贾耀亭的FF：商业计划书.pptx

2021 FARADAY FUTUREPROPRIETARY AND CONFIDENTIALFaraday Future Investor PresentationJANUARY 2021Legal Disclaimers 2021 FARADAY FUTUREPROPRIETARY AND CONFIDENTIAL2CONFIDENTIALITY AND BASIS OF PRESENTATIONThe information in this presentation is highly confidential.The distribution of this presentation by an authorized recipient to any other person is unauthorized.Any photocopying,disclosure,reproduction or alteration of the contents of this presentation and any forwarding of a copy of this presentation or any portion of this presentation to any person is prohibited.The recipient of this presentation shall keep this presentation and its contents confidential,shall not use this presentation and its contents for any purpose other than as expressly authorized by FF Intelligent Mobility Global Holdings Ltd.(“Faraday,”“Faraday Future,”“FF”or the“Company”)and Property Solutions Acquisition Corp.(PSAC”or“SPAC”)and shall be required to return or destroy all copies of this presentation or portions thereof in its possession promptly following request for the return or destruction of such copies.By accepting delivery of this presentation,the recipient is deemed to agree to the foregoing confidentiality requirements.This presentation is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination(the“proposed business combination”)between Faraday Future and PSAC and related transactions and for no other purpose.No representations or warranties,express or implied are given in,or in respect of,this presentation.To the fullest extent permitted by law in no circumstances will Faraday Future,PSAC or any of their respective subsidiaries,stockholders,affiliates,representatives,partners,directors,officers,employees,advisers or agents be responsible or liable for any direct,indirect or consequential loss or loss of profit arising from the use of this presentation,its contents,its omissions,reliance on the information contained within it,or on opinions communicated in relation thereto or otherwise arising in connection therewith.Industry and market data used in this presentation have been obtained from third-party industry publications and sources as well as from research reports prepared for other purposes.Neither Faraday Future nor PSAC has independently verified the data obtained from these sources and cannot assure you of the datas accuracy or completeness.This data is subject to change.In addition,this presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of Faraday Future or the proposed business combination.Viewers of this presentation should each make their own evaluation of Faraday Future and of the relevance and adequacy of the information and should make such other investigations as they deem necessary.FORWARD LOOKING STATEMENTSThis presentation includes“forward-looking statements”within the meaning of the“safe harbor”provisions of the United States Private Securities Litigation Reform Act of 1995.Forward-looking statements may be identified by the use of words such as“estimate,”“plan,”“project,”“forecast,”“intend,”“will,”“expect,”“anticipate,”“believe,”“seek,”“targetor other similar expressions that predict or indicate future events or trends or that are not statements of historical matters.These forward-looking statements include,but are not limited to,statements regarding estimates and forecasts of financial and performance metrics,projections of market opportunity and market share,expectations and timing related to commercial product launches,potential benefits of the transaction and the potential success of Faraday Futures go-to-market strategy,and expectations related to the terms and timing of the proposed business combination and related transactions.These statements are based on various assumptions,whether or not identified in this presentation,and on the current expectations of Faraday Futures and PSACs management and are not predictions of actual performance.These forward-looking statements are provided for illustrative purposes only and are not intended to serve as,and must not be relied on by any investor as,a guarantee,an assurance,a prediction or a definitive statement of fact or probability.Actual events and circumstances are difficult or impossible to predict and will differ from assumptions.Many actual events and circumstances are beyond the control of Faraday Future and PSAC.These forward-looking statements are subject to a number of risks and uncertainties,including changes in domestic and foreign business,market,financial,political and legal conditions;the failure of the parties to enter into a definitive merger agreement(or the termination thereof)with respect to the proposed business combination of Faraday Future and PSAC;the inability of the parties to successfully or timely consummate the proposed business combination,including the risk that any required regulatory approvals are not obtained,are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the proposed business combination or that the approval of the stockholders of PSAC or Faraday Future is not obtained;failure to realize the anticipated benefits of the proposed business combination;risks relating to the uncertainty of the projected financial information with respect to Faraday Future;risks related to the rollout of Faraday Futures business and the timing of expected business milestones and commercial launch in particular the ability to launch the FF 91 within 12 months of funding;risks related to future market adoption of Faraday Futures offerings and Faraday Futures go-to-market strategy;risks related to Faraday Futures commercial partnerships and joint ventures,including the inability of Faraday Future and commercial counterparties to enter into definitive agreements governing their partnerships or joint ventures on a timely basis or at all and the related impacts on timing of production schedules and other key commercialization milestones;the effects of competition on Faraday Futures future business;the amount of redemption requests made by PSACs public stockholders;the ability of PSAC or the combined company to issue equity or equity-linked securities in connection with the proposed business combination or in the future,and those factors discussed in PSACs final prospectus filed on July 22,2020 under the heading“Risk Factors,”and other documents of PSAC filed,or to be filed,with the Securities and Exchange Commission(“SEC”).If any of these risks materialize or our assumptions prove incorrect,actual results could differ materially from the results implied by these forward-looking statements.There may be additional risks that neither PSAC nor Faraday Future presently know or that PSAC and Faraday Future currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.In addition,forward-looking statements reflect PSACs and Faraday Futures expectations,plans or forecasts of future events and views as of the date of this presentation.PSAC and Faraday Future anticipate that subsequent events and developments