price of $11.50 per share
Trading Symbol	FFIEW
Security Exchange Name	NASDAQ
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		64,000,588

Notes Payable - Schedule of Notes Payable (Details) - Notes payable $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Sep. 23, 2022 USD ($)	Aug. 14, 2022 USD ($) tranche $ / shares
Debt Outstanding [Abstract]
Unpaid Principal Balance	$ 170,193
Bridge Notes With Various Contractual Maturity Dates
Debt Outstanding [Abstract]
Unpaid Principal Balance	165,034
Fair Value Measurement Adjustments	(37,937)
Original issue discount and proceeds allocated to warrants	(34,432)
Net Carrying Value	92,665
Interest expense	4,360
Accrued Interest	$ 2,482
Bridge Notes With Various Contractual Maturity Dates \| Maximum
Debt Outstanding [Abstract]
Contractual Interest Rates	15.00%
Bridge Notes With Various Contractual Maturity Dates \| Minimum
Debt Outstanding [Abstract]
Contractual Interest Rates	11.00%
Bridge Notes Due on October 27, 2028 At 10.00%
Debt Outstanding [Abstract]
Contractual Interest Rates			10.00%
Unpaid Principal Balance			$ 36,622
Fair Value Measurement Adjustments			264
Original issue discount and proceeds allocated to warrants			(10,878)
Net Carrying Value			26,008
Interest expense		$ 1,272
Accrued Interest			$ 1,676
Notes Payable, China Various Other, Due On Demand At 0.00%
Debt Outstanding [Abstract]
Contractual Interest Rates	0.00%		0.00%
Unpaid Principal Balance	$ 5,065		$ 4,997
Fair Value Measurement Adjustments	0		0
Original issue discount and proceeds allocated to warrants	0		0
Net Carrying Value	5,065		4,997
Interest expense	0	0
Accrued Interest	$ 0		$ 0
Auto Loans Due on October 26, 2026 At 7.00%
Debt Outstanding [Abstract]
Contractual Interest Rates	7.00%		7.00%
Unpaid Principal Balance	$ 94		$ 100
Fair Value Measurement Adjustments	0		0
Original issue discount and proceeds allocated to warrants	0		0
Net Carrying Value	94		100
Interest expense	2	0
Accrued Interest	0		0
Existing Notes Payable Agreements With Third Parties
Debt Outstanding [Abstract]
Unpaid Principal Balance	170,193		41,719
Fair Value Measurement Adjustments	(37,937)		264
Original issue discount and proceeds allocated to warrants	(34,432)		(10,878)
Net Carrying Value	97,824		31,105
Interest expense	4,362	$ 1,272
Accrued Interest	2,482		$ 1,676
Bridge Notes
Debt Outstanding [Abstract]
Number of tranches \| tranche					3
Aggregate principal	$ 61,600
Original issue discount percent					10.00%
Conversion price (in dollars per share) \| $ / shares					$ 2.69
Bridge Notes \| Maximum
Debt Outstanding [Abstract]
Aggregate principal				$ 57,000	$ 52,000
Bridge Notes \| Debt Instrument, Redemption, Period One
Debt Outstanding [Abstract]
Conversion price (in dollars per share) \| $ / shares					$ 2.2865

Leases

3 Months Ended

Mar. 31, 2023

Leases [Abstract]

Leases

LeasesThe Company determines if an arrangement is a lease at its commencement if the Company is both able to identify an asset and conclude the Company has the right to control the identified asset. Leases are classified as finance or operating based on the principle of whether or not the lease is effectively a financed purchase by the lessee. An ROU asset represents the Company’s right to use an underlying asset for the lease term and a lease liability represents the Company’s obligation to make lease payments related to the lease. The Company recognizes operating and finance lease ROU assets and liabilities at the commencement date based on the present value of lease payments over the lease term. The lease term includes renewal options when it is reasonably certain that the option will be exercised, and excludes termination options. The Company’s leases do not provide an implicit rate therefore, the Company uses its incremental borrowing rate based on information available at the commencement date to determine the present value of lease payments. The incremental borrowing rate used is estimated based

on what the Company would be required to pay for a collateralized loan for a similar asset over a similar term. The Company’s leases do not include any material residual value guarantees, bargain purchase options, or asset retirement obligations.

To the extent that the Company’s agreements have variable lease payments, the Company includes variable lease payments that depend on an index or a rate in the measurement and classification of a lease and excludes those that depend on facts or circumstances occurring after the commencement date, other than the passage of time. Lease expense for operating leases is recognized on a straight-line basis over the lease term and is recorded in operating expenses on the unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). Amortization of ROU assets on finance leases is recorded on a straight-line basis within operating expenses in the unaudited Condensed Consolidated Statements of Operations. Interest expense incurred on finance lease liabilities is recorded in Interest expense on the unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The Company has elected not to recognize ROU assets and lease liabilities that arise from short-term (12 months or less) leases for any class of underlying asset. Additionally, the Company does not separate lease and non-lease components. Operating leases are included in ROU assets, Operating leases liabilities, current portion and Operating lease liabilities, less current portion in the Company's unaudited Condensed Consolidated Balance Sheets. Finance leases are included in Property and equipment, net, Finance lease liabilities, current portion, and Finance lease liabilities, less current portion in the Company's unaudited Condensed Consolidated Balance Sheets.

The Company’s lease arrangements consist primarily of its ieFactory California production facility, corporate office, store, equipment, and vehicle lease agreements. The leases expire at various dates through 2032, some of which include options to extend the lease term for additional 5-year periods.

Total lease costs for the three months ended March 31, 2023 and 2022 were (dollars in thousands):


	Three Months Ended March 31, 2023		Three Months Ended March 31, 2022
Finance lease cost
Amortization of right-of-use assets	$	91	$	500
Interest on lease liabilities	96		177
Total finance lease cost	187		677

Operating lease cost	1,481		882
Variable lease cost	112		134
Total lease cost	$	1,780	$	1,693

The following table summarizes future lease payments as of March 31, 2023 (dollars in thousands):


Fiscal year	Operating Leases		Finance Leases
2023 (nine months)	$	4,151	$	1,292
2024	5,496		1,757
2025	5,257		1,792
2026	5,216		1,828
2027	2,896		1,864
Thereafter	9,284		—
Total	32,300		8,533
Less: Imputed Interest	12,293		934
Present value of net lease payments	20,007		7,599

Lease liability, current portion	$	2,609	$	1,390
Lease liability, net of current portion	17,398		6,209
Total lease liability	$	20,007	$	7,599

Supplemental information and non-cash activities related to operating and finance leases are as follows (dollars in thousands):


	Three Months Ended March 31, 2023		Three Months Ended March 31, 2022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	1,323	$	833
Operating cash flows from finance leases	96		177
Financing cash flows from finance leases	335		466
	$	1,754	$	1,476
Lease liabilities arising from new right-of-use assets
Operating leases	$	—	$	8,206
Finance leases	$	—	$	—


	As of March 31, 2023		As of December 31, 2022
Weighted average remaining lease term (in years)
Operating leases	6.2		6.4
Finance leases	4.8		5.0

Weighted average discount rate
Operating leases	15.6	%	15.6	%
Finance leases	5.0	%	5.0	%

Leases

Total lease costs for the three months ended March 31, 2023 and 2022 were (dollars in thousands):


	Three Months Ended March 31, 2023		Three Months Ended March 31, 2022
Finance lease cost
Amortization of right-of-use assets	$	91	$	500
Interest on lease liabilities	96		177
Total finance lease cost	187		677

Operating lease cost	1,481		882
Variable lease cost	112		134
Total lease cost	$	1,780	$	1,693

The following table summarizes future lease payments as of March 31, 2023 (dollars in thousands):


Fiscal year	Operating Leases		Finance Leases
2023 (nine months)	$	4,151	$	1,292
2024	5,496		1,757
2025	5,257		1,792
2026	5,216		1,828
2027	2,896		1,864
Thereafter	9,284		—
Total	32,300		8,533
Less: Imputed Interest	12,293		934
Present value of net lease payments	20,007		7,599

Lease liability, current portion	$	2,609	$	1,390
Lease liability, net of current portion	17,398		6,209
Total lease liability	$	20,007	$	7,599

Supplemental information and non-cash activities related to operating and finance leases are as follows (dollars in thousands):


	Three Months Ended March 31, 2023		Three Months Ended March 31, 2022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	1,323	$	833
Operating cash flows from finance leases	96		177
Financing cash flows from finance leases	335		466
	$	1,754	$	1,476
Lease liabilities arising from new right-of-use assets
Operating leases	$	—	$	8,206
Finance leases	$	—	$	—


	As of March 31, 2023		As of December 31, 2022
Weighted average remaining lease term (in years)
Operating leases	6.2		6.4
Finance leases	4.8		5.0

Weighted average discount rate
Operating leases	15.6	%	15.6	%
Finance leases	5.0	%	5.0	%

Commitment and Contingencies

3 Months Ended

Mar. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Legal Proceedings

The Company is, from time to time, subject to claims and disputes arising in the normal course of business. In the opinion of management, the outcome of any such claims and disputes cannot be predicted with certainty.

Class and Derivative Actions

On December 23, 2021, a putative class action lawsuit alleging violations of the Securities Exchange Act of 1934 was filed in the United States District Court, Central District of California, against the Company and its former Chief Executive Officer and Chief Financial Officer, its current Chief Product and User Ecosystem Officer, as well as the CFO of Legacy FF, three independent directors of PSAC, and the Co-CEOs of PSAC (the “Putative Class Action”).

On March 7, 2022, the following individuals were appointed as Lead Plaintiffs: Byambadorj Nomin, Hao Guojun, Peihao Wang and Shentao Ye. On the same date, Wolf Haldenstein and Pomerantz LLP were appointed as Co-Lead Counsel. Lead Plaintiffs filed an amended complaint on May 6, 2022.

On July 5, 2022, the Company and all other Defendants filed a joint motion to dismiss the amended complaint. In their opposition, Plaintiffs withdrew their claim under Section 11 of the 1933 Securities Act. After complete briefing and a hearing on the motion, on October 20, 2022, the District Court issued its decision, denying in part and granting in part the Defendant’s motion to dismiss. The court found, among other things, that Plaintiffs had sufficiently pled a claim for violation of Sections 10(b), 14(a) and 20(a) of the Securities Exchange Act of 1934 with respect to certain statements made in 2021 concerning Legacy FF’s receipt of 14,000 reservations for the FF 91 vehicle. The District Court also found, however, that Plaintiffs had failed to sufficiently plead a claim with respect to forward-looking statements made concerning the expected schedule for the production and delivery of the FF 91 vehicle. The District Court’s dismissal was without prejudice and leave to amend the complaint was granted. Defendants filed a motion for reconsideration of court’s ruling sustaining the claim under Section 14(a) of the 1933 Securities Act, which was denied on December 12, 2022.

On January 6, 2023, the plaintiffs declined to again amend their complaint to attempt to reallege the claims dismissed by the District Court. As a result, the amended complaint filed on May 6, 2022 is the operative complaint with the exception of the voluntarily withdrawn and judicially dismissed claims, which include all claims against the Company’s former Chief Financial Officer and the three independent PSAC directors. The Company and other Defendants filed answers on February 10, 2023. The Company has asserted that the suit is without merit and stated its intention to vigorously defend the suit. Given the early stages of the legal proceedings, it is not possible to predict the outcome of the claims.

On March 8 and March 21, 2022, respectively, two putative derivative lawsuits alleging violations of the Securities Exchange Act of 1934 and various common law claims were filed in the United States District Court, Central District of California, and were subsequently consolidated. On May 24, 2022 those consolidated derivative actions were stayed pending resolution of certain proceedings in the Putative Class Action. The stay was continued on December 15, 2022, and the cases currently remain active. Additionally, on April 11 and 25, 2022, respectively, two putative derivative lawsuits alleging violations of the Securities Exchange Act of 1934 and various common law claims were filed in the United States District Court, District of Delaware. Those actions were stayed pending resolution of certain proceedings in the Putative Class Action and currently remain stayed. These lawsuits purport to assert claims on behalf of the Company against various current and former officers and directors of the Company and Legacy FF.

On June 14, 2022, a verified stockholder class action complaint was filed in the Court of Chancery of the State of Delaware against, among others, the Company, its former Global CEO and CFO, and its current Chief Product and User Ecosystem Officer alleging breaches of fiduciary duties (the “Yun Class Action,”). On September 21, 2022, another verified stockholder class action complaint was filed in the Court of Chancery of the State of Delaware against, among others, FFIE, the Co-CEOs and independent directors of PSAC, and certain third-party advisors to PSAC, alleging breaches of contract and fiduciary duties, and aiding and abetting alleged breaches of fiduciary duties, in connection with disclosures and stockholder voting leading up to the Business Combination (the “Cleveland Class Action”). The Yun and Cleveland Class Action were subsequently consolidated action (the “Consolidated Delaware Class Action”). On April 4, 2023, Defendants filed opening briefs in support of their respective motions to dismiss the complaint. Given the early stages of the legal proceedings, it is not possible to predict the outcome of the claims.

On September 19, 2022, a verified complaint was filed in the Court of Chancery of the State of Delaware against FFIE seeking to compel an annual general meeting of stockholders. The action was dismissed without prejudice on January 10, 2023.

Additionally, on September 19, 2022, FF Global, an indirect stockholder of FFIE, filed a lawsuit in the Chancery Court of the State of Delaware against FFIE, seeking the removal of Ms. Susan Swenson and Mr. Brian Krolicki from the Board. On September 27, 2022, the case was dismissed without prejudice pursuant to an agreement between FF Global and FF Top (the “Heads of Agreement”). Shortly following the execution of the Heads of Agreement, FF Global began making additional demands of the Company which were beyond the scope of the terms contemplated by the Heads of Agreement and pertained to, among other things, the Company’s management reporting lines and certain governance matters. On September 30, 2022, FF Global alleged that the Company was in material breach of the spirit of the Heads of Agreement. The Company believes it has complied with the applicable terms of the Heads of Agreement, and disputes any characterization to the contrary. Such disputes divert management and Board resources and are costly. There can be no assurance that this or any other dispute between the Company and FF Global will not result in litigation. On October 3, 2022, Ms. Swenson and Mr. Scott Vogel, a member of the Board, tendered their resignation from the Board effective immediately. On October 3, 2022, Mr. Jordan Vogel also tendered his resignation from the Board effective on October 5, 2022 upon his receipt of a supplemental release pursuant to the Mutual Release. On October 28, 2022, Mr. Brian Krolicki tendered his resignation from the Board effective immediately.

Governance Matters

Following the completion of the Special Committee investigation, the Company and certain of its directors and officers received numerous e-mail communications from a group of self-described “employee whistleblowers” and from various individuals and entities who represented themselves as current investors of the Company. These communications have included various allegations (including, for example, that certain directors have conspired to push the Company into bankruptcy for their own personal gain) and requests for certain organizational and governance changes. The Company engaged an independent law firm to conduct a thorough independent external investigation with respect to these allegations. The independent investigation found that all such allegations have been without merit. In September 2022, certain members of the Board received threats of physical violence and death threats, which the Company has referred to appropriate law enforcement authorities, including state and local police, the Federal Bureau of Investigation, the SEC, the DOJ and relevant international authorities.

Other Legal Matters

As of March 31, 2023 and December 31, 2022, the Company had accrued legal contingencies of $16.0 million and $18.9 million, respectively, recorded within Accrued expenses and other current liabilities for potential financial exposure related to ongoing legal matters, primarily related to breach of contracts and employment matters, which are deemed both probable of loss and reasonably estimable. For the legal matters involving third-party vendors, such as suppliers and equipment manufacturers, the Company recorded an accrual in Accounts payable in the Consolidated Balance Sheets based on the amount invoiced by such vendors, which represents the minimum amount of loss out of the range of potential outcomes in accordance with ASC 450-20-30-1.

During the year ended December 31, 2022, the Company settled a legal dispute for breach of lease under which the Company was named a co-defendant, in a civil action case filed in the Superior Court of the State of California for the County of Santa Clara by Han’s San Jose Hospitality, LLC, which was seeking damages including unpaid rent, future unpaid rent, unpaid expenses, and unpaid taxes related to the lease for a total of $6.4 million. Pursuant to the settlement agreement, the Company agreed to pay $1.8 million in cash in January 2022 and an additional $3.4 million plus 5% interest in October 2022 and was liable for the remainder of the settlement, in the amount of $1.2 million, in the event the co-defendants failed to make the payment in January 2022. In January 2022, the Company made the initial settlement payment of $1.8 million and was relieved of the liability of $1.2 million. The Company failed to make the $3.4 million and interest payments in October 2022. On October 26, 2022, the plaintiff filed a motion to enforce the settlement agreement in the Superior Court of the State of California for the County of Santa Clara, seeking no material additional damages. On December 22, 2022, the court granted the plaintiff’s motion to enforce the settlement. As of December 31, 2022, the balance of $3.4 million was included in Accrued expense and other current liabilities on the Consolidated Balance Sheet. On January 3, 2023, the plaintiff served the parties notice of entry of the order. On January 19, 2023, the court issued judgment in the amount of approximately $3.5 million and a writ of execution. On February 9, 2023, the Company paid $3.6 million consisting of payment in full for the outstanding judgment and accrued interest. Additionally, the Company made a payment of approximately $0.2 million on behalf of an indemnified co-defendant in connection with money seized from such indemnified co-defendant’s bank account. Such indemnification payment was returned to the Company in April 2023.

On January 30, 2023, Riverside Management Group, LLC (“Riverside”) filed a verified complaint seeking to enforce its alleged contractual right to the advancement of costs and expenses, including attorneys’ fees, it has and will incur as a named defendant in the Consolidated Delaware Class Action under its October 13, 2020 Transaction Services Agreement with the PSAC Sponsor, LLC, pursuant to which Riverside provided advisory services in connection with the PSAC/Legacy FF merger. The Company entered into a Stipulation and Order with Riverside under which it agreed to conditionally advance Riverside the reasonable attorneys’ fees and costs it incurs in defense of the Consolidated Delaware Action, subject to, and in express reservation of, the Company’s right to recover all such fees and expenses following disposition of the Consolidated Delaware Class Action. Given the early stages of the legal proceedings, the Company is unable to evaluate the likelihood of an unfavorable outcome and/or the amount or range of potential loss.

Other than disclosed herein, as of the date hereof FF is not a party to any legal proceedings the outcome of which, if determined adversely to FF, would individually or in the aggregate be reasonably expected to have a material adverse effect on FF’s business, financial condition, or results of operations.

Special Committee Investigation

As previously disclosed on November 15, 2021, the Board established a special committee of independent directors (“Special Committee”) to investigate allegations of inaccurate Company disclosures, including those made in an October 2021 short seller report and whistleblower allegations, which resulted in FFIE being unable to timely file its third quarter 2021 Quarterly Report on Form 10-Q, Annual Report on Form 10-K for the year ended December 31, 2021, first quarter 2022 Quarterly Report on Form 10-Q and amended Registration Statement on Form S-1 (File No. 333-258993). The Special Committee engaged outside independent legal counsel and a forensic accounting firm to assist with its review. On February 1, 2022, FFIE announced that the Special Committee completed its review. On April 14, 2022, FFIE announced the completion of additional investigative work based on the Special Committee’s findings which were performed under the direction of the Executive Chairperson, reporting to the Audit Committee. In connection with the Special Committee’s review and subsequent investigative work, the following findings were made:

In connection with the Business Combination, statements made by certain Company employees to certain investors describing the role of Mr. Yueting Jia, the Company’s founder and former CEO, within the Company were inaccurate and his involvement in the management of the Company post-Business Combination was more significant than what had been represented to certain investors.


●			The Company’s statements leading up to the Business Combination that it had received more than 14,000 reservations for the FF 91 vehicle were potentially misleading because only several hundred of those reservations were paid, while the others (totaling 14,000) were unpaid indications of interest.


●			Consistent with FFIE’s previous public disclosures regarding identified material weaknesses in its internal control over financial reporting, the Company’s internal control over financial reporting requires an upgrade in personnel and systems.


●			The Company’s corporate culture failed to sufficiently prioritize compliance.


●			Mr. Jia’s role as an intermediary in leasing certain properties which were subsequently leased to the Company was not disclosed in FFIE’s corporate housing disclosures.


●			In preparing FFIE’s related party transaction disclosures, the Company failed to investigate and identify the sources of loans received from individuals and entities associated with Company employees.

In addition, the investigation found that certain individuals failed to fully disclose to individuals involved in the preparation of FFIE’s SEC filings their relationships with certain related parties and affiliated entities in connection with, and following, the Business Combination, and failed to fully disclose relevant information, including but not limited to, information in connection with related parties and corporate governance to FFIE’s former independent registered public accounting firm PricewaterhouseCoopers LLP.

The investigation also found that certain individuals failed to cooperate and withheld potentially relevant information in connection with the Special Committee investigation. Among such individuals were non-executive officers or members of the management team of FF, and remedial action was taken with respect to such individuals based on the extent of non-cooperation and/or withholding of information. The failure to cooperate with the investigation was taken into consideration in connection with the remedial actions outlined below with respect to Jerry Wang, and withholding of information also affected the remedial action taken with respect to Matthias Aydt.

Based on the results of the investigation, the Special Committee concluded that, except as described above, other substantive allegations of inaccurate FF disclosures that it evaluated, were not supported by the evidence reviewed. Although the investigation did not change any of the above findings with respect to the substantive allegations of inaccurate FF disclosures, the investigation did confirm the need for remedial actions to help ensure enhanced focus on compliance and disclosure within FF.

Based on the results of the Special Committee investigation and subsequent investigative work described above, the Board approved the following remedial actions designed to enhance oversight and corporate governance of the Company:


●			the appointment of Susan Swenson, a former member of the Board, to the then newly created position of Executive Chairperson of FF.


●			Dr. Carsten Breitfeld, FF’s former Global CEO, reporting directly to Ms. Swenson and receiving a 25% annual base salary reduction;


●			the removal of Mr. Jia as an executive officer, although continuing in his position as Chief Product & User Ecosystem Officer of FFIE. Certain dual-reporting arrangements were eliminated with respect to Mr. Jia, and he is required to report directly to Ms. Swenson, a non-independent director nominated by FF Top. Mr. Jia also received a 25% annual base salary reduction, and his role was limited from a policy-making position to focusing on (a) Product and Mobility Ecosystem and (b) Internet, Artificial Intelligence, and Advanced R&D technology. On February 26, 2023, after an assessment by the Board of the Company’s management structure, the Board approved Mr. Yueting Jia (alongside Mr. Xuefeng Chen) reporting directly to the Board, as well as FF’s product, mobility ecosystem, I.A.I., and advanced R&D technology departments reporting directly to Mr. Jia. The Board also approved FF’s user ecosystem, capital markets, human resources and administration, corporate strategy and China departments reporting to both Mr. Jia and Mr. Xuefeng processes and controls to be determined by the Board after consultation with the Company’s management. The Company’s remaining departments continue to report to Mr. Xuefeng. On February 26, 2023, after an assessment by the Board of the Company’s management structure, the Board the Board approved Mr. Yueting Jia (alongside Mr. Xuefeng Chen) reporting directly to the Board, as well as FF’s product, mobility ecosystem, I.A.I., and advanced R&D technology departments reporting directly to Mr. Jia. The Board also approved FF’s user ecosystem, capital markets, human resources and administration, corporate strategy and China departments reporting to both Mr. Jia and Mr. Xuefeng Chen, subject to processes and controls to be determined by the Board after consultation with the Company’s management. The Company’s remaining departments continue to report to Mr. Xuefeng Chen. Based on the changes to his responsibilities within the Company, the Board determined that Mr. Jia is an “officer” of the Company within the meaning of Section 16 of the Exchange Act and an “executive officer” of the Company under Rule 3b-7 under the Exchange Act;


●			Matthias Aydt, then Senior Vice President, Business Development and Product Definition and a director of FFIE, and currently Senior Vice President, Product Execution and a director of FFIE, being placed on probation as an executive officer for a six-month period, during which period he remained a non-independent member of the Board, which probationary period has since ended;


●			the appointment of Jordan Vogel as Lead Independent Director; certain changes to the composition of Board committees, including Brian Krolicki stepping down from his role as Chairman of the Board and Chair of the Nominating and Corporate Governance Committee and becoming a member of the Audit and Compensation Committees of the Board; Jordan Vogel stepping down from the Nominating and Corporate Governance Committee; and Scott Vogel becoming the Chair of the Audit Committee and the Nominating and Corporate Governance Committee of the Board;


●			the suspension without pay of Jiawei (“Jerry”) Wang, FFIE’s former Vice President, Global Capital Markets, who subsequently notified the Board of his decision to resign from FF on April 10, 2022;


●			the assessment and enhancement of FF’s policies and procedures regarding financial accounting and reporting and the upgrading of FF’s internal control over financial accounting and reporting, including by hiring additional financial reporting and accounting support, in each case at the direction of the Audit Committee;


●			the implementation of enhanced controls around FF’s contracting and related party transactions, including regular attestations by FF’s employees with authority to bind FF to contracts and related party transactions, for purposes of enabling FF to make complete and accurate disclosures regarding related party transactions;


●			the hiring of a chief Compliance Officer, who reports on a dotted line to the Chair of the Audit Committee, and assessing and enhancing FF’s compliance policies and procedures. The Company hired a Compliance Officer with the title of Deputy General Counsel in March 2023, who will report on a dotted line to the Chair of the Audit committee, and is looking to hire a Director of Risks and Internal Controls;


●			the implementation of a comprehensive training program for all directors and officers regarding, among other things, internal FF policies;


●			the separation of Jarret Johnson, FF’s Vice President, General Counsel and Secretary; and


●			certain other disciplinary actions and terminations of employment with respect to other FF employees (none of whom is an executive officer).

As of the date of this Report, FF is continuing to implement certain of the remedial actions approved by the Board. However, certain of these remedial actions are no longer in effect and no assurance can be provided that those remedial

measures that continue to be implemented will be implemented in a timely manner or at all, or will be successful to prevent inaccurate disclosures in the future.

However, pursuant to the Heads of Agreement, FF has implemented certain governance changes that impact certain of the above-discussed remedial actions, including significant changes in the composition of the Board and a change in Board leadership.

Subsequent to FFIE announcing the completion of the Special Committee investigation on February 1, 2022, FFIE, certain members of the management team, and employees of FFIE received a notice of preservation and subpoena from the staff of the SEC stating that the SEC had commenced a formal investigation relating to the matters that were the subject of the Special Committee investigation. FFIE is cooperating fully with the SEC’s investigation, including responding to multiple subpoenas and requests for information. The outcome of such an investigation is difficult to predict. FF has incurred, and may continue to incur, significant expenses related to legal and other professional services in connection with the SEC investigation. At this stage, FF is unable to assess whether any material loss or adverse effect is reasonably possible as a result of the SEC’s investigation or estimate the range of any potential loss. In addition, in June 2022, FF received a preliminary request for information from the DOJ in connection with the matters that were the subject of the Special Committee investigation. FF has responded to that request and intends to fully cooperate with any future requests from the DOJ.

The Palantir License

In July 2021, the Company and Palantir entered into a master agreement that sets forth the terms of the Palantir’s platform hosting arrangement which is expected to be used as a central operating system for data and analytics. Palantir invested $25.0 million in the Company through the PIPE Financing and became a stockholder of the Company. Under the platform hosting agreement, the Company committed to pay a total of $47.0 million of hosting fees over a six-year term, $5.3 million of which was paid during the year ended December 31, 2021. No payments were made during the three months ended March 31, 2023 and in 2022. The software is cloud hosted for the entirety of the subscription term and the Company cannot take possession of the software. Accordingly, the Company determined that the subscription agreement represents a hosting arrangement that is a service contract. The Company recognize hosting costs on a straight-line basis over the agreement term.