will cause PSACs and Faraday Futures assessments to change.However,while PSAC and Faraday Future may elect to update these forward-looking statements at some point in the future,PSAC and Faraday Future specifically disclaim any obligation to do so.These forward-looking statements should not be relied upon as representing PSACs and Faraday Futures assessments as of any date subsequent to the date of this presentation.Accordingly,undue reliance should not be placed upon the forward-looking statements.USE OF PROJECTIONS AND DESCRIPTION OF KEY PARTNERSHIPSThis presentation contains projected financial information with respect to Faraday Future,namely unit sales,revenue,contribution margin,EBITDA and EBITDA less capital expenditures for 2020-2025.Such projected financial information constitutes forward-looking information,and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results.The assumptions and estimates underlying such projected financial information are inherently uncertain and are subject to a wide variety of significant business,economic,competitive and other risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information.See“Forward-Looking Statements”above.Actual results may differ materially from the results contemplated by the projected financial information contained in this presentation,and the inclusion of such information in this presentation should not be regarded as a representation by any person that the results reflected in such projections will be achieved.Neither the independent auditors of PSAC nor the independent registered public accounting firm of Faraday Future,audited,reviewed,compiled,or performed any procedures with respect to the projections for the purpose of their inclusion in this presentation,and accordingly,neither of them expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this presentation.This presentation contains descriptions of certain key business partnerships of Faraday Future,including with suppliers and a China joint venture partner.These descriptions are based on the Faraday Future management teams discussions with such counterparties and the latest available information and estimates as of the date of this presentation.In each case,such descriptions are subject to negotiation and execution of definitive agreements with such counterparties which have not been completed as of the date of this presentation and,as a result,such descriptions of key business partnerships of Faraday Future,remain subject to change.ROLAND BERGER DISCLAIMERWhile the EV passenger car data provided by Roland Berger LP(“RB”)is believed to be accurate,RB has not verified its accuracy,nor has the information been updated since September 23,2020.Accordingly,RB makes no representation or warranty as to the accuracy or completeness of the information,or that any projections or estimates will be realized in the future.Neither RB nor any of its partners or affiliates(collectively,the“RB Entities”),nor any of the owners,partners,directors,officers,employees,or agents of the RB Entities,shall incur any responsibility or liability whatsoever to any party concerning the information.FINANCIAL INFORMATION;NON-GAAP FINANCIAL MEASURESThe financial information and data contained in this presentation is unaudited and does not conform to Regulation S-X.Accordingly,such information and data may not be included in,may be adjusted in or may be presented differently in,any proxy statement,registration statement,or prospectus to be filed by PSAC with the SEC.Some of the financial information and data contained in this presentation,such as EBITDA and EBITDA less capital expenditures,have not been prepared in accordance with United States generally accepted accounting principles(“GAAP”).EBITDA is defined as net earnings(loss)before interest expense,income tax expense(benefit),depreciation and amortization.PSAC and Faraday Future believe these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Faraday Futures financial condition and results of operations.PSAC and Faraday Future believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating projected operating results and trends in and in comparing Faraday Futures financial measures with other similar companies,many of which present similar non-GAAP financial measures to investors.Management does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP.The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in Faraday Futures financial statements.In addition,they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures.In order to compensate for these limitations,management presents non-GAAP financial measures in connection with GAAP results.Faraday Future is not providing a reconciliation of its projected EBITDA and projected EBITDA less capital expenditures for full years 2020-2025 to the most directly comparable measure prepared in accordance with GAAP because Faraday Future is unable to provide this reconciliation without unreasonable effort due to the uncertainty and inherent difficulty of predicting the occurrence,the financial impact,and the periods in which the adjustments may be recognized.For the same reasons,Faraday Future is unable to address the probable significance of the unavailable information,which could be material to future results.You should review Faraday Futures audited financial statements,which will be included in the Registration Statement(as defined below)relating to the proposed business combination(as described further below).ADDITIONAL INFORMATION ABOUT THE PROPOSED BUSINESS COMBINATION AND WHERE TO FIND ITThe proposed business combination will be submitted to stockholders of PSAC for their consideration.PSAC intends to file a registration statement on Form S-4(the“Registration Statement”)with the SEC,which will include preliminary and definitive proxy statements to be distributed to PSACs stockholders in connection with PSACs solicitation for proxies for the vote by PSACs shareholders in connection with the proposed business combination and other matters as described in the Registration Statement,as well as the prospectus relating to the offer of the securities to be issued to Faraday Futures shareholders in connection with the completion of the proposed business combination.After the Registration Statement has been filed and declared effective,PSAC will mail a definitive proxy statement and other relevant documents to its stockholders as of the record date established for voting on the proposed business combination.PSACs stockholders and other interested persons are advised to read,once available,the preliminary proxy statement/prospectus and any amendments thereto and,once available,the definitive proxy statement/prospectus,in connection with PSACs solicitation of proxies for its special meeting of stockholders to be held to approve,among other things,the proposed business combination,because these documents will contain important information about PSAC,Faraday Future and the proposed business c