Unconditional Contractual Obligations

An unconditional contractual obligation is defined as an agreement to purchase goods or services that is enforceable and legally binding (non-cancelable, or cancelable only in certain circumstances). As of March 31, 2023, we estimate FFIE’s total unconditional contractual commitments, including purchases of inventory, tooling, machinery and equipment as well as items to be used in research and development activities; lease minimum payments and other contractual commitments, totaling $422.2 million, which included $279.8 million for the year ended December 31, 2023, $74.8 million for the two years ended December 31, 2025, $21.7 million for the two years ended December 31, 2027 and $45.9 million thereafter.

The $279.8 million unconditional contractual obligations for the year ended December 31, 2023 included $245.7 million of open purchase orders. Although open purchase orders are generally considered enforceable and legally binding, some of the Company’s purchase orders gives it the option to cancel, reschedule and/or adjust its requirements based on its business needs prior to the delivery of goods or performance of services and to inspect and reject products, for example, if they do not comply with its specifications. Obligations to purchase inventory and other commitments are generally expected to be fulfilled within one year.

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Class A Common Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	1,690,000,000	815,000,000
Common stock, shares issued (in shares)	838,872,039	563,346,216
Common stock, shares outstanding (in shares)	838,872,039	563,346,216
Class B Common Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	75,000,000	75,000,000
Common stock, shares issued (in shares)	64,000,588	64,000,588
Common stock, shares outstanding (in shares)	64,000,588	64,000,588

Accrued Expenses and Other Current Liabilities

3 Months Ended

Mar. 31, 2023

Payables and Accruals [Abstract]

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (dollars in thousands):


	March 31, 2023		December 31, 2022
Accrued payroll and benefits	$	25,481	$	20,502
Accrued legal contingencies	16,000		18,940
Engineering, design and testing services received not invoiced	10,591		9,443
Deposits from customers	3,610		3,573



Other current liabilities	11,298		13,251
Total accrued expenses and other current liabilities	$	66,980	$	65,709

In connection with the Palantir platform hosting arrangement entered into during 2021, the Company has accrued $3.0 million and $2.5 million as of March 31, 2023 and December 31, 2022, respectively, in other current liabilities and recorded $4.9 million and $2.5 million as of March 31, 2023 and December 31, 2022, respectively, in accounts payable. During the three months ended March 31, 2023 and 2022, the company recognized expense of $2.0 million related to the Palantir hosting arrangement.

Notes Payable

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Notes Payable

The Company has entered into notes payable agreements with third parties, which consists of the following as of March 31, 2023 and December 31, 2022 (dollars in thousands):


	March 31, 2023
Note Name	Contractual Maturity Date	Contractual Interest Rates	Unpaid Principal Balance		Fair Value Measurement Adjustments		Original issue discount and proceeds allocated to warrants		Net Carrying Value		Interest Expense for the Three Months Ended March 31, 2023		Accrued Interest
Bridge Notes (1)	Various	11%-15%	$	165,034	$	(37,937)	$	(34,432)	$	92,665	$	4,360	$	2,482
Notes payable – China other	Due on Demand	—%	5,065		—		—		5,065		—		—
Auto loans	October 2026	7%	94		—		—		94		2		—
			$	170,193	$	(37,937)	$	(34,432)	$	97,824	$	4,362	$	2,482


	December 31, 2022
Note Name	Contractual Maturity Date	Contractual Interest Rates	Unpaid Principal Balance		Fair Value Measurement Adjustments		Original issue discount and proceeds allocated to warrants		Net Carrying Value		Interest Expense for the three months Ended March 31, 2022		Accrued Interest
Bridge Notes (1)	October 27, 2028	10%	$	36,622	$	264	$	(10,878)	$	26,008	$	1,272	$	1,676
Notes payable – China other	Due on Demand	—%	4,997		—		—		4,997		—		—
Auto loans	October 2026	7%	100		—		—		100		—		—
			$	41,719	$	264	$	(10,878)	$	31,105	$	1,272	$	1,676

The Bridge Notes bear interest of 10% per annum payable quarterly and on each conversion and on the maturity date in cash or in shares of Class A Common Stock. Unless earlier paid, the Bridge Notes entitle the Purchasers, at each conversion date, to an interest make-whole (“Make-Whole Amount”), in a combination of cash or Class A Common Stock at the Company’s discretion, in the amount of the interest that would have been payable if such converted amount was held to maturity based on an interest rate of 15% per annum. The conversion price of interest is the lesser of (a) the Conversion Price or (b) 90% of the lowest VWAP for the five consecutive trading days (“Interest Conversion Price”). When calculating the shares issuable upon conversion, the Make-Whole Amount shall be decreased by 50% of the original issue discount pertaining to such amount.

The Bridge Notes are secured by the grant of a second lien upon substantially all of the personal and real property of the Company and its subsidiaries, as well as guarantee by substantially all of the Company’s domestic subsidiaries.

Total commitments under the SPA shall not exceed $300.0 million, however each Purchaser has the option within 12 months from November 12, 2022 (the “Form S-1 Effective Date”) to purchase additional senior secured convertible notes under similar terms for a total potential commitments of up to $300.0 million (“Tranche B Notes”).

The Company elected the fair value option afforded by ASC 825, Financial Instruments, with respect to the Bridge Notes because the notes include features, such as a contingently exercisable put option, which meets the definition of an embedded derivative. The Company expenses original issue discount and transaction costs to Changes in fair value measurements in the unaudited Condensed Consolidated Statement of Operations and Comprehensive Loss.

On September 23, 2022, the SPA was amended (the “SPA Amendment”), pursuant to which the Purchasers agreed to accelerate their funding obligations, with $7.5 million aggregate principal amount (the “Third Bridge Notes”) being funded and issued on the same day, and the remaining $7.5 million aggregate principal amount (the “Fourth Bridge Notes”) being funded and issued on October 10, 2022. The Third Bridge Notes and Fourth Bridge Notes are convertible into shares of Class A Common Stock at a conversion price of $1.05 per share, mature on October 27, 2028, and are otherwise subject to the same terms and conditions in the SPA as applicable to the Bridge Notes described therein.

Additionally, the SPA Amendment modified the conversion price of $25.0 million of principal of the Bridge Notes, which were funded on August 14, 2022, to $1.05 per share. The Company evaluated the SPA Amendment in accordance with ASC 470-50, Debt, and determined that it constitutes an extinguishment because the change in the conversion price is substantial. Accordingly, the Company recognized a loss in Loss on extinguishment or settlement of related party notes payable, notes payable and vendor payables in trust, net in the Consolidated Statements of Operations and Comprehensive, calculated as the cumulative change in fair value from initial recognition through to the date of amendment.

Third and Fourth Amendments to the SPA

On October 24, 2022, the Company entered into a Limited Consent and Third Amendment to the SPA (the “Third Amendment”), pursuant to which the maturity date for the Bridge Notes was extended from August 14, 2026 to October 27, 2028. In addition, pursuant to the Third Amendment, each Purchaser and the Agent waived certain defaults and events of default under the SPA, any notes issued pursuant to the SPA and other related documents. The amendment was accounted for as a troubled debt restructuring under ASC 470-60, Debt – Troubled Debt Restructurings by Debtors, because the Company was experiencing financial difficulty and the extension of the maturity date following the restructuring results in a reduced effective borrowing rate for the Company. The amendment was accounted for prospectively with no gain or loss recorded in the Consolidated Statements of Operations and Comprehensive Loss for the year ended December 31, 2022.

On November 8, 2022, the Company entered into a Limited Consent and Amendment to the SPA (the “Fourth Amendment”), pursuant to which the parties agreed that (i) in no event will the effective conversion price of any interest or

interest make-whole amount payable in shares of Class A Common Stock in respect of Bridge Notes issued or issuable under the SPA be lower than $0.21 per share of Class A Common Stock, and (ii) in order for the Company to make payment of any interest or interest make-whole amount in shares of Class A Common Stock, certain price and volume requirements must be met, namely that (x) the VWAP of the Class A Common Stock is not less than $0.21 per share on any trading day during the preceding seven trading day period, and (y) the total volume of the Class A Common Stock does not drop below $1.5 million on any trading day during the same period (in each case, as adjusted for any stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions). The amendment was accounted for as a troubled debt restructuring under ASC 470-60, Debt – Troubled Debt Restructurings by Debtors, because the Company was experiencing financial difficulty and the addition of a floor price on the conversion of the convertible notes is assessed as a concession to the Company. The amendment was accounted for prospectively with no gain or loss recorded in the Consolidated Statements of Operations and Comprehensive Income (Loss).

Senyun Amendment

On December 28, 2022, the Company entered into a Letter Agreement and Amendment to the SPA (the “Senyun Amendment”) with Senyun International Ltd. (“Senyun”) pursuant to which the conversion rate of notes totaling $19.0 million was lowered from $1.05 to $0.89 and future funding timeframes were renegotiated. As the terms of this modification were determined to not be substantially different, the new debt is accounted for as a continuation of the original debt at fair value using the now lower conversion rate. As a result of the new conversion rate the Company was obligated for the year then ended to issue additional shares to Senyun based on the lower conversion rate. The Company accounted for this obligation by crediting Other current liabilities and debiting Additional paid-in capital for an amount of $0.9 million in the Consolidated Balance Sheet as of December 31, 2022.

Sixth Amendment to the SPA

On February 3, 2023, the Company entered into Amendment No. 6 to SPA (“Amendment No. 6”) in which the Company agreed to sell up to $135.0 million in aggregate principal amount of the Company’s senior secured convertible notes (the “Tranche C Notes”) with terms largely congruent to prior issuances and $1.05 base conversion price subject to full ratchet anti-dilution price protection. Each Purchaser has the option to purchase additional convertible senior secured notes and warrants on the same terms as the Tranche C Notes in an amount not to exceed 50% of the initial principal amount of the Tranche C Notes issued to such Purchaser pursuant to the terms of the SPA (the “Tranche D Notes”).

Pursuant to Amendment No. 6, certain outstanding Tranche A Notes issued by the Company to Purchasers with an aggregate outstanding principal amount of $31.0 million were replaced by the same principal amount of new notes (each, a “Replacement Note”) with a $0.89 base conversion price. In accordance with ASC 470-50, Debt, the change in conversion price qualifies as an extinguishment because the change in the conversion price was substantial. Accordingly, the Company recognized a Loss on settlement of notes payable in the unaudited Condensed Consolidated Statements of Operations and Comprehensive (Income) Loss for the three months ended March 31, 2023 in the amount of $3.0 million, calculated as the difference between the reacquisition price and net carrying amount of the notes.

Pursuant to Amendment No. 6 the Company entered into an agreement with certain Purchasers (“an Exchange Agreement”) holding a total of 198,129,990 NPA Warrants and SPA Warrants to exchange them for an aggregate 90,489,346 NPA Warrants and SPA Warrants and principal convertible notes totaling $41.0 million. The issued warrants have terms that limit down-round ratchet clauses to price adjustments only. The issued senior secured convertible notes (the “Exchange Notes”) have terms congruent to existing SPA notes but carry a $0.89 base conversion price and no original issuance discount. Pursuant to the Exchange Agreement, equity-classified warrants were exchanged for warrants which satisfy liability classification per ASC 480, Distinguishing Liabilities from Equity, and were reclassified from equity to Bridge Warrants in the unaudited Condensed Consolidated Balance Sheet in a total amount of $6.8 million. As a result of the transaction the Company recognized no loss or gain in the Consolidated Statements of Operations and Comprehensive Income (Loss).

Seventh Amendment to the SPA

On March 23, 2023, the Company entered into an Amendment No. 7 to the SPA (the “Seventh Amendment”) with Senyun and entities affiliated with ATW Partners LLC, pursuant to which the parties agreed to accelerate the funding timeline of Tranche C Notes in the amount of $40.0 million, and an entity affiliated with ATW Partners LLC agreed to purchase additional Tranche B Notes in the amount of $5.0 million, in each case, subject to meeting certain conditions, in exchange for an agreement to increase original issuance costs associated with such funding. As part of the agreement,

original issuance discount related to $25.0 million in principal amount of Tranche C Notes and Tranche B notes was agreed to be 14% and 16%, respectively.

During the three months ended March 31, 2023, the Company received gross proceeds of $105.0 million and $34.0 ($92.6 million and $29.3 million net of original issuance costs) in exchange for the issuance of Tranche C Notes and Tranche B Notes, respectively. The Company also received gross proceeds of $10.0 million ($8.8 million net of original issuance costs) in exchange for the issuance of Tranche A Notes.

During the three months ended March 31, 2023, the Company issued to the Purchasers a total of 48,714,277 warrants (“Bridge Warrants" or “SPA Warrants”). Upon their issuance, the Bridge Warrants had an exercise price of $0.89 to $1.05 per share, subject to anti-dilution ratchet price protection, exercisable for seven years from the date of issuance (see Note 12, Stockholders' Equity). The Company may repurchase the Bridge Warrants for $0.01 per share if and to the extent the VWAP of the Company’s Class A Common Stock during 20 out of 30 trading days prior to the repurchase is greater than $15.0 per share, subject to certain additional conditions. During the three months ended March 31, 2023, the Purchasers exercised 35,314,752 Bridge Warrants. As of March 31, 2023, there were 93,571,419 Bridge Warrants outstanding.

On March 31, 2023 the Company determined that the fair value of the Bridge Notes and Bridge Warrants was $92.7 million and $28.5 million, respectively, resulting in a gain in Change in fair value measurements in the unaudited Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2023 in the amount of $79.5 million and $18.2 million respectively.

During the three months ended March 31, 2023, total Bridge Notes principal of $61.6 million with a fair value of $42.7 million and accrued interest of $3.6 million was converted to Additional paid-in capital. Total settlement of notes payable transaction costs for the three months ended March 31, 2023 totaled $1.1 million.

Fair Value of Notes Payable Not Carried at Fair Value

The estimated fair value of the Company’s notes payable not carried at fair value, using inputs from Level 3 under the fair value hierarchy, was $4.9 million as of March 31, 2023 and December 31, 2022.

Schedule of Principal Maturities of Notes Payable

The future scheduled principal maturities of notes payable as of March 31, 2023 are as follows (dollars in thousands):


Due on demand	$	5,065
2023	—
2024	—
2025	41,000
2026	94
2027	—
Thereafter	124,034
	$	170,193

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Related Party Notes Payable - Schedule of Related Party Notes Payable (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Related Party Transaction [Line Items]
Interest expense	$ 4,651	$ 3,746
Related party notes - China, Due on Demand \| Affiliated Entity
Related Party Transaction [Line Items]
Contractual Interest Rates	12.00%		12.00%
Net Carrying Value	$ 4,715		$ 4,651
Interest expense	140
Accrued Interest	$ 140
Related party notes - China various other, Due on Demand \| Affiliated Entity
Related Party Transaction [Line Items]
Contractual Interest Rates	0.00%		0.00%
Net Carrying Value	$ 3,928		$ 3,755
Interest expense	0
Accrued Interest	0
Related party notes payable \| Affiliated Entity
Related Party Transaction [Line Items]
Net Carrying Value	8,643		$ 8,406
Interest expense	140
Accrued Interest	$ 140

Leases - Narrative (Details)	Mar. 31, 2023
Leases [Abstract]
Operating lease, renewal term	5 years
Finance lease, renewal term	5 years

Deposits and Other Current Assets - Narrative (Details) - Directors and Officers $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Impairment Effects on Earnings Per Share [Line Items]
Prepayment for insurance policy	$ 21,732
Amortization expense, insurance policy	$ 5,433

Stockholders’ Equity - Schedule of Common Stock (Details) - shares	Mar. 31, 2023	Feb. 28, 2023	Dec. 31, 2022	Nov. 03, 2022	Dec. 31, 2021	Jul. 21, 2021
Authorized Shares
Common stock, shares authorized (in shares)		1,775,000,000		900,000,000	825,000,000
Preferred stock, shares authorized (in shares)	10,000,000		10,000,000			10,000,000
Authorized shares (in shares)	1,775,000,000		890,000,000
Issued and Outstanding Shares
Preferred stock, shares issued (in shares)	0		0
Preferred stock, shares outstanding (in shares)	0		0
Issued shares (in shares)	902,872,627		627,346,804
Outstanding shares (in shares)	902,872,627		627,346,804
Class A Common Stock
Authorized Shares
Common stock, shares authorized (in shares)	1,690,000,000	1,690,000,000	815,000,000
Issued and Outstanding Shares
Common stock, shares issued (in shares)	838,872,039		563,346,216
Common stock, shares outstanding (in shares)	838,872,039		563,346,216
Class B Common Stock
Authorized Shares
Common stock, shares authorized (in shares)	75,000,000		75,000,000
Issued and Outstanding Shares
Common stock, shares issued (in shares)	64,000,588		64,000,588
Common stock, shares outstanding (in shares)	64,000,588		64,000,588

Nature of Business and Organization and Basis of Presentation	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business and Organization and Basis of Presentation	Nature of Business and Organization and Basis of Presentation Nature of Business and Organization Faraday Future Intelligent Electric Inc. (“Company” or “FF”), a holding company incorporated in the State of Delaware on February 11, 2020, conducts its operations through the subsidiaries of FF Intelligent Mobility Global Holdings Ltd. (“Legacy FF”), founded in 2014 and headquartered in Los Angeles, California. FF is a global shared intelligent electric mobility ecosystem company with a vision to reformat the automotive industry. On July 21, 2021 (the “Closing Date”), the Company consummated a business combination pursuant to an Agreement and Plan of Merger dated January 27, 2021 (as amended, the “Merger Agreement”), by and among the Company, PSAC Merger Sub Ltd. (“Merger Sub”), an exempted company with limited liability incorporated under the laws of the Cayman Islands and wholly-owned subsidiary of Property Solutions Acquisition Corp. (“PSAC”), a Delaware corporation our predecessor company, and Legacy FF. Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into Legacy FF, with Legacy FF surviving the merger as a wholly-owned subsidiary of the Company (the “Business Combination”). Upon the consummation of the Business Combination (the “Closing”), PSAC changed its name from “Property Solutions Acquisition Corp.” to “Faraday Future Intelligent Electric Inc.” Concurrently with the execution of the Merger Agreement, the Company entered into separate Subscription Agreements with a number of investors (“PIPE Investors”) pursuant to which, on the Closing Date, the PIPE Investors purchased, and the Company issued, an aggregate of 76,140,000 shares of Class A Common Stock, for a purchase price of $10.00 per share with an aggregate purchase price of $761.4 million (“PIPE Financing”). Shares sold and issued in the PIPE Financing included registration rights. The closing of the Private Placement occurred immediately prior to the Closing Date. The Company operates in a single operating segment and designs and engineers next-generation, intelligent, electric vehicles. The Company manufactures vehicles at its ieFactory California production facility in Hanford, California and has additional engineering, sales, and operations capabilities in China. The Company has created innovations in technology, products, and a user-centered business model that are being incorporated into its planned electric vehicle platform. Principles of Consolidation and Basis of Presentation The unaudited Condensed Consolidated Financial Statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company, its wholly-owned subsidiaries and all other entities in which the Company has a controlling financial interest, including the accounts of any Variable Interest Entity (“VIE”) in which the Company has a controlling financial interest and for which it is the primary beneficiary. All intercompany transactions and balances have been eliminated upon consolidation. These unaudited Condensed Consolidated Financial Statements do not include all disclosures that are normally included in annual audited financial statements prepared in accordance with GAAP and should be read in conjunction with the Company’s audited Consolidated Financial Statements for the year ended December 31, 2022, included in the Company’s Form 10-K filed with Securities and Exchange Commission (“SEC”) on March 9, 2023 (“Form 10-K”). Accordingly, the Condensed Consolidated Balance Sheet as of December 31, 2022, has been derived from the Company’s annual audited Consolidated Financial Statements but does not contain all of the footnote disclosures from the annual financial statements. In the opinion of the Company, the unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position, its results of operations, and cash flows for the periods presented. The accounting policies used in the preparation of these unaudited Condensed Consolidated Financial Statements are the same as those disclosed in the audited Consolidated Financial Statements for the year ended December 31, 2022, included in the Form 10-K, except as described below. Certain reclassifications have been made to prior periods in the Consolidated Financial Statements and accompanying notes to conform with the current presentation. Buildings and Leasehold improvements within Property and Equipment, Net were previously presented separately for the year ended December 31, 2022. Beginning 2023, the two lines were conformed to report these two balances together. Use of Estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions, which affect the reported amounts in the financial statements. Estimates are based on historical experience, where applicable, and other assumptions which management believes are reasonable under the circumstances. On an ongoing basis management evaluates its estimates, including those related to the: (i) realization of tax assets and estimates of tax liabilities; (ii) valuation of equity securities; (iii) recognition and disclosure of contingent liabilities, including litigation reserves; (iv) fair value of related party notes payable and notes payable; (v) fair value of options granted to employees and non-employees; (vi) fair value of warrants, and (vii) incremental borrowing rate used to measure operating lease liabilities. Such estimates often require the selection of appropriate valuation methodologies and financial models and may involve significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ from those estimates under different assumptions, financial inputs, or circumstances. Given the global economic climate, unpredictable nature and unknown duration of the COVID-19 pandemic, estimates are subject to additional volatility. As of the date the Company’s unaudited Condensed Consolidated Financial Statements were issued, the Company is not aware of any specific event or circumstance that would require it to update its estimates or judgments or to revise the carrying value of its assets or liabilities. However, these estimates and judgments may change as new events occur and additional information is obtained. Actual results could differ from these estimates and any such differences may have a material impact on the Company’s unaudited Condensed Consolidated Financial Statements. Inventory and Inventory Valuation Inventory is stated at the lower of cost or net realizable value (“LCNRV”) and consists of raw materials, work-in-progress, and finished goods. The Company primarily computes cost using standard cost, which approximates cost on the first-in, first-out (“FIFO”) basis. Net realizable value (“NRV”) is the estimated selling price of inventory in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company assesses the valuation of inventory and periodically adjusts its value for estimated excess and obsolete inventory based upon expectations of future demand and market conditions, as well as damaged or otherwise impaired goods. As of March 31, 2023, substantially all of the Company’s inventory balance is classified as raw materials. Inventory is included in Other current assets on the unaudited Condensed Consolidated Balance Sheet. Stock-Based Compensation Forfeiture rate - Effective January 1, 2023, stock-based compensation expense is reduced for forfeitures only when they occur. This change of accounting policy resulted in the recognition of a cumulative increase of prior stock-based compensation expenses totaling $1.8 million, which was recorded in the unaudited Condensed Consolidated Statement of Operations and Comprehensive Income for the three months ended March 31, 2023. Income Tax There was no income tax provision impact on the unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2023 and 2022. The difference in the Company’s effective tax rate from the federal statutory rate of 21% is due to the ratio of domestic and international loss before taxes. The Company records a full valuation allowance to reflect limited benefits for income taxes in jurisdictions that historically reported losses and a provision for income taxes in jurisdictions that are profitable. The income tax provision for each period was the combined calculated tax expenses/benefits for various jurisdictions. The Company is subject to taxation and files income tax returns with the U.S. federal government, the state of California and China. The Company’s income tax returns are open to examination by the relevant tax authorities until the expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return. As of March 31, 2023, the Company is not under any tax audits on its income tax returns. All of the Company’s prior year tax returns, from 2016 through 2021, are open under Chinese tax law. The Company did not accrue any interest or penalties related to the Company's unrecognized tax benefits as of March 31, 2023 and 2022, as the uncertain tax benefits only reduced the net operating losses. The Company does not expect the uncertain tax benefits to have material impact on its unaudited Condensed Consolidated Financial Statements within the next twelve months. Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In December 2022, the FASB issued ASU No. 2022-06, Deferral of the Sunset Date of Reference Rate Reform (Topic 848) (ASU 2022-06). ASU 2022-06 provides optional expedients and exceptions for applying GAAP to transactions affected by reference rate (e.g., LIBOR) reform if certain criteria are met, for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. ASU 2022-06 deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. ASU 2022-06 is effective as of December 21, 2022 through December 31, 2024. We continue to evaluate transactions or contract modifications occurring as a result of reference rate reform and determine whether to apply the optional guidance on an ongoing basis.

Accrued Expenses and Other Current Liabilities - Footnote Information (Details) - Palantir - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Debt Instrument [Line Items]
Other current liabilities	$ 3.0		$ 2.5
Accounts payable	4.9		$ 2.5
Hosting arrangement, service contract expense	$ 2.0	$ 2.0

Related Party Notes Payable

3 Months Ended

Mar. 31, 2023

Related Party Notes Payable

Related Party Notes Payable The Company has been significantly funded by notes payable from related parties. These related parties include employees as well as affiliates of employees, affiliates, and other companies controlled or previously controlled by the Company’s founder and Chief Product and User Ecosystem Officer.

Related party notes payable consists of the following as of March 31, 2023 (dollars in thousands):


Note Name	Contractual Maturity Date	Contractual Interest Rates	Net Carrying Value		Interest Expense for the Three Months Ended March 31, 2023		Accrued Interest
Related party notes - China	December 31, 2023	12.0%	$	4,715	$	140	$	140
Related party notes – China various other	Due on Demand	—%	3,928		—		—
			$	8,643	$	140	$	140

Related party notes payable consists of the following as of December 31, 2022 (dollars in thousands):


Note Name	Contractual Maturity Date	Contractual Interest Rates	Balance as of December 31, 2022
Related party notes - China	December 31, 2023	12.0%	$	4,651
Related party notes – China various other	Due on Demand	—%	3,755
			$	8,406

Fair Value of Related Party Notes Payable Not Carried at Fair Value

The estimated fair value of the Company’s related party notes payable not carried at fair value using inputs from Level 3 under the fair value hierarchy is $9.1 million and $8.7 million as of March 31, 2023 and December 31, 2022, respectively.

Schedule of Principal Maturities of Related Party Notes Payable

The future scheduled principal maturities of related party notes payable as of March 31, 2023 were as follows (dollars in thousands):


Due on demand	$	3,928
2023	4,715
	$	8,643

The future scheduled principal maturities of related party notes payable as of December 31, 2022 were as follows (dollars in thousands):


Due on demand	$	3,755
2023	4,651
	$	8,406

FF Top Expense Reimbursements and Consulting Fees

On January 31, 2023, the Company entered into a supplemental agreement to the Preliminary Term Sheet (the “Term Sheet” and such supplemental agreement, the “Supplemental Agreement”) with FF Top Holding LLC (“FF Top”), pursuant to which the parties agreed, due to the high amount of FF Top’s out-of-pocket legal fees and expenses incurred in connection with its financing efforts, to amend the Term Sheet to increase the cap for legal fees and expenses from $0.3 million to $0.7 million. The Company agreed to pay the remaining $0.4 million of the fees owed to FF Top as follows: (i) $0.2 million within one business day of execution of the Supplemental Agreement, and (ii) $0.2 million within one business day of consummation of new financing by the Company in an amount not less than $5.0 million or an earlier date approved by the Board. Pursuant to the Term Sheet, as amended by the Supplemental Agreement, the Company paid FF Top $0.2 million on each of February 1, 2023, and on February 6, 2023. In addition, on April 8, 2023, the Company reimbursed FF Top for $0.1 million related to legal expenses incurred by FF Top in connection with Amendment No. 6 (as defined in Note 9, Notes Payable).

In early February 2023, FF Top requested from the Company legal expense reimbursement of $6.5 million for costs incurred related to the governance changes at the Company, which was not approved by the Board as of the date the unaudited Condensed Consolidated Financial Statements were issued. FF Top may in the future continue to request additional expense reimbursements and indemnification from the Company.

On March 6, 2023, the Company entered into a Consulting Service Agreement with FF Global Partners LLC (“FF Global”), according to which the Company agreed to pay a monthly consulting fee of $0.2 million to FF Global for the following services:

•Assistance in developing its funding strategy.

•Assistance in developing its value return and management strategy.

•Consultation on and integration of stockholder relations and stockholder resources.

•Supporting communications regarding stockholders meetings.

•Developing existing stockholder financing strategy, including with respect to retail investors and others.

•Assistance in risk management strategy.

•Assistance in capability build up and operation strategy.

Either party may terminate this Agreement upon one month prior written notice to the other party. Upon any termination of this Agreement, the Company shall promptly pay Consultant any accrued but unpaid fees hereunder, and shall reimburse Consultant for any unreimbursed expenses that are reimbursable hereunder. In addition, FF Global is entitled for reimbursement for all reasonable and documented out-of-pocket travel, legal, and other out-of-pocket expenses incurred in connection with their services, which out-of-pocket expenses shall not exceed $0.1 million without the prior written consent of the Company. The Company paid $0.6 million to FF Global during the 2023 to date, pursuant to the Consulting Service Agreement.

Advertising Services Payable to Leshi Information Technology Co., Ltd. (“LeTV”)

The Company accrued a payable to LeTV within Accrued expenses and other current liabilities in the amount of $7.1 million and $7.0 million as of March 31, 2023 and December 31, 2022, respectively, in connection with advertising services provided to the Company in prior years. LeTV is a Shanghai Stock Exchange-listed public company founded and controlled by Mr. Yueting Jia, the Company’s founder and Chief Product and User Ecosystem Officer.

Warm Time Inc. (“Warm Time”) and Ocean View Drive Inc. (“Ocean View”) Transactions

The Company leased two real properties, located in Rancho Palos Verdes, California (the “Rancho Palos Verdes Properties”), from Warm Time from January 1, 2018 through March 31, 2022. Warm Time in turn leased the Rancho Palos Verdes Properties from Mr. Jia. The Rancho Palos Verdes Properties were used by the Company to provide long-term or temporary housing to employees of the Company (including Dr. Carsten Breitfeld, former Global CEO of the Company). According to the agreement between the parties, the Company paid Warm Time a monthly amount of $0.1 million for rent and certain services, including catering, room services and organization of meetings, external gatherings and events, for the Rancho

Palos Verdes Properties. In each of the three months ended March 31, 2023 and 2022, the Company paid to Warm Time $0.1 million for rent and business development services rendered to the Company and its executives.

As part of its relationship with the Company, Warm Time also served as the conduit for certain loans from Ocean View Drive Inc., an entity formerly controlled by Mr. Yueting Jia and now wholly owned by the spouse of Ruokun Jia, who is the former Assistant Treasurer of the Company and Mr. Yueting Jia’s nephew. The loans principal was repaid to the Company in prior years and accrued interest on such loans is outstanding as of March 31, 2023 and December 31, 2022 in the amount of $0.2 million.

In prior years, the Company advanced funding to Ocean View for various real estate purchases, including the Rancho Palos Verdes Properties and related expenses. As of March 31, 2023 and December 31, 2022, the Company has a receivable in the amount of $0.9 million from Ocean View which is recorded Deposits in the unaudited Condensed Consolidated Balance Sheet and Consolidated Balance sheet, respectively.

On February 9, 2023, the Company made a payment of approximately $0.2 million on behalf of Ocean View, an indemnified co-defendant, in connection with a seizure of funds related to the outstanding judgment in ongoing litigation, also involving Han’s San Jose Hospitality, LLC. Ocean View fulfilled its payment obligation under the settlement arrangement of such litigation, but the Company did not make its payment on the outstanding judgment which caused such seizure of funds of Ocean View. See Note 11, Commitments and Contingencies for more information. Following such seizure, the Company paid the outstanding judgment and all accrued interest. The payment remitted on behalf of Ocean View was recorded in Deposits in the unaudited Condensed Consolidated Balance Sheet as of March 31, 2023, the Company received the return of such indemnification payment in April 2023.

Leases - Total Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Finance lease cost
Amortization of right-of-use assets	$ 91	$ 500
Interest on lease liabilities	96	177
Total finance lease cost	187	677
Operating lease cost	1,481	882
Variable lease cost	112	134
Total lease cost	$ 1,780	$ 1,693

Related Party Notes Payable (Tables)

3 Months Ended

Mar. 31, 2023

Schedule of Related Party Notes Payable

Related party notes payable consists of the following as of March 31, 2023 (dollars in thousands):


Note Name	Contractual Maturity Date	Contractual Interest Rates	Net Carrying Value		Interest Expense for the Three Months Ended March 31, 2023		Accrued Interest
Related party notes - China	December 31, 2023	12.0%	$	4,715	$	140	$	140
Related party notes – China various other	Due on Demand	—%	3,928		—		—
			$	8,643	$	140	$	140

Related party notes payable consists of the following as of December 31, 2022 (dollars in thousands):


Note Name	Contractual Maturity Date	Contractual Interest Rates	Balance as of December 31, 2022
Related party notes - China	December 31, 2023	12.0%	$	4,651
Related party notes – China various other	Due on Demand	—%	3,755
			$	8,406

Schedule of Principal Maturities

The future scheduled principal maturities of related party notes payable as of March 31, 2023 were as follows (dollars in thousands):


Due on demand	$	3,928
2023	4,715
	$	8,643

The future scheduled principal maturities of related party notes payable as of December 31, 2022 were as follows (dollars in thousands):


Due on demand	$	3,755
2023	4,651
	$	8,406

The future scheduled principal maturities of notes payable as of March 31, 2023 are as follows (dollars in thousands):


Due on demand	$	5,065
2023	—
2024	—
2025	41,000
2026	94
2027	—
Thereafter	124,034
	$	170,193

Notes Payable - Narrative (Details) $ / shares in Units, $ in Thousands					3 Months Ended
	Feb. 03, 2023 USD ($) $ / shares shares	Dec. 28, 2022 USD ($)	Sep. 23, 2022 USD ($) $ / shares	Aug. 14, 2022 USD ($) $ / shares	Mar. 31, 2023 USD ($) trading_day $ / shares shares	Mar. 31, 2022 USD ($)	Mar. 23, 2023 USD ($)	Dec. 31, 2022 USD ($) shares	Nov. 08, 2022 USD ($) trading_day $ / shares	Oct. 11, 2022 USD ($)
Debt Instrument [Line Items]
Change in fair value measurements					$ 94,917	$ 1,186
Loss on settlement of notes payable					3,021	0
Stock exchanged during period, value					6,800
Proceeds from notes payable, net of original issuance discount					$ 131,800	$ 0
Bridge warrants
Debt Instrument [Line Items]
Aggregate shares able to be purchased from warrants issued (in shares) \| shares					48,714,277
Term of warrants					7 years
Repurchase price (in usd per share) \| $ / shares					$ 0.01
Warrants exercised (in shares) \| shares					35,314,752
Warrants (in shares) \| shares					93,571,419
Minimum \| Bridge warrants
Debt Instrument [Line Items]
Exercise price (in dollars per share) \| $ / shares					$ 0.89
Number of trading days \| trading_day					20
Maximum \| Bridge warrants
Debt Instrument [Line Items]
Exercise price (in dollars per share) \| $ / shares					$ 1.05
Number of trading days \| trading_day					30
Class A Common Stock
Debt Instrument [Line Items]
Share price (in dollars per share) \| $ / shares					$ 15.0
Warrants (in shares) \| shares					146,678,131			476,364,277
Class A Common Stock \| Common Stock
Debt Instrument [Line Items]
Number of consecutive trading days \| trading_day									7
Notes payable \| Level 3 \| Fair Value, Nonrecurring
Debt Instrument [Line Items]
Notes payable					$ 4,900			$ 4,900
Bridge Notes \| Notes payable
Debt Instrument [Line Items]
Percent decrease of original issue discount				50.00%
Total commitments				$ 300,000
Option to purchase additional notes, period				12 months
Aggregate principal					61,600
Change in fair value measurements					79,500
Conversion price (in dollars per share) \| $ / shares				$ 2.69
Original issue discount percent				10.00%
Notes payable					42,700
Accrued interest					3,600
Debt issuance costs					$ 1,100
Bridge Notes \| Notes payable \| Maximum
Debt Instrument [Line Items]
Aggregate principal			$ 57,000	$ 52,000
Bridge Notes \| Notes payable \| Class A Common Stock
Debt Instrument [Line Items]
Debt instrument, convertible, threshold consecutive trading days \| trading_day					5
Bridge Notes \| Make-Whole Amount [Member] \| Notes payable
Debt Instrument [Line Items]
Contractual Interest Rates					15.00%
Conversion price, percentage					90.00%
Third Bridge Notes \| Notes payable
Debt Instrument [Line Items]
Aggregate principal			$ 7,500
Fourth Bridge Notes \| Notes payable
Debt Instrument [Line Items]
Aggregate principal										$ 7,500
Third And Fourth Bridge Notes \| Notes payable
Debt Instrument [Line Items]
Conversion price (in dollars per share) \| $ / shares			$ 1.05
SPA Notes
Debt Instrument [Line Items]
Conversion price (in dollars per share) \| $ / shares					$ 1.05
Aggregate principal amount that may be issued		$ 19,000
Debt conversion, converted instrument, amount		$ 900
SPA Notes \| Minimum
Debt Instrument [Line Items]
Acquired interest rate		105.00%
SPA Notes \| Maximum
Debt Instrument [Line Items]
Acquired interest rate		89.00%
SPA Notes \| Class A Common Stock
Debt Instrument [Line Items]
Threshold value									$ 1,500
SPA Notes \| Class A Common Stock \| Minimum
Debt Instrument [Line Items]
Conversion price (in dollars per share) \| $ / shares									$ 0.21
SPA Notes \| Notes payable
Debt Instrument [Line Items]
Aggregate principal	$ 135,000			$ 25,000			$ 25,000
Conversion price (in dollars per share) \| $ / shares			$ 1.05
Acquired interest rate	105.00%
Option to purchase additional shares, percentage of notes issued	50.00%
Replacement Note
Debt Instrument [Line Items]
Conversion price (in dollars per share) \| $ / shares	$ 0.89
Replacement Note \| Notes payable
Debt Instrument [Line Items]
Aggregate principal	$ 31,000
NPA And SPA Warrants
Debt Instrument [Line Items]
Aggregate principal	$ 41,000
Conversion price (in dollars per share) \| $ / shares				$ 0.89
Aggregate shares able to be purchased from warrants issued (in shares) \| shares	198,129,990
Aggregate shares to be exchanged (in shares) \| shares	90,489,346
Tranche C Notes \| Notes payable
Debt Instrument [Line Items]
Aggregate principal							$ 40,000
Original issue discount percent							14.00%
Proceeds from notes payable, net of original issuance discount					$ 92,600
Proceeds from notes payable, net of original issuance discount					105,000
Tranche B Notes \| Notes payable
Debt Instrument [Line Items]
Aggregate principal							$ 5,000
Original issue discount percent							16.00%
Proceeds from notes payable, net of original issuance discount					29,300
Proceeds from notes payable, net of original issuance discount					34,000
Bridge warrants \| Notes payable
Debt Instrument [Line Items]
Change in fair value measurements					18,200
Notes payable					28,500
Bridge Notes and Bridge Warrants \| Notes payable
Debt Instrument [Line Items]
Notes payable					92,700
Tranche A Notes \| Notes payable
Debt Instrument [Line Items]
Proceeds from notes payable, net of original issuance discount					8,800
Proceeds from notes payable, net of original issuance discount					$ 10,000
Bridge Notes Due on October 27, 2028 At 10.00% \| Notes payable
Debt Instrument [Line Items]
Contractual Interest Rates								10.00%

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Accounts Payable and Accrued Liabilities, Current [Abstract]
Accrued payroll and benefits	$ 25,481	$ 20,502
Accrued legal contingencies	16,000	18,940
Engineering, design and testing services received not invoiced	10,591	9,443
Deposits from customers	3,610	3,573
Other current liabilities	11,298	13,251
Total accrued expenses and other current liabilities	$ 66,980	$ 65,709

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating expenses
Research and development	$ 46,160	$ 114,935
Sales and marketing	5,585	6,186
General and administrative	27,584	27,880
Loss on disposal of property and equipment	3,698	0
Total operating expenses	83,027	149,001
Loss from operations	(83,027)	(149,001)
Change in fair value measurements	94,917	1,186
Loss on settlement of notes payable	(3,021)	0
Interest expense	(4,651)	(3,746)
Related party interest expense	(140)	(622)
Other income (expense), net	2,409	(915)
Income (loss) before income taxes	6,487	(153,098)
Income tax provision	0	0
Net income (loss)	$ 6,487	$ (153,098)
Per share information:
Net income (loss) per share of Common Stock attributable to common stockholders - basic (in dollars per share)	$ 0.01	$ (0.48)
Net income (loss) per share of Common Stock attributable to common stockholders - diluted – diluted (in dollars per share)	$ (0.07)	$ (0.48)
Weighted average shares used in computing net income (loss) per share of Common Stock – basic (in shares)	657,565,442	322,211,392
Weighted average shares used in computing net income (loss) per share of Common Stock – diluted (in shares)	988,638,662	322,211,392
Total comprehensive income (loss):
Net income (loss)	$ 6,487	$ (153,098)
Change in foreign currency translation adjustment	(555)	(564)
Total comprehensive income (loss)	$ 5,932	$ (153,662)

Leases - Supplemental Information And Non-Cash Activities Related To Operating Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$ 1,323	$ 833
Operating cash flows from finance leases	96	177
Financing cash flows from finance leases	335	466
Cash paid for amounts included in the measurement of lease liabilities	1,754	1,476
Lease liabilities arising from new right-of-use assets
Operating leases	0	8,206
Finance leases	$ 0	$ 0
Weighted average remaining lease term (in years)
Operating leases	6 years 2 months 12 days		6 years 4 months 24 days
Finance leases	4 years 9 months 18 days		5 years
Weighted average discount rate
Operating leases	15.60%		15.60%
Finance leases	5.00%		5.00%

Property and Equipment, Net (Tables)

3 Months Ended

Mar. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net, consists of the following (dollars in thousands):


	March 31, 2023		December 31, 2022
Buildings and leasehold improvements	$	95,519	$	19,778
Computer hardware	2,094		3,112
Tooling, machinery, and equipment	235,290		9,542
Vehicles	337		337
Computer software	4,125		4,212
Construction in process	120,971		392,935
Less: Accumulated depreciation	(11,812)		(12,113)
Total property and equipment, net	$	446,524	$	417,803

Notes Payable - Schedule of Principal Maturities (Details) - Notes payable $ in Thousands	Mar. 31, 2023 USD ($)
Debt Instrument [Line Items]
Due on demand	$ 5,065
2023	0
2024	0
2025	41,000
2026	94
2027	0
Thereafter	124,034
Total	$ 170,193

Property and Equipment, Net

3 Months Ended

Mar. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Property and equipment, net, consists of the following (dollars in thousands):


	March 31, 2023		December 31, 2022
Buildings and leasehold improvements	$	95,519	$	19,778
Computer hardware	2,094		3,112
Tooling, machinery, and equipment	235,290		9,542
Vehicles	337		337
Computer software	4,125		4,212
Construction in process	120,971		392,935
Less: Accumulated depreciation	(11,812)		(12,113)
Total property and equipment, net	$	446,524	$	417,803

Depreciation expense related to property and equipment totaled $1.1 million and $0.8 million for the three months ended March 31, 2023 and 2022, respectively.

FF announced the start of production of its first electric vehicle, the FF 91 Futurist, on March 29, 2023, at which point the Company classified a portion of its construction in process assets that are available for their intended use in the amount of $225.7 million and $75.7 million to Tooling, machinery and equipment and Buildings, respectively.

Stock-Based Compensation - RSU Activity (Details) - Restricted Stock Units	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Shares
Beginning balance (in shares) \| shares	17,869,663
Granted (in shares) \| shares	5,932,766
Released (in shares) \| shares	(1,145,334)
Forfeitures (in shares) \| shares	(2,525,984)
Ending balance (in shares) \| shares	20,131,111
Stock Incentive Plan
Weighted Average Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 1.09
Awards granted (in dollars per share) \| $ / shares	1.08
Released (in dollars per share) \| $ / shares	1.24
Forfeitures (in dollars per share) \| $ / shares	1.11
Ending balance (in dollars per share) \| $ / shares	$ 1.08

Net Income/(Loss) per Share

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Net Income/(Loss) per Share

Net Income (Loss) per Share

The following table presents the reconciliation of net income (loss) to net loss used in computing basic and diluted net income (loss) per share of Common Stock attributable to common stockholders:


	March 31, 2023		March 31, 2022
Net income (loss) used in computing basic net income (loss) per share of Common Stock attributable to common stockholders	$	6,487	$	(153,098)
Less: Dilutive impact of SPA Warrants	(11,897)		—
Less: Dilutive impact of conversion of SPA notes and settlement of make-whole provisions	(59,331)		—
Net loss used in computing diluted net loss per share of Common Stock attributable to common stockholders	$	(64,741)	$	(153,098)

The following table presents the reconciliation of basic to diluted weighted average shares used in computing net income/(loss) per share of Common Stock attributable to common stockholders. In computing the weighted average shares using the “if-converted” method in accordance with ASC 260-10, Earning per Share the Company uses the average Interest Conversion Price during the three months ended March 31, 2023.


	March 31, 2023	March 31, 2022
Weighted average shares used in computing net income per share of common stock, basic	657,565,442	322,211,392
Add: Shares issuable upon exercise of SPA Warrants	19,121,103	—
Add: Shares issuable upon conversion of SPA notes and settlement of make-whole provisions	311,952,117	—
Weighted average shares used in computing net loss per share of common stock, diluted	988,638,662	322,211,392

The following table presents the potentially dilutive shares that were excluded from the computation of diluted net income (loss) per share of Common Stock attributable to common stockholders, because their effect was anti-dilutive:


	March 31, 2023	March 31, 2022
Shares issuable upon exercise of SPA Warrants, excluding amounts included above in Diluted EPS	45,571,419	—
Shares issuable upon conversion of notes and settlement of Make-Whole provisions, excluding amounts included above in Diluted EPS	—	9,009,210
Other warrants	29,454,593	4,544,258
Stock-based compensation awards – Options	37,181,872	43,781,815
Stock-based compensation awards – RSUs	20,131,111	—
Public warrants	23,540,988	22,977,568
Private warrants	111,131	674,551
Total	155,991,114	80,987,402

Stock-Based Compensation - Option Activity (Details) - STI Plan - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Number of Options
Beginning balance (in shares)	35,687,240
Granted (in shares)	4,000,000
Exercised (in shares)	(49,456)
Cancelled/forfeited (in shares)	(2,455,912)
Ending balance (in shares)	37,181,872	35,687,240
Weighted Average Exercise Price
Options outstanding, beginning of period, weighted average exercise price (in dollars per share)	$ 3.37
Granted (in dollars per share)	1.08
Exercised (in dollars per share)	0.89
Cancelled/forfeited (in dollars per share)	3.37
Options outstanding, end of period, weighted average exercise price (in dollars per share)	$ 3.15	$ 3.37
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted average remaining contractual life, outstanding	7 years 6 months	7 years 3 months 18 days
Aggregate intrinsic value, outstanding	$ 31,000	$ 22
Aggregate Intrinsic Value, Exercised	$ 10,000

Fair Value of Financial Instruments

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Fair Value Measurements

The Company applies the provisions of ASC 820, Fair Value Measurement, which defines a single authoritative definition of fair value, sets out a framework for measuring fair value and expands on required disclosures about fair value measurements. The provisions of ASC 820 relate to financial assets and liabilities as well as other assets and liabilities carried at fair value on a recurring and nonrecurring basis. The standard clarifies that fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would

use in pricing an asset or liability. As a basis for considering such assumptions, the standard establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

Level 1Valuations for assets and liabilities traded in active exchange markets, or interest in open-end mutual funds that allow a company to sell its ownership interest back at net asset value on a daily basis. Valuations are obtained from readily available pricing sources for market transactions involving identical assets, liabilities, or funds.

Level 2Valuations for assets and liabilities traded in less active dealer, or broker markets, such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active. Level 2 instruments typically include U.S. Government and agency debt securities and corporate obligations. Valuations are usually obtained through market data of the investment itself as well as market transactions involving comparable assets, liabilities or funds.

Level 3Valuations for assets and liabilities that are derived from other valuation methodologies, such as option pricing models, discounted cash flow models or similar techniques, and not based on market exchange, dealer, or broker-traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities.

Fair value estimates are made at a specific point in time based on relevant market information and information about the financial or nonfinancial asset or liability.

The Company has elected to apply the fair value option to certain notes payable with conversion features as discussed in Note 9, Notes Payable. Fair value measurements associated with the warrant liabilities, and notes payable represent Level 3 valuations under the fair value hierarchy.

Notes Payable

The Company has elected to measure certain notes payable at fair value. Specifically, the Bridge Notes (as defined below), issued pursuant to the SPA (as defined below), as amended as they contain embedded liquidation premiums with conversion rights that represent embedded derivatives (see Note 9, Notes Payable). The Company used a binomial lattice model and Black Scholes methodology to value various convertible notes payable. The significant assumptions used in the models include the risk-free rate, annual dividend yield, expected life, and volatility of the Company's stock.

The fair value adjustments related to notes payables were recorded in Change in Fair Value Measurements on the unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Bridge Warrants

The Company has elected to measure the Bridge Warrants at fair value. The Company used a Monte Carlo simulation model to measure the fair value of the warrants, where the significant assumptions used the volatility rate, the forecasted term of the Bridge Warrants and the projected stock price of the Company’s Class A Common Stock over such term. Fair value measurements associated with the liability-classified warrants represent Level 3 valuations under the fair value hierarchy.

SEPA

On November 23, 2022, the Company issued 789,016 Commitment Shares in satisfaction of the commitment fee agreed upon in the SEPA. During the period ended March 31, 2023 and as of the date of issuing the Condensed Consolidated Financial Statements, the Company did not direct Yorkville to buy any shares of Class A Common Stock. The Company determined that SEPA represents a derivative financial instrument under ASC 815, Derivatives and Hedging, which should be recorded at fair value at inception and each reporting date thereafter. The financial instrument was classified as a derivative asset with a fair value of $0.0 million as of March 31, 2023 and December 31, 2022.

Commitment to Issue Class A Common Stock

Upon the closing of the Business Combination, the Company assumed an obligation of PSAC to deliver 2,387,500 registered shares of Class A Common Stock to an entity that provided consulting and advisory services in connection with the Business Combination to PSAC for no consideration.

Prior to the adoption of ASU 2020-06 on January 1, 2022, the agreement with the service provider specified that the shares to be delivered are required to be registered, which is considered to be outside of the control of the Company, and therefore this obligation failed to qualify for equity treatment under ASC 815-40-25-10, and net cash settlement was assumed.

On January 1, 2022, upon the adoption of ASU 2020-06, the requirement to consider whether settlement is required to be in registered shares is no longer required to be considered in an entity’s evaluation of net cash settlement, however ASC 480-10-S99-3a was not amended in a similar fashion and therefore the Company, as part of the adjustments due to the adoption of ASU 2020-06, reclassified the Obligation to issue registered shares of Class A Common Stock from liabilities to the Commitment to issue Class A Common Stock within temporary equity.

On July 21, 2022, the Company amended its agreement with the service provider and delivered 2,387,500 unregistered shares of Class A Common Stock in satisfaction of its obligation. Upon its settlement, the carrying amount of the commitment equaled its initial carrying amount, therefore the Company classified the entire commitment to issue Class A Common Stock to APIC in the amount of $32.9 million.

The Company used the probability-weighted expected return method (“PWERM”) to determine the fair value of the obligation to issue registered shares. The PWERM framework is a scenario-based methodology that estimates the fair value of the obligation based upon an analysis of future values of the settlement of the obligation to issue shares, assuming various outcomes. The probability weightings assigned to certain potential scenarios were based on management’s assessment of the probability of settlement of the liability in cash or shares and an assessment of the timing of settlement. In the equity settlement scenario, the obligation valuation was based on the Company’s share price as of each valuation date. In the cash settlement scenario, the obligation valuation was based the cash payment that equates to the share price times total shares to be issued, discounted to each valuation date.

Fair value measurements associated with the obligation to issue shares represent Level 3 valuations under the fair value hierarchy.

Private Warrants

The Private Warrants are classified as liabilities and the fair value is included in Other Liabilities, Less Current Portion on the Consolidated Balance Sheets. The Company valued the Private Warrants using a binomial lattice model. Inherent in a binomial lattice model are assumptions related to risk-free rate, annual dividend yield, expected warrant life, and volatility of the Company's stock. Changes in the fair value of the Private Warrants are recorded in Change in Fair Value Measurements in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss). Fair value measurements associated with the Private Warrants liabilities represent Level 3 valuations under the fair value hierarchy.

Transfer of Private Warrants to Unaffiliated Third Parties

Upon transfer of Private Warrants to unaffiliated third-party purchasers on the open market, the transferred warrants become subject to identical terms to the Public Warrants (see Note 12, Stockholders' Equity). Therefore, upon their transfer the Company classified the warrants to APIC at their fair value of $0.0 million and $0.6 million, as of March 31, 2023 and December 31, 2022.

Liability Classified Instruments

Recurring Fair Value Measurements

Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following tables present financial assets and liabilities remeasured on a recurring basis by level within the fair value hierarchy (dollars in thousands):


	March 31, 2023
	Level 1		Level 2		Level 3
Liabilities:
Notes payable	$	—	$	—	$	92,665
Private warrants	—		—		52
Bridge warrants	—		—		28,521


	December 31, 2022
	Level 1		Level 2		Level 3
Liabilities:
Notes payable	$	—	$	—	$	26,008
Accrued expenses and other current liabilities	—		—		6,227
Private warrants	—		—		52
Bridge warrants	—		—		95,130

The carrying amounts of the Company’s financial assets and liabilities, including cash, restricted cash, deposits, and accounts payable approximate fair value because of their short-term nature or contractually defined value.

The following table summarizes the activity of Level 3 fair value measurements (dollars in thousands):


	Bridge Warrants		Notes Payable, Bridge		Private Warrants		Earnout Shares Liability		Liability for Insufficient Authorized Shares Related to Stock Options and RSUs
Balance as of December 31, 2022	$	95,130	$	26,008	$	52	$	2,250	$	3,977
Additions	33,266		190,000		—		—		—
Disposals pursuant to warrant exchange	(77,577)		—		—		—		—
Exercises	(4,079)		—		—		—		—
Settlement of transaction costs	—		(1,139)		—		—		—
Change in fair value measurements	(18,219)		(79,462)		—		2,764		—
Stock-based compensation expense	—		—		—		—		5,002
Conversions of liability to Common Stock	—		—		—		(5,014)		(8,979)
Conversions of notes to Common Stock	—		(42,742)		—		—		—
Balance as of March 31, 2023	$	28,521	$	92,665	$	52	$	—	$	—

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Nature of Business and Organization and Basis of Presentation (Details) - USD ($)		3 Months Ended
	Jul. 21, 2021	Mar. 31, 2023	Mar. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Income tax provision		$ 0	$ 0
Stock-based compensation expense		15,102,000	$ 3,346,000
Accrued interest or penalties		0
Retroactive application of recapitalization
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock-based compensation expense		$ 1,800,000
Class A Common Stock
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Issuance of shares (in shares)	76,140,000
Issuance of shares, price per share (in usd per share)	$ 10.00
Proceeds from issuance of common stock	$ 761,400,000

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Liquidity and Capital Resources	3 Months Ended
Liquidity and Capital Resources	Mar. 31, 2023
Liquidity and Capital Resources [Abstract]
Liquidity and Capital Resources	Liquidity and Capital Resources The Company has evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the unaudited Condensed Consolidated Financial Statements are issued. Based on its recurring losses from operations since inception and continued cash outflows from operating activities (all as described below), the Company has concluded that there is substantial doubt about its ability to continue as a going concern for a period of one year from the date that these unaudited Condensed Consolidated Financial Statements were issued. Since its formation, the Company has devoted substantial effort and capital resources to strategic planning, engineering, design, and development of its electric vehicle platform, development of initial electric vehicle models, and capital raising. Since inception, the Company has incurred cumulative losses from operations, negative cash flows from operating activities, and has an accumulated deficit of $3,470.1 million of March 31, 2023. The Company has funded its operations and capital needs primarily through the net proceeds received from capital contributions, the issuance of related party notes payable and notes payable (see Note 8, Related Party Notes Payable and Note 9, Notes Payable), the sale of Preferred and Common Stock (see Note 12, Stockholders’ Equity), and the net proceeds received from the Business Combination and the PIPE Financing (see Note 1, Nature of Business and Organization and Basis of Presentation). FF announced the start of production of its first electric vehicle, the FF 91 Futurist, on March 29, 2023. However, FF has not recognized any revenue as of the date hereof. FF’s future business depends in large part on its ability to execute its plans to develop, manufacture, market, and deliver electric vehicles, including the FF 91, FF 81, FF 71 series, and SLMD electric vehicle models that appeal to customers. Based on certain management assumptions, including timely completion of certain testing and the suppliers meeting our supply chain requirement, FF originally expected deliveries of the FF 91 to users to begin before the end of April 2023. However, certain of FF’s suppliers informed FF that they will be unable to meet FF’s timing requirements and, therefore, FF has updated the timing for the start of deliveries for its FF 91 vehicle. Based on the revised delivery plan, FF expects the first phase of the three-phase delivery plan to begin at the end of May 2023, and the second phase of the three-phase delivery plan to begin at the end of the second quarter of 2023, followed by the third phase. The first phase is the “Industry Expert Futurist Product Officer (FPO) Co-Creation Delivery.” In this first phase, the Industry Expert FPO(s) will pay in full for an FF 91 vehicle in order to reserve the vehicle and be trained in the use of the vehicle. The reserved FF 91 vehicle will be delivered to the FPO at the beginning of the second phase. The second phase is the “FPO Co-Creation Delivery.” In this second phase, FPO(s) will take possession of the FF 91 vehicle. The third phase is the “Full Co-Creation Delivery.” In this third phase, FF will deliver FF 91 vehicles to all spire users that pay in full for an FF 91 vehicle. The successful beginning of the second phase is contingent on receiving parts on our required timeframes and completion of requisite tests. Further, FF expects to need substantial additional financing to start the third phase of the delivery plan and is in discussions with additional potential investors to obtain such financing. As FF executes the three-phase delivery plan, it plans to continue to move vehicles into production and off-the-line with high quality and high product power. There is no assurance FF will be able to timely receive sufficient funding under existing or new financing commitments to produce and deliver the FF 91 Futurist on that timeline or at all. If unable to receive sufficient funding, FF will be required to obtain new financing commitments, which may not be available to it under reasonable commercial terms. Further, there cannot be any assurance that FF will be able to secure additional funding, under reasonable commercial terms if at all, develop the manufacturing capabilities and processes, secure reliable sources of component supply to meet quality, engineering, design or production standards, or to meet the required production volumes to successfully grow into a viable, cash flow positive, business. The Company has continued financing discussions with multiple parties, but has experienced delays in securing additional funding commitments, which have exacerbated the supply chain pressures on FF’s business. Additionally, certain investors under the SPA may not fund their commitments until the Company increases the number of authorized shares of its Class A Common Stock and registers the securities underlying the SPA Warrants and SPA Notes in an effective registration statement. These factors, in addition to the continued rise in inflation and other challenging macroeconomic conditions, have led FF to take steps to preserve its current cash position, including reducing spending, extending payment cycles and implementing other similar measures. If FF’s ongoing capital raising efforts are unsuccessful or significantly delayed, or if FF experience prolonged material adverse trends in its business, FF’s production will be delayed or decreased, and actual use of cash, production volume and revenue for 2023 will vary from the Company’s previously disclosed forecasts, and such variances may be material. While FF is actively engaged in negotiations with potential financing sources, there is no guarantee that it will be able to raise additional capital on terms acceptable to it or at all. In addition to the risk that FF’s assumptions and analyses may prove incorrect, the projections may underestimate the professional fees and other costs to be incurred related to the pursuit of various financing options currently being considered and the ongoing legal risks. Incremental capital needs beyond 2023 to fund operations and the development of the Company’s remaining product portfolio and to ramp up production will be highly dependent on the market success and profitability of the FF 91 and the Company’s ability to accurately estimate and control costs. Apart from the FF 91 series, substantial additional capital will be required to fund operations, research, development, and design efforts for future vehicles. As part of the SPA, as amended (as defined in Note 9, Notes Payable), the Company has obtained commitments from several investors totaling $267.0 million in new convertible note financing and in committed forced warrant exercise proceeds, subject to certain conditions. A total of $220.3 million under these commitments has been funded to date, through which the Company has received $193.3 million (net of original discount and transaction costs). The right to force exercise of the Warrant Reserve (defined in Note 9, Notes Payable) expired upon the holders exercising their warrants during 2023. In February 2023, Senyun and a purchaser affiliated with ATW Partners LLC exercised 20% of their respective options to purchase additional senior secured notes and SPA Warrants (defined in Note 9, Notes Payable) of the Company under the same terms as the Incremental Notes (defined in Note 9, Notes Payable). The Company received aggregated gross proceeds of $38.0 million ($32.9 million net of original issuance discount and transaction costs) in exchange for such issuances. On November 11, 2022, FF entered into a Standby Equity Purchase Agreement (the “SEPA”) with YA II PN, Ltd. (“Yorkville”), which is an affiliate of Yorkville Advisors. Under terms of the SEPA, FF has the right, but not the obligation, to sell up to $200.0 million (which can be increased up to $350.0 million under FF’s option) of Class A common stock (“Class A Common Stock”) to an affiliate of Yorkville Advisors, subject to certain limitations, at the time of the Company’s choosing during the three year term of the SEPA. On May 8, 2023, the Company entered into a Securities Purchase Agreement (the “Unsecured SPA”) with Metaverse Horizon Limited and V W Investment Holding Limited (the ”Unsecured SPA Purchasers”) to issue and sell, subject to the satisfaction of certain closing conditions, $100.0 million aggregate principal amount of the Company’s senior unsecured convertible promissory notes. On May 10, 2023, the Company received gross proceeds pursuant to the Unsecured SPA totaling $3.3 million ($3.0 million net of original issuance cost). The Unsecured SPA Purchasers committed to fund in eight subsequent closings fifteen days apart, subject to the satisfaction of certain closing conditions. In addition, any Unsecured SPA Purchaser may postpone or cancel any closing pursuant to the Unsecured SPA in its reasonable discretion if it reasonably determines, based on public information, that the first phase of the Company’s three-phase delivery plan as disclosed in public filings has not begun or will not begin prior to May 31, 2023 and/or the second phase of such delivery plan has not begun or will not begin prior to June 30, 2023, in each case within 15 calendar days of such deadline. Despite the access to liquidity resulting from the SEPA and the unfunded commitments from the SPA, and the Unsecured SPA, the Company projects that it will require additional funds in order to continue operations and support the ramp-up of production of the FF 91 to generate revenues to put the Company on a path to cash flow break-even. Incremental capital needs beyond March 2023 to fund operations and the development of the Company’s remaining product portfolio and to ramp up production will be highly dependent on the market success and profitability of the FF 91 and the Company’s ability to accurately estimate and control costs. The Company’s ongoing liquidity needs will depend on the extent to which the Company’s actual costs vary from the Company’s estimates and the Company’s ability to control these costs, as well as the Company’s ability to raise additional funds. The Company is exploring various funding and financing alternatives to fund its ongoing operations and to ramp up production after start of production, including equipment leasing, construction financing of the Hanford, California manufacturing facility, secured syndicated debt financing, convertible notes, working capital loans, and equity offerings, among other options. The particular funding mechanisms, terms, timing, and amounts are dependent on the Company’s assessment of opportunities available in the marketplace and the circumstances of the business at the relevant time. The timely achievement of the Company’s operating plan as well as its ability to maintain an adequate level of liquidity are subject to various risks associated with the Company’s ability to continue to successfully close additional sources of funding, control and effectively manage its costs, as well as factors outside of the Company’s control, including those related to global supply chain disruptions, the rising prices of materials and other potential impact of the COVID-19 pandemic. Refer to the section titled, “Risk Factors” in the Company’s Form 10-K for a full discussion of the risks associated with the COVID-19 pandemic. The Company’s forecasts and projections of working capital reflect significant judgment and estimates for which there are inherent risks and uncertainties. The Company expects to continue to generate significant operating losses for the foreseeable future. The plans are dependent on the Company being able to continue to raise significant amounts of capital through the issuance of additional notes payable and equity securities. There can be no assurance that the Company will be successful in achieving its strategic plans, that the Company’s future funding raises will be sufficient to support its ongoing operations, or that any additional financing will be available in a timely manner or on acceptable terms, if at all. If events or circumstances occur such that the Company does not meet its strategic plans, the Company will be required to reduce discretionary spending, alter or scale back vehicle development programs, be unable to develop new or enhanced production methods, or be unable to fund capital expenditures. Any such events would have a material adverse effect on the Company’s financial position, results of operations, cash flows, and ability to achieve its intended business objectives. The unaudited Condensed Consolidated Financial Statements do not include any adjustments that might result from the outcome of this uncertainty. Accordingly, the unaudited Condensed Consolidated Financial Statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. As of March 31, 2023, the Company was operating in compliance with all covenants related to debt agreements, however as of the date of issuance of the unaudited Condensed Consolidated Financial Statements the Company is in breach of its agreement with Chongqing Leshi Small Loan Co., Ltd., a related party, with a principal balance of $4.7 million. As of December 31, 2022, the Company was in default on the Bridge Notes. Subsequent to the date of the Consolidated Financial Statements, the holders of the Bridge Notes waived the default.

Net Income/(Loss) per Share (Tables)

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Schedule of Antidilutive Shares Excluded From Calculation of Diluted Net Loss Per Share


	March 31, 2023	March 31, 2022
Shares issuable upon exercise of SPA Warrants, excluding amounts included above in Diluted EPS	45,571,419	—
Shares issuable upon conversion of notes and settlement of Make-Whole provisions, excluding amounts included above in Diluted EPS	—	9,009,210
Other warrants	29,454,593	4,544,258
Stock-based compensation awards – Options	37,181,872	43,781,815
Stock-based compensation awards – RSUs	20,131,111	—
Public warrants	23,540,988	22,977,568
Private warrants	111,131	674,551
Total	155,991,114	80,987,402

Schedule of Earnings Per Share, Basic and Diluted

The following table presents the reconciliation of net income (loss) to net loss used in computing basic and diluted net income (loss) per share of Common Stock attributable to common stockholders:


	March 31, 2023		March 31, 2022
Net income (loss) used in computing basic net income (loss) per share of Common Stock attributable to common stockholders	$	6,487	$	(153,098)
Less: Dilutive impact of SPA Warrants	(11,897)		—
Less: Dilutive impact of conversion of SPA notes and settlement of make-whole provisions	(59,331)		—
Net loss used in computing diluted net loss per share of Common Stock attributable to common stockholders	$	(64,741)	$	(153,098)


	March 31, 2023	March 31, 2022
Weighted average shares used in computing net income per share of common stock, basic	657,565,442	322,211,392
Add: Shares issuable upon exercise of SPA Warrants	19,121,103	—
Add: Shares issuable upon conversion of SPA notes and settlement of make-whole provisions	311,952,117	—
Weighted average shares used in computing net loss per share of common stock, diluted	988,638,662	322,211,392

Earnings Per Share - Reconciliation of Net Income/(Loss) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Net income (loss) used in computing basic net income (loss) per share of Common Stock attributable to common stockholders	$ 6,487	$ (153,098)
Less: Dilutive impact of SPA Warrants	(11,897)	0
Less: Dilutive impact of conversion of SPA notes and settlement of make-whole provisions	(59,331)	0
Net loss used in computing diluted net loss per share of Common Stock attributable to common stockholders	$ (64,741)	$ (153,098)
Weighted average shares used in computing net income per share of common stock, basic (in shares)	657,565,442	322,211,392
Add: Shares issuable upon exercise of SPA Warrants (in shares)	19,121,103	0
Add: Shares issuable upon conversion of SPA notes and settlement of make-whole provisions (in shares)	311,952,117	0
Weighted average shares used in computing net loss per share of common stock, diluted (in shares)	988,638,662	322,211,392

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities, and addition from assumption of issuance of common shares for dilutive potential common shares; of income (loss) available to common shareholders.

+ References + Details

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Event	Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited Condensed Consolidated Financial Statements were issued. Other than as described below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the unaudited Condensed Consolidated Financial Statements. Tranche B SPA Funding In April 2023, Senyun, a Purchaser affiliated with ATW Partners LLC and RAAJJ Trading LLC purchased additional senior secured notes and SPA Warrants of the Company. The Company received gross proceeds of $4.0 million ($3.6 million net of original issuance discount) in exchange for such issuances. Tranche C SPA Funding In April and May 2023, Senyun and a Purchaser affiliated with ATW Partners LLC purchased additional senior secured notes and SPA Warrants of the Company. The Company received gross proceeds of $15.0 million ($13.5 million net of original issuance discount) in exchange for such issuances. Equity Awards On April 17, 2023, the Board granted, under the 2021 SI Plan, a total of 54,011 fully vested RSUs, with a grant date value of $0.35, to non-employee directors of the Company. On April 27, 2023, the Board granted, under the 2021 SI Plan, a total of 386,574 RSUs, with a grant date value of $0.27, to certain employees of the Company. Amendment No. 8 to the SPA On May 8, 2023, and May 9, 2023, the Company amended the terms of the SPA with Senyun, FF Simplicity and FF Prosperity (together, “ATW Parties”) (“Amendment No. 8”), pursuant to which: (i) the definition of Floor Price (as defined in each such Secured SPA Note), was amended from $0.21 to $0.10; (ii) Make-whole Interest shall be paid upon conversion of principal of the Secured SPA Notes; (iii) the conversion price for the Secured SPA Notes was amended from $1.05 to $0.89, subject to adjustment as set forth in the Secured SPA Notes; and (iv) the exercise price for the Secured SPA Warrants was amended from $1.05 to $0.89, subject to adjustment as set forth in the Secured SPA Warrants. Unsecured Securities Purchase Agreement On May 8, 2023, the Company entered into the Unsecured SPA with Unsecured SPA Purchasers to issue and sell, subject to the satisfaction of certain closing conditions, $100.0 million aggregate principal amount of the Company’s senior unsecured convertible promissory notes. The Unsecured SPA Purchasers committed to fund in eight subsequent closings fifteen days apart, subject to the satisfaction of certain closing conditions. In addition, any Unsecured SPA Purchaser may postpone or cancel any closing pursuant to the Unsecured SPA in its reasonable discretion if it reasonably determines, based on public information, that the first phase of the Company’s three-phase delivery plan as disclosed in public filings has not begun or will not begin prior to May 31, 2023 and/or the second phase of such delivery plan has not begun or will not begin prior to June 30, 2023, in each case within 15 calendar days of such deadline. The Unsecured SPA Notes are subject to an original issue discount of 10%, accrue interest at 10% per annum, and are convertible into shares of Class A Common Stock of the Company, at a conversion price equal to $0.89, plus an interest make-whole amount, subject to certain adjustments including full ratchet anti-dilution price protection. Each Unsecured SPA Note matures on the date that is six years. Under the Unsecured SPA Notes, at each closing, the Unsecured SPA Purchaser is entitled to receive an Unsecured SPA Warrant registered in the name of such Unsecured SPA Purchaser to purchase up to a number of shares of Common Stock equal to 33% of such shares issuable to such Unsecured SPA Purchaser upon conversion of the aggregate principal amount under the Unsecured SPA Note funded at such closing, with an exercise price equal to $0.89 per share, subject to full ratchet anti-dilution price protection and other adjustments, and are exercisable for seven years on a cash or cashless basis. Each Unsecured SPA Purchaser has the option, from time to time for 12 months after the date of the Unsecured SPA, to purchase additional convertible senior unsecured notes and warrants on the same terms as the Unsecured SPA Notes in an aggregate amount not to exceed 50% of the initial principal amount of the Unsecured SPA Notes issued to such Unsecured SPA Purchaser, subject to certain conditions. On May 10, 2023, the Company received gross proceeds pursuant to the Unsecured SPA totaling $3.3 million ($3.0 million net of original issuance cost). Note Conversions Between April 1, 2023 and May 12, 2023 the Purchasers converted portions of an aggregate principal amount of $60.2 million of the SPA Notes at a conversion price of $1.05 to $0.14 per share into 299,648,761 shares of Class A Common Stock. Between April 1, 2023 and May 12, 2023 the Purchasers converted portions of an aggregate principal amount of $3.3 million of the Unsecured Notes at a conversion price of $0.89 to $0.14 per share into 23,691,100 shares of Class A Common Stock. Authorized Shares As of the date of the issuance of the unaudited Condensed Consolidated Financial Statements, the Company may not have sufficient remaining authorized shares of Class A Common Stock to fulfill its obligation to issue shares upon exercise of all of the warrants and conversion of all of the notes issued or issuable under the SPA, or to pay interest Make-Whole Amounts in shares upon conversion of such notes. Under the SPA, each Purchaser has the option, from time to time until November 10, 2023, to purchase additional Tranche B Notes and warrants of the Company, subject to certain conditions, in an aggregate amount not to exceed the initial principal amount of the Bridge Notes and Incremental Notes issued to such Purchaser. Under the NPA, the Investors have a similar option to acquire additional Optional Notes and warrants of the Company, subject to certain conditions. If there is an insufficient number of remaining authorized shares of Class A Common Stock, the Company would be required to pay the interest “Make-Whole Amount” in cash, which could adversely affect the Company’s liquidity position, business and results of operations. In order to have a sufficient number of authorized shares of common stock to issue to the Purchasers and/or Investors pursuant to the NPA and SPA, the Company may call a subsequent special meeting to obtain stockholder approval to further increase the Company’s authorized shares of common stock.

Variable Interest Entities and Joint Ventures	3 Months Ended
Variable Interest Entities and Joint Ventures	Mar. 31, 2023
Equity Method Investments and Joint Ventures [Abstract]
Variable Interest Entities and Joint Ventures	Variable Interest Entities and Joint Ventures The The9 Arrangement On March 24, 2019, the Company entered into a Joint Venture Agreement (“JVA”) with The9 Limited (“The9”). Pursuant to the JVA, the Company and The9 agreed to establish an equity joint venture in Hong Kong, which would in turn establish a wholly-owned subsidiary in China, intended to engage in the business of manufacturing, marketing, selling and distributing the planned Faraday Future Icon V9 model electric vehicle in China. The Company and The9 would each be 50% owners of the joint venture. The9 made a $5.0 million non-refundable initial deposit (“The9 Conditional Obligation”) to the Company to participate in the joint venture. The9 had the right to convert the initial deposit into various classes of stock in the Company. For accounting purposes, the deposit is a financial instrument that embodies a conditional obligation that the issuer may settle by issuing a variable number of shares. The9 Conditional Obligation was measured at fair value, was remeasured at each reporting period, and represented a Level 3 financial instrument under the fair value hierarchy (see Note 7, Fair Value of Financial Instruments). On November 22, 2020, the parties entered into an agreement to convert the initial deposit into 423,053 shares of Class A Common Stock of the Company, which were issued on February 23, 2021. Neither the Company nor The9 have made contributions to the joint venture as of March 31, 2023 and December 31, 2022, and it has yet to commence business activities. The Geely Arrangement In December 2020, the Company entered into a non-binding memorandum of understanding with Zhejiang Geely Holding Group Co., Ltd. (“Geely Holding”), which was also a subscriber in the PIPE Financing, pursuant to which the parties contemplate strategic cooperation in various areas including engineering, technology, supply chain, and contract manufacturing (“Geely JV”). In January 2021, the Company and Geely Holding entered into a cooperation framework agreement and a license agreement (“Geely License”) that set forth the major commercial understanding of the proposed cooperation among the parties in the areas of potential investment into the Geely JV, engineering, technology, and contract manufacturing support. The foregoing framework agreement and the Geely License may be terminated if the parties fail to enter into the joint venture definitive agreement.

Leases - Future Lease Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Operating Leases
2023 (nine months)	$ 4,151
2024	5,496
2025	5,257
2026	5,216
2027	2,896
Thereafter	9,284
Total	32,300
Less: Imputed Interest	12,293
Present value of net lease payments	20,007
Lease liability, current portion	2,609	$ 2,538
Lease liability, net of current portion	17,398	18,044
Total lease liability	20,007
Finance Leases
2023 (nine months)	1,292
2024	1,757
2025	1,792
2026	1,828
2027	1,864
Thereafter	0
Total	8,533
Less: Imputed Interest	934
Lease liability, current portion	1,390	1,364
Lease liability, net of current portion	6,209	$ 6,570
Present value of net lease payments	$ 7,599

Related Party Notes Payable - Schedule of Principal Maturities of Related Party Notes Payable (Details) - Related party notes payable - Affiliated Entity - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Due on demand	$ 3,928	$ 3,755
2025	4,715	4,651
Unpaid Principal Balance	$ 8,643	$ 8,406

Stockholders’ Equity

3 Months Ended

Mar. 31, 2023

Equity [Abstract]

Stockholders’ Equity

The number of authorized, issued and outstanding stock, were as follows:


	March 31, 2023
	Authorized Shares	Issued and Outstanding Shares
Class A Common Stock	1,690,000,000	838,872,039
Class B Common Stock	75,000,000	64,000,588
Preferred Stock	10,000,000	—
	1,775,000,000	902,872,627


	December 31, 2022
	Authorized Shares	Issued and Outstanding Shares
Class A Common Stock	815,000,000	563,346,216
Class B Common Stock	75,000,000	64,000,588
Preferred Stock	10,000,000	—
	890,000,000	627,346,804

Amendments to the Company’s Certificate of Incorporation

On the Closing Date of the Business Combination, the Company’s stockholders adopted the Company’s Second Amended and Restated Certificate of Incorporation. The amendment set forth the rights, privileges, and preferences of the Company’s Class A Common Stock and Class B Common Stock (collectively “Common Stock”). The amendment authorizes the issuance of 10,000,000 shares of Preferred Stock with such designations, rights and preferences as may be determined from time to time by the Company’s Board of Directors. The Company’s Board of Directors are empowered, without stockholder approval, to issue the Preferred Stock with dividend, liquidation, conversion, voting or other rights which could adversely affect the voting power or other rights of the holders of Common Stock; provided that any issuance of Preferred Stock with more than one vote per share will require the prior approval of the holders of a majority of the outstanding shares of Class B Common Stock.

At a special meeting of the Company’s stockholders held on November 3, 2022, stockholders approved, among other things, an increase to the number of the Company’s authorized shares from 825,000,000 to 900,000,000. On November 22, 2022, the Company filed an amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the increase.

A special meeting of the Company’s stockholders held on February 28, 2023, the Company’s stockholders approved a further increase to the number of the Company’s authorized shares of Class A Common Stock from 815,000,000 to 1,690,000,000, increasing the Company’s total number of authorized shares of Common Stock and preferred stock from 900,000,000 to 1,775,000,000. On March 1, 2023, the Company filed an amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to reflect such amendment.

Warrants

The number of outstanding warrants to purchase the Company’s Class A Common Stock as of March 31, 2023 are as follows:

Number of Warrants

Exercise Price

Expiration Date

SPA Warrants

93,571,419

$0.23 to $5.00

Various through September 23, 2029

Other warrants

29,454,593

$0.23

August 5, 2027

Public Warrants

23,540,988

$11.50

July 21, 2026

Private Warrants

111,131

$11.50

July 21, 2026

Total

146,678,131

The number of outstanding warrants to purchase the Company’s Class A Common Stock as of December 31, 2022 were as follows:


	Number of Warrants	Exercise Price	Expiration Date
SPA Warrants	346,453,115	$0.23	Various through September 23, 2029
ATW NPA Warrants(1)	76,804,450	$0.23	Various through August 10, 2028
Other warrants	29,454,593	$0.23	August 5, 2027
Public Warrants(2)	23,540,988	$11.50	July 21, 2026
Private Warrants(3)	111,131	$11.50	July 21, 2026
Total	476,364,277

(3) The Private Warrants are recorded in Other liabilities, less current portion in the Consolidated Balance Sheets as of December 31, 2022.

Insufficient Authorized Shares

From time to time, certain of the Company’s equity-linked financial instruments may be classified as derivative liabilities under ASC 815, Derivatives and Hedging, due to the Company having insufficient authorized shares to fully settle the equity-linked financial instruments in shares. In such case, the Company applies a sequencing policy under ASC 815-40, Contracts in Entity’s Own Equity, whereby, in the event that reclassification of contracts from equity to assets or liabilities is necessary due to the Company’s inability to demonstrate it has sufficient authorized shares to settle the equity-linked financial instrument in shares, the Company will reclassify contracts that have overlapping settlement dates with the latest inception date as derivative instruments. The contracts reclassified as derivative instruments are recognized at fair value with changes in fair value recognized in earnings until such time as the conditions giving rise to such derivative liability classification were settled or the Company has sufficient authorized, unissued shares to settle such contracts with shares. The Company has elected to apply the same sequencing policy for share-based compensation arrangements if the Company granted share-based payment arrangements where the Company may have insufficient shares to settle the contract.

As of December 31, 2022, the Company reclassified the earnout shares from equity classification to liability classification as a result of the Company having insufficient authorized shares to share-settle the earnout, which was previously

determined to be equity classified under ASC 815-40. As a result of the reclassification, the Company reclassified $2.2 million out of Additional paid-in capital into the Earnout liability, which is included in Other current liabilities on the Consolidated Balance Sheet as of December 31, 2022.

As of December 31, 2022, the Company reclassified 53,820,670 shares of outstanding share-based payment arrangements from equity classification to liability classification as a result of the Company having insufficient authorized shares to settle the share-based payment arrangements when the awards vest or is exercised. As a result of the reclassification, the Company reclassified an amount of $4.0 million out of Additional paid-in capital into Share-based payment liability, which is included in Other current liabilities on the Consolidated Balance Sheet as of December 31, 2022.

On February 28, 2023, upon shareholder approval to increase the Company’s authorized shares, the Company had sufficient authorized shares to fully settle all outstanding equity-linked financial instruments. Accordingly, the Company reclassified the fair value of the Earnout liability of $5.0 million and the fair value of the Share-based payment liability of $6.7 million into Additional paid-in capital.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 13
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section S99
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-Subparagraph (SX 210.3-04)
-URI https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (d)
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Deposits and Other Current Assets - Deposits and Other Current Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Deposits:
Deposits for research and development, prototype and production parts, and other	$ 52,436	$ 23,617
Deposits for goods and services yet to be received (“Future Work”)	2,969	3,187
Total deposits	55,405	26,804
Other current assets:
Prepaid expenses	9,121	14,437
Inventory	4,049	3,598
Other current assets	1,547	3,052
Total other current assets	$ 14,717	$ 21,087

Accrued Expenses and Other Current Liabilities (Tables)

3 Months Ended

Mar. 31, 2023

Payables and Accruals [Abstract]

Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (dollars in thousands):


	March 31, 2023		December 31, 2022
Accrued payroll and benefits	$	25,481	$	20,502
Accrued legal contingencies	16,000		18,940
Engineering, design and testing services received not invoiced	10,591		9,443
Deposits from customers	3,610		3,573



Other current liabilities	11,298		13,251
Total accrued expenses and other current liabilities	$	66,980	$	65,709

Fair Value of Financial Instruments - Schedule of Financial Instruments Measured at Fair Value (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Level 1
Liabilities
Notes payable	$ 0	$ 0
Accrued expenses and other current liabilities		0
Level 1 \| Private warrants
Liabilities
Warrant liability	0	0
Level 1 \| Bridge warrants
Liabilities
Warrant liability	0	0
Level 2
Liabilities
Notes payable	0	0
Accrued expenses and other current liabilities		0
Level 2 \| Private warrants
Liabilities
Warrant liability	0	0
Level 2 \| Bridge warrants
Liabilities
Warrant liability	0	0
Level 3
Liabilities
Notes payable	92,665	26,008
Accrued expenses and other current liabilities		6,227
Level 3 \| Private warrants
Liabilities
Warrant liability	52	52
Level 3 \| Bridge warrants
Liabilities
Warrant liability	$ 28,521	$ 95,